TC Resolution 20-07 Concerning the URA and its Tax Increment Revenue Refunding NoteTOWN OF AVON
RESOLUTION NO. 20-07
A RESOLUTION CONCERNING THE AVON URBAN
RENEWAL AUTHORITY AND ITS TAX INCREMENT
REVENUE REFUNDING NOTE, SERIES 2020;
AUTHORIZING AND DIRECTING ACTIONS BY THE
TOWN MANAGER WITH RESPECT TO THE
PREPARATION OF REQUESTS TO THE TOWN
COUNCIL FOR APPROPRIATION OF MONEYS TO FUND
ANY DEFICIENCIES IN THE BOND ACCOUNT PLEDGED
TO THE PAYMENT OF SUCH BONDS; AUTHORIZING
THE 2020 COOPERATION AGREEMENT; AND OTHER
ACTIONS TAKEN BY THE TOWN IN CONNECTION
THEREWITH.
WHEREAS, the Town Council (the "Town Council") of the Town of Avon,
Colorado (the "Town"), by Resolution No. 07-20, adopted June 26, 2007, created the Avon
Urban Renewal Authority of the Town (the "Authority"); and
WHEREAS, pursuant to Resolution No. 07-27, adopted on August 14, 2007, and
as amended pursuant to Resolution No. 15-21, Series of 2015, on November 10, 2015, the Town
approved the Town Center West Area Urban Renewal Plan, as amended (the "Plan") pursuant to
the Colorado Urban Renewal Law (the "URA Law"); and
WHEREAS, the Authority has previously issued its Tax Increment Revenue
Bonds, Series 2013 in the original aggregate principal amount of $6,825,000, and presently
outstanding in the aggregate principal amount of $4,560,000 (the "2013 Bonds"), for the purpose
of financing the acquisition, construction and equipping of the Urban Renewal Project and
refinancing a loan be and between the Authority and Vectra Bank dated May 28, 2009; and
WHEREAS, in connection with the issuance of the 2013 Bonds, the Town and the
Authority executed and delivered a Cooperation Agreement (the "2013 Cooperation
Agreement") pursuant to which the Town agreed, subject to certain conditions, to loan funds to
the Authority for urban renewal purposes; and
WHEREAS, pursuant to Resolution No. 16-04, Series of 2016 of the Authority,
the ("2017 Bond Resolution"), the Authority has previously issued its Tax Increment Revenue
Bonds, Series 2017, in the original aggregate principal amount of $3,000,000 (the "2017 Bonds")
for the purpose of financing the acquisition, construction and equipping of the project described
in the 2017 Bond Resolution and the Plan; and
WHEREAS, in connection with the issuance of the 2017 Bonds, the Town and the
Authority executed and delivered a Cooperation Agreement (the "2017 Cooperation
Agreement") pursuant to which the Town agreed, subject to certain conditions, to loan Rinds to
the Authority for urban renewal purposes; and
WHEREAS, the Authority intends to issue, pursuant to a certain Loan Agreement
(the "2020 Loan Agreement"); its Tax Increment Revenue Refunding Note, Series 2020, with a
lender hereafter determined by the Authority (the "Lender") to obtain a loan in the principal
amount of not to exceed $4,700,000 (the "Loan") in order to finance the costs of refunding the
2013 Bonds (the "Refunding Project"); and
WHEREAS, all capitalized terms used herein and not otherwise defined shall
have the meanings set forth in the 2020 Loan Agreement; and
WHEREAS, pursuant to a 2020 Cooperation Agreement (the "2020 Cooperation
Agreement") between the Town and the Authority, the Town will agree, subject to conditions
specified in the 2020 Cooperation Agreement, to loan funds to the Authority for the Refunding
Project and deposit to certain funds in accordance with the Loan Agreement; and
WHEREAS, the Town Council has determined that it is in the best interest of the
Town and the Authority has determined it is in the best interest of the Authority, that the 2017
Cooperation Agreement remain in full force and effect, and that this 2020 Cooperation
Agreement shall be an additional cooperation agreement among the Town and the Authority,
which agreement shall supersede and replace in its entirety the 2013 Cooperation Agreement;
and
WHEREAS, pursuant to the 2020 Cooperation Agreement between the Town and
the Authority, the Town may agree, subject to conditions specified in the 2020 Cooperation
Agreement, to loan funds to the Authority for the Project; and
WHEREAS, the Loan Agreement requires that the Pledged Property Tax
Revenues be deposited in the Revenue Fund and that moneys on deposit in the Revenue Fund be
transferred each month to the Loan Payment Fund in the amounts set forth therein to pay the next
installment of interest and principal on the outstanding Note in accordance with the Loan
Agreement; and
WHEREAS, the Loan Agreement contemplates that if, in any month, there are
insufficient moneys on deposit in the Revenue Fund to make the payments into the Loan
Payment Fund in the amounts required by the Loan Agreement, or if the Executive Director
anticipates that there will be a deficiency in moneys on deposit in the Revenue Fund to make any
such deposit in any given month, then the Executive Director shall immediately notify the Town
Manager of any such insufficiency, and the Town Manager shall notify the Town Council of any
such insufficiency in the Revenue Fund and request an appropriation or supplemental
appropriation in an amount sufficient to make up any such insufficiency; and
WHEREAS, the Town Council wishes to make a non-binding statement of its
present intent to appropriate funds in an amount sufficient to make deposits to the Loan Payment
Fund in an amount equal to any such deficiency in the Revenue Find and to authorize and direct
the Town Manager to take certain actions for the purpose of causing requests for such
appropriations to be presented to the Town Council for consideration; and
WHEREAS, the form of the 2020 Cooperation Agreement is on file with the
Town Clerk.
4
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE
TOWN OF AVON, COLORADO:
Section 1. Appropriations to the Loan Payment Fund. In each year the Note
is outstanding, and as provided in the Loan Agreement, if, in any month, there are insufficient
moneys on deposit in the Revenue Fund to make the transfers into the Loan Payment Fund in the
amounts required by the Loan Agreement, or if the Executive Director anticipates that there will
be a deficiency in moneys on deposit in the Revenue Fund to make any such transfers in any
given month, then the Executive Director is required to immediately notify the Town Manager of
any such insufficiency. Upon the receipt of any such notice from the Executive Director, the
Town Manager shall prepare and submit to the Town Council a request for an appropriation of
an amount equal to any such insufficiency, to be deposited in the Loan Payment Account. It is
the present intention and expectation of the Town Council to appropriate such funds as
requested, within the limits of available funds and revenues, but this declaration of intent shall
not be binding upon the Town Council or any future Town Council in any future fiscal year. The
Town Council may determine in its sole discretion, but shall never be required, to make the
appropriations so requested. All sums appropriated by the Town Council for such purpose shall
be deposited by or on behalf of the Authority into the Bond Account. Nothing provided in this
Section 1 shall create or constitute a debt, liability or multiple fiscal year financial obligation of
the Town.
Section 2. Repyment of Amounts Appropriated. In the event that the Town
Council appropriates funds as contemplated by Section 1 hereof, any amounts actually advanced
shall be treated as a loan from the Town to the Authority under the 2020 Cooperation Agreement
and shall be repaid by the Authority from and to the extent of Pledged Revenues available for the
payment of subordinate obligations in accordance with the Loan Agreement.
Section 3. Limitation to Note. Unless otherwise expressly provided by a
subsequent resolution of the Town Council, the provisions of this Resolution shall apply only to
the funding of the Loan Payment Account originally established in connection with the Note and
shall not apply to any other additional obligations.
Section 4. Approval and Authorization of the 2020 Cooperation Agreement.
The form of the 2020 Cooperation Agreement is hereby approved. The Town shall enter into
and perforin its obligations under the 2020 Cooperation Agreement, in substantially the form of
such document as is on file with the Town Clerk, provided that such document may be
completed, corrected or revised as deemed necessary by the parties thereto in order to carry out
the purposes of this Resolution, the execution thereof being deemed conclusive approval of any
such changes by the Town. The Mayor or Town Manager is hereby authorized and directed to
execute the 2020 Cooperation Agreement on behalf of the Town, and the Town Clerk is hereby
authorized to attest to the 2020 Cooperation Agreement.
Section 5. General Repealer. All prior resolutions, or parts thereof,
inconsistent herewith are hereby repealed to the extent of such inconsistency.
Section 6. Effectiveness. This Resolution shall take effect immediately upon
its passage.
PASSED AND ADOPTED March 26, 2020,
ATTEST:
Torres, Town
TOWN OF AVON, COLORADO
Sarah Smith Hymes, Mayor
APPROVED AS TO FORM
4
Wisor, Town Attorney
ATTEST:
PASSED AND ADOPTED March 26, 2020.
TOWN OF AVON, COLORADO
P
I IWASA
Sara rnith Hymes, Mayor
APPROVED AS TO FORM
Torres, erk , Paul Wisor, Town Attorney
4
PASSED AND ADOPTED March 26, 2020.
ATTEST:
Brenda Torres, Town Clerk
TOWN OF AVON, COLORADO
Sarah Smith llymes, Mayor
APPROVED AS TO FORM
P u( Wisor, Town Attorney
4
EXHIBIT A
MORAL OBLIGATION RESOLUTION
TOWN OF AVON
CERTIFICATE AS TO RESOLUTION
1, the undersigned, hereby certify that I am the Town Clerk for the Town of Avon,
Colorado (the "Town") and that attached hereto is a true and correct copy of Resolution No. 20-
07, Series of 2020, which resolution was duly adopted by the Town Council of the Town at a
regular meeting thereof held on March 26, 2020, at which meeting a quorum was present and
acting throughout, and which resolution has not been revoked, rescinded, repealed, amended, or
modified and is in full force and effect on the date hereof.
WITNESS my hand this Ist day of May, 2020,
TOWN OF AVON, COL
-hiJIM&A t, E Av 1j:
Brenda To s, �jown Clerk..-'
STATE OF COLORADO )
SS.
TOWN OF AVON )
I, Brenda Torres, the Town Clerk of the Town of Avon, Colorado, do hereby
certify that:
1. The foregoing pages are a true and correct copy of a resolution (the
"Resolution") passed and adopted by the Town Council (the "Council") at a regular meeting held
on March 26, 2020.
2. The Resolution was duly moved and seconded and the Resolution was
adopted at the meeting of March 26, 2020, by an affirmative vote of a majority of the members
of the Council as follows:
Councilmember
Voting "Yes"
Voting "No"
Absent
Abstaining
Sarah Smith Hymes, Mayor
S/
Amy Phillips, Mayor Pro -Tem
L
Jennie Fancher
Scott Prince
Chico Thuon
Tamra Nottingham -Underwood
Jake Wolf
3. The members of the Council were present at such meetings and voted on
the passage of such Resolution as set forth above.
4. The Resolution was approved and authenticated by the signature of the
Mayor of the Town, sealed with the Town seal, attested by the Town Clerk and recorded in the
minutes of the Council.
5. There are no bylaws, rules or regulations of the Council which might
prohibit the adoption of said Resolution.
6. Notice of the meeting of March 26, 2020, in the form attached hereto as
Exhibit A. was posted at the Avon Town Hall, 100 Mikaela Way; Avon Recreation Center, 90
Lake Street; Avon Public Library, 200 Benchmark Road; Avon Elementary School, 850 W
Beaver Creek Boulevard and the Town's website, not less than twenty-four (24) hours prior to
the meeting in accordance with law.
E
(SEAL)
AVITNESS my hand and the seal of the Town affixed March 26, 2020....
OF AI�a�
R
Town C rk�.
Exhibit A
(Form of Notice of Meeting)
A-1
neon
TOWN OF AVON, COLORADO
NOTICE OF VIRTUAL AVON TOWN
COUNCIL MEETING
TUESDAY, MARCH 24, 2020
5:00 p.m.
Due to the current situation with COVID-19 and the closure of Avon Town Hall, the Avon
Town Council meeting will be held virtually. All log in information can be found below:
Join Zoom Meeting
Via Weblink: https://zoom.us/m/557426023
Via Phone: +1 301 715 8592 US
Meeting ID: 557 426 023
If you have any questions, please contact the Town of Avon at 970-748-4022 or kmoore@avon.org
TOWN OF AVON, COLORADO
BY: Kendall Moore
Deputy Town Clerk
POSTED AT THE FOLLOWING PUBLIC PLACES WITHIN THE TOWN OF AVON ON MARCH 20,
2020:
✓ AVON TOWN HALL
✓ AVON RECREATION CENTER
✓ AVON PUBLIC LIBRARY
✓ AVON ELEMENTARY SCHOOL
✓ WWW.AVON.ORG
AVON TOWN COUNCIL MEETING AGENDA
THURSDAY, MARCH 26, 2020 .4v
MEETING BEGINS AT 5:00 PM (ALL START TIMES LISTED IN RED ARE APPROXIMATE) O n
COLORADO
AVON TOWN COUNCIL REGULAR MEETING BEGINS AT 5:00 PM
1. CALL TO ORDER AND ROLL CALL
2. APPROVAL OF AGENDA
3. DISCLOSURE OF ANY CONFLICTS OF INTEREST RELATED TO AGENDA ITEMS
4. PUBLIC COMMENT - COMMENTS ARE WELCOME ON ITEMS NOT LISTED ON THE FOLLOWING AGENDA
[AN INITIAL THREE (3) MINUTE LIMIT ALLOWED TO EACH PERSON WISHING TO SPEAK. SPEAKER MAY REQUEST
MORE TIME AT THE END OF THE THREE (3) MINUTES, WHICH MAY BE APPROVED BY A MAJORITY OF THE COUNCIL.]
5. BUSINESS ITEMS
5.1. RESOLUTION 20-08 ADOPTING AN ELECTRONIC PARTICIPATION POLICY FOR TOWN MEETINGS DURING A
LOCAL DISASTER EMERGENCY (TOWN ATTORNEY PAUL WISOR) (5 MINUTES) 5:10
5.2. UPDATE AND DISCUSSION ON COVID-19 (TOWN MANAGER ERIC HEIL) (30 MINUTES) 5:15
5.3. RESOLUTION 20-06 EXTENDING THE TOWN OF AVON EMERGENCY DECLARATION OF MARCH 19, 2020
(TOWN ATTORNEY PAUL WISOR) (10 MINUTES) 5:45
5.4. PRESENTATION: PROPERTY TAX INCREASE IN MAY FOR FIRE DISTRICT (KARL BAUER, FIRE CHIEF) (20
MINUTES) 5:55
5.5. PUBLIC HEARING SECOND READING OF ORDINANCE 20-04 REFINANCING THE TOWNS SERIES 2010
CERTIFICATES OF PARTICIPATION (COPS) (FINANCE DIRECTOR SCOTT WRIGHT) (10 MINUTES) 6:15
5.6. RESOLUTION N0. 20-07 CONCERNING THE AVON URBAN RENEWAL AUTHORITY AND ITS TAX INCREMENT
REVENUE REFUNDING LOAN (FINANCE DIRECTOR SCOTT WRIGHT) (10 MINUTES) 6:25
5.7. RESOLUTION 20-09 DEFERRAL OF SALES TAX PAYMENTS AND RETURNS (TOWN ATTORNEY PAUL
WISOR) (20 MINUTES) 6:35
5.8. 2020 COUNCIL MEETING SCHEDULE: DISCUSSION OF ADDITIONAL COUNCIL MEETINGS (TOWN MANAGER
ERIC HEIL) (10 MINUTES) 6:55
5.9. APPROVAL OF MINUTES FROM MARCH 10, 2020 REGULAR COUNCIL MEETING (INTERN CHARISE BISHOP)
(5 MINUTES) 7:05
RECESS TO ALLOW AVON TOWN COUNCIL TO CONVENE AS THE AVON URBAN RENEWAL AUTHORITY BOARD 7:10
RECONVENE AVON TOWN COUNCIL MEETING 7:30
6. WRITTEN REPORTS
6.1. MONTHLY FINANCIALS REPORT (SENIOR ACCOUNTANT NELLY BURNS)
MEETING AGENDAS AND PACKETS ARE FOUND AT: WWW.AVON.ORG
AGENDAS ARE POSTED AT AVON TOWN HALL, AVON RECREATION CENTER, AVON ELEMENTARY AND AVON PUBLIC LIBRARY
IF YOU HAVE ANY SPECIAL ACCOMMODATION NEEDS, PLEASE, IN ADVANCE OF THE MEETING,
CALL TOWN CLERK BRENDA TORRES AT 970-748-4001 OR EMAIL BTORRES@AVON.ORG WITH ANY SPECIAL REQUESTS.
6.2. PHOTO MONUMENTS FOR AVON'S HISTORY (PLANNING DIRECTOR MATT PIELSTICKER)
7. MAYOR & COUNCIL COMMENTS & MEETING UPDATES (10 MINUTES) 7:30
8. EXECUTIVE SESSION (30 MINUTES) 7:40
8.1. EXECUTIVE SESSION PURSUANT TO C.R.S. §24-6-402(4)(B) AND (E) FOR PURPOSES OF SEEKING
LEGAL ADVICE FROM THE TOWN ATTORNEY AND DETERMINING POSITIONS RELATIVE TO MATTERS
THAT MAY BE SUBJECT TO NEGOTIATIONS CONCERNING THE OLD FIREHOUSE.
9. ADJOURN 8:10
`Public Comments: Council agendas shall include a general item labeled "Public Comment' near the beginning of all Council meetings. Members of
the public who wish to provide comments to Council greater than three minutes are encouraged to schedule time in advance on the agenda and to provide
written comments and other appropriate materials to the Council in advance of the Council meeting. The Mayor shall permit public comments for any
action item or work session item and may permit public comment for any other agenda item, and may limit such public comment to three minutes per
individual, which limitation may be waived or increased by a majority of the quorum present. Article Vl. Public Comments, Avon Town Council
Simplified Rules of Order, Adopted by Resolution No. 17.05.
FUTURE MEETING AGENDAS:
(NOTE: Future Meeting Agendas will adjust based on COVID-19 impacts to schedules and priorities)
April 28, 2020
- PUBLIC HEARING: 1ST AMENDMENT TO 2020 BUDGET
- STRATEGIC PLAN QUARTERLY UPDATE
- STAFF UPDATE ON OLD TOWN HALL DEMOLITION
- NOTICE OF AWARD FOR NOTTINGHAM PARK UTILITY
- PRESENTATION: ICE SKATING ON NOTTINGHAM LAKE
- WORK SESSION: PEDESTRIAN CROSSINGS He INTERSECTIONS
- WORK SESSION: DEED RESTRICTED HOUSING PROGRAM
- WORK SESSION: POTENTIAL FUNDING SOURCES FOR COMMUNITY HOUSING
- INTERVIEW OF PLANNING AND ZONING COMMISSION CANDIDATES
May 12, 2020
- INTERVIEWS OF CULTURAL, ARTS, AND SPECIAL EVENTS COMMITTEE CANDIDATES AND APPOINTMENT OF 3
MEMBERS
- AVON PD SWEARING IN AND BADGE PINNING OF OFFICER ANDRES "ANDY" SANDOVAL
AVON PD ANNUAL PRESENTATION
AVON PD AWARDS PRESENTATION
AVON PD FLEET REPORT FOR DISCUSSION
- WILDRIDGE SUBDIVISION WILDLAND FIRE MITIGATION AND EMERGENCY PREPAREDNESS WORK SESSION
MEETING AGENDAS AND PACKETS ARE FOUND AT: WWW.AVON.ORG
AGENDAS ARE POSTED AT AVON TOWN HALL, AVON RECREATION CENTER, AVON ELEMENTARY AND AVON PUBLIC LIBRARY
IF YOU HAVE ANY SPECIAL ACCOMMODATION NEEDS, PLEASE, IN ADVANCE OF THE MEETING,
CALL TOWN CLERK BRENDA TORRES AT 970-748-4001 OR EMAIL BTORRES@AVON.ORG WITH ANY SPECIAL REQUESTS.
AVON URBAN RENEWAL AUTHORITY MEETING AGENDA
THURSDAY, MARCH 26, 2020 Avon
COLORADO
AVON URBAN RENEWAL AUTHORITY MEETING BEGINS AT APPX 7:10 PM OR AS SOON THEREAFTER AS POSSIBLE
CALL TO ORDER AND ROLL CALL
2. APPROVAL OF AGENDA
3. PUBLIC COMMENT
4. BUSINESS ITEMS
4.1. RESOLUTION 20-03 ADOPTING AN ELECTRONIC PARTICIPATION POLICY FOR TOWN MEETINGS DURING A
LOCAL DISASTER EMERGENCY TOWN ATTORNEY PAUL WISOR)
4.2. RESOLUTION 20-01 DESIGNATING LOCATIONS FOR POSTING THE NOTICES OF PUBLIC MEETINGS
4.3. ENGAGEMENT LETTER WITH BUTLER SNOW AS BOND COUNSEL FOR THE PURPOSE OF REFINANCING THE
AUTHORITY'S OUTSTANDING 2013 BONDS (TREASURER SCOTT WRIGHT)
4.4. ENGAGEMENT LETTER WITH PIPER SANDLER AS PRIVATE PLACEMENT AGENT FOR THE PURPOSE OF
REFINANCING THE AUTHORITY'S OUTSTANDING 2013 BONDS (TREASURER SCOTT WRIGHT)
4.5. PUBLIC HEARING: RESOLUTION 20-02 APPROVING AND DIRECTING THE EXECUTION OF A LOAN AGREEMENT
FOR THE PURPOSE OF REFINANCING THE AUTHORITY'S TAX INCREMENT REVENUE BONDS, SERIES 2013
(TREASURER SCOTT WRIGHT)
4.6. APPROVAL OF DECEMBER 10, 2019 URA MEETING MINUTES (AUTHORITY CLERK BRENDA TORRES)
5. ADJOURN
'Public Comments: Council agendas shall include a general item labeled "Public Comment' near the beginning of all Council meetings.
Members of the public who wish to provide comments to Council greater than three minutes are encouraged to schedule time in advance on the
agenda and to provide written comments and other appropriate materials to the Council in advance of the Council meeting. The Mayor shall
permit public comments for any action item or work session item, and may permit public comment for any other agenda item, and may limit such
public comment to three minutes per individual, which limitation may be waived or increased by a majority of the quorum present. Article VI.
Public Comments, Avon Town Council Simplified Rules of Order, Adopted by Resolution No. 17-05.
MEETING AGENDAS AND PACKETS ARE FOUND AT: WWW.AVON.ORG
AGENDAS ARE POSTED AT AVON TOWN HALL, AVON RECREATION CENTER, AVON ELEMENTARY AND AVON PUBLIC LIBRARY
IF YOU HAVE ANY SPECIAL ACCOMMODATION NEEDS, PLEASE, IN ADVANCE OF THE MEETING,
CALL TOWN CLERK BRENDA TORRES AT 970-748-4001 OR EMAIL BTORRES@AVON.ORG WITH ANY SPECIAL REQUESTS.
STERLING
NATIONAL BANK
May 1, 2020
Avon Urban Renewal Authority
c/o Town Manager
Town of Avon
100 Mikaela Way
Avon, Colorado 81620
Re: Avon Urban Renewal Authority -- $4,111,000 Tax Increment Revenue
Refunding Loan, Series 2020 (the "Loan Obligation")
Ladies and Gentlemen:
Sterling National Bank (the "Lender") is extending credit to the Avon Urban Renewal Authority
(the "Authority"), evidenced by the Loan Obligation to hold for its own account to maturity or earlier
prepayment and has no present intent to distribute or sell any interest therein or portion thereof other
than to an affiliate of the Lender, provided that the Lender retains the right at any time to dispose of the
Loan Obligation or any interest therein or portion thereof, but agrees that any such sale, transfer or
distribution by the Lender shall be made in accordance with applicable law and the provisions of the Loan
Obligation. The Lender has required that as a condition to making such loan, that no CUSIP numbers be
obtained and that the Loan Obligation not be made DTC eligible.
The Lender is a lender that regularly extends credit by making loans in the form of state and local
government obligations; has knowledge and experience in financial and business matters that make it
capable of evaluating the Authority, the Loan Obligation and the risks associated with the making of such
loan; and has the ability to bear the economic risk of extending the credit evidenced by the Loan
Obligation.
The Lender acknowledges that it is (a) a "qualified institutional buyer" as defined in Rule 144A
promulgated by the Securities and Exchange Commission pursuant to the Securities Act of 1933, as
amended (the "Securities Act"), or (b) an "accredited investor" as defined in Section 501(a)(1), (2), (3) or
(7) of Regulation D promulgated under the Securities Act.
The Lender has conducted its own investigation of the financial condition of the Authority and of
the security for the payment of the principal of and interest on the Loan Obligation, and has obtained
such information regarding the Loan Obligation, the Authority and its operations, financial condition and
financial prospects as the Lender deems necessary to make an informed credit decision with respect to
the making of the loan evidenced by the Loan Obligation.
The Lender acknowledges that (a) the Loan Obligation (i) has not been registered under the
Securities Act of 1933, as amended, (ii) has not been registered or otherwise qualified for sale under the
securities laws of any state, (iii) will not be listed on any securities exchange, and (iv) will carry no rating
from any rating agency; and (b) there is no established market for the Loan Obligation and that none is
likely to develop. The Lender acknowledges that (a) the making of the loan evidenced by the Loan
-2 -
Obligation is not intended to be subject to the requirements of Rule 15c2-12 promulgated under the
Securities Exchange Act of 1934, as amended, and (b) the Authority has not prepared or caused to be
prepared, any official statement, private placement memorandum or other offering document, or other
disclosure document.
The Lender is not acting as a fiduciary for the Authority or in the capacity of broker, dealer,
placement agent, municipal securities underwriter, municipal advisor or fiduciary in connection with its
making of the loan evidenced by the Loan Obligation. The Lender has not acted as an agent or served as
the Authority's municipal advisor (as defined in Section 15B of the Securities and Exchange Act of 1934).
The Lender has no fiduciary duty to the Authority, and is entering into an arm's length transaction
involving extending credit to the Authority evidenced by the Loan Obligation. The Lender has not
provided, and will not provide, financial, legal (including securities law), tax, accounting or other advice to
or on behalf of the Authority (including to any financial advisor or any placement agent engaged by the
Authority) with respect to the structuring, issuance, sale or delivery of the Loan Obligation. The Lender
expresses no view regarding the legal sufficiency of its representations for purposes of compliance with
any legal requirements applicable to any other party, including but not limited to the Authority or its
financial advisor or placement agent.
The Lender acknowledges that it understands the meaning and legal consequences of the
representations set forth herein and that the Authority, its general counsel, and Butler Snow LLP, as bond
counsel (the "Bond Counsel"), have relied and will rely upon such representations.
STERLING NATIONAL BANK
By:�'�
Name: Kevin C. King
Title: Senior Vice President, Senior Mana ng Director
BUTLER 1 N'°t,.
rYJ l.�i��
May 1, 2020
Sterling National Bank
500 Seventh Avenue, 3 d Floor
New York, New York 10018
$4,111,000
Avon Urban Renewal Authority, Colorado
Tax Increment Revenue Refunding Loan
Ladies and Gentlemen:
We have acted as bond counsel to the Avon Urban Renewal Authority, an urban
renewal authority in the State of Colorado (the "Authority"), in connection with the
authorization, execution and delivery of a loan agreement dated as of the date hereof (the "Loan
Agreement") by and between the Authority and Sterling National Bank, as lender (the
"Lender"), and a promissory note issued pursuant to the Loan Agreement evidencing the a loan
by the Lender to the Authority in the amount of $4,111,000 (the "Note"). Today we have
delivered to you a copy of our executed approving opinion related to the Note dated the date
hereof and addressed to the Authority. You are hereby authorized to rely on the legal
conclusions expressed in the opinion in your capacity as lender under the Loan Agreement (the
"Lender").
We assume no obligation to advise you of any changes in the above-described
opinion subsequent to the delivery hereof. This letter is furnished to you as the Lender in
connection with the execution and delivery of the Loan Agreement and the issuance of the Note
and may not be relied upon by any other party other than your duly authorized successors and
assigns without the prior written consent of this firm.
In connection with the execution and delivery of the Loan Agreement and the
issuance of the Note, we have represented the Authority, which is our sole client in this
transaction. Delivery of this letter to you does not establish an attorney-client relationship
between Sterling National Bank and this firm. In connection with the Loan Agreement and the
Note, you have been represented by independent counsel, Gilmore & Bell, P.C.
Very truly yours,
BUTLER SNOW LLP
T720.330.2300 1 1801 California Street
F720.330.2301 Suite 5100
www.butlersnotv.com Denver, CO 80202
BUTLER Show LLP
$491119000
Avon Urban Renewal Authority
Town of Avon, Colorado
Final Numbers
AVO n
April 21, 2020
PIPER SANDLER
TABLE OF CONTENTS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Report
Page
Sources and Uses of Funds . . . . . . . . . . . . . .
. . . . . . . . . . . . . 1
Summary of Bonds Refunded . . . . . . . . . . . . .
. . . . . . . . . . . . . 2
Prior Bond Debt Service . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 3
Bond Debt Service . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 4
Savings. . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 6
Summary of Refunding Results . . . . . . . . . . . .
. . . . . . . . . . . . . 7
Bond Summary Statistics . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 8
Bond Pricing . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . 9
Escrow Requirements . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 10
Form 8038 Statistics . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 11
Proof of Arbitrage Yield . . . . . . . . . . . . . . .
. . . . . . . . . . . . . 13
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \a -c issuer\avon, town of\Avon URA:AVON_URA-R_13,R_13)
PIPER a SANDLER
SOURCES AND USES OF FUNDS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Sources:
Bond Proceeds:
Par Amount
4,111,000.00
Other Sources of Funds:
2013 Debt Service Reserve Fund
628,240.00
4,739,240.00
Uses:
Refunding Escrow Deposits:
Cash Deposit
4,672,480.00
Delivery Date Expenses:
Cost of Issuance
66,760.00
4,739,240.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 1
PIPER I SANDLER
SUMMARY OF BONDS REFUNDED
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Maturity Interest Par Call Call
Bond Date Rate Amount Date Price
Series 2013, 2013:
BOND 12/01/2020
3.520%
440,000.00
05/01/2020
101.000
12/01/2021
3.520%
455,000.00
05/01/2020
101.000
12/01/2022
3.520%
470,000.00
05/01/2020
101.000
12/01/2023
3.520%
485,000.00
05/01/2020
101.000
12/01/2024
3.520%
505,000.00
05/01/2020
101.000
12/01/2025
3.520%
525,000.00
05/01/2020
101.000
12/01/2026
3.520%
540,000.00
05/01/2020
101.000
12/01/2027
3.520%
560,000.00
05/01/2020
101.000
12/01/2028
3.520%
580,000.00
05/01/2020
101.000
4,560,000.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 2
PIPER � SANDLER
PRIOR BOND DEBT SERVICE
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Period
Ending
Principal
Coupon
Interest
Debt
Service
12/01/2020
440,000
3.520%
160,512
600,512
12/01/2021
455,000
3.520%
145,024
600,024
12/01/2022
470,000
3.520%
129,008
599,008
12/01/2023
485,000
3.520%
112,464
597,464
12/01/2024
505,000
3.520%
95,392
600,392
12/01/2025
525,000
3.520%
77,616
602,616
12/01/2026
540,000
3.520%
59,136
599,136
12/01/2027
560,000
3.520%
40,128
600,128
12/01/2028
580,000
3.520%
20,416
600,416
4,560,000
839,696
5,399,696
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 3
PIPER I SANDLER
BOND DEBT SERVICE
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Period
Ending
Principal
Coupon
Interest
Debt Service
12/01/2020
460,000
2.110%
50,599.56
510,599.56
12/01/2021
424,000
2.110%
77,036.10
501,036.10
12/01/2022
433,000
2.110%
68,089.70
501,089.70
12/01/2023
442,000
2.110%
58,953.40
500,953.40
12/01/2024
451,000
2.110%
49,627.20
500,627.20
12/01/2025
461,000
2.110%
40,111.10
501,111.10
12/01/2026
470,000
2.110%
30,384.00
500,384.00
12/01/2027
480,000
2.110%
20,467.00
500,467.00
12/01/2028
490,000
2.110%
10,339.00
500,339.00
4,111,000
405,607.06
4,516,607.06
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 4
PIPER I SANDLER
BOND DEBT SERVICE
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Period
Ending
Principal
Coupon
Interest
Debt Service
Annual
Debt Service
06/01/2020
-
-
7,228.51
7,228.51
-
12/01/2020
460,000
2.110%
43,371.05
503,371.05
510,599.56
06/01/2021
-
-
38,518.05
38,518.05
-
12/01/2021
424,000
2.110%
38,518.05
462,518.05
501,036.10
06/01/2022
-
-
34,044.85
34,044.85
-
12/01/2022
433,000
2.110%
34,044.85
467,044.85
501,089.70
06/01/2023
-
-
29,476.70
29,476.70
-
12/01/2023
442,000
2.110%
29,476.70
471,476.70
500,953.40
06/01/2024
-
-
24,813.60
24,813.60
-
12/01/2024
451,000
2.110%
24,813.60
475,813.60
500,627.20
06/01/2025
-
-
20,055.55
20,055.55
-
12/01/2025
461,000
2.110%
20,055.55
481,055.55
501,111.10
06/01/2026
-
-
15,192.00
15,192.00
-
12/01/2026
470,000
2.110%
15,192.00
485,192.00
500,384.00
06/01/2027
-
-
10,233.50
10,233.50
-
12/01/2027
480,000
2.110%
10,233.50
490,233.50
500,467.00
06/01/2028
-
-
5,169.50
5,169.50
-
12/01/2028
490,000
2.110%
5,169.50
495,169.50
500,339.00
4,111,000
405,607.06
4,516,607.06
4,516,607.06
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 5
PIPER I SANDLER
SAVINGS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Date
Prior
Debt Service
Refunding
Debt Service
Savings
Present Value
to 05/01/2020
@ 2.1101756%
12/01/2020
600,512.00
510,599.56
89,912.44
89,579.31
12/01/2021
600,024.00
501,036.10
98,987.90
96,098.94
12/01/2022
599,008.00
501,089.70
97,918.30
93,054.26
12/01/2023
597,464.00
500,953.40
96,510.60
89,779.36
12/01/2024
600,392.00
500,627.20
99,764.80
90,833.01
12/01/2025
602,616.00
501,111.10
101,504.90
90,455.09
12/01/2026
599,136.00
500,384.00
98,752.00
86,138.31
12/01/2027
600,128.00
500,467.00
99,661.00
85,083.34
12/01/2028
600,416.00
500,339.00
100,077.00
83,621.14
5,399,696.00
4,516,607.06
883,088.94
804,642.77
Savings Summary
Dated Date
05/01/2020
Delivery Date
05/01/2020
PV of savings from cash flow
804,642.77
Less: Prior funds on hand
(628,240.00)
Net PV Savings
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan
176.402.77
(q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 6
PIPER I SANDLER
SUMMARY OF REFUNDING RESULTS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date
05/01/2020
Delivery Date
05/01/2020
Arbitrage yield
2.110176%
Escrow yield
0.000000%
Value of Negative Arbitrage
-
Bond Par Amount
4,111,000.00
True Interest Cost
2.110176%
Net Interest Cost
2.110000%
Average Coupon
2.110000%
Average Life
4.676
Weighted Average Maturity
4.676
Par amount of refunded bonds
4,560,000.00
Average coupon of refunded bonds
3.520000%
Average life of refunded bonds
4.815
Remaining weighted average maturity of refunded bonds
4.815
PV of prior debt to 05/01/2020 @ 2.110176%
4,915,642.77
Net PV Savings
176,402.77
Percentage savings of refunded bonds
3.868482%
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 7
PIPER I SANDLER
BOND SUMMARY STATISTICS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date
05/01/2020
Delivery Date
05/01/2020
First Coupon
06/01/2020
Last Maturity
12/01/2028
Arbitrage Yield
2.110176%
True Interest Cost (TIC)
2.110176%
Net Interest Cost (NIC)
2.110000%
All -In TIC
2.486593%
Average Coupon
2.110000%
Average Life (years)
4.676
Weighted Average Maturity (years)
4.676
Duration of Issue (years)
4.412
Par Amount
4,111,000.00
Bond Proceeds
4,111,000.00
Total Interest
405,607.06
Net Interest
405,607.06
Total Debt Service
4,516,607.06
Maximum Annual Debt Service
510,599.56
Average Annual Debt Service
526,206.65
Underwriter's Fees (per $1000)
Average Takedown
-
Other Fee
-
Total Underwriter's Discount
-
Bid Price
100.000000
Par
Average Average
PV of 1 by
Bond Component Value Price
Coupon Life
change
Bond Component 4,111,000.00 100.000
2.110% 4.676
1,806.06
4,111,000.00
4.676
1,806.06
All -In
Arbitrage
TIC
TIC
Yield
Par Value 4,111,000.00
4,111,000.00
4,111,000.00
+ Accrued Interest -
-
-
+ Premium (Discount) -
-
-
Underwriter's Discount -
-
- Cost of Issuance Expense
(66,760.00)
- Other Amounts -
-
Target Value 4,111,000.00
4,044,240.00
4,111,000.00
Target Date 05/01/2020
05/01/2020
05/01/2020
Yield 2.110176%
2.486593%
2.110176%
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 8
PIPER I SANDLER
BOND PRICING
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Maturity
Bond Component Date
Amount
Rate
Yield
Price
Bond Component:
Delivery Date
05/01/2020
First Coupon
06/01/2020
12/01/2020
460,000
2.110%
2.110%
100.000
12/01/2021
424,000
2.110%
2.110%
100.000
12/01/2022
433,000
2.110%
2.110%
100.000
12/01/2023
442,000
2.110%
2.110%
100.000
12/01/2024
451,000
2.110%
2.110%
100.000
12/01/2025
461,000
2.110%
2.110%
100.000
12/01/2026
470,000
2.110%
2.110%
100.000
12/01/2027
480,000
2.110%
2.110%
100.000
12/01/2028
490,000
2.110%
2.110%
100.000
Net Proceeds 4,111,000.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 9
4,111,000
Dated Date
05/01/2020
Delivery Date
05/01/2020
First Coupon
06/01/2020
Par Amount
4,111,000.00
Original Issue Discount
-
Production
4,111,000.00 100.000000%
Underwriter's Discount
-
Purchase Price
4,111,000.00 100.000000%
Accrued Interest
-
Net Proceeds 4,111,000.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 9
PIPER I SANDLER
ESCROW REQUIREMENTS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Period Principal Redemption
Ending Interest Redeemed Premium Total
05/01/2020 66,880.00 4,560,000.00 45,600.00 4,672,480.00
66,880.00 4,560,000.00 45,600.00 4,672,480.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 10
PIPER � SANDLER
FORM 8038 STATISTICS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Dated Date 05/01/2020
Delivery Date 05/01/2020
Redemption
Bond Component Date Principal Coupon Price Issue Price at Maturity
Bond Component:
0.00
Proceeds used for bond issuance costs (including underwriters' discount)
66,760.00
Proceeds used for credit enhancement
0.00
12/01/2020
460,000.00
2.110%
100.000
460,000.00
460,000.00
12/01/2021
424,000.00
2.110%
100.000
424,000.00
424,000.00
12/01/2022
433,000.00
2.110%
100.000
433,000.00
433,000.00
12/01/2023
442,000.00
2.110%
100.000
442,000.00
442,000.00
12/01/2024
451,000.00
2.110%
100.000
451,000.00
451,000.00
12/01/2025
461,000.00
2.110%
100.000
461,000.00
461,000.00
12/01/2026
470,000.00
2.110%
100.000
470,000.00
470,000.00
12/01/2027
480,000.00
2.110%
100.000
480,000.00
480,000.00
12/01/2028
490,000.00
2.110%
100.000
490,000.00
490,000.00
4,111,000.00
4,111,000.00
4,111,000.00
Stated Weighted
Maturity Interest Issue Redemption Average
Date Rate Price at Maturity Maturity Yield
Final Maturity 12/01/2028 2.110% 490,000.00 490,000.00 - -
Entire Issue - - 4,111,000.00 4,111,000.00 4.6760 2.1102%
Proceeds used for accrued interest
0.00
Proceeds used for bond issuance costs (including underwriters' discount)
66,760.00
Proceeds used for credit enhancement
0.00
Proceeds allocated to reasonably required reserve or replacement fund
0.00
Proceeds used to refund prior tax-exempt bonds
4,672,480.00
Proceeds used to refund prior taxable bonds
0.00
Remaining WAM of prior tax-exempt bonds (years)
4.8147
Remaining WAM of prior taxable bonds (years)
0.0000
Last call date of refunded tax-exempt bonds
05/01/2020
2011 Form 8038 Statistics
Proceeds used to currently refund prior issues
4,672,480.00
Proceeds used to advance refund prior issues
0.00
Remaining weighted average maturity of the bonds to be currently refunded
4.8147
Remaining weighted average maturity of the bonds to be advance refunded
0.0000
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 11
PIPER I SANDLER
FORM 8038 STATISTICS
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Refunded Bonds
Bond
Component
Date
Principal
Coupon
Price
Issue Price
Series 2013:
BOND
12/01/2020
440,000.00
3.520%
100.000
440,000.00
BOND
12/01/2021
455,000.00
3.520%
100.000
455,000.00
BOND
12/01/2022
470,000.00
3.520%
100.000
470,000.00
BOND
12/01/2023
485,000.00
3.520%
100.000
485,000.00
BOND
12/01/2024
505,000.00
3.520%
100.000
505,000.00
BOND
12/01/2025
525,000.00
3.520%
100.000
525,000.00
BOND
12/01/2026
540,000.00
3.520%
100.000
540,000.00
BOND
12/01/2027
560,000.00
3.520%
100.000
560,000.00
BOND
12/01/2028
580,000.00
3.520%
100.000
580,000.00
4,560,000.00 4,560,000.00
Remaining
Last Weighted
Call Issue Average
Date Date Maturity
Series 2013 05/01/2020 12/02/2013 4.8147
All Refunded Issues 05/01/2020 - 4.8147
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 12
PIPER I SANDLER
PROOF OF ARBITRAGE YIELD
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Loan, Series 2020
Sterling National Bank
Final Numbers
Present Value
to 05/01/2020
Date Debt Service @ 2.1101756026%
06/01/2020
7,228.51
7,215.88
12/01/2020
503,371.05
497,244.92
06/01/2021
38,518.05
37,652.02
12/01/2021
462,518.05
447,398.41
06/01/2022
34,044.85
32,588.10
12/01/2022
467,044.85
442,392.72
06/01/2023
29,476.70
27,629.31
12/01/2023
471,476.70
437,313.87
06/01/2024
24,813.60
22,775.33
12/01/2024
475,813.60
432,168.89
06/01/2025
20,055.55
18, 025.74
12/01/2025
481,055.55
427,853.92
06/01/2026
15,192.00
13,370.79
12/01/2026
485,192.00
422,568.91
06/01/2027
10,233.50
8,819.62
12/01/2027
490,233.50
418,090.72
06/01/2028
5,169.50
4,362.73
12/01/2028
495,169.50
413,528.14
4,516,607.06
4,111,000.00
Proceeds Summary
Delivery date
05/01/2020
Par Value
4,111,000.00
Target for yield calculation 4,111,000.00
Apr 21, 2020 2:46 pm Prepared by Marc T. Ragan (q:\ ... \avon, town of\Avon URA:AVON_URA-R_13,R_13) Page 13
OMNIBUS CERTIFICATE OF THE TOWN
IT IS HEREBY CERTIFIED on this May 1, 2020 by the undersigned, the duly chosen,
qualified, and acting Mayor, Town Clerk, Town Manager, and Director of Finance and
Administration (the "Finance Director") of the Town of Avon, Colorado (the "Town"), that:
1. The Town is a legally and regularly created, established, organized and
existing home rule municipality of the State of Colorado.
2. The Town, as originally incorporated, has never been consolidated with or
annexed to any other municipality. No territory has been disconnected from the Town as
originally incorporated.
3. Except as otherwise noted below, from at least March 26, 2020 up to and
including the date of this Certificate, the following were the duly chosen, qualified and acting
members of the Town Council (the "Town Council") and other officers of the Town:
Mayor: Sarah Smith Hymes
Mayor Pro Tem: Amy Phillips
Other Councilors: Jennie Fancher
Tamra Nottingham -Underwood
Scott: Prince
Chico Thuon
Jake Wolf
Town Manager:
Eric Heil
Finance Director:
Scott C. Wright
Town Clerk:
Brenda Torres
Town Attorney:
Paul Wisor, Esq.
4. The Town has previously created, organized, and established the Avon
Urban Renewal Authority, Colorado (the "Authority") pursuant to Title 31, Article 25, Part 1,
Colorado Revised Statutes (the "Urban Renewal Law"), and approved the Town Center West
Area Urban Renewal Plan (the "Plan") pursuant to Resolution No. 07-27, Series of 2007,
adopted on August 14, 2007. The Town approved minor modifications to the Plan pursuant to
Resolution No. 15-21, Series of 2015, adopted on November 10, 2015. No further modifications
have been made to the Plan by the Town subsequent to November 10, 2015.
5. On the date hereof, (A) the following agreements and resolution relating to
the Plan and for purposes authorized by the Urban Renewal Law, are in full force and effect, and
have not been amended, modified, or supplemented, except as specifically set forth herein:
(i) the Plan; (ii) the 2020 Cooperation Agreement dated as of May 1, 2020, between the
Authority and the Town (the "2020 Cooperation Agreement"); and (iii) Resolution No. 20-07,
Series of 2020, of the Town adopted on March 26, 2020 (the "Moral Obligation Resolution");
and (B) the Town has performed all of its obligations required under or specified in the 2020
Cooperation Agreement and the Moral Obligation Resolution required to be performed at or
prior to the date hereof.
6. The Town has the right and power to approve the Plan, to approve and
enter into the 2020 Cooperation Agreement, and to adopt the Moral Obligation Resolution and to
execute, deliver, and perform its respective obligations thereunder.
7. By official action of the Town, the Town has duly approved the Plan and
the 2020 Cooperation Agreement, and has duly adopted the Moral Obligation Resolution in
accordance with the Town Charter and State law; the Town has frill legal right, power, and
authority to enter into the 2020 Cooperation Agreement and to adopt the Moral Obligation
Resolution; the Town has duly authorized and approved the execution and delivery of, and the
performance by the Town of the obligations contained in, the 2020 Cooperation Agreement and
the Moral Obligation Resolution and all other transactions contemplated thereby.
8. Neither the corporate existence nor the boundaries of the Town, nor the
title of its present officers or any of them to their respective offices is being contested, including,
without limitation, the members of the Town Council.
9. Neither the 2020 Cooperation Agreement nor the Moral Obligation
Resolution have been supplemented, repealed, rescinded, revoked, modified, amended, changed,
or altered in any manner, and the Moral Obligation Resolution is in full force and effect on the
date hereof.
10. The Town has not received notice of any pending litigation, nor to the
Town's knowledge is there presently any threatened action, suit, proceeding, inquiry or
investigation against the Town, at law or in equity, by or before any court, public board or body,
nor to the Town's knowledge is there any basis therefor, in any way adversely affecting the legal
existence of the Town or the title of its officials or any of them to their respective offices, or
materially and adversely affecting the right of the Town to approve the Plan or in any way
materially and adversely contesting or affecting the territorial jurisdiction of the Town, the
validity or enforceability of the Plan, the 2020 Cooperation Agreement, or the Moral Obligation
Resolution, or contesting the power of the Town or its authority with respect to the 2020
Cooperation Agreement or the Moral Obligation Resolution.
11. To the best of the Town's knowledge, none of the following does or will
conflict with, or constitute a breach by the Town of, or a default by the Town under, any law,
court decree or order, governmental regulation, rule or order, resolution, agreement, indenture,
mortgage, or other instrument to which the Town is subject or by which it is bound:
a. the Town's adoption of the Moral Obligation Resolution, approval
of the Plan, and execution and delivery of, and performance of its obligations
under, the 2020 Cooperation Agreement; or
b. any action contemplated by or taken pursuant to the Plan, the
Moral Obligation Resolution, or the 2020 Cooperation Agreement.
2
12. All meetings of the Town Council relating to the Plan, the Moral
Obligation Resolution, and the 2020 Cooperation Agreement have been open to the public at all
times, and advance public notice of the time and place of each of the meetings was duly given in
accordance with the laws of the State of Colorado.
13. To the best of our knowledge, the Mayor or any other member of the
Town Council, or any other officer, employee, or agent of the Town Council or the Town, is not
interested (except in the performance of his or her official rights, privileges, powers, and duties)
directly or indirectly in the profits of any contract, job for work, or services to be performed and
pertaining to the adoption of the Moral Obligation Resolution by the Town.
3
WITNESS our hands and the corporate seal of the Town of Avon, Colorado, as of the
date written above.
4
Eric Heil, Town Manager
Finance Director
WITNESS our hands and the corporate seat of the Town of Avon, Colorado, as of the
date written above.
(SEAL)
M
Sarah Smith Hymes, Mayor
Brenda Torres, Town Clerk
eft, Town Manager
Finance Director
WITNESS our hands and the corporate seal of the Town of Avon, Colorado, as of the
date written above.
(SEAL)
Sarah Smith Hymes, Mayor
Brenda Torres, Town Clerk
Eric Heil, Town Manager
u
ISSUE PRICE CERTIFICATE
$4,111,000
Avon Urban Renewal Authority
Tax Increment Revenue Refunding Note
Series 2020
The undersigned, on behalf of Sterling National Bank (the "Lender"), hereby certifies as
set forth below with respect to the purchase of the above -captioned obligation (the "Obligation").
1. Issue Price of the Obligation. On the date of this certificate, the Lender is
extending credit evidenced by its purchase of the Obligation for the amount of $4,111,000.00.
The Lender is not acting as an Underwriter with respect to the Obligation. The Lender has no
present intention to sell, reoffer, or otherwise dispose of the Obligation (or any portion of the
Obligation or any interest in the Obligation) other than to its affiliate, Sterling National Funding
Corp., a New York corporation and wholly-owned subsidiary of the Lender ("SNFC"), whereby
the Lender will sell to SNFC a 100% participation interest in the Obligation at par. The Lender
has not contracted with any person pursuant to a written agreement to have such person
participate in the initial sale of the Obligation and the Lender has not agreed with the Issuer
pursuant to a written agreement to sell the Obligation to persons other than the Lender or a
related party to the Lender.
2. Defined Terns.
(a) Issuer means the Avon Urban Renewal Authority, Town of Avon,
Colorado.
(b) Public means any person (including an individual, trust, estate,
partnership, association, company, or corporation) other than an Underwriter or a related party.
The term "related party" for purposes of this certificate generally means any two or more persons
who have greater than 50 percent common ownership, directly or indirectly.
(c) Underwriter means (i) any person that agrees pursuant to a written
contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to
participate in the initial sale of the Obligation to the Public, and (ii) any person that agrees
pursuant to a written contract directly or indirectly with a person described in clause (i) of this
paragraph to participate in the initial sale of the Obligation to the Public (including a member of
a selling group or a party to a retail distribution agreement participating in the initial sale of the
Obligation to the Public).
The representations set forth in this certificate are limited to factual matters only. Nothing
in this certificate represents the Lender's interpretation of any laws, including specifically
Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury
Regulations thereunder. The undersigned understands that the foregoing information will be
relied upon by the Issuer with respect to certain of the representations set forth in the Tax
Compliance and No Arbitrage Certificate and with respect to compliance with the federal income
tax rules affecting the Obligation, and by Butler Snow LLP in connection with rendering its
opinion that the interest on the Obligation is excluded from gross income for federal income tax
purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal
income tax advice that it may give to the Issuer from time to time relating to the Obligation.
STERLING NATIONAL BANK
By:
Name: Kevin C. King
1s 1/ 1 •', 1- bM.y
Dated: May 1, 2020
52696656.x1
AVON OFFICE GARFIELD & HECHT P.C.
0070 Benchmark Road
Post Office Box 5450
Avon, Colorado 81620 ATTORNEYS AT LAW I SINCE 1975
Telephone (970) 949-0707
Facsimile (970) 949-1810 www.garfieldhecht.cotn
May 1, 2020
Avon Urban Renewal Authority
100 Mikaela Way
Avon, Colorado 81620
Sterling National Bank
500 Seventh Avenue, 3rd Floor
New York, New York 10018
$4,111,000
Avon Urban Renewal Authority, Colorado
Tax Increment Revenue Refunding Loan, Series 2020
Ladies and Gentlemen:
I have acted as counsel to the Avon Urban Renewal Authority, a public body
corporate and political organized and existing as an urban renewal authority under the laws of
the State of Colorado (the "Authority"), in connection with the authorization, execution and
delivery of a loan agreement dated as of the date hereof (the "Loan Agreement") by and between
the Authority and Sterling National Bank, as lender (the "Lender"), and a promissory note issued
pursuant to the Loan Agreement evidencing the a loan by the Lender to the Authority in the
amount of $4,111,000 (the "Note"). The Loan and the Note are being issued pursuant to a
resolution adopted by the Board of Commissioners of the Authority on March 26, 2020 (the
"Loan Resolution"). In such capacity, we have examined the Authority's certified proceedings
and such other documents and opinions and such law of the State of Colorado and of the United
States of America as we have deemed necessary to render this opinion letter.
I have examined the following documents:
(i) the Loan Resolution;
(ii) the Loan Agreement and the Note being delivered on the date hereof to the
Lender;
(iii) 2020 Cooperation Agreement, dated as of May 1, 2020, by and between
the Town of Avon and the Authority;
Collectively, items (ii) through (iii) are referred to herein as the "Financing
Documents."
® Printed on recycled paper
GARFIELD & HECHT, P.C.
Avon Urban Renewal Authority
Sterling National Bank
May 1, 2020
Page 2
In addition, I have examined the Authority's organizational documents, records of the
Authority and certificates of public officials and officers of the Authority, the proceedings of the
Authority relating to the Loan Resolution and the Financing Documents, certificates and
certifications of the Authority, the Town, and others as to certain factual matters upon which I
have relied without undertaking to verify the same by independent investigation, and I have
examined such other documents and matters to the extent I deemed necessary to render the
opinions set forth herein. I have made such investigations of law as I deemed necessary for
rendering the opinions below.
This opinion is limited to the matters expressly stated herein under the laws of the State
of Colorado and the federal laws of the United States of America, and I express no opinion
herein as to the effect of the laws of any other jurisdiction or as to state or federal laws relating to
securities or tax matters.
Based on the foregoing examination, it is my opinion that:
1. The Authority is a public body corporate and politic duly organized and validly
existing as an urban renewal authority under the laws of the State of Colorado, with full legal
right, power and authority to carry on its affairs as now being conducted, to adopt the Loan
Resolution and to execute, deliver and perform all of its obligations under the Financing
Documents, and to consummate the transactions contemplated thereby.
2. The Loan Resolution was duly adopted at a meeting of the Board of
Commissioners of the Authority, which was called and held pursuant to law and with all public
notice required by law and at which a quorum was present and acting throughout, and the Loan
Resolution is in full force and effect and has not been modified, amended or rescinded. The
execution, delivery and performance of the Financing Documents have been duly authorized by
all necessary action on the part of the Authority.
3. The Financing Documents have been duly executed and delivered by authorized
officials of the Authority and, assuming due authorization, execution and delivery by the other
parties thereto, constitute the legal, valid and binding obligations of the Authority, enforceable
against the Authority in accordance with their respective terms. Such opinion is limited by the
effect of any applicable bankruptcy, insolvency, moratorium or other laws affecting creditors'
rights generally or by the application of equitable principles, whether in a proceeding at law or in
equity.
4. There is no action, suit, inquiry or investigation or proceeding to which the
Authority is a party, at law or in equity, before or by any court, arbitrator, governmental or other
board, body or official which is pending or, to my knowledge, threatened in connection with any
of the transactions contemplated by the Loan Resolution or the Financing Documents against or
affecting the assets of the Authority, nor, to my knowledge, is there any basis therefor, wherein
an unfavorable decision, ruling or finding (i) would adversely affect the Pledged Revenues or the
Lender's rights with respect thereto under the Financing Documents, (ii) would adversely affect
the validity or enforceability of, or the authority or ability of the Authority to issue or perform its
52630730.v 1
& Printed on recycled paper
GARFIELD & HECHT, P.C.
Avon Urban Renewal Authority
Sterling National Bank
May 1, 2020
Page 3
obligations under, the Loan Resolution or the Financing Documents, or (iii) would, in my
reasonable opinion, have a material adverse effect on the ability of the Authority to conduct its
business as presently conducted or as proposed or contemplated to be conducted.
5. The adoption of the Loan Resolution and the execution and delivery by the
Authority of the Financing Documents, and the consummation of the transactions contemplated
thereby and compliance with the provisions thereof, under the circumstances contemplated
thereby, do not and will not in any respect conflict with or constitute on the part of the Authority
a breach of or default under its organizational documents or any applicable constitutional
provision, law, rule or regulation of the State of Colorado or the United States of America or any
applicable judgment, order or decree or any loan agreement, indenture, bond, note, resolution,
agreement or other instrument to which the Authority is a party or to which it or any of its
property or assets is otherwise subject.
6. No authorization, approval, consent, license or order of, or filing or registration
with, the State of Colorado or any other governmental authority or agency within the State of
Colorado or any trustee or holder of any indebtedness of the Authority, other than the Board of
Commissioners, is required for authorization, execution and delivery by the Authority of the
Financing Documents or the performance by the Authority of its obligations thereunder.
No attorney-client relationship has existed or exists between me and the Lender by virtue
of this opinion letter. I assume no obligation to advise you of any changes in the foregoing
subsequent to the delivery of this letter. This letter is furnished to the Lender in connection with
the execution and delivery of the Loan Agreement and the issuance of the Note and may not be
relied upon by any other party other than the Lender's duly authorized successors and assigns
without the prior written consent of this firm.
52630730.vI
Very_I I yori3r
Paul Wisor, Esq.
Attorney for the Avon Urban Renewal Authority
® Printed on recycled paper
CERTIFICATE OF THE TOWN OF AVON COLORADO
RELATING TO THE FORMATION OF THE AVON URBAN RENEWAL AUTHORITY
AND THE APPROVAL OF THE TOWN CENTER WEST AREA URBAN RENEWAL PLAN
I, the undersigned Town Clerk of the Town of Avon, Colorado (the "Town"), in the
County of Eagle and the State of Colorado, do hereby certify on this May 1, 2020 that attached
hereto are true and correct copies of the Resolutions relating to the formation of the Avon Urban
Renewal Authority, Colorado, and the approval of the Town Center West Area Urban Renewal
Plan, as revised, which Resolutions have not been repealed or amended and are in full force and
effect in the form attached hereto as exhibits.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town as of
the date written above.
TOWN OF AVON, CO
BrendaT Z
Town Clerk
—�r{i�{ a;'
EXHIBIT A
(Attach approving resolutions)
EXHIBIT A
Resolution No. 07-20, Series of 2007
TOWN OF "ON, COLORADO
RESOLUTION NO. 07-20
SERIES OF 2007
A RESOLUTION TO CREATE THE AVON URBAN RENEWAL, AUTH01UTY
A RESOLUTION FWDING THAT ONE OR. MORE BLLGRTED
AREAS FAST IN THE TOWN AND THAT ACQUISITION,
CLEARANCE, RE, HABILITATION, CONSERVATION,
DEVELOPMENT, OR REDEVELOPMENT, OR COMBINATION
THLRIEOF OF SUCH AREAS IS NECESSARY, DECLARING IT TO
BE IN THE PUBLIC INTEREST THAT AN URBAN RENEWAL
AUTHORITY BE CREATED AND EXERCISE THE POWERS
PROVIDED BY STATE STATUTES, CREATING THE AVON
URBAN RENEWAL AUTHORITY, AND DESIGNATING TIM
TONVN COUNCIL. AS THE COMMISSIONERS OF THE
AUTHORITY
WHEREAS, a petition bearing the required number of signatures has been duly filed
with the Town Clerk of the Town of Avon (the "Town") setting forth that there is a need fox an
urban renewal authority to function in the Town; and
WEEU, AS, the Town Clerk has caused notice of the time, place and purpose of a public
hearing to be held concerning the nerd for the establishment of such an urban renewal authority
to be published on June 14, 2007, in the Eagle'Valley Enterprise, a newspaper of general
circulation in the Town; and
WHERL AS, at said hearing, evidence was presented that supports the findings eorvtained
hexein that certain areas of the Town are presently in a blighted condition and are in need of
acquisition, clearance, rehabilitation, conservation, developrnont, or redevelopment,, or a !
combination thereof, and a
'"W, PX, AS, at said hearing all residents and taxpayers of the Town and all other
interested persons were given a full opportunity to be heard.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF `X MI
TOWN OF AVON, COLORADO;
1, The Town Council hereby finds as follows;
a. One or more blighted areas exist in the 'Town, which, in their present
condition and use, and, by reason of the following factors, substantially Impair or arrest the
sound growth of the Town, and constitute an eoonoutic or social liability, and are a menace to the
public health, safety, morals, or wolfhre: ;
i, Shim, deteriorated, or deteriorating strictures;
fl, Predominance of defective or inaulequate street layout;
iii. Faulty lot layout in relation to size, adequacy, accessibility, or
usefulness;
iv. Unsanitary or unsafe conditions;
V. Deterioration of site or other improvements;
vi. Unusual topography or inadequate public improvements or
utilities;
vii, The existence of conditions that endanger life or property by fire or
other causes;
Ail, Buildings that are unsafe or unhealthy for peisons to live or work
in because of building code violations, dilapidation, deterioration, defective design, physical
construction, or faulty or inadequate facilities;
Ix. The existence of health, safety, or welfare factors requiring high
levels of munielpal services or substantial physical underutilization or vacancy of sites,
buildings, or other improvements
b. The acquisition, clearance, rehabilitation, conservation, development,
redevelopment, or a combination thereof, of such blighted areas within the Town is necessary in
the interest of the public health, safety, morals, or welfare of the residents of the Town.
2, The Town Counoil hareby declares that it is in the public interest that an urban
renewal authority for the Town, created pursuant to Part 1, Article 25, Title 31, Colorado
Revised Statutes (the "Urban Renewal Law"), exercise the powers provided therein to be
exercised by such authority,
3, Pursuant to the Urban Renewal Law, there is hereby created an urban renewal
authority to be known as the Avon Urban Renewal Authority. The Authority is hereby vested
with all of the rights contained in and is authorized to carry out all of the duties and functions as
provided in the Urban Renewal Law, as now cxisdng or as amended hereafter,
4. The members of the Town Council, as frons time to time in ofdee, shall constitute
the Commissloners of the Authority. The Mayor is hereby designated as the Chairman of the
Authority. The terms of the Commissioners of the Authority shall coincide with the terms of ,
office of the members of the Town Council.
2
--__ ADAPT)�A tbis 26th da of June, 2007.
tr�•:MA~f •i�S
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ATT�S"l':
IYlci enny, T
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T WNVON, COLORADO
Ronald C. VS�'olfe, M yor
STATE OF COLORADO )
COUNTY OF EAGLE )
} SS.
)
TOWN OF AVON }
1, Patty McKenny, the duly eleoted, qualified and acting Town Clerk of the Town
of Avon, Colorado (the "Town") do hereby oertify:
1, That the foregoing pages aro a true, correct, and complete copy of a
resolution (the "Resolution") concerning the Avon Urban Renewal Authority, adopted by the
Town Council (die "Council") of the Town, at a regular meeting of the Council hold at the Town
Municipal Building on ,lune 26, 2007,
2, The Resolution was adopted at an open, regular meeting of the Council on
Tuesday, June 26, 2007 by an affirmative vote of the mcribers of the Council as follows;
Name'
"Yes" "No"
Absent
Brian Sipes
V/
Rlubard Carroll
Dave Dantas
Kristi Ferraro
Amy Phillips
Tamxa Nottingham Underwood
3. 1lie Resolution has been signed by the Mayor, sealed with the corporate
seal of the Town, attested by me as Town Clerk, and duly recorded In the books of the Town;
and that the same remains of record in tbo book of records of the Town,
6, Notico of the regular meeting of June 26, 2007, in the form attached hereto
as E Wit A. was posted in a designated public place within the boundaries of the Town no less
than twenty -four -hours prior to such meeting and was published in The Eagle Valley Enterprise,
a newspaper of general circulation in the Town, at least 10 days prior to the hearing, all as
required by law. .
IN _WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of
said Town this 2U -• day of ,Tune, 2007,
(S AL)
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8 H A �J
130s_aM12"23s1
To k
)MMIT A
(Attach Notice of Meeting)
A-1
1`10LIC NOTIM OF 11MARING ON THE CREATION OF AN URBAN RENMAL
AUTHORITY IN THE TOWN OF AVON, COLORADO
7
PUBLIC NOTICE IS HEREBY GIVEN that, pursuant to Seotion 3125.104, Colorado
Revised Statutes, the Tours Council of the Town of Avon, Colorado (tbe "Town") will hold a
public hearing on June 26, 2007, at 5,30 p.m, at the Avon A4mi cipal Building, which is located
at 400 Benchmark Road, Avon, Colorado 81620, The hearing will be hold for the purpose
determining the need for an urban renewal authority in the Town. At the hearing, all residents
and taxpayers of the Town and all other persons will be granted a full opportunity to be. heard.
DATED, this 22"d day of June, 2007.
If you require additional information, please call the Town Clerk's Office at (970) 748-
4935,
I
Avon Town Clerk
Published once at least ten days preceding June 26, 2007, in the Eagle 'Valley Enteipriso, a
newspaper of general circulation in the Tom,
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EXHIBIT B
Certificate of Formation of Avon Urban Renewal Authority
CERTMICATE OF FORNIA`I'ION OF THE AVON URBAN RENEWAL AUTHORITY
IN THE TOWN OF AVON, COLORADO
The undersigned commissioners of the Avon Urban Renewal Authority (the "Authority")
hereby Certify as follows,
1, On ,lune 26, 2007, the Town Council of the Town ofAvon, Colorado (the "Town"),
pursuant to Section 31-25.104(1)(b) of the Colorado Revised Statutes ("C,12,S,"), bald a public
hearing (the "Hearing") for the purpose of determining the need for an urban renewal authority in the
Town, Prior to the Hearing, the Town Clerk gave notice of the time, place, and purpose of the
Hearing by publishing a notice, at least ten days preceding the day of the nearing, in a newspaper
having general circulation in the Town,
2, After the Hearing, the Town Council found that one or more slum or blighted areas
exist in the Town, and found that the acquisition, clearance, rehabilitation, conservation,
development, or redevelopment, or it combirrat"son thereof of suob area is necessary in the interest of
the public health, safety, morals, or welfare of the residents of the Town, and declared it'to be in the
public interest that the Authority exercise tho powers provided in Title 31, Article 25, Part 1, C.R,S.,
to be exercised by an urban ronewal authority,
3. Pursuant to Section 31-25-115(1), C,R,S„ the Town Council has designated itself as
the Authority.
WITNESS our hands as of June 26, 2007.1
Ro' Wolfe
Brian Sipes
Riche IParroll
DaveDantas�
j
EXHIBIT C
Resolution No. 07-27, Series of 2007
TOWN OF AVON, COLORADO
RESOLUTION NO, 07-27
SERIES OF 2007
A RESOLUTION TO APPROVE TffE,
TON" CENTER WEST AREA URBAN RENEWAL PLAN
A RESOLUTION DBTERNTMN(.Gt THE TOWN CENTER WEST
AREA TO 13E A BLIGHTED ARE, A; DESIGNATING TM TOWN
CENTER WEST AREA, AS APPROPRIATE FOR AN URBAN
RENEWAL PROJECT; APPROVING THE TOWN CENTER WEST
AREA UR13AN RENEWAL PLAN; AND MATiLNG FINDINGS
RELATING THERETO.
WHEREAS, pursuant to Resolution 07-20 adopted by the Town Council (the "Council")
of the Town of Avon, Colorado (the "Town") on June 26, 2007, the Avon Urban Renewal
Authority (the "Authority") was created; and
WHEREAS, an urban renewal plan for the Town Center West Area (the "Plan Area")
has been submitted to the Council for appropriate action pursuant to Part 1 of Article 25 of Title
•31, Colorado Revised Statutes ("CA.S."); and
WHERE A$, the Plan Area, which is subject to the Town Center West Area Urban
Renewal Plan (the "Plan"), is deserlbed in Sectlon 1.2.1 of the Plan; and
WHERE,AS, a copy of the, Plan is attached hereto as l;xhibit A; and
"EREAS, the boundaries of the Plan Area have been drawn as narrowly as the
Council has determined feasible to accomplish the planning and development objectives of the
Plan Area; and
WHEREAS, a general plan for the Town, titled the Town of Avon Comprehensive Plan,
has been prepared; and
WHEREAS, the Council has previously submitted the Plan to the Town of Avon
Planning and Zoning Commission (the "Planning Commission") for review and
recommendations as to its conformity with the Town of Avon. Comprehensive Plan pursuant to
C.R.S. § 31-25407(2); and
WHEREAS, the Planning Commission has submitted its written recommendations with
respect to the Plan to the Council and has determined that the Plan conforms to the Town of
Avon Comprehensive Plan; and
WHEREAS, on the date hereof, the Council has held a public hearing (the "Hearing") on
the Plan, and considered the public testimony and other evidence presented; and
WHEREAS, pursuant to C.R.S. § 31-25-107(3), on July 13, 2007, no less than thirty
days prior to the Hearing, public notice thereof was given by publication in the Eagle Valley
Enterprise, a newspaper baving a general circulation in the Town, Such notice described the
time, dale, place, and purpose of the Hearing, generally identified the Plan Area, and outlined the
general scope of the urban renewal project (tbc `Trojcot") contemplated by the Plan; and
Wf%REAS, on July 13, 2007, at least thirty days prior to the Hearing, the Council
submitted the Plan as well as the urban renewal impact report required by C.R,S. § 31-25- rj
107(3.5) to the Eagle County Board of County Commissioners; and '
'j
WHEREAS, tho Council has considered the Town Center West ,Area Conditions Survey
prepared by Matrix Design Group, Inc, and Leland Consulting Oroup and the Plan, 1
NOW, TIM, REFORC, EE IT RE, SOMI) BY THE TOWN COUNCIL OF THE i
TOWN OF AVON, COLORA. )O; i
' 7
L Based on evidence presented at the Hearing, the Council hereby determines the
Plan Area to be a blighted area. In its present condition and use and, by reason of the presence; of
the following factors, the Plan Area substantially impairs or arrests the sound growth of the
Town, constitutes an economic or social liability, and is a menace to the public health, safety,
morals, or welfare;
a. Predominance of defective or inadequate street layout;
{
b, Faulty lot layout in relation to size, adequacy, accessibility, or usefulness;
Q. Unsanitary or unsafe eondltions;
d. Deterioration of site or other improvements;
U. Unusual topography or inadequate public improvements or utilities;
r
f. The existence of conditions that endanger life or property by fire or other
Causes; j
g, Buildings that are unsafe or unhealthy for persons to live or work in
because of building code violations, dilapidation, deterioration, defective design, physical ;
construction, or faulty or Inadequate facilities; and
h, The existence of health, safely, or welfare factors requiring high levels of
municipal services or substantial physical underutilizalion or vacancy of sites, buildings, or other a
improvements.
2, Based on evidence presented at the Bearing acid the Council's determination of i
the Plan Area to be a blighted area, the Council hereby designates the Plan Area as appropriate
for an urban renewal project, as defined in C,R.S. § 31-25-103(10).
3. The Council hereby finds as follows;
t
2
a. A feasible method exists for the relocation of individuals and families who
will be displaced by the Project in decent, safe, and sanitary dwelling accommodations within
their means and without undue hardship to such individuals and familim.
b. A feasible method exists for the relocation of business concerns that will
be displaoed by the Project in the Man Area or in other areas that are not generally less dosirable
with respect to public utilities and public and commercial facilities.
C, The Council has taken reasonable efforts to provide written notice of the
Hearing to all property owners, residents, and owners of business concerns in the Plan Area at
their last knovnx address of record at least thirty days prior to the Hearing. Such notice contained
the information described in CRS, § 31-25-107(3).
d, No more than one hundred twenty days have passed since the
oommenceinent of the first public hearing of the Plan pursuant to C.R.S. §3125-107(3).
e. The door not contain property that was included in a previously submitted
urban renewal plan that the Council failed to approve.
f, The Plan conforms to the Town of Avon Comprehensive Plan,
g. The Plan will afford maximum opportunity, consistent with the sound
needs of the Town as a whole, for the rehabilitation or redevelopment of the Plan Area by private
enterprise.
h. The Authority or the Town will adequately finanoe any additional county
inf'raameture and servicos required to serve development within the Plan Area for the period in
which all or any portion of the property taxes described in C.R.S. 31-25-107(9)(a)(I1) and levied
by a county are paid to the Authority.
4. The Plan is hereby approved.
ADOPTED this 74th day of August, 2007.
A L� r
ATTEST:
TIenny,'I' n C crk
TOWN ON, COLORADO
Ronald, C, Wolfe, Mayo,
I
EXHIBIT
Town Center West Area Urban Ronowal Plan
STATE OF COLORADO )
COUNTY OF EAGLE )S8.
TOWN OF AVON )
1, Patty McKenny, the duly elected, Qualified and acting Town Clerk of the Town
of Avon, Colorado (the "Town") do hereby certify.-
11
ertify:
1, That the foregoing pages are a true, correct, and complete copy of a
resolution (die "Resolution") concerning the Town Center West Area Urban Renewal flan,
adopted by the Town Council (the "Council") of the Town, at a regular meeting of the Council
held at the Town Municipal Building on August 14, 2007.
2. The Resolution was adopted at an open, regular meeting of the Council on
Tuesday, August 14, 2007 by an affirmative vote of the members of the Council as follows:
Name
"'Y'es,$ "No"
Absent
Brian Sipes
Richard Carroll
✓
Dave Dantas
Kristi Ferraro
Amy Phillips
Tamra Nottingham' Underwood
3, The Resolution has been signed by the Mayor, sealed with the corporate
seal of the Town, attested by me as Town Cleric, and duly recorded in the books of the Town;
and that the same remains of record in the book of records of the Town.
4. Notice of the regular meeting of August 14, 2007, in the form attached
hereto as Exhibit 1, was posted in a designated public place within the boundaries of the Town
no less than twenty-four hours prior to such meeting and was published in the ga,gle 'Valley
Entorprlse, a newspaper of general circulation in the Town, at least 10 days prior to the meeting,
all as required by law.
IN WITNESS WHEREOP, 1 have hereunto set my hand and affixed the seal of
said "town this j '" day of @ 6 2007.
own er —
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ORA
EWBIT l
(Attach Notice of Meeting)
TOWN OF AVON, COLORADO
REGU[.Af; COUNCIL Mr:ETINO FOR TUESDAY, AUGUIST 14, 2OU7
AVON MUNICIPAL OUILDiNa, 400 BENCHMARK ROAD
REGULAR COUNCIL MVETING AGENDA
MEETING BEGINS AT 6,30 PM
1, CALL TO ORDER AND ROLL CALL
2. APPROVAL OF AGENDA
3. DISCLOSURE OF POTENTIAL CONFLICT OF INTEREST
4, CITIZEN AND COMMUNITY INPUT
6, APPEALS FROM OR RECOMMENDATIONS OF PLANNING & ZONING COMMISSION
6. ORDINANOE$
a. Ordinance No. 07-07, Series of 2007, First Reading, Ordnance Declaring the 'Town of Avon
C3enerat improvement District Na. 1 organized and submitting to the Electors of the District the
Question of Imposing an Ad Valorem Tax to Pay the Annual Expenses of the District (John Dunn,
Town Attorney) Legislation organizing the GID No. 1 & submitting a ballot question as part of
Implementing the Second Amended and Restated Development Agrooment for the Cates
b. Ordlnance No, 07-08, Series Of 2007, First Reading, Ordinance Amending Title 17, Municipal
Code Of The Town Of Avon, As It Relates To Applicability To Public Agencies (John Dunn, Town
Attorney) Housekeeping legislation which provides for deletion of language that would be a basis for an
argument that the Town's regulations do not preempt state law
7. RESOLUTIONS
a, Resolution No. 07-26, Series of 2007, Adoption of Avon West Town Center Dlstrint Investment
Pian — August 2007 (Eric Holdemann, Community Development Director) Review of a summary plan
addressing considerations for the redevelopment of Avon West Town Center District
b, Public Hearing on Resolution No, 07-27, Serles of 2007, A Resolution to approve the Town
Center West Area Urban Renewal Pian (Scott Wright, Asst. Town Manager, Finance) Public Nearing
to consider the adoptlon of the above referenced plan
o. Resolution No. 07-29, Series of 2007, A Resolution Directing the initiation of Acquisition of
certain United States Forest Service Lands that are required for the Safe and Orderly Evolution
of the Town (Ron Wolfe, Mayor)
d. Resolution No. 07-30, Series of 2007, A Resolution approving the Foudh Amended
Condominium Map of Avon Commercial Center, Level 2, a Resubdivislon of Unit 2$0, Avon
Center at Beaver Creek, Town of Avon, Eagle County, Colorado (Shane Pegram, Engineer Il)
Amenddd condominium map of an ext" ting unit 1100 W. Beaver Creek Blvd,
a. New BuslNEss
a. Lease with Eagle River Fire Protection District for Snow Storage (Larry Brooks, Town Manager)
Review of new lease arrangement with ERFPD for use of Tract E, Village at Avon, t=iling 3 as a snow
storage location
9. UNFINISHED/ OLD BUSINESS
a. West Avon Trail Projeot - Review of a Cost Share Agreement between the United States Forest
Service, Town of Avon, Berry Creek Metro District, and Singletree Property Owners Association
(Malt Plelsllcker, Planner )l) Review of Ma)us & progress on trail planning In W. Avon
10, OTHER 13USINEa$
a. Traer Creek Metro District letter to UERWA regarding Eagle County Health Service District
Facliity at Traer Creek and construction of water tank (Larry Brooke, Town Manager)
Avon Council Me�ting.O7.U8,1 A
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TOWN OF "ON, COLORADO } i
RBGUi.Ait COUNCIL MEETING FOR TUESDAY, AUGUST 14, 2007
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AVON MUNICIPAL BUILDINr,} 400 BENCHMARK ROAD i tt
REGULAR COUNCIL M1rE' w AGENDA
ME"- NO BEGINS AT 5:30 RM
11, TOWN MANAGER REPORT
12, TOWN ATTORNEY REPORT
13. MAYOR REPORT
14. FUTURE AGENDA ITEMS:
August 2tilh: Master plan Options for Public Works & Transportation Capital Faoittties improvements
Smoking Ban Discussion with Avon Business Croup
Housing Update
Community Development American planning Assn Presentation
Wahsito Redesign Update
East Town Center District Plan
Ordinance on Sidewalk & Ditch Maintenance
Urban Renewal Authority 9 st meeting Convenes
15, CONSENT AGENDA
a. Minutes From July 24, 2007
15. ADJOURNMENT
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EXHIBIT D
Resolution No. 15-21, Series of 2415
TOWN OF AVON
RESOLUTION NO. 15-21
Series of 2015
A RESOLUTION TO ADOPT MINOR MODIFICATIONS TO THE TOWN CENTER
WEST AREA URBAN RENEWAL PLAN
WHEREAS, the Avon Urban Renewal Authority ("AURA") is a duly organized body corporate
and politic under and by virtue of the laws of the State of Colorado including the Urban Renewal
Law, Part I of Article 25 of Title 31 of the Colorado Revised Statues ("C.R.S."); and,
WHEREAS, the Avon Town Council adopted the Town Center West Area Urban Renewal Plan
("Plan") on August 14, 2007, by Resolution No. 07-27; and,
WHEREAS, the Plan states that the Avon Urban Renewal Authority may propose modifications
to the Plan to the Avon Town Council; and,
WHEREAS, Section 4.2 of the existing Town Center West Area Plan states, "Any proposed
modification shall be submitted to the Town Council for a resolution as to whether or not such
modification will substantially change the Urban Renewal Plan in land area, land use, design,
building requirements, timing, procedure, or as previously approved, and, if the Town Council
finds that there will be a substantial change, its approval of such modification shall be subject to
the requirements of the Act relating to the substantial modification of an urban renewal plan,"
and,
WHEREAS, the Town Council finds that the proposed modifications to identify specific
potential projects are minor modifications and are appropriate and supportive of the goals and
implementation of the Plan.
NOW, THEREFORE, BE IT RESOLVED BY THE AVON TOWN COUNCIL that the
minor modifications to the Town Center West Area Urban Renewal Plan as set forth in Exhibit
A attached hereto are hereby adopted.
ADOPTED on November 10, 2015.
Fancher, Mayor
Res. No.15-21
November 10, 2015
Page 1 of 1
Attest: _
Debbie Hoppe, To n Clerk
bow
STERLING
NATIONAL BANK
April 21, 2020
Avon Urban Renewal Authority
c/o Town Manager
Town of Avon
100 Mikaela Way
Avon, Colorado 81620
Re: Avon Urban Renewal Authority -- $4,111,000 Tax Increment Revenue Refunding Loan,
Series 2020 (the "Loan Obligation")
Ladies and Gentlemen:
Thank you for selecting Sterling National Bank ("SNB") as your lender. We are delivering this letter to describe our role in
the transaction.
SNB has not acted and will not act as your agent or serve as your municipal advisor (as defined in Section 15B of the
Securities Exchange Act of 1934). We have no fiduciary duty to you and intend only to enter into an arm's-length transaction
involving extending credit to you through the purchase of the above -referenced Loan Obligation.
Any quote or indication of interest provided to you consists solely of the terms under which SNB may be willing to enter
into a transaction with you for its own account.
Please acknowledge the foregoing by signing where indicated below and returning this letter via e-mail to our counsel,
Gilmore & Bell, P.C. (e-mail: jLqckson d,-ilmorebell.com). In addition, please identify below any registered municipal
advisor, financial advisor or placement agent you are working with on this transaction.
Please let us know if you or your counsel would like to further discuss these matters. Thank you again for doing business
with us. We look forward to working with you.
STERLING NATIONAL BANK
® Placement Agent PIPER SANDLER& CO.
(Name of Firm) -- --
❑ Financial Advisor/ Registered Municipal Advisor:
(Name of Firm)
❑ No Placement Agent/Financial Advisor/ Registered Municipal Advisor
Acknowledgement:
AVON URBAN RENEWAL AUTHORITY
By:
Name: Scott Wr,igl�t
Title: Treasurer
52706315.vI __
AVON OFFICE 01 RFIELD & HECHT P.C.
0070 Benchmark Road
Post Office Box 5450
Avon, Colorado 81620 ATTORNEYS AT LAW I SINCE 1975
Telephone (970) 949-0707
Facsimile (970) 949-1810 www.garfieldhecht.cotn
May 1, 2020
Town of Avon
100 Mikaela Way
Avon, Colorado 81620
Sterling National Bank
500 Seventh Avenue, 3`d Floor
New York, New York 10018
$4,111,000
Avon Urban Renewal Authority, Colorado
Tax Increment Revenue Refunding Loan, Series 2020
Ladies and Gentlemen:
I have acted as town attorney to the Town of Avon, a home rule municipality organized
and existing under the Constitution and laws of the State of Colorado and its charter (the
"Town"). This opinion is issued in connection with the authorization, execution and delivery of
a loan agreement dated as of the date hereof (the "Loan Agreement") by and between the Avon
Urban Renewal Authority (the "Authority") and Sterling National Bank, as lender (the
"Lender"), and a promissory note issued pursuant to the Loan Agreement evidencing the a loan
by the Lender to the Authority in the amount of $4,111,000 (the "Note"). The Loan Agreement
and the Note are being issued pursuant to a resolution adopted by the Authority on March 26,
2020 (the "Authorizing Resolution"). Capitalized terms used herein but not otherwise defined
shall have the meanings ascribed thereto in the Authorizing Resolution or Loan Agreement.
I have examined the following documents:
(i) the Urban Renewal Plan, as amended;
(ii) Resolution No. 20-07, Series of 2020, adopted by the Town Council of the Town
on March 26, 2020, expressing its present intent to appropriate funds to be deposited in the Bond
Account in the event of an insufficiency of funds in the Revenue Fund to make such deposits
(the "Town Resolution"); and
(iii) the 2020 Cooperation Agreement, dated as of May 1, 2020, between the Town
and the Authority (the "2020 Cooperation Agreement").
I have examined the Town's charter and municipal code, records of the Town and
certificates of public officials and officers of the Town, the proceedings of the Town relating to
G) Printed on recycled paper
GARFIELD & HECHT, P.C.
the Urban Renewal Plan, the Town Resolution and the 2020 Cooperation Agreement, certificates
and certifications of the Authority, the Town, and others as to certain factual matters upon which
I have relied without undertaking to verify the same by independent investigation, and I have
examined such other documents and matters to the extent I deemed necessary to render the
opinions set forth herein. I have made such investigations of law as I deemed necessary for
rendering the opinions below.
This opinion is limited to the matters expressly stated herein under the laws of the State
of Colorado and the federal laws of the United States of America, and I express no opinion
herein as to the effect of the laws of any other jurisdiction or as to state or federal laws relating to
securities or tax matters.
Based on the foregoing examination, it is my opinion that:
1. The Town is a home rule municipality duly organized and validly existing under
the Constitution and laws of the State of Colorado and its Charter, with full legal right, power
and authority to carry on its affairs as now being conducted, to adopt the Urban Renewal Plan, to
adopt the Town Resolution and to execute, deliver and perform all of its obligations under the
2020 Cooperation Agreement, and to consummate the transactions contemplated thereby.
2. The Town Resolution was duly adopted at a meeting of the Town Council of the
Town, which was called and held pursuant to law and with all public notice -required by law and
at which a quorum was present and acting throughout, and the Town Resolution is in full force
and effect and has not been modified, amended or rescinded. The execution, delivery and
performance of the 2020 Cooperation Agreement has duly authorized by all necessary action on
the part of the Town.
3. The 2020 Cooperation Agreement has been executed and delivered by authorized
officials of the Town and, assuming due authorization, execution and delivery by the Authority,
constitutes the legal, valid and binding obligation of the Town, enforceable against the Town in
accordance with its terms. Such opinion is limited by the effect of any applicable bankruptcy,
insolvency, moratorium or other laws affecting creditors' rights generally or by the application of
equitable principles, whether in a proceeding at law or in equity.
4. There is no action, suit, inquiry or investigation or proceeding to which the Town
is a party, at law or in equity, before or by any court, arbitrator, governmental or other board,
body or official which is pending or, to my knowledge, threatened in connection with any of the
transactions contemplated by the Urban Renewal Plan, the Town Resolution or the 2020
Cooperation Agreement against or affecting the assets of the Town, nor, to my knowledge, is
there any basis therefor, wherein an unfavorable decision, ruling or finding (i) would adversely
affect the Pledged Revenues, or (ii) would adversely affect the validity or enforceability of the
Urban Renewal Plan, the Town Resolution or the 2020 Cooperation Agreement, or the authority
or ability of the Town to perform its obligations under the Town Resolution or the 2020
Cooperation Agreement.
5. The adoption of the Urban Renewal Plan, the adoption of the Town Resolution
and the execution and delivery by the Town of the 2020 Cooperation Agreement, and the
® Printed on recycled paper
GARFIELD & HECHT, P.C.
consummation of the transactions contemplated thereby and compliance with the provisions
thereof, under the circumstances contemplated thereby, do not and will not in any respect
conflict with or constitute on the part of the Town a breach of or default under its Charter or
municipal code or any applicable constitutional provision, law, rule or regulation of the State of
Colorado or the United States of America or any applicable judgment, order or decree or any
loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the
Town is a party or to which it or any of its property or assets is otherwise subject.
6. No authorization, approval, consent, license or order of, or filing or registration
with, the State of Colorado or any other governmental authority or agency within the State of
Colorado or any trustee or holder of any indebtedness of the Town, other than the Town Council,
is required for the adoption of the Town Resolution or the valid authorization, execution and
delivery by the Town of the 2020 Cooperation Agreement or the performance by the Town of its
respective obligations thereunder.
7. The Urban Renewal Plan was duly and properly adopted by the Town Council of
the Town, and has not been rescinded, revoked, or amended subsequent to November 10, 2015,
and remains in full force and effect on the date hereof.
No attorney-client relationship has existed or exists between me and the Lender by virtue
of this opinion letter. I assume no obligation to advise you of any changes in the foregoing
subsequent to the delivery of this letter. This letter is furnished to the Lender in connection with
the execution and delivery of the Loan Agreement and the issuance of the Note and may not be
relied upon by any other party other than the Lender's duly authorized successors and assigns
without the prior written consent of this film.
Very truly yours,
Paul Wisor, Esq.
Avon Town Attorney
® Printed on recycled paper
CERTIFIED COPY OF THE
TOWN CENTER WEST AREA URBAN RENEWAL PLAN
I, the undersigned Town Clerk of the Town of Avon, Colorado (the "Town"), in the
County of Eagle and the State of Colorado, do hereby certify on this May 1, 2020 that attached
hereto as Exhibit A is a true and correct copy of the Town Center West Area Urban Renewal
Plan (the "Plan"), as duly adopted by the Town Council of the Town (the "Town Council")
pursuant to Resolution No. 07-27, on August 14, 2007, and as revised by the Town Council
pursuant to Resolution No. 15-21, Series of 2015, on November 10, 2015. The Plan has not been
further revised subsequent to November 10, 2015 and is in full force and effect on the date
hereof.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town as of
the date written above.
"TOWN OF AVON,
p�q..
Brenda T re�,gown Clerk.
SOL,
Ci`3 . f,�
EXHIBIT A
Town Center West Area Urban Renewal Pian,
Adopted August 14, 2007 and Revised November 10, 2015
Avon Urban Renewal Authority
Urban Renewal Plan
Town Center Vilest area
Adopted August 14, 2007
Revised November 10, 2015
Avon Urban Renewal Authority
Urban Renewal Plan
Town Center West Area
1.0 PREFACE AND BACKGROUND
1.1 Preface, This Town Center West Area Urban Renewal Plan (`Plan" or "Urban Renewal Plan")
has been approved by the Town Council of the Town of Avon and will be carried out by the Avon
Urban Renewal Authority ('Authority") pursuant to the provisions of the Urban Renewal Law of the
State of Colorado, Part 1 of Article 25 of Title 31, Colorado Revised Statutes, as amended ("Act").
The administration and enforcement of this Plan, including the preparation and execution of any
documents implementing it, shall be performed by the Authority.
Notice of the public hearing.to consider the Plan was published in the Eagle Valley Enterprise on
July 12, 2007. The Plan was adopted by the Town Council after a public hearing thereon August
14, 2007.
1.2 Description of Urban Renewal Area. According to the Act, the jurisdictional boundaries of the
Authority are the same as the boundaries of the Town, Additionally, within the Town boundaries
there may be one or more urban renewal areas.
Under the Act, a blighted area that has been designated by the Town Council as appropriate for an
urban renewal project may qualify as an urban renewal area. A blighted area is defined in part by
the presence of certain factors listed in the Act. The Authority may implement an urban renewal
project within an urban renewal area in order to eliminate and prevent the development or spread
of blight.
The Town Center West Area included in the Urban Renewal Plan (referred to herein as the "Urban
Renewal Area" or the "Area") is located in the Town of Avon, Eagle County, Colorado. The
boundaries of the Area (reflected in Figure 1 following the legal description) generally include
properties located in the commercial area known as Avon West Town Center. The Area is
bisected from east to west by Interstate 70 and generally bounded bond on the south by the Eagle
River and Denver and Rio Grande Western Railroad tracks, on the west by West Beaver Creek
Boulevard, and on the east by Avon Road and undeveloped parcels along the east side of Buck
Creek Road, The northern boundary in the western half of the Area is the southern 1-70 right-of-
way, and in the eastern half is the northwester right-of-way of Buck Creek Road. A legal
description for this area is included in Section 1.2.1 of this Plan. A legal description controls the
boundary description in case of a conflict. The boundaries of the Urban Renewal Area are drawn
as narrowly as feasible to accomplish the planning and development objectives of this Urban
Renewal Plan.
(A) Legal Description
(B) Figure 1, Urban Renewal Area
The Urban Renewal Plan Concept Map is presented as Figure 2 below,
Avon Urban Renewal Plan Page 1
Town Center West Area
Revised November 10, 2015
Figure No. 1
Town Center West Area Urban Renewal Plan — Boundary Map
Avon Urban Renewal Plan Page 2 of 16
Town Center West Area
Revised November 10, 2015
Figure No. 2
Town Center West Area Urban Renewal Plan — Concept Map
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Avon Urban Renewal Plan
Town Center West Area
Revised November 10, 2015
Page 3 of 16
1.3 Purpose of the Plan. The purpose of this Urban Renewal Plan is to reduce, eliminate and prevent
the spread of blight within the Urban Renewal Area and to stimulate growth and investment within
the Area boundaries. In particular, this Urban Renewal Plan is intended to promote local objectives
with respect to appropriate land uses, private investment and public improvements provided that
the delineation of such objectives shall not be construed to require that any particular project
necessarily promote all such objectives. Specifically, the Plan promotes an environment which
allows for a range of uses and product types which can respond to market conditions over time;
further the goals and objectives the Town of Avon Comprehensive Pian adopted in February 2006
and other relevant policy document; and, leverage the community's interest in public improvement
projects in the Area.
While the principal goal of the urban renewal effort, as required by the Act, is to afford maximum
opportunity, consistent with the sound needs of the Town of Avon (the 'Town") as a whole and to
develop and rehabilitate the Area by private enterprise, it is not intended to replace the efforts of
the area business development or marketing organizations.
The rehabilitation and redevelopment of properties with the Urban Renewal Area will be
accomplished through the improvement of existing structures and infrastructure, attraction of new
investment and reinvestment, and prevention of deterioration of properties in the Area. The effort
will involve the Authority and the Town Council with participation and cooperation by the private
sector.
The Authority will arrange with the Town to undertake zoning and planning activities to regulate
land use, maximum densities, and building requirements in the Urban Renewal Area as is
necessary or appropriate. Such activities shall utilize applicable Town standards and regulations
for the purpose of implementing the Plan.
1.4 Public Participation. The Plan has been made available to business and property owners located
within and adjacent to the Plan boundaries, as well as other Avon residents. Reasonable efforts
were taken to provide notification of the public hearing to property owners, residents, and owners
of business concerns at their last known address of record within the Areas as required by the Act,
Input on the Plan's content was solicited of Area residents, property and business owners, and
tenants ('stakeholders") during stakeholder meetings held during the Spring of 2007.
It is the intent of the Authority and Town Council to provide for public comment on proposed
developments and planning efforts which advance the purposes of the Plan, Specific development
proposals will be submitted for approval by the Authority.
1.5 Definitions. In addition to the terms previously defined in the text, the following terms are used in
this Urban Renewal Plan:
Cooperation Agreement — means any agreement between the Authority and the Town or any
public body (the term "public body" being used in this Urban Renewal Plan as defined by the Act)
respecting action to be taken pursuant to any of the powers set forth in the Act or in any other
provision of Colorado Law, for the purpose of facilitating public undertakings deemed necessary or
appropriate by the Authority under this Urban Renewal Plan.
Avon Urban Renewal Plan Page 4
Town Center West Area
Revised November 10, 2015
Redevelopment/Development Agreement — means an agreement between the Authority and
developer(s) regarding the redevelopment or development of property within the Urban Renewal
Area.
Urban Renewal Project — means undertakings and activities for the elimination and for the
prevention of the development or spread of slums and blight and may involve slum clearance and
redevelopment, or rehabilitation, or conservation, or any combination or part thereof, in accordance
with an urban renewal plan. Such undertakings and activities may include:
(a) Acquisition of a slum area or a blighted area or portion thereof;
(b) Demolition and removal of buildings and improvements;
(c) installation, construction, or reconstruction of streets, utilities, parks, playgrounds, and
other improvements necessary for carrying out the objectives of this part 1 in accordance
with the urban renewal plan;
(d) Disposition of any property acquired or held by the authority as a part of its undertaking of
the urban renewal project for the urban renewal areas (including sale, initial leasing, or
temporary retention by the authority itself) at the fair value of such property for uses in
accordance with the urban renewal plan;
(e) Carrying out plans for a program through voluntary action and the regulatory process for
the repair, alteration, and rehabilitation of buildings or other improvements in accordance
with the urban renewal plan; and
(f) Acquisition of any other property where necessary to eliminate unhealthful, unsanitary, or
unsafe conditions, lessen density, eliminate obsolete or other uses detrimental to the
public welfare, or otherwise remove or prevent the spread of blight or deterioration or to
provide land for needed public facilities.
2.0 QUALIFYING CONDITIONS
2.1 The Town Center West Area (Site) Conditions Survey, dated (July/August ] 2007 (the "survey'),
was completed by the Denver, Colorado office of Matrix Design Group, The Survey illustrates the
location of qualifying conditions and is incorporated into this Urban Renewal Plan by reference.
A "blighted area" may include a wide array of urban problems, which can range from physical
deterioration of buildings and the environment, to health, social and economic problems in a
particular area. The Act requires that the presence of at least four of the following factors
contribute to the finding of a "blighted area."
(a) Slum, deteriorated, or deteriorating structures;
(b) Predominance of defective or inadequate street layout;
(c) Faulty lot layout in relation to size, adequacy, accessibility, or usefulness;
(d) Unsanitary or unsafe conditions;
(e) Deterioration of site or other improvements;
(f) Unusual topography or inadequate public improvements or utilities;
Avon Urban Renewal Plan Page 5
Town Center West Area
Revised November 10, 2015
(g) Defective or unusual conditions of title rendering the title non -marketable;
(h) The existence of conditions that endanger life or property by fire or other causes;
(i) Buildings that are unsafe or unhealthy for persons to live or work in because of building code
violations, dilapidation, deterioration, defective design, physical construction, or faulty or
inadequate facilities;
Q) Environmental contamination of buildings or property;
(k) the existing of health, safety, or welfare factors requiring high levels of municipal services or
substantial physical and underutilization of vacancy of sites, buildings, or other improvements;
and
(1) If there is no objection of such property owner or owners and the tenant or tenants of such
owner or owners, if any, to the inclusion of such property in any urban renewal area, "blighted
area" also means an area that, in its present condition and use and, by reason of the presence
of any one of the factors specified in paragraphs (a) to (k) above, substantially impairs or
arrests the sound growth of the municipality, retards the provision of housing accommodations,
or constitutes an economic or social liability, and is a menace to the public health, safety,
morals or welfare. For purposes of this paragraph (1), the fact that an owner of an interest in
such property does not object to the inclusion of such property in the urban renewal area does
not mean that the owner has waived any rights of such owner in connection with laws
governing eminent domain.
Based on the Survey completed in connection with the adoption and approval of the Urban
Renewal Plan, 8 of the 11 qualifying factors indicative of a blighted area, as defined in the Act, are
present within the urban Renewal Area. Factors not found within the Area included: (A) slum,
deteriorated, or deteriorating structures; (G) defective or unusual conditions of title rendering the
title non -marketable; and, (J) environmental contamination of buildings or property.
(Note: A detailed title search of properties within the Area was not conducted.)
3.0 RELATIONSHIP TO COMPREHENSIVE PLAN, A general plan for the Town known as the Town
of Avon Comprehensive Plan was adopted in February 2006. The plan specifically states, "In order
for Avon to realize its vision and its associated community goals and objectives, the key challenge
facing Avon is to enhance its Town Center Districts." Additionally, it says, "The Town Center
Districts (East and West) are intended to be Avon's focal point for social, business and cultural
activities, Specifically, the Town Center Districts are anticipated to provide mixed-use development
of the highest intensity within the community supported by an exceptional pedestrian -oriented
environment including comfortable spaces, exceptional views, and intimate gathering places."
(Page 31) Specific goals and policies of the Comprehensive Plan that this Plan will further include
the following:
B. Built Form. Policy 13.1.9: Encourage redevelopment and revitalization of currently outdated,
rundown, or otherwise neglected areas. (Page 40)
Avon Urban Renewal Plan Page 6
Town Center West Area
Revised November 10, 2015
C. Land Uses. Policy C.1.3: Focus lodging and guest accommodation in the Town Center
Districts to take advantage of the proximity to retail, commercial and other community services,
(Page 42)
E. Economic Development. Goal E.2: Ensure the ability to fund and implement the necessary
development and redevelopment by encouraging strategic use of town funds to leverage high
quality private sector investment,
Policy E.2.1: Pursue economic development benefitting the Town of Avon by using local, county,
state or federal resources that are available including incentive programs and selection criteria.
Community funds should be applied to different projects based upon level of projected public
investment versus revenue returns to the Town, (Page 48)
Policy E.2.3: Encourage private investments in Avon through such tools and strategies as tax
increment financing for specific development proposals, general improvement district bonds,
expedited review processes, public/private financing mechanisms, applying for development
redevelopment grants, and participation (cost and revenue) in delivering infrastructure and serves
as advantageous to the Town and its economic development efforts. (Page 49)
G. Transportation. Policy G.1.17: Acquire alternative funding sources for operations and capital
improvements to the transportation system: federal/state grants, public/private cost sharing
opportunities, etc. (Page 56)
Specific planning principles (by District) within the Comprehensive Plan that this Plan will further
include the following:
District 1: West Town Center District (Page 71)
The role of the West Town Center District is to serve as the heart of the community. Social,
cultural, intellectual, political, and recreational gatherings occur in this district. In addition, the
district acts as the common ground between the full-time residents, part-time residents, and
destination guests through diverse retail and entertainment opportunities.
The West Town Center District will be an intensely developed mixed use, pedestrian -oriented area
that serves as the primary focus for residential lodging development within the overall Town
Center,
Currently, this district provides a diversity of land uses in vertically mixed-use buildings. Uses
include retail, office, residential, government services, civic facilities, and parks loosely grouped
around a 50 -foot pedestrian mall right-of-way.
Planning Principles:
• Create a new "main Street" in the existing pedestrian mall right-of-way.
• Realign West Benchmark Road to improve circulation in the area and enhance the
development feasibility of vacant parcels.
Avon Urban Renewal Plan Page 7
Town Center West Area
Revised November 10, 2015
• Link pedestrian, bicycle, and automobile circulation to and through Avon's Towns Center,
Nottingham Park, the Confluence site, and the Eagle River.
• Develop a multi -modal transit center.
• Develop a parking structure associated with the expansion of Avon's Recreation Center,
• Develop a mix of uses that provides a strong residential and lodging bed base supported
by community and guest commercial uses.
• Create inviting storefronts with retail, restaurant, and entertainment uses on ground levels
and offices, lodging, and residential uses above.
• Establish public plazas and other gathering spaces for community interaction and social
events.
• Provide entertainment opportunities for residents and guests to enliven the area and
promoted and extended retail hours.
• Use signage, streetscape design, landscaping, points of interest, and other wayfinding
elements to help orient visitors to important destinations within the district and larger Town
Center.
• Use architectural detailing on ground level/first floor to enhance the pedestrian
environment that includes a human scale, display windows, appropriate lighting, and other
pedestrian amenities.
• Site buildings of various sizes along the street edge to maximize sun exposure, protect
views, and break up building bulk.
• Develop a new transit center and private/public structured parking facilities that provide
easy access to and through the district.
Additional relevant district references are provided below:
District 3: Confluence District (Page 75)
District 4: Avon Road Corridor (Page 77)
District 5: Nottingham Park District (Page 79)
District 12: Railroad Corridor (Parte 91)
District 13: Nottingham Road Commercial District (Page 93)
District 21: Nottingham Park Residential District
District 23: 1-70 Gateway
Avon Urban Renewal Plan Page 8
Town Center West Area
Revised November 10, 2015
4.0 LAND USE PLAN AND PLAN OBJECTIVES
4.1 General Description. The vision for revitalization of the Area is the creation of high quality
commercial and mixed-use development which integrate a range of non-residential uses with
residential uses (vertically integrated) where appropriate, as well as property improvements,
supported by strategic public involvement in infrastructure (including utilities) and parking with and
adjacent to the Area boundaries, Development with the Town Center West Area is positioned to
serve as the catalyst for change in this commercial core of the Town. The combination of uses will
further promote development and redevelopment of the entire Town Center District as an urban
"neighborhood" with retail, business, lodging, residential, civic, cultural and public elements while
physically connecting existing uses and improving circulation among multiple forms of
transportation.
Existing conditions present within the Areas will be remedied by the Plan, but will need to first be
identified as priority public investments by the Authority in consultation with the Town Council and
community, improvements will be partially funded by tax increment revenues. Creation of special
districts or other financing districts to serve as supplemental funding sources will also be
considered.
4.2 Urban Renewal Plan Review Process. The review process for the Urban Renewal Plan is
intended to provide a mechanism to allow those parties responsible for implementing the Plan to
periodically evaluate its effectiveness and make adjustments to ensure efficiency in implementing
the recommended urban renewal activities. The Urban Renewal plan may be modified at any time;
but, if modified after the lease or sale by the Authority of real property in the Urban Renewal Area,
such modification shall be subject to such rights at law or in equity as a lessee or purchaser or his
successor in interest may be entitled to assert. Any proposed modification shall be submitted to
the Town Council for a resolution as to whether or not such modification will substantially change
the Urban Renewal Plan in land area, land use, design, building requirements, timing, or
procedure, as previously approved, and, if the Town Council finds that there will be a substantial
change, its approval of such modification shall be subject to the requirements of the Act relating to
the substantial modification of an urban renewal plan.
Proposed modifications to the Plan may be submitted to the Town Council by the Authority, Town
residents, owners of property or business within the Town, Town staff, or other members of the
community. A series of joint workshops may be held by and between the Authority and interested
members of the community to direct and review the development of Plan modifications.
4.3 Development and Design Objectives. The development objectives for the Urban Renewal Area
includes establishment of uses that will allow undertakings and activities to respond to changing
market conditions. Potential land uses within the Urban Renewal Area include a range of retail,
business, lodging, civic, cultural, residential and parking uses. Design objectives for the Urban
Renewal Area are addressed in the West Town Center Design Guidelines dated February 2007.
Development objectives generally promote flexibility, adaptability to a range of uses and product
type and consistency with prevailing market conditions, Other objectives include:
(a) Eliminate and prevent blight
Avon Urban Renewal Plan Page 8
Town Center West Area
Revised November 10, 2015
(b) Implement the Town of Avon Comprehensive Plan
(c) Ensure orderly growth
(d) Stimulate development of vacant and underutilized land in and adjacent to the Area
(e) Improve relationship between this Area and surrounding areas
(f) Increase property values and strengthen the Town's economic base
(g) Provide uses supportive of and complementary to planned improvements
(transportation, transit, utilities, parking, etc.)
(h) Encourage a mix of uses and project types
(i) Promote a variety of products to address multiple market segments
(j) Encourage continued presence of business consistent with the Plan vision
(k) Provide a range of financing mechanisms for private property re -investment and
investment
(1) Encourage public-private partnerships to implement the Plan
(m) Facilitate cooperation among governmental agencies
(n) Advance higher standards through quality design and material selection
(o) Landscape streetscapes and gateways to unify uses and Plan components
(p) Ensure sensitivity to existing surrounding uses
4.3.1 Development Opportunities — Catalyst Development. A key concept associated with
implementation of the Plan is targeted investment that will serve to catalyze development
throughout the Area and fund public improvements.
4.4 Development Standards. All development in the Plan Area shall conform to the Town of Avon
Comprehensive Pian, Town of Avon Development Code Title 7 (Development Code), Town of
Avon Municipal Code Title 15 (Building and Construction Code), Town Center West Design
Guidelines, and any site-specific zoning for properties in the Urban Renewal Area that are in effect
or as may be adopted or as amended from time to time,
In conformance with the Act and this Urban Renewal Plan, the Authority may adopt additional
standards and other requirements applicable to the properties in the Urban Renewal Area. Unless
otherwise approved by Town Council resolution, any such standards and requirements adopted by
the Authority shall be consistent with all other zoning and development policies and regulations of
the Town,
Avon Urban Renewal Plan Page 10
Town Center West Area
Revised November 10, 2015
4.5 Public Improvements and Facilities. The Authority may, or may cause others to, undertake
certain activities to make the Urban Renewal Area more attractive for private investment. The
Authority may, or may cause others to, install, construct, and reconstruct any public improvement
in the Urban Renewal Area, including, without limitation, streets, sidewalks, underground utility and
service facilities, streetscapes, pedestrian corridors, parking facilities, Town offices, and other
public buildings and facilities. The Authority also may, or may cause others to, install, construct
and reconstruct any other authorized improvements in the Urban Renewal Area, including, without
limitation, other authorized undertakings or improvements for the purpose of promoting the
objectives of this Urban Renewal Plan and the Act.
Public improvements and facilities are intended to stimulate (directly and indirectly) private sector
investment in and around the Urban Renewal Area. The combination of public and private
investment will assist in the investment and conversion of the Urban Renewal Area into a viable
commercial, residential, lodging, employment, civic and mixed-use neighborhood supported by
multiple forms of transportation with supporting public spaces contributing to increased property
and sales taxes.
4.5.1 Infrastructure. New infrastructure, including utilities, that is required will be located in
public right-of-ways or dedicated easements. These improvements will be added to
existing infrastructure to the extent possible. Existing services may be removed or
abandoned to accommodate new development in the Area.
In undertaking all activities and improvements pursuant to this Urban Renewal Plan, the
Authority shall comply with all applicable building and development regulations, and other
applicable ordinances of the Town. All Town ordinances and other regulations relating to
utility relocation will remain in effect,
4.5.2 Specific Public Projects. The following specific public projects are identified as
advancing and promoting the purposes of this Plan and are considered eligible for
expenditure and financing, such expenditures include but are riot limited to planning,
design, engineering, legal, construction, installation, property acquisition, and property
improvement, The following list of specific public projects is not intended to be exclusive
and actual public projects may vary in design, location and use as deemed appropriate
during the applicable development and design review process in accordance with the Avon
Development Code and other applicable Town processes.
Potential improvements to Harry A.. Nottingham Park;
Kev Program Elements
• Flexible multi-purpose community space with support facilities for the Avon
Pavilion and other events at Nottingham Park;
• Public restrooms;
• Expanded turf areas for ballfields, including a championship size soccer field, and
additional venue seating for Avon Pavilion and other events at Nottingham Park;
• Improved connection to the Main Street Mall; and
• Parking facilities to support Nottingham Park and to meet other public demands.
Avon Urban Renewal Plan Page 11
Town Center West Area
Revised November 10, 2015
Other Desired Elements
• Improved connection to the Eagle River and the regional trail system;
• Indoor ice arena;
• Outdoor ice rink/summer splash park;
• Covered outdoor ice rink/ summer flex space;
• Nordic center with groomed trails;
• Concessions/skate and ski rentals;
• Better connectivity to neighborhoods to the West;
• Designed areas with appropriate utility connection, ingress and egress for food
trucks;
Skate park;
• Bike share facilities;
• Pedestrian amenities;
• Children's music park;
• Wading lagoon;
• Picnic pavilion;
• Dog park;
• Community fire pit;
• Relocated playground;
• Relocated paddle boats;
• Mixed Use building including conference/event space, lodging, and/or affordable
housing; and
• Incorporate parking structure,
Road, Complete Street and Pedestrian Connections:
Improvements to right-of-ways within and adjacent to the Town Center West Area,
including but not limited to West Beaver Creek Boulevard and Avon Boulevard,
that improve vehicle transportation and parking, pedestrian accessibility, and multi-
modal use, and enhance the accessibility and attractiveness of the Town Center
West Area,
Potential Improvements to Fire Station Site:
• Construction of a new Town Hall facility;
• Live/work development;
• Workforce housing;
• Art studio with artists in residence; and
• Skatepark.
Potential New Town Hall Facility:
• Acquisition and interior finish of the Phase 1 B Office Building in the Mountain Vista
Resort Subdivision, Avon Colorado, for a new Town Hall facility,
Avon Urban Renewal Plan Page 12
Town Center West Area
Revised November 10, 2015
• Acquisition and improvement of other property within the West Town Center Urban
Renewal Plan Area for a new Town Hall facility.
4.6 Other Improvements and Facilities. There could be other non-public improvements in the Urban
Renewal Area that may be required to accommodate development. The Authority may assist in
the financing or construction of these improvements to the extent authorized by the act and other
applicable law,
5.0 PROJECT IMPLEMENTATION, The Act allows for a wide range of activities to be used in the
implementation of an urban renewal area. It is the intent of the Authority to provide incentives to
stimulate private investment in cooperation with property owners and other affected parties in order
to accomplish the objects of the Plan. Public-private partnership and other forms of cooperative
development will be key to the Authority's strategy for preventing the spread of blight and
eliminating blight conditions, This Plan does not authorize the use of eminent domain by the
Authority, In order for the Authority to exercise eminent domain powers in the future, the Town
Council must approve a substantial modifications tot he Urban Renewal Plan and comply with the
applicable requirements of the Act.
5.1 Property Acquisition and Land Assemblage. The Authority may acquire property by
negotiations or any other method authorized by the Act other than eminent domain, as discussed in
Section 5.0 above. The Authority may temporarily operate, manage and maintain property
acquired in the Urban Renewal Area. Such property shall be under the management and control of
the Authority and may be rented or leased pending its disposition for redevelopment.
5.2 Relocation Assistance. It is not anticipated that acquisition of real property by the Authority will
result in the relocation of any individual, families, or business concern. However, if such relocation
becomes necessary, the Authority shall adopt a relocation plan in conformance with the Act and
consistent with specific objectives which will be identified in that Plan,
5.2.1 Mitigate inconvenience and expense. Development of any relocation program for the
Area will be designed to mitigate the inconvenience and expense of individuals, families
and business concerns that may be displaced by acquisition of property by the Authority.
5.2.2 Information Program. Any relocation program will be accompanied by an information
program to keep all affected parties advised of relocation activities on a continuing basis
and to encourage all such parties to keep the Authority informed of their needs and
requirements.
5.3 Demolition, Clearance, and Site Preparation. In carrying out this Urban Renewal Plan, it is
anticipated that the Authority may be required to demolish and clear buildings, structures and other
improvements from property in the Urban Renewal Area, Additionally, the development activities
consistent with this Plan, including but not limited to Development or Cooperation Agreements,
may require such demolition and clearance to eliminate unhealthy, unsanitary, and unsafe
conditions, eliminate obsolete and other uses detrimental to the public welfare, and otherwise
remove and prevent the spread of deterioration.
With respect to property acquired by the Authority, it may demolish and clear, or contract to
demolish and clear, those buildings, structures and other improvements from property pursuant to
Avon Urban Renewal Plan Page 13
Town Center West Area
Revised November 10, 2015
this Urban Renewal Plan if in the judgment of the Authority such buildings, structures and other
improvements can not be rehabilitated in accordance with this Urban Renewal Plan. The Authority
may also undertake such additional site preparation activities, as it deems necessary, to facilitate
the disposition and development of such property.
5.4 Property Disposition. The Authority may sell, lease, or otherwise transfer real property or any
interest in real property subject to covenants, conditions and restrictions, including architectural
and design controls, time restrictions on development, and building requirements, as it deems
necessary to develop such property, Real property or interests in real property may be sold,
leased or otherwise transferred for uses in accordance with the Act and this Urban Renewal Plan.
All property and interest in real estate acquired by the Authority in the Urban Renewal Area that is
not dedicated or transferred to public entities, shall be sold or otherwise disposed of for
redevelopment in accordance with the provisions of this Plan and the Act.
5.5 Redevelopment and Rehabilitation Actions. Redevelopment and rehabilitation actions within
the Urban Renewal Area may include such undertakings and activities as are in accordance with
this Urban Renewal Plan and the Act, including without limitation: demolition and removal of
buildings and improvements as set forth herein; acquisition of any other property where necessary
to eliminate unhealthful, unsanitary, or unsafe conditions, lessen density, eliminate obsolete or
other uses detrimental to the public welfare, or otherwise remove or prevent the spread of blight or
deterioration or to provide land or buildings for needed public facilities. The Authority may enter
into agreements with private parties or public entities to provide assistance or undertake all other
actions authorized by the Act or other applicable law to redevelopment and rehabilitate the Urban
Renewal Area.
5.6 Redevelopment Agreements. The Authority is authorized to enter into Redevelopment
Agreements or other contracts with developer(s) or property owners or such other individuals or
entities as are determined by the Authority to be necessary or desirable to carry out the purposes
of this Urban Renewal Plan. Such Redevelopment Agreements, or other contracts, may contain
such terms and provisions as shall be deemed necessary or appropriate by the Authority for the
purpose of undertaking the activities contemplated by this Urban Renewal Plan and the Act, and
may further provide for such undertakings by the Authority, including financial assistance, as may
be necessary for the achievement of the objectives of this Urban Renewal Plan or as may
otherMse be authorized by the Act and other applicable law,
6.0 PROJECT FINANCING
6.1 Public Investment Objective. It is the intent of the Town Council and the Authority that the public
sector play a significant role in revitalization efforts as a strategic partner. However, experience
has proven that a critical component to the success of any revitalization strategy is participation by
both the public and private sector. Leveraging of resources will be key as no one entity, either
public or private, has sufficient resources alone to sustain a long-term improvement effort. Typical
public investments may include but are not limited to; unifying streetscape elements, improving
access, circulation and connections to future transit improvements; providing for gateway
improvements and public parking; completing utilities and other infrastructure improvements; public
buildings and facilities; and, facilitating creation of special districts or other financing mechanisms.
Avon Urban Renewal Plan Page 14
Town Center West Area
Revised November 10, 2015
6.2 Authorization. The Authority may finance this Urban Renewal Plan by any method authorized
under the Act or any other applicable law, including without limitations, the following: issuance of
notes and bonds in an amount sufficient to financing all or part of this Plan; borrowing of funds and
creation of indebtedness; advancement and reimbursement agreements; federal or state loans or
grants; interest income; annual appropriation agreements; agreements with public or private
entities; and loans, advances and grants for any other available sources. The principal, interest,
costs and fees on any indebtedness are to be paid for with any lawfully available funds of the
Authority.
6.3 Project Revenues
Tax Increment Financing
The primary method of financing this Plan is expected to be the use of property tax increments as
authorized by Section 31-25-107(9), C.R.S. (the "TIF Statute"), which is by this reference
incorporated herein as if set forth in its entirety. The property tax increments will be collected,
divided, distributed, utilized and in all other ways administered as set forth in the TIF Statute. The
Town Council may allocate Town sales tax increments in addition to property tax increments as
approving a modification to the Plan in accordance with the Act,
The Town and Authority may enter into agreements with other public bodies and private parties to
provide financial assistance in support of development projects consistent with this Plan as may be
more fully set forth in the provisions of such agreements. Existing agreements between the Town
and private parties that are consistent with this Plan are intended to remain in full force and effect.
Confluence Metropolitan District and Avon Station Metropolitan District
The Town has entered into an intergovernmental agreement dated February 27, 2007 (the "District
IGA''), with Avon Station Metropolitan District and Confluence Metropolitan Districts (together, the
"Districts"), Pursuant to the District IGA, the Authority shall remit to the Districts any tax increment
receipts resulting from real property taxes and specific ownership taxes from property within the
boundaries of the Districts as of the date of the District IGA, other than Lot B of the Avon Station
Metropolitan District (as described in the District IGA), that would otherwise be payable to the
Districts, except for any incremental real property taxes or specific ownership taxes generated by
an increase in the total number of permitted dwelling unites or commercial square footage in the
zoning entitlements existing as of the date of the District IGA. The Town shall continue to remit
such receipts, if any, to the Districts until December 31, 2047.
6.4 Financing Mechanisms and Structures. The Plan is designed to provide for the use of tax
increment financing as one tool to facilitate investment and reinvestment within the Area. The
Authority is committed to making a variety of strategies and mechanisms available which are
financial, physical, market and organizational in nature. It is the intent of the Town Council and the
Authority to use the tools either independently or in various combinations. Given the obstacles
associated with infill development, the Authority recognizes that it is imperative that solutions and
resources be put in place that re comprehensive, flexible and creative. Such resources may
include, without limitation, special districts and improvement districts approved by the Town
Council.
Avon Urban Renewal Plan Page 15
Town Center West Area
Revised November 10, 2015
7,0 CHANGES AND MINOR VARIATIONS FROM ADOPTED PLAN
7.1 Changes in the Approved Urban Renewal Plan. This Urban Renewal Plan may be modified
pursuant of the provision of the Act governing such modification, including Section 31-25-107
thereof, as the same may be amended from time to time.
7.2 Minor Variations. In specific cases, where a literal enforcement of the provisions contained the
Urban Renewal Plan constitutes an unreasonable limitation beyond he intent and purpose of these
provisions, the Authority may allow minor variations from these provisions to the extent authorized
by the Act and other applicable law.
7.3 Cooperation Agreements. For the purposes of implementing this Plan, the Authority may enter
into one or more Cooperation Agreements with the Town or other public bodies pursuant to the
Act. Such Cooperation Agreements may include, without limitation, agreements regarding the
planning or implementation of this Urban Renewal Plan and its projects, as well as programs,
public works operations, or activities which the Authority, the Town or such other public body is
otherwise authorized by law to undertake, including without limitation, agreements respecting the
financing, installation, construction and reconstruction of public improvements, utility line relocation,
storm water detention, environmental remediation, landscaping and/or other eligible improvements
within the Urban Renewal Area.
The Town and Authority recognize the need to cooperate in the implementation of this Urban
Renewal Plan for purposes including, without limitation, project financing and administering the
construction of public improvements. This paragraph shall not be construed to require any
particular form of cooperation.
8.0 INTERPRETATION. The language in this Urban Renewal Plan shall be interpreted to conform to
the Act, and if there is any conflict between the Act and this Urban Renewal Plan, the provisions of
the Act shall control.
9.0 SEVERABILITY. If any portion of the Urban Renewal Plan is held to be invalid or unenforceable,
such invalidity will not affect the remaining portions of the Urban Renewal Plan,
Avon Urban Renewal Plan Page 16
Town Center West Area
Revised November 10, 2015
BUTLER ISNOW
May 1, 2020
Avon Urban Renewal Authority
100 Mikaela Way
Avon, Colorado 81620
$4,111,000
Avon Urban Renewal Authority, Colorado
Tax Increment Revenue Refunding Loan
Ladies and Gentlemen:
We have acted as bond counsel to the Avon Urban Renewal Authority, an urban
renewal authority in the State of Colorado (the "Authority"), in connection with the
authorization, execution and delivery of a loan agreement dated as of the date hereof (the "Loan
Agreement") by and between the Authority and Sterling National Bank, as lender (the
"Lender"), and a promissory note issued pursuant to the Loan Agreement evidencing the a loan
by the Lender to the Authority in the amount of $4,111,000 (the "Note"), In such capacity, we
have examined the Authority's certified proceedings and such other documents and opinions
and such law of the State of Colorado and of the United States of America as we have deemed
necessary to render this opinion letter.
The execution and delivery of the Loan Agreement, the Note, and related
documents were authorized by a resolution of the Board of Commissioners of the Authority
adopted on March 26, 2020 (the "Resolution"). Capitalized terms not otherwise defined herein
shall have the meanings ascribed to them by the Resolution and the Loan Agreement.
Regarding questions of fact material to our opinions, we have relied upon the
Authority's certified proceedings and other representations and certifications of public officials
and others furnished to us without undertaking to verify the same by independent investigation.
Based on the foregoing examination, and subject to the qualifications that
follow, it is our opinion as bond counsel that:
1. The Loan Agreement and the Note are valid and binding, special, limited
obligations of the Authority, payable solely from the Pledged Revenue pledged therefor under
the Loan Agreement.
2. The Loan Agreement has been duly authorized by the Authority and duly
executed and delivered by authorized officials of the Authority and, assuming due
authorization, execution, and delivery by the other parties thereto, constitutes a valid and
binding obligation of the Authority, enforceable in accordance with its terms.
T720.330.2300 1 1801 Califomia Street
F720.330.2301 Suite 5100
tuwrv.batlerrnorv.com Denver, CO 80202
BUTLER Sxow LLP
Avon Urban Renewal Authority
May 1, 2020
Page 2
3. The Loan Agreement creates a valid lien on the Pledged Revenue to
secure the repayment of the Note, on a parity with the Authority's Tax Increment Revenue
Bonds, Series 2017, and other parity bonds (if any) to be issued. Except as described in this
paragraph, we express no opinion regarding the priority of the lien on the Pledged Revenue or
on funds and accounts created by the Loan Agreement.
4. Interest on the Note is excludable from gross income under federal
income tax laws pursuant to Section 103 of the Internal Revenue Code of 1986, as amended to
the date hereof (the "Tax Code"), interest on the Note is excludable from alternative minimum
taxable income as defined in Section 55(b)(2) of the Tax Code, and interest on the Note is
excludable from Colorado taxable income and Colorado alternative minimum taxable income
under Colorado income tax laws in effect as of the date hereof. The opinions expressed in this
paragraph assume continuous compliance with the covenants and representations contained in
the Authority's certified proceedings and in certain other documents and certain other
certifications furnished to us.
The opinions expressed in this opinion letter are subject to the following:
In rendering the foregoing opinions, we are not passing upon matters of (i) the
corporate status of the Lender, (ii) the power of the Lender to execute and deliver the Loan
Agreement or to perform its obligations thereunder, or (iii) the enforceability of the Loan
Agreement against the Lender.
We are not opining as to the enforceability of any of the following: (i) any
provision of the Loan Agreement or the Note which purports to create payment obligations of
the Authority other than the obligation to pay the principal of, interest on, and any premium due
on the Loan; or (ii) any provision of the Loan Agreement or the Note which is qualified by the
phrase "to the extent permitted by law" or words of similar import.
The obligations of the Authority pursuant to the Loan Agreement and the Note,
the rights of the Lender and the owner of the Note, and the enforceability of the Loan Agreement
and the Note are limited by bankruptcy, insolvency, reorganization, moratorium, and other
similar laws affecting creditors' rights generally, and by equitable principles, whether
considered at law or in equity.
In this opinion letter issued in our capacity as bond counsel, we are opining only
upon those matters set forth herein, and we are not passing upon (i) the accuracy, adequacy or
completeness of any statements made in connection with the making of the Loan or the
execution and delivery of the Loan Agreement or the Note, or (ii) upon any federal or state tax
consequences arising from the receipt or accrual of interest on or the ownership or disposition
of the Loan Agreement and the Note, except those specifically addressed herein.
Avon Urban Renewal Authority
May 1, 2020
Page 3
This opinion letter is issued as of the date hereof and we assume no obligation
to revise or supplement this opinion letter to reflect any facts or circumstances that may
hereafter come to our attention or any changes in law that may hereafter occur,
Respectfully submitted,
4�(I� 5X-V�111-11
BUTLER SNOW LLP
$6,825,000
Avon Urban Renewal Authority, Colorado
Tax Increment Revenue Bonds, Series 2013
WAIVER AND CONSENT REGARDING
PROPOSED ISSUANCE OF
TAX INCREMENT REVENUE REFUNDING BONDS
SERIES 2020
THE UNDERSIGNED, as owner of 100% of the Avon Urban Renewal Authority,
Colorado, Tax Increment Revenue Bonds, Series 2013 (the "2013 Bonds"), hereby waive, agree
and consent to the following;
1. The 2013 Bonds were issued on December 2, 2013, in the aggregate principal amount
of $6,825,000.
2. Truist Bank, formerly known as Branch Banking and Trust Company (the
"Bondholder") was the sole purchaser of the 2013 Bonds and is currently the owner
of 100% of the 2013 Bonds outstanding.
3. The Series 2013 Bonds are subject to redemption prior to maturity, at the option of
the Authority, on any interest payment date (i.e. June 1 or December 1), in whole or
in part, in integral multiples of $5,000 (giving proportionate weight to Bonds in
denominations larger than $5,000), fiom such maturities or any portions of maturities
selected by the Authority and by lot within a maturity in such manner as the Registrar
shall determine, upon payment of the principal amount of each Bond or portion
thereof so redeemed plus accrued interest thereon to the redemption date, and a
redemption premium of 1 % of the principal amount so redeemed.
4. The Bondholder hereby waives the redemption dates specified in item 3. above and
agrees that the 2013 Bonds may be called for prior redemption on the earliest possible
date (on or about May 1, 2020), at a price equal to the principal amount so redeemed
plus accrued interest to the redemption date with a prior redemption premium of 1 % of
the principal amount so redeemed.
5. The Bondholder hereby waives the requirement of the notice of redemption to be
given not less than 30 days' prior to redemption.
In connection with the proposed issuance by the Authority of the 2020 Bonds referenced
above, the below signed bondholders, as owners of 100% in aggregate principal amount of the
above of the 2013 Bonds currently outstanding, hereby agree and consent to the waiver of the
above prior redemption provisions and notice, and agrees that the 2013 Bonds may be called for
redemption prior to maturity on or after May 1, 2020.
The Bondholder hereby represents and warrants that this waiver and consent has been
duly authorized, executed and delivered on its behalf and constitutes its legal, valid and binding
obligations enforceable in accordance with the terms thereof.
The Bondholder hereby represents and warrants to the Authority that it is, or has the
capacity to act on behalf of, the holder of the Bonds in the principal amount set forth opposite its
signature below.
Facsimiles of executed signature pages shall be deemed to be original copies.
[SIGNATURES APPEAR ON THE FOLLOWING PAGES]
Dated as of A VU(- 1� , 2020
TRUIST BANK
Name: WiU-y�}M Q. (% tic ✓q
Title: Assaf-r,4,vr V jj ,c Pry 6srl�`��