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Home My WebLink About20252322.tiffPLANNED UNIT DEVELOPMENT (PUD) FINAL PLAT APPLICATION FOR PLANNING DEPARTMENT USE RECEIPT # /AMOUNT # 1$ APPLICATION RECEIVED BY DATE RECEIVED: CASE # ASSIGNED: PLANNER ASSIGNED: Parcel Numbers — 121308000014, 121317100016 and 121309000026 (12 digit number - found on Tax I.D. information, obtainable at the Weld County Assessor's Office, or www.co.weld.co.us) (Include all lots being included in the application area. If additional space is required, attach an additional sheet.) Legal Description See legal description, Section Parts of Sections 8, 9 & 1 , Township North, Range West Property Address (If Applicable) None, see property list and report Existing Zone District: PUD Proposed Zone District: PUD Total Acreage: +1-862.809 Acres Proposed #/Lots 283 Average Lot Size: 1.1-34. Acres Minimum Lot Size: 1.1 Acres Proposed Subdivision Name: Pelican Lake Ranch, Filing No. 2 Proposed Area (Acres) Open Space: +/-255 Acres Are you applying for Conceptual or Specific Guide? Conceptual I Specific FEE OWNER(S) OF THE PROPERTY (If additional space is required, attach an additional sheet) Name: REI, LLC Work Phone # 303-810-3674 Home Phone # Nil Email Address bodonnell@starboardrealtygroup.com Address: 825 E. Speer Blvd. #312 t City/State/Zip Code Denver CO 80718 APPLICANT OR AUTHORIZED AGENT (See Below: Authorization must accompany applications signed by Authorized Agent) Name: Todd Johnson Work Phone # 303-251-7653 Home Phone # N/A Email Address todd@terraformas.com Address: 3465 South Gaylord Court, A304 City/State/Zip Code Englewood, CO 80113 UTILITIES: Water: Central Weld County Water District Sewer: Individual Septic Systems Gas: Atmos Electric: United Power/Xcel Phone: Comcast DISTRICTS: School:Weld County School District RE i Post: United States Postal Service I (We) hereby depose and state under penalties of perjury that all statements, proposals, and/or plans submitted with or contained within the application are true and correct to the best of my (our)knowledge. Signatures of all fee owners of property must sign this application. If an Authorized Agent signs, a letter of authorization from all fee owners must be included with the application. If a corporation is the fee owner, notarized evidence must be included indicating the signatory has the legal authority to sign for the corporation. I (we), the undersigned, hereby request the Department of Planning Services to review this PUD Final Plat or request hearings before the Weld County Planning Commission and the Board of County Commissioners concerning the PUD Final Plat for the above described unincorporated area of Weld County, Colorado: 02/19/2025 Signature: Bruce C. O'Donnell—ManageF Date Digitally signed by Todd A. Johnson DNCC=US, erraformas.com, Sign 0="T Forma Solutions, Inc.", Date CN=Todd A. Johnson Date: 2025.02.19 14:21:06-07' Ot DEPARTMENT OF PLANNING AND BUILDING DEPARTMENT OF PUBLIC HEALTH AND ENVIRONNMENT 1555 NORTH 17TH AVENUE GREELEY, CO 80631 AUTHORIZATION FORM FOR BUILDING, PLANNING AND HEALTH DEPARTMENT PERMITS AND SERVICES Bruce C. O'Donnell, Manager REI, LLC Todd Johnson -Terra Forma Solutions, Inc I, (We), , give permission to (Owner — please print) (Applicant/Agent — please print) to apply for any Planning, Building or Health Department permits or services on our behalf, for the property located at: Pelican Lake Ranch - Filing No. 2 Sec. 8, 9 &17 3 65.00 Legal Description: of Section , Township N, Range W Subdivision Name: Pelican Lake Ranch, Filing No. 2 Property Owners Information: Phone: 303-810-3674 Applicant/Agent Contact Information: 303-257-7653 Phone: E-mail: E -Mail: Email correspondence to be sent to: Owner Lot N/A N/A Block bodonnell@starboardrealtygroup.com todd@terraformas.com Applicant/Agent Postal service correspondence to be sent to: (choose only one) Owner Additional Info: Both Applicant/Agent Owner Signature: Date: 02/21/2025 Agent Signature: Digitally signed by Todd A. Johnson DN. =U9, E=todd@tend r: . s/corn, O="Terra Forma"tI_o :, Inc. , CN=Todd A. Johnson Date: 2025.02.19 14:17:58-07' OC Date: OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE OF DOCUMENT FILED I, Jena Griswold , as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, the attached document is a true and complete copy of the Articles of Incorporation with Document # 20181344113 of Terra Forma Solutions, Inc. Colorado Corporation (Entity ID # 20181344113 ) consisting of 3 pages. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 10/23/2023 that have been posted, and by documents delivered to this office electronically through 10/25/2023 a, 05:24:38. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, and issued this official certificate at Denver, Colorado on 10/25/2023 @ 05:24:38 in accordance with applicable law. This certificate is assigned Confirmation Number 15430987 Secretary of State of the State of Colorado *********************************************End of Certificate******************************************* Notice: A certificate issued electronically from the Colorado Secretary of State's website is fully and immediately valid and effective. However, as an option, the issuance and validity of a certificate obtained electronically may be established by visiting the Validate a Certificate cate page of the Secretary of State's website, https://www.coloradosos.gov/biz/CertificateSearchCriteria.do entering the certificate's confirmation number displayed on the certificate, and following the instructions displayed. Confirming the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance of a certificate. For more information, visit our website, https://www.coloradosos.gov click "Businesses, trademarks, trade names" and select "Frequently Asked Questions." Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. Colorado Secretary of State Date and Time: 04/25/2018 10:37 AM ID Number: 20181344113 Document number: 20181344113 Amount Paid: $50.00 ABOVE SPACE FOR OFFICE USE ONLY Articles of Incorporation for a Profit Corporation filed pursuant to § 7-102-101 and § 7-102-102 of the Colorado Revised Statutes (C. R. S. ) 1. The domestic entity name for the corporation is Terra Forma Solutions, Inc. (Caution: The use of certain terms or abbreviations are restricted by law. Read instructions for more information.) 2. The principal office address of the corporation's initial principal office is Street address 9994 Quintero St. Mailing address (leave blank if same as street address) (Street number and name) Commerce City (City) (Province — if applicable) CO 80022 (State) (ZIP/Postal Code) United States (Country) (Street number and name or Post Office Box information) (City) (Province — if applicable) (State) (ZIP/Postal. Code) (Country) 3. The registered agent name and registered agent address of the corporation's initial registered agent are Name (if an individual) Johnson or (if an entity) (Last) Todd (First) (Middle) (Suffix) (Caution: Do not provide both an individual and an entity name.) Street address 9994 Quintero St. Mailing address (leave blank if same as street address) (Street number and name) Commerce City (City) CO 80022 (State) (ZIP/Postal Code) (Street number and name or Post Office Box information) (City) CO (State) (ZIP/Postal Code) ARTINC_PC Page 1 of 3 Rev. 8/5/2013 (The following statement is adopted by marking the box.) X The person appointed as registered agent above has consented to being so appointed. 4. The true name and mailing address of the incorporator are Name (if an individual) or (if an entity) Johnson Todd (Last) (First) (Middle) (Suffix) (Caution: Do not provide both an individual and an entity name.) Mailing address 9994 Quintero St. (Street number and name or Post. Office Box information) Commerce City (City) CO 80022 (State) (ZIP/Postal. Code) United States . (Province — if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment.) The corporation has one or more additional incorporators and the name and mailing address of each additional incorporator are stated in an attachment. 5. The classes of shares and number of shares of each class that the corporation is authorized to issue are as follows. The corporation is authorized to issue 1,000 common shares that shall have unlimited voting rights and are entitled to receive the net assets of the corporation upon dissolution. OInformation regarding shares as required by section 7-106-101, C.R.S., is included in an attachment. 6. (If the following statement applies, adopt the statement by marking the box and include an attachment) ❑ This document contains additional information as provided by law. 7. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has significant legal. consequences. Read instructions before entering a date.) (If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format.) The delayed effective date and, if applicable, time of this document is/are (mm/dd/yyyy hour: minute am/pm) Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. ARTINC_PC Page 2 of 3 Rev. 8/5/2013 8. The true name and mailing address of the individual causing the document to be delivered for filing are Biesterfeld (Last) 1099 18th Street Bryan D. (First) (Middle) (Suffix) (Street number and name or Post. Office Box information) Suite 2600 Denver (City) CO 80202 (State) (ZIP/Postal Code) United States . (Province — if applicable) (Country) (If the following statement applies, adopt the statement by marking the box and include an attachment.) This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. Disclaimer: This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTINC_PC Page 3 of 3 Rev. 8/5/2013 Trade Name Instructions Wyoming Secretary of State Herschler Building East, Suite 101 • 122 W 25th Street ♦ Cheyenne, WY 82002-0020 307.777.7311 ♦ Business@-wo.gov Before Filing Please Note 0 0 a 0 0 Include the filing fee of $100.00. Make check or money order payable to Wyoming Secretary of State. The Application for Registration of Trade Name must be signed and notarized. The trade name must be in use prior to registration. If the applicant is a business entity, they must be registered and in good standing with the Wyoming Secretary of State prior to applying for the trade name. The Application for Registration of Trade Name must comply with Wyoming Statutes 40-2-101 through 40-2-109. Under the circumstances specified in W.S. 17-28-104(e), an email address is required. Please review the form prior to submission. The Secretary of State's Office is unable to process incomplete forms. You're Ready to Mail in Your Documents! • Processing time is up to 15 business days following the date of receipt in our office. • Wyoming statutes do not allow for expedited filing at this time. Your filing will be processed in the order it is received. ♦ You can visit our website at http://wyobiz.wyo.gov to see what day is ctuTently being processed. Additional Contact Information ♦ Department of Revenue (Sales and Use Tax Information) o Ph. 307.777.5200 OR https: /revenue.state.vuy.us/ • Department of Workforce Services (Workers' Compensation or Unemployment Insurance) o Ph. 307.777.8650 OR http://www.wyomingworkforce.org! • Internal Revenue Service (Tax ID Information) o https:r/www.irs.gov/l~iling TN -Re istrationAppli.cationlnstructions —Revised May 2022 Wyoming Secretary State Herschler Building East, Suite 101 122 W 25th Street Cheyenne, WY 82002-0020 Ph. 307.777.7311 Email: Business( (-Cr For JfioeUsen y Application for 1. Trade name to be registered: f ration of ra e Pk'Janw REI LLC 2. Name of applicant: C L rnited Liability Company 3. Business address of applicant: 1735 Dolores River Drive Windsor, CO 80550 4. Mailing address of applicant (if different from business address): 5. Applicant is (selection should correspond to information listed in item 42): individual; limited partnership; unincorporated association; corporation; limited liability company; statutory foundation; general partnership; statutory trust; other: 6. If the applicant is a corporation, limited partnership, limited liability company, statutory trust or statutory foundation, list the state of incorporation, organization, or formation Wyoming If the applicant is a limited partnership, general partnership, or statutory trust, list the names and addresses of the partners, general partners, or trustees: f the applicant is "other," explain° TN-RegistrationApplication - Revised June 2021 7. Describe general nature of business conducted by applicant: Real estate holdings 8. Date first used in Wyoming: Date: I04/1x/2022 (Date — nam/dd/yyyyy) o t he name must be n use in Wyoming prior to registration. 01/07/2025 (mm/dd/yysv Contact Person: Signature: I Print Name: Title: Bruce O'Donnell Mgr of Starboard Realty Group, LLC, r of appint Kelli Craw, Corporate Paraffegal Daytime Phone Number: 303-894 4462 '.mail: kcrano@fwlaw.com (An email address is required. Email(s) provided will receive important reminders, notices anct filing evidence.) State of ale cotdo cowing - Perwr foregoing + .� +--�.--r � .' - . a�.> �y <- [355e ' d) Y� ..� l�li. i�>`The in � ent .f as acknowledged before me by _ �� _ .o r a vial Seal: 01/0 fr fzozr L T _ • - DAVID TJAHYADI NOTARY PUBLIC • STA lL OF COLORADO H Notary ID #20224035247 If My Commission Expires 9/8/2026 Important Information: Filing Fee: $100.00 Make check or money order payable to Wyoming Secretary of State. ® The application must be signed and notarized. • Prrocessi; s g time is up to 15 business days following the date of receipt in our office. ® Registration is effective for a term of ten (10) years and is renewable. he renewal may not be filed more than six (6) months prior to the expiration. • The Secretary of State will notify registrants whose trade name is up for renewal six (6) months prior to the expiration. ® Please mail with payment to the address at the top of this form. This form cannot be accepted via email. ® Please review the form prior to submission. The Secretar of State's Office is unable to process incomplete forms® TN-RegistrationApplication — Revised June 2021 TERRA FORMA SOLUTIONS July 28, 2025 RE: Pelican Lake Ranch — PUD Filing No. 2 Narrative/Overview/Statement of Conformance To whom it may concern: The following provides an overview of Chapter 27 PUD Final PUD/Plat requirements and narrative for the Pelican Lake Ranch ("PLR") project. The project is generally located ten miles south of Greeley, seven miles east of Platteville, and five miles south of La Salle, adjacent to Milton Reservoir in unincorporated Weld County. The Pelican Lake Ranch project is part of the Beebe Draw Farms and Equestrian Center PUD, originally zoned PUD for 800 lots with the underlying R-1 Zone District in 1984 and amended in 1989. The new Filing N o. 2 is in conformance with the approved P UD and follow the PUD standards. The new filing encompasses 862 acres both south and east of the existing Filing No. 1 and is comprised of 284 lots, 254 acres of open space/amenity area, and 65 acres of streets. See right for overview exhibit and the application for detailed information. N arrative: Pelican Lake Ranch ("PLR") is an established rural community of rural "estate" type lots, sited on 3,500 acres of gentle rolling grassland hills overlooking Milton Reservoir. This self-sufficient development is about one/fifth (1/5) complete with the first 186 lots fully developed and sold out, with an additional 2,800 acres remaining to develop in this master planned community within the overall PUD area currently approved for 800 lots. 177 1 111.L r 1r I 1L -74‘r) Il��lrf v• A �I r _\�I -f I OYYYYTI'IISYSY�`' _ FILI NO. 1 ' II LEGEND UMW 11S$ SUMMARY aril? lllN3.Z /-: c't L9T1 2-]%CICInte 5•PPXt Loin IOTA.IQIC Rae/I of we 4O °rt.. 72. 70101I(aMra Wti 9oMT61A W 6? KIEV Ti. +S 1 . :4J I. ffiJI 'Am ftfi. vat -MIM {ILYA MIST 172.1 Mtn OPSX SPAM I VISE J,5,@ TOM. MP i VIII I 16tlooti a Wer TERRA FORMA SOLUTIONS CONCEPTUAL EXFNBIT- SUBJECT TO CHANGE PELICAN LAKE RANCH FILING NO. 2 CONCEPT EXHIBIT !$IEGT O ' V �I The primary owner of PLR is REI, LLC, a Wyoming Limited Liability Company. PLR is located within the boundaries of two (2) Metropolitan Districts and the Beebe Draw Farms Authority ("Authority"). TERRA FORMA SOLUTIONS The two Metropolitan Districts were established by Weld County in 1986 and the Authority was established in 2011 by Weld County and have successfully served the homeowners within the project for over 30 years providing essential services. The Authority's purpose is to bind the Districts together concerning capital expenditures and operation and maintenance expenses so that the cost of providing facilities and services for the entire project will be shared equitably by the users of the public improvements and services under the numerous circumstances which could occur in the future. The Districts were organized to finance, acquire, construct, complete and operate certain public improvements, including but not limited to the essential infrastructure elements; streets, drainage, water, parks, recreation, landscape, common amenities, mosquito/rodent control and other services within its boundaries. The following is an exhibit of the structure and relationship between the Authority and the Districts: Beebe Draw Farms Authority Board GOVERNANCE tvm lerrew-torrin.,jPernxil �Y nom•: , t,-.)041 Authority Board of Directors Dent /att.fq 441eirtpoly %Ocsi+W Aid 3 %thee 0 Directs.% Cornprused of Dsstiat No. I Residents Pri Pon S. rnr ta.n anchlYd In w,r=�:at ikwr Pt ebe (brie Ilarnt t:tr1't;t• 44r elberili NOt 4osS dr RnK1ah Ge/tnpziiell of Vacant Land Progeny Owners Beebe Draw Farms Author=ity Board TIES Operations/,Maintenance Decisions Made by a Vote of both District No, 1 Representatives on Authority Board in Favor Beebe Draw Farms Authority Board RESPONSIBILITIES Construction Decisions Infrastructure Improvements (Roads. water. and other infrastructures Made by a Vote of Both District No, 2 Representatives on Authority Board in Favor Background: Existing Property Zoning and Entitlements: Beebe Draw Farms Authority Board RESPONSIBILITIES Administrative Decisions All Four Board members (Majority Decides) 40- A Beebe Draw Farms Authority Board RESPONSIBILITIES Construction aectsPons Ncfrw Amenities Made by a Majority Vote of All Authority Board Members I Beebe Draw Farms Authority Board • It tared Oc4M Illkt trey ¢ n del Revenge I�ln lla 7 aat71 week en OWCoat Araiitu 4 0is4$iI Pee. I ball raw Newt ei 1M testi he l Rene uIeesran en luAbsive beard Beebe Di "VW Fermi'MetPSeoletan past <i No. 4 OOtt,n urn 'Wry ad) adrb0 bas Mot ln'v at Bc wd s R.xne_ies ■ ■ CMS Welt Ors Few. Nettrtpa ,un 0'Mrn Fe- 2 Goa NIIII Levy write to rived 141IIIjesit,V,st of board a seer Aw newt vatr a Dowd SW, 2 Sawa htfirlThedahrs deli Infarelnielere Mete flaw Fauns. Mletronoetais Distort No 4 imposes Xeind OW Wu Inn, Capful - Nrs Dore Mol trey Total to r,m€ tweed SO PO% as aokfusied Ili Page 2 C TERRA FORMA SOLUTIONS • In 1984, Weld County zoned 4200+/- acres to PUD. Section 16, which was under contract to be purchased by REI is included in the acreage; however, REI did not purchase the parcel following financial difficulty in the mid 1980's. The State Land parcel (Section 16) is not included in any of the zoning amendments following the contract being terminated. • In 1986, Weld County approved and established two Metropolitan Districts to provide infrastructure, amenities, and other essential services for the overall 4,200 acres by levying taxes on the real property and oil and gas production. • A 1989 PUD Amendment was approved for a total of 800 single family residential units. Allowed uses included residential, recreational and oil/gas production. • In 1989, Weld County approved PUD zoning based on R-1 Zoning, with public water, engineered septic systems, and requiring a 300foot separation between oil and gas wells, allowed one horse per acre and required that internal roads be maintained by the HOA/Districts and not by Weld County. • In 1989, Weld County approved the Beebe Draw Farms and Equestrian Center, corrected First Filing Final Plat for 186 single family lots on approximately 700 acres. • In 2011, Weld County approved and established the Beebe Draw Farms Authority to bind the two districts together and ensure the future development and maintenance of the capital improvements and amenities and infrastructure for the existing and remaining 2,800 -acres. Proposed: This Final PUD/Plat application for Filing No. 2 consisting of 283 lots with an overall density of just over 3 acres per lot, which is under the two and one-half (2 1/2) acres per lot PUD requirement, and provides opportunities for new single-family detached residents on lots ranging from 1.1 to 3.0+ acres, with over thirty percent (30%) open space, roads and riding/walking trails that connect to Filing No. 1. Public water and individual lot septic systems will service the lots. Residents of PLR currently enjoy numerous amenities as outlined below. All amenities, infrastructure and services are provided through the established Metropolitan Districts and the Authority. The established Beebe Draw Farms Authority will maintain all internal roadways and not require Weld County to maintain these roads. Funds will continue to be set aside from tax revenues to provide for the current and future operations and maintenance, infrastructure, and amenities. The tax revenues roughly split 80%/20% Infrastructure/Amenities, following the funding of current operations and maintenance of the existing infrastructure and amenities within the District Boundaries. Additionally, previously provided parcels for the school and fire districts are still intact for their uses as needed by those entities. Animal units will be per the R-1 zoning/PUD. Comparison of Filing No. 2 to Filing No. 1 design specifics: • Proposed lot sizing meets the approved PUD, specified R1 Zoning and general characteristics of the overall project being self-sufficient rural residential development. • Filing No. 2 has been designed to accommodate the current market conditions, with homeowners looking for slightly smaller lots for maintenance. Additionally, the smaller lots create less of a burden on our valuable water resources. Page 3 C TERRA FORMA SOLUTIONS • Filing No. 2 lots range from 1.1 to 3+ acres and an average of 1.8 acres with Filing No. 1 lots range from 1.25 to 3+ acres with an average of 2.4 acres, both meeting the existing PUD and zoning. • Filing No. 2 lots adjacent to Filing No. 1 have been created similar in size. • Filing No. 2 lot breakdown: o 1-2 acre lots — 197 or 35% site area o 2-3 acre lots — 78 or 21% of site area o 3+ acre lots — 8 or 3% of site area • Filing No. 1 lot breakdown: o 1-2 acre lots -42or11%site area o 2-3 acre lots — 106 or 36% of site area o 3+ acre lots — 38 or 19% of site area • Filing No. 2 provides similar open space areas and provide for a future amenity area. General street patterns, open space areas and lotting are generally consistent with Filing No. 1. P hysical Opportunities and Constraints of Property: • Active oil/gas wells currently exist within the remaining 2,800 Acre PUD, and the majority of active wells are in the process of being plugged and abandoned. • Equestrian and walking trail systems will be designed to connect a majority of the open space areas throughout the project. Residential Land Uses P er Weld County Planned Unit Development Chapter 27, General Planned Land Uses, PLR blend with the rural setting, ranches and farms, is adjacent to Milton Reservoir which is used for agriculture and recreation and provides an amazing visual amenity for the project. PLR's land is considered non -valuable for farming because of poor soils and lack of water for growing crops as stated in the Resolution to Amend the PUD in 1989 by Weld County Commissioners as a reason for approval of the original PUD. The landowner (REI, LLC) leases the undeveloped land to ranchers in the area for grazing and plans to continue doing so as the planned development further develops into the future. It is anticipated that lot sales will continue at market driven pace of twenty-four(24+) lots per year, making it easy to plan and provide necessary services for the residents of PLR, without causing any negative impacts on schools, fire, law enforcement or water resources. The Authority will own, operate, and maintain the roads, infrastructure and amenities within PLR. The project has also been phased based upon this potential absorption. Common Open Space Common Open Space is defined as any usable parcel of land or water essentially unimproved and set aside, dedicated, designated for future public or private use or enjoyment. Common Open Space shall be freely accessible to all residents and property owners of the development. Common Open S pace shall not be occupied by buildings or structures other than those in conjunction with the use of Page 4 C TERRA FORMA SOLUTIONS open space, roads, or parking; nor shall it include the yards or lots of residential dwelling units required to meet minimum lot area or parking area requirements. Utility easements and the outer 50 feet of oil and gas buffer areas are considered open space and are a part of the open space network. The Common Open Space for PLR includes various parks and recreation facilities, landscape and appropriately located open spaces. PLR has identified an overall open space framework defined primarily by the community plan as well as by the limiting site factors. The plan will provide key linkages to create an integrated open space and trail network. Included in the Common Open Space are Limiting Site Factors or areas comprised of certain physical elements that obstruct or constrain certain types of development. Specific to PLR, these physical elements include, but are not limited to the following uses: • Water Detention/Retention Areas • Oil and Gas Operations Although these elements contain factors that limit certain types of development, these areas are, nevertheless, usable for recreational activities, parks, trails, and other amenities, or other functions that cannot damage or be damaged by the limiting site factors. PLR contains existing well sites, active and abandoned. To best incorporate these elements into the PUD they will be integrated within the amenity and open space areas. Another Common Open Space component are buffer zones along the lake and canal as described in the Amended and Restated Memorandum of U nderstanding with the Bureau of Reclamation. P ublic Improvements and Amenities Constructed to Date Include: • See below exhibit. • 186 fully developed residential lots with paved streets, water, natural gas, electricity, and drainage improvements. • Miles of riding and walking trails; • Over 600 acres of open space and nature preserves, bird estuary with trails, descriptive signage, sheltered picnic area, and restroom facilities; • Community swimming pools and cabana; • Large park, sports courts including tennis, basketball, volleyball, and a putting green; • Stocked fishing lake with docks creating excellent warm water fishery; • Playground and community picnic area; • Community Information and Sales Center; • Outdoor riding arena and round pen; • Entry building; • Entry monumentation and landscape; • Maintenance Facility and District Office. • Future amenities will be planned by the Authority based on market and future resident needs and desires. Page 5 TERRA FORMA SOLUTIONS Emergency Access Authority Maintains TO I� R065W �Iar LC �hn5rirlr_ Milton Reservoir Ownership Beebe Draw Farms Authority Heritage Sporting CLub Lasalle Fire Protection District PLR Beach 8 Camp Sites REI State of Colorado Weld County School District RE -1 Filing 1 Filing 2 Amenities & Facilities Gate House Sales & Info Center Water Wells O Stock WeMS RE I MAINTAINS Equestrian Jump Course & Judging Rash -own and Picnic Pavilion Stockers Fising Lake Camping and Picnic Pavilion Trails a Equestrian Trail IM Bridge Authority Maintained 0 0.5 Roads Authority Maintained County Maintained o Lake Christina Trails 1 Mile I 1 Page 6 TERRA FORMA SOLUTIONS Development Standards/Concept: The Development Standards for PLR (nonurban scale development on public water and septic systems) require a minimum lot size of one (1) acre and an overall gross density of two and one-half (2'/2) acres per lot to allow for On -Site Wastewater Treatment System ("OWTS") for each residential Lot. This Final Plat does not revise or change anything within the existing Filing No. 1. Home types will blend with those found in the existing Filing No. 1 and have their own Covenants and Design Guidelines. Additional amenity areas will be created throughout the project based on current market and homeowner needs and desires and be implemented via the Authority/Metropolitan Districts. Riding and walking trails will be located throughout the project with connection to the entire community and a central equestrian center with horse facilities. Minimum Home Size: Single Family residences shall be a minimum of 1,500 square feet, have a two car garage. Minimum Setbacks: • 50' from edge of right-of-way • 25' from side and rear lot lines Surrounding 25' utility and drainage easement and setback. Disturbed areas shall be seeded with native grass mix or other approved xeriscaping.. Typ. septic field area ( 500O-7000 sf primary & secondary allowances) privacy fenced area shall notexceed 20% of the lot area, & must be attached to the principal dwelling. All driveways must be gravel or paved not interfere with drainage. • 50' from plugged and abandoned oil and gas wells • 300' from producing wells Typical Lot Site Plan i Fenced paddock area may be 25% of lot area, (paddocks are required with barns and shall only be permitted on designated equestrian lots) No open grazing allowed Typ barn for equestrian lots. size based on number of permitted horses on lot (see Covenants & Gudelines) Native grasses shall remain undisturbed wherever possible. Landsca pang: 10 trees min4 shall be planted within 7 months of C . O or at beginning of next planting season as specified in the design guidelines. Irrigated turf area not to exceed 5.000 Square Feel 50" mindinum budding setback from ROW Lot must be designed to drain without affecting neighboring properties. Subdivision drainage design shall not be modified. Historic flaws must be maintained. Lot owners are responsible for any drainage alterations affecting neighboring properties and streets. Page 7 TERRA FORMA SOLUTIONS Phasing: Phases may develop as shown below and as outlined in the Construction Schedule: II r4r u r Il le Olif if 1 F *ICI A LF 34 in N Pinginia 7' LOTS le LOIS I@1M PHASE � S tail Lfl nu n I a L0Y% awital PtIASIL I I V tar; C Y INN fin AA. 7B LON 1 PAM FwASE MI LOTS . .Q GRAY Pti£ ?? LOTS ORASCF PHASE ai lit MTh TOTAL Th14 LOTS 4 �i4 rr- "BL=Y 6 _L COUNTY ROAD IS VOIFFrittleasp 1� 4F4 geel an *IS ELL aMI e Is, 4S �n 4 W I Si TWA J7; � app \•.r - i I I Page 8 C TERRA FORMA SOLUTIONS Employment Growth in the population of PLR will allow additional employment within the overall community for management and maintenance personnel. The metro district currently employs between 4 to 8 part- time personnel to maintain and operate the Authority owned facilities. Water Service Pelican Lake Ranch is located within the Central Weld County Water District (CWCWD) service area. Existing agreements with CWCWD exist to provide water for the project and the Authority and Developer will continue to work with CWCWD for the extension of water infrastructure. Existing "can - serve" letter has been provided by CWCWD to provide water to PLR. The can -serve letter for this P UD has been included and demonstrates that water will be available for the additional lots on a phase -by -phase basis subject to the terms of the CWCWD and/or the projects development agreement. Detailed engineering will be performed at time of Final Plat phasing/Construction Documents to demonstrate appropriate and adequate water service and fire protection. Sewer Service The underlying PUD zoning provides for on -site wastewater treatment systems (OWTS) which will be used for each lot. On -site wastewater treatment systems are a common and effective method of domestic sewage disposal. PLR will meet or exceed the Weld County Health Departments minimum standards for the design and construction of on -site wastewater treatment systems and has soils compatible for OWTS. OWTS will be via individual engineered septic systems provided by each individual property(lot) owner and be operated and maintained by each property owner. PLR associated metropolitan district (the Beebe Draws Authority) will provide septic systems for any public project elements and own and maintain the facilities. Reference our Geotech Report which shows our soils are compatible with OWTS. Vehicular Circulation - See Traffic Impact Study P elican Lake Ranch is bounded by several major roadways including: • WCR 39 (N/S road along western boundary) • WCR 38 (E/W road along northern boundary) • WCR 32 (E/W road along southern boundary) • Beebe Draw Farms Parkway (Central roadway through Filing 1 and additional Filings) Internal roadway networks will be created to interlink the above backbone network, provide site specific circulation while also providing safe traveling environments for the public. A new access to WCR 32 and WCR 39 will provide another major access points to the new Filing N o. 2 lots. WCR 39 access will be built with the first southern phase. Construction access is proposed to either rom the northeast utilizing existing private oil/gas accesses roadways or WCR 39 for the southern areas All efforts will be made to minimize impact to the existing neighborhood. Page 9 C TERRA FORMA SOLUTIONS Landscape Plan The framework for the Conceptual Landscape Plan is defined primarily by the limiting factors of the site. These site constraints have been carefully integrated into the overall development and will provide key pedestrian linkages and an integrated trail and open space network. By doing this, we are able to design a usable network that will connect potential future regional recreation and open space systems to adjacent properties. The Conceptual Landscape Plan for Pelican Lake Ranch is a combination of both parks and trail corridors that link together to form an interconnected system through the development. This system connects both visually and physically to the dedicated open spaces that are located throughout the site. By doing this, we are encouraging pedestrian & equestrian movement through the site while allowing opportunities for smaller more intimate gathering places and focal points for each neighborhood. The proposed landscape plan illustrates the Common Open Space and outlot areas. Generally, recreational areas have been designed per the RUA criteria as follows: • Open Spaces - These are naturalized areas either undisturbed or reestablished large undeveloped spaces to provide animal and view corridors. These areas are important in maintaining wide open spaces provided in rural areas. Clusters of pine trees are present along the roads where the open space meets the road giving a sense of scale to the amount of open land present. • Equestrian/Pedestrian Trails - A continuation of trails utilized for horseback riding or walking interconnected through the development connecting with existing trails provided in Filing 1. These trails will be maintained by the Beebe Draw Farms Authority. • Pedestrian/Bike Loop — An area of roadway in filing 2 will provide an additional marked lane for pedestrian and bike use. This lane will be an approximate 2 -mile loop interior of the development for safer recreational use. • Residential landscaping - shall follow a Xeric approach. Xeriscaping is the practice of landscaping with slow -growing, drought tolerant plants to conserve water and reduce yard trimmings. From the beginning, a landscape can be designed to reduce the number of resources needed to maintain it and the amount of waste it produces. There are seven principles of xeriscaping that we discuss below which include the details concerning water conservation, soil improvement, turf usage, use of native plants, mulch, irrigation, and maintenance. A minimum amount of ground disturbance is encouraged, and a silt fence is required to contain silting of neighboring properties from areas of disturbance until the establishment of ground cover. Optional perimeter fence shall be of the split rail design and have a maximum height of 4 feet at the top rail. A private fence shall not exceed 20% of the lot area and must be attached to the principal dwelling. • Irrigated turf areas - shall be planted with enviro-turf type products which includes fescue grasses or a native buffalo grass mix and shall not exceed 5,000 square feet. Soils for turf areas shall include organic material at rate of 6 cu.yd./1000sqft tilled into the soil at a minimum of 4 inches to help retain water and allow for healthier root establishment. Outer native grass areas shall utilize a recommended Prairie grass mix. Trees, shrubs and perennial plants should be of the drought tolerant types and planted in Hydro -zones matching similar water needs to specific areas. Regional sources should be utilized for plant specific materials and design including Page 10 C TERRA FORMA SOLUTIONS http://plantselect.org. Irrigation systems must include rain sensors and moisture sensors to reduce water waste. A newer type of wireless controlled irrigation clock is recommended that has more program control from offsite areas. A minimum of 10 trees shall be planted within 7 months of C.O. or beginning during the next planting season. Great care shall be taken in limiting the amount of disturbed area. Disturbed areas shall be remediated with a native grass mix and planted by hydro seeding or seed drilling methods. Re -seeding may be necessary until full establishment. A continuation of the white three rail fence will be connected to the existing fence and run along the perimeter of the development that runs along county road 39 and County Road 32. The fence will also continue into the south entrance of the development and run partially along Fairbanks Drive similar to how it partially runs along Beebe Draw Parkway. The main drive of south entry (Pelican Lake Drive) will be lined with indigenous trees to be recognize as the main entry into filing 2. Entry Signs — A large residential development sign exists on the corner of County Road 39 and County Road 32. Additional monument entry signs will be added to the south entrance on County Road 32. Environmental Impacts: Environmental Impacts to Pelican Lake Ranch are minor due to the site being located in an area historically used for ranching. PLR is not located on prime farmland and is not located in an overlay district area. Concerns such as heavy industrial and commercial uses are not present in proximity to the site. Issues regarding vibration, smoke, odors, heat, light, glare, aesthetics, pollution, wetland removal, solid waste and wildlife removal are not a concern above normal background levels/disturbance. Specific site impacts include: • Oil and Gas Operations • Ranching Operations • Periphery Traffic Noise • Seasonal Agricultural Operations (Dust and Odor) • Ditch Company Operations • Stormwater Runoff and Erosion Protection • Grading Operations Commercial Mineral Deposits / Oil and Gas Facilities: The applicant has Surface Use Agreements with the oil and gas providers for the entire property. Please refer to the Title Report for a complete list of mineral holders, SUAs, leases and agreements. Oil and Gas Setback: Setbacks will be per the approved PUD. Housing will not be allowed in these established setbacks. All pipelines will be buried in easements created for their use. Oil and gas operations along with residential development in the Weld County area is a common occurrence and Page 11 C TERRA FORMA SOLUTIONS is well regulated by the Colorado Oil and Gas commission, Weld County, and Surface use agreements. PLR has co -existed with oil and gas operations uses from the beginning of the development and the oil and gas operations are an included use in the PUD. Additionally, the oil/gas wells within Filing No. 2 are being plugged and abandon continually and we anticipate that there will be zero operating wells by end of 2025. Ranching Operations: Existing commercial ranching operations (other than smaller hobby ranching) will not be present in the area when residential development occurs. PLR currently leases land for cattle grazing to nearby ranch operators on the undeveloped land in the project. Seasonal Agricultural Operations (Dust and Odor): The primary concern from agricultural operations will be dust (and to a minor extent, odor). Residential sales strategies will include educational information to inform future residents of the nature and importance of farming in the area. A majority of suburban development in the Front Range creates housing adjacent to historic agricultural uses with successful results, PLR respects Weld County's Rights to Farm Ordinance. Stormwater Runoff and Erosion Protection: Development will occur in conformance with Federal, State and Local standards regarding stormwater and erosion protection. Impacts to residents will be minor and impacts to off -site areas will be mitigated. Grading Operations: Most grading will occur prior to occupancy. In the areas where additional phased grading occurs after homeowner occupancy, development must conform to erosion protection standards regarding dust and other matters. Once grading is complete no future impacts remain. Service Impacts This PUD/Final Plat for Filing No. 2 development will plan for and accommodate the following service impacts: • Law Enforcement o A Law Enforcement District (LED) with the authority to collect up to 7 additional mills for services has already been established to supplement capital and operational revenues necessary to serve this rural development. • Fire Protection and Ambulance o The LaSalle Fire Protection District will continue to service the application area. The Fire District has reviewed the concepts, previous agreements/arrangements, and the past dedication of 3.7 acres of land to the Fire District. The Fire District is satisfied with the land previously dedicated and feels this site will be a strategic location for further expansion when a new facility is needed not only for PLR but their overall o District service area. A letter from the fire chief of the LaSalle Fire Protection District has been included in this application. • Transportation o Pelican Lake Ranch lies within a 12 -mile radius of three major U.S. interstates or highways including U.S. 85 to the west, U.S. 34 to the north and U.S. 52 to the south. Page 12 C TERRA FORMA SOLUTIONS These three established regional highways provide quick and easy access to/from the site and major regional centers such as Denver International Airport (DIA), Downtown Denver, Fort Collins, and Greeley. Pelican Lake Ranch is therefore situated in a proven and well - established transportation network. • Roadways o Please refer to the Traffic Study prepared by Delich and Associates. • Geotechnical o A detailed geotechnical investigation has been performed. The investigation determines the preliminary design, pavement type and thickness based on proposed traffic loads and actual soil conditions. • Other Service Providers Include: o Electric — United Power o Natural Gas — Atmos Energy o Water and Sanitary Provisions ■ Water will be provided by district services. Central Weld County Water District (CWCWD) and agreements and service are already in place to continue water service to these additional lots. Development will occur in phases and prior to each phase PLR is required to have provided the raw water component to CWCWD. PLR has already provided over 65% of the raw water component by dedicating CBT shares. PLR will be offering Budget Taps and encouraging xeriscape landscaping and water conservation. ■ There is no public sewer available in this area so on -site wastewater treatment systems (OWTS) will continue to be used for each lot. o Cable/Telephone/Fiber — Hilltop Broadband, Comcast, Qwest, or Other Page 13 TERRA FORMA SOLUTIONS July 9, 2025 RE: Pelican Lake Ranch — PUD Filing No. 2 Narrative/Overview/Statement of Conformance To whom it may concern: The following provides an overview of Chapter 27 PUD Final PUD/Plat requirements and narrative for the Pelican Lake Ranch ("PLR") project. The project is generally located ten miles south of Greeley, seven miles east of Platteville, and five miles south of La Salle, adjacent to Milton Reservoir in unincorporated Weld County. The Pelican Lake Ranch project is part of the Beebe Draw Farms and Equestrian Center PUD, originally zoned PUD for 800 lots with the underlying R-1 Zone District in 1984 and amended in 1989. The new Filing No. 2 is in conformance with the approved PUD and follow the PUD standards. The new filing encompasses 862 acres both south and east of the existing Filing No. 1 and is comprised of 284 lots, 254 acres of open space/amenity area, and 65 acres of streets. See right for overview exhibit and the application for detailed information. Narrative: Pelican Lake Ranch ("PLR") is an established rural community of rural "estate" type lots, sited on 3,500 acres of gentle rolling grassland hills overlooking Milton Reservoir. This self- sufficient development is about one/fifth (1/5) complete with the first 186 lots fully developed and sold out, with an additional 2,800 acres remaining to develop in this master planned community within the overall PUD area currently approved for 800 lots. 4 r. t -country pogo FILING NO.1 T17 -- A•.-aair-;r• LEO END LIMO MIZE SIJIMAY CY r7 WC,t6E MG. Or LC* t•:Pant Lots we LVKtEit • of 151711. 4C, MCA VC, ras, iea7a . 9AciEtcrs 79 t329, :i 1li J. K1[LOTG a EARL'XIV 1B7 Trn ]IS% 412 t8 WWI FiatirCFltiiY - 7D Id A I% cor i:Pict; - _ ]Ii W }I.i ISty3'E - 6ii 1: •u) in% C TERRA FORMA SOLUTI ONS- PELICAN LAKE RANCH FILING NC. 2 CONCEPT EXHIBIT -HE: t:_ 17) ifI 'Q7..O.•tt TERRA FORMA SOLUTIONS The primary owner of PLR is REI, LLC, a Wyoming Limited Liability Company. PLR is located within the boundaries of two (2) Metropolitan Districts and the Beebe Draw Farms Authority ("Authority"). The two Metropolitan Districts were established by Weld County in 1986 and the Authority was established in 2011 by Weld County and have successfully served the homeowners within the project for over 30 years providing essential services. The Authority's purpose is to bind the Districts together concerning capital expenditures and operation and maintenance expenses so that the cost of providing facilities and services for the entire project will be shared equitably by the users of the public improvements and services under the numerous circumstances which could occur in the future. The Districts were organized to finance, acquire, construct, complete and operate certain public improvements, including but not limited to the essential infrastructure elements; streets, drainage, water, parks, recreation, landscape, common amenities, mosquito/rodent control and other services within its boundaries. The following is an exhibit of the structure and relationship between the Authority and the Districts: Beebe Draw Farms Authority Board GOVERNANCE Authority Board of Directors ?.w.w...r.w.t Aa/ssel N Aar,' bear/ trite Orne !tra i Met ••-• ar. tVeror • 4' I lewd euto( rn Cornprned of attr{t No 1 Itetdtnts •.0 ten- -4 .r. 4p,..... ,a 4•.i-..., hoe ilette Servo 1L•a`• Mel •- t --4r• D Ie to Y+ 2 41"4"1"1 Heppe ten Con+pnsed of Vacant Lard Property (Xenon Beebe Draw Farms Authority Board RESPONSIBILITIES Operations/Maintenance Decisions Made by a Vote of both District No. 1 Representatives on Authority Board in Favor Beebe Draw Farms Authority Board RESPONSIBILITIES Construction Decisions Infrastructure Improvements jRoads, water, and other Infrastructure' Made by a Vote of Both District No. 2 Representatives on Authority Board in Favor Beebe Draw Farms Authority Board RESPONSIBILITIES Administrative Decisions All Four Board members (Majority Decides) Beebe Draw Farms Authority Board RESPONSIBILITIES Construction Decisions New Amenities Made by a Majority Vote of All Authority Board Members Beebe Draw Farms Authority Board a oaered ow Ma tot fa 4.M14 MVP 04MICt Not 1 at 11) vett to Afloat Ow Cns Adatioral Ontntt foo 1 Ma tan went a 4rn/N N Goose Na t rwfta-v.s on Add:tett fen 'art!* Draw Ferri Matrt)4t?Vtan Dsstr,ct he t Avows rwr,w.+ OW tort Me, add ofklfe .aS M4 Levy of brt t lsrperw. A $ (eto tats D•a iron W • e . '.e. C►ura We 2 OS W tat wog to +..es Min Yost of flood nib. fora Itaweeet Vol, of Owes No 1 l aed ttepreteat✓sre% pet arasticase tete Ora* Sant DA*t•Onolita+• D•st► a h4 j wow. 0CM Sawn Caws - raw os M. tow tMdMsat utte dSOtnlltu*ad Page 2 TERRA FORMA SOLUTIONS Background: Existing Property Zoning and Entitlements: • In 1984, Weld County zoned 4200+/- acres to PUD. Section 16, which was under contract to be purchased by REI is included in the acreage; however, REI did not purchase the parcel following financial difficulty in the mid 1980's. The State Land parcel (Section 16) is not included in any of the zoning amendments following the contract being terminated. • In 1986, Weld County approved and established two Metropolitan Districts to provide infrastructure, amenities, and other essential services for the overall 4,200 acres by levying taxes on the real property and oil and gas production. • A 1989 PUD Amendment was approved for a total of 800 single family residential units. Allowed uses included residential, recreational and oil/gas production. • In 1989, Weld County approved PUD zoning based on R-1 Zoning, with public water, engineered septic systems, and requiring a 300foot separation between oil and gas wells, allowed one horse per acre and required that internal roads be maintained by the HOA/Districts and not by Weld County. • In 1989, Weld County approved the Beebe Draw Farms and Equestrian Center, corrected First Filing Final Plat for 186 single family lots on approximately 700 acres. • In 2011, Weld County approved and established the Beebe Draw Farms Authority to bind the two districts together and ensure the future development and maintenance of the capital improvements and amenities and infrastructure for the existing and remaining 2,800 -acres. P roposed: This Final PUD/Plat application for Filing No. 2 consisting of 283 lots with an overall density of just over 3 acres per lot, which is under the two and one-half (2 1/2) acres per lot PUD requirement, and provides opportunities for new single-family detached residents on lots ranging from 1.1 to 3.0+ acres, with over thirty percent (30%) open space, roads and riding/walking trails that connect to Filing No. 1. Public water and individual lot septic systems will service the lots. Residents of PLR currently enjoy numerous amenities as outlined below. All amenities, infrastructure and services are provided through the established Metropolitan Districts and the Authority. The established Beebe Draw Farms Authority will maintain all internal roadways and not require Weld County to maintain these roads. Funds will continue to be set aside from tax revenues to provide for the current and future operations and maintenance, infrastructure, and amenities. The tax revenues roughly split 80%/20% Infrastructure/Amenities, following the funding of current operations and maintenance of the existing infrastructure and amenities within the District Boundaries. Additionally, previously provided parcels for the school and fire districts are still intact for their uses as needed by those entities. Animal units will be per the R-1 zoning/PUD. P hysical Opportunities and Constraints of Property: • Active oil/gas wells currently exist within the remaining 2,800 Acre PUD, and the majority of active wells are in the process of being plugged and abandoned. • Equestrian and walking trail systems will be designed to connect a majority of the open space areas throughout the project. Page 3 TERRA FORMA SOLUTIONS Residential Land Uses Per Weld County Planned Unit Development Chapter 27, General Planned Land Uses, PLR blend with the rural setting, ranches and farms, is adjacent to Milton Reservoir which is used for agriculture and recreation and provides an amazing visual amenity for the project. PLR's land is considered n on -valuable for farming because of poor soils and lack of water for growing crops as stated in the Resolution to Amend the PUD in 1989 by Weld County Commissioners as a reason for approval of the original PUD. The landowner (REI, LLC) leases the undeveloped land to ranchers in the area for grazing and plans to continue doing so as the planned development further develops into the future. It is anticipated that lot sales will continue at market driven pace of twenty-four(24+) lots per year, making it easy to plan and provide necessary services for the residents of PLR, without causing any n egative impacts on schools, fire, law enforcement or water resources. The Authority will own, operate, and maintain the roads, infrastructure and amenities within PLR. The project has also been phased based upon this potential absorption. Common Open Space Common Open Space is defined as any usable parcel of land or water essentially unimproved and set aside, dedicated, designated for future public or private use or enjoyment. Common Open Space shall be freely accessible to all residents and property owners of the development. Common Open Space shall not be occupied by buildings or structures other than those in conjunction with the use of open space, roads, or parking; nor shall it include the yards or lots of residential dwelling units required to meet minimum lot area or parking area requirements. Utility easements and the outer 50 feet of oil and gas buffer areas are considered open space and are a part of the open space network. The Common Open Space for PLR includes various parks and recreation facilities, landscape and appropriately located open spaces. PLR has identified an overall open space framework defined primarily by the community plan as well as by the limiting site factors. The plan will provide key linkages to create an integrated open space and trail network. Included in the Common Open Space are Limiting Site Factors or areas comprised of certain physical elements that obstruct or constrain certain types of development. Specific to PLR, these physical elements include, but are not limited to the following uses: • Water Detention/Retention Areas • Oil and Gas Operations Although these elements contain factors that limit certain types of development, these areas are, n evertheless, usable for recreational activities, parks, trails, and other amenities, or other functions that cannot damage or be damaged by the limiting site factors. PLR contains existing well sites, active and abandoned. To best incorporate these elements into the PUD they will be integrated within the amenity and open space areas. Another Common Open Space component are buffer zones along the lake and canal as described in the Amended and Restated Memorandum of Understanding with the Bureau of Reclamation. Page 4 TERRA FORMA SOLUTIONS Public Improvements and Amenities Constructed to Date Include: • See below exhibit. • 186 fully developed residential lots with paved streets, water, natural gas, electricity, and drainage improvements. • Miles of riding and walking trails; • Over 600 acres of open space and nature preserves, bird estuary with trails, descriptive signage, sheltered picnic area, and restroom facilities; • Community swimming pools and cabana; • Large park, sports courts including tennis, basketball, volleyball, and a putting green; Authority Maintains MrOdon Reservoir N 0.6 1 Mile • Stocked fishing lake with docks creating excellent warm water fishery; • Playground and community picnic area; • Community Information and Sales Center; • Outdoor riding arena and round pen; • Entry building; • Entry monumentation and landscape; • Maintenance Facility and District Office. • Future amenities will be planned by the Authority based on market and future resident needs and desires. Ownership Beebe Draw Farms Authority Heritage Sporting CLub Lasalle Fire Protection District PLR Beach S Camp Sites RE I LLC State of Colorado Weld County School District RE -1 Filing 1 Filing 2 Amenities & Facilities Gate House Sates & Info Center Pool & Playground Sports Court Park Riding Arena Water Wells 0 Stock Wells REI MAINTAINS @3 Equestrian Jump Course & Judging ® Restroorn and Prcnrc Pavilion "L'J 'Staked Fising Lake QCamping and Picnic Pavilion 11 Temporary Sales Office Filing 2 ® Future Amenity Area Trails Roads a• Equestrian Trait IN Bridge Authority Maintained a Authority Maintained County Maintained c . Lake Chnshna TWOS Page 5 TERRA FORMA SOLUTIONS Development Standards/Concept: The Development Standards for PLR (nonurban scale development on public water and septic systems) require a minimum lot size of one (1) acre and an overall gross density of two and one-half (2'/2) acres per lot to allow for On -Site Wastewater Treatment System ("OWTS") for each residential Lot. This Final Plat does not revise or change anything within the existing Filing No. 1. Home types will blend with those found in the existing Filing No. 1 and have their own Covenants and Design Guidelines. Additional amenity areas will be created throughout the project based on current market and homeowner needs and desires and be implemented via the Authority/Metropolitan Districts. Riding and walking trails will be located throughout the project with connection to the entire community and a central equestrian center with horse facilities. Minimum Home Size: Single Family residences shall be a minimum of 1,500 square feet, have a two car garage. Minimum Setbacks: • 50' from edge of right-of-way • 25' from side and rear lot lines Surrounding 25' utility and drainage easement and setback. Disturbed areas shall be seeded with native grass mix or other approved -- xeriscapi ng Type septic field area (50000=7000 sf primary & secondary allowances) Privacy fenced area shall not exceed 20% of the lot area, & must be attached to the principal dwelling. All driveways must be gravel or paved �a not interfere with drainage. 25' 1 • 25' from plugged and abandoned oil and gas wells • 300' from producing wells Typical Lot Site Plan Fenced paddock area may be 25% of lot area, (paddocks are required with barns and shall only be permitted on designated equestrian lots) No open grazing allowed T y, r barn for equestrian lots, size based on number of permitted horses on lot (see Covenants & Guidelines) Native grasses shall remain undisturbed wherever possible. Landscaping: 10 trees min. shall be planted within 7 months of C . or at beginning of next planting season as specified in the design guidelines. Irrigated turf area not to exceed 5,000 Square Feet 50" minimum building setback from ROW Lot must be designed to drain without affecting neighboring properties. Subdivision drainage design shall not tae modified. Historic flows must be maintained. Lot owners are responsible for any drainage alterations affecting neighboring properties and streets. Page 6 TERRA FORMA SOLUTIONS Phasing: Phases may develop as shown below and as outlined in the Construction Schedule: II II II 1 I I • 0 4 O a PHASING no a►.Iss r ton eua 994AS! a LOTS Gait* r LOTS 4 -a - } _ 7? LOT) Slaw 99 1944 ?1 LOTS _im..•_ a,: L JO LOTS Crew ~As- 7s L O1 s M LOTS fle PtiASC GRAY1114W t7 LOTS r:tiWGE ItMSf a1 tOTS TOTAL n3 LOTS COUNTY ROAD 31 Sao sia ant lees I _ a a « a a a - Page 7 TERRA FORMA SOLUTIONS Employment Growth in the population of PLR will allow additional employment within the overall community for management and maintenance personnel. The metro district currently employs between 4 to 8 part- time personnel to maintain and operate the Authority owned facilities. Water Service Pelican Lake Ranch is located within the Central Weld County Water District (CWCWD) service area. Existing agreements with CWCWD exist to provide water for the project and the Authority and Developer will continue to work with CWCWD for the extension of water infrastructure. Existing "can - serve" letter has been provided by CWCWD to provide water to PLR. The can -serve letter for this PUD has been included and demonstrates that water will be available for the additional lots on a phase -by -phase basis subject to the terms of the CWCWD and/or the projects development agreement. Detailed engineering will be performed at time of Final Plat phasing/Construction Documents to demonstrate appropriate and adequate water service and fire protection. Sewer Service The underlying PUD zoning provides for on -site wastewater treatment systems (OWTS) which will be used for each lot. On -site wastewater treatment systems are a common and effective method of domestic sewage disposal. PLR will meet or exceed the Weld County Health Departments minimum standards for the design and construction of on -site wastewater treatment systems and has soils compatible for OWTS. OWTS will be via individual engineered septic systems provided by each individual property(lot) owner and be operated and maintained by each property owner. PLR associated metropolitan district (the Beebe Draws Authority) will provide septic systems for any public project elements and own and maintain the facilities. Reference our Geotech Report which shows our soils are compatible with OWTS. Vehicular Circulation — See Traffic Impact Study Pelican Lake Ranch is bounded by several major roadways including: • WCR 39 (N/S road along western boundary) • WCR 38 (E/W road along northern boundary) • WCR 32 (E/W road along southern boundary) • Beebe Draw Farms Parkway (Central roadway through Filing 1 and additional Filings) Internal roadway networks will be created to interlink the above backbone network, provide site specific circulation while also providing safe traveling environments for the public. A new access to WCR 32 and WCR 39 will provide another major access points to the new Filing No. 2 lots. WCR 39 access will be built with the first southern phase. Construction access is proposed to either rom the northeast utilizing existing private oil/gas accesses roadways or WCR 39 for the southern areas All efforts will be made to minimize impact to the existing neighborhood. Page 8 TERRA FORMA SOLUTIONS Landscape Plan The framework for the Conceptual Landscape Plan is defined primarily by the limiting factors of the site. These site constraints have been carefully integrated into the overall development and will provide key pedestrian linkages and an integrated trail and open space network. By doing this, we are able to design a usable network that will connect potential future regional recreation and open space systems to adjacent properties. The Conceptual Landscape Plan for Pelican Lake Ranch is a combination of both parks and trail corridors that link together to form an interconnected system through the development. This system connects both visually and physically to the dedicated open spaces that are located throughout the site. By doing this, we are encouraging pedestrian & equestrian movement through the site while allowing opportunities for smaller more intimate gathering places and focal points for each neighborhood. The proposed landscape plan illustrates the Common Open Space and outlot areas. Generally, recreational areas have been designed per the RUA criteria as follows: • Open Spaces - These are naturalized areas either undisturbed or reestablished large undeveloped spaces to provide animal and view corridors. These areas are important in maintaining wide open spaces provided in rural areas. Clusters of pine trees are present along the roads where the open space meets the road giving a sense of scale to the amount of open land present. • Equestrian/Pedestrian Trails - A continuation of trails utilized for horseback riding or walking interconnected through the development connecting with existing trails provided in Filing 1. These trails will be maintained by the Beebe Draw Farms Authority. • Pedestrian/Bike Loop — An area of roadway in filing 2 will provide an additional marked lane for pedestrian and bike use. This lane will be an approximate 2 -mile loop interior of the development for safer recreational use. • Residential landscaping - shall follow a Xeric approach. Xeriscaping is the practice of landscaping with slow -growing, drought tolerant plants to conserve water and reduce yard trimmings. From the beginning, a landscape can be designed to reduce the number of resources needed to maintain it and the amount of waste it produces. There are seven principles of xeriscaping that we discuss below which include the details concerning water conservation, soil improvement, turf usage, use of native plants, mulch, irrigation, and maintenance. A minimum amount of ground disturbance is encouraged, and a silt fence is required to contain silting of neighboring properties from areas of disturbance until the establishment of ground cover. Optional perimeter fence shall be of the split rail design and have a maximum height of 4 feet at the top rail. A private fence shall not exceed 20% of the lot area and must be attached to the principal dwelling. • Irrigated turf areas - shall be planted with enviro-turf type products which includes fescue grasses or a native buffalo grass mix and shall not exceed 5,000 square feet. Soils for turf areas shall include organic material at rate of 6 cu.yd./1000sgft tilled into the soil at a minimum of 4 inches to help retain water and allow for healthier root establishment. Outer native grass areas shall utilize a recommended Prairie grass mix. Trees, shrubs and perennial plants should be of the drought tolerant types and planted in Hydro -zones matching similar water needs to specific areas. Regional sources should be utilized for plant specific materials and design including Page 9 TERRA FORMA SOLUTIONS http://plantselect.org. Irrigation systems must include rain sensors and moisture sensors to reduce water waste. A newer type of wireless controlled irrigation clock is recommended that has more program control from offsite areas. A minimum of 10 trees shall be planted within 7 months of C.O. or beginning during the next planting season. Great care shall be taken in limiting the amount of disturbed area. Disturbed areas shall be remediated with a native grass mix and planted by hydro seeding or seed drilling methods. Re -seeding may be necessary until full establishment. A continuation of the white three rail fence will be connected to the existing fence and run along the perimeter of the development that runs along county road 39 and County Road 32. The fence will also continue into the south entrance of the development and run partially along Fairbanks Drive similar to how it partially runs along Beebe Draw Parkway. The main drive of south entry (Pelican Lake Drive) will be lined with indigenous trees to be recognize as the main entry into filing 2. Entry Signs — A large residential development sign exists on the corner of County Road 39 and County Road 32. Additional monument entry signs will be added to the south entrance on County Road 32. Environmental Impacts: Environmental Impacts to Pelican Lake Ranch are minor due to the site being located in an area historically used for ranching. PLR is not located on prime farmland and is not located in an overlay district area. Concerns such as heavy industrial and commercial uses are not present in proximity to the site. Issues regarding vibration, smoke, odors, heat, light, glare, aesthetics, pollution, wetland removal, solid waste and wildlife removal are not a concern above normal background levels/disturbance. Specific site impacts include: • Oil and Gas Operations • Ranching Operations • Periphery Traffic Noise • Seasonal Agricultural Operations (Dust and Odor) • Ditch Company Operations • Stormwater Runoff and Erosion Protection • Grading Operations Commercial Mineral Deposits / Oil and Gas Facilities: The applicant has Surface Use Agreements with the oil and gas providers for the entire property. Please refer to the Title Report for a complete list of mineral holders, SUAs, leases and agreements. Oil and Gas Setback: Setbacks will be per the approved PUD. Housing will not be allowed in these established setbacks. All pipelines will be buried in easements created for their use. Oil and gas operations along with residential development in the Weld County area is a common occurrence and Page 10 TERRA FORMA SOLUTIONS is well regulated by the Colorado Oil and Gas commission, Weld County, and Surface use agreements. PLR has co -existed with oil and gas operations uses from the beginning of the development and the oil and gas operations are an included use in the PUD. Additionally, the oil/gas wells within Filing No. 2 are being plugged and abandon continually and we anticipate that there will be zero operating wells by end of 2025. Ranching Operations: Existing commercial ranching operations (other than smaller hobby ranching) will not be present in the area when residential development occurs. PLR currently leases land for cattle grazing to nearby ranch operators on the undeveloped land in the project. Seasonal Agricultural Operations (Dust and Odor): The primary concern from agricultural operations will be dust (and to a minor extent, odor). Residential sales strategies will include educational information to inform future residents of the nature and importance of farming in the area. A majority of suburban development in the Front Range creates housing adjacent to historic agricultural uses with successful results, PLR respects Weld County's Rights to Farm Ordinance. Stormwater Runoff and Erosion Protection: Development will occur in conformance with Federal, State and Local standards regarding stormwater and erosion protection. Impacts to residents will be minor and impacts to off -site areas will be mitigated. Grading Operations: Most grading will occur prior to occupancy. In the areas where additional phased grading occurs after homeowner occupancy, development must conform to erosion protection standards regarding dust and other matters. Once grading is complete no future impacts remain. Service Impacts This PUD/Final Plat for Filing No. 2 development will plan for and accommodate the following service impacts: • Law Enforcement o A Law Enforcement District (LED) with the authority to collect up to 7 additional mills for services has already been established to supplement capital and operational revenues necessary to serve this rural development. • Fire Protection and Ambulance o The LaSalle Fire Protection District will continue to service the application area. The Fire District has reviewed the concepts, previous agreements/arrangements, and the past dedication of 3.7 acres of land to the Fire District. The Fire District is satisfied with the land previously dedicated and feels this site will be a strategic location for further expansion when a new facility is needed not only for PLR but their overall o District service area. A letter from the fire chief of the LaSalle Fire Protection District has been included in this application. • Transportation o Pelican Lake Ranch lies within a 12 -mile radius of three major U.S. interstates or highways including U.S. 85 to the west, U.S. 34 to the north and U.S. 52 to the south. Page 11 TERRA FORMA SOLUTIONS These three established regional highways provide quick and easy access to/from the site and major regional centers such as Denver International Airport (DIA), Downtown Denver, Fort Collins, and Greeley. Pelican Lake Ranch is therefore situated in a proven and well - established transportation network. • Roadways o Please refer to the Traffic Study prepared by Delich and Associates. • Geotechnical o A detailed geotechnical investigation has been performed. The investigation determines the preliminary design, pavement type and thickness based on proposed traffic loads and actual soil conditions. • Other Service Providers Include: o Electric — United Power o Natural Gas — Atmos Energy o Water and Sanitary Provisions ■ Water will be provided by district services. Central Weld County Water District (CWCWD) and agreements and service are already in place to continue water service to these additional lots. Development will occur in phases and prior to each phase PLR is required to have provided the raw water component to CWCWD. PLR has already provided over 65% of the raw water component by dedicating CBT shares. PLR will be offering Budget Taps and encouraging xeriscape landscaping and water conservation. ■ There is no public sewer available in this area so on -site wastewater treatment systems (OWTS) will continue to be used for each lot. o Cable/Telephone/Fiber — Hilltop Broadband, Comcast, Qwest, or Other Page 12 c„..gtift•sN L PELICAN LAKE RANCH December 13, 2023 Dear Weld County Planning Staff Attention: Maxwell Nader FRICO acquired an interest in REI, LLC in July 2022 by purchasing voting membership interests from two of REI's members. FRICO now has a controlling voting interest in the limited partnership. Sincerely, CArEt%re //eC%coct Christine Hethcock, REI Limited Liability Company, Manager REI, 11C, DBA Pelican Like Ranch Page 1 DESCRIPTION: A PORTION OF THAT PARCEL DESCRIBED IN SHERIFF'S DEED TO REI LIMITED LIABILITY COMPANY AND INVESTORS LIMITED LIABILITY COMPANY FILED FOR RECORD IN THE OFFICE OF THE WELD COUNTY CLERK AND RECORDER AT RECEPTION NO. 2393929 SAID PARCEL LOCATED IN SECTIONS 4, 8, 9 AND 17, TOWNSHIP 3 NORTH, RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF WELD, STATE OF COLORADO DESCRIBED AS FOLLOWS: A PORTION OF THAT PARCEL DESCRIBED IN SHERIFF'S DEED TO REI LIMITED LIABILITY COMPANY AND INVESTORS LIMITED LIABILITY COMPANY FILED FOR RECORD IN THE OFFICE OF THE WELD COUNTY CLERK AND RECORDER AT RECEPTION NO. 2393929 SAID PARCEL LOCATED IN SECTIONS 4, 8, 9 AND 17, TOWNSHIP 3 NORTH, RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF WELD, STATE OF COLORADO DESCRIBED AS FOLLOWS: PARCEL ONE BEGINNING AT THE SOUTHWEST CORNER OF SAID SECTION 9 AND THE NORTHEAST CORNER OF SAID SECTION 17, BEING A FOUND 2 1/2 INCH ALUMINUM CAP PLS 23501; THENCE SOUTH 00°30'03" EAST, ALONG THE EAST LINE OF SAID SECTION 17, A DISTANCE OF 2641.20 FEET, MORE OR LESS, TO A FOUND 2 1/2 INCH ALUMINUM CAP PLS 20671 FOR THE EAST ONE -QUARTER CORNER OF SAID SECTION 17 THENCE SOUTH 00°29'55" EAST, ALONG THE EAST LINE OF SAID SECTION 17, A DISTANCE OF 2641.36 FEET TO A FOUND 2 1/2 INCH ALUMINUM CAP PLS 32829 2000 FOR THE SOUTHEAST CORNER OF SAID SECTION 17; THENCE SOUTH 89°32'52" WEST, ALONG THE SOUTH LINE OF SAID SECTION 17, A DISTANCE OF 2663.99 FEET, MORE OR LESS, TO A FOUND 3 1/4 INCH ALUMINUM CAP PLS 33642 2006 FOR THE SOUTH ONE -QUARTER CORNER OF SAID SECTION 17; THENCE SOUTH 89°33'21" WEST, ALONG THE SOUTH LINE OF SAID SECTION 17, A DISTANCE OF 2663.90 FEET TO A FOUND 3 1/4 INCH ALUMINUM CAP PLS 38285 2015 FOR THE SOUTHWEST CORNER OF SAID SECTION 17; THENCE NORTH 00°29'45" WEST, ALONG THE WEST LINE OF SAID SECTION 17, A DISTANCE OF 5259.75 FEET TO A FOUND 3 1/4 INCH ALUMINUM CAP PLS 38285 2015 FOR THE NORTHWEST CORNER OF SAID SECTION 17; THENCE NORTH 00°09'42" WEST, ALONG THE WEST LINE OF SAID SECTION 8, A DISTANCE OF 1995.33 FEET, MORE OR LESS, TO A POINT ON A SOUTH LINE OF THE CORRECTED FIRST FILING OF BEEBE DRAW FARMS AND EQUESTRIAN CENTER ACCORDING TO THE MAP OR PLAT THEREOF FILED FOR RECORD IN THE OFFICE OF THE WELD COUNTY CLERK AND RECORDER AT RECEPTION NO. 2200074; THENCE ALONG THE SOUTH AND WEST LINES OF SAID CORRECTED FIRST FILING OF BEEBE DRAW FARMS AND EQUESTRIAN CENTER THE FOLLOWING TWENTY-TWO (22) COURSES AND DISTANCES; 1. SOUTH 73°09'51" EAST A DISTANCE OF 888.63 FEET TO A FOUND #4 REBAR; 2. SOUTH 16°48'27" WEST A DISTANCE OF 153.39 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 11399; 3. SOUTH 46°49'24" EAST A DISTANCE OF 749.02 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 11399; 4. NORTH 55°45'37" EAST A DISTANCE OF 97.80 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 11399; 5. SOUTH 46°58'18" EAST A DISTANCE OF 1326.18 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 11399; 6. NORTH 83°31'37" EAST A DISTANCE OF 694.42 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 7. NORTH 32°50'14" EAST A DISTANCE OF 256.68 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 8. ALONG A NON -TANGENT CURVE TO THE LEFT, HAVING A RADIUS OF 993.66 FEET, AN ARC LENGTH OF 380.67 FEET, A CENTRAL ANGLE OF 21°56'59", AND A CHORD BEARING AND DISTANCE OF SOUTH 69°55'53" EAST, 378.34 FEET TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814; 9. SOUTH 80°54'15" EAST A DISTANCE OF 169.66 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 10. ALONG A NON -TANGENT CURVE TO THE RIGHT, HAVING A RADIUS OF 1221.67 FEET, AN ARC LENGTH OF 558.87 FEET, A CENTRAL ANGLE OF 26°12'38", AND A CHORD BEARING AND DISTANCE OF SOUTH 67°37'10" EAST, 554.01 FEET TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814; 11. SOUTH 54°31'27" EAST A DISTANCE OF 70.59 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 12. NORTH 35°23'55" EAST A DISTANCE OF 150.38 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 13. NORTH 85°32'49" EAST A DISTANCE OF 507.69 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 14. SOUTH 87°30'48" EAST A DISTANCE OF 399.72 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 15. SOUTH 78°21'15" EASTA DISTANCE OF 391.44 FEET TO A FOUND #5 REBAR; 16. NORTH 13°53'54" WEST A DISTANCE OF 1387.60 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 17. SOUTH 88°13'15" EAST A DISTANCE OF 170.50 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 18. SOUTH 37°12'36" EASTA DISTANCE OF 1250.11 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 19. SOUTH 62°08'39" EAST A DISTANCE OF 449.86 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 20. SOUTH 79°38'46" EAST A DISTANCE OF 399.95 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 21. SOUTH 75°26'16" EAST A DISTANCE OF 450.00 FEET TO A FOUND #4 REBAR WITH YELLOW CAP MARKED PLS 32829; 22. THENCE NORTH 89°44'54" EAST A DISTANCE OF 373.40 FEET, MORE OR LESS, TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814 ON THE EAST LINE OF THE SOUTHWEST ONE -QUARTER OF SAID SECTION 9; THENCE SOUTH 00°22'25" WEST, ALONG SAID LINE, A DISTANCE OF 53.60 FEET TO A FOUND 2 1/2 INCH ALUMINUM CAP PLS 20671 FOR THE SOUTH ONE -QUARTER CORNER OF SAID SECTION 9; THENCE SOUTH 89°41'00" WEST, ALONG THE SOUTH LINE OF THE SOUTHWEST ONE -QUARTER OF SAID SECTION 9, A DISTANCE OF 2560.65 FEET TO THE POINT OF BEGINNING. CONTAINING 753.584 ACRES (32,826,124 SQUARE FEET) OF LAND, MORE OR LESS. PARCEL TWO BEGINNING ATA POINT ON THE SOUTH RIGHT OF WAY LINE OF BEEBE DRAW FARMS PARKWAY SHOWN ON SAID CORRECTED FIRST FILING OF BEEBE DRAW FARMS AND EQUESTRIAN CENTER, FROM WHICH A FOUND 3.25 INCH ALUMINUM CAP MARKED PLS 16425 1985 FOR THE NORTHWEST CORNER OF SAID SECTION 9 BEARS NORTH 50°51'23" WEST A DISTANCE OF 722.90 FEET; THENCE ALONG THE SOUTH RIGHT OF WAY LINE OF SAID BEEBE DRAW FARMS PARKWAY THE FOLLOWING THREE (3) COURSES AND DISTANCES: 1. NORTH 37°23'14" EASTA DISTANCE OF 211.58 FEET TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814; 2. ALONG A CURVE TO THE RIGHT, HAVING A RADIUS OF 1041.35 FEET, AN ARC LENGTH OF 1149.70 FEET, A CENTRAL ANGLE OF 63°15'25", AND A CHORD BEARING AND DISTANCE OF NORTH 69°00'57" EAST, 1092.19 FEET TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814; 3. SOUTH 79°21'20" EAST A DISTANCE OF 939.12 FEET, MORE OR LESS, TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814 FOR THE EAST LINE OF THE NORTHWEST ONE -QUARTER OF SAID SECTION 9; THENCE SOUTH 00°22'25" WEST, ALONG SAID LINE, A DISTANCE OF 4167.50 FEET TO A SET #5 REBAR WITH BLUE PLASTIC CAP MARKED PLS 38814; THENCE NORTH 89°46'20" WEST, DEPARTING SAID LINE, A DISTANCE OF 116.31 FEET, MORE OR LESS, TO A POINT ON AN EAST LINE OF SAID CORRECTED FIRST FILING OF BEEBE DRAW FARMS AND EQUESTRIAN CENTER; THENCE ALONG AN EAST LINE OF SAID CORRECTED FIRST FILING OF BEEBE DRAW FARMS AND EQUESTRIAN CENTER THE FOLLOWING TWELVE (12) COURSES AND DISTANCES: 1. NORTH 42°23'11" WEST A DISTANCE OF 646.47 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 2. NORTH 72°24'32" WEST A DISTANCE OF 54.58 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 3. NORTH 17°21'41" WEST A DISTANCE OF 207.42 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 4. NORTH 00°17'42" EAST A DISTANCE OF 348.63 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 5. NORTH 12°03'23" WEST A DISTANCE OF 380.71 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 6. NORTH 06°34'43" WEST A DISTANCE OF 425.16 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 7. NORTH 41°32'16" WEST A DISTANCE OF 327.39 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 8. NORTH 31°18'48" WEST A DISTANCE OF 302.86 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 9. NORTH 23°32'35" WEST A DISTANCE OF 293.91 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 10. NORTH 20°55'24" WEST A DISTANCE OF 650.01 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 11. NORTH 34°55'07" WEST A DISTANCE OF 423.97 FEET TO A FOUND #4 REBAR WITH YELLOW CAP PLS 11399; 12. THENCE NORTH 52°36'46" WEST A DISTANCE OF 358.45 FEET TO THE POINT OF BEGINNING. CONTAINING 109.225 ACRES (4,757,834 SQUARE FEET) OF LAND, MORE OR LESS. FOURTH AMENDMENT TO THE OPERATING AGREEMENT of REI LIMITED LIABILITY COMPANY THIS FOURTH AMENDMENT (this "Amendment") to the Operating Agreement dated July 16, 1992, as amended by the First Amendment to the Operating Agreement, dated September 7, 2001, the Second Amendment to the Operating Agreement, dated July 1, 2008, and the Third Amendment to the Operating Agreement, dated December 31, 2010 (together, the "Operating Agreement") of REI LIMITED LIABILITY COMPANY, a Wyoming limited liability company "Company"),is made effective as of 1 5da of �, �,,�- , 2015 b � yy � � Y and among NORMAN L. MOORMEIER and THE PHILLIPS FAMILY PARTNERSHIP, LLLP, a Colorado limited liability limited partnership (together, the "Existing Members"), the DONALD P. ELLIOTT, DECEASED, IRA F/B/O CYNTHIA ELLIOTT, BENEFICIARY (the "Cynthia Elliott IRA"), the DONALD P. ELLIOTT, DECEASED, IRA. F/B/O THOMAS E. ELLIOTT, BENEFICIARY, (the "Thomas E. Elliott IRA"), the ESTATE OF DONALD P. ELLIOTT, DECEASED (the "Elliott Estate", and, together with the Cynthia Elliott IRA and the Thomas E. Elliott IRA, the "Existing Transferees"), JEANNE R. PHILLIPS ("J. Phillips"), J. D. FINLEY ("Finley"), CHRISTOPHER L. PHILLIPS ("C. Phillips"), MICHAEL A. MESSINA ("Messina"), and CHRISTINE HETHCOCK ("Hethcock", and, together with J. Phillips, Finley, C. Phillips, Messina, and the Elliott Estate, as to the Membership Interest described below, the "New Transferees"). RECITALS A. PLR, LLC, a Colorado limited liability company ("PLR"), was formerly a Member (as that term is defined in the Operating Agreement) of the Company and owned 64.62% of the Membership Rights (as that term is defined in the Operating Agreement) of the Company. B. PLR was dissolved pursuant to the terms of that certain Agreement to Dissolve dated A „ I S;', 2015 among its Members (as that term is defined in the operating agreement of PL) (the "PLR Members"), and its Membership Rights in the Company were distributed to the PLR Members and the persons owning Economic Interests (as that term is defined in the PLR operating agreement) in PLR (the "PLR Economic Interest Holders"). 499234 1 C. By reason of the dissolution of PLR and the distribution of its Membership Rights in the Company to the PLR Members and PLR Economic Interest Owners, the following persons became Transferees (as that term is defined in the Operating Agreement) of the rights to receive Distributions (as that term is defined in the Operating Agreement) in the following percentages: New Transferee % of Distributions Michael Messina 15.00% Christine Hethcock Estate of Donald P. Elliott, Deceased Christopher L. Phillips Jeanne Phillips J. D. Finley 15.00% 3.62% 12,97% 15.03% 3.00% D. As of the effective date of this Amendment, the Members have not unanimously consented to the admission of any of the New Transferees as Members of the Company. E. The Members hereby desire to amend the Operating Agreement to reflect the admission of certain of the New Transferees as Members (the "New Members") of the Company and to make other amendments, as set forth below. AGREEMENT 1. The New Transferees hereby agree to be bound by the terms of the Operating Agreement. 2. The Company hereby waives, as a condition to the transfers by PLR of the Membership Rights to the New Members, the condition of an opinion of counsel regarding such transfers as set forth in Section 15.5b of the Operating Agreement, and the Company and all Members hereby waive the requirement that PLR, as the transferor of the Membership Rights described above, execute and deliver to the Company a copy of the assignment of such Membership Rights. 3. The Members hereby unanimously consent to the admission of Finley, C. Phillips, Messina and Hethcock as new Members of the Company, each with full Membership Rights. 4. Each of J. Phillips and the Elliott Estate hereby acknowledges that although such New Transferee holds an interest in the Company as a Transferee, as set forth in the Operating Agreement, such New Transferee does not have the same rights as a Member of the Company and will not have rights as a Member unless the Members unanimously consent to admit such New Transferee as a Member of the Company. 5. The Members hereby amend the Operating Agreement by deleting Exhibit A and substituting the attached Exhibit A, showing the current Membership Rights in the Company and rights to receive Distributions as Transferees as of 7,4"AktAr r 2015. 499234 2 6. The Members hereby amend Section 11.1 of the Operating Agreement to provide that the business and affairs of the Company shall be managed by a board of Managers (as that term is defined in the Operating Agreement) consisting of one individual. 7. The Members hereby waive the requirement of notice of a meeting of the Members for the purpose of electing the sole Manager of the Company and hereby elect Christine Hethcock as the Company's sole Manager. 8. This Amendment may be executed in multiple counterparts, each of which shall be deemed to be an original, but which together shall constitute one and the same instrument. Signature pages may be delivered by telefacsimile or email, each of which shall be binding and enforceable, to the same effect as if the original signature pages were executed and delivered. 9. Except as specifically herein amended, the Operating Agreement is hereby confirmed, ratified and republished. IN WITNESS WHEREOF, the parties hereby execute this Amendment on the date(s) indicated below to be effective as of the date set forth above. /7 Date of Ekecution Drat - of Ex cution MEMBERS: NORMAN L. OORMEIER THE PHILLIPS FAMILY PARTNERSHIP, LLLP, a Colorado limited lial)* ity limited partnership By. General Partner 499234 3 EXISTING TRANSFEREES: DONALD P. ELLIOTT, DECEASED, IRA F/3/O CYNTHIA ELLIOTT, BENEFICIARY, By: Cynthia Elliott, Owner Date of Execution DONALD P. ELLIOTT, DECEASED, IRA F/B/O, IRA F/B/O THOMAS E. ELLIOTT, BENEFICIARY, 1 Date of Exe. ution Date o P Exec ion By: „► A The jthas E. Elliott, Owner ESTATE OF DONALD P. ELLIOTT, DECEASED By • T ► 4 : as E. Elliott, Personal Representative 499234 4 NEW TRANSFEREES: Jeannie Phillips Date of Execution Jeannie Phillips Christopher 311S1i1iPs ✓i ,,4 v//.: r •. ✓ ` Ace ,e- a .w • Y Date of Execution Christopher L. Phillips C - laff f�JY frt. , Date`of Execution Date of x: ution ()lac/19 Date of Execution J. D. Finley , i t / "it! • 1- H . Wiley ESTATE OF DONALD P. ELLIOTT, DECEASED (as to 3.62% Membership Interest) By: Thomas E. Elliott, Personal Representative Christine Hethcock Christine Hethcock 499234 5 NEW TRANSFEREES: Jeannie Phillips sue' Date of Execution 9/7 7//ee*_e Date of Execution s Christopher L. Phillips p p Christopher r 'flips y' d rte. JJ If J ,rf .,. I y n' Dater0f Execution Date of Execution qo _>> J. D. Finley lifer. je.i.,tr ESTATE OF DONALD P. ELLIOTT, DECEASED (as to 3.62% Membership Interest) By: 'Thomas B. Elliott, Personal Representative Christine Het cock "(\/ Date of Execution Christine Hethcoc i{ 499234 5 STEW TRANSFEREES: Jeannie Phillips Date of Execution Jeannie Phillips Christopher L. lips a Date of Execution Christopher L. Phillips Date of Execution ESTATE OF DONALD P. ELLIOTT, DECEASED (as to 3.62% Membership Interest) By: Date of Execution Thomas E. Elliott, Personal Representative Cfre)I I (41 Christine Hethcock Date of Execution Christine Hethcock 499234 5 Michael A. Messina caQ Date i f Ex- ution Michael A. Messina 499234 6 EXISTING TRANSFEREES: DONALD P. ELLIOTT, DECEASED, IRA, 1 /B/0 CYNTHIA. ELLIOTT, BENEFICIARY, Date of Execution Cy a Elliott, Owner DONALD P. ELLIOTT, DECEASED, IRA F/B/O, IRA F/B/O THOMAS E. ELLIOTT, BENEFICIARY, By: Thomas E. Elliott, Owner Date of Execution ESTATE OF DONALD P. ELLIOTT, DECEASED By: Date of Execution Thomas E. Elliott, Personal Representative 499234 4 EXHIBIT A LIST OF MEMBERS AND ECONOMIC INTEREST OWNERS OF REI LIMITED LIABILITY COMPANY Membership Membership Interest Owners and Rights Membership Rights (Rights Distributions Plus Rights Participate the Operation of Company) in the REI to to in Rights to Distributions as Transferees Total Ownership Owners Norman 370 Broomfield, Moormeier Bellaire Street CO 80020 2.72% 2.72% c/o 1601 The LLLP Denver, Phillips Christopher Wynkoop Family Partnership, L. Phillips Street, Ste. 8020 4.77% 4.77% CO 500 Christopher 1601 Denver, Wynkoop CO L. Phillips Street, Ste. 500 80202 12.97% 12.97% Jeanne R. Phillips 430 Steele St Denver, CO 80206 15.03% 15.03% Cynthia c/o 824 Santa Cynthia Pine Elliott St. Cruz, IRA 95062 10.86% 10.86% Elliott CA Thomas c/o 115 Venice, Thomas Brooks E. CA Elliott Elliott 10.86% 10.86% IRA Avenue 90291 Estate of cio Thomas Representative 115 Brooks Venice, Donald CA P. Elliott Elliott, Personal Avenue 90291 9.79% 9.79% J. D. 19 Cherrymoor 3.00% 3.OO% Finley Dr. 499234 7 CO 80113 w6031 Englewood, Christine 6025 S. Englewood, Hethcock Lima Street 80111 1 15.00% 15.00% CO Michael A. Messina King Blvd 33914 #703 15.00% 15.00% 6081 Silver Cape Coral, FL Total REI Ownership 53.46% 46.54% 100.00% 499234 8 ;_ �, . E'TO OPERATING AGREEMENT OF REI LIMITED LIABILITY COMPANY THIS AMENDMENT TO OPERATING AGREEMENT made as of September 7, 2001, by and among P ,, LED, a Cott, do lgaited liability company (WLR"), DONA P, ELLIOTT T , -. ("Elliott), and DONALD F. sworn CPUOEfl CL, ASSOCIATES, INC. PROFIT SHARING PLAN FBO PHILLIPS ("Phillips" Profit Sharing NC), L. MOO BIER ("Mciermeler") and DONALD P1 MOT1' PENSION PLAN ('Dorisld P.afrobt Pension Plan"), PLR and Elliott MA arc sonrietimesreferred to as the Members," and Elliott. Phillips :refit Sharing Nan, Wormier and Dald_ . Hiatt Pension Plan are sometimes col [Ltd vely referred - to as the "Existing Members," RECITALS The Existing :ridemboas are: all met bets of I Limibed LiabilityCompany, a Wyoming Lunt 'labile' company (the "Company" r WEI"), On September t 200T, the New Members acquired the member:chip interests of the following pruities (the "Selling Members"). Estate of Hie te7/ Rosamond IL Levine e Trust Richard - Blair Gemild Rainer IT Investusent Co. mate of WafterE_ Bauer DAL Demon C. With the transrer of membership intemsits by the Selling leitilenters to the New Members, it is necessary to corm the transactions, appo nt mew managers, coenfirm the membership share s. of the members and othe wise update the Operating A .t of the Company (the "Operating A ee mit).. THEREFORE, in con si eration 1)t- h,e Earning Recitals, the mutual promisees:, covenants and agreements contained in this Amendment and other god and valuable ideritie nt the receipt and sufficiency of w hai c h are hereby •acknowledged, the parties agrce as follows. S""BLS UT MS Wit quo r re I ic Like- .kaatheAmeasialaitint -brot I. Retistered Agent and Office. . Registered stored t of the Company in Colorado will be Michael Virs5ina, and the Registcred Office of the Company in Colorado will be 3,00 Logan Street. Suite 200, .Engibewood, Colorado 801. l0_ the term of the Company shall be a unless sooner dissolved and liquidated pursuant to the Operating Agreement 3. Managers., The mamba of' Managers WI t I be one. The fiviarkagers niecii not be Members of the Company. Effective as of the clam of this Amcndrnerd, the a na rer .s or the _ Company will ,he Christine eth k and Michael Messina_ 4. Meetings. Meetings of the hilanagers may be caned only by a Manager in the inter providod in the 9peraiing Agree:mem Qecert The Company will not have officers. AU references to officio s general shall be aritendal to read the "Managers,'" " references to spcatc. otl' ccr s shall be m "arty Manager." 6. Transfer. The transfer of the membership intermits to the New w , _ rihers is hffeby. approved. .. The Company waivcs any reglire ens of an opinion of counsel in connection with the transfer. The New Members ers agree to be hound by the Operating.valet_ 7_ Continuation.: The Members agree to continue the business oft the Company. Sr• - :cs. A I as: Exhibit A to this Amendment is a ca� r list o . yes, addresses and membership interests- of the Members. 9, Arne.:pilot, The ies intend that the Operating a -:, eement is hereby mended by the t:errtms or this Amendment_ To the extent any of the term of the rating Areement are inconsistent with the terms of this Amendment the rums of this Amendment _shall prevail and c ontro] . 10_ Def n . "min". . All l pital terms used in this Arnendnotat which are not aherrwise defined herein but are defined fa the Operating Agreement shall have the m anin assigned to them in the operating .Areement. l l.. Rearlins3 The subject sings used in this A mencirnem are included for purposes orreference only, and }anal not affect the constnactioa or interpretation of any of its prcnisions. 12. Exhibit&- MI .-schedkiles,exhibits and addenda shed to this Amendment and rcf'ir lo herein shall for ram:Doses sea be domed to be i rp o t in this Ar and t by this reference rr rude a pan 1.3. FurtherA . Upon reasonable request m a party hereto, from timeto time. !Mt ;per shall execute and deliver aaeh additional docurnerts- irw : instruments and take such other actions as nay be reasonably necessaty to give effect to lite intents anti purposes of this Amea._ a"ive I atin %- .['•cl i ex.I TaAronR nub I]iido i1 .t-Crt .[N ] . 4 .rthoritry. Each oft the des hereto tepresieuts to the. other that such party has ibil pow and authority to. emote, deliver and petfotin this Arnenithent, and that the indivitab weaning this Afficadnrient on, behalf ofthe party .fly anprmicrod and authorized to do so. Binding Effect. This .Amerodinent shan be binding upon and inure the benefit of the parties o and their respective suatisors and pitted assips_ i�Excanutiori of Countesparts and Far . i1 , This Amendment may be =calmed in and numbed. of counterparts, each of which alt he deemcd to he an original,9]1 of which shall constitute .one and the wait in it Thikii Amendment may ,be 1Daufby fa-cira,iIc signature, provided that, upon request, the Person signing by . . ini Pc `min forwarri a copy of the document with such. Pcsonts original si THIS .: A, MT - is executed to be effective as of the date set tbrtii in thee first patawapit, nownobnithstanding the acnitt date or execution, NEW MEN I E : PLR,ILLC, a Colorado limited !iabi a :company By: ONALD P. ELLIOTT' WA y: Its: , • ANICATEleceiVe Muctir.1 fain Lac 4 .Ran4 ! k.A7fl,cntilignd - Fr igloaricc STECG 7rl : I _Atka naki P. Eikat C.L. MUMS & ASSOCIATES, NC.. PROFIT SELARING PLAN LIPS By: Its: angetares p 7r( .14.41 DONALD P. ELUOTT PENSION PLAN By: u ups: CON FANY: S r RE1 LIMITED UABTGTTY COMPANY, a Wyoming g limited,1L tls cony By: its:. Donald P. E It: ;:siLliunivrt._ ilfireficeaTtlitsa Like R a'i`' 4-I1,'FR -. Li 4 EXHIBIT A LIST FMEMBERS OF REI D LIABILITY CO's& Membership Name Donald P. Elliott Donald. P. Elliott Pension Nan Dorkaid P aka .Id i aa ;IRA Norman L. Moormeier T to 1]gt Tabu PS1 F130 Christopher L 94-04j I 6 PLR & TOTAL 5401 East Dakota. Avenue., #12 . Dean, CO B0246 do Dorard P EIiEOtt 5401 Eam Dakota Avenue, #12 ewers CO f.40246 'clo Do.na,1d P. Elliott 540 L fast Dakota Avenue, ;ue,.#12 Denver, CO80746 1370 Bellaire Broomfield, CO 801.12 C.L. Phillips 1610 Wyrikopp Ste.. .#500 Denver, CO & 2 3600 South Low Street w. *,C 80110 61 % 14.31% 7.41% 2.72% 4 . T % 64.62% I 00 % OPERATING NGREEMENT OF REI LIMITED LIABILITY COMPkgY A Wyoming Limited Liability Company THIS OPERATING AGREEMENT is made as of - ' 1992 t by and among. all of the original members of s I: Limited Liability Company, a Wyoming -limited liability company, Who are identified in Section 5.1 here Blow., c DEFINITIONS+ As used in this Agreement 1.1 "Agreement's neaans this pperating Agreement, as it ray be amended. 1.2 irA i ci es n means the Articles o:f . rgan=i za:-, tion of the Company filed with the Wyoming secreta of Stater as they may be amend a d . 14) "Bankruptcy" means the filing. by a Member of a petition commencing a voluntary case under the federal an] ptc Ccx. e P a general assi t by a Meter for the benefit of creditors; an admission in. writing by a Member of his or its inability to pay debts as they become due the seeking or acquiescence by a Member in the appointment of any trustee, receiver, or liquidator for the Mier or for any part of the Member's property; or the coj nenc a .erat against a Finher of an involuntary case under the federal Bankruptcy Code, or a proceeding Under any receiver- ship, composition, readjustment, 1.5_ i4atlon .solvency, dissolution or similar law ,ter. statute o not dismissed or vacated, within 60 days. 1.4 "CapitalAccount" means the capital account to be established and maintained for each Member in accordance with Th t. .: 2. I. ".code" means the Internal. Revenue Code of 1966, as amended from time to time (including cor- responding provisions of subsequent revenue laws). 1.6 "Colorado Act" means tile Colorado Limited Liability Company Act: as It may be am ended 1. 7 11 Co.pan r means PLEI Limited Liability Canpany 1.e !1 D i s Iuticn n means the change in relation Q.A. the Members caused. by an event of withdrawal of a Member or as otherwise 1.9 m Distr ut ion" mean= a distribution et money or other property made by the Company with respect to a Mambersbip Interest. 1,10 "Fait MarketValue” means, as. to any property, the price at Which a wi l l ink. sel r 'would sell, and a willing buyer would buy4 such property having full knowledge of the relevant tats, in, an a arm.' s i ength transaction without time constraints, and without being under any compulsion to bu.y to sell. 1.11 ° F i sca i Year' means the fiscal and taxable year of the Company, as determined un - e r this Agreement, including both 12 -month and short taxable years.. 1.12 "Liquidation" means . the process of winding up and terminating the Company under S g..igf 1.a if it is not continued after an event causing its Dissolu- t on e 1,,1 "Managers" means the Managers elected by the Myers as provided i Section 11.1 1.14 "Member* r' :means each Qf the persons den- t i f i ed in this Agreement under Section 5,14 as well as any other person who may subsequently. . b admitted as a Member pursuant to the terms DE this Agreement 1.15 e M mb rsb.i.p Interest" means the pro rata share of profits and losses, gains! deductions, credits, cash4 assets, and other distributions of a Member expressed as a percentage interest... The initial Membership Interests of the initial eIt ae rC are as set forth in in .5.1. 1.15 mIlembership Rights" means the rights of a Member, including both the H ber t (.i) :Membership Interest. and (ii) right to participate in the operation of the Company as set forth herein. 1,17 "Principal Office" means the Company's office at 4221 Monaco Street, Denver, olo .do 20216, or such other location as the Managers aay d. to rmine 1418 "Officers" aeansl the officers at the Company appointed by. the Managers as provided in Section 1. 1.1g "Permitted T sn f eree m means a Person to who= a membership. Interest, may, be transferred under Section a.5. 2. without cotpliance with -7t .ons 25.1.aa4 15.4 1,20 *Person" means an Indiv idual. o general partnership, limited partnership, ccrporation r limited liability company, unincorporated associa— tion, trusts; a tats artd any other type cif entity or association, 1,21 "Third Party" 'means a Person other than a Permitted Transferee 1.22 Third Party Offer" mean - a bona fides non - collusive, binding, armYs-length written offer from. a Third Party stated in terms of LIES, dollars, 1.23 "Transfer" means a. sale, exchange, assignment, endurance, gift or other disposition, whether voluntary or by operation of laww 1,24 "Transferee" me s a Person to whom a Membership Interest is trans f e ed in compliance with this Agreement. 1.25 "Transferor' means a Person who transfers a Membership Interest in compliance with this Agreement 1.26 "Wyoming Acth meansthe wyoming 'Limited Liability company Act as it may be azende 2. ARTICLES 17 _ORGANIZATION a 2.1 EgIrmAtign4 The Articles of the company as filed with the Wyoming Secretary of Stets are he adopted and incorporated by this reference into ti oe Agreement + In the event of any inconsistency. between the Articles and this Agreement, the tme of the Articles shall control 242 Regj tared Office iLIT Agcnt.The initial registered office of the Company in Wyoming will be At 1720 Carey Ave., Cheyenne, Wyoming 82001, and its initial registered. agent in Wyoming will be C Corporat is n Systema The Company may. subsequently change its registered office or registered agent in Wyoming in accordance with the Wyoming Act. 23 cre I n C. u fl i f icati oI + The Company will immediately apply to the Colorado Secretary of state for a ce rt i f i .te of authority to transact business in o lets d; ‘ The initial registered office of the Company in Colorado will be at 4221 onaco Streets r Denver. Colorado B0216, a.ndits initial registered agent in Colorado will be Rollie 1H. Kelley. The Campion, Day subsequently change its registered office, or registered agent in Colorado in accordance with the coIcrado Act. 3. '. s Th i s Agreement shall continue for a term of. .J C' years e, . from the date that its Articles were filled with the wy bing secretary of State, unless. sooner dissolved and liquidated rsuant to this Agreement - 4 a EiMaiktilLinnaa a 4+1 : _os ,, The Company may engage in any lawful activity (other than banking or insurance) as the Neuters m.ay from time to time determine. 4.2 PQWAL5.. The Company may conduct its business, carry an its operations, and have and exercise all powers set forth herein and ell powers 4 granted by theWyoming Act. 1n,any state of the United States and in any foreign jurisdiction; and may make and alter this gr ement not inconsistent with its Articles or with the Wyoming. Act, for the administrae t on and regulation of its affairs. 5HEMEERS. 5.1 In.it4a l Menibers. The names and addresses of the initial mars of the Company and their it res et- tive MPYriberShitp Interests are as set forth on -- b A attached hereto and by this reference made part hereof. The address of any Member may be changed by: notice in writing to the company. 542 t As provided in the Wyoming Act, no Member of the company shall be liable aver a tudgmentl decree or order of a court, or in any other manner r for any debt, obligation or liability of the Company. Each Metber shall be liable to the Company only for: a+ The initial capital contribution agreed. to be made under $ e ut.,t on . ; and . Any money or other property that has been wrongfully: or erronctously paid or conveyed to such Member in violation of the Wyoming Act 1., the Articles, or this .g ree ,ent When a Member has rightfully a received the return of all or p.a.rt or such Member's capital contribution, 4 the Member is nevertheless liable to the Company to return such capital, with reasonable interest, to the extent needed by the Company to d isaharg a its liability to its creditors Who extended credit or whose claims arose prior to such return of capital. 5.3 NOWT .]�. No Member shall. have the right or paver to retires resign or otherwise withdraw draw from the Company prior to is dissolution without continuation under Sect i. on 17 . : z 6® CONTRIB., IONS . 6.1 .E. ` at_Cqntril2a:tiodu. The original capital contributions to the Company of each of the Members areMeing made concurrently with their execution and. l. dei ery of this Agreement in. the agreed cash valuations set f o th opposite their names as shown on Exhibtt + attaChed hereto and by this reference made part bereo f w 6.2 CAnit + is individual Capital Account hall be maintained: for each Member, consist- ing of his or its original capital contribution, as i s_ by any a d d i ti.o-na l capital contributions wb i dh he or it may make and by his or its share of Company gains s, and -p o f i is , and as decreased by any distributions of pro f.- is 1 capital or property to him or it and by his or its share of Company Losses. 6.3 AdditimAlS2ntri ... t..+ ns a. Additional capital contributions to the Company, other than as se" forth in Section 6.1 aboveabove4 may be required, from time to times but shall be assessed only. upon t: e affirmative vote of a tra owning. at least fifty-one percent (51%) of the Capital Account baianoes immediately prior to Such additional contributions of capital. In the event such additional capital contributions are assessed, as provided. herein on or before the thirtieth: eth day following the date tbe call for contributions e a c M e r.. shall make his contribution to the Company in the anger specified in the call and approved by the by In the event a Member does not deposit the full amount of any additional capital call within the time and ; in the manner set forth in Section above, such Nemberts Membership Interest shall be reduced to the percentage his 5 Capital Account bears to the total expected capitol Qf the Company assuning a l i contributions. of capital are made as required, and thereafter that Member shall be deemed to be a defaulting Member for purposes of this Sect 1 o a . a. ?or example: If Member A has a Capital Account of $4,000.00 and a Membership Interest of 10% based upon prior capital contributions of $30800a00 and profits of $200;000 with no Distributions, his, failure to pay a capital call of $11000+00 will result in, a reduction of his Membership Interest to 8.00% if the expected capital of the Company following the ccapito1 call is $50,000.00 (A's Capital Account remains at $04000000 $50,0.00000 = .0E) o;. The Membership Interest lost by a defaulting Member for failure lire tomake a required capital contribution to the Company she 1 h o ffered pro rata to each of the other Members h ,. shall have 10 days after receiving notice of such o f'f'er to deposit his pro -rata share. thereof and have his Membership Interest es t in the Company increased proportionately, If more than one amber desires to acquire any ur subsc ibed, portion. of such defaulting Meese r' s lost Membership Interest after the initial 10 -day n otice, such Messrs shall. be entitled to purcha5 e a pro rata share of such u r sub scr bed portion based on their respective Membership I nt t S tS i d. Notwithstanding any other provision of this Agreement to the contrary i if all or any portion of a de to _l t i .g Meter's lost Membership Interest is not purchasepurehasea by one or more of the other members pursuant to the provisions of action. i. 3 c , the. Managers na , in their discretion: (1) tense the Company to borrow sufficient funds to meet the Obligation for which the_capital a ital co rat ribuui. ton was required; (ii) subject to Section 150 admit a new Member er r He, .ers who shall purchase for cash in advance such lost Membership Interest or (111) by: notice to the non -defaulting Members, require each of them to pay his pro rata share of the defaulting Member's 'unpaid contribution within 10 days of such notice, %TJ ereup on the :Membership Interest of each of the non .e f au It ng Members shall he increased proportionately At such time as all capital toy contribu- tions have been Dade in f lai l without liability of 6 J40coop 750-:8-0013, a the Company for funds borrowed to- meet t S obligations of a defaulting Memberp and a l l membership er.sh.ip Interests in the Company have been adjusted accordingly,,no Member shall thereafter be deemed to be a d ,gym t aui ti ng Member. During the period a Member is deemed to be a defaulting Member hereunder, such. Member shall not have any vote hereunder in the management of tile Company and his Membership interest shall not be counted in de to rnininc tie percentage of nembtrghip Interests required to carry out any action of the Company. 6.4 y. .. awa . Except as specifically provided in this Agree ent p no Huber will be entitled to w-i thdr aw all or any part of such Member's capital contribution from the Company or, when such withdrawal of capital contribution is permitted, to dtmand a distribution of' property other than moneys 6 Peturn_of flo Member may receive any part of such eer' s capital contribution out of Company assets unless all of the following conditions are satisfied: a. The Company has paid r or there retains sufficient assets in the Company to pay, all l iabi l it.i es of the Company (exclusive of any l iadl ity to Metbers on account of their capital contributions); . Such, return of capital is either provided for in this Agr e.`men t or all Members consent to the return of capital and the terms and conditions upon which. such payment. is to be made; and cm The Articles are 72ended. to reflect the withdrawal or reduction of such member's capital contribution. This limitation does not prevent the Distribution of Net Cash from operations as provided in 5' t ion 8; provided, that after such Distribution is made, the Company assets remaining after such Distribution are in excess of all Company liabilities (exclusive of liabilities to Members on account of their capital contributions). 6.6 No 1 n to re _ Cap tAj + No Member will be entitled to receive rate r est on such Meter's capital contributions or Capital Account. 67 a. s _ by • The Company may borrow money from any Member for Company purposes, Any such amount will be repaid on demand or upon such to s as the Company and such Member may agree (provided that r the Interest rate will at 1 ea st equal the rata required to avoid imputed. interest for federal income. tax purposes) 4 Any such advance or loan will be treated as indebtedness o f the . oPp any o and will not be treated as a capital contribution by a member, 648 No PitaKrinci_Aegtse The. Company will not maintain a drawing account for any. Member. Al 1 Distributions to Meiners 411 be governed by Section and by Section n in c 7. p.nionattaas s 7*1 11e, t a. of Taxable Itgal. lot purposes of Sections 702 and 704 of the Code, or the corres- ponding provisions., of any is im:i 1 ar tax 14* of any state or j urisdictio ., the determination of Ea..Eacti Meter's distributive share of a 1. l items of income o g a in o 1 o s.s r deduction, credit; or allowance of the Company for any period or year shall be made in accordance withr r and in proportion_ tot such Mega r k s percentage of Membership mbe;L sh. p Interest as it may then ex "is t + 7.2 yAlaino TrittredatA, If there is a change in Membership ntere s.ts during any Fiscal Year, a l l profit and loss items which are incurred in the ordinary course of business w .. 1, be allocated between the Transferor and the Transferee in proportion to the n 4er of days such interest is held; provided that, any sale' exchange or other disposition of any substantial Company assets will not be considered s made in the ordinary course of business and any gain or loss attributed to such transaction Win be allocated to the Person owning the Membership Interest at the t ce Stich gain. or loss is recognized by the Company for federal income tax F u rp D ses . DISTRIBUTIONS Sal Cash. The Net Cash from perations of the_ Company n shall be distributed amen; the Members in proportion to their respective percentages of Membership Interest at such times as may. be determined by the Managers in accordance with Sent i n 1 of this Agreement, 8.2 Net cashnfrom Oparati.obs. As iced in this SectipprIll till ter "Net Cast! Frum . er a t i ,o f E" shall mean all cash of the Company f r om whatever source derived including Without l i i to tiQn , operating revenues, loan proceedt, interest irc ome, or the_ proceeds cif the sale of any aESet of the Company, reduced by (i,) amounts required to pay current expenses or liabilities f the Company, (11) amounts required for capital icprovements and replacements (iii) amounts set aside by the Managers as reasonable reserves for the payment of foreseeable e obligations or for c nt inge n.c e:sl, including withoun. t limitation, t .tion, reserves for repairs for meeting. anticipated. expenses't and for Working capital, at the tanagers , in. accordance with the .e c t i of i shall °eg$ to be rea son ably necessary in the efficient conduct of the business, and tiv) any other amounts that the Company could not distribute it out breaching' a contract to which it is a party or violating applicable laws a 004,1e.r sets „ in addition to the Distribu- tions pursuant to Secton on 1 of this Agreement, upon any sale, transfer, or other disposition of any capital asset of the Company (a "Disposition ), the net proceeds o f such Dis cs pit i on remaining after the payment of (1) any expenses incurred in connection with such Dispositioni and (ii) any indebtedness secured by such asset immediately pricer thereto, shall be retained by the company or be distributed, such time of times pas shall be determined by the managers in accordance v ith Section_1A of th i s Agreement? to the Members in proportion to their r :s. ct iv }�� r o t a os� ��_t o M rshi d n�t er a st 7y�'- _ that �`4� "�S'�7q, �p 'l`' �`y,,. pro T d t however, for purposes of Sections:702 0 2 and 704 of the Code, or .e correspon.ding provisions. of any similar tax law of any state QC jurisdiction, oath Member l s distributive share of all items of income, gaino loss, deduction, credit., or allowance in respect of any such Di spos iti m shall be made and based upon the MetberPs basis in such capital assets 9s ALWITUDRAWALt A withdrawing: Member steal l be entitled to ,receive only the distributions to wt ich he is entitled under attgti2p 8.2 of this Agree went e l:0 i Diar' I A igembero regardless of the nature of his. contribution, has no right to delmand or receive any Distribution from the Company in iMember i any on of er than cash*. Notwithstanding' n the foregoing, o in a M.�m e r shall be required and. compelled to accept the Distribution of any asset in kind from the Coapanyr as determined from tie to 9 time by the Managers in accordance with aggIi2Dall of this Agreement. 11. 0PERUTON OF TAE_ CC 11.1 Boars of Managers a. a. Subject to the rights and duties of �=J the Members as set forth herein, the busines and A. affairs of the Company shall be managed by a hoard at Managers consisting of three ind.iv duals, who shall take such actions as are necessary to manags the business operations of the Company in accordance with the Wyoming Act and this Agreement. The Managers need not be residents of the state of Wyo in g , but must be Mutts of the Company. h. The initial Managers shai1 he Rollie R. Kelley, :Darrel Benson and. Donald PT Elliott Thereafter, the Managers shall be elected annually. at the annual meeting of the Members and shall hold office until the next annual :meeting of the Metbers and until their successors are elected and qualify. Any one or more of the Managers m.ay be removed, with or without cause, by vote of Members holding 7 majority- of the Membership Interests= Any vacancy on the board of Managers shall he filled by vote of, the Members. Cumulative, voting shall not be allowed. c. The Managers may establish by re s.ol i:' t.i on a place and time for their regular meetings, and d no notice of an.y such regular meeting need be given Special meetings of the Managers may be called by any Manager or Mer6ber, and not ice of any special meeting shall be given as provided in Section 11.,1d. A regular or special meeting of the Managers shall be held as soon as practicable following each annual. meeting of the Members. dm Notice of any special meeting of the Managers shall be given to each. Manager by the person calling the meeting ar o at that person t request, by the, Secretary. The notice shall be properly and timely given if it is (i) deposited in the United States mail not later than the seventh calendar day preceding the date of the meeting,. (11) delivered. in writing either in person or sent by telegraph, telex-, electronic facsimile transmission or any. similar means O. dociamentaTy communication at least 48 hours 1 before. the time of the meeting, or (iii) C m uni tt-d orally. in person or by telephone at least B hours before the tics of the meetings If mailed or- sent, by telegraph, tole o electronic .faoaim i.a transmission or and similar beans of documentary c,Gmmunication4 t e notice shall be addressed to e a ch Manager r at the last address each shall have furnished to the Company for such purpose, The notice. of any aseting shall state the place andd, time of the meeting but need not identify the business to be conducted or the purpose of the meeting. e. y Manager may. participate in a meeting by means of conference telephone or similar communications equipment by which ala Managers participating in the meeting can hear each other at the same time,. Such. participation. will l constitute presence in person at the meeting and waiver of a n .. required notice. Z. A majority of the managers rust be present to cons t tute a quote at and meeting of the Managers. All actions of the Managers require the affirmative vote of a majority of the Managers g. The Managers nay take action without a meeting if a written consent describing the action so taken is signed by a majority of the Managers. h. Arty manager may resign at any time by giving written notice to the President or the secretary, and acceptance of such resignation. shall not be necessary to make it effective unless the notice .so provides. . p No manager stall be liable undera judgment, decree or order of a court, or in any other manner, far a debt, obligation or liability of the Company. j. The Managers shall appoint from among their nutber a President.President4 one or more Vice. Presidents, a secretary. and a Treasurer who shall have the powers and responsibilities normally associated with those offices in a for-profit corporation, subject to any i irj a. t at ion s itc used by the Far agers at the time the Offlicers are appointed. Each Officer shall. s o rve at the pleasure of the Managers and may be remelted: with i or . ithout cause, at any time by a vote of the. M.a.nagers s k. The Managers shall receive reasonable compensation for their services as Managers as. determined. by a majority' vote of the e ~ ers T The company may re imbu rs the reasonable and - . necessary a xpenses incurred by any Manager while conducting business for the Company la Eat Manager or any agent f servant, or employee of such Manager, nay engage in arid. possess any interest in other businesses or ventures of every nature and descriptlonr independently or with other persons, Wbethe.r 'Pr not directly or trc i re U y in competition with the business or purpose of the Company, and neither the Company nor any of the ears shall have any rights, by virtue of this Agreement. or t:herwi.sel in and to such independent ventures or the income or profits derived therefrom, or any rights, duties, or obligations in respect thereof. A Manager may lend money to act as surety ar r and transact other business with the Company and shall have. the same rights and obligations with raspect thereto as a person who is not a Manager of the Company, except that nothing contained in this cti 1 j 11 shall be construed to ral ...eve the Managers from their duties to the. C0 pan ' n2 ngiars o.cry . Subject to other provi signs of this Agreement and of the voting rights Qf all Members as set forth herein, the Managers shall have exclusive and comp 3 ete control over the business of the Company and shall operate the Company for the benefit of all of its Members. In addition to any . pourers granted, the Managers by the Wyoming Act, the Managers shall ban the authority: a. To take such actions as are necessary to effectuate a salsalei conveyance• mortgage, pledge, lease, exchange, or disposition of all or any part of Company property and assets, as and vhen directed by the Members pursuant to Pectii,on 1w3 be.1 o -w ; To purchase, take, receiver lease or otherwise acquire own, hold, improve, use and otherwise deal with real or personal property, or any interest therein, wherever situated, as and when directed by the Meibsers pursuant to Section 11.3 below; 12 cm To enter into any leases; contracts or agreements Concerning Company assets, as and when. directed. by the Members pursuant to 11.3. below; dm To sign and deliver all instruments, including deeds, a ssi ents , and. other documents. of transfer or any ran e, as may. be necessary or advisable for the administration of- Company. assets , as and when directed by the Menhers pursuant to £tl n 11m3 below; t To settle claims and take ar defend jdi.cSa1 and administrative proceedings, es and when directed by. the Heathers pursuant to Section 11&3 below ft To establish reserves for taxes, assessments' insurance premivas, s, repairs/ maintenance, improvements, depreciation, depletion on and cibsa l e s c ence out of rent , profits cr other income: c .i v ed g To pay all eXpanseS reasonably incurred in the administration of ctmpA ry. assets, and in ac ord a me with annual budgets and business plans 4 To appoint agents and define their duties and fix their copensation r .. At least 30 days prior., to the beginning of each calendar year r submit a proposed budget for expenditures with respect to the Conpariy 1 s operations for the ensuing calendar year. The Managers are authorized to incur and pay the costs of such expenditures in accordance with any such budget (including revisions) h i c is approved by a vote of the Members pursuant to pSecti 1.3 below; j* To do such. other things and engage in, such other activities related directly or indirectly to the foregoing as may be necessary0 convenient or. advisable to the conduct of the. Company's business, and to have and exercise a l l of the powers and rights conferred upon l im teed liability companies formed under the Wyoming Act. 13 11.3 5' !onlitalitiess The Members sha l l participate in the Management of the Company only to the extent of voting an the following matters a. following decisions by the Company require:.the -e affirmative vote of kiamberz owning at least st fifty-one percent (51%) of the Capital Account. balances: (1) The borrowing of none y or the incurring of indebtedneaa on b cta l a of the Company, other than normal trade accounts admonthly 4 (1 1) Tba encu b range of any asset, of the Company by a ~Ac gage or deed of trust. (ILL) The approval of annual budgets for capital expenditures and mass for company operations& (iv) The sales exchange or other disposition of all or substantially all of the Company's assets .fir) The making of a capital call on the ezbers pu..rsuant to at -ion 6 ]. above 4 C v i) The. amendment of ti s Afire a nflt (except as otherwise provided in Section 11a3b(v'o) beloww (vii) The election at the Managers.. (viii) Those patters requiring the vote of the Members pursuant to S 12ns alsaa_a.i _11a244 e The following d ci.sT ,ns by the company require: the affirmative vote of all Members: i) The volantary Q ssolut ion of the Co any under Section l7 ..1.. i The continuance of the Copan.y by a :l l remaining- Melobers under Section 1.3 upon aa event of withdrawal un4 sec;iop 17 P (Si!) The admission of an. additional member under 6 upon the Transfer of a Mewrship Interest. 14 iv) The admission of an additional Member incident to the contribution of money - or other property to the Company (v) Except as provided in Section 613 above, the amendment of this Agreement resulting in. (a) an increase in the liability of any tiTeuba for contributions to the Company or for the debts or obligations of the Company: (bil a reduction of any Member's interest in the profits, 1 Haws r Distributions or capital of the Company 4 or (C) an adverse change in any Member's voting rights Any. � m�a �, 06 Bmi acting in his capacity as a Manager in connection with any mana gBent activities other than voting on the foregoing matters. In all matters votedd, upon by. the Members.: the Members shall have voting rights in proportion to their Membership I me rem is + 12. MEETINGS OF fi E. E] S . 12+1 Annualilleetingt The annual, nesting of the Members will be held on such date and at such time as may be designated by resolution of the Managers from time to tie . The purpose of the = cr ua l Ineeting is to. review the Company,s operations for the receding calendar year, to elect the Managers, and to transact such other business as may. come before the meeting Noo adverse consequences shall flow from the failure of the Company to hold an annual meetiri . 12.2 Special Meetings. Special l meetings of the }embers s for any purpose or purposes, may be called. by any Member. 12.3 P1a e . The annual meeting of the Members shall be held at a place designated by the Managers in the notice of the meet ng + The Member calling a special meeting may designate any place within the Denver metropolitan area as tbe place for the meet: ng + If r o designation is made it the notice Of any annual r special mi et rig r the place of the meeting will be the principal office of the Company. 1 a 4 Notice. Written notice of any annual 'meeting or of any dial meeting must be given not.. less than 10 days nor more than 30 days be„ ore the date of the Tae e t rn' .. Such notice will state the 15 place, day, and hour of the meeting and n the case of a special meeting, the purpose or purposes f o r which the meeting is called. Such notice must be Oven, , either by personal delivery, by mailj by fax by other method capable of document transmission to each Member entitled to such notice. 1245 giver o fMice. y member may waive 0 in writing, any notice required to be given to such Member, whether before or after ter the time stated in sudh notice. or 1246 Record_ Date. For the purpcse of dct .iri-- ing Members ntitled to notice of or to votevpte at any meeting of embe ra t the date on which notice of the meeting is first given will be the record data for such determination of }timbers. Any such dete-nlinati On of Members entitled to vote at. any meeting_ of M mhars will apply to any adjournment of a meetings 12.7 Puorun. A orum at any meeting of Members shall consist of Members. owning. more than 501 of the. ez ersb1p Interests. 12p8 Mariner 1 _ Actinqa If a quorun is present, the affirmative vcry of Members owning mere than 50% of the Membership Interests shall be the act of the Members on any matter, other than as set- fc.rth in Uction lit3b. 12.9 . __i e ! . At .a .l -1 meetings s of Me ere4 r a o Metber say vote in person or by written proxy which is signed by the Kerber or by a duly authorized attorney- ine f act . Such proxy must be filed with the Company before or at the tirte of the meeting. 12.10 At .Qn Without a Mee `t inc . Any action required or permitted to he taken at a. meeting of Members may be taken without a meeting if the action i e evidenced by one or more written consents describ- ing the action talk en signed. by Members owning: Yembership Interests sufficient for the particular actichin+ Action so taken js effective when .sufficient ' bears a pprov .mg the action have s gned the cane err . , unless the consent specifies a later effective date. The record date for determining Members entitled to take action without a meeting will be the date the first Member signs a written consent 1,6 13. AC 'O N T I -° -A, . . R EMELLaG . 13.1 Fiscal Year- For income tax and accounting purposes r the Fiscal Year of the Company will end on December 31 in each year (unless subsequently c anged as provided in the Code) 13.2 Accounting Methodi For income tax and accounting purposes, the Company will use the cash receipts and disbursements method of amounting £unisss otherwise rewired by the Code), 11.3 Retorna.. The Company will cause the preparation. and timely filing of a 1, l tax returnsreturrts required to be f i l .d by the Company pursuant to the code, as veil as all other tax returns required in each jurisdiction (if a n ) in which the Company does business. 13+4 Tax Elect _ n s a The Company may make or o revoke am tax election with the approval of the Managers; provided ded that, the Coutpany make the election under Section 754 of the Code (relating to the optional adjustment to the tax basis of Company property) upon the written request of any Mather. 11,5 pop7coloradoPer's. It is anticipated. that part of the Company's taxable — income may be derived from sales or services within the State of Colorada. If and Member is not a resident of Colorado for Colorado income tax purposes r such Member agrees. to file Colorado income tax returns and to pay Colorado income tax on such Member's share of Colorado taxable income. 13‘6 s . its. The Company books will be closed at the end of e a cb Fiscal Year and statements prepared showing the financial condition f the Company and its profits or losses:from operations. Copies of these statements will be: given to each Member. In addition, as soon as is, practicable after the close of each Fiscal Year, and in any event within 90 days after the end of each Fiscal Year, the Company will provide each Member with all necessary tax reporting information. 13.7 122k and R v o rds << The following records of' the company Will be kept at the, Principal office of the Company: a, kcurrent list of the full name and last known inning address of each Member; 17 by A copy of the Articles and of this Agreement: and. le, copies of the Company's federal and state income tax returns and reports t and copes of any company io an.cial statements, for the three: 1: st recent years w Such records will be available for inspection and copying by any member at such Monalmerss expense, during ing normal business bouts 13s ,BanXinqw The Company may establish one or sore bank accounts and safe deposit boxes as dE t tires mined by the ManagersTheManagers . n.a r sh a I'.. I determine the parsons authorized t o si.gn. °becks on and withdraw funds from sudh_bank accounts and to have acres to such safe deposit boxes w and may place such. limits,- tons and. restrictions on such authority as the Managers stm11 deem advisable. 14. MEMBERSHu TE: ES AND TICEMDERSBIPRIgHTS_0EJI DECEASED. INCOMPETE '' T SOLVED KEMETB. If a Metber whois an individual dies or if a coit2rt of competent jurIsdictIon adjudges him to be incompetent to manage his person or his property, the Member's personal re r+esenta- r t l y'e i executor, administrator, . guardian, conservator, o other legal representative may exercise all of the Member's rights and receive the benefits of the Member's Membership Interest for the purpose of settling the le:m er' s. estate or administering the Member's property. If a Member is a corporation & test o partnership, 1i-it1imited liability co pa ny r or other entity and such Yembeit is d a.SOi V A] or ter i nat a d the powers of that Member may be exercised by its legal representative or successor. 15. TRANSFER RESTRICTIONS. 15.1 Gensr? l et r i ct, .hns . Ne Meer may. Transfer all or any part of such Member's Interest in any manner whatsoever except. .) to a Permitted Transferee as set forth in Section fl4, or (ii) after full compliance with the sight of first refusal set forth in Sect 5 t 4 m In either Oase 4 such Transfer may be made only if the requirements of Aection 15.5 have a l so been satisfied, No Member has the power t grant any Trans f e see the rI ht. to become. a mew$ r 15.2 Pe: i ttt_d_ _ s fe ye e , Subject to $e�tion 15 5, a xembermay Transfer all or any part of such Nether l s Membership Interest to one or more of the following Permitted Transferees: 18 a. To any parent, grandparent, spouse (other than a s.pouse to whom such interest is to be transferred in Conn ec:t i on 'with a dissolution of ra rr age) , child or grandchild (including any person who bears a n y such. relation to the Member by adoption) t a To the personal representative of an individual Member; T To nn entity. (including a trust)substantially trust) all of the beneficial, r.e f c i ar, interests in 'which are owned by Perscm. w h o are Permitted T ans terees and d. To the Company. If a Transfer is made t: a Permitted Transferee and such Transferee thereafter ceases to be a Permitted Transferee. or if the Transferor thereafter ceases to be a Remor f such Transferee shall he obligated to offer the Transferred interest for sale under the procedures establishedthrough 15 5 5 (ii first., to the original Transferor, if the Transferor is then a Methert and (ii } U the Trans- feror declines to purchase or is no longer a 1 0 to the Company and the other Members y Me ersh i to e Interest shall continue to be subjEct, to this Scction in the. hands of a Permitted Tr n s f e re a (other than the Company). A Permitted Transferee shall not transfer a. Membership Interest under this Section 15.2 to anyone other than the Transferor or another Permitted Transferee of the Transferors 15.3 Thai0 Partv_cifflam Prior to any proposed Transfer of all or any part of a Membership Interest, other than to a Permitted Transferee pursuant to Fon 15.Z, the prospective Transferor must obtain a Third Party Offer from a Third Party for the Member- . hip Interest. proposed to be transferred* The Third Party Offer must not be subject. to unstated conditions ions or contingencies or be a part of a larger transaction such that the price for the Membership Interest stated in su h. Third party Offer does not accurately reflect the Fair Market Value {reduc&(reduced by the auount of associated liabilities) of such Membership interests The Third Party Offer must contain. a description of all of the consideration an.) the material terms, and. conditions of the proposed Transfer. 19 1 5 x 4 o '_r. - Re _ m. a 4 The pr aspen.: t h' r Transferor shall deliver a copy f the Third Party Offer to the Company and ail ether Meen tOgether with a r i t ter offer to sell the Me ersh,ip Interest (which is the .subject of the Third Party Offer) to the Ce ppny or to the other Members on the same price and tern as the Third Party Offers The Company.nay y accept such offer by. the prospective' Transferor, in whole but not in, part, by giving written notice to the prospective Transferor and all other Members within. 30 days after not ! c.e of such offer. If the Company does not give n t it€ of acceptance 'within such 30 —day per od r the other Herbert :may accept such offer, in. whole but. not in part, within 15 days after the end of such 30.tliday period t y written _notice to the Company and the prospective TransferorTransferort The other Members shall initially have the right to accept the offer in proportion to their Membership Interests: but if any ember does not accept his portion of. the offer, the other Members may accept his portion, in proportion to their Membership Interests before the offer was made, provided that the offer is ultitately accepted as tn all of the offered Membership Interest. If the prospective Tr is faro n' S offer is accepted by the Company or the other Memberst the closing of such sale shell be held at the Colorado registered office of the Company on a date to be spec f, i ed by the Company or the other Members, as ap]: l i cab t e r which is not later than 60 days after the date of acceptance of th e tf ftr c At such closing, the Transferor shall assign to -the Company or the other MeMberso as app1. i cable the Mer arch ip Interest to be sold, free and clear of all liens, claims and encumhra noes and will cause compliance with the applicable conditions stated in ti on 15.5a Subject to S ct Son_ 15 5 , if the Company or the Members re have not accepted the. offer to purchase. and closed the purchase in accordance with sect 1 'ILL the Transferor will be free far a period of 60 days after the last day for such acceptance to sell all, but• not less t.h a n all, of the M e ' e r c h i p Interest sooffered., but only to the Third Party for a price and on tons no more favorable to the Third Party Ulan the Third Party. Offer. If such Membership Interest is not sold. within such 60.-gliay period (or within any extensions of such period agreed to in writing by the Company) , a l l rights to sell such Membership Interest pursuant to such Third Party Offer (without raking. another offer to the Company pursuant to thisSection 15.41 shall terminate and the provisions of this S e Cy. TM or, fl shall continue to apply to any proposed future Transfer. 1545 General cord0Lions on. _ Tr ns ,: a. No Transfer of a Lemben hip Interest shall be effective unless all of the c3nd i t i o s Get forth below are satistieds am Unless valved by the company, the Transferor tins aiid delivers to the Company an undertaking in fort: and substance satisfactory to the Company to pal all reasonable Expenses Burred by the Corpany and. its Members in cone ec t Jon with the Transfer, including. i tbput limitation. reasonable fees of counsel- and accountants and the costs to be incurred with iny .n a dd.it ional accounting required in connection With the Transfer 1 and the cost and fees attributable to preparing. f i l i ng and recording. such amenda men s to the Articles or other organizational documents or filings as may be required by law; lz Unless waived by the company, an. opinion of counsel. for the Transferor satisfacw s facw tory in f o and substance to the CO pany shall be delivered to the Company to the effect that the Transferof f the: Membership I:ntere st is ice. ccmpl u ante with the applicable federal and state securities laws o and a statement of the Transa feree in form and subistamco satistactoty to the Company. making appropriate representations and '`a anti es with respect to compliance with the applicable: federal and state securities i aws t co The Transferor has signed and delivered to the company a copy of the a s s ig nt of the Membership Interest to the Transferee. in form and substance satisfactory to the Company: d. The Transferee signs and delivers to the Company an agreement to be bound by this Agreement; and et The Transfer is in. compliance with the other provisions of this 5 ect . on 150 Notwithstanding the above? only the last two require- ments will apply to a Transfer to the personal representatives of a. Member and only the last three requirements wit l apply to a Transfer without -gnome tar. consideration to any Permitted TLra ns feree a Except for Transfers at death or as otherwise agreed in Siting by the Transferor, Transferee and. the c ompany / the. Transfer of a Membership Interest will be effective as of• i 1 R 59 p ■ n i Xi. on the last day of the month ■ i i 4 21 %i ail of the above conditions- have been satisfied. Upon the effective date, the company will amend Sections 5 and 6 to reflect the new Membership Int r s•ts of all members. 15.6 Rights o.LTtanS_S tre S . Any Transferee of a , Membership Interest will on the effective date of the Transfer, have only those rights of an assignee as. specified in the Wyoming Apt (entitling the Transferee to receive, to the extent of the Membership Interest transferred, only the Distribution to which the Transferor would be entitled) unless and. until such, Transferee is admitted as an additional i e r (or unless such Transferee is already a Member)* For purposes of any provision of this Agreement relating to any vote, consent or agreement of the Members, a Transferee who has not become an additional Member will not be entitled to any vote w i th respect to Such transferred Membership Interest, Notwithstanding' any Transfer of a Membership Interest o such interest in the hands of the Transferee will remain subject to all of the restrictions contained in this Agreement (including the restrictions on Transfer contained in this Section 15) w A Transferee of a Membership Interest will, an the effective date, become an additional Member if all Members (other than the Transferor Member) in their sole discretion, agree in writing to admit Such Transferee as a Member in the Company.. 15.7 Secured Part' A Member may grant a security interest in such nimber'' s Membership Interest totot one or more Persons (the "Secure. Party") ® In n O event 'will the company have any liability or oh i i p a- t on. to any Person by reason of the Company,s s payment of a Distribution to any Secured Party as long as the Company any makes such pay en t in reliance upon written instructions from the Member to whom such D istribu t tc.rr would be pa yea b1e m Any Secured Party will be entitled, with respect to the security interest. granted , only to the Distributions to whi'cb the assigning Ember would be entitled under tbis Agreement, and only if, as and when such Distribution is made by the Comp. by m Upon any foreclosure or ether Transfer in lieu of f o r ec l o sure of the Membership Interest, the Transfer will be subject to the other provisions of this SectiQfiailo olud ng the right of first refusal set. forth in section 4 22 TRDEKNIFICATUNN 16. ca t iQn, The Company w i l . indemnify and hold harmless each Manager from any oss j liability or damage actually and reasonably incurred or suffered by any such Manager by reason of Any art performed ned or omitted to be performedperformedf or alleged to have bloen per f rmed Or omitted, by such Manager in connection with the business o f the Company, whether a .i ng as A Manager -or Office r provided that no manager whose action or omission: to act caused the i csSj l iab 1, tor:damage ana a incurred or suffered may receive indemnification or avoid liability with respect to any claim; issue or matter as to which such Manager shall have been adjudged by court Qf cem L : -t jurisdictiorL to have, acted in bad faith, gross negligence Dr 'w 11 f l.1 mks cOh.-pct . This s right of indemnification in .i ad s. and j udg ent , award, settIement, cost, expense and reasonable: attorneys fees incurred .in connection ult11 the defense of any actual lor threatened claim or act i n, based on any such act r omission 1602 Any such rode ni f i c.a t_ on will only be pay: i d from the assets of the company, anal. will be made promptly followingfollouring the fixing of the loss., or damage incurred or suffered by final judqant of any court, arbitration, settlement. contract, a or otherwise; provided that/ attorney's f and costs may be paid as incurred. No Member, shall he required to make any contribution or advance to the Company to enable it to 'take an indemnification payment 16,03 Lia,irilit itoittati.9114 A Manager will not be l i l a to the Company for and loss, liability or damage suffered or incurred by the Company, directly or indirectly, because of any act r omission. made Lip° such Mai a rin good faith and in the absence of gross negligence and wi :l f - 4 n istc nauct , 1- . D1 SSOLLUTI 0 . K 17. ��'++yy 'ors. The Company will be dissolved �- L.� ' � �° � �_� 'h■ upon the happening. of any of the following events .e. • The end of the terms est .b i i Sh ed in section r b. The written agreement of all MemberS4 23 Pcf The sale of all car substantially all of the Company's assets; or s An event of withdrawal of a Member (a, defined. in Sect .ionkrm_2. lo))a unless the m . Company is continued as provided in - 2743* 17.2 ent wit 4 An event of vitt& drawal of a Meilier occurs when any of the following occurs as With respect to a n y Member that is a . tragtr upon termination of the trust, b 6 With respect to any Member who is an individual, upon either the death of the individual or the entry by a court of competent jurisdiction of an order adjudicating the individual to be. incompetent to manage such individual's person or estate ; c. With raspect to any:Member er that is are estate, upon final distribution.. of the. state's Membership Interest la; With respect to any Member that is a partnership, upon dissolution and liquidation of such partnership; el With respect to any Member that is a corporation or a i i i. t d liability ccmpan 1: upon filing of articles of dissolution of such entity; f . Witt) respect to any Member, the Dahkruptcy of the member; or ,ga may. otherevent w.h i c.h terminates the continued sembership of a. Member in the Company .. 17,3 Conitinuatjons Upon the happening of an event of withdrawal of a Member under,sectianAflo the Company may be continued if, within 90 days following such. event, all. Members agree in writing to contimue the business of the Company under the Articles and this Agreement (or as the Members ay otherwise agree in. writing) . If the Company is continued as above provided, the Company will not be treated as dissolved If the Company is not continued as above provided r the Company will be treated as dissolved as of the end of such. 90 -day period. LI OUT DAT IO!N J8,1 3 , i d t. jpp If a Dissolution of the Company occurs under Set i 17 1 and the Company is not thereafter continued. ed. under Section 174, , the company shall file a statement of intent to dissolve with the Wyoming Socretary of State pursuant to the Wyoming Act and thereafter wind up its affairs and liql.sidates A reasonable time shall be allowed for the orderly Liquidation of the company and the discharge of liabilities to ere i tors so as to enable the, Company to minimize any losses attendant upon Liquidation* Any gain or loss on disposition Qf any Company assets in Liquidation shall be: credited or cared to the Members'' Capital Ne ooats in accordance 'with the provisions of Sections 6 and 7`. 18+2 Pr ent. The assets of the Company than i a distributed in Liquidation of the Company in the following. manner: a. To creditors by the pa me rat or prov i.r sloris for payneht of the debts and liabilities of the Company (other than arty loans or advances that may have been made by any or theMembers to the Co'p..any) and the expenses of Liquidation; b. To the setting up of any reserves that are reasonably necessary for auly contingent or unliquidated liabilities or obligations of the Company; c. To the repayment of any loans or advances that may have been made by Maher to the Company (proportionally if the amount available for such re.payuent is insufficient for paytent in full); dm To the pa en t to thla Mefiscrs of their respective Capital Accountses s adjusted d for they it resp cti a shares of iii did.ating profits and losses; and .: The balance, if any., to the Members the ratio of their Nes.sersh:ip Interests. 10.3 Distribution_ to _ Mwnh e rs . Distributions in Liquidation due to the 'Members may be made either (i) by selling , the company assets d a a?t:tt i ng the net proceeds or (ii) by i t r ibut ing the Company assets to the Members, in kind at the asset(s) TS net Fair rket Value on the effective date of Distribution. `2 Any Distribution in kind may be made subject too or require assilDiptiOn of, liabilities to Shich such property may bet subjects but only upon the express written agreement of the Member receiving the Distribution. Each Member hereby agrees to save and hold a rm,l a ss the other Members. from suclk Member's., share of any and all such liabilities tali are taken subject to or assumed Appropriate and. customary prorations and adjustments shall be made incident to any Distributions on.s in. kind 18.4 Detwit AC Except as otherwise sDecificalay provided in tads i s Agreement, nothing contained .rre i.n shall impose on any Member an obligation to make any additional capital contribution in order to rest.rre a deficit Capital Account upon Liquidation. € f the Company. Each Member Wi. l l look solely to the assets of the company for the return of such Member's capital c ontribu t i o.r a 18+5 Art i ci is f D sOlUt_ r When all debts, liabilities and obligations of the pompany have been provided for or paid, and. all remaining assets distributed to the Members as provided in 1 s 1 the company b a l l file articles of dissolution with theFlyoming S ecreta r of 4State pursuant to th.e. Wyoming Act* At such time, the Company shall also file an application for withdrawal f its certificate of authority with the Colorado Secretary of State pursuant to the Colorado Act 19. MISCELIANRia202211Ignt 19.1 i i fec Except as otherwise provided in this Agreement, this Agreement will be binding upon, and 1411 inure to. the benefit of, the Members and their respective personal representatives, successors and assigns. Any such personal repres entt:- tive, successor -in -interest or. assignee will succeed to the benefits and burdens or such Person's prea deecssor=in-interest in proportion to the Membersbip Interest transferredNo provision of this Agreement shall be enforceable by any. creditor of the Company for such creditors benefit. 19. 2 No Ltrr.itot.i Dn on s an& i .i,ties „. Nothing. herein contained shall be construed to limit in any na rgnEL the Heers, or their respective agents, secant s S and empl oyees r in carrying out their own respective businesses or activities. 26 19.3 E rt to gr m n t . This Agreement (whMh includes the exabits to the flreeent referred to herein) contains the entire understanding and agreement of the parties with respect to the subject matter hereof, and supersedes all prior under st a nd-- ngs , stateaemtsr warr ant1es t representations, letters of intent, and correspondence, ll of h i ch are by the execution hereof rendered null and, voids 1944 Sevet . : its + Moth ng contained in this Agreement shall be construed as requiring the mma ss on of arty act contrary to lawsIn the event there is any conflict between any provision of this Agreement a:14 any statute, law, ordinance or regulation contrary to ,wh . ch the Members or the Company have not legal right to contract, the latter shall prevail, but in such event the provisions of this Agreement thus affected shall be curtailed and limited only to the extent necessary to =inform with. said requireaent of law In the event that any part, article* section, paragraph, or clause of this Agreamertt shall be held to be thde f ni to M invalid, or otherwiso unen f or ce 1 :, the entire- Agreement shall not fail cn account thereof4 and the balance of the Agreement shalt continue in full force and effect. 19.5 Pal. Eacb Member's share of any recourse debt of the Company shall be .1 im. t id to that: Member's Membership Interest. In the event the Company incurs any manrecourse debt (where no :Meatier bears the economic risk of loss) or Member nonrecou.rse debt (where one or a is re. He . tr-s separately bear the economic risk of loss) the Members agree to negotiate in good faith to amend this Agreement: to comply with Treasury Regulations under SectionS 7040;1 and 752 of the Ceti so that items of toss or deduction attria butable to those liabilities will be allocated in proportion to the Me er.s ..ip Interests with respect to nonreec tars debt.) .or to those Members bearing the economic risk o f loss (with respect to Member nortrec curse debt) . tIleuiber nonrecourse recourse c tom° means any nonrecou rse debt of the Company, as defined in the Treasury Regulations under Section 704 (b) of the Code, for which, and to the extent that, any. Member bears the economic risk of Loss (including a loan made on nonrecourse rse axis- by a:Member to the Company and a nonrecourse rse loan n .avant ed by a Member)* Absent any such written auendment which is agreed to by the Members, this Agreement shall be deemed am': dad in an equitable manner as is necessary to comply wtall the Treasury Regulations under sections 704 (b) an, 752 of the code* In making such determination, on, the company: 27 may rely on the written advice (a copy of which shall be furnished to e a c hemb r) of the Co:w p a ny t s accountants or tax counsel with respect to required or perrissible allocations and capital. Account adjusts! merit;. 15t6 14; Cort Jig -tits. The Members agree that irrepa r l a damage we I d occur if any Near shotad bring an: action in court to dissolve the Company.. Accordinglyd each Member accepts the provisions under this Agreement as such Meter ' s sole entitlement on Dissolution and Liquidation of the Company and hereby waives and renounces (to the fullest extent permitted by law) such Number r s right to seek a court decree of dissolution or to seek the appointment by a court of a 1iquidator for the Company. Each Member further waives and renounces any alternative rights which might otherwise be providedby law. upon the happening of an event of u t drawa l under Sgstion,...1142 with respect to such Member and accepts the provisions Linder this Agreement as such member's sole entitlement upon. the happening of such event. 19,7 "ai :fiver of P i tior-. l gh t = Each Member hereby waives and renounces any right that such Member a y haver prior to the Dissolution and Liquidation of the Company! to maintain any action for partition with respect to the company's proper 19S8 ; if c Performancea If any Maher proposes to ¶rams Let ail or any part of such member's Membership Interest in violation of the tens of this Agreement,the Coopany or any other Member .may apply to any court of competent jurisdiction for an injunctive order prohibiting such propose lisp osit.ion except upon compliance with the terms of this Agreement, and the Company or any oth-r member may institute and maintain any action or proceeding against the Member proposing to make such Transfer to compel the specific performance of this Agreement, .y, attempted Transfer in violation of this Agreement will be null and void and no force and, effects Similar injunctive l i ,e f and specific performance may be obtained by the Company or any. Meter against any third rd arty to compel compliance with the terms of this Agreement. The Person against whom such action or proaeading is brought hereby waives the claim or -defense that an. adequate remedy. at law a i sts , and such Person agrees not to urge in any such action or proceeding the claim or defense that gaud-) remedy at law exists m 28 19t9 Arbitrat. on . If any controversy or claim arising out of. this Agreement cannot be. settled by. the embers r the controversy Dr clams will be settled. by an individual or corporation selected by the written agree0ent of the Me erg or, if they cannot agree, by arbitration in accordance withthe then applicable provisions of the Commercial Arbitration Rules s of the a she r 5. ca n Arbitration Association and pursuant to the Colorado Uniform :form Arbitration Act, as it. may alliended, and judwsent on such, arbitration award may be entered in arty court„ having jurisdictIon4.. 19.10 .T ee and Kotioes, s All notices will he made in writing, and. all periods of time will begin or end on the day (1) if such notice is personally delivered 0 of actual receipt, or (ii) if delivered by mail, On the earlier of (a) five days after being sent by registered. or certified mail, return receipt resquestedi postage prepaid, addressed to the Company or any Member at the address indicated for the Company or such Member in,. the company records (or at such other address as the Company or such ilgweper may give to the other Members in writing) or (B) the e date ate of actual receipt as indicated' on the return receipt In computing the peri a s of days, the date of personal delivery or date of deemed. receipt of such notice will be included. Any Member may waive, in. writing. ny notice required to he given pursuant to this Agree - rent, whether before or after. such required notice. 1.9.11 Fur Asstra incest. Without. additional consideration, each Member hereby agrees to sign, acknowledge and deliver any further instruments and doctthents as the Company determines to be necessary or d o it b l e (.) to ensure its status as a limited liability company in any jurisdiction where it owns property or transacts business of CII) to comply y 'with any law, rule or regulation applying to the Company, 19412 Waiver i i7 . waiver 1 empress or implied, any Maher with. respect top any breach. or default by an.y. other Member in the performance of such Member's :obi ig.at icn under this Agreement will. be deemed a waiver of. any further or other breach or default by such Member, Failure on the part of any Member to declare any other Member to be in breach or default, regardless of bow long such failure continues, will not constitute a continuing waiver., 29 19.13 rn ng _ is Agreement shall be construed according. to the laws of the ate.. of Wyoming. 1914 Counterparts This Agreement may be executed in counterparts and, when counterparts of this Agr6FV e nt have been executed and delivered by a l l the parties hereto, i Agreement Shall be fully binding and effective, just as if all parties hereto had: executed and. delivered a single counterpart hereof. 19.15 hmencipent. No amendments or modifications of this Agreement shall be made or deemed to have been made un l ass made in writing signed ned by the Members required to vote thereon pursuant to Sea n a d 11.3b. IN WITNESS WHEREOFi the parties have a cut d. this Agreement as of the data; first abovelurritt 31 INC EXHIBIT A TO opt ni ■ fG AGREEMENT MI LIMITED LIABILITY COMPANY [Initial Members and Membership Interests] Naliptand Address 1 Wa i tc r F‘ Sauer P. O. Box 440146 Ai r ora 0 Colorado B0044 4 Richard J. Blair 602 Park Point Driver #141 Ccaden4 Colorado 3 Q 4 D 1 Darrel Benson 3470 South Rd Englewood, Colorad0 80110 erribe rs h . rit.er C _ 1.26% 2 38 1 a 16% Drs.. Elliott! Raise & Walker, P.c. 14 . a .1 Fez en Pension Plan c o Donald. P. Elliott 4200 W. Conejos os Place, #436 Denver , Colorado 80204 H Investment co. c/ c Gerald Lands 3 672 South Heliport Way Denver, Colorado 80237 t Rollie RD Kelley 4221 MonacQ Street Denver, Colorado 80216 7 ' F & R Company co Jerry Lavinia 2101 Humboldt Street Denver , Colorado 80205 B. Nornan Lm Koormeler 1370 Beitaire &,. monnfiei 0 CDlorade B0112 1.65 57.52% 6 . o1% ,6721 V' . L Phillips & Assocites, Profit Sharing Plan FBO c C. L. Phillips 1610 Wynkoep Street, #500 Denver, Colorado 02 10. W. GeraldRainer' 2005 Franklin Street, 47OO Denver, Colorado 80205 11... Donald P6 Elliott 4200 Con jos Place, #436 Derr '., a r Colorado 8O237 eitershjp Interest 4 77% 1.85% 6+17% EXHIBIT B TO OPERATING AL:REEMENT OF 3±1 LIMITED LIABILITY COMPANY Cupital Cantributions] eder Ollie R Kelley Drsa Elliott? Halseth & Walker P + C Frozen Pension Plan. J. & R. Clcmiparly Ca L. Phillips & Associates, Inc' Profit Sharing l ar FBO Phillips 5 ■ Norman L. Mno a er, 6. Richard. 3' d Blair 74 Wt Gerald Rainer finer 8. '&H Investment C o 4 Walter E. Bauer 10a Darrel Benson 11, DC jrd P Elliott Agreed Amount I) 603,000t00 150,000a00 50t000.00 28,469400 24,938.00 191417t00 00 19p417.00 13,235.00 12~154..00 64, 710.00 Inca ri.. I AFELL L =a S4,3 1 yr lallabel-Uttb UMI II I i CUMrU P_ $2 Estate ot Wafter E Sauer cia Dennis Whiner Colorado State Bant. 1600 Broactonly Deriver !)039 X7204 (34r1 864-1 Richard J bit PO Bo1 9 L'% COS1632-12.65 !VI)) S-1 siJ3; (32-5r1991 (Fix) J ,H investment Comfy Bald Lein 3672 Scutih Wad r/ Deny'. C 80237 756-0156 race I.ei`y X21 Monaco Strom Denver, CO 8021e, tat ,1-0 ',43103:i 33?9455 [Pax) Norman mwmen 'APO OEellare it rtair he . .20 j03) 4456 Rainer eivj Ffeaokx S tr i. a ?i.J titt CO 8O '`h a 303).s. 839-5662 ,' IJ a.j B60-8.024 'fax) O r nit 84i21O4 Darrel Benson 347O s Race Steel 'EngewocKl. C 60110 13 03) 761-466e. Can far Fax dmuraI Drive N 'me.-946O5r-1554 tad' C) 652-2152 Cali f3r Fax C L. Pttulipa II1Q worynkoop Steel. Suite 500 Deny* S .) (3451i Ii616 c E) } . (Fax) e Cued. P. Elliot 1 East Dakota. 1112 Derelict CO 60222 flflr3 (h) 07) 829-$164 Deughteri 2.39% ' .010) 399-0405 (Son) Frozen Perision 14.31 Front Range Sank Custodian Donald P. Elko, IRA Tax C4 -7402 13013 n'IN estAims* :&yer' U 1.85% Latewood CO 80228 j3) 9acti31°. 57 2.72% .. 4 7n Harold .ande 2018 r DerrDerrear. CO 80206 3035 759-0707 teeersithiwagertriadp- i 313: 329-9150 (Ho Rosemotid H Levu* Trust Rw ". Levine. Trlibieet n 1502 40..thictirn Ave vine MD. 2011 :50-1120 !11, (Heine) (3011 496A-231:0 (Work) i:3011 O5° (F x1 .r 4: a I 1 QUIN ,yr Cm 6 1 at° 601 DEVELOPMENT APPLICATION Case No. XXX DEVELOPMENT AGREEMENT THIS AGREEMENT is made and entered into this day of 20 , between Owner/Developer/Metro District/Authority [placeholder] , a corporation qualified to do business in Colorado ("Developer"), whose address is , and the Board of County Commissioners of the County of Weld, State of Colorado ("County"), whose address is 1150 O Street, Greeley, CO 80631. WITNESSETH: WHEREAS, Developer is the owner of real property in the County of Weld, State of Colorado, as described in Exhibit "A" attached hereto, and by this reference made a part hereof. WHEREAS, Developer proposes to subdivide into lots, tracks and right-of-way ("project"). WHEREAS, as an element of Developer's project, the County requires that Developer install public and/or private improvements and deed land for public purposes or right-of-way. WHEREAS, this Development Agreement memorializes Developer's agreement to install public and/or private improvements and deed land for public purposes or right-of-way. NOW, THEREFORE, in consideration of the foregoing, the parties hereto promise, covenant, and agree as follows: 1. Engineering Services. Developer shall furnish, at its own expense, all engineering and other services in connection with the design and construction of the improvements described and detailed on Exhibit "B" attached hereto, and by this reference made a part hereof ("Improvements"). 2. Drawings and Estimates. The Developer shall furnish drawings and cost estimates for all improvements described and detailed on Exhibit "B" for approval by the County. Upon request, the Developer shall furnish one set of reproducible "as built" drawings and a final statement of construction costs to the County. 3. Construction. Developer shall furnish and construct, at its own expense and in accordance with drawings and materials approved by the County, the improvements described and detailed on Exhibit "B". 4. Cash -in -Lieu. Developer shall furnish to the County a cash escrow deposit with sufficient funds to make all cash -in -lieu payments required pursuant to this agreement and Developer will furnish evidence of such cash escrow deposit to the County. Said cash escrow deposit shall be sufficient to satisfy the cost of improvements in Exhibit "B" in the amount of $XXXX. 5. Phasing of Public Improvements. This project may be developed in phases provided: (1) such phasing is approved by the County and is consistent with the plans and any executed agreements pertaining to the property on which the project is to occur; (2) the phasing plan supports a logical sequence of development such that each phase can function independently or sequentially with a prior phase; and (3) each sequential phase satisfies the County's Engineering and Construction Criteria. Said phasing plan is detailed in Exhibit C. 6. Warranties of Developer. Developer warrants that the Improvements shall be installed in good workmanlike manner and in substantial compliance with the Plans and requirements of this Agreement and shall be substantially free of defects in materials and Page 1 of 3 02709806.doc.v3-8/3/23 Development Agreement Name Case No. XXX workmanship. These warranties of Developer shall remain in effect until Preliminary Acceptance of the improvements by the County. 7. Guarantee of Compliance - Building Permits. No building permits shall be issued until (1) the Final Plat has been recorded with the Weld County Clerk and Recorder; (2) Developer has secured raw water for the lots for the phase being constructed (3) Developer has received written notice of acceptance of the public improvements, with the exception of improvements for which the County has authorized an extension of time to complete; (4) Developer has provided a maintenance guarantee 8. Acceptance and Maintenance of Public Improvements. All improvements designated "public" on Exhibit "B" shall be public facilities and become the property of the County or other public agencies upon acceptance. During the period of one year from and after the acceptance of public improvements, the Developer shall, at its own expense, make all needed repairs or replacement due to defective materials or workmanship that, in the opinion of the County, becomes necessary. If, within ten days of written notice to the Developer from the County requesting such repairs or replacements, the Developer has not undertaken with due diligence to make the same, the County may make such repairs or replacements at the Developer's expense. In the case of an emergency such written notice may be waived. 9. Vesting. The Final Plat shall have vested rights for a period of five (5) years from the date of this Agreement. 10. Successors and Assigns. This agreement shall be binding upon the heirs, executors, personal representatives, successors, and assigns of the Developer, and shall be deemed a covenant running with the real property as described in Exhibit "A" attached hereto. 11. Improvements and Dedication. The undersigned Developer hereby agrees to provide the following improvements, and to dedicate described property. a. Improvements. See Exhibit "B" for description, estimated quantities and estimated construction costs. The improvements shall be constructed in accordance with all County requirements and specifications in accordance with the approved plans and time schedule as indicated in Exhibit "B". b. Public dedication of land for right-of-way purposes or other public purpose. Upon approval of this agreement by the Board of County Commissioners, the Developer hereby agrees to convey by warranty deed to the County of Weld the following described land for right-of-way or other public purposes: (General description of right-of-way). 12. Default by Developer. A default by the Developer shall exist if (a) Developer fails to construct the Improvements in substantial compliance with the Plans and the other requirements of this Agreement; (b) Developer fails to cure any noncompliance specified in any written notice of noncompliance within a reasonable time after receipt of the notice of noncompliance; (c) Developer otherwise breaches or fails to comply with any obligation of Developer under this Agreement. 13. Remedies of County. If the County, after notice, determines that a default by Developer exists, and if Developer fails to cure such default within the time specified by the County, the County shall be entitled to (a) make a draw on the collateral for the amount reasonably determined by the County to be necessary to cure the default in a manner consistent with the approved Plans up to the face amount of the Collateral; and (b) sue the Page 2 02709806.doc.v3-8/3/23 Development Agreement Name Case No. XXX Developer for recovery of any amount necessary to cure the default over and above the amount available in the Collateral provided. A. County Right to Completion of Improvements. The right of the County to complete or cause completion of the Improvements as herein provided shall include the following rights: The County shall have the right to complete the Improvements, in substantial accordance with the plans, the estimated costs, and other requirements of this Agreement, either itself or by contract with a third party or by assignment of its rights to a successor developer who has acquired the Property by purchase, foreclosure, or otherwise. B. Use of Funds by County. Any funds obtained by the County through Collateral, or recovered by the County from Developer by suit or otherwise, shall be used by the County to pay the costs of completion of the Improvements substantially in accordance with the Plans and the other Requirements of this Agreement and to pay the reasonable costs and expenses of the County in connection with the default by Developer, including reasonable attorneys' fees. Name/s Developer By: By: Name, Title Name, Title The foregoing instrument was acknowledged before me this day of 20 , by My commission expires: Address: Notary Public APPROVED BY resolution at the meeting of , 20 . • BOARD OF COUNTY COMMISSIONERS ATTEST: WELD COUNTY, COLORADO Clerk of the Board Chair Page 3 02709806.doc.v3-8/3/23 Development Agreement Name Case No. XXX EXHIBIT A Legal Description Page 4 02709806.doc.v3-8/3/23 Development Agreement Name Case No. XXX EXHIBIT B Improvements Page 5 02709806.doc.v3-8/3/23 Development Agreement Name Case No. XXX EXHIBIT C Phasing Plan Page 6 02709806.doc.v3-8/3/23 DECLARATION OF COVENANTS FOR PELICAN LAKE RANCH FILING NO. 2 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1.1 Association 1.2 Board of Directors or Board 1.3 Bylaws 1.4 Combined Lots 1.5 Common Elements 1.6 Common Expenses or Common Expense Assessments 1.7 Community 1.8 Declarant 1.9 Declarant Control Period 1.10 Declaration 1.11 Design Review Guidelines 1.12 Director 1.13 Authority 1.14 Authority Facilities 1.15 DRC or Design Review Committee 1.16 Initial Improvement 1.17 Additional Improvement 1.18 Landscaping 1.19 Lot 1.20 Lot Owner or Owner 1.21 Majority or Majority of Lot Owners 1.22 Manager 1.23 Notice 1.24 Person 1.25 Property 1.26 PUD Plan 1.27 Records 1.28 Reserved Declarant Rights 1.29 Residence 1.30 Rules 1.31 Security Interest 1.32 Subdivision Plat ARTICLE 2 TERM, TERMINATION AND ADDITION OF OTHER LANDS 2.1 Term 2.2 Termination 2.3 Addition of Other Lands 2.4 Notice of Addition of Lands 6 6 6 6 6 6 7 7 7 7 7 8 8 8 8 8 8 8 8 8 8 8 9 9 9 9 9 9 9 10 10 10 11 11 11 11 11 11 ARTICLE 3 COLORADO COMMON INTEREST OWNERSHIP ACT 12 3.1 Exemption from the Colorado Common Interest Ownership Act 12 ARTICLE 4 AUTHORITY AND AUTHORITY FACILITIES 4.1 Purpose of Authority 4.2 Authority Facilities 4.3 Use of Authority Facilities ARTICLE 5 MAINTENANCE OF THE PROPERTY 5.1 Individual Lots 5.2 Duties of Association 5.3 Repairs Resulting From Negligence 5.4 Weld County Powers Not Superseded ARTICLE 6 ALLOCATED INTERESTS 6.1 Percentage of Liability for Common Expenses 6.2 Votes 6.3 Budget ARTICLE 7 DESIGN REVIEW COMMITTEE 7.1 Creation of Committee 7.2 Purpose of DRC 7.3 Approval of Improvements 7.4 Owner to Submit Plans 7.5 Conditions of Approval 7.6 Construction of Improvements after Approval 7.7 Guidelines, Standards and Procedures 7.8 Compensation of Members of DRC 7.9 Non -Liability of Declarant and DRC Members 7.10 Waivers 7.11 Variances 7.12 Acknowledgment of Owners 7.13 Expiration of Declarant Right to Approve 19 12 12 12 13 14 14 14 14 15 15 15 15 16 16 16 16 16 17 17 17 17 17 17 17 18 ARTICLE 8 RESTRICTIONS ON USE, ALIENATION AND OCCUPANCY 19 8.1 Improvements to Lots 19 (a) Zoning 19 (b) Minimum Floor Area 19 (c) Maximum Height for Residences 19 (d) Secondary Structures Restrictions 19 (e) Location of Residence; Setbacks 20 (f) Primary Garages 20 (g) Secondary Garages or Shops 20 (h) Barns 21 (i) Outbuildings or Sheds 21 (j) Fences; Walls 21 (k) Oil and Gas Wells and Production Facilities 22 (1) Outstanding Mineral Interests 23 (m) Driveways; Drainage Plan 23 (n) Swimming Pools 23 (o) Stoves and Heating Systems 23 (p) Landscaping 23 8.2 Use Restrictions 24 (a) Single -Family Residence (b) Home Occupations Incidental to Residential Use (c) Compliance with Laws (d) Water Systems and Sewage Disposal (e) Offensive Activities (f) Annoying Sounds or Odors (g) No Hazardous Activities; Firearms (h) No Unsightliness (i) Storage of Vehicles (j) Restrictions on Motorized Vehicles (k) Vehicle Repairs (1) Horses (m) Household Pets (n) Chicken policy (o) Access to Common Elements and Authority Facilities (p) Prohibition Against Certain Discrimination (q) Restrictions on Garbage and Trash (r) No Temporary Structures or Building Materials (s) Compliance with Insurance Requirements (t) Further Subdivision of Lots (u) Restoration in the Event of Damage or Destruction (v) Restrictions on Signs and Advertising 8.3 Restrictions on Alienation (a) Leases (b) Summary Process ARTICLE 9 AMENDMENTS TO DECLARATION 9.1 In General 9.2 Consent of Authority 9.3 Consent of Declarant 9.4 Limitation of Challenges 9.5 Recordation of Amendments 24 24 24 25 25 25 25 25 26 26 26 27 27 27 27 27 28 28 28 28 28 29 29 29 29 30 30 30 30 30 30 ARTICLE 10 ASSESSMENT AND COLLECTION OF COMMON EXPENSES 30 10.1 Apportionment of Common Expenses 30 10.2 Common Expenses Attributable to Fewer than all Lots 30 10.3 Lien 31 10.4 Certificate of Payment of Common Expense Assessments 32 10.5 Acceleration of Common Expense Assessments 33 10.6 Commencement of Common Expense Assessments Against Lots, If Any, Hereafter Subjected to this Declaration 33 10.7 No Waiver of Liability for Common Expenses 33 10.8 Personal Liability of Lot Owners 33 ARTICLE 11 PERSONS AND PROPERTY SUBJECT TO DECLARATION 33 11.1 Compliance with Declaration 33 11.2 Adoption of Rules 33 ARTICLE 12 BOARD OF DIRECTORS 12.1 Declarant Control Period 34 34 12.2 Association Records and Minutes of the Board of Directors Meetings 12.3 Powers and Duties 12.4 Limitations on Board of Directors ARTICLE 13 OPEN MEETINGS 13.1 Access 13.2 Notice 13.3 Executive Sessions ARTICLE 14 MISCELLANEOUS PROVISIONS 14.1 Captions 14.2 Gender 14.3 Waiver 14.4 Validity 14.5 Conflicts 34 34 35 36 36 36 36 36 36 36 36 36 36 COVENANTS FOR PELICAN LAKE RANCH FILING NO. 2 THIS DECLARATION ("Declaration") is executed this day of , 20 by REI LIMITED LIABILITY COMPANY, a Wyoming limited liability company, doing business in Colorado as Investors Limited Liability Company, its successors and assigns as an Owner (as hereinafter defined) ("Declarant") and by the undersigned who states that this Declaration has been approved by the required parties, and with the consents of BEEBE DRAW FARMS AUTHORITY, a political subdivision of the State of Colorado, (the "Authority") (as hereinafter defined) as to Article 4, Authority and Authority Facilities. RECITALS: 1. The property which is more fully described on Exhibit "A" as a Filing No. 2 Final Plant of the Pelican Lake Rach PUD, Weld County, Colorado. ARTICLE 1 DEFINITIONS 1.1 Association. The Association is a Colorado nonprofit corporation known as Pelican Lake Ranch Filing 2 Property Owners Association. Any references in the Subdivision Plat or the PUD to "Pelican Lake Ranch Filing 2 Property Owners Association" shall mean the Association. 1.2 Board of Directors or Board. The Board of Directors or Board is the governing board of the Association. 1.3 Bylaws. The Bylaws are the Bylaws of the Association as they may be amended from time to time. 1.4 Combined Lots. Two or more Lots may be combined to make one Lot to increase the total Lot size for calculating additional Improvements, number of animals, fencing, or other reasons. The combination of Lots changes the outer Lot lines and eliminates interior Lot setbacks. Combining Lots shall not change the voting or the requirement or obligation to pay dues on the original number of Lots combined. 1.5 Common Elements. The Common Elements, if any, are all the real estate comprising the Property other than Lots and other than the Authority Facilities (as hereinafter defined), all of which shall be owned by the Association. To the extent any real estate is a Common Element at the time this Declaration is recorded, but is thereafter conveyed to the Authority by deed or other instrument of conveyance recorded in the Records, proceeding of such deed or other instrument of conveyance in the Records, the real property described therein shall immediately cease to be considered a Common Element hereunder and shall then and thereafter be considered a Authority Facility. There are currently no Common Elements. 1.6 Common Expenses or Common Expense Assessments. The Common Expenses are the expenses or financial liabilities not paid by or the responsibility of the Authority for the operation of the Community. "Common Expense Assessments" are the funds required to be paid by each Lot Owner in payment of such Owner's Common Expense liability. These expenses include: (a) expenses of administration, maintenance, construction, improvement, repair or replacement of the Common Elements; (b) Expenses for the administration and enforcement of the covenants and other governing documents, including maintenance obligations, over the Lots and any other Property; (c) Expenses for social or Community events as determined by the Association; (d) expenses of utilities not separately metered and billed directly to the Lot Owners; (e) expenses declared to be Common Expenses by this Declaration; ( fl expenses agreed upon as Common Expenses by the Association; and (g) Such reasonable reserves as may be established by the Association, whether held in trust or by the Association, for repair, replacement or addition to the Common Elements or any other real or personal property acquired or held by the Association or the administration and operation of the Community, including, but not limited to costs of enforcement and legal expenses. In addition, some costs and expenses benefiting fewer than all the Lots shall be a Common Expense, but shall be assessed exclusively against those Lots benefited, as more fully set forth in Section 11.2. 1.7 Community. Means the real property known as the Pelican Lake Ranch, Second Filing, as contemplated in the PUD, or so much thereof as may have been designed and constructed from time to time, including all amendments to any such documents. 1.8 Declarant. The Declarant is REI Limited Liability Company, a Wyoming limited liability company, doing business in Colorado as Investors Limited Liability Company and Pelican Lake Ranch, its successors and assigns. 1.9 Declarant Control Period. The period commencing upon the filing of the Articles of Incorporation and ending upon the sale of the last Lot owned by the Declarant. 1.10 Declaration of Covenants. The Declaration of Covenants (Declaration) shall be this original Declaration of Covenants, including all amendments. 1.11 Design Guidelines. Guidelines, standards and procedures may be adopted by the DRC and Declarant for its day-to-day operations and the performance of its duties under this Declaration. A Design Guideline document may be periodically revised by the DRC, with the prior, written approval of the Declarant and the Boardand distributed to all Lot Owners by the Management Company. 1.12 Director. A Director is a member of the Board of Directors of the Association. 1.13 District or Authority. The Authority is the Beebe Draw Farms Authority,a political subdivision of the State of Colorado and Metropolitan Districts No. 1 and No. 2, Colorado special districts, or other special district organized pursuant to State law to provide public facilities or services within the Community. 1.14 District or Authority Facilities. The Authority Facilities are defined in Article 4 of this Declaration. 1.15 DRC or Design Review Committee refers to the committee of the Association created pursuant to Article 8 of this Declaration. 1.16 Initial Improvement. Upon completion, the primary Residence shall be considered the Initial Improvement. Prior to construction, the plans for Initial Improvement must be approved by the Declarant and the DRC. 1.17 Additional Improvements. Additional Improvements are any construction, structures, equipment, fixtures or facilities other than the Initial Improvement or Residence to be constructed on any of the Property which is included in the Community, including but not limited to:, buildings, barns, storage facilities, garages, shops, casitas, or guest houses. Additional Improvements require approval by the Declarant and DRC. 1.18 Landscaping. Landscaping includes trees, grass, shrubbery, gardens fences, retaining walls, decorative monuments, address monuments, antennas, driveways, flag poles and other non- structural items. 1.19 Lot. A Lot is a platted portion of the Property designated for separate ownership or occupancy, the boundaries of which are defined on the Subdivision Plat. A parcel of land identified on the Subdivision Plat as an "Outlot" shall not be considered a "Lot" for purposes of this Declaration. 1.20 Lot Owner or Owner. The Lot Owner or Owner is the Declarant or any other Person who owns a Lot. Lot Owner does not include a Person having only a Security Interest or any other interest in a Lot solely as security for an obligation. The Declarant is the initial Owner of each and every Lot created and defined by this Declaration and the Subdivision Plat. 1.21 Majority or Majority of Lot Owners. The Majority or Majority of Lot Owners means Owners representing more than 50 percent of the votes in the Association. 1.22 Manager. A Manager is a person, firm or corporation employed or engaged to perform management services for the Community and the Association. 1.23 Notice. The term Notice shall mean the notice of delinquent Common Expense Assessment provided for in Section 10.3 of this Declaration. 1.24 Person. A Person is an individual, corporation, trust, partnership, limited liability company, association, joint venture, government, government subdivision or agency or other legal or commercial entity, or a combination thereof. 1.25 Property. Property is the land and all Improvements, easements, rights and appurtenances presently owned by Declarant which have been submitted to this Declaration, as described in the first paragraph thereof, or any other lands added hereafter, as provided herein, excluding any Authority Facilities, land or Improvements. 1.26 PUD Plan. The PUD Plan shall mean the Master Plan for the Community as filed with and approved by the Weld County Planning and Zoning Department, as the same may be amended from time to time. 1.27 Records. The Records are the real estate records in the Office of the Clerk and Recorder of Weld County, Colorado. 1.28 Reserved Declarant Rights. The Declarant reserves, through thirty years after the recording of this Declaration, the following Declarant Rights: (a) the right to relocate boundaries between adjoining Lots owned by the Declarant, subdivide Lots owned by the Declarant or complete or make improvement, as the same may be indicated on maps or Plats filed of record; (b) the right to enlarge or reduce the Common Elements and to create additional Lots; (c) the right to add Lots and to subject all or any part of the property described in Exhibit "B" attached hereto and hereby incorporated by reference and additional unspecified real estate to the provisions of this Declaration subject to the limitations set forth in this Declaration; (d) the right to exercise any additional reserve right created by any other provision of this Declaration; (e) the right to withdraw Lots owned by Declarant, or by a Builder, (at the request of Declarant from such Builder) from the Community and the terms of this Declaration, except for lots with dwellings once a dwelling on that Lot has been conveyed, and as allowed and within applicable parameters of the Act. Such withdrawal may be accomplished by the execution, acknowledgment and recordation of a notice of withdrawal. The notice of withdrawal (i) shall be executed and acknowledged by the Owner or Owners of the property to be withdrawn; (ii) shall, if not then owned by Declarant, contain the executed and acknowledged written consent of Declarant for so long as Declarant owns any property in the Community and has the power to annex additional property to the Community; (iii) shall contain an adequate legal description of the property to be withdrawn; (iv) shall contain a reference to the Supplemental Declaration for the portion of the Real Property to be withdrawn, which reference shall state the date thereof and the date of recordation thereof; and (v) shall contain a statement and declaration that the property sought to be withdrawn is withdrawn from the Community and from the effect of this Declaration; (1) the right to amend the use restrictions included in this Declaration, together with the right to add new use restrictions; (g) the right to amend the Declaration in connection with the exercise of any development right; (h) the right to amend the Maps or Plats in connection with the exercise of any development right. (i) the right to make amendments to the Declaration, Bylaws or Articles of Incorporation to meet or comply with any requirement of FHA or VA; and (j) The rights reserved to Declarant, for itself, and for Builders, their successors and assigns, shall expire as set forth above, unless (i) reinstated or extended by the Association, subject to whatever terms, conditions, and limitations the Board may impose on the subsequent exercise of the expansion rights by Declarant, (ii) extended as allowed by law, or (iii) terminated by written instrument executed by the Declarant, recorded in the real property records of the City and County of Weld. 1.29 Residence. A Residence shall be the building for residential living, constructed on a Lot, including an enclosed garage attached thereto or connected thereto by an arbor or breezeway. Residence includes modular or system -built homes whereby the home is largely built offsite and then constructed, placed or installed on the Lot. The Residence shall also be the Initial Improvement. 1.30 Rules. The Rules are the regulations for the use of the Common Elements and the use and occupancy of Lots as they affect the Common Elements and the other Owners, and for the conduct of Persons within the Community, as may be adopted from time to time by the Board of Directors pursuant to this Declaration. 1.31 Security Interest. A Security Interest is an interest in and encumbrance upon real estate or personal property, created by contract or conveyance, which secures payment or performance of an obligation. The term includes a lien created by a mortgage, deed of trust, installment land contract, lease intended as security, assignment of lease or rents intended as security, pledge of an ownership interest in the Association, and any other consensual intended as security for an obligation. A nonconsensual lien does not create a Security Interest. 1.32 Subdivision Plat. The initial Subdivision Plat is that certain document entitled Filing No. 2of Pelican Lake Ranch, recorded in the Records on , 20 , at Reception No. , in Book at File . From time to time hereafter there may be one or more additional subdivision plats recorded for subsequent phases of development of the Community. At such time as each additional subdivision plat is approved by Weld County and recorded in the Records, all references herein to "Subdivision Nat" shall also mean and include such subsequently recorded subdivision plat(s). ARTICLE 2 TERM, TERMINATION AND ADDITION OF OTHER LANDS 2.1 Term. The covenants and restrictions of this Declaration shall run with and bind the land in perpetuity, unless terminated as provided for below, or amended as provided for in Article 10 of this Declaration. 2.2 Termination. The Owners, upon the affirmative vote of no less than 85% of the allocated interests in the community may vote to terminate these Covenants and dissolve the Association. 2.3 Addition of Other Lands. During the period the Declarant may exercise any right contained within Reserved Declarant Rights. 2.4 Notice of Addition of Lands. The Notice of Addition of Lands referred to in Section 2.3 above shall contain the following provisions: (a) a reference to this Declaration, which reference shall state the date of recording hereof and the reception number or book and page numbers of the Records where this Declaration is recorded, and any amendments thereto; (b) a statement that the provisions of this Declaration shall apply to the additional lands in the manner set forth in Section 2.3 above; (c) an exact legal description of the additional lands; and (d) the consent of the owner or owners of the additional lands to subject themselves and their included real estate to this Declaration. ARTICLE 3 COLORADO COMMON INTEREST OWNERSHIP ACT 3.1 Exemption from the Colorado Common Interest Ownership Act. Pursuant to C.R.S. § 38-33.3-116, the Community shall be a Limited Expense Community. The Assessment shall not exceed $400.00 per year adjusted, exclusive of optional user fees. Only the provisions of C.R.S. § 38-33.3-105 and 107 shall apply to the Community. ARTICLE 4 AUTHORITY AND AUTHORITY FACILITIES 4.1 Purpose of the Authority. The Authority, including the Authority and any other special districts organized to provide public facilities and services within the Community, will construct, operate and maintain the Authority Facilities and furnish public services to the Community in accordance with the Authority Service Plan as approved by and filed with the County. 4.2 Authority Facilities. The Authority Facilities shall mean and include, but not be limited to, the following, all of which shall be owned, managed, and/or operated by the Authority for public use in accordance with the provisions of the Amended and Restated Consolidated Service Plan for District 1 and District 2 ("AEA")Service Plan and Colorado State law: (a) the equestrian center facilities, parking areas, arenas and jumping courses; (b) all roads, street lights, and storm drainage facilities, to the extent the same shall not have been dedicated to and accepted by Weld County; (c) the public water distribution system, including a pump station and all transmission lines, to the extent the same shall not have been dedicated to and accepted by the Central Weld County Water District; (d) the existing entrance gate house and the Maintenance Facility Building, which may also be used as a office of the Authority; (e) the existing Community Information and Sales Center, which may be used as the office of the Declarant and as a sales office for the use of selling homes and lots at the direction of the Declarant; (0 all recreational structures, including but not limited to the clubhouse, swimming pools and tennis courts, putting greens, fishing areas, nature preserves, play grounds; (g) all components of any public transportation system developed by the Authority; (h) all television relay and translation equipment installed or constructed or contracted for by the Authority; (i) the Authority owned out -lots and open spaces shown on the Subdivision Plat or the PUD Plan; and (j) all real property, including without limitation any Lot(s), currently owned or later acquired by the Authority for Authority purposes, including but not limited to any recreational uses, structures, equipment or facilities that may be constructed, installed, operated, maintained and replaced thereon, and (k) any additional facilities installed, operated, and maintained by the Authority. 4.3 Use of Authority Facilities. (a) The Authority Facilities shall be available for public use, subject to the right of the Authority to regulate use of the Authority Facilities (including but not limited to permitting persons other than Owners of Lots to use the Authority Facilities, as set forth below) and charge reasonable admission and other rates, fees, and charges for such usage, as determined by the Authority. (b) If an Owner is delinquent in the payment of such Owner's Common Expense Assessments or real property taxes or assessments (to the extent some or all of such real property taxes or assessments include an amount in favor of the Authority), the Authority shall have the right, upon notification by the Association in the case of Common Expense Assessments, to suspend such Owner's right to use the Authority Facilities for so long as such Common Expense Assessments or taxes or assessments remain unpaid; provided that no provision of this Declaration shall affect, limit or otherwise restrict any power or authority provided to the Authority under State law; and, provided further, that notwithstanding any other provision herein to the contrary, the Authority shall not restrict an Owner's right to use roads included in the definition of the Authority Facilities to the extent such roads provide the Owner with access to and from such Owner's Lot. Cc) The Authority shall have the right to grant permits and charge fees for the use of Authority Facilities. (d) Notwithstanding anything in this Declaration to the contrary, the Authority is authorized to install, construct, operate, and maintain and replace recreational structures, equipment and facilities on any Lot that it owns. (e) The Authority may adopt and/or enforce rules and regulations, resolutions, covenants, restrictions, design guidelines and/or other provisions pertaining to the Authority Facilities or other matters. ARTICLE 5 MAINTENANCE OF THE PROPERTY 5.1 Individual Lots. It shall be the duty and obligation of each Lot Owner, at such Lot Owner's expense, to improve, maintain, repair, replace, beautify and keep neat, attractive, sightly and in good order and repair such Owner's Initial Improvements and all Additional Improvements and the exterior portions of the Lot. If the Owner does not discharge this obligation then the Association may arrange to have the work done and assess the Owner for the cost of such work plus twenty-five percent (25%) of such cost for inspection, administrative costs and overhead of the Association and other incidental expenses, provided the Association gives such Lot Owner notice of the Association's intent to have the work done and a reasonable opportunity for the Lot Owner to cure the violation prior to the Association having the work done. Each Lot Owner hereby grants, to the Association, and to their agents, employees and contractors, an easement on, over, across and through such Owner's Lot for improvement, maintenance, repair, replacement, and beautification, all as provided above in this Section. 5.2 Duties of Association. The Association shall improve, maintain, repair, replace, beautify and keep all of the Common Elements and such other real property subject to the Declaration in neat, attractive, sightly, and in good order, to the extent that such functions are not performed by Lot Owners nor expected to be performed by the Authority or Weld County or any other political subdivision thereof or of the State of Colorado. The Association may, from time to time, hire and or contract with third parties to achieve the objectives of this Section 6.2. 5.3 Repairs Resulting From Negligence. If the Board determines that the need for maintenance or repair is caused through the willful or negligent act of any Owner, or occupant or their family, guests, lessees, or invitees, then the Association may assess the cost of any such maintenance, repair, or replacement against the Owner's or occupant's Lot, which shall become a lien against the Lot, as well as the obligation of such Owner personally, and the same may be collected as provided in this Declaration for the collection of Common Expense Assessments. The Association will be responsible for damage to Lots which is caused by the Association intentionally or negligently, or by the Association's failure to maintain, repair or make replacements to the Common Elements. 5.4 Weld County Powers Not Superseded. Nothing contained herein shall replace or supersede the powers granted pursuant to Section 28.6.6 of the Weld County Zoning Ordinance, or its successor regulations: or sec 24-67-105(6), C.R.S., as amended, whereby, if the Common Elements are not maintained by the Association in reasonable order and condition in accordance with the PUD Plan, the Weld County Board of County Commissioners may enter upon the affected property and maintain the same following service of written notice and a hearing. The cost of such maintenance by the Board of County Commissioners shall be charged to and paid by the Owners individually or in the form of a Common Expense Assessment, and any such unpaid Common Expense Assessments shall become a tax lien upon the Lots. ARTICLE 6 ALLOCATED INTERESTS The interest allocated to each Lot has been calculated by the following formula: 6.1 Percentage of Liability for Common Expenses. 6.2 as follows: (a) The percentage of liability for Common Expenses allocated to each Lot is based on one (1) share for each Lot on which a building permit for construction of a residence on such Lot has been issued by the applicable governmental entity with jurisdiction thereover (e.g., Weld County, Colorado), and twenty percent (20%) share for each Lot on which a building permit for construction of a Residence on such Lot has not been issued by the applicable governmental entity with jurisdiction thereover (e.g., Weld County, Colorado), compared with the total shares allocated to all the Lots in the Property. The foregoing is subject to the Declarant's rights to add additional lands hereto, thereby increasing the total number of Lots, and/or combine Lots, thereby reducing the total number of Lots. Provided, however, that if an Owner combines two or more Lots as provided herein with the intent of creating one Lot therefrom, such resulting Lot shall continue to be allocated the total number of shares originally allocated to the Lots so combined. If a Lot is subdivided by the Owner and added to other Lots as provided herein, the share of each such subdivided Lot shall be added proportionally to the Lots receiving all or a portion of such subdivided Lot. Nothing contained in this Section shall prohibit certain Common Expenses from being apportioned to particular Lots under this Declaration. Votes. Each Lot in the Property shall have one (1) vote allocated to such Lot, except (a) Those Lots on which a building permit for construction of a Residence has not been issued by the applicable governmental entity with jurisdiction thereover (e.g., Weld County, Colorado) ("Vacant Lot") shall be allocated a 20% vote per Lot on all matters other than those pertaining to amendment of the Declaration. (b) With respect to voting on amendment of the Declaration, notwithstanding anything to the contrary, all Lots, including vacant lots shall be allocated one (1) vote per Lot. 6.3 Budget. Common Expense Assessments may be made on an annual basis against all Lots and shall be based upon the Association's advance budget of the cash requirements needed by it to provide for the administration and performance of its duties during such Assessment year. The budget for annual Assessments shall be submitted to the Owners no later than 30 days prior to the end of the fiscal year and shall in no case exceed $400.00 annually, as adjusted, exclusive of optional user fees. ARTICLE 7 DESIGN REVIEW COMMITTEE 7.1 Creation of Committee. There is hereby created a standing committee of the Association to be known as the "Design Review Committee" or "DRC", to be composed of a two (2) to three (3) individuals. Members of the DRC shall be appointed by the Declarant until such time as the Declarant no longer has any lots or allows the Board of Directors to elect members to the DRC. The DRC will hold office at the will of the Declarant, if appointed by the Declarant, and the Board of Directors, if elected by the Board of Directors. 7.2 Purpose of DRC. The purpose of the DRC is to maintain the superior beauty and quality of the Improvements constructed on the Property, and the harmony thereof with the surroundings, to enforce the provisions of the Covenants, and to evaluate the use and suitability of the proposed Improvements and the effect of the same on the community as a whole and consideration of significant effects on adjacent or neighboring properties. 7.3 Approval of Improvements. The Declarant must approve all Initial Improvements. Any Improvements constructed by the Association or the Authority shall also require written approval of the Declarant until the Declarant no longer owns any lots in the Community. Additional Improvements shall require the written approval of the DRC and Declarant, during such time as the Declarant owns any Lots in the Community. Landscaping improvements shall require written approval of the DRC. 7.4 Owner to Submit Plans. Before any construction work or exterior additions or alterations begin, the Owner of the Lot shall be responsible for submitting a Design Review Request (DRR), review fee(s), Check List, complete set of house plans, specifications, and color/material/texture samples to the Management Company or to (whoever and by whatever means is currently specified) AND one (1) set of full size complete house plans, and color/material/texture samples in the event of the construction of an Initial Improvement. The submittal and approval by the Declarant (and, or if applicable, by the DRC) should be completed prior to submitting and obtaining all necessary approvals and permits from Weld County and/or any other applicable government entities. Weld County should not issue building permits without proof of DRC approval of Initial Improvements or Additional Improvements. Plans and specifications in connection with (a) building, exterior remodeling, rebuilding, refurbishing or alteration of a Residence, including without limitation, the exterior appearance, color or texture; or (b) creation or construction of any Additional Improvements or Landscaping or alterations to the Property, including but not limited to gardening, landscaping, planting, patio covers, awnings, sculpture or art work, driveway, sidewalk, fence, outside deck, or clearing, grading, excavating, filling or similar disturbance of the surface of the land, all of which shall require the prior written approval of the Declarant and or the DRC. 7.5 Conditions of Approval. At the discretion of the Declarant and or the DRC, an Owner may be required to enter into a written agreement establishing the approval of the application in recordable form acknowledged by such Owner on behalf of himself or herself and all successors-in- interest. As a condition of approval for a requested architectural change, modification, addition or alteration, an Owner, on behalf of himself or herself and his or her successors -in -interest, affirms and shall assume, unless otherwise agreed in writing, all responsibilities for maintenance, repair, replacement and insurance to and on such change, modification, addition or alteration. 7.6 Construction of Improvements after Approval. Following approval of proposed Improvements by the Declarant (and, if applicable, approval by the DRC), an owner must obtain any necessary approvals and permits from Weld County and or any other applicable governmental entities. Then the Lot Owner shall cause the approved improvements to be made to the Lot in a timely fashion, and in any event within twelve (12) months, at which time the approved DRR expires, except with written Declarant approval otherwise (and, if applicable, with written DRC approval otherwise), and except for delays caused by strikes, fires, national emergencies, critical materials shortages or other intervening forces beyond the control of the Owner. 7.7 Guidelines, Standards and Procedures. The DRC, with the prior, written approval of the Declarant, may adopt guidelines, standards and procedures for its day-to-day operations and the performance of its duties under this Declaration, which guidelines, standards and procedures shall be consistently applied. A Design Guidelines document may be periodically revised by the DRC, with the prior, written approval of the Declarant and the Board, and distributed to Lot Owners. 7.8 Compensation of Members of DRC. If authorized by the Board of Directors, the members of the DRC may receive reasonable compensation for services performed, together with reimbursement for actual and reasonable expenses incurred by them in the performance of their duties. 7.9 Non -Liability of Declarant and DRC Members. None of the Declarant, DRC, any member thereof or the Board of Directors shall be liable to any Owner or to any other person for any loss, damage or injury arising out of or in any way connected with the performance of the DRC's and Declarant's duties under this Declaration. No action taken by the Declarant, DRC or its members will be deemed to have approved or to have made any representation as to the safety or structural soundness of, or compliance with local building codes or other governmental laws or regulations concerning, the proposed Improvements. The Association shall maintain liability insurance for all Declarant and DRC members and Board of Directors and shall be responsible for paying for any and all legal defense of the Declarant and DRC members or Board of Directors in the event the Declarant or DRC member or Board of Directors is ever sued for actions or inactions during the course of their duties. 7.10 Waivers. The approval or consent of the DRC, or appointed representative thereof, to any application for architectural approval shall not be deemed to constitute a waiver of any right to hold or deny approval or consent by the DRC as to any application or other matters subsequently or additionally submitted for approval or consent. 7.11 Variances. The Declarant (and, if applicable, the DRC) may grant reasonable variances or adjustments from conditions and restrictions imposed by this Declaration in order to overcome practical difficulties and unnecessary hardships arising by reason of the application of the conditions and restrictions contained in this Declaration or in the Design Guidelines. Any variance to the Declarations must also be approved by majority vote of the Board of Directors, and by Declarant, as to variances approved by the Declarant when the Declarant's approval of an Improvement is required in this Declaration. Any variance to the Design Guidelines may be made by Declarant (and, if applicable, the DRC) as long as both the Declarant and a majority of the DRC members approve the variance. 7.12 Acknowledgment of Owners. Owners acknowledge, accept and agree to the following: (a) Owners will not commence construction or installation of an improvement until they have submitted Improvement plans and specifications and received written approval from the Declarant and, or if applicable, from the DRC); (b) Owners shall immediately comply with any request by the Association or DRC (or, if applicable by the Declarant) for additional information relating to an improvement prior to the DRC's (and, if applicable, Declarant's) approval of a request and/or prior to the completion of an Improvement. Failure to comply with such a request by an Owner shall result in the withdrawal of DRC approval (and, if applicable, Declarant approval), if previously granted; (c) DRC approval (or Declarant approval) does not constitute approval of the local building or zoning department, drainage design or structural soundness, or habitability. Improvements or changes to grading have an impact on drainage and Owners are responsible for ensuring drainage flows as intended and does not interfere with street drainage, lot drainage, or drainage on neighboring lots or any other Declarant property or Authority property. Owners are financially responsible for drainage repairs and maintenance for all drainage impacts caused by their grading, landscaping, or building any Improvements, all of which alter drainage; (d) If the Improvement as built does not conform to the Improvement as approved by the DRC and, or the Declarant, the DRC's approval (and, if applicable, Declarant's approval) will be deemed withdrawn, and upon written request of the DRC (and, if applicable, the Declarant), Owners shall, at their own expense and cost, promptly bring the Improvement into compliance with the submitted and approved plans and specifications; (e) In the event of withdrawal of DRC or Declarant approval for non- conformance or for any reason(s) cited in this Section, and upon written request from the DRC (and, if applicable, the Declarant), the Owner, at his or her expense and cost, shall promptly restore the Lot to substantially the same condition as it existed prior to commencement of the Improvement's installation or construction, and such withdrawal will be deemed to toll the statute of limitations as it pertains to the Improvement until such time as the improvement is brought into compliance; (0 In the event an Improvement is built without the written approval of the DRC (and, if applicable, the Declarant), the DRC (and, if applicable, the Declarant) may request that the Owner immediately submit a written request for the improvements made, and if the Improvement is not approved for any reason, and upon written request from the DRC (or, if applicable, the Declarant), the Owner, at his or her expense and cost, shall promptly restore the Lot to substantially the same condition as it existed prior to the commencement of the Improvement's installation or construction. 7.13 Expiration of Declarant Right to Approve. Any requirement to obtain prior written approval of the Declarant as identified in this Article 7 shall expire on the date the Declarant no longer owns any Lot within the Community, or at such earlier time as agreed upon in writing by the Declarant and Association. ARTICLE 8 RESTRICTIONS ON USE, ALIENATION AND OCCUPANCY 8.1 Improvements to Lots. The Design Guidelines may include such reasonable restrictions on Improvements to Lots that do not otherwise conflict with this Declaration, including, but not limited to, restrictions on zoning, height and floor area requirements for Residences, outbuildings, placement and setbacks of Residences and other Improvements, garages, fences and walls, oil and gas wells and production facilities, materials and colors of Improvements and Additional Improvements, driveways, drainage plans, swimming pools, stoves and heating systems, landscaping, and signs and advertising on the Lots (provided, however, any such signs or advertising restrictions shall not apply to the District or Declarant). The following restrictions on construction of Improvements apply to the Property; provided, however, that to the extent a portion of the Property is not a Lot, nothing contained herein shall be interpreted to permit an Improvement not otherwise permitted by the Subdivision Plat, the PUD or Weld County: (a) Zoning. Zoning laws, ordinances, resolutions, rules and regulations are considered to be a part hereof, and no provision of this Declaration shall be interpreted to violate any present or future zoning laws, ordinances, resolutions, rules or regulations. (b) Minimum Floor Area. The minimum floor area requirements of this subsection for any Residence are exclusive of garages, porches and patios. As so described, any Residence erected on a Lot shall have a minimum square footage above ground of not less than fifteen hundred (1,500) square feet. In the case of one-story/ranch style structures the minimum floor area at grade shall be on thousand five hundred (1,500) square feet; in the case of two story structures, the minimum floor area must not be less than nine hundred (900) square feet at grade. Basement square footage does not count toward meeting Minimum Floor Area. (c) Maximum Height for Residences. No Residence shall be more than two and one-half (2 1/2) stories in height above front -yard grade. (d) Secondary Structures Restrictions. The footprint of Secondary structures including garages, shops, sheds, outbuildings, and barns as described below shall not exceed a combined ten percent (10%) of the total lot area. Individual garages or shops or barns shall not exceed five percent (5°/a) of the total lot area. The footprint of a Secondary structures includes the ground floor square footage, including attached garage(s) and attached patio(s) that are covered by the roof or upper deck. The height of secondary structures shall not exceed the maximum allowable height of the Residence. The Design Guidelines may specify other criteria and limitations including the maximum number of secondary structures. (e) Location of Residence; Setbacks. The Residence shall be located on the Lot in such a way as to take advantage of the topography and view corridors while minimizing damage to existing terrain, foliage, and other natural growth. Location should consider the neighboring residences and their views; however, nothing contained in this subsection shall unreasonably limit any Owner's ability to construct a Residence upon a Lot. No Residence or other building shall be located on any Lot within or be in violation of the setbacks established on the Subdivision Plat. All buildings including, but not limited to; residences, garages, barns, outbuildings, secondary structures and storage facilities shall be setback fifty feet (50') from outer lot lines adjacent to a street and twenty-five feet (20') from side and rear lot lines not adjacent to a street. Corner lots shall have setbacks of fifty feet (50') from the lot lines facing the streets. Lots may be combined to make one (1) Lot. Combined Lots essentially eliminate the shared lot boundaries thus allowing a residence or other structures to be placed on the shared interior lot line and increasing the total lot area to the area of the combined lots. Combining lots does not remove or reduce the requirement to pay dues or voting rights on the original number of lots. The combined Residence and all secondary structures shall not exceed 50% of the Lot. (f) Oil and Gas Setbacks. Improvements and structures including, but not limited to; residences, garages, barns, outbuildings, and storage facilities shall be located a minimum of one hundred fifty feet (150') from active and shut- in wells, separators, and other above ground oil and gas facilities; two hundred feet (200') from tank batteries; twenty-five feet (25') from plugged and abandoned wells; and a minimum of thirty-five feet (35') from any oil and gas flow lines or transmission lines. No Improvements, including fencing, landscape or any structures should be placed within fifty feet (50') of any oil and gas facilities including, wells, separators, tanks, and other oil and gas facilities without written permission from the oil and gas operator and the DRC. (g) Primary Garages. Primary garages shall be attached to the Initial Improvements, and constructed at the same time as the home. Secondary garages are optional, and are generally detached from the home. Primary garages shall be of a size at least large enough to enclose two (2passenger automobiles. No temporary occupancy shall be permitted until the residence and primary car garages are complete as the intention is to have vehicles enclosed within a garage whenever possible. Approved Carports or breezeways may be constructed in addition to the required two car garage but not in lieu of. Carports/covered driveways may be used to shelter allowed vehicles on the apron of your driveway only, no other item may be stored under or near them. (h) Secondary Garages or Shops. The DRC and Declarant shall use discretion in determining the appropriate location and materials of secondary garages or shops in aiding the lot owner to determine the best location and harmony with the primary residence and community. Generally, a secondary garage or shop should be sited to minimize visibility from the street(s) as to not be a focal point. Secondary garages or shops should be constructed with exterior materials that compliment or harmonize with the residence in material, style, color and finish. The Design Guidelines will address specific procedures and standards. Individual secondary garages or shops will be limited to a maximum of five (5%) percent of the lot, or 3,500 square feet, whichever is less. Further guidelines as to appropriate size, material, and location and criteria of secondary garages and shops shall be set forth in the Design Guidelines. (0 Barns. For only those Lots that have been permitted herein to have horses, goats, mules, donkeys, llamas, chickens or other permitted animals; a barn or stable may be constructed. Barns are limited to a maximum of five (5%) percent of the lot. Any dedicated space for a riding ring or arena must be included in the calculation of the approved paddock area. A fenced paddock is a requirement if building a barn as animals are not permitted to graze outside the fenced paddock area. (See Section 8.2. (1) of this Declaration under Restrictions/Horses and Other Animals below for information regarding the number of horses and animals permitted per Lot and 8.1(k. (iii)) below for more information regarding paddocks). Further guideline will be provided in the Design Guidelines as to size, materials, and location and any other criteria. The DRC and Declarant shall use discretion in determining the appropriate location and materials of the barn and paddock in aiding the lot owner to determine the best location and harmony with the primary residence and community. Generally, a barn should be located behind the Residence, and sited to minimize visibility from the street(s) and located a proper distance from neighboring residences to avoid annoying noise and smells. The Design Guidelines will describe additional requirements. (j) Sheds or Other Outbuildings. Approval of sheds or other outbuildings not considered a barn or garage or shop, shall be at the discretion of the Declarant and DRC as regards size, location and number and explained in the Design Guidelines. Since lot sizes vary, some lots are more suited for multiple outbuildings than others. A free-standing shed or outbuilding or storage structure, not considered a barn, shop or garage, is permitted so long as it is sited to minimize visibility from the street and does not exceed seven hundred and twenty (720) square feet, and complies with the Secondary Structure Restriction section of this document. Structures that are more visible from the street must be constructed with materials that closely match the residence in style, color, texture, and finish, while more allowance can be given to those structures that are located behind the residence and/or screened by landscaping. (k) Fences; Walls. Any fences or walls must be approved prior to construction by the DRC. Fencing will be considered as landscaping for set -back purposes. The areas enclosed by fencing and/or walls, and not within a building on the Lot, are limited as described below; (i) An Owner may construct decorative or privacy fencing or walls in one or more areas adjacent to the Residence; the total area enclosed by which shall not exceed twenty percent (20% of the total acreage of the lot; (ii) An Owner shall construct a fence, if such Owner elects to construct a swimming pool, around the swimming pool; (iii) An Owner may construct a fence to enclose a corral or paddock on Lots that allow horses or other approved animals, if one or more are permitted to be kept on the Lot. Any such area shall be fenced up to a maximum of twenty-five percent (25%). Horses and animals shall not be allowed to graze outside of the corral or paddock on the Lot or Property or Authority Facility. (iv) An Owner may construct perimeter fencing except along the front of the street as long as the fencing is 3 or 4 rails of split rail with a height not to exceed four feet in height. Privacy fencing will not be permitted along the perimeter of any lot. All fence dimensions and fencing materials shall comply with standards to be established by the Design Guidelines. The design review request should include the fencing dimensions, materials, and colors on a plat or drawing showing the location of the requested fencing. The use of exposed chain link fencing is prohibited. The sum of the areas enclosed by the decorative/privacy fencing as described in section (i), the swimming pool fencing as described in (ii), and paddock or corral fencing as described in (iii), shall not exceed fifty percent (50%) of the total acreage of the lot. (1) Oil and Gas Wells and Production Facilities. No Initial Improvement or other structure except for landscaping shall be constructed within three hundred feet (300) of any producing oil or gas well or production facility without written permission of the oil and gas operator, Declarant and Weld County Zoning & Permitting or if changes are made to the PUD Plan and Subdivision Plat. No structure with an ignition source may be located within thirty-five feet (35') from any oil or gas flow line or pipeline. (m) Outstanding Mineral Interests. Nothing contained herein shall be deemed to limit or impede the right of the owner of a mineral interest to obtain access to, drill for, produce, or otherwise extract any minerals from the Property. (n) Driveways; Drainage Plan. There shall be no interference with the drainage plan set forth in the Subdivision Plat or PUD Plan. In particular but not by way of limitation, culvert pipes to cross road ditches or swales to gain access to Lots shall be set so as not to interfere with the drainage plan. Lot owners are responsible to ensure that drainage problems do not occur on their lot or the adjoining lots. Lot owners are responsible for any drainage repairs made after any Improvements are made to lots, which cause a disruption in the PUD or subsequent overall drainage plans. (o) Swimming Pools. All swimming pools constructed on Lots shall be at or below grade and shall be fenced in compliance with the Rules and Design Guidelines, and shall comply with all applicable governmental rules and regulations. (13) (q) Stoves and Heating Systems. No coal or fuel oil heating systems or stoves, or any other type of heater or furnace which emits pollutants in excess of EPA standards for residential areas shall be permitted. Any rooftop solar heating system must be approved by the DRC and, to the greatest extent reasonably possible, all solar panels must be positioned so as minimize the visual impact upon adjoining Lots or Common Areas. Landscaping. All the provisions hereof shall be subject to DRC approval and standards that may be adopted from time to time by the DRC: (i) The Owner shall require his/her Builder or Contractor to take all possible measures to secure topsoil disturbed during construction, in order to prevent wind-borne erosion and loss of valuable, natural nutrients, and prevent storm water run-off during construction. (ii) The Owner shall arrange for re -seeding and other reclamation activities within seven (7) months of receipt of a Certificate of Occupancy. (iii) The area immediately surrounding all sides of the Residence shall be landscaped and maintained. The landscape and irrigation of the areas adjacent to the Residence must be completed within seven (7) months of issuance of Certificate of Occupancy. The DRC may grant reasonable extensions to the seven (7 month planting period provided herein as well as the seven (7) month landscaping periods in subsections (ii), (iii) and (iv) up to the next planting season due to weather or other unforeseen circumstances at its reasonable discretion. (iv) Within seven (7) months after issuance of a Certificate of Occupancy, a Lot Owner shall plant at least ten (10) frees on the Lot, seven (7) of which trees shall be evergreen trees and three (3) of which shall be deciduous frees. The seven (7) evergreen trees shall be a minimum of six feet (6') in height, and the three (3) deciduous trees shall be a minimum of two inch (2") caliper, Dead frees must be removed immediately and replaced during the next planting season if necessary to maintain the minimum of trees required. (v) Other residential landscaping requiring sprinkler irrigation shall comprise an area not greater than thirty (30%) of the total acreage of the Lot. Other non -sprinkler irrigation is permitted upon the Lot. (vi) No rock, plant material, dirt, topsoil or similar items shall be removed from any other Lot, from the Authority Facilities, Declarant owned property, or from the Common Area by an Owner for the purpose of moving the same to or placing the same upon such Owner's Lot without written permission of the property owner and Declarant. (vii) Use of irrigation may be subject to county watering restrictions. 8.2 Use Restrictions. The following use restrictions apply to all of the Property; provided, however, that to the extent a portion of the Property is not a Lot, nothing contained herein shall be interpreted to permit a use not otherwise permitted by the Subdivision Plat, the PUD or Weld County: (a) Single -Family Residence(s). Each Lot is restricted to use as a single family Residence and accessory uses as permitted herein. A single-family Residence is defined as an improvement intended for the occupancy of a Single Family along with an appurtenant caretakers, operating on a nonprofit, noncommercial basis. In the event a Lot Owner rents or leases their Residence, a copy of the written lease shall be delivered to the Association. (b) Home Occupations Incidental to Residential Use. Home occupations shall be allowed so long as the home occupations are incidental and secondary to the residential use of the Lot and do not change the residential character thereof, comply with local zoning ordinances and regulations, and comply with this Declaration. External advertising of any kind is prohibited. In no instance shall a home occupation be visible externally. Uses which have one or more of the following characteristics are not permitted: (a) storage of hazardous materials; (b) increased traffic or parked vehicles beyond that reasonable and customary to a residential dwelling use; (c) permanent or long term parking of heavy equipment, including semi -trailers; (d) the use or rental of any structure on a Lot for any transient, hotel, motel, restaurant, bar or other commercial purposes. The use of the Lot for temporary lodging or short term rentals, such as AirBnB, shall be permitted so long as the Residence remains the owners' primary Residence. Additional rules and restrictions will be called out in the Design Guidelines and rules. (c) Compliance with Laws. No immoral, improper, offensive or unlawful use may be made of the Property; and Lot Owners shall comply with and conform to all applicable laws, ordinances, rules and regulations of the United States, the State of Colorado, the County of Weld, and the Authority. The violating Lot Owner shall hold harmless the Association and other Lot Owners from all fines, penalties, costs and prosecutions for any violation or noncompliance. (d) Water Systems and Sewage Disposal. Water for domestic and irrigation use shall be furnished by the Authority and/or Central Weld Water Authority in accordance with their rates, rules and regulations. There shall be no individual water wells installed on any Lot, without the written consent of the Authority and State Engineer of Colorado. Individual sewage disposal systems which comply with the requirements of the State of Colorado and the Weld County Health Department shall be installed and maintained for each Lot on which a Residence is constructed. (e) Offensive Activities. No noxious, offensive, dangerous or unsafe activity shall be carried on upon any portion of the Property, nor shall anything be done or placed thereon, either willfully or negligently, which is or may become a nuisance or cause an unreasonable embarrassment, disturbance or annoyance to other Lot Owners or occupants. (f) Annoying Sounds or Odors. No sound or odor, including those caused by household pets or animals, shall be emitted from any portion of the Property which is noxious or offensive to or would interfere with the rights, comforts or convenience of other Lot Owners or occupants. Without limiting the generality of the foregoing, no exterior speakers, horns or whistles, roosters, bells or other sound devise, other than security devices used exclusively for security purposes, shall be located or used on any Lot except with the prior written approval of the DRC. (g) No Hazardous Activities; Firearms. There shall be no activity or Improvement on any portions of the Property which is or might be unsafe or hazardous to any person or property. Without limiting the generality of the foregoing: (i) No firearms shall be discharged upon the Lot or Property unless expressly permitted in a specific area by the Declarant and/or the Authority if on Authority property. (ii) No open fires shall be lighted or permitted, except in a contained barbeque while attended and in use for cooking purpose or within and interior or exterior fireplace designed to prevent the dispersal of burning embers and approved by the DRC, (iii) No fireworks may be used or discharged upon any Lot or Property. (h) No Unsightliness. All unsightly structures, facilities, equipment, objects and conditions shall be enclosed within a structure, including snow removal equipment, horse feed and hay, garden or maintenance equipment, and maintenance trailers except when in actual use. (i) Storage of Vehicles. (0 All residents must utilize a garage for the primary storage of vehicles. Residents may park a maximum of three (3) additional vehicles on the apron of a garage or on a paved surface designed for parking and approved by the DRC directly adjacent to a garage. Paved generally means paved with asphalt or concrete unless DRC guidelines allow for something else) Only passenger vehicles and empty -bed or flat-bed standard pickups are allowed to be parked on a garage apron adjacent to a garage so long as the vehicles are licensed, operable, and driven on a regular basis. (ii) No boat, trailer, camper, tractor, motor home, recreation vehicle, ATV, UTV, scooter, motorcycle, disabled or junk vehicles, or any other non - passenger vehicle, with the exception of horse trailers on lots where horses are actively kept, the primary purpose of which is for recreational, sporting, maintenance, or commercial use, shall be parked or stored on or about any lot or street within the property, except within the garage or completely screened from view to the extent permitted by the DRC. (iii) Residents may park recreational vehicles including Class A, Class C RV's, fifth wheel camping trailers or other recreation vehicles used for short term camping on their driveway for a period not to exceed seventy-two (72) hours to accommodate loading or unloading of supplies. (iv) Yard maintenance equipment, tools, and supplies must be stored so as not to be visible from the street or any surrounding properties. (iv) Authority service vehicles and emergency vehicles, as defined and permitted by Colorado Law, are exempt from these restrictions. (v) Horse trailers of a size large enough to accommodate up to four (4) horses shall be allowed to be parked adjacent to horse barns on lots that actively board horses. a) Restrictions on Motorized Vehicles. No recreational or maintenance vehicles other than maintenance vehicles owned by the Association, the Authority and its agents, the Declarant and its agents shall be permitted on the Common Elements, Authority property, Property or Facilities, or on the private or public roadways unless a specified area is specifically designed to permit recreational use. This restriction shall specifically include but not be limited to motorbikes, dirt bikes, snowmobiles, ATVs, UTVs, and other recreational off -road vehicles. Maintenance vehicles may be used by Owners' or Owners' agent during the active maintenance of Owners' Lot; however, no vehicles may be used recreationally upon any Lot except for snowmobiles where no land or vegetation are being disturbed. (k) Vehicle Repairs. No maintenance, service, repair, dismantling or repainting of any type of vehicle, boat, machine or device may be carried on, except within a completely enclosed structure which screens the sight and sound of the activity from the street and from other Lots. (1) Equines. Equine species including but not limited to horses, mules, and Shetland ponies, (not raised for resale or a commercial purpose) shall be permitted only on the Lots designated by the Declarant as Equine Lots. Only one horse/equine per acre shall be kept on any Lot. A fraction of an acre shall be rounded to the next highest whole acre for determining the number of equines allowed per Lot. Equines shall be kept within an approved corral or paddock. There must be an appropriate approved barn, stable, or shed for any equines, and equines shall not be kept in a garage. Each owner of an equine shall be financially responsible and liable for any damage caused by said equine. Any equine causing or creating a nuisance or unreasonable disturbance or noise shall be permanently removed from the Property. Each Owner shall and does hereby hold the Association, the Authority and the Declarant harmless from any claim resulting from any action of such Owner's equine(s) or the equine(s) of such Owner's guests. Each Owner electing to have one or more equines shall dispose of manure before it becomes a fly or odor problem and shall control dust in the paddock area. (m) Other Animals. Other animals such as goats or llamas (not raised for resale or a commercial purpose) shall be allowed based on the Weld County R-1 Zone District which currently allows for one animal per acre. To calculate , a fraction of an acre shall be rounded to the next highest whole acre for determining the number of equines and or other animals allowed per Lot. Other animals shall be kept within an approved corral or paddock. There must be an appropriate approved barn, shelter, or shed for any animals, and animals shall not be kept in a garage. Each owner of an approved "other animal" shall be financially responsible and liable for any damage caused by said animal. Any animal causing or creating a nuisance or unreasonable disturbance or noise shall be permanently removed from the Property. Each Owner shall and does hereby hold the Association, the Authority and the Declarant harmless from any claim resulting from any action of such Owner's animal(s) or the animal(s) of such Owner's guests. Each Owner electing to have one or more animals shall dispose of manure before it becomes a fly or odor problem and shall control dust in the paddock area. Species of Other Animals shall be described in the Design Guidelines. (n) Household Pets. Household pets may not be kept for any commercial purposes other than 4H projects or other fully accredited project accepted by the Declarant during the period the Declarant owns Lots in the Community, and no wildlife species, especially young or injured animal's, may be kept as pets. Dogs, cats, chickens, and 4H animals and other household pets shall be controlled by their owner at all times and shall not be allowed off the Owner's Lot except when properly leashed or controlled and accompanied by the animal's owner or such owner's representative. Up to six (6) chickens (no roosters), and no other farm livestock not customarily considered household indoor pets shall be permitted without the express written consent of the DRC and Declarant during the period the Declarant owns Lots in the Community. The number or type of household pets or animals permitted may also be limited by Weld County regulations. Each Owner of a permitted pet or animal shall be financially responsible and liable for any damage caused by said pet. Any pet causing or creating a nuisance or unreasonable disturbance or noise shall be permanently removed from the Property. Each Owner shall and does hereby hold the Association, the Declarant, and the Authority harmless from any claim resulting from any action of such Owner's animals or pet(s) or the pet(s) of such Owner's guests. Those animals designated by Weld County as "dangerous breeds" are not permitted on any Lot or Property, even if enclosures are constructed in such a way as to contain them. (o) Chicken policy. The keeping of chickens shall be subject to additional Rules and Regulations adopted by the Board. (p) Access to Common Elements and Authority Facilities. No Owner shall place any structure whatsoever upon or permit any structure to intrude upon or overhang the Common Elements or the Authority Facilities, and no Owner shall engage in any activity which would temporarily or permanently deny free access to any part of the Common Elements or the Authority Facilities by all Owners. No use shall ever be made of the Common Elements or the Authority Facilities which would deny ingress or egress by any Owner to such Owner's Lot. The foregoing notwithstanding, nothing contained herein shall be interpreted to afford access to the Authority Facilities not otherwise provided or approved of by the Authority. (q) Prohibition Against Certain Discrimination. Anything to the contrary herein notwithstanding, these covenants shall be construed as omitting restrictions, if any, based on race, color, national origin, creed, sex, marital status, ancestry, familial status or disability. (r) Restrictions on Garbage and Trash. No refuse, garbage, trash, lumber, grass, shrub or tree clippings, plant waste, compost, metal, bulk materials, scrap, refuse or debris of any kind shall be kept, stored or allowed to accumulate on any Lot or Property except within an enclosed structure or area appropriately screened from view, except that any container containing such materials may be placed outside at such times as may be necessary to permit garbage or trash pick-up. (s) No Temporary Structures or Building Materials. Except for construction trailers and or materials being utilized during the construction of a residence, which may be stored for up to eight (8) months during actual construction on a Lot or the Common Areas or the Authority Facilities, no shed, shack, temporary structure or temporary building or building materials shall be placed, stored or maintained upon the Property unless approved by the Declarant and the DRC for short periods of time. This section does not apply to the Declarant. (t) Compliance with Insurance Requirements. Nothing shall be done or kept on the Property which could result in a material increase in the rates of insurance or would result in the cancellation of insurance maintained by the Association, without the prior approval of the Association. (u) Further Subdivision of Lots. The Owner of a Lot shall not further subdivide that Lot. Provided, however, that nothing in this subsection shall prohibit Declarant or an Owner from subdividing a Lot for the sole purpose of annexing subdivided portions of such Lot to other adjacent Lots. (v) Restoration in the Event of Damage or Destruction. In the event of damage or destruction of any Improvement on a Lot, the Owner thereof shall cause the damaged or destroyed Improvement to be restored or replaced to its original condition or such other condition as may be approved in writing by the DRC, or the Owner shall cause the damaged or destroyed Improvement to be demolished and the Lot to be suitably landscaped, subject to the approval of the DRC, so as to present a pleasing and attractive appearance. (w) Restrictions on Signs and Advertising. No sign, poster, billboard, advertising device or display of any kind shall be erected or maintained anywhere within the Property so as to be evident to public view, except for flags and signs as allowed under CCIOA as well as any flags, seasonal decorations, name plates, signs or monuments approved in writing by the DRC pursuant to Article 8 as to placement, dimensions and other applicable design standards. Signs placed on Lots shall comply with standards relating to number, dimensions, color, style and location of such signs as shall be determined from time to time by the DRC and Declarant. Temporary Open - House signage may be permitted to direct the public to the Open -House property. These temporary Open -House signs must not be left out beyond typical open house times and in no case more than twelve (12) hours on a given day. This subsection (w), or any provision(s) hereof, shall not apply to the Authority or the Declarant as they are not restricted by these Covenants as to appropriate signage. (x) Operation of Family Child Care Homes. To the extent required by law, the operation of a licensed family child care home as defined per Colorado statute is permitted subject to such reasonable Rules as may be adopted by the Board in accordance with the CCIOA, which includes but is not limited to requiring the owner or operator to carry liability insurance. Owners or operators of family child care homes must comply with design guidelines, parking, landscaping, noise and other restrictions not specific to the operation of their business. Reasonable accommodations to fencing restrictions will be granted on a case by case basis. Except as required by law, family child care homes are prohibited unless it otherwise qualifies as a home occupation pursuant to Section 8.2(b) of the Declaration. 8.3 Property: Restrictions on Alienation. The following restrictions on alienation apply to all of the (a) Leases. All leases and rental agreements for Lots shall be in writing and subject the requirements of this Declaration and the Association. All leases of a Lot shall include a provision that the tenant will recognize and adhere to the Association as landlord, solely for the purpose of having the power to enforce a violation of the provisions of this Declaration against the tenant, provided the Association gives the Owner of such leased Lot notice of the Association's intent to so enforce and a reasonable opportunity to cure the violation directly, prior to the commencement of an enforcement action. (b) Summary Process. The Association will have the right and power to exercise the landlord's rights of summary process against any tenant of a Lot Owner who violates the Rules or this Declaration. If the Association requests that the Owner evict the Owner's tenant based on the terms of this Declaration, and the Owner fails to commence such action within thirty (30) days of the date of the Association's request and notice, the Association may commence eviction proceedings. Upon failure by the Owner to comply with the Association's request to evict, the Owner delegates and assigns to the Association, acting through the Board, the power and authority to evict the lessee as attorney -in -fact on behalf of and for the benefit of the Owner. If the Association evicts the lessee, any costs, including, but not limited to, reasonable attorney fees actually incurred and court costs associated with the eviction shall be an Assessment and lien against the Lot. ARTICLE 9 AMENDMENTS TO DECLARATION 9.1 In General. This Declaration may be amended only by vote or agreement of Owners of Lots to which at least sixty percent (60°/a) of the votes in the Association are then allocated. 9.2 Consent of Authority. No amendment to the Declaration shall modify or affect the Authority Facilities or any right or interest of the Authority without the written consent of the Authority. 9.3 Consent of Declarant. No amendment to the Declaration which reduces, restricts or eliminates a right running in favor of the Declarant shall be effective without the express consent of the Declarant. 9.4 Limitation of Challenges. An action to challenge the validity of an amendment to the Declaration may not be brought more than one (1) year after the amendment is recorded in the Records. 9.5 Recordation of Amendments. Each amendment to the Declaration must be recorded in the Records, and the amendment is effective only upon recording. ARTICLE 10 ASSESSMENT AND COLLECTION OF COMMON EXPENSES 10.1 Apportionment of Common Expenses. Except as provided in Section 10.2 and 10.6 of this Declaration, all Common Expenses shall be assessed against all Lots in accordance with their percentage of liability for Common Expenses as provided in Section 7.1 of this Declaration, subject to the Declarant's right to add additional lands, thereby increasing the total number of Lots, and/or combine Lots, thereby reducing the total number of Lots, and in both cases reallocating the percentages of liability for Common Expenses. This shall include but not be limited to Common Expenses for reasonable maintenance and replacement of the Common Elements, notwithstanding the fact that such maintenance and replacement could be viewed as benefiting one particular Lot over another. There shall be no Common Expense Assessment against Authority Facilities or property without the written consent of the Authority. 10.2 Common Expenses Attributable to Fewer than all Lots. (a) Any Common Expense for services approved by the Board of Directors and provided by the Association to an individual Lot or some Lots but fewer than all the Lots at the request of the particular Lot Owner or Owners shall be assessed against the requesting Lot(s). (b) A Common Expense Assessment to pay a judgment against the Association may be made only against the Lots comprising the Property at the time the judgment was entered, in proportion to their Common Expense liabilities. (c) If a Common Expense is caused by the negligence or misconduct of a Lot Owner, the Association may assess that expense exclusively against that Lot Owner's Lot. (d) Fees, charges, taxes, impositions, late charges, fines, collection costs, attorneys' fees and interest charged against a Lot Owner pursuant to this Declaration are enforceable as Common Expense Assessments. 10.3 Lien. (a) The Association is hereby granted and shall have a lien on a Lot for a Common Expense Assessment levied against the Lot or fines imposed against its Lot Owner. Fees, charges, late charges, attorney fees, fines and interest are enforceable as Common Expense Assessments under this Section. The amount of the lien shall include all those items set forth in this Section from the time such items become due. If a Common Expense Assessments payable in installments, each installment is a lien from the time it becomes due, including the due date set by any valid Association acceleration of installment obligations. (b) To evidence the Common Expense Assessment on any Lot not paid as set forth herein, the Association may prepare a Notice setting forth the amount of such unpaid Common Expense Assessment, plus interest due and accruing, the name of the Owner being assessed, and a legal description of the Lot on which the Common Expense Assessment remains unpaid. The Notice shall be signed by an officer of the Association or its manager and may be recorded in the Records. (c) A lien for an unpaid Common Expense Assessment is extinguished unless proceedings to enforce the lien are instituted within six years after the full amount of the Common Expense Assessment becomes due or as otherwise authorized under CCIOA and subject to any tolling as may be allowed under the United States Bankruptcy Code. (d) This Section does not prohibit an action to recover sums for which subsection (a) of this Section creates a lien or prohibit the Association from taking a deed in lieu of foreclosure. (e) A judgment or decree in any action brought under this Section shall include costs and reasonable attorney fees for the prevailing party, which shall be additional Common Expense Assessments. (0 A judgment or decree in an action brought under this Section is enforceable by execution under Colorado law. (g) The Association's lien must be foreclosed by the same judicial procedure by which a mortgage on real estate is foreclosed under Colorado law. In any such foreclosure, the delinquent Owner shall be required to pay all costs and reasonable attorney fees in connection with the preparation and filing of the Notice, as provided herein, and all costs and reasonable attorney fees incurred in connection with the foreclosure. The Association shall have the power to bid on the Lot being foreclosed. Any holder of a Security Interest on a Lot which is the subject of the Association's lien being foreclosed may, but shall not be required to, pay any unpaid Common Expense Assessment and upon such payment, such holder of the Security Interest shall have a lien upon the Lot, including Improvements, for the amount paid, of the same rank as the lien of the Association. (h) In any action by the Association to collect Common Expense Assessments or to foreclose a lien for unpaid Common Expense Assessments, the Court may appoint a receiver for the Lot who shall collect all sums due from that Lot Owner or a tenant of the Lot Owner prior to or during the pendency of the action. (0 If a holder of a first lien Security Interest in a Lot forecloses that Security Interest, the purchaser at the foreclosure sale is not liable for any unpaid Common Expense Assessments against that Lot which became due before the sale, other than the Common Expense Assessments which are prior to that Security Interest under subsection (b) of this Section of the Declaration. Any unpaid Common Expense Assessments not satisfied from the proceeds of sale become Common Expenses collectible from all the Lot Owners, including the purchaser. a) Any payments received by the Association in the discharge of a Lot Owner's obligation may be applied to the oldest balance due. (k) By acquiring title to a Lot, an Owner waives all federal and state homestead or other exemptions with respect to the lien for Common Expense Assessments. 10.4 Certificate of Payment of Common Expense Assessments. The Association, upon written request, shall furnish a Lot Owner with a written statement setting out the amount of unpaid Common Expense Assessments against the Lot. The statement must be furnished within fourteen (14) calendar days after receipt of the request and is binding on the Association, the Board of Directors and each Lot Owner. A reasonable fee, established by the Board of Directors, may be charged for such statement. 10.5 Acceleration of Common Expense Assessments. In the event of default in which any Lot Owner does not make the payment of any Common Expense Assessment levied against his Lot within 10 days of the date due, the Board of Directors shall have the right to declare all unpaid Common Expense Assessments for the pertinent fiscal year immediately due and payable. 10.6 Commencement of Common Expense Assessments Against Lots, If Any, Hereafter Subjected to this Declaration. As to Lots, if any, subjected to the Declaration on or after January 1, 2010, liability of each such Lot for Common Expense Assessments in accordance with Sections 7.1 and 11.1 of this Declaration shall commence upon recording of the document by which such Lot is subjected to this Declaration. 10.7 No Waiver of Liability for Common Expenses. No Lot Owner may become exempt from liability for payment of the Common Expense Assessments by waiver of the use or enjoyment of the Common Elements or by abandonment of the Lot against which the Common Expense Assessments are made. 10.8 Personal Liability of Lot Owners. The Lot Owner of a Lot, at the time a Common Expense Assessment or portion of the Common Expense Assessment is due and payable is personally liable for the Common Expense Assessment; provided, however, that in accordance with Article X, Section 20 of the Colorado Constitution, the Authority shall not be liable for any Common Expense Assessment. Personal liability for the Common Expense Assessment shall not pass to a successor in title to the Lot unless the successor agrees to assume the obligation. ARTICLE 11 PERSONS AND PROPERTY SUBJECT TO DECLARATION 11.1 Compliance with Declaration. All Lot Owners, tenants and occupants of Lots shall comply with this Declaration. The acceptance of a deed or exercise of any incident of ownership or entering into a lease or occupancy of a Lot constitutes agreement that the provisions of this Declaration are accepted and ratified by that Lot Owner, tenant or occupant. All provisions recorded in the Records are covenants running with the land, shall bind any Persons having at any time any interest or estate in any portion of the Property, and shall be enforceable by the Association or any Owner or the Authority, to the extent that any Authority Facility or interest of the Authority is affected, directly or indirectly. 11.2 Adoption of Rules. The Board of Directors may adopt Rules regarding the use of the Common Elements and the use and occupancy of Lots as they affect the Common Elements and the other Owners and for the conduct of Persons within the Community. ARTICLE 12 BOARD OF DIRECTORS 12.1 Declarant Control Period. During the Period of Declarant Control, the Declarant may appoint the members of the Board of Directors. Upon the sale of the last Lot by the Declarant, the Owners may then elect a Board of Directors consisting of three or five members. 12.2 Association Records and Minutes of the Board of Directors Meetings. The Board of Directors shall permit any Lot Owner, or holder, insurer or guarantor of a first lien Security Interest secured by a Lot, to inspect the records of the Association and the minutes of Board of Directors and committee meetings during normal business hours. The minutes shall be available for inspection within a reasonable period after any such meeting. 12.3 Powers and Duties. The Board of Directors may act in all instances on behalf of the Association, except as provided in the Declaration or the Bylaws. The Board of Directors shall have, subject to the limitations contained in the Declaration, all powers provided by law and all powers incidental to the administration of the affairs of the Association and of the Community, which shall include, but not be limited to the following: (a) adopt and amend Bylaws, Rules and regulations; (b) adopt and amend budgets for revenues, expenditures and reserves; (c) collect Common Expense Assessments from Lot Owners; (d) hire and discharge managing agents; (e) hire and discharge independent contractors, employees and agents, other than managing agents; (0 institute, defend or intervene in litigation or administrative proceedings or seek injunctive relief for violation of or otherwise enforce the Declaration, Association Bylaws or Rules in the Association's name, on behalf of the Association or two or more Lot Owners, on matters affecting the Community; (g) make contracts and incur liabilities; (h) regulate the use, maintenance, repair, replacement and modification of the Common Elements, including but not limited to the express power to approve conveyance of some or all of the Common Elements to the Authority for public use, with the Authority's written consent, and direct the appropriate officer of the Association to execute the necessary conveyance deed to accomplish the same; cause additional improvements to be made as a part of the Common Elements; impose and receive a payment, fee or charge for the use, rental or operation of the Common Elements, and for services provided to Lot Owners; (k) impose a reasonable charge for late payment of Common Expense Assessments and levy reasonable fines for violations of the Declaration, the Bylaws, Rules and regulations of the Association; (1) impose a reasonable charge for the preparation and recordation of amendments to this Declaration and for a statement of unpaid Common Expense Assessments; (m) provide, at the option of the Board of Directors, for the indemnification of the Association's officers and the Board of Directors, the Declarant, and the DRC members and/or maintain Directors' and officers' liability insurance, and/or maintain any other comprehensive, general or liability insurance deemed appropriate; (n) assign the Association's right to future income, including the right to receive Common Expense Assessments; (o) exercise any other powers conferred by this Declaration or the Bylaws; (p) exercise any other power that may be exercised in this State by legal entities of the same type as the Association; (q) exercise any other power necessary and proper for the governance and operation of the Association; and (r) by resolution, establish permanent and standing committees of Directors to perform any of the above functions under specifically delegated administrative standards, as designated in the resolution establishing the committee. All committees must maintain and publish notice of their actions to Lot Owners and the Board of Directors. However, actions taken by a committee may be appealed to the Board of Directors by any Lot Owner within fifteen (15) days of publication of the notice. If an appeal is made, the committee action must be ratified, modified or rejected by the Board of Directors at its next regular meeting. 12.4 Limitations on Board of Directors. The Board of Directors may not act on behalf of the Association to amend this Declaration, to terminate the Community or to elect directors to the Board of Directors or determine the qualifications, powers and duties or terms of office of members of the Board of Directors, but the Board of Directors may fill vacancies in its membership for the unexpired portion of any term. ARTICLE 13 OPEN MEETINGS 13.1 Access. All meetings of the Board of Directors and DRC, at which action is to be taken by vote, will be open to the Lot Owners, except as hereafter provided. 13.2 Notice. Notice of every such meeting will be given not less than twenty-four (24) hours prior to the time set for such meeting, by posting such notice in a conspicuous location in the Community, except that such notice will not be required if an emergency situation requires that the meeting be held without delay. 13.3 Executive Sessions. Meetings of the Board of Directors may be held in executive session without giving notice and without the requirement that they be open to Lot Owners, in the following situations only: if the action taken at the executive session involves personnel, pending litigation, review or discussion relating to any written or oral communication from legal counsel, management contracts, misconduct, matters involving the invasion of privacy of individual Lot Owners, or matters which are to remain confidential by request of the affected parties and agreement of the Board. ARTICLE 14 MISCELLANEOUS PROVISIONS 14.1 Captions. The captions contained in this Declaration are inserted only as a matter of convenience and for reference, and in no way define, limit or describe the scope of this Declaration or the intent of any provision thereof 14.2 Gender. The use of the masculine gender refers to the feminine gender, and vice versa, and the use of the singular includes the plural, and vice versa, whenever the context of this Declaration so requires. 14.3 Waiver. No provision contained in this Declaration is abrogated or waived by reason of any failure to enforce the same, irrespective of the number of violations or breaches which may occur. 14.4 Validity. The invalidity of any provision of this Declaration does not impair or affect in any manner the validity, enforceability or effect of the remainder, and if a provision is invalid, all of the other provisions of this Declaration shall continue in full force and effect. 14.5 Conflicts. In case of any conflict between this Declaration and the Articles of Incorporation or Bylaws of the Association, this Declaration shall control. In case of any conflict between the Articles of Incorporation and the Bylaws of the Association, the Articles of Incorporation shall control. 14.6 Enforcement. Every Lot Owner and occupant of a Lot shall comply with the Declaration, Rules, Design Guidelines, policies and procedures of the Association as set forth in this Declaration. The Association may enforce all applicable provisions of this Declaration, and may impose sanctions for violation of the Association's governing documents. Such sanctions may include, without limitation: (l) () imposing reasonable monetary fines, after notice and opportunity for a hearing, which fine shall constitute a lien upon the violator's Lot; suspending the right to vote and the right to use Common Elements, if applicable; exercising self- help (including, but not limited to, performing such maintenance responsibilities which are the Lot Owner's responsibility under this Declaration and assessing all costs incurred by the Association against the Lot and the Lot Owner as an Assessment) or taking action to abate any violation of the governing documents; (iv) requiring a Lot Owner, at the Lot Owner's expense, to remove any structure or improvement on such Lot Owner's Lot in violation of the governing document and to restore the Lot to its previous condition and, upon failure of the Lot Owner to do so, the Board or its designee shall have the right to enter the property, remove the violation and restore the property to substantially the same condition as previously existed, at the Lot Owner's expense, and any such action shall not be deemed a trespass, with all fees and costs in connection with such removal and restoration to be assessed to the Lot Owner as an Assessment under the terms of this Declaration; (V) without liability to any person, the Association precluding any contractor, subcontractor, agent, employee, or other invitee of a Lot Owner who fails to comply with the terms and provisions of this Declaration from continuing or performing any further activities in the Community; (vi) levying specific Assessments to cover costs incurred by the Association to bring a Lot into compliance with the governing documents; and (vii) bringing suit at law or in equity to enjoin any violation or to recover monetary damages or both. In addition to any other enforcement rights, if a Lot Owner fails to properly perform his or her maintenance responsibility, or otherwise fails to comply with the governing documents, the Association may record a notice of violation against the Lot Owner and the Lot. All remedies set forth in the governing documents shall be cumulative of any remedies available at law or in equity. In any action to enforce the governing documents, the prevailing party shall be entitled to recover all costs, including, without limitation, attorney fees and court costs, reasonably incurred in such action. The decision of the Association to pursue enforcement action in any particular case shall be left to the Board's discretion, subject to the duty to exercise judgment and be reasonable, as provided for in this Declaration, and further restricted in that the Board shall not be arbitrary or capricious in taking enforcement action. A decision of the Association not to pursue enforcement action shall not be construed as a waiver of the Association's right to enforce such provisions at a later time under other circumstances or preclude the Association from enforcing any other covenant, restriction or rule. IN WITNESS WHEREOF, Declarant has signed this Declaration as an Owner, and the undersigned attorney for Association states that this Declaration has been approved by the Owners of at least sixty percent (60%) of the votes in the Association and has been approved, and this Declaration has been executed this day of , 201. REI LIMITED LIABILITY COMPANY, a Wyoming Limited Liability Company By: Christine Hethcock, Manager ATTEST: STATE OF COLORADO ) ss. COUNTY OF ) The foregoing Declaration was acknowledged before me by Christine Hethcock, as Manager of REI Limited Liability Company, a Wyoming limited liability company, on this day of , 20 . Notary Public My commission expires: 06571497.DOCX;2 CONSENT The undersigned Authoritys hereby consent to this Declaration to the extent, if any, that the same modifies or affects the Authority Facilities or any right or interest of the Authority. BEEBE DRAW FARMS AUTHORITY By: 06571497.DOCX;2 38 TERRA FORMA SOLUTIONS February 16, 2025 RE: Pelican Lake Ranch, Filing No. 2 - Construction Schedule To Weld County, The following is a projected construction schedule as requested by the PUD Final process. The projected timing will fluctuate with market conditions. The below exhibit provides a projected phasing of the site and the list below also shows the number of lots and possible construction start times. The sequencing(color phases) does not necessarily dictate the final sequencing and may change, such as the Blue phase is listed first however the Red or the Orange could also go first or second, etc. Phase No. of Lots Construction Start Red 27 3rd/4th Qtr 2025 Blue 29 2026 Green 29 2027 Purple 22 2029 21 2030 Brown 33 2031 Cyan 28 2032 Pink 36 2034 Grey 27 2036 31 2037 Total 283 I i COUNTY ROAD 3V, aoI J[I JJL xr COUNTY ROAD 32 PHASING 27 LOTS 29 LOTS GREEN M SSE ; 29 LOTS 22 LOTS 21 LOTS 33 LOTS 28 LOTS 36 LOTS PURFLEPHASW jj 7EU_Lrvr ---,ASE BROWN PHASE CYAN PHASE PINK PHASE a GRAY PHASE 27 LOTS 31 TOTS 289 LOTS ORANGE PHASE TOTAL r I T 0 •1 •l ADOm.N ruht,,T J an o1 I AItal Mn! arll'ms n+qT n rLICnl1 Lan[ rnuYC _ I,Ca CROW} 1 PHA'S a IATII/TCN WAY 164 !I ft GRAY PHASE v Mf.IrMYtltlr1N War LI PINK PNA.E TM 1w `V IzDYMC SAM SOUTH • _ CMIClAnki WAY hint n•. W 1.lSnl rcxr .N. r 1T: 151 ti%l, a" ``\ .' r. `• )TRACT 'l(\ �a no 1071.17:401 1, PWA8t i an v x1 al. 31:1 T..CT *1 nv lnt\ rulz—. 5 Ya IAA 011 1Tl 1•i. 1 ;sr KM I RAC ]PI MI Ol Q CYAN PHASE Construction will be comprised of the establishment of erosion and sediment control, followed by grading, water line by the Water District, storm drainage, paving, traffic control, final seeding and establishment, removal of erosion and sediment control. I Page 1 TERRA FORMA SOLUTIONS All construction will be the responsibility and financed by either the Developer, Authority Board or Metropolitan District as defined by their Agreements and as generally outlined in the Narrative. Private home construction will occur as permits are issued and not the responsibility of the Developer, Authority Board, or Metropolitan Districts. Please feel free to contact me at 303-257-7653 or todd@terraformas.com with any questions or comments related to this document. Todd A. Johnson, P. E, President For and on behalf of: Terra Forma Solutions, Inc. Page 2 PELICAN LAKE RANCH ROADWAY PRELIMINARY COST PROJECTION February 15, 2025 PROJECT TOTAL $ 17,766,619 COST PER LOT/PER FOOT 283 $ 62,780 $341.67 ROADWAY' PROFESSIONAL SERVICES UNIT PRICE UNITS QTY COST COMMENTS STAKING $ 180,000.00 LS 1 $ 180,000.00 1.50% SOILS AND ENVIRONMENTAL TESTING $ 240,000.00 LS 1 $ 240,000.00 2.00% RECORD DRAWINGS/CLOSE OUT $ 60,000.00 LS 1 $ 60,000.00 0.50% SUBTOTAL $ 1,696 $ 480,000 GRADING UNIT PRICE UNITS QTY COST COMMENTS TOPSOIL $ 2.55 CY 77037 $ 196,444.44 10% OVERLOT GRADING L 3.10 CY 770370 $ 2,388,148.15 SUBTOTAL $ 9,133 $ 2,584,593 EROSION CONTROL UNIT PRICE UNITS QTY COST COMMENTS EROSION CONTROL .) 13.00 LF 52000 $ 676,000.00 SUBTOTAL $ 2,389 $ 676,000 UTILITY CHARGES UNIT PRICE UNITS QTY COST COMMENTS ELECTRIC DISTRIBUTION $ 18.00 LF 52000 $ 936,000.00 Street Lights only STREET LIGHTS $ 10,000.00 EA 35 $ 350,000.00 1500 SUBTOTAL $ 4,544 $ 1,286,000 STORM DRAINAGE IMPROVEMENTS UNIT PRICE UNITS QTY COST COMMENTS 15" RCP CL III TG/ C-443 0-8' w/squeegee $ 92.00 LF 0 $ - 0% 18" RCP CL III TG/ C-443 0-8' w/squeegee $ 120.00 LF 10400 $ 1,248,000.00 20% 21" RCP CL III TG/ C-443 0-8' w/squeegee $ 131.00 LF 0 $ - 0% 24" RCP CL III TG/ C-443 0-8' w/squeegee $ 144.00 LF 0 $ - 0% 30" RCP CL III TG/ C-443 0-8' w/squeegee $ 165.00 LF 0 $ - 0% 36" RCP CL III TG/ C-443 0-8' w/squeegee $ 195.00 LF 5200 $ 1,014,000.00 10% 42" RCP CL III TG/ C-443 0-8' w/squeegee $ 240.00 LF 0 $ - 0% 48" RCP CL III TG/ C-443 0-8' w/squeegee $ 275.00 LF 0 $ - 0% 54" RCP CL III TG/ C-443 0-8' w/squeegee $ 305.00 LF 0 $ - 0% 60" RCP CL III TG/ C-443 0-8' w/squeegee $ 325.00 LF 0 $ - 0% 72" RCP CL III TG/ C-443 0-8' w/squeegee $ 405.00 LF 0 $ - 0% 84" RCP CL III TG/ C-443 0-8' w/squeegee $ 435.00 LF 0 $ - 0% 84" RCP CL III TG/ C-443 0-8' w/squeegee $ 575.00 LF 0 $ - 0% 96" RCP CL III TG/ C-443 0-8' w/squeegee $ 700.00 LF 0 $ - 0% 4' Diameter MH (0-8) w/24" Cover $ 5,500.00 EA 14 $ 77,000.00 750 5' Diameter MH (0-8) w/24" Cover $ 6,500.00 EA 7 $ 45,500.00 750 Soil Riprap Placed $ 100.00 TN 1000 $ 100,002.74 Single No. 13 & 16 $ 4,400.00 EA 10 $ 44,000.00 Double No. 13 & 16 $ 7,500.00 EA 10 $ 75,000.00 Triple No. 13 & 16 $ 9,900.00 EA 10 $ 99,000.00 OUTLET STRUCTURE $ 35,000.00 EA 4 $ 140,000.00 SUBTOTAL $ 10,044 $ 2,842,503 ASPHALT PAVING IMPROVEMENTS UNIT PRICE UNITS QTY COST COMMENTS ROAD BASE 8" $ 12.25 SY 184889 $ 2,264,888.89 32.0( PAVING (5" - Assumed Full Depth Asphalt ) $ 26.25 SY 161778 $ 4,246,666.67 28.0( PAVING - SUBGRADE PREPARATION $ 4.29 SY 161778 $ 694,026.67 PAVEMENT MARKINGS $ 1.10 LF 52000 $ 57,200.00 1.( SIGNAGE $ 535.00 EA 208 $ 111,280.00 25( TRAFFIC CONTROL $ 50,000.00 LS 1 $ 50,000.00 SLEEVES $ 22.00 LF 3000 $ 66,000.00 1( RAISE MANHOLES $ 1,100.00 EA 21 $ 23,100.00 SUBTOTAL $ 26,548 $ 7,513,162 ADDITIONAL COSTS UNIT PRICE UNITS QTY COST COMMENTS LETTERS OF CREDIT/BONDS $ 14,902,258 LS 0.5% $ 74,511 WARRANTY $ 14,902,258 LS 2.5% $ 372,556 MOBILIZATION $ 14,902,258 LS 3.0% $ 447,068 CONTINGENCY $ 14,902,258 LS 10.0% $ 1,490,226 $ - $ - SUBTOTAL $ 8,425 $ 2,384,361 PROJECT TOTAL $ 62,780 $ 17,766,619 Pelican Lake Ranch Filing No. 2 Parcel List Parcel Section APN Owner 1 8 121308000014 REI LTD Liability Co./Investors LTD Liability CO 2 17 121317100016 REI LTD Liability Co./Investors LTD Liability CO 3 9 121309000026 REI LTD Liability Co. tit: ni IP WRY adiaf.�.ff`•'- '^- !R:-NAIRq. V Jt.M.m MR SAYS -j--_ ' 4 ~ .Z- ,I lk Weisel" .. Ct.' a • Aminemssill j - -.91( I az 'Its 7 .... WeI -4t.itt - .L 4 II 1I I 1 \le MWI.IJSEGTRn9f& NE FA,Ra5F�ncav Mt I tnaR n/flq SEcrt ve N{YJ. G Sfi'TQW 9 T7AfR5313'6TH PIkr \\ T..7i1 gli.5WtiThtPhi �, / i.� gD2.rf�lda0-. dA13f1 IMI l CGGQ3h�IW7_rynG� n c MAC eiern M•'X J ` Ill lir TiNR65'r•YCrNr�₹f�° T ' n ' �I i t I' �rr .- i..i'l 1.'1 �• •v WI .•.-7. IA I itlit 4 .11 II ` I- , Y 3 -- �- tac. .. ... - 't"�� Y-i.aNiR. aI,ini.a a<+s<fa. _.RSIIiii. I \ 0.1111) illt. . e ' .' Illr�e�osw utrrrxt (1174%N\ ►: , N---`"e SS.iI�SEGIlS 4*` e ea �.'�� 1 _ '— f 1 -etc% '� t',•4+ ''� sav KZ. saa SECT+G3ks� o Rt£4Wrr�4 J ?AI en:11..aee 14_^. i ■ ` f•• •- __- ff Maists._ .� leff n a .a.. SErrf SECPCW ¢ - TIN 1•15.Y -9 17.72-I Al r1.�=.La� , y \\cumr4ppnozrt: y I � i , ca:� /4, ) \ ..,.., iti,/ „, ______.N.,„1/4./..„ e"". IIIII in Will Ill 4-4s) a It\ {6` IS \ lit/vast SECTION rI' low 1 SE[•17UN F.� T ,T?.w'fr+sFg dF.'-+F'dr ,• TA I Rel5W6711 Pie - .__... ii, -r - - .. r a < _ '.' ...surf t .a+.r.:l 11 -` - _ M.�!>.Ka° 1- , - I t(si , ,(` ra •'-`- ,. •• 1ill I (iii ) Parcel Number _-Slit-- . , . .� -•••_ tip. • : r—.� t. y. (y/,��.F 1 to i J4T NAP 'i Y!',� 1art\ I , TJNJQ 3W+�7WpM ` I ,'- TrG�M nCfC�J .TVVi1rW ' allwrsw afe r 1 M Fr 1 A �N' d it r' ^_ -� wt' Ot i it fi_. I _.�-.�_ \ j��' -_ _- 71 .�. ---_I r __— _ Si lillitra IM u: uaa + me curve>1 • ipaillov ti • .,./ Fe\ . ___.... w 1 ..-�� I e y I. it ater .1-'1, mit 1 Imo'p il \-211.... 1 I 1 ,ek 1 li Stetritc;..je I4,- ' :idea" 1 .�.� . —_. y�3'--J• 1 .�-i� I IDI � I s6✓ iv ${• • arc'1'v 7:- k -. A. t ,?N'RF.. i 1, 47NR SE 1. F -i.� *, er e �-;` ', ..y sls l/Y sECTJaV re I saw seem 1• i T3MRAC.51Y67Nf tf I T319,'M O/ �� I I\ T. Pi! 8f.:5rS' 6 iN ^.1,1 /x I 'II ,I yv. 1 ii '\ .\ ) Ii 0 IIIL ' : . .--". _ _ '="1 - - l i _ F'4ELlJ G UUNT? . ,3A - 0,-- I-.-..-t �..,,v,. 4/2/23, 7:16 PM Property Report Weld County PROPERTY PORTAL Property Information (970) 400-3650 Technical Support (970) 400-4357 Account: R4939686 April 2, 2023 Account Information Account Parcel Space Type Account Tax Year Buildings Actual Value Assessed Value R4939686 121308000014 Agricultural 2023 4,089 1,080 Legal 11421 ALL SEC 8 3 65 EXC BEEBE DRAW FARMS & EQUESTRIAN CENTER CORRECTED 1ST FILING (1.5R) Subdivision Block Lot Land Economic Area TOWN RANGE 1213 RURAL Property Address Property City Zip Section Township Range 08 03 65 Owner(s) Account Owner Name Address R4939686 REI CO LTD LIABILITY 156 805450156 C/O CHRISTINE RED FEATHER L HETHCOCK LAKES, CO PO BOX R4939686 INVESTORS LIABILITY CO LTD ' https://propertyreport.co.weld.co.us/?account=R4939686 1/4 4/2/23, 7:16 PM Property Report Document History Reception Rec Date Type Grantor Grantee Doc Fee Sale Date Sale Price 01924453 04-22-1983 CONT 0.00 01-01-1900 0 02063764 08-06-1986 WDN BEEBE DRAW CATTLE CO BEEBE DRAW LAND COMPANY LTD 0.00 08-04-1986 0 02150313 08-03-1988 QCN BEEBE DRAW LAND COMPANY LTD BEEBE DRAW FARMS LTD 0.00 08-01-1988 0 02393929 06-17-1994 SHD 0.00 06-17-1994 0 2180623 05-24-1989 COZ WELD COUNTY ZONING CASE: 412 ZONING R-1, AM PUD 2- 0.00 0 4365454 01-05-2018 SURV RV SURVEY SURVEY 0.00 01-05-2018 0 *If the hyperlink for the reception number does not work, try a manual search in the Clerk and Recorder records. Use the Grantor or Grantee in your search. Building Information No buildings found. Valuation Information Type Code Description Actual Value Assessed Value Acres Land SqFt Land 4147 GRAZING LAND- AGRICULTURAL 4,089 1,080 124.910 5,441,080 Totals - - 4,089 1,080 124.910 5,441,080 https://propertyreport.co.weld.co.us/?account=R4939686 2/4 4/2/23, 7:16 PM Property Report Comparable sales for your Residential or Commercial property may be found using our SALES SEARCH TOOL Tax Authorities Tax Area ID District District Name Current Levy Mill 4168 0700 AIMS JUNIOR COLLEGE 6.307 4168 1300 BEEBE DRAW LAW ENF 7.000 4168 1310 BEEBE DRAW METRO 2 50.000 4168 0305 CENTRAL WATER (CWC) WELD COUNTY 0.000 4168 1050 HIGH PLAINS LIBRARY 3.181 4168 0511 LASALLE FIRE 5.154 4168 0301 NORTHERN (NCW) COLORADO WATER 1.000 4168 1201 PLATTE CONSERVATION VALLEY 0.000 16.687 4168 0201 SCHOOL DIST RE1-GILCREST 4168 0100 WELD COUNTY 15.038 Total - - 104.367 Photo NO PHOTO Sketch https://propertyreport.co.weld.co.us/?account=R4939686 3/4 4/2/23, 7:16 PM Property Report NO SKETCH Map A Maxar Weld County Government Powered by Esri 1 I Get additional detail with the Map Search. Copyright © 2023 Weld County, Colorado. All rights reserved. Privacy Statement & Disclaimer Accessibility Information https://propertyreport.co.weld.co.us/?account=R4939686 4/4 4/2/23, 7:16 PM Property Report Weld County PROPERTY PORTAL Property Information (970) 400-3650 Technical Support (970) 400-4357 Account: R6784195 April 2, 2023 Account Information Account Parcel Space Type Account Tax Year Buildings Actual Value Assessed Value R6784195 121317100016 0 Agricultural 2023 56,058 14,790 Legal ALL SEC 17-3-65 EXC BEG SW COR SEC N89D33'E 45' N0D29'W 40' TO TPOB TH N89D33'E 131.37' N32D27'W 248.14' S0D29'E 210.40' TO TPOB ALSO EXC UPRR CO RES METROPOLITAN DISTRICT Subdivision Block a Lot Land Economic Area TOWN RANGE 1213 RURAL Property Address Property City Zip Section Township Range 17 03 65 Owner(s) Account Owner Name Address R6784195 REI CO LTD LIABILITY 156 805450156 CIO CHRISTINE RED FEATHER L HETHCOCK LAKES, CO PO BOX R6784195 INVESTORS LIABILITY CO LTD https://propertyreport.co.weld.co.us/?account=R6784195 1/4 4/2/23, 7:16 PM Property Report Document History Reception Rec Date Type Grantor Grantee Doc Fee Sale Date Sale Price 2180623 05-24-1989 COZ WELD COUNTY ZONING CASE: Z-412 AM ZONING R-1, PUD 0.00 0 3943872 06-28-2013 ORD CENTRAL WELD COUNTY WAT DISTRICT E R I 0.00 01-01-1900 0 4365454 01-05-2018 SURV SURVEY ' SURVEY 0.00 01-05-2018 0 *If the hyperlink for the reception number does not work, try a manual search in the Clerk and Recorder records. Use the Grantor or Grantee in your search. Building Information No buildings found. Valuation Information Type Code Description Actual Value Assessed Value Acres Land SqFt Land 4127 DRY LAND- AGRICULTURAL FARM 55,774 14,720 605.680 26, 383,421 Land 4167 WASTE LAND 284 70 34.000 1,481,040 Totals - - 56,058 14,790 639.680 27,864,461 Comparable sales for your Residential or Commercial property may be found using our SALES SEARCH TOOL https://propertyreport.co.weld.co.us/?account=R6784195 2/4 4/2/23, 7:16 PM Property Report Tax Authorities Tax Area ID District District Name Current Levy Mill 4168 0700 AIMS JUNIOR COLLEGE 6.307 4168 1300 BEEBE DRAW LAW ENF 7.000 4168 1310 BEEBE DRAW METRO 2 50.000 4168 0305 CENTRAL WATER (CWC) WELD COUNTY 0.000 4168 1050 HIGH PLAINS LIBRARY 3.181 4168 0511 LASALLE FIRE 5.154 4168 0301 NORTHERN (NCW) COLORADO WATER 1.000 4168 1201 PLATTE CONSERVATION VALLEY 0.000 4168 0201 SCHOOL DIST RE1-GILCREST 16.687 4168 0100 WELD COUNTY 15.038 Total - - 104.367 Photo ND PHOTO Sketch https://propertyreport.co.weld.co.us/?account=R6784195 3/4 4/2/23, 7:16 PM Property Report NO SKETCH Map A Maxar Weld County Government Powered by Esri Get additional detail with the Map Search. Copyright © 2023 Weld County, Colorado. All rights reserved. Privacy Statement & Disclaimer Accessibility Information https://propertyreport.co.weld.co.us/?account=R6784195 4/4 4/2/23, 7:15 PM Property Report Weld County PROPERTY PORTAL Property Information (970) 400-3650 Technical Support (970) 400-4357 Account: R4940286 April 2, 2023 Account Information Account Parcel Space Type Account Tax Year Buildings Actual Value Assessed Value R4940286 121309000026 Agricultural 2023 14,406 3,800 Legal 11427 ALL SEC 9 3 65 EXC BEEBE DRAW FARMS & EQUESTRIAN CENTER CORRECTED 1ST FILING ALSO EXC PT PLATTE VALLEY CANAL DEEDED TO FARMERS RES & IRRIGATION CO BK1068 REC #2008614 ALSO EXC ALL THAT PT CONVEYED TO BEEBE DRAW FARMS METROPOLITAN DISTRICT IN BK 1636-2581769 RECORDED 12/01/97 EXC UPRR RES Subdivision Block Lot Land Economic Area TOWN RANGE 1213 RURAL Property Address Property City Zip Section Township Range 09 03 65 Owner(s) Account Owner Name Address R4940286 REI LIABILITY LTD CO C/O RED CHRISTINE FEATHER LAKES, L HETHCOCK CO 805450156 PO BOX 156 Document History https://propertyreport.co.weld.co.us/?account=R4940286 1/4 4/2/23, 7:15 PM Property Report Reception Rec Date Type Grantor Grantee Doc Fee Sale Date Sale Price 01924453 04-22-1983 CONT 0.00 01-01-1900 0 02063764 08-06-1986 WDN BEEBE DRAW CATTLE CO BEEBE DRAW LAND COMPANY LTD 0.00 08-04-1986 0 02150313 08-03-1988 QCN BEEBE DRAW LAND COMPANY LTD BEEBE DRAW FARMS LTD 0.00 08-01-1988 0 02393929 06-17-1994 SHD 0.00 06-17-1994 0 2180623 05-24-1989 COZ WELD COUNTY ZONING CASE: 412 ZONING R-1, AM PUD 2- 0.00 0 4365454 01-05-2018 SURV SURVEY SURVEY 0.00 01-05-2018 0 *If the hyperlink for the reception number does not work, try a manual search in the Clerk and Recorder records. Use the Grantor or Grantee in your search. Building Information No buildings found. Valuation Information Type Code Description Actual Value Assessed Value Acres Land SqFt Land 4147 GRAZING LAND- AGRICULTURAL 14,323 3,780 439.990 19,165,964 Land 4167 WASTE LAND 83 20 10.000 435,600 Totals - - 14,406 3,800 449.990 19,601,564 https://propertyreport.co.weld.co.us/?account=R4940286 2/4 4/2/23, 7:15 PM Property Report Comparable sales for your Residential or Commercial property may be found using our SALES SEARCH TOOL Tax Authorities Tax Area ID District District Name Current Levy Mill 4167 0700 AIMS JUNIOR COLLEGE 6.307 4167 1300 BEEBE DRAW LAW ENF 7.000 4167 1310 BEEBE DRAW METRO 2 50.000 4167 0302 CENTRAL (CCW) COLORADO WATER 1.068 4167 0309 CENTRAL SUBDISTRICT COLORADO (CCS) WATER 1.582 4167 0305 CENTRAL (CWC) WELD COUNTY WATER 0.000 4167 1050 HIGH PLAINS LIBRARY 3.181 4167 0511 LASALLE FIRE 5.154 4167 0301 NORTHERN (NCW) COLORADO WATER 1.000 4167 1201 PLATTE VALLEY CONSERVATION 0.000 4167 0201 SCHOOL DIST RE1-GILCREST 16.687 4167 0100 WELD COUNTY 15.038 Total - - 107.017 Photo https://propertyreport.co.weld.co.us/?account=R4940286 3/4 4/2/23, 7:15 PM Property Report NO PHOTO Sketch S NO SKETCH Map S nment Maxar Weld County Gayer Powered by Esri Get additional detail with the Map Search. Copyright © 2023 Weld County, Colorado. All rights reserved. Privacy Statement & Disclaimer Accessibility Information https://propertyreport.co.weld.co.us/?account=R4940286 4/4 AR 181263 RESOLUTION no ref o o O o 0 C) Log II fwa 4 z co o kt> E—+ 0 CO rrni co I1 KC 0 cc r *al 0 riLl RE: APPROVE REQUEST TO AMEND THE PLANNED UNIT DEVELOPMENT (PUD) DISTRICT -- BEEBE DRAW FARMS, LTD. 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, a public hearing was held on the 19th day of April, 1989, at 10:00 a.m. for the purpose � � hearing the request of Beebe Draw Farms, Ltd., 1551 Larimer Street, Suite 2706,Denver, Colorado 80202, to amend a Planned Unit Development (PUD) District for a parcel of land located on the following described real estate, to -wit: A tract of land described as Sections 3, 4, 5, 8, 9, 10, 15, 16, and 17, all in Township 3 North, Range 65 West of the 6th P.M., Weld County, Colorado WHEREAS, the applicant was represented by Morris Burk, general partner, and WHEREAS, the Board of County Commissioners heard% all the testimony and statements of those present, has studied the request of the applicant and the recommendation of the Weld County Planning Commission, and having been een fully informed, finds that this request shall be approved for the following reasons: 1. The submitted materials are in compliance with the application requirements of Section 28.5 of the Weld County Zoning Ordinance. 2. The request is in conformance with Section 28.8 of the Weld County Zoning Ordinance as follows: a. The amended PUD District is consistent with the Weld County Comprehensive Plan. The type of PUD proposed could not readily be located within a municipality. The subject site is not located on prime farmland. b. The uses allowed in the PtJD District will conform with the performance standards contained in Section 35.3 of the Weld County Zoning Ordinance. c gc' The R-1 (Low Density Residential) , recreational, and oil and gas production uses permitted will be de :AS 890350 o L) 41/4 O orb 0 4 0 O C) L C oo �Z a H r4 Lao N co Z Z gcrg Lei CN 0 lit 44 Page 2 RE: AMENDMENT TO PUD PLAN -- BEEBE DRAW FARMS, LTD. compatible with the exiting development of the surrounding area as permitted by the existing zoning. d. The Central Weld County Water District win provide adequate water to the site to serve the uses permitted within the PUD District. Septic systems will be used for sewer service in accordance with the Weld County Individual Sewage Disposal Regulations. e. An amended off -site Road Maintenance and Improvements Agreement will ensure the County Roads providing access to the property are adequate in functional classification, width, and structural capacity to meet the traffic requirements of the PUD District uses. f. The subject site is not located in an overlay district area. No commercial mineral deposits are known to exist on the subject site. NOW, THEREFORE, RE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the request of Beebe Draw Farms, Ltd., to amend the Planned Unit Development (PUD) District on the above referenced parcel of land be, and hereby is, granted subject to the following conditions: I. The following notes shall be placed on the PUD District plat: a. The uses permitted within this PUD District are R -1 (Low Density Residential) , recreational, and oil and gas production facilities. h. All dwelling units, the indoor and outdoor arenas, clubhouse, and association headquarters shall be located a minimum of 300 feet from oil and gas drill sites and production facilities. c. The Central Weld County Water District shall provide the water supply to the Planned Unit Development District. The water supply system shall be provided consistent with the requirements of Section 8-10 of the Weld County Subdivision. Regulations, pursuant to public water supply systems and La Salle Fire Protection District fire safety requirements. 890350 en0 0 C) C r U C� f C rz1 C O U z Rzt C cc 0o Z (=hd LCEl U) rz rn ew coz C 04 cc giCrl a r CIN w Page 3 RE: AMENDMENT TO PUD PLAN - BEEBE DRAW FARMS, LTD. d. The applicant, metropolitan district, and/or homeowners' association shall provide and maintain all roads internal to the Planned Unit Development District. The roads internal to the Planning Unit Development District will not be maintained by Weld County, but must comply with design standards listed in Sections 8-1 and 8-2 of the Weld County Subdivision Regulations. e. The Beebe Draw Farms and Metropolitan District shall comply with the amended Road Maintenance and Improvement Agreement regarding impacts to Weld County Roads signed on April 9, 1988. f. The requirements of the La Salle Fire Protection District and the RE -1 School District shall be met. g . Prior to recording the PUD Plan plat, a Law Enforcement Authority shall be formed according to State law. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 19th day of April, A.D., 1989. ATTEST: /1/I .2.11,1.4ACi&difitebtie:rti Weld County .Clerk and Recorder and Clerk to the. Board .5.. r BS Deputy Count Clerk APPROVED AS TO FORM: C:2_roe County Attorney BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO „?" C.W. .LrEy, C ene R. Brantner 4 airman on, Pro-Tem •ter George Kenne y Gar i *r, 890350 FILE 45064 IOW 2836 Arty LJ.1t1dJ 0 B 1233 REC 02180623 05/24/89 15:53 310.00 1/001 F 1072 MARY ANN FEUERSTEIN CL:1HH & RECORDER WELD CC, CO I Arra WS MN OA NE COR. NWI/4NEI/4 SEC. 5 a S 8 I •E•En'e*L I3V SI 0 N'M'e'1 NE CDR. SEC.5 • trine *EEO COLNI! ROAD N' Je TE f 3 ACRES) ROE STATION SITE aw.a.•..N.N.«a M• SW COR. SEC. 17 I E w•..aa•.••. 0 FUTURE WELD COUNTY ROAD W IT FU U SE COFC SEC. I7 LEGEND GREEN BELT AND RECREATION AREAS RESEDENTIAL LOTS MAIN RIDING TRAILS TRAIL RESTS WITH WINDMILL WATERING OIL AND GAS PIPELINE EASEMENTS 300' RADIUS GAS OR OIL WELLS 111.0' 1N'TrOa ICA f N'.''tt' W. SE COR. SEC. I6 INTERNAL ROADS N ALL GRAVEL BEFBE DRAW FARMS PARYWAY 100' SURFACE SURFACE WIDTH - 38' Al OTHERS R.O.W. as 50' SURFACE WIDTH N 24' TO 32' ZONING CHANGE NE COR. SEC. 4 \., LWOO'let Nam 1 l200'u'I KAN' 11ra'N'L RAID Ira/' M• 1. 1•L01'---• '/ N 0117 tat 2 MALL BOAT HA . •, N'a'tr,t • rCrOr1 nor • r_'4rt ell • n•M'u'/ Is r• I0'rirt IMN- Ira u'• 414' VICINITY MAP *Stash tool W N Kelt DRAW MAINS AND EQUESTAJAN CsNinn PLO t \044 Darr W W 0 1•. IOW** Il>. WS.u) PRO EV OWNERS Cu FACILITY 1004.1'0•'1 I4000 O.N MACH AND RECREATION AREA MILTON t 41.41'4'M Ill1i t err'o'r al a 11'14.14•• .oa -I 411. WWII •4.M' • WO or• MAW • W' Ilovit • 3: —0 111.00'141'11 RAH NO Air sIE10't MM PAYCO LEAD! INCICIOING LARD D f r oe r'. a v$1 N'a tie IC RESERVOIR LAKE ;600 ACRE51 1000 500 0 1000 al a MI a SCALE: I° :1000' The uses permitttld within this PUD distruct ore R-1 (law densfty rasidentioF), recreational. and oil and goo production 154th ties; All dwelling unite, the indoor and outdoor arenas, clubhouse, and association headquarters shall be located a minimum of 300 feet from on and gas drill sites and production foc'it sw. C. TF.e Central Weld County Water District shall provide the water suoply to the Dlonned unit development district. The water supply system sha I be provided consistent with the requirements of Section 8-10 of the Weld County Subdivision Regulations. pursuant to public water supply systems and La Salle Fire Protection District fire safety r'equiremeits; D. The applicant, metropolitan district, ondr/or homeowner's association shall provide and maintain all roads internal to the planned unit development district. The roads internal to the planned unit de elopment district will not be mointo:ned bt Weld County, but mist comply with design standards listed in Sdctions 8-1 and 8-2 of the Weld County Subdrv;cion Regulations; E. Rte Beebe Draw Forme and Metropolitan District shell comply with the amended Road Maintenance and Improvement Agreement regorging impacts to Weld County Roads signed on April 9. 1988; F. Me ommeremonts of the La Sane Fire Protection District and the RE -1 School District shall be met and Ufa •Warlan te 111 OW fine AO INIINIAI tall% P,4.0. • tan of u« Wait to Wang 1. 4. I. I. I. w. n. u. «I U. Way, 3.31•444o. W rlr sN,('leSt sonata so leilan,r la ant of Ilao Sat• trattpol , NM anion It us i«tWN Cane N «W WISH 1s at t sillatII rM Jar, OW N MW LAY N W MM I M an or • VIN •ll'IrrlMl 1440 rap reliN4 Watt. twee ,ISM t4 140 We M NM WWI 1•, t w !r Ir 4, 110.1.1 not M 114 JMYNI Woe e• WW WOW Ili Mia row to tats lt••I NM Ionia 4 I r H' W 4. 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".0 teal I • t U' 01' It C. 14.40 was: 1 • W' 31' N• L WAN 4•. • . 1 Jr 11' H' C.111131 foot. 1 . 1 an lr 11' 6 Hldt tan. a • tn•SO' Ir I. 44.42 Mi Iwa. S 4. 0' U' 1. 10.50 Ittl l SJRVEYiWG CERTIFICATE I, MICHAEL T. THOMAS, A REGISTERED PROFESSIONAL LAND SURVEYOR IN THE STATE Of COLORADO DO HEREBY CERTIFY THAN THE SURVEY REPRESENTED BY THIS PLAT. WAS WIDE UNDER MY SUPERVISrpt AM THE MONUMENTS SHOWN THEREON ACTUALLY EXIST AND THIS PLAT ACCURATELY REPRESENTS SAID SURVEY, TO THE BEST OF MY BELIEF S KNOWLEDGE. BY: MI AFL T. TI'IOMW$, REGISTERED LAM) SURVEYOR COLORADO REGISTRATION.,. MAr4BER 1425 • • PROPERTY OWNERS APPROVAL WE, BEEBE DRAW FARMS, LTD., BEING THE OWNER OF RECORD TITLE OF THE ABOVE DESCRIBED PROPERTY, DO HEREBY CONSENT TU THE CHANGE OF ZONING AS REQUESTED BY THE BEEBE DRAW LAND COMPANY, LTD. AND AS SjNOWN UN THE ATTACHED MAP. BF�fEOR FARMS, )4/AMR R 11��'FNFwAI At PARTNER • -�1'•I�t .TK- THE FOREGOING CERTIFICATES WERE ACKNOWLEDGED BEFORE ME THIS � /k- Der GT' _, ,0w 1981. WITNESS MY HAND AM MM SEAL. MY COMMISSION F�(PIPES `/e'er A If f2 - NO PRY BY( -ffN*sido rats/ PLANNING CC Ml5SiON CERTIFICATE THIS IS TO CERTIFY THAT THE WELD COUNTY PLANNING CCMT4ISSION 1AS APPROVED AND DOES HEREBY RECCNIMEN0 TO THE HOARD OF COMMISS IChIRS, WELD COUNTY, COLORADO FOR THEIR C O N F I R MATIO/N, APPROVAIlAND ADOPTION OF THIS ONE CHVYIIGE A S SHOWN HEREONTIM DESCRIBED MIS 4i.t'Ji- DAY Oli y1, 194 ja,0 ,,' (4„,,i) elves' tHAIRMMI, AL/MING C SSi-ON BOARD OF COUNTY CCMMISSIC+NERS CERTIFICATIONS THIS IS TO CERTIFY THAT THE BOARD OF COUNTY CO'MISSIONERS, WELD COUNTY, CCAtRADO 44 DO . RFRY C(NF'RM, APPROVE AND ADOPT THIS ZONE CHANGE AM REGULATIONS THIS OF y} t e ATTEST: !.� i C• Y LERK 'rHAIRMAN, 3OARD OF COttjv C. BY DATE IH JUl r i RECORDER DAY *)TICE: ACCORDING TO COLORADO LAW YOU MUST CO•T4ENCEANY LEGAL ACTION BASED UPON DEFECT IN THIS SURVEY WITHIN SIX YEARS AFTER Y012 FIRST DISCOVER SUCH DEFECT. IN NO EVENT MAY ANY ACT1O4 BASED UPON ANY DEFECT IN THIS SURVEY BE COMMENCED MORE THAN TEN YEARS FROM T' -E DATE OF THE CERTIFICATION SHOWN HEREON. SCALE 1" _ Hum' DRAWN CHECKED APPROVED DATE 2-27-89 PRQECT NO MENDED CHANGE OF ZONE BEEBE DRAW FARMS & EQUESTRAiN CENTER PLANNED UNIT DEVELOPEMENT DISTRICT PLAT This map/plat is being furnished as an aid in locating the herein described Land in relation to adjoining streets, natural boundaries and other lane and is not a survey of the land depicted. Except to the extent a policy of title insurance is expressly modified by endorsement, if any, the Company does not insure dimensions, distances, location of Weld County Treasurer Statement of Taxes Due Account Number R4939686 Assessed To Parcel 121308000014 REI LTD LIABILITY CO C/O CHRISTINE L HETHCOCK PO BOX 156 RED FEATHER LAKES, CO 80545-0156 Legal Description Sims Address 11421 ALL SEC 8 3 65 EXC BEEBE DRAW FARMS & EQUESTRIAN CENTER CORRECTED 1ST FILING (1.5R) Year Tax Charge 2022 Total Tax Charge Grand Total Due as of 11/07/2023 Tax $112.72 Interest Fees Payments Balance $1.13 $0.00 ($113.85 $0.00 $0.00 $0.00 Tax Billed at 2022 Rates for Tax Area 4168 - 4168 Authority WELD COUNTY SCHOOL DIST RE 1 NORTHERN COLORADO WATER (NC LASALLE FIRE AIMS JUNIOR COLLEGE HIGH PLAINS LIBRARY BEEBE DRAW LAW ENF BEEBE DRAW METRO 2 Taxes Billed 2022 * Credit Levy Mill Levy 15.0380000* 16.6870000* 1 0000000 5.15 40000 6.3070000 3.1810000 7.0000000 50.0000000 104 3670000 Amount $16.25 $18.02 $1.08 $5.57 $6.81 $3.43 $7.56 $54.00, $112.72 Values AG -GRAZING LAND Total Actual $4,089 Assessed $1,080 $4,089 $1,080 ALL TAX LIEN SALE AMOUNTS ARE SUBJECT TO CHANGE DUE TO ENDORSEMENT OF CURRENT TAXES BY THE LIENHOLDER OR TO ADVERTISING AND DISTRAINT WARRANT FEES CHANGES MAY OCCUR AND THE TREASURER'S OFFICE WILL NEED TO BE CONTACTED PRIOR TO REMITTANCE AFTER THE FOLLOWING DATES: PERSONAL PROPERTY, REAL PROPERTY, AND MOBILE HOMES - AUGUST 1. TAX LIEN SALE REDEMPTION AMOUNTS MUST BE PAID BY CASH OR CASHIER'S CHECK. POSTMARKS ARE NOT ACCEPTED ON TAX LIEN SALE REDEMPTION PAYMENTS. PAYMENTS MUST BE IN OUR OFFICE AND PROCESSED BY THE LAST BUSINESS DAY OF THE MONTH. Weld County Treasurer's Office 1400 N 17th Avenue PO Box 458 Greeley, CO 80632 Phone: 970-400-3290 Pursuant to the Weld County Subdivision Ordinance, the attached Statement of Taxes Due issued by the Weld County Treasurer are evidence that as of this date, all current and prior year taxes related to This parcel have been paid in full. Signed s\ C\i/v" Date: 1400 N. 17th Avenue, Greeley, CO 80631. PO Box 458, Greeley, CO 80632. (970) 400-3290 Page 1 of 1 Weld County Treasurer Statement of Taxes Due Account Number 86784195 Assessed To Parcel 121317100016 REI LTD LIABILITY CO C/O CHRISTINE L HETHCOCK PO BOX 156 RED FEATHER LAKES, CO 80545-0156 Legal Description Situs Address ALL SEC 17-3-65 EXC BEG SW COR SEC N89D33'E 45' N0D29'W 40' TO TPOB TH N89D33'E 131.37' N32D27'W 248.14' S0D29'E 210.40' TO TPOB ALSO EXC UPRR CO RES METROPOLITAN DISTRICT Year Tax Interest Fees Payments Balance Tax Charge 2022 Total Tax Charge $1543.60 $15.44 $0.00 ($1,559.04) $0.00 $0.00 Grand Total Due as of 11/07/2023 $0.00 Tax Billed at 2022 Rates for Tax Area 4168 - 4168 Authority WELD COUNTY SCHOOL DIST RE l NORTHERN COLORADO WATER (NC LASALLE FIRE AIMS JUNIOR COLLEGE HIGH PLAINS LIBRARY BEEBE DRAW LAW ENF BEEBE DRAW METRO 2 Taxes Billed 2022 * Credit Levy Mill Levy 15 0380000* 16.6870000* 1.0000000 5.1540000 6.3070000 3.1810000 7.0000000 50.0000000 Amount $222.41 $246.80 $14.79 $76,23 $93.28 $47.05 $103.53 $739.51 104.3670000 $1,543.60 Values AG -DRY FARM LAND AG -WASTE LAND Total Actual $55,774 $284 Assessed $14,720 $70 $56,058 $14,790 ALL TAX LIEN SALE AMOUNTS ARE SUBJECT TO CHANGE DUE TO ENDORSEMENT OF CURRENT TAXES BY THE LIENHOLDER OR TO ADVERTISING AND DISTRAINT WARRANT FEES. CHANGES MAY OCCUR AND THE TREASURER'S OFFICE WILL NEED TO BE CONTACTED PRIOR TO REMITTANCE AFTER THE FOLLOWING DATES: PERSONAL PROPERTY, REAL PROPERTY, AND MOBILE HOMES - AUGUST 1. TAX LIEN SALE REDEMPTION AMOUNTS MUST BE PAID BY CASH OR CASHIER'S CHECK. POSTMARKS ARE NOT ACCEPTED ON TAX LIEN SALE REDEMPTION PAYMENTS. PAYMENTS MUST BE IN OUR OFFICE AND PROCESSED BY THE LAST BUSINESS DAY OF THE MONTH. Weld County Treasurer's Office 1400 N 17th Avenue PO Box 458 Greeley, CO 80632 Phone: 970-400-3290 Pursuant to the Weld County Subdivision Ordinance, the attached Statement of Taxes Due issued by the Weld County Treasurer are evidence that as of this date, all current and prior year taxes related to this parcel have been paid in full. Date: 1400 N. 17th Avenue, Greeley, CO 80631. PO Box 458, Greeley, CO 80632. (970) 400-3290 Page 1 of 1 Weld County Treasurer Statement of Taxes Due Account Number R4940286 Assessed To Parcel 121309000026 REI LTD LIABILITY CO C/O CHRISTINE L HETHCOCK PO BOX 156 RED FEATHER LAKES, CO 80545-0156 Legal Description Si tus Address 11427 ALL SEC 9 3 65 EXC BEEBE DRAW FARMS & EQUESTRIAN CENTER CORRECTED 1ST FILING ALSO EXC PT PLATTE VALLEY CANAL DEEDED TO FARMERS RES & IRRIGATION CO BK1068 REC #2008614 ALSO EXC ALL THAT PT CONVEYED TO BEEBE DRAW FARMS METROPOLITAN DISTRICT IN BK I636-2581769 RECORDED 12/01/97 EXC UPRR RES Year Tax char ' e Tax Interest Fees Payments Balance 2022 $406.66 $4.07 $0.00 ($410.73) $0.00 Total Tax Charge $0.00 Grand Total Due as of 11/07/2023 $0.00 Tax Billed at 2022 Rates for Tax Area 4167 - 4167 Authority WELD COUNTY SCHOOL DIST RE 1 NORTHERN COLORADO WATER (NC CENTRAL COLORADO WATER (CCW CENTRAL COLORADO WATER SURD LASALLE FIRE AIMS JUNIOR COLLEGE HIGH PLAINS LIBRARY BEEBE DRAW LAW ENF BEEBE DRAW METRO 2 Taxes Billed 2022 * Credit Levy Mill Levy 15.0380000* 16.6870000* 1.0000000 1.0680000 1.5820000 5.1540000 6.3070000 3.1810000 7,0000000 50.0000000 Amount $57.14 $63.40 $3.80 $4.06 $6.01 $19.59 $23.97 $12.09 $26.60 $190.00 107.0170000 $406.66 Values AG -GRAZING LAND AG -WASTE LAND Total Actual $14,323 $83 Assessed $3,780 $20 $14,406 $3,800 ALL TAX LIEN SALE AMOUNTS ARE SUBJECT TO CHANGE DUE TO ENDORSEMENT OF CURRENT TAXES BY THE LIENHOLDER OR TO ADVERTISING AND DISTRAINT WARRANT FEES. CHANGES MAY OCCUR AND THE TREASURER'S OFFICE WILL NEED TO BE CONTACTED PRIOR TO REMITTANCE AFTER THE FOLLOWING DATES: PERSONAL PROPERTY, REAL PROPERTY, AND MOBILE HOMES - AUGUST 1 TAX LIEN SALE REDEMPTION AMOUNTS MUST BE PAID BY CASH OR CASHIER'S CHECK. POSTMARKS ARE NOT ACCEPTED ON TAX LIEN SALE REDEMPTION PAYMENTS. PAYMENTS MUST BE IN OUR OFFICE AND PROCESSED BY THE LAST BUSINESS DAY OF THE MONTH. Weld County Treasurer's Office 1400 N 17th Avenue PO Box 458 Greeley, CO 80632 Phone: 970-400-3290 Pursuant to the Weld County Subdivision Ordinance, the attached Statement of Taxes Due issued by the Weld County Treasurer are evidence that as of this date, all current and prior year taxes related to this parcel have been paid in full. Signed: Date: Hello