07-02-2015 Annual Appropriation Note- Eagle River Fire Protection District Annual Appropriation Note Maturity Date 06-01-2020ANNUAL APPROPRIATION NOTE
THIS NOTE HAS BEEN ISSUED AND DELIVERED WITHOUT
REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
OTHER FEDERAL OR STATE SECURITIES LAWS, IN RELIANCE UPON
THE SECURITIES COMMISSIONER OF COLORADO'S INTERPRETATIVE
ORDER NO. 06 -IN-001. THIS NOTE SHALL NOT BE SOLD, PLEDGED,
HYPOTHECATED, DONATED OR OTHERWISE TRANSFERRED,
INCLUDING THE SALE OF A PARTICIPATION INTEREST HEREIN,
WHETHER OR NOT FOR CONSIDERATION, BY THE REGISTERED
OWNER.
UNITED STATES OF AMERICA
STATE OF COLORADO
EAGLE RIVER FIRE PROTECTION DISTRICT
ANNUAL APPROPRIATION NOTE
Interest Rate Dated Date Maturity Date
0.00% June 8, 2015 June 1, 2020
REGISTERED OWNER: Town of Avon, Colorado, a home rule municipal corporation of
the State of Colorado
PRINCIPAL SUM: $717,988.95
Eagle River Fire Protection District (the "District "), a quasi - municipal
corporation and political subdivision of the State of Colorado, for value received, hereby
promises to pay to the Registered Owner, to the extent revenue, as may be appropriated
by the Board of Directors (the "Board "), is available, but no later than the Maturity
Date, unless this Note shall have been prepaid in whole or in part, the Principal Sum to
be payable on December 1 and June 1 of each year, commencing December 1, 2015, after
the Dated Date (each a "Payment Date "), to the extent revenue, as may be appropriated
by the Board, is available, or the Maturity Date.
This Note is issued pursuant to and in full compliance with the Constitution and
laws of the State of Colorado (including without limitation Title 11, Article 57, Part 2,
C.R.S.), the Service Plan for the District, as amended, and the Intergovernmental
Agreement for a Joint Fire - Police Station Facility between the Town of Avon and the
District, dated April 28, 2015 (the "IGA "). All issues arising hereunder shall be
governed by the laws of Colorado. Capitalized terms used but not otherwise defined
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herein shall have the meaning set forth in the IGA. To the extent that any provisions or
terms of this Note and the IGA are inconsistent, the provisions and terms of the IGA shall
control.
This Note is issued by the Board of Directors of the District, by virtue of and in
full confonnity with the Constitution of the State of Colorado; Title 32, Article 1, C.R.S.;
Title 11, Article 57, Part 2, C.R.S.; and all other laws of the State of Colorado thereunto
enabling, and pursuant to the duly approved IGA. Pursuant to §11-57-210, C.R.S., such
recital shall be conclusive evidence of the validity and the regularity of the issuance of
the Note after its delivery for value.
This Note shall not constitute a debt or multiple - fiscal year obligation of the
District, the State of Colorado or any political subdivision thereof.
This Note is issued to the Registered Owner to reimburse and discharge equal
amounts due as of the date hereof to the Town of Avon under the IGA for repayment of
the Temporary Financing made available to the District, without interest; except that in
the event of default interest shall be due at the rate of EIGHT PERCENT (8 %) per
annum.
In any case where a Payment Date shall be a Saturday or Sunday, a legal holiday
or a day on which banking institutions in the Town of Avon, Colorado are authorized or
required by law to close, then payment of principal shall be made on the immediately
following business day with the same force and effect as if made on the Payment Date.
This Note is subject to prepayment without penalty prior to maturity at the option
of the District, in whole or in part, on any date after the Dated Date, any such prepayment
to be made from moneys available for such purpose and any such prepayment to be made
at the optional prepayment price equal to 100% of the principal amount thereof being
prepaid, but without premium.
In accordance with the provisions of the Securities Commissioner of Colorado's
Interpretative Order No. 06 -IN -001, this Note is: (a) a contractual obligation, subject to
annual appropriation, to repay the Registered Owner for monies advanced to or made
available to the District and (b) not transferable, and (c) repayment is contingent upon
the District's receipt of funds or some other occurrence (including annual appropriation
by the Board) and, absent bad faith or fraud by the District, imposes no penalty on the
District if the contingent event does not occur.
The principal amount of this Note is payable in lawful money of the United States
of America to the Registered Owner as provided in the Schedule of Payment attached
hereto.
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No recourse shall be had for the payment of the principal of this Note or for any
claim based hereon against any member, officer or employee, past, present or future, of
the District or of any successor body, as such, either directly or through the District or
any such successor body, under any constitutional provision, statute or rule of law or by
the enforcement of any assessment or by any legal or equitable proceeding or otherwise.
By the acceptance of this Note, the Registered Owner specifically waives any such
recourse.
By its acceptance of this Note the Registered Owner agrees that any repayment of
the principal received by the Registered Owner shall be earmarked and pledged as a
contribution towards its proportionate share of the Joint Facility until the IGA expires.
If the District and the Registered Owner proceed with the issuance of Construction
Financing for a Joint Facility prior to the full repayment of the principal amount of this
Note and expiration of the Tenn of the IGA, then the outstanding balance of this Note
shall be extinguished and such amount shall be applied as a credit for the benefit of the
Registered Owner for its proportionate share of the cost of Lot 1B and the cost of the
construction of the Joint Facility.
To the extent permitted by law, District agrees that collateral for repayment of this
Note shall consist of the dedicated land for a Fire District Facility in the Village (at
Avon), described as Tract E, Final Plat, The Village At Avon Filing 3, according to the
plat thereof recorded on June 29, 2004, at Reception No. 882176 ( "Tract E "). In the
event that the District is in default in the repayment of the principal amount of this Note
for a period of more than 12 months, then the Registered Owner may submit a written
demand for conveyance of Tract E. Upon receipt of a written demand by the Registered
Owner, the District shall take action within ninety (90) days to either (1) cure any and all
default in repayment of this Note, or (2) execute and record a Quitclaim Deed conveying
Tract E to the Town.
[ Signature Page Follows ]
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IN WITNESS WHEREOF, the District has caused this Note to be executed in its
name by the manual signature of its Fire Chief and General Manager and its corporate
seal to be affixed hereon and attested by the manual signature of its Secretary and this
Note to be dated as of June 8, 2015.
[SEAL]
EAGLE RIVER FIRE PROTECTION
DISTRICT
By:
hief and General Manager
Attest:
Secretary
APPROVED AS TO FORM AND SUBSTANCE:
TOWN OF AVON, COLORADO ( "Registered Owner ")
g .
J nie Fancher, Mayor
6�2D,1--,00
D
Eric J. He' on Town Attorney
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ATTEST:
Debbie Hoppe, Towi Oerk
SCHEDULE OF PAYMENTS
Date of
Amount of
Principal
Payment
Payment
Balance
12/01/2015
$ 71,798.90
$ 646,190.05
06/01/2016
$ 71,798.90
$ 574,391.15
12/01/2016
$71,798.90
$ 502,592.25
06/01/2017
$ 71,798.90
$ 430,793.35
12/01/2017
$ 71,798.90
$ 358,994.45
06/01/2018
$ 71,798.90
$ 287,195.55
12/01/2018
$71,798.90
$ 215,396.65
06/01/2019
$ 71,798.90
$ 143,597.75
12/01/2019
$ 71,798.90
$ 71,798.85
06/01/2020
$ 71,798.85
$ 0.00
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