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TC Res. No. 2007-28 APPROVING A SERVICE PLAN FOR THE GATESTOWN OF AVON, COLORADO RESOLUTION NO. 07-28 SERIES OF 2007 A RESOLUTION APPROVING A SERVICE PLAN FOR THE GATES METROPOLITAN DISTRICT' WHEREAS, §32-1-204.5; C.R.S., provides that no special district shall be organized if its boundaries are wholly contained within the boundaries of a . municipality, except upon adoption of a resolution of approval of the governing body of such municipality; and WHEREAS, a service plan (the "ServicePlan") for The Gates Metropolitan District (the "District") have been- submitted to the Town Council (the "Town Council") of the Town of Avon,.Colorado (the "Town") by the District in compliance with §32-1-204.5, C.R.S.,; and WHEREAS, the territory of the proposed District is located wholly within the boundaries of the Town; and WHEREAS, adequate notice has been published and. sent to property owners and interested parties of a public hearing of the Town Council to review the Service Plan; and WHEREAS, the Town Council has conducted a public hearing on the Service Plan for the District and has considered the testimony and evidence presented at the hearing. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF AVON, COLORADO: Section 1. The Town Council makes the following findings: a: There is sufficient existing and projected need for organized service in the area to be serviced by the proposed special District. b. The existing service in the area to be. served by the proposed special District is inadequate for present and projected needs. C. The proposed special District are capable of providing economical and sufficient service to the area within their proposed boundaries. d. The area to be included in the proposed special District have, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. Section 2. The Service Plan for the District is hereby approved subject to the conditions that a) only Lot 1 shall be included, within the boundaries of the .District and b) nothing contained in the Service Plan shall cause any infrastructure or improvements to be dedicated to the Town or in any way obligate the Town to their maintenance or repair. Nothing herein limits the Town's powers with respect to the District, the property within the District, or the improvements to be constructed by the District. The Town's f ndings are based solely upon {00081956.DOC v:1 } 720716.1 the evidence in the Service Plan and such other evidence presented at the public hearing or otherwise submitted to the Town, and the Town has not conducted any independent investigation of the evidence. The Town makes no guarantee as to the financial. viability of the District or the achievability of the results. ADOPTED this August 28, 2007. Uf ~ c-~ r E-A L' Attest: ! Br {00081956.DOC v:1) 720716.1 . TOWN OF, AVON. COLORADO 2 ayo ,-Pro Tem 1I. . SERVICE PLAN FOR THE GATES METROPOLITAN DISTRICT prepared by Joel Rosenstein Senn Visciano Kirschenbaum P.C. 1801 California Street, Suite 4300 Denver, Colorado 80202 on behalf of CSC Land, LLC c/o JMJ Holdings Attention: Tim Barton One Hickory Center 1800 Valley View Lane, #150-LB4 Dallas, Texas 75234 August 22, 2007 TABLE OF CONTENTS I. INTRODUCTION :...........................................................................................................................1 A. Purpose and Intent I B. Need for the District ............................................................................................................1 C. Objective of the Town Regarding District Service Plans I D. Organizers and Consultants :................................................................................................2 E. Board of Directors ...2 II: DEFINITIONS .............................:...................................................................................................3 III. BOUNDARIES ................................................................................................................................4 IV. PROPOSED LAND USE/POPULATION PROJECTIONS/ASSESSED VALUATION .....................4 V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES 4 A. Powers of the District and Service Plan Amendment 4 1. Operations and Maintenance Limitation 4 2. Use of Bond Proceeds and Other Revenues of the District Limitation 5 3. Recovery Agreement Limitation 5 4. Construction Standards Limitation 5 5. Privately Placed Debt Limitation 5 6. Boundary Change Limitation 5 7. Total Debt Issuance Limitation 5 8. No Rates, Fees, Charges, Assessments or Exaction 6 9. Monies from Other Governmental Sources 6 10. Consolidation Limitation., 11. Banlcruptcy Limitation 6 12. Eminent Domain Powers Limitation 6 13. Notice of Meetings 6 14. Subdistricts; 63-20 Corporations 6 15. Intergovernmental Agreement . 6 16. Service Plan Amendment Requirement 6 B. Preliminary Engineering Survey 7 VI. FINANCIAL PLAN 7 A. General . 7 B.` Maximum Voted Interest Rate and Maximum Underwriting Discount. 8 C. No-Default Provisions 8 D. Eligible Bondholders 8. E. Maximum Mill Levy 8 F. Maximum Mill Levy Imposition Term 9 G. Debt Repayment Sources 9 H. Security for Debt 9 I. Operating Mill Levy 9 VII. ANNUAL REPORT .........................................................................................................................9 A. General ................................................................................................................................9 B. Reporting of Significant Events .....................................................•....................................9 VIII. DISSOLUTION .............................................................................................................................10 - i - DL DISCLOSURE TO PURCHASERS ..............................................................................................10 X. COMPLIANCE WITH LAWS ......................................................................................................11 XI. CONCLUSION .............:................................................................................................................11 LIST OF EXMITS EXHIBIT A Legal Description EIGHBIT B Town Vicinity Map EXHIBIT C Initial District Boundary Map EXHIBIT D Description of Public Improvements, including the information required by Section 32-1-202(c) and (e). EIHMff E General Description of the District's Ownership and Maintenance Obligations EXHIBIT F Financial Plan EXHIBff G District Election Questions EXHIBIT H Underwriter Commitment Letter EXHIBIT I Form of Disclosure EXHIBIT J Proof of Ownership and Encumbrances - ii - SERVICE PLAN FOR THE GATES METROPOLITAN DISTRICT 1. INTRODUCTION A. Purpose and Intent. The District is an independent unit of local government, separate and distinct from the Town. It is intended that the District will provide, or finance the construction of, a part or all of the Public Improvements for the use and benefit of all anticipated constituents and taxpayers of the District. The primary purpose of the District is to finance the construction of the Public Improvements. The District is not being created to provide ongoing operations and maintenance services except as otherwise set forth in Exhibit E to this Service Plan. B. Need for the District. There are currently no other governmental entities, including the Town, located in the immediate vicinity of the District that consider it desirable, feasible or practical to undertake the planning, design, acquisition, construction installation, relocation, redevelopment, and financing of the Public Improvements needed for the Project. Formation of the District is therefore necessary in order for the Public Improvements required for the Project to be provided in the most economic manner possible. C. Objective of the Town Regarding District Service Plans. The Town's objective in approving the Service Plan is to provide for the planning, design, acquisition, construction, installation, and financing of the Public Improvements from the proceeds of Debt to be issued by the District. All Debt is expected to be repaid by taxes imposed and collected for no longer than the Maximum Mill Levy Imposition Term. The District's mill levy shall be no higher than the Maximum Mill Levy. This Service Plan is intended to establish very limited purposes for the District and explicit financial constraints that are not to be violated under any circumstances. The primary purpose is to provide for the Public Improvements associated with development and regional needs. Operational activities are allowed, but only as specified in Exhibit E to this Service Plan. Unless the District has operational responsibilities for any of the Public Improvements, it is the intent of the District to dissolve upon payment or defeasance of all Debt incurred or upon a court determination that adequate provision has been made for the payment of all Debt, or upon the occurrence of an event specified in Section 32-1-701(2) or (3), C.R.S. The District shall be authorized to finance the Public Improvements that can be funded from Debt to be repaid from tax revenues collected from a mill levy which shall not exceed the Maximum Mill Levy and which shall not exceed the Maximum Mill Levy Imposition Term. It is the intent of this Service Plan to assure to the extent possible that no property bear an economic burden that is greater than that associated with the Maximum Mill Levy in amount and that no property bear an economic burden that is greater than that associated with the Maximum Mill Levy Imposition Term. Generally, the cost of Public Improvements that cannot be funded within these parameters is not a cost to be paid by the District. D. Organizers and Consultants. This Service Plan has been prepared by the following: Organizers District Counsel Joel Rosenstein Senn Visciano Kirschenbaum P.C. 1801 California Street, Suite 4300 Denver, Colorado 80202 Phone: 303/298-1122 Facsimile: 303/296-9101 Financial Advisor Rus Heise Executive Vice President RBC C!Rital Markets 1200 17 Street, Suite 2150 Denver, Colorado 80202 Phone: 303/595-1207 Facsimile: 303/595-1220 Bond Counsel KC Veio Kline Alvarado Veio, P.C. 1775 Sherman Street, Suite 1790 Denver, Colorado 80203 Phone: 303/534-3390 Facsimile: 303/831-1011 E. Board of Directors. Engineers Inter-Mountain Engineering, Ltd. 40801 U.S. Hwy 6 Suite 203 - PO Box 978 Avon, Colorado 81620 Attention: Jeff Spanel Phone: 970/949-5072 Facsimile: 970/949-9339 Subject to the requirements of applicable Colorado law, the District will be governed by a board of directors consisting of five (5) individuals. The individuals that will serve on the initial board of directors are as follows: 1. Benjamin Irvin, c/o Western Seasons Corporation, P.O. Box 1370, 600 Sawatch Drive, Edwards, Colorado 81632, (p) 970/926-2300; 2. Sandra E. Mendonca, c/o Inter-Mountain Engineering, Ltd., P.O. Box 978, 40801 US Highway 6 & 24, Ste. 203, Avon, CO 81620, (p) 970/949-5072 3. Frank Pennie, c/o Western Seasons Corporation, P.O. Box 1370, 600 Sawatch Drive, Edwards, Colorado 81632, (p) 970/926-2300 4. Karri Willemssen, c/o Western Seasons Corporation, P.O. Box 1370, 600 Sawatch Drive, Edwards, Colorado 81632, (p) 970/926-2300 5. Frank Visciano, c/o Senn Visciano Kirschenbaum P.C., 1801 California Street, Suite 4300, Denver, Colorado 80202 (p) 303/298-1122 Attached hereto as Exhibit J is proof of current ownership of, and encumbrances on, property in the District. -2- H. DEFINITIONS In this Service Plan, the following terms shall have the meanings indicated below, unless the context hereof clearly requires otherwise: Board: means the board of directors of the District. Bonds or Debt: means any bonds, notes, debentures, certificates, contracts, capital leases, or other multiple fiscal year financial obligations of the District. Coun : means Eagle County, Colorado. District: means The Gates Metropolitan District. Entitlements: mean the planned unit development, as may be amended, from time to time, and the Second Amended and Restated Development Agreement, as may be amended, from time to time, as approved by the Town pursuant to the Town Code and to which the Project is subject. External Financial Advisor: means a -consultant that: (1) advises Colorado governmental entities on matters relating to the issuance of securities by Colorado governmental entities, including matters such as the pricing, sales and marketing of such securities and the procuring of bond ratings, credit enhancement and insurance in respect of such securities; (2) shall be an underwriter, investment banker, or individual listed as a public finance advisor in the Bond Buyer's Municipal Market Place (also known as the Redbook); and (3) is not an officer of the District. Financial Plan: means the Financial Plan attached hereto as Exhibit F and described in Section VI which describes (a) how the Public Improvements are to be financed; (b) how the Debt is expected to be incurred; and (c) the estimated revenue and expenses. Initial District Boundaries: means the boundaries of the area described in the Initial District Boundary Map. Initial District Boundary May: means the map attached hereto as Exhibit C, describing the Initial District's Boundaries. Market Issued Debt: means Debt which is underwritten by an underwriter or investment banker listed in the Bond Buyer's Municipal Market Place (also known as the Redbook). Maximum Mill Lew: means the maximum mill levy the District is permitted to impose for payment of Debt as set forth in Section VI.E below. Maximum Mill Lew Imposition Term: means the maximum term for imposition of a mill levy as set forth in Section VLF below. Privately Placed Debt: means Debt which is sold or placed directly with an investor, without being underwritten by an underwriter or investment banker. Project: means the residential condominium development commonly known as The Gates. Public Improvements: means a part or all of the improvements authorized to be planned, designed, acquired, constructed, installed, and financed as generally described in Exhibit D, except as -3- i specifically limited in Section V below, to serve the future taxpayers and inhabitants of the Initial District Boundaries as determined by the Board of the District. Service Plan: means this service plan for the District approved by the Town Council. Service Plan Amendment: means an amendment to the Service Plan approved by the Town Council in accordance with the Town's ordinance and the applicable state law. Special District Act: means Section 32-1-101, et seg., of the Colorado Revised Statutes, as amended, from time to time. State: means the State of Colorado. Town: means the Town of Avon, Colorado. Town Code: means the municipal code of the Town of Avon, Colorado. Town Council: means the Town Council of the Town of Avon, Colorado. III. BOUNDARIES The area of the Initial District Boundaries includes approximately 5.2 acres. A legal description of the Initial District Boundaries is attached hereto as Exhibit A. A map of the Initial District Boundaries is attached hereto as Exhibit C. A vicinity map is attached hereto as Exhibit B. IV. PROPOSED LAND USE/POPULATION PROJECTIONSIASSESSED VALUATION The Initial District Boundaries consists of approximately 5.2 acres of unimproved and improved land. The current assessed valuation of the Initial District Boundaries is $1,422,460. and, at build out, is expected to be sufficient to reasonably discharge the Debt under the Financial Plan. The population of the District at build-out is estimated to be approximately 100 people. The Entitlements for the property in the Initial District Boundaries were last approved by the Town on July 24, 2007. V. DESCRIPTION OF PROPOSED POWERS IMPROVEMENTS AND SERVICES A. Powers of the District and Service Plan Amendment. The District shall have the power and authority to provide the Public Improvements and related operation and maintenance services within and without the boundaries of the District as such power and authority is described in this Service Plan, the Special District Act, and other applicable statutes, common law and the Colorado Constitution, subject to the limitations set forth herein. 1. ORerations and Maintenance Limitation. The purpose of the District is to plan for, design, acquire, construct, install, and finance the Public Improvements. The District shall dedicate the Public Improvements to the Town or other appropriate jurisdiction in a manner consistent with the Entitlements and other rules and regulations of the Town and applicable provisions of the Town Code and each applicable code for each appropriate jurisdiction. The District shall not be authorized to operate and maintain any part or all of the Public Improvements unless the provision of such operation and maintenance is pursuant to Exhibit E in the approved Service Plan. -4- 2. Use of Bond Proceeds and Other Revenues of the District Limitation. Proceeds from the sale of Debt instruments and other revenues of the District may not be used to pay landowners within the District for any items required by annexation agreements or land use codes. Examples of ineligible reimbursements include: the acquisition of rights of way, easements, water rights, and land for prudent drainage, park land or open space. Additionally, if the landowner/developer constructs the public infrastructure and conveys it to the District contingent upon a pledge from the District that it will issue bonds to pay the landowner/developer, prior to reimbursing the 1'andowner/developer for, such amounts, the District must receive the report of an independent engineer or accountant confirming that the amount of the reimbursement is reasonable. "Reasonable", means that the amounts expended by the landowner/developer, . are generally reflectiveJ of the prevailing. market(s) at the : time(s) the landowner/developer expended such monies. 3. Recovery Agreement Limitation. Should the District construct infrastructure subject to a recovery agreement with the Town or other entity, the District retains allbenefits under the recovery agreement. Any subsequent reimbursement for public improvements installed or financed by the District willremain the property of the District and be applied toward repayment of its Debt, if any. Any reimbursement revenue not necessary to re-pay District Debt may be utilized to construct additional Public Improvements permitted under this Service .Plan. 4. -Construction Standards Limitation. The District will ensure, that the Public Improvements are designed and constructed in. accordance with the standards and specifications of the Town and of other governmental entities having proper jurisdiction.. In all instances, the District. will comply with applicable Town ordinances, regulations and standards; including, without limitation, and to the extent necessary, execution of public improvement agreements and provision ..of improvements and dedication of any of the public improvements to the Town. The District will obtain the Town's approval of civil engineering plant and will obtain applicable permits for construction and installation of Public Improvements prior to performing such work: 5. Privately Placed Debt Limitation. Prior to the issuance of any Privately Placed. Debt, the District shall obtain the certification of an External Financial Advisor substantially as follows: . We are [I am] an 'External Financial Advisor within the meaning of the District's Service Plan. We [I] certify that (1) the net effective interest rate (calculated as defined in Section. M_4-103(12), C.R.S.) to be borne by [insert the.designation of. the Debt] does not exceed a reasonable current [tax-exempt] [taxable] interest rate, using criteria deegned appropriate by us [me] and based upon our [my] analysis of comparable securities; and (2) the structure of [insert .designation of the Debt], including maturities and early redemption provisions, is 'reasonable considering the financial' circumstances of the District. 6. ,Boundary Change Limitation. The District shall not include within or exclude from its boundaries any property without the prior written consent of the Town.' gate 7. Total Debt Issuance Limitation. The District shall not issue Debt in an aggre principal amount in excess of $5,000,000, provided that the, foregoing shall ' not include the principal amount of Debt which has been refunded by the' issuance of refunding Debt. -5- A 8. No Rates, Fees, Charges, Assessments or Exaction. The District shall not impose any rate, fee, charge, assessment or exaction and shall not utilize any rate, fee, charge, assessment or exaction imposed by any public or private entity without written consent of the Town. 9. Monies from Other Governmental Sources. The District shall not apply for or accept Conservation Trust Funds, Great Outdoors Colorado Funds, or other funds available from or through governmental or non-profit entities that the Town is eligible to apply for, except pursuant to an intergovernmental agreement with the Town. This Section shall not apply to specific ownership taxes which shall be distributed to and a revenue source for the District without any limitation. 10. Consolidation Limitation. The District shall not file a request with any Court to consolidate with another Title 32 district without the prior written consent of the Town. 11. Bankruptcy Limitation. All of the limitations contained in this Service Plan, including, but not limited to, those pertaining to the Maximum Mill Levy and the Maximum Mill Levy Imposition Term have been established under the authority of the Town to approve a Service Plan with conditions pursuant to Section 32-1-204.5, C.R.S. Such limitations: (a) Shall not be subject to set-aside for any reason or by any court of competent jurisdiction, absent a Service Plan Amendment; and (b) Are, together with all other requirements of Colorado law, included in the "political or governmental powers" reserved to the State under the U.S. Bankruptcy Code (11 U.S.C.) Section 903, and are also included in the "regulatory or electoral approval necessary under applicable non-bankruptcy law" as required for confirmation of a Chapter 9 Bankruptcy Plan under Bankruptcy Code Section 943(b)(6). Any Debt issued with a pledge or which results in a pledge that exceeds the Maximum Mill Levy or the Maximum Mill Levy Imposition Term, shall be deemed a material departure from this Service Plan pursuant to Section 32-1-207, C.R.S., and the Town shall be entitled to all remedies available under State and local law to enjoin such actions of the District. 12. Eminent Domain Powers Limitation. The District shall not exercise the power of eminent domain except upon the prior written consent of the Town. 13. Notice of Meetings. The District shall deliver to the Town Clerk a copy of written notice of every regular or special Board meeting of the District at least five (5) business days prior to such meeting. The District shall post a copy of such notice at Town Hall and the Town Post Office. From the time that 75% of the structures to be built in the District have been sold to purchasers, all Board meetings shall be held within Town limits. 14. Subdistricts, 63-20 Corporations. No subdistricts shall be created by the District pursuant to Section 32-1-1101(1.5), C.R.S. The District shall not create any corporation to issue Bonds on the District's behalf. 15. Intergovernmental Agreement. INTENTIONALLY DELETED. 16. Service Plan Amendment Requirement. This Service Plan has been designed with sufficient flexibility to enable the District to provide required services and facilities under evolving circumstances without the need for numerous amendments. While the assumptions underlying this Service Plan are reflective, in part, of the Entitlements for the property within the District, the cost -6- estimates and Financing Plan are sufficiently, flexible to enable the District to provide necessary services and facilities without the need to amend this service Plan as. development plans change. Modif cation' of,'. the "general types of services and facilities, and, changes in the national, state and local economies and in' the proposed configurations, locations, or dimensions of various facilities and. improvements shall be permitted to accommodate development needs consistent" with then-current Entitlements for the property. Actions of the District.which violate the limitations set forth in Sections A.1-15 above or in Section VI shall be deemed to bey material departures from this Service Plan and the -Town .shall be entitled to all remedies available under State and local law to, enjoin such actions of the District. B. Preliminary Engineering Survey. The District shall have authority to provide for the planning, design, . acquisition,. construction, installation, relocation, redevelopment, maintenance, and financing of the Public Improvements within and without the boundaries of the District, as more specifically described in Exhibit D. An estimate of the costs of the Public Improvements (which may be planned for, designed, acquired, constructed, . installed, relocated, redeveloped, maintained or financed) is based upon . a preliminary engineering survey of the affected property, within and without the Initial District >Boumaries and is . approximately $3,182,813' and more specifically detailed in Exhibit D. All of the Public Improvements described herein will be designed in such a way as to assure that the Public Improvements will be compatible with those of the Town and any other applicable . governmental or' quasi-governmental authority which could be or are interested parties in the Service Plan proceedings and shall comply with-any specifications set forth in.the Entitlements only to the'extentsuch are applicable. " All descriptions of the Public Improvements to be constructed, and their related costs, are estimates only and are subject to modification as engineering, development plans, economics,. the economy, the Town's " requirements, and construction scheduling may require., Upon approval of this Service Plan, the.District"will continue to develop and refine cost estimates contained herein and prepare for issuance of Debt. - All cost estimates will be inflated to then-current dollars at the time. of the issuance of Debt and constriction: ;.All construction cost estimates assume construction to applicable local, State or Federal requirements:" VI. FINANCIAL PLAN A. General. The District shall be authorized to provide for the planning, design, acquisition, construction, installation,,relocation,. And financing of the Public Improvements,from its revenues, and by and through. the proceeds of Debt to be issued by the District. The.Financial,Plan for the District shall be. to issue such Debt as the District can reasonably pay within the Maximum Mill, Levy Imposition Term from revenues derived from the Maximum Mill Levy and other legally available revenues (subject to Section V.A.8 hereof). The total, Debt that the District shall be permitted to issue shall not exceed the total Debt issuance limitation set forth. in Section V.A.7 hereof, and shall be permitted to be issued on a ' The District will only finance those eligible costs to the extent supported by its tax base at the time of such financing. The Financial Plan estimates $2,920,000 of net proceeds available to pay for, the costs of the Public Improvements.. This amount is less than the total estimated cost of the Public Improvements: Based on the Financial Plan, the District could not finance all of the eligible Public Improvements. The District will generate new Financial Plans, from -time to time and as needed. Each such Financial Plan will be used to determine how much of the costs of the Public Improvements can be financed by the District soundly and prudently at that particular time. -7- I . schedule and in such year or years as the District determine shall meet the needs of the Financial Plan referenced above and phased to serve development as it occurs. Subject to Section V.A.8 hereof, all Debt issued by the District may be payable from any and all legally available revenues of the District, including general ad valorem taxes to be imposed upon all taxable property of the District. Prior to issuing any Debt, the District shall deliver to the Town an opinion of nationally recognized bond counsel (acceptable to the Town Attorney) stating that the Debt satisfies the requirements of the Service Plan. B. Maximum Voted Interest Rate and Maximum Underwriting Discount. The interest rate on any Debt is expected to be the market rate at the time the Debt is issued. The proposed maximum interest rate on any Debt shall not exceed twelve percent (12%). The maximum underwriting discount shall not exceed five percent (5%). Debt, when issued, will comply with all relevant requirements of this Service Plan, State law and Federal law as then applicable to the issuance of public securities. The forms of the ballot questions which the District will submit to its electors at the organizational election are attached hereto as Exhibit G. C. No-Default Provisions. Debt issued by a District shall be structured so that failure to pay debt service when due shall not of itself constitute an event of default or result in the exercise of remedies. The foregoing shall not be construed to prohibit events of default and remedies for other occurrences including, without limitation, (1) failure to impose or collect the Maximum Mill Levy or such portion thereof as may be pledged thereto, or to apply the same in accordance with the terms of the Debt, (2) failure to abide by other covenants made in connection with such Debt, or (3) filing by a District as a debtor under any bankruptcy or other applicable insolvency laws. Notwithstanding the foregoing, Debt will not be structured with a remedy which requires the District to increase the Maximum Mill Levy or the Maximum Mill Levy Imposition Term. D. Eligible Bondholders All District Bonds or other Debt instruments, if not rated in one of its four highest rating categories by one or more nationally recognized organizations which regularly rate such obligations, must be issued in minimum denominations of $500,000. The foregoing shall not prohibit the redemption by the District of such Debt instruments in denominations smaller than $500,000. E. Maximum Mill Levv. The "Maximum Mill Levy" shall be the maximum mill levy the District is permitted to impose upon the taxable property of the District and shall be determined as follows: 1. The Maximum Mill Levy shall be fifty' (50) mills; provided that if, on or after January 1, 2008, there are changes in the method of calculating assessed valuation or any constitutionally mandated tax credit, cut or abatement; the mill levy limitation applicable to such Debt may be increased or decreased to reflect such changes, such increases or decreases to be determined by the Board in good faith (such determination to be binding and final) so that to the extent possible, the actual tax revenues generated by the mill levy, as adjusted for changes occurring after January 1, 2008, are neither diminished nor enhanced as a result of such changes. For purposes of the foregoing, a change in the ratio of actual valuation shall be deemed to be a change in the method of calculating assessed valuation. -8- F. Maximum Mill Lew Imposition Term. The District shall not impose a Debt service mill levy for more than forty (40) years after the year of the initial imposition of such Debt service mill levy unless: (1) a majority of the District Board imposing the mill levy are residents of such District, and (2) such Board has voted in favor of issuing Debt with a term which requires or contemplates the imposition of a Debt service mill levy for a longer period of time than the limitation contained herein. G. Debt Repayment Sources. The District may impose a mill levy on taxable property within its boundaries as a primary source of revenue for repayment of Debt service and for operations and maintenance. The Debt mill levy shall only be used for Debt service on Market Issued Debt or for Privately Placed Debt or to re- pay Developer advances for capital outlays made, from time to time, provided, however, that the debt service is current on any outstanding Market Issued Debt or Privately Placed Debt and the deployment of such monies is fiscally prudent for the District. In no event shall the debt service mill levy in any District exceed the Maximum Mill Levy or the Maximum Mill Levy Imposition Term. In addition, the District may capitalize interest to permit payment of interest during the time lapse between development of taxable properties and the collection of tax levies therefrom. Interest income through the reinvestment of construction funds, capitalized interest and annual tax receipts will provide additional funds. H. Security for Debt. No Debt or other financial obligation of any District will constitute a debt or obligation of the Town in any manner. The faith and credit of the Town will not be pledged for the repayment of any Debt or other financial obligation of any District. This will be clearly stated on all offering circulars, prospectuses, or disclosure statements associated with any securities issued by the District. The District shall not utilize the Town's name in the name of the District. I. Operating Mill Lew In addition to the capital costs of the Public Improvements, the District will require operating funds for administration and to plan and cause the Public Improvements to be constructed and maintained. The first year's operating budget is estimated to. be approximately $75,000, which is anticipated to be derived from property taxes and other revenues as described in Exhibit F or that the District is authorized to collect and use for such purposes under the Service Plan and Colorado law. VII. ANNUAL REPORT A. General. The District shall be responsible for submitting an annual report to the Town no later than August 1 of each year following the year in which the Order and Decree creating the District has been issued. B. Reporting of Significant Events. The annual report shall include the following information: -9- Service Plan; (a) A narrative summary of the progress of the District in implementing its (b) Except when an exemption from audit has been granted for the fiscal year under the Local Government Audit Law, the audited financial statements of the District for the prior fiscal year including a statement of financial condition (ie. balance sheet) as of December 31 of the prior fiscal year and the statement of operations (i.e. revenues and expenditures) for the prior fiscal year; (c) Unless disclosed within a separate schedule to the financial statements, a summary of the capital expenditures incurred by the District in development of the Public Improvements in the prior fiscal year, as well as any capital improvements or projects proposed to be undertaken in the five (5) years following the fiscal year, (d) Unless disclosed within a separate schedule to -the financial statements, a summary of the financial obligations of the District at the end of the prior fiscal year, including the amount of outstanding indebtedness, the amount and terms of any new District indebtedness or long-term obligations issued in the prior fiscal year, the amount of payment or retirement of existing indebtedness of the District in the prior fiscal year, the total assessed valuation of all taxable properties within the District as -of January 1 of the then current fiscal year, and the current mill levy of the District pledged to debt retirement in the then current fiscal year, (e) The District's budget for the calendar year in which the annual report is submitted; (f) A summary of residential and commercial development which has occurred within the District for the prior fiscal year, (g) A summary of all taxes, fees, charges and assessments imposed by the District as of January 1 of the then current fiscal year, (h) The name, business address and telephone number of each member of the Board and its chief administrative officer and general counsel, together with the date, place and time of the regular meetings of the Board. VIII. DISSOLUTION The District agrees to file petitions in the appropriate District Court for dissolution, pursuant to the applicable State statutes, upon the occurrence of one of the following: (1) if the District has not issued any Debt within ten years from the Town's, approval of this Service Plan, (2) upon an independent determination of the Town Council that the purposes for which the District were created have been accomplished, or (3) when no Debt is then outstanding. No dissolution shall occur until the Town has released the District from its obligation to make the Annual Payment and the District has provided for the payment or discharge of all of its outstanding Debt as required pursuant to State statutes. IX. DISCLOSURE TO PURCHASERS The District will use commercially reasonable efforts to assure that the developer of the property located within the District provides written notice to all purchasers of condominium units in the District (from and after the issuance of the Order and Decree creating the District) regarding the Maximum Mill Levy as well as a description of the District's authority to impose and collect rates, fees, charges or exactions. The form of notice shall be substantially in the form of Exhibit I hereto; provided that such _10- form may be modified by the District so long as a new form is submitted to the Town prior to modification. X. COMPLIANCE WITH LAWS The approval of the Service Plan shall not limit the Town in implementing any growth limitations imposed by the Town Council or the voters. The District shall be subject to all of the Town's zoning, subdivision, building code or land use requirements. XL CONCLUSION It is submitted that this Service Plan for the District, as required by Section 32-1-203(2), C.R.S., establishes that: 1. There is sufficient existing and projected need for organized service in the area to be serviced by the District; 2. The existing service in the area to be served by the District is inadequate for present and projected needs; 3. The District is capable of providing economical and sufficient service to the area within its proposed boundaries; and 4. The area to be included in the District does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. -11- . k . EXEO[BIT A Legal Description Lots 1 and 2, FINAL PLAT OF CHATEAU ST. CLAIRE SUBDIVISION - PUD according to the plat thereof filed June 18, 1997 in Book 729 at Page 742, County of Eagle, State of Colorado (See Attached Map) A-1 I I I p~ I O~ I n~ a~ o~ U) y v ~Ca / y ti::S; C ° f o ~ o a I / I n n y ~ oo~cr~~+o rno"wv~' I / c~••o ,~ooa ~ $ oho ' c -ci 33~ '$s O s3 tc gr. Sg m L.EQAL D P1K)N 7K GATES L~ LOT t. CHATEAU ST. CLARE a $ TOWN OF AVON. EAGLE COUNTY. COLORADO 0 y r- CSC LAND LLC EXHIBIT B Town Vicinity Map (See Attached) B-1 Sy9p U go$e Is. OF 3.19 $ o gill' gift's V K2 csc LAND LLC 4" MAP T rn'w~er EUIP II~~ll' 7 LOT 1 CHATEAU ST. CUUI ~w mr .m..e.rm. r err.rs. 3 F TOWN OF AVON, EAGLE COUNTY, COLORADO i 6rr"t r°Yi..r°~.wr°a..°° rw° ee°. r°°~°ra u~. m.amm ~s am mser.we Y601~IR01@m~Ol IYOmllm ~ APplf® EXffiBIT C Initial District Boundary Map (See Attached) C-1 o~ I o~ I a~ n O of ~o of v I I i I 0 O •c 3 MlW ~ CL z p 9111 [taw- SI -at H , ~3 0 flill V~ Z-9 / o O Z DETHUr BOUNDAR M C5C LAND LLC , 16 wimY°i~sa oY a~ee~ru a ar Yai.eo. rry Y r awrM6 , TriE GATES aas.e . ME M b w ae. Aei > ~r ire b Yn Eb LoT t, CHATEAU ST. CLAIRE i-tl-'~'° ~e e,a ..1s a.ro.rtl. ee m r.,r r .v Yr..eo. araiw YwY TOWN OF AWN. EAGLE COUNTY. COLORADO ! ~ ~M r aer_ s P a e. er r.a u. 1 nn I~ =~nwwo ~ ~O~W Via o / W O . tp 0 -p a~ NSC EJIBBIT D Description of Public Improvements The following provides a description of the proposed services and Public Improvements that the District is authorized to provide. The District shall have the authority to provide for the design, acquisition, construction, installation, maintenance and financing of the following Public Improvements within and outside of the District's boundaries: (1) streets, (2) safety protection, (3) water, (4) sanitation, (S) covenant enforcement and design review services, and (6) storm drainage. This exhibit also lists the Public Improvements that the District anticipates it will provide within and outside of the boundaries of the Property and a cost estimate, in current dollars, for such. 1. Streets. The District shall have the power to provide for the design, acquisition, construction, completion, installation, and/or operation and maintenance of street improvements both on and off-site, including, without limitation, curbs, gutters, culverts, and other drainage facilities, sidewalks, bike paths and pedestrian ways, parking areas, median islands, roundabouts, right-in and right-out lanes, emergency vehicle access, paving, lighting, grading, and landscaping, and all necessary, incidental and appurtenant facilities, land and easements, together with extensions of, and improvements to, said facilities within and outside the boundaries of the District, and in full compliance with any and all applicable laws and regulations. The District does not intend to retain ownership of any on- or off-site streets improvements. It is anticipated that upon completion and final acceptance of all on- and off-site street improvements, said Improvements will be dedicated to the applicable governmental authority for ownership and maintenance. The District does not intend to finance, construct or maintain any private street improvements. It is anticipated that, prior to dedication, any operation and maintenance activities reserved by the District with regard to street improvements shall be limited to minor activities including, but not limited to, landscape or streetscape maintenance. 2. Safety Protection. The District shall have the power to provide for the design, acquisition, construction, completion, installation, operation and maintenance of facilities and services for a system of traffic and safety controls and devices on streets and highways, including, without limitation, signalization, signage and striping, lighting, area identification, driver information and directional assistance signs, entry monuments, and all necessary, incidental, and appurtenant facilities, land and easements, together with extensions of and improvements to said facilities within and outside the boundaries of the District, and in full compliance with any and all applicable laws and regulations. It is anticipated that upon completion and final acceptance, any safety protection improvements constructed in conjunction with on- or off-site street improvements will be transferred to the applicable governmental authority for ownership and maintenance. 3. Water. The District shall have the power to provide for the design, acquisition, construction, completion, installation, operation, and maintenance of a potable and non-potable water transmission and distribution system, and irrigation conveyance and storage system, which may include, but shall not be limited to, water rights, water supply, water pumps, transmission lines, distribution mains and laterals, fire hydrants, irrigation facilities, land and easements, and all necessary, incidental and appurtenant facilities, together with extensions of and improvements to said system within and outside the boundaries of the District, and in full compliance with any and all applicable laws and regulations. The District will operate and maintain the water system for the Development. It is anticipated that upon completion and final acceptance, any water improvements constructed within or outside the boundaries of the District will be transferred to the applicable governmental authority for ownership and maintenance. 4. Sanitation. The District shall have the power to provide for the design, acquisition, construction, completion, installation, operation and maintenance of a complete sanitary D-1 sewage collection, transmission and disposal system which may include, but shall not be limited to, collection mains and laterals, lift stations, and all necessary, incidental and appurtenant facilities, land and easements, together with extensions of, and improvements to, said system within and outside the boundaries of the District, and in full compliance with any and all applicable laws and regulations. It is anticipated that upon completion and final acceptance, any sanitation improvements constructed within or outside the boundaries of the District will be transferred to the applicable governmental authority for ownership and maintenance. 5. Covenant Enforcement and Design Review Services. The District shall have the power to furnish covenant enforcement and design review services within the District as permitted by Section 32-1-1004(8) (a), C.R.S. Revenues used to furnish such services shall be derived exclusively and solely from those areas in which such services are fiunished. Moreover, the District will not enforce any covenant that has been or will be determined to be unenforceable as a matter of law. 6. Storm Drainage. The District shall have the power to provide for the design, acquisition, construction, completion, installation, operation and maintenance of storm drainage improvements and systems, including, but not limited to, storm water, flood and surface drainage facilities and systems, and all necessary, incidental, and appurtenant facilities, land and easements, together with extensions of and improvements to said storm drainage systems and improvements both within and outside the boundaries of the District and in full compliance with any and all applicable laws and regulations. It is anticipated that upon completion and final acceptance, any storm drainage improvements constructed within or outside the boundaries of the District will be transferred to the applicable governmental authority for ownership and maintenance. Except as otherwise specifically provided herein, the District is authorized to provide such additional services and exercise such powers as are expressly or impliedly granted by Colorado law. The following pages of Exhibit D constitute the preliminary engineering surveys showing how the proposed services are to be provided. They supplement, and do not limit, the above descriptions. . I. 1 . . . 's 1 sl;a=9a or P- 33°°~ 83~~$s ~g~.~m. gal s,- t / / i f~ a 11 110 t / 8ANfAR1f SEWER PLAN CSC LAND LLC 11 1 141 THE GATES m•°+i0r 4~w s r.e v~.+4 • \bvY Wally ve rYvbs dti • • * $ LOT 1. CHATEAU ST. CLAIRE a>.r . b r..a• e.~r:e • r 1 ~w.M,~Y rb1~ vY•. e+OwYd ti C TOWN OF AVON. EAGLE COUNTY. COLORADO ~.L: 3r r s tr~i°w'r a ~.~s~e.avm.m°~n.aos.o C ■ ~ C • 9aa' I • 9 4 I ~g 1 F I - - - - - - B - I I I I I I / $ o"#o 0 / 0AR . 1 B fl I Igg~S t 0 ~Ss Rsurd / o ` STORM M M F m CSC LAND LLC r e • . ..m.ra'+r w..r.swr.au. W GATES mwem ewe 4.7 a•. ~.e. s ••q O em a•rm6 Q Y O• wml e.. Ar ..Im 4•ms~bpsr~rY LOT t. CHAIEAV ST. CLAIRE bM ~''~__4wm OO ruti~°'.mm a'°~0o.mumMia m-umem Bill ild 8 i TOVIN OF AVON. EAGLE COUNTY. COLORADO G~dr a er r «°b ~0w°w~r. a NOi o°~i~ r mememrr~m ems autm mnwleee~ ~ wmm-masmaw.mw mw.ew.m' mmm.® S?o9 p a; QBQ ~ SS S^ , gr.5 s air z a om egg ~e pE ` - - - - - - - - - - - - - 73 c ~ \ \ \ ~O $@n ~ . ~ 5 O aC2o a~Oy V w~~o 0 I l a n~~o f k a IN 'b a 2 i a a H so -4pr r~Qt 0 a. o oa ti n y k ah In k y 2 O O O n y SWEETS PLAN' CSC LAND LLC v Y Q E A 4 9 , . . , THE GA7ES LOT' 7. BiA'IEAU ST. CL.AffiE , TOM OF . awN. .Eaa.E cOuNTr. cOL.oRA00 -.tab ft ra.sow me1m110 b M a/ ism Pr b M mrsoft er...wieawa+~.w~ r..r .r.a. e. r....i. o0A.r,r ....s 1w... r r .r. ~e....rrr.... r we.~ .r .y een.am, .wr.e r+. . . • b mnm, -m Qq .e.....n m~...mo- - .W - ..p,..m I . I] I i I CL I 1 a S IS T,2 m s =1 4 l p 1. Ap 0 1 s ~ ~ R ~ ~ qqq ~.gs$gs Q O [6 E 0 fog m Br ~'s S WAmm PLAN CSC "m uC 2 THE GATES mm,.r m•.r m.rm rw m. A r mr e.~.• : a rr..oe mrm.e r.s rr .m. m . m•q r r mu.em r r ...w em •a.m. ~rr r•. m... mr wm mr . a rr..a~ rr:a ri r s• r•r.m • ' ~~7QKam. L 1 LOT 1. CHATEAU W. m me TOWN OAF AVON. EAGLE COUNTY. COLORADO m~~ •w mr .•r. m.~aoe•. me rr~rr i r~mi r rr~wr ew r°~dma o~1m ...aim me .mwo ®..w..~ R~YORmI IY®R01 mm IOOY~O - I , " 1 Project Name: GATES ON BEAVER CREEK Property Address: BEAVER CREEK, COLORADO GATES METROPOLITAN DISTRICT Cost of Construction LAND ACQUISITION HARD COSTS GC Contract Furniture, Fixtures & Equipment Offsite Improvements 0.00 Hard & Soft Cost Contingency 0.00 Hard Costs Subtotal: 0.00 SOFT COSTS All Risk Insurance 59,636.84 Closing & Loan Costs & Finance Fees 108,691.53 Tap Fees 760,481.05 Bond and Registration Fees 22,155.55 Appraisal, Survey & Environmental 3,729.77 CDOT Street Work Engineering 93,956.80 -Legal & Professional Fees - - 80,696:17 - - Ad Valorem Taxes 0.00 Architect & Engineering 172,577.60 Overhead & Administration 6,085.45 Construction Management Fees 114,777.52 Developer's Fees 0.00 Audit and Escrow Fees 3,083.36 Pre-Development Costs 81,156.69 Contingency Hold Back 91,358.77 Interest Reserves 161,438.83 Soft Costs Subtotal: 1,759,825.93 Plus Hard Costs: 1,422,987.50 Total All Cost for Metro District 3,182,813.43 METRO DISTRICT COSTS WATER SERVICE SANITARY SEWER STREET IMPROVEMENTS SAFETY AND PROTECTION STORM SEWER SERVICES CONTINGENCY TOTALS = * NOTE: Includes GC Fee & Overhead HARD COST* SOFT COST TOTAL COST 122,001.00 150,880.00 272,881.00 258,376.00 319,537.00 577,913.00 763,856.00 944,670.00 1,708,526.00 1,050.00 1,299.00 2,349.00 148,342.00 183,456.00 331,798.00 129,363.00 159,984.00 289,347.00 1,422,988.00 1,759,826.00 3,182,813.00 REV. DATE UNITS OF MEASURE A - NUMBER OF UNITS: B - NUMBER OF BUILDINGS: C - SLAB SQUARE FOOTAGE-BED'S D - NET HEATED SF - BUILDINGS: E - CONSTRUCTION DURATION-WEEKS: F -CONSTRUCTION DURATION-MONTHS: G-STATE TAX RATE H- LOCAL TAX RATE I. GENERAL CONTRACTOR FEE COST DIVISION 1 - UNIT SUBTOTAL BUD- BUILDINGS A4 ACRES LS- LUMP SUM EA- EACH MOS-MONTHS SFS- SLAB SQUARE FOOTAGE TN-TONS TOTAL COST/ COST/ .v.{.::C•:.tvv::.{•.v:::::::.v.v...:....,....:.v}}}:{~:^:•:{{vxv:.:,J:titi6}}:•}i:i..}•t'.fti•`.•:u$ii:•ii?i$iii'r:~:~i:Cti({:ii'r'iS}:•}:{{{{.isS:}::i::i::i:•:}<:ri~:{::ti:':i::4: Li~i Div .,.................n... w.v:4.'v}ii.~.v}:.}:•: r:•}.wvvnvv+v:.v::} TOTAL GENERAL CONDITIONS 0 $0.00 $0.00 2-00-000 DIVISION 2'-SITEWORK: COOT Scope of Work Streets Erosion Control 1.00 S 4,400.00 4,400 Streets Remove Culverts 2.00 EA 383.00 766 Streets Remove Guard Rail 15.00 S 54000 810 Streets Traffic Control 1.00 S 53,040000 53,040 Streets Sawcuts 1,053.00 S 2.85 3,001 Streets Class 1 Base 12" Deep 1,179.00 TN 29.50 34,781 Streets Class 6 Road Base 533.00 TN 36.00 19,188 Streets Asphalt Widening 195.00 TN 103.00 20,085 Streets Asphalt Removal 7,540.00 SF 1.90 14,326 Streets Asphalt Patch 50.00 TN 230.00 11,500 Streets Striping 1.00 LS 10,150.00 10,150 Streets Signage 1.00 S 1,785.00 1,785 Streets Prep Walk 1,411.00 SF 2492 4,120 Streets Grading 11,250.00 SF 4.15 46,688 Streets Concrete Removal 300.OD SF 5.30 1,590 Streets Relocate Barriers 1.00 S 4,600.00 4,600 Streets Ex/Backfill for retaining wall 1.00 S 5,330.00 5,330 Streets Concrete Retaining Wall 1.00 LS 24,750.00 24,750 Streets Milling Butt Joints 6,200.00 SF 2035 14,570 Streets Asphalt overlay 760.00 TN 98.25 74,670 Streets Excavate for island work 4,608.00 SF 3.25 14,976 Streets Curb prep for island 602.00 S 15.00 9,030 Streets Patchback to curb w/4" asphalt 1,204.00 SF 4.75 5,719 Streets interior island prep only 3,228.00 SF 3.25 10,491 Streets Guardrail work complete w/ anchc 1.00 LS 8,427.00 8,427 Streets Concrete Vertical Curb 498.00 LF 28.73 14,308 Streets Concrete Pavers 1,000.00 SF 21.80 21,800 Streets Concrete Sub Slab 1,000.00 SF 6.76 6,760 Streets ADA Tuncates 605.00 LS 19.36 11,713 Streets Retaining Wag Modifications 1.00 LS 6,448.00 6,448 Streets Micropges 1.00 S 107,300.00 157,300 Streets Subtotal COOT Scope of Work 617,122 $617,122.00 $89.80 $15.63 $16.53 $1,082.45 $61.24 $709.82 $391.59 $409.90 $292.37 $234.69 $207.14 $36.43 $84.08 $952.82 $32.45 $93.88 $108.78 $505.10 $297.35 $1,523.88 $305.63 $184.29 $116.71 $214.10 $171.98 $292.00 $444.90 $137.96 $239.04 $131.59 $3,21020 $12,594.33 Supplemental Codas to COOT Work Sewer City Sewer By-Pass 1000 LS 106,000.00 106,000 $106,000.00 $2,163.27 Sewer Added mobilization costs 1.00 S 18,563.00 18,563 $18,563.00 $378.84 Sewer Sewer By-Pass Misc. 1.00 LS 16,221.00 16,221 $16,221.00 $331.04 Sewer New Sewer Line 120.00 LF 635.00 76,200 $76,200.00 $1,555.10 Sewer New Manholes 1.00 S 20,287.00 20,287 $20,287.00 $414.02 Streets Traffic Barriers 1.00 LS 5,000.00 5,000 $5,000.00 $102.04 Streets Traffic Control Personell 1.00 S 3,000.00 3,000 $3,000.00 $61.22 Streets Paving 120.00 LF 158.00 18,960 $18,960.00 $386.94 Subtotal Paving Concrete/Asphalt 264,231 $264,231.00 $5,392.47 Utilides: Water Water Service Main 361.00 LS 295.36 106,625 $106,625.00 $2,176.02 Storm Storm Drainage Systems 2,043.00 LF 72.61 148,342 $148,342.00 $3,027.39 Sewer Sanitary Sewage Systems 92.00 LF 202.23 18,605 $18,605.00 $379.69 Sewer S.S. Manholes 1.00 EF 2,500.00 2,500 $2,500.00 $51.02 Water Fire Line Supply 38.00 S 257.26 9,776 $9,776.00 $199.51 Water Fire Hydrants 2.00 LF 2,800.00 5,600 $5,600.00 $114.29 ABBREVIATIONS: 49 UN- UNITS 1 SF. SQUARE FOOTAGE 1 LF- LINEAL FOOTAGE 1 SY- SQUARE YARDS 0.00 CY- CUBIC YARDS 0.00 FU- FIXTURE UNITS 0.00 WKS- WEEKS 0.00 7.00 FILE P1378610=Finendal PlensgMUD Cask for Final SwAce Plan 8-21-07.Ids1A BID DATE: $4,400.00 $766.00 $810.00 $53,040.00 $3,001.00 $34,781.00 COST UNIT SUBTOTAL TOTAL COST/ COST/ CODE PHASE CODE DESCRIPTION QUANTITY UNIT COST COST COST S_F. UNIT Cable TV Line inspections 0.00 LS 500.00 0 $0.00 $0.00 Streets Gas Line 400.00 LF 34.56 13,824 $13,824.00 $28212 Subtotal Utilities 305,272 $305,272.00 $6,230.04 Miscellaneous On-She: Electric Electric Service Fees 1.00 LS 0.00 0 $0.00 $0.00 Electric Exploratory Surveys Underground 1.00 EE 2500.00 2,500 $2,500.00 $51.02 Street Site Sidewalks Prep Only 1.00 LS 5,000.00 5,000 $5,000.00 $102.04 Electric XFMR Pad & Vault 1.00 LS 2,877.00 2,877 $2,877.00 $58.71 Street Entry Signage 1.00 EA 1,050.00 1,050 $1,050.00 $21.43 Safety Site Lighting Foundations 0.00 LS - 7,500.00 0 $0.00 $0.00 Landscaping 1.00 Es 0000 0 $0.00 $0.00 Landscape Irrigation 1.00 LS 0.00 0 $0.00 $0.00 Subtotal Miscellaneous Site 11,427 $11,427.00 $233.20 Miscellaneous Offske: Streets Asphalt Paving Subbase Material 286.50 CY 74.36 21,304 $21,304.00 $434.78 Streets Aspahltic Concrete Paving 95.00 CY 180.45 17,143 $17,143.00 $349.86 Streets Brick Pavers Prep Only 404.00 SY 18.40 7,434 $7,434.00 $151.71 Streets Curb/Gutter Prep Only 1,692.50 SY 7.40 12,525 $12,525.00 $255.61 Streets Driveway Approaches 552.30 12.53 6,920 $6,920.00 $141.22 Streets Striping 1.00 LS 1,123.51 1,124 $1,124.00 $22.94 Streets Off-Site Landscaping 1.00 LS 12,000.00 12,000 $12,000.00 $244.90 Streets Off-Site Trees/Shrubs 1.00 LS 18,000.00 18,000 $18,000.00 $367.35 Subtotal Miscellaneeus Offske 30,000 $30,000.00 $612.24 _ _ - _ •:•};•5:?;.}:{.;{LS}?}:•}':::.v:::.::.}v::: x.}}}';^i}}::i.!?:: •.};r,: 'f.•}}}}}:•.'^:ti•;ri{0:4:•}};.,:,•;.i:4:{{i•}:::}:.}}?'•?};•}+]Ci: "•'ix v.;;: n;r •-0}' x x:.....n. . nt}.. {}.........Y>••: •.v: w:::.:?n3%w:::::::.v:::: •.v}'f: n'~?; y;{,{?t•} ..:4.^•: w:.v: •.v v:.:•:;^}:•}:•}:•}}}}?}:{{L; _ :.{•r:.v: ^.w::.X:••.v: :^:A.~,??{'{:v.},....,n.....n.n...-•r: v . .......v:: : n...:; nv:w.?•.w:. :W .v rr.:: x.::::: r::. x:......:.....: n...:..: w; :.::.v :::::::::v :::;•~•x: :::::..::::w::::;.,: ;•x ::::.:.r:•.v.:•:.:::: :vi.:v.:: v:::.v::.v::::.,: v; :::::•:::v::v:..n:{{?v: TOTAL SITEWORK 1,228,052 $1,228,052.00 $25,062.29 Cable Television: Cable TV Raceway 0.00 LS 1,500.00 0 $0.00 $0.00 Subtotal Cable Television 0 $0.00 $0.00 Telephone Service: Telephone Service Raceway 0.00 LS 1,500.00 0 $0.00 $0.00 Subtotal Telephone/Security • 0 $0.00 ^ * 10.00 . : 54 .....::.......x . . . n':...} r.}.•{.S~:r.:.-0:+{•}:;+:•i:-5:}}:.i:;w:}C:,:Ti;Si~i:>'i'•}'iv .t•::.~::::.:::.,•:::.,•:.~::: J.,.::::..t, .,.::?.•:.t•::•:4e::•}:: }x{?•}:~~~i:~:^n?c•:t....:.::.JJ.•;:'{~R~:::;:2?~::;;!:::;:?o:?;;+::}>::•}/~•.?::,zCx~}3c, dV GRAND TOTAL HARD COSTS 1,228,052 $1,228,052 00 $25,062.29 GENERAL CONTRACTOR FEE 1.00 LS 85,963.64 85,964 85,964 $85,964.00 $1,754.37 Professional Services: Streets Testing 1.00 Ls 3,450.00 3,450 $3,450.00 $70.41 $0.00 $70. 41 Subtotal Professional Services 3,450 $3,450.00 $70.41 Permits/Fees Sitework Permits 1.00 LS 0.00 0 $0.00 $0.00 Electric Meter Fees 1.00 LS 0.00 0 $0.00 $0.00 Water Meters & Tap Fees 1.00 LS 0.00 0 $0.00 $0.00 Impact Fees 1.00 Ls- 0.00 0 $0.00 $0.00 Subtotal Permits/fees 0 $0.00 $0.00 Hard Cost Contingency: Hard Cost Contingency 1.00 LS 0.00 0 $0.00 $0.00 Subtotal Hardcost Contingency 0 $0.00 $0.00 Skawork Contingency: Sltework Contingency 1.00 LS 0.00 0 $0.00 $0.00 Subtotal Skawork Contingency 0 $0.00 $0.00 Taxes: Sales Taxes 1.00 LS 0.00 0 $0.00 $0.00 Special Taxes 1.00 LS 0.00 0 $0.00 S0.00 Subtotal Taxes 0 $0.00 $0.00 •••nw.vx:: rr: x:::::::::::: }5f..y., :n:M.:i;:!?•}Y.^}. •554•ri?•}5:0:x'!^::^Y•}}}}:?•:};:. ;r i5:;;~}}'•4•}}i. :•}:{ti!i•}}}:•?^}:i!•i:•}:•}:•55:•?};: :'i1B:w nJ7.C+S??t~1'i'i:•: .:4+}:?•\:~':iv:•:t'•}}\`:•f.•}:}::+?i}}:•}.t.... . }::::::::.tv:.v::: w:J:.v :r.:::::::.v t•.tiJ.: tr:{., J•x. •t:•:}:•}}:{{.;: •}:0:0:•}}'r v: nv' n..nn......... • ............................v.w: x.vi:;0:•}::{:.}}}}::?:x:::.,, r.{...i•,i'•Y•}:?:}}:•}}>;: v r.,;; :{,5. ..}.v,:{::•}:v}:v w: v::!-:v: ?:•}}:{n}..:x;}:: tv. }:};•:iy:{':}?.}... J.v:x+xxvv.........:...:•}55}:::::}:•5:•}:•:is4:0}:4};.}y;{{;,,:.x.......,..:.....n.r......r.:.tv.K.n:k•.4ir:....n:.v:J.v:x:.:vm:?G}i:;:i.~i}::.:..Jmv~'.3i:+.v:•:•:.:.:ix.{:.}}Y J.t:.?C-0v.:i.Av:: J.•J.v:::: GRAND TOTAL PROJECT 1,317,466 $1,317,466.00 $26,887.06 $763,856 $258,376 $122,001 $148,342 $1,050 Total Total Total Total Total Streets Sewer Water Storm safety 1,293,625.00 Total Amount of eligible hard costs (exclusive of contingency of $129,363) EJIBE[BIT E General Description of the District's Ownership and Maintenance Subject to each and every applicable warranty and as generally contemplated in Exhibit D, the District will dedicate certain Public Improvements to the applicable governmental authority for operation and maintenance. The estimated costs of operation and maintenance functions are generally shown in the Financial Plan. These will include administrative costs for providing covenant enforcement and design review services and running the District, itself. E-1 EX=ff F Financial Plan (See Attached) F-1 A c CL Q V V ~ C G V as Is O IL a Q o«m- C O to r- .r+ s oZ. CI - a 3 °c 0 m . ~ L° A ® K C ~ o-§4{8-- ~IVI -8a88apm1 m le N m h f~ IS N ~O m 10 co }p g a N tll !9 W N a~ N~j' ~ ~ ~ W o l9 aq N tli M ~ w E W ~a o a a S c ~ ~ L ,Q m @ o m 8 c p ~ a ro I m ~ m~am m m m m N m ~ c c E° m m E s~ _ aEoUOZ= : & rn W a zm m m d ro C cm m ° m ° o S o o S m O= 0 U 2 m m o U U F k- I- J J I- ~ E O F o a o a R * Cc p A U CS OJ C A N N r' N W N Z m O C m 3 (A m C c m U. m I v m ~a R Ix ~ j c 0 o `m IL a m o a }a~ C< m z¢ m 3►- T 0 _ m > ~ m j~ ~ g J o J 0 0 J ~ 0 ~ ~ P6 m~ m X m m m U C = Q a a ~ C .m2 C g m m e ac = E' E E a ¢ ~ 1a 0 O .R, r m E a E ¢ U¢ m °m ~ o m c x m O O 0 m ` aa F . ga a m 6 m V K m o. 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A • O A C O O tD . p • , • . . m 10 lAV !V °u ~ ems. • t 7 O O Yf A A A A ° ~y N ~ q LL m • p m ' O • rp m~ ci • p • • • • I p p 1 N w ~ y O !7 mm f~ • A IN J O O O O m@ • O • • • • , ~p l IO` N / r ~ y y~ C A N r pp ID N 85 A A 1 0 s a fff000000111 U CS c3 ° ~A Is g2 U t e PP 3~~a r a 3 g it-of E z HUE 16 via aIaa21 1 z s n ts~~ s ~ LL S:mB am ova of g= m i 4 s °e e° d AS A$5 m Q~ LL I CC C p O O y ~ ~c af =2$.a Qea O • O. m a m C a a F 1 m a 1D e C ~ e o ~ 0 a s a V EXHIBIT G District Election Questions (See Attached) G-1 NO. OFFICIAL BALLOT FOR MAIL, BALLOT ELECTION THE GATES METROPOLITAN DISTRICT TOWN OF AVON, COLORADO SPECIAL DISTRICT ELECTION NOVEMBER 6, 2007 Facsimile of the signature of the election official I . To vote, place a cross-mark ("X") in the box to the right of the name of each candidate and each ballot issue and ballot question. 2. After voting, fold the ballot so that your marks are concealed, and place in the secrecy envelope provided. This will ensure the secrecy of your ballot. 3. Place the secrecy envelope containing your ballot in the return verification envelope. Apply adequate postage, or deliver by hand, to the address printed below. 4. Complete the affirmation on the reverse of the return envelope. YOU MUST PROVIDE YOUR SIGNATURE in order for your ballot to be counted. "WARNING: ANY PERSON WHO, BY USE OF FORCE OR OTHER MEANS, UNDULY INFLUENCES AN ELIGIBLE ELECTOR TO VOTE IN ANY PARTICULAR MANNER OR TO REFRAIN FROM VOTING, OR WHO FALSELY MAKES, ALTERS, FORGES, OR COUNTERFEITS ANY MAIL BALLOT BEFORE OR AFTER IT HAS BEEN CAST, OR WHO DESTROYS, DEFACES, MUTILATES, OR TAMPERS WITH A BALLOT IS SUBJECT, UPON CONVICTION, TO IMPRISONMENT, OR TO A FINE, OR BOTH." Vote for not more than Three (3) Directors for Four-Year Terms Benjamin Irvin ❑ Frank Pennie ❑ Frank Visciano ❑ Vote for not more than Two (2) Directors for Two-Year Terms Sandra Mendonca ❑ Kam Willemssen ❑ To vote, place a cross-mark (X) in the appropriate box directly following the ballot issue. THE GATES METROPOLITAN DISTRICT BALLOT ISSUE A: (Tax Increase for Operations and Maintenance) SHALL THE GATES METROPOLITAN DISTRICT TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT, AS NECESSARY TO PAY THE DISTRICT'S OPERATIONS, MAINTENANCE, LANDSCAPE MAINTENANCE AND OTHER EXPENSES, AND SHALL PROPERTY TAXES BE IMPOSED IN ANY YEAR AT A RATE OR IN AN AMOUNT NECESSARY TO RAISE THE NECESSARY REVENUES TO PAY SAID EXPENSES UP TO THE VOTER AUTHORIZED AMOUNT OF $ ; AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2007 AND IN EACH YEAR THEREAFTER FOR AS LONG AS THE DISTRICT CONTINUES IN EXISTENCE, WITHOUT LIMITATION BY THE REVENUE AND SPENDING LIMITS OF ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION AND WITHOUT REGARD TO THE PROPERTY TAX REVENUE LIMITATION IN § 29-1-301, C.R.S. OR ANY OTHER STATUTORY OR CONSTITUTIONAL PROVISION? - - - - . - . - - - - - - . . . -D YES - - -E3 - - - NO...... - 2 r THE GATES METROPOLITAN DISTRICT BALLOT ISSUE B: (Tax and Debt Increase for Street Improvements) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN DISTRICT'S TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF, SUCH DEBT TO BE GENERAL OBLIGATION BONDS OR OTHER OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS OR LEASES (THE `BONDS"), ALL FOR THE PURPOSE OF PAYING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF ACQUIRING, DESIGNING, CONSTRUCTING, INSTALLING, COMPLETING AND IMPROVING STREETS WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT THROUGH THE CONSTRUCTION AND INSTALLATION OF CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, SIDEWALKS, BRIDGES, PARKING FACILITIES, PAVEMENT, LIGHTING, GRADING, LANDSCAPING, TRAFFIC AND SAFETY CONTROLS AND DEVICES, INGRESS AND EGRESS POINTS, AND OTHER STREET IMPROVEMENTS AND, AS NECESSARY. _ OR_ CONVENIENT -THEREFOR, THE._ ACQUISITION _ OF PROPERTY. AND__ EASEMENTS THROUGH CONDEMNATION OR OTHERWISE, SUCH BONDS TO BEAR INTEREST AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 12%, AND TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION, WITH OR WITHOUT PREMIUM, AND BE ISSUED, DATED AND SOLD AT, ABOVE OR BELOW PAR, AT SUCH TIME OR TIMES AND IN SUCH MANNER AND CONTAINING SUCH TERMS, NOT INCONSISTENT HEREWITH, AS THE BOARD OF DIRECTORS MAY DETERMINE, AND BE REFINANCED AT A NET EFFECTIVE INTEREST RATE NOT IN EXCESS OF THE MAXIMUM NET EFFECTIVE INTEREST RATE WITHOUT ADDITIONAL VOTER APPROVAL; AND IN CONNECTION THEREWITH (I) TO INCREASE THE DISTRICT'S PROPERTY TAXES IN ANY YEAR, WITHOUT LIMITATION AS TO RATE OR AMOUNT, IN AN AMOUNT SUFFICIENT TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE BONDS WHEN DUE, AND (II) TO AUTHORIZE THE COLLECTION AND SPENDING OF THE PROCEEDS OF THE BONDS, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE BONDS AND ANY EARNINGS FROM THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS VOTER-APPROVED REVENUE CHANGES, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO 1 THE GATES METROPOLITAN DISTRICT BALLOT ISSUE C: (Tax and Debt Increase for Sanitation/Storm Sewer) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN DISTRICT'S TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF, SUCH DEBT TO BE GENERAL OBLIGATION BONDS OR OTHER OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS OR LEASES (THE "BONDS"), ALL FOR THE PURPOSE OF PAYING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF ACQUIRING, DESIGNING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING, IMPROVING AND OTHERWISE PROVIDING STORM OR SANITARY SEWERS, OR BOTH, FLOOD AND SURFACE DRAINAGE, TREATMENT AND DISPOSAL WORKS AND FACILITIES, OR SOLID WASTE DISPOSAL FACILITIES OR WASTE SERVICES WITHIN AND WITHOUT THE BOUNDARIES OF THE DISTRICT; INCLUDING ALL NECESSARY OR PROPER EQUIPMENT AND APPURTENANCES INCIDENTAL TO SUCH FACILITIES, SUCH BONDS TO BEAR INTEREST AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 12%, AND TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION, WITH OR WITHOUT PREMIUM, AND BE ISSUED, DATED AND SOLD AT, ABOVE OR BELOW PAR AT SUCH TIME OR TIMES AND IN SUCH MANNER AND CONTAINING SUCH TERMS, NOT INCONSISTENT HEREWITH, AS THE BOARD OF DIRECTORS MAY DETERMINE, AND BE REFINANCED AT A NET EFFECTIVE INTEREST RATE NOT IN EXCESS OF THE MAXIMUM NET EFFECTIVE INTEREST RATE WITHOUT ADDITIONAL VOTER APPROVAL; AND IN CONNECTION THEREWITH (I) TO INCREASE THE DISTRICT'S AD VALOREM PROPERTY TAXES IN ANY YEAR, WITHOUT LIMITATION AS TO RATE OR AMOUNT, IN AN AMOUNT SUFFICIENT TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE BONDS WHEN DUE, AND (In TO AUTHORIZE THE COLLECTION AND SPENDING OF THE PROCEEDS OF THE BONDS, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE BONDS AND ANY EARNINGS FROM THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS VOTER-APPROVED REVENUE CHANGES, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO r THE GATES METROPOLITAN DISTRICT BALLOT ISSUE D: (Tax and Debt Increase for Water) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN DISTRICT'S TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF, SUCH DEBT TO BE GENERAL OBLIGATION BONDS OR OTHER OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS OR LEASES (THE `BONDS"), ALL FOR THE PURPOSE OF PAYING, REIMBURSING OR FINANCING ALL OR ANY PART OF THE COSTS OF ACQUIRING, CONSTRUCTING, RELOCATING, COMPLETING AND INSTALLING A COMPLETE POTABLE AND NON-POTABLE LOCAL WATER SUPPLY, STORAGE, TREATMENT, TRANSMISSION AND DISTRIBUTION SYSTEM, WHICH MAY INCLUDE, BUT SHALL NOT BE LIMITED TO, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, IRRIGATION FACILITIES, WELLS, TREATMENT, STORAGE FACILITIES, LAND AND EASEMENTS, AND ALL NECESSARY INCIDENTAL APPURTENANT FACILITIES, TOGETHER WITH EXTENSIONS OF AND IMPROVEMENTS TO SAID SYSTEM WITHIN AND WITHOUT THE BOUNDARIES OF THE DISTRICT, SUCH BONDS TO BEAR INTEREST AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 12%, AND TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION, WITH OR WITHOUT PREMIUM, AND BE ISSUED, DATED AND SOLD AT, ABOVE OR BELOW PAR, AT SUCH TIME OR TIMES AND IN SUCH MANNER AND CONTAINING SUCH TERMS, NOT INCONSISTENT HEREWITH, AS THE BOARD OF DIRECTORS MAY DETERMINE, AND BE REFINANCED AT A NET EFFECTIVE INTEREST RATE NOT IN EXCESS OF THE MAXIMUM NET EFFECTIVE INTEREST RATE WITHOUT ADDITIONAL VOTER APPROVAL; AND IN CONNECTION THEREWITH (I) TO INCREASE THE DISTRICT'S PROPERTY TAXES IN ANY YEAR, WITHOUT LIMITATION AS TO RATE OR AMOUNT, IN AN AMOUNT SUFFICIENT TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE BONDS WHEN DUE, AND (In TO AUTHORIZE THE COLLECTION AND SPENDING OF THE PROCEEDS OF THE BONDS, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE BONDS AND ANY EARNINGS FROM THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS VOTER- APPROVED REVENUE CHANGES, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO r THE GATES METROPOLITAN DISTRICT BALLOT ISSUE E: (Tax and Debt Increase for Sanitation) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN DISTRICT'S TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF SUCH DEBT TO BE GENERAL OBLIGATION BONDS OR OTHER GENERAL OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS OR LEASES (THE "BONDS', ALL FOR THE PURPOSE OF PAYING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF ACQUIRING, CONSTRUCTING, RELOCATING, COMPLETING AND INSTALLING OF A COMPLETE LOCAL SANITARY SEWAGE COLLECTION AND TRANSMISSION SYSTEM WHICH MAY INCLUDE, BUT SHALL NOT BE LIMITED TO COLLECTION MAINS AND LATERALS, TRANSMISSION LINES, LIFT STATIONS, INCLUDING DETENTION/RETENTION PONDS AND ASSOCIATED IRRIGATION FACILITIES, AND ALL NECESSARY INCIDENTAL APPURTENANT FACILITIES, TOGETHER WITH EXTENSIONS OF AND IMPROVEMENTS TO SAID SYSTEM WITHIN AND WITHOUT THE_ BOUNDARIES OF THE DISTRICT; SUCH BONDS TO BEAR INTEREST AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 12%a, AND TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION, WITH OR WITHOUT PREMIUM, AND BE ISSUED, DATED AND SOLD AT, ABOVE OR BELOW PAR AT SUCH TIME OR TIMES AND IN SUCH MANNER AND CONTAINING SUCH TERMS, NOT INCONSISTENT HEREWITH, AS THE BOARD OF DIRECTORS MAY DETERMINE, AND BE REFINANCED AT A NET EFFECTIVE INTEREST RATE NOT IN EXCESS OF THE MAXIMUM NET EFFECTIVE INTEREST RATE WITHOUT ADDITIONAL VOTER APPROVAL; AND IN CONNECTION THEREWITH (n TO INCREASE THE DISTRICT'S PROPERTY TAXES IN ANY YEAR, WITHOUT LIMITATION AS TO RATE OR AMOUNT, IN AN AMOUNT SUFFICIENT TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE BONDS WHEN DUE, AND (II) TO AUTHORIZE THE COLLECTION AND SPENDING OF THE PROCEEDS OF THE BONDS, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE BONDS AND ANY EARNINGS FROM THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS A VOTER-APPROVED REVENUE CHANGE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO THE GATES METROPOLITAN DISTRICT BALLOT ISSUE F: (Tax and Debt Increase for Safety Devices) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ - OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN DISTRICT'S TAXES BE INCREASED $ ANNUALLY OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF, SUCH DEBT OR MULTIPLE FISCAL YEAR OBLIGATION TO CONSIST OF GENERAL OBLIGATION BONDS OR OTHER OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS AND AGREEMENTS, ISSUED OR INCURRED FOR THE PURPOSE OF PAYING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF ACQUIRING, CONSTRUCTING, RELOCATING, COMPLETING, INSTALLING, ERECTING, MAINTAINING AND PROVIDING SAFETY PROTECTION SERVICES, TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, INCLUDING UNDERPASSES OR OVERPASSES AT RAILROAD CROSSINGS; SUCH DEBT OR MULTIPLE FISCAL YEAR OBLIGATION TO BEAR INTEREST AT A NET EFFECTIVE INTEREST RATE NOT IN EXCESS OF 12% PER ANNUM, SUCH INTEREST. TOACCRUE -UNTIL PAID AND. TO COMPOUND- ANNUALLY- OR SEMIANNUALLY AS MAY BE DETERMINED BY THE BOARD OF DIRECTORS, SUCH DEBT OR MULTIPLE FISCAL YEAR OBLIGATION TO BE INCURRED AT ONE TIME OR FROM TIME TO TIME AND TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION OR PREPAYMENT, WITH OR WITHOUT PREMIUM, AND TO CONTAIN SUCH TERMS, NOT INCONSISTENT HEREWITH AS THE BOARD OF DIRECTORS MAY DETERMINE, TO BE PAID FROM ANY LEGALLY AVAILABLE MONEYS OF THE DISTRICT, INCLUDING THE REVENUES DERIVED FROM INTEREST EARNINGS AND FROM THE OPERATION OF ANY OF THE DISTRICT'S FACILITIES OR PROPERTIES; AND IN CONNECTION THEREWITH (I) TO INCREASE THE DISTRICT'S PROPERTY TAXES IN ANY YEAR., WITHOUT LIMITATION AS TO RATE OR AMOUNT, IN AN AMOUNT SUFFICIENT TO PAY THE PRINCIPAL OF, AND INTEREST ON THE DEBT OR MULTIPLE FISCAL YEAR OBLIGATION WHEN DUE, AND (II) TO AUTHORIZE THE COLLECTION AND SPENDING OF ANY PROCEEDS OF THE DEBT OR MULTIPLE FISCAL YEAR OBLIGATION, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE DEBT OR MULTIPLE FISCAL YEAR OBLIGATION AND ANY EARNINGS FROM. THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS VOTER-APPROVED REVENUE CHANGES, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO r I THE GATES METROPOLITAN DISTRICT BALLOT ISSUE H: (De-hrucing other revenues) SHALL THE GATES METROPOLITAN DISTRICT BE AUTHORIZED TO COLLECT, RETAIN AND SPEND ANY AND ALL AMOUNTS ANNUALLY FROM ANY REVENUE SOURCES WHATSOEVER OTHER THAN AD VALOREM TAXES, INCLUDING BUT NOT LIMITED TO TAP FEES, FACILITY FEES, SERVICE CHARGES, INSPECTION CHARGES, ADMINISTRATIVE CHARGES, GRANTS, OR ANY OTHER FEE, RATE, TOLL, PENALTY, INCOME OR CHARGE IMPOSED, COLLECTED OR AUTHORIZED BY LAW TO BE IMPOSED OR COLLECTED BY THE DISTRICT AND SHALL SUCH REVENUES BE COLLECTED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT? ❑ YES ❑ NO 9 )9 i THE GATES METROPOLITAN DISTRICT BALLOT QUESTION NO. 1: SHALL THE GATES METROPOLITAN DISTRICT BE ORGANIZED? ❑ YES ❑ NO THE GATES METROPOLITAN DISTRICT BALLOT QUESTION NO. 2: SHALL MEMBERS OF THE BOARD OF DIRECTORS OF THE GATES METROPOLITAN DISTRICT BE AUTHORIZED TO SERVE WITHOUT LINETATION ON THEIR TERMS OF OFFICE PURSUANT TO THE RIGHT GRANTED TO THE VOTERS OF THE DISTRICT IN ARTICLE XVIII, SECTION I I OF THE COLORADO CONSTITUTION TO LENGTHEN, SHORTEN, OR ELIMI NATE THE LIMITATIONS ON THE TERMS OF OFFICE IMPOSED BY SUCH SECTION? ❑ YES ❑ NO BALLOTS MUST BE RECEIVED BY 7:00 P.M. ON ELECTION DAY NOVEMBER 6, 2007 AT: THE GATES METROPOLITAN DISTRICT C/O 10 EXMBIT H Underwriter Commitment Letter (See Attached) H-1 RBC 2-~Opital June 11, 2007 Town of Avon 400 Benchmark Road Avon; Colorado' 816,20 Re: The Gates Metropolitan District Avon, Colorado To Whom It May Concern: RBC Dain Rauscher, Inc., doing business under the. name RBC Capital. Markets, is representing the petitioners of the The Gates Metropolitan .District (the "District") in connection with financing the public improvements of the District. In that capacity, RBC Capital Markets has.proyided. advice in regard to the structuring of the proposed indebtedness of the District. RBC Capital Markets considers that the,' enclosed Financial Plan presents a debt structure that is feasible based. upon the revenues. produced by the assumed future development. and growth within'the.District, and that the projected revenues of the- District will be sufficient to satisfy the District's debt obligations. Furthermore, the financing.of the project poses no adverse financial. impact to th e Town. We believe that the financial plan is viable and, poses only an amount of risk that would be considered reasonable for the development of comparable projects. Based upon the foregoing, RBC Capital Markets is committed to underwriting the bonds for the District. Sincerely, Thomas Wendelin Vice President Suite 2150 (303) 595-1200 RBC Capital Markets 120019°' Street Fax (303) 595-1220 Member NYSEISIPC Deaver, CO 80202-5822 EXIMIT I Form of Disclosure Special Taxing District. The property is located within the boundaries of the Gates Metropolitan District, a special taxing district (the "District'). The District has issued or expects to issue bonds that are paid by revenues produced from annual tax levies on the taxable property within the District. The buyer should investigate the financing plans of the District, proposed or existing mill levies of the District servicing such indebtedness, and the potential for an increase in such mill levies. I-1 EJIE[BIT J Proof of Ownership and Encumbrances (See Attached) J-1 ) 4 . ) IV[]4HK LhAtq N EAGLE COUNTY ASSESSOR 500 BROADWAY P.O. BOX 449 EAGLE, CO 81631 nATe. eA_+. 1 7nn7 2007, RJEA ; PROPERTY NO`fWE OF VALUATION ?Q.t3? ' t~7B)3 8=86 9 TAXPAY~e COPY tali ? ea ~B oU i jrtlas.; -liUee_t:ln! 8:ODm 5:0~n F - mmma) i R045533 -CSC LAND LLC 1800 VALLEY wEW LN STE ISO DALLAS TX 75234-8942 2007 1 SCO44 210512411003 SUB-CHATEAU ST CLAIRE SUB - PUD LOT:2 B K-0729 PG=0742 AMP 06-18-97 R665210 ORD 08-06-98 R665211 MAP 08-06-98 R662961 SWD 07-09-98 8720341 QCD 01-10-00 R7203 VACANT LAND 11840 11840 0 11840 Phone (970) '328-8640 OFFICE HOURS: 8:00 AJ~L 5:00 P.M. Fax (970) 328-8679 LAND SIZE 0 OF BUILDINGS ON FILE BUILDING 01 CHARACTERISTICS DISPLAYED 3384 ACRES - LAND IF MULTIPLE LANDBLDG ITEMS EXIST. ONLY THE 1ST LAND/BLDG IS MUMD•A90VE. ea : EV Wl PLEASE REFER TO THE BACK OF THIS FORM FOR GENERAL INFORMATION CONCERNING YOUR PROPERTY VALUATION AND YOUR APPEAL RIGHTS. tmmlalccw 813w am= amcraD4 $ MARK CHARN EAGLE COUNTY ASSESSOR 500 BROADWAY P.O. BOX 449 EAGLE, CO 81631 fiA'M. Wnn., 7 'Jnm 2007 REAL PROPERTY 11110 I'ICE OF VALUATION ;P}1°' i['; { 7a 80 (970)3.28+869 TAXPAYER COPY Ul. 55 i 1v ive 06 Flan Ne R.I. vvte;39 eccupip ass Qr 8059308 ' 2007 SC044 013MI a AT a= ••A= 76 2 M 75M4UM 210512411005 SU8.CHATEAU ST CLAIRE SUB - PUD LOT:1 8 CSC LAND LLC K-0729 PG-0742 MAP 05-18-97 6662961 SWD 1800 VALLEY VIEW W STE 1,50 07-09-98 6665210 ORD 08-06.98 R665211 DALLAS TX 75234-8942 MAP 08-06-98 R678316 PTD 12-02-98 R7033 RESIDENTIAL- 0 17627050 17827050 @ 0 ; r 8U50 178ZT050 - • VALUE CHANGE DUE TO'NEW IMPROVEMENT Phone (970) 32&640 ' OFFICE HOURS: 8:00 ;UL-5:00 P.M. Fax (970) 328-8679 LAND SIZE OF BUILDINGS ON FILE BUILDING #1 CHARACTERIS71CS DISPLAYED 105676 SQUARE FEET - LAND IF MULTYU LAWALOG ITEMS EX15T, ONLY THE 15T LAND/SLOG 5 PRINTED ABOVE. RECEIVED PLEASE REFER TO THE BACK OF THIS FORM FOR GENERAL INFORMATION CONCERNING YOUR PROPERTY VALUATION AND YOUR APPEAL RIGHT& riovRlglcw Ctlal mma 0mlOF= A . f ' Loan Policy of Title ImrOnce -Rdelity National Tale Insurance Company A Stack Cotapatry Poliy c~JNum 'or 2/-042-92- 3373699 LOAN POLICY OF TITLE INSURANCE SUBJECT TO THE EXCLUSIONS FROM COYEUGE, TILE EXCEP77ONS FROM COYMUGE CONTAINED IN SCBEDULE B AND THE COI+IDITJONS ARID STIPULATIONS, FIDEUrYNATIONAL TITLE DVSURANCE COMPANY, a California corparatian, herebt called the Compwiy, insures, as ofDate ofPolfcyshown In SehedideA, against lass or damage, not exceeding the Amount of Im mane stated in sdredule A, sustained or h=irred by the humor/ by reason of. 1. Tale to the estate or irnerzv described In Schedule A being vested other than as stated dierein; - _.-2. -AtW defect in -or lien or enatmbrunoe on the title; 3. Unmarkembt7lty of the dtle; 4. Lack of a rigla of access to and franc the land: i The invalidity or unenforceabfllty of the lien of the insured madMe upon the Bile; 771E priority of arty Tien or enexnbrance over the llen of the insured nmrtgagg; 7 Lack of priority of die lien of the insured mortgage over any statutory lien for services, lobar or raaterfal: (a) arising friom an improvemera or work related to the land midch Is contracted for or commenced prior to Date of Policy; or (b) arising frann an improvement or work talated to die land ivirich is conimcmdfar ar eammenced subsequent to Date of Policy and which is financed In Wide or In part by praceeds of the indebatbress secured by the insured mortgage which at Date of Policy the insured has athunced or is obligated to advance: a Any assessments far street improvements under ransrructian or completed at Date of Policy, which now have gained or hereafter may gain priority over the lien of die insured mortgage: 9. The lttvalfdhy or tmertfatceablllty of arty assignment of Ate fnsured mortgage, provided the assignment is show in Schedule A, or the failure of the assignment slump in schedule A to vest rule to rite insured mortgage in the named insured assignee free and clear of all hens. The CompatV 1vi11 also pay the costs, attorneys' fees and expenses Itlcurred in defense of the title or the Bert of the insured mortgage, as Insured, but only to the extent provided In the Catdtticas and Stipulations. IN IV17MMS WHEREOF, FIDELITY NA7701VAL 77715 INSURANCE COMPANY has caused this policy to be signed and settled by Its duty authorized officers as cif Date a fPolicy shown in Schedule eL Fidelity Notional Title Insurance Company .IOU By: q0 ((Ow A Ir Ptcgidem Y SEAL A7'iFSI Seeretnrn C.ountetsigmd AwbMi d 5t8natttm Form 27-M-91 (teprin[W 17198) ALTA Laan Pol'icr (10-17-92) %vtth AL.TA Freda mmm Form 1 Coverage 'k . I EXCLUSIONS FROM COVERAGE The following Malmo; ore expressly excluded from the coveage of this policy and the Compaw will not pay loss or damage, costs, attameys' fees or a uses which arse by reason of. , probibkl L (a) Any law, ardbmace or governmental regulation duc adfag but not gmiled to bonding and zvoing laws, Ordinances, or regulations) restricting, reg~~apag err rdaidag to (q rile oceapancy, use, or enjoyment of the land; M Oa diameter, dimensions or luendon of any Improvement now or buwfta created on the:2 M a sepurnifou In ownership or a change In the dimensions or area of the brad army pared of which the land Is or tins a part; pr (lv) colroameaM Pmtatton, • or the dkd of any violation of these laws. ordinances or governmental, tegalutions, except to the extent that a notice of the turametnew thereof or a notion of a defect, lion or meumbraun resulting from a violation or allopil violation affladng the land bas been recorded In the public records at Date of Fail* (b) Amy parmuemtal police parer not ettdaded by (a) above, accept to the extent that a natbea of the exorcise thereof ar a notice of a defect, Han or eactmill ce fwd ft from a violation or alleged violation affecting the land has been recorded in *a public records at bate of Policy. 2. RIghrs of cultural domain unless notice of the curclse. thereof' has been recorded In the public zscards at Date of Policy, but not aduffing from coven a nay baking wbfch has accursed prior to Data of Pofky which would be binding an the sights of a parcimsr rot value without knowledge. 3. Defects, liens, enenmbtances, advene claims or other matters: (a) created, suffered, assumed or agreed in by Ilia Insured elibmah (b) not kumm to the Company, not recorded in the public records m Data of Pafisy, hen kwon to the insured claimant and not disclosed In writing to the Company by the Insured claimant prior to the date the Insured claimant berme an Insured under this pulley; W resulting In an Ioss or damage to the insured ciaho am; (d) attaching or created subsequent to !late of Policy (except to the edeat•tbat this Valley luaus The priority of the lien of the lnsared mortgage over airy statutory gem for services, labor or materldh or (e) resulting In lass or damage whicb would riot have been sustaloed fi the insured dulmout had paid value for the Insured mortgage. d. Unenfan=blgty of the Hen of Om Insured mortgage beesuse of die imb 1W or rat' of the Insured at 13ata of Policy, or the bwbgtiy, or failure of of subsequent owner of rite Indebtedness, to comply with ap i tble doing business lass of rile state in which the tend is slltmlad. 5- invalidity ar'uneofarcenbillly of die Hen of the insured am or claim thereof, which orisc: out of lire trmumerian evfdamced by the Insured mgrigage and Is based Upon awry err any emmar C1241111 peatsetan or troth le Ilm IL An smtuiory Hen for urvfces, labor or aiaurlals (or 9m.daim of priority of nay stautosy Item for aetviets, labor or m>ztufals over thn Haa of the bound mortgage) airbag from m improvement or omit related to the land which f3 ceatmeted for sold camulened subsequent to Date of page and is not financed in whole or in out by proceeds of the Indebtedness reword by the Insured marh+Age wbleb at Dole of Polley the insurer! hoe advanced or is obligated to advance. !..Amy claim whiehanccs mit_of thakansoelian creathtg Ow iutant ortheaudpgee imswed by ids pagey. byroson cri! a ope -Am of fc&W bard mpley. state insolvency. orsimfior meat s' irlg6)s 1a , cleric 1> teased mtE (a the trnnmcdoo creating the latant of the hssamd mortgagee bring darned a 6auduleat comveysace or fraudulent transfer; or (0) tide saboalinatian of the intesesl orthe Insured mortgagee As a reault of the applieudian of the douaime of equitable subordination; or (ill) do: m oumcdon creating the interest of the insured mortgagee being deemed a pmfaica0at Inumter except where the pefereadd eumda results from tha fallen: (a) to thaely record the instrumertaftmufererr (b) ofsnoh iccordadon to Impact m du to a putehoser far value cra judgment or ilea aeditor. CONDITIONS AND STIPULATIONS i FINEMN OF TERM ..a foliowlmg teams when used in 04 pas rmesm: (a) "inmmod": the insured named In StiudideA Tbeterm'I sumd" also includes (Q the owner or the indebtedness soured by the Insured mortgage mud each successor in omneout or the•(adebuchlass except a su=awr who is an abligar under the provisions of Section 12(e) of these Candidams and SOputations (reserv- ing, however. all r%bm and seam a~ultyy sure successor Company =qWrcd the have had against any Predecessor debt-dim as a pu=buer for vacua without kmwiedge of a m ass defr:er, Hen, cuwmbnmee, adverso claim or other matter Insured against by Thbs policy as off=- dag We In the sK.+rm or tautest In the WHO; M any govermomw a ell asy or govat ==tai inarwnemnifty ahicb Is std hn sorer or gamaemr under as tinnssuutaaee eanteaet or grmttmty loaariag org darnnteaein~ the Indebidtatss secured by the Insmd mortgngc. oraay part dhermf, wbGlur mooed as an insured luauu or mo; (iii) the parties designated in SaWan 2(a)-of Otese Conditions and SOpuladoos. (b) "insured dalmam": an Insured claiming lass or damage. (r) "knowledge" or "!mown": noonl krowledge, not avssauGfve kmwledge or oada: which may be Imputed to on insured by tenon of the pponm records as derimed in this policy or any other records which impart constructive notice of ma- tes -1h ,nil rise land. (d) "1n d": the band described or referred to lm Sebedd le A. and Improvements nffised thereto which by law caastiont rah property. The term "trod" dots uat include mW pmpertlft beyond elm Ines of the area deseihed or referred to in Sduddle A. oar nay fight. tide; haerast, mate or a wmwt in abatriug street4 roads. ovenues. All , tans, ways or waterways. but noshing herein sM mmfllf or lhak the extent to wh)eh a d& of accali to and pidm she lead is Iasmed by !dds policy. (e) "mortgage": mortgage, cited attract. trust deed, or other security insrumem. 0 "pmbUe retools": recarcis established understate slatmes at Dale of Paiky for the parse of imp ding emstru wve trod= of mouers relating to teat propeaty to pmrLasas far wine and withom Idmwiedge. Wide reseed to Sx' HOP) of the Exdositms Frain Covetagc "vubifc records" Bail also indude enrismanesr cal groteedoa Hans filed in the rwords of the cterk of the United Stan diatom eomt rar the dlsrrin in which the land is located. (g) "mamrkGa llity of the tide": an alleged or apparent matter aRe the WE m the land, not exdoded erre=pted foam eovcmge. which would codde n r -n+aser of the estme or Imerst destrib In Sc mAde A err site insured morcHnon teased from she obligation to purchase by vlrate of a contactual m~td t..-+rhtg the ddivoy of marketable tide, Z CONMNUA9ION OF INSURANCE (a) After Acquisition of T111e. The coverage of "policy doll ccotitme In farce as of Date of Policy In favor of (1) an (muted who acquires all or any pa (toff, the an ie or brterea . in the land by foreclosure; trusmes sale, convgnncc ronclosurc, or other pI gatt~ manner which discharges die Hcn of the harmed mov- ggangge: (Hl n um k= of du esum: or interest so acspulred• form = Insured c rpora- tioo, pravidedthe Iraasfem Isthe parent orwholly-acvaed suistdary of the insured corporation, and their corporate ssreeessors by opcen of law and not by put chase, wbjat to any :iglus or dcfeasa to Campniy r®y have as~;nsstt nay perxle s or Immils: and (M amy governmental agency or govern :rrrnlal (asutartenality which acquires an or any part or sins estate or bacreat pursUamI w a emu nd of iosusana or guamany mso:fag or gummlering the htdebledneas ssxdmrd by the insured amilItage. lb) After Couveyonea of Title. The coverage of this policy sbdl end= In farts: as at Date of Policy in raver of no insured only so long as the Insured minims on mate or interest in the load. or holds an hsdebtec aess secured by n pinbut elm t:tom a given by a purdalser tram the insnttd, or only so ~eg brsu~ lose abaci have Ifilky by reason of covenants of warrstdy made by In any transferor eonveynoce oribe eras or iawsesL This po my shall eateandate in force In favor of ray pureddnser form the 1>Smd of ekher (1) an estate orlmens In ~ land. or (q an tadebmincss secured by a p nducle mosey mortgage given insured. id Amount of Lziaronce. The am us of Insurance after the acquisition or after dhe coaveyaaee 311411 in Belcher evert exceed the burst or- M the Amount Of Imasranee state! In Scha tle A; (i4 tree am14n14 of the•praseipal of the halebteduas ac aucad by the Insured mon- gage as of Date of Policy, Interest a em. expenses of kradusme. amounts ad- vataad pursnamt to the insured mortgage to more compliance with hews or to pm- t i>the lien rt In the insured and s prior to 7tse time or tn~uisitiaa orb n dbtazby and resumaable ammmu a to prevent deterioration of impmvemenis.bst reduced by the meant of all paymemts of araosmtd imatracem- (Hs') the amount paid by my governmental agency or ggoowv it the agtatcy or tastsmnertality is rile inserted dstta m, in die acquisition o the state or iaterrst in satisfaction of Its Insurance eontmci or gaamaty. 3. KanCE OF CLAIM TO BE GIY6t+l BY DUMM CLAIMANT The hmrcd shag =dfy the Company rompfiy ha writ) (I) Ire case of coq lidC: lion ns sell forth to Section 4(a) below, ins cast Imowle a xesitall caste to on sureb hereunder of any claim or title or interest which Is to the title to this estate or Interest or the bar of the fosacd momgagG as Insured, and which might am tea ar danoga for which the Campon easy be liable by vidiaa of this policy, or (iii) if tide to the mate or interest or Me lien of the insured mortgage, as lttsured . is r*md = unmaxtaAable. If prompt notice shall not be S4 to du Company, d= as to the insured all liability or the company sball teradaau with n&ard to the raauer or mamas for which prompt notice is ugofeed: provided, lawacr. that Imnued fsnum to aodfy the Company shed) in no rose pre)t~= the righ in acrd under Ibis policy unless tie Company Shall be prat iced by um lap Than Maly m the exrad of The pn judien. eomnlores Alm sTmULATMM - e Caaacud ud Cmmet &d as Las bad of 06 Paaor I s or . A It CoHmrKM AND FrPULA'DONS - ( C®amed foam nevus aria or Mq F=) 4. DEIFNSE AND PROSWMON OF ACTIONS, DUTY OF INSURED CLAELM TO COOPERATE (a) Upon written request by the lammed and subject to the aptlons Contained In S- 'in 6 of duce Conditieas and Stipulations, the Company, at Its own cost and a umeasonal4e delay, shall provide for the defense of an ]aimed in litigation b. -..,ieb any third Party asserts a Claim adverse to the title or interest as Ininted, but oniy ns to thane stated anses of adlawalleging a defeat, lien at encumbrance or other htmttrs Insured against by this pore; The Catapaay shall have the right to setae camel of tits cnolhx (sobjea to the right oftha heated m object far teasomble tausr) to represent Ike Insured as in those;Wa misses of action-and shall not be Ilabie for aid will not pay the fees or say tuber counsel, The Company will not pay any fees. costs craapeasCa h=rai by the Insured to thadtferose of flume causes t by this ~pooI~7'• of atetfoa cultic allege trtatten.mt insured RPM (b)•She Compaq shall have the right; at Ira own cast, to A%dclt and prosemm nay aclhan at " or t i de my outer act which in its conics may be necessary or desirable to establish the title to the estate or intent or the lien of the bigoted tnortg.tge, As irtgred, or to prevent or reduce lea or damage to the Insured. The Company hhmy take any appropriate icdoa undccthe terms or ids paltry, wbathtr or not it ahldi be linble here cedes, and shall not thereby Canada liabBy or waive any provides of this Polley.- If the Company siren exercise Its tights under this paragraph, it shall do so diligently. (c) Whaievar the Company9 shall have brows an action or interposed a defense as uired ar peaniued by the provisions of this policy, the C y may Parsee my 1 dgaltoa to final determbmdoo by a carat of competent j Cron and ex- preessly resavp the right, in Its sole discretion. to Appeal from any adverse jadg- 0< udder. . 10201 (d) in oil cases.whem this policy permits or requires the Company m proscom or tide ter the defense of any action or proceeding. the Insured "I secure the Coiapany the ri ft to so pm..= or provide date= In the action or m- - - - ceaiing, And aA up; a-thorn and piertatt the Company to am at hs opdon eke came of the Ihisered for this purpose. Whenever mqucstad by Ike Company. do: Insured. at the"Compmny's expense, shall grn the Company AU reasonable old h In hay action or pr6cciddng, securing evidence, obtain~g wknusts, Pmsecuft orddemfng tit: n4oa or proeftdtagg, or eftetmng settlement. and (H) in any other lawfW act which is the op of the Company may le necessary or desimble, to establish the title to the atak or Interest or the Uco of the Insured mortgage, as insured. If thit Co is jadieed by eke failure of the insured to inraisk the requisad- eoopandou. the mg's oblpftm to the Insured under rte pmIIry shill leradnate indudiag nnyt bLity or Obligation to tdefend. prouenta or can- Ilona any INSRoni, wdtb gaud to the matter or matters requiring such cooperation. 5. PROOF OF LOSS OB DAMAGE iddidmt to and after the notIcas required trader Section 3 of obese Comilti s .tipuladow have been provhded the Company, a proof of loss or damage signed tom svvarn"to by du h uT cdairnoN shall be funtished to the company within 90 days After the lasurr~ dulmant shall a:scerm a the fads giving the to the loss of damage. The proof of los or damage shall describe Use defea in. or ft or eunamhrana an the tide, or other matter dammed against by this policy which an- doses the Saab "of lass -or_damase and shall state. to the cdcat pnsslbIa. the bads orcalsdWfag tie amount of thus or damage. If Urc Cmuiputy is prejudiced by the failure of ihalnsmeti dadmani to provide this retpdred proof of bin or damage. the Cam~~paa 'a abllppalans m We dasuiud under the policy shall icrmmate, iaeluitng may 1ia601ty er ob8gndonm defend, prosecute, or eaNlmte cry lldgedon, adth regard to the meer or manes g sack proof of loo or demoge. In addMWm, doe insred~t may reasaunbly be uirni to mbadt to as- amtnadam under troth by Any aatharved representative of the Company and shall produce farcumilanta% impaction and rnpylag, iL match eye mahic owes and places as maybe dtsipmedby my authartsed represenmdveof the Company, all records, a date books, ledgers, cberksi catrespandeace send memoranda. whether bear bar= or aher Dom of Policy, which reasonably pertain to the lose or camago. Further, If t2d by sty auihorized represeatatdve of Una Campey, the insured edalmaa, Motif grid its p6m dnimn. In writing. for any amharised tepreseAtadve Orthe Company to mmme, inspect and copy I tsxordtt books, dedgert, drceks, earreapondeaca•med tamharandA is doe eudody n eoatm of'a third phaty; alelCh rrasotmbly pertain to the lass ea daaagt AF[ ihuforamtion ttesigmttYl nt eau0eiantial by the Insured claboam provided to the Company, tram in this Stxdoa dtaU not be disclosed to others unless. In the tsamusble,meat of the Company, It Is m =M In the admdadstudou of the claim. Faii am of the insured cwmAnt to sub- mit for ezamisadon under Oak produce Other reasonably, requested iafarttatiaa at grant permission to accuse reasonably accessary information from third prties as rexpumd In fie above p mVgb, unless prohibited by law or governmental iaguls- lion, shell tetu lame any Usbtftty of ilia Company under this policy as to that c1~alimm 6. OPPIONS TO PAY OR 01ITERWISLr SETTLE CLAIMS; TCAMINATION OF t.tsair.rrtr In can of a claim under this policy. the Company shall have the following addi- tioAai options" (a) To Pay or Tender Payment air the Amount or issmemaee or to Purchase the Indebtedness. (7 to payer tender payment of the Amount of T~muccunder this Palley together • ' ~ aaq txsts, hhoo10eys' fees and axpemsea irtnhrred by the bsured clak>mra. addcFh authorized by the Campmap. up to tha time of payment or tender of payment witch the Compaq is a- biigated to pay; or h to patr]mw the ind26tedness secured by die lwarod mortgage forte auto= owing thereon together with any costs. attameys' fees and expenses dacurred by the insured deiaant which were authorized by the Company up to the dine of pur- chase and which the Company Is obligpted to pay. If the Company off= to purtdtmc the Indebtedness As hadn provided, the owner of the iadcbiedness shall transfer. assign, and Canvey the Indebtedness and the In- sured mortgage. together with any croii Wxd seanity, to the Compaq Wan pat meat therefor. Upon the exerdse-by the CatuM ofeithcrof the apd=M far da puagrAphs A (0•or (i0, all Witty and ob)igddons to The towed AC ether tutmmaa to mda: the payment[ in these paragrrpbs, shall terminate, htciudlng ttttq Mobility cr obUgadnn tot defend, proseeute,.or cantiane any litigatloa, and IL: poisey " shall he surrendered to the Compaq far am¢tltntlam (b) To Pay or Othharwlse Sande With Fatfid Other tlmm the Insured a With the Insared Claimant. 0) to gay or nth- - ism"se& with other partles for or In the anme of an insured club= t any cislai' l mwA ehgteiatt uadtr reds poll=;W" ther ehk hay ta73<S, at- tarneys' fees and expenses Incurred by the dasntrdi - sadtoriud by the Campany up to the time of payment, acid which *a Compaq is abUgatrd to payr, or (h so pay rA otherwise sank with doe insured ciainmm the less or damap pro. vided iior under this policy, tagedber with any costs. aammegs Insured by the Insured claimant which were anmarized by the Company up to the time of ppsaymeet and which da: Company Is abdipted to vldedforiapamgraahs paoy afPltreraftheoptlons Upon the exercise by the Can pm b(I) or (11L the Company's obTrgattam to the immured underthii policy for the eiolm- ad Ines or damage, other than tthhtt payments tratdred to ba made, shall mtmlm% Incladhrg any liability or obfigadon to driend. prosecute or cone any litigation. 7. DI;TBRfawnON AND FJCFMT OF LIAIIILITY This polity is a canon et of bid em * against actual zeimy Ions or damage sustained or incurred by the siisitred claimant wire has iu'Gcted fns or dump b reason ofmatters irmaed agai>t~dhy tiria poetry and only to the extestbetda des (n) The liability of the Company reader this Valley shall tat exceed tite least at " (i) the Amount oaf Iasum ce stated In Sciadi& A. or- if np HMWC, eke omouw : - of imunmee as defined in Section 2 (e) of these Coadhtiets acid 5tipulminm; W1 1 (B) doe amount of the , W prmnn'pal Indetftedoest seiaaed by Ibe Insured tooA- gage is limited or provided under Section 8 or than Condwans ad Stipulations or ms reduced urala Section 9 or these Condidntn; and SOpmbahms, At the drop the lost or damaggee iasund against by this poUcyorxum. togetlmrwhh iocma thwii; ar (iii) the dhliemnea betwcen the valve of flu tosarad estate or kaeram as insared and the value of the Insured estate or lateiest subject in the defect, Um of eacom- brance insurer! against by this policy (b) In the event the Insured lam htrgnhad die estate or latered In die iaaanerdeseriixd In Section 2(a) of time Conditions turd Stipulations or Ins conveyed Ike tilde, then the aiab8lty o the Company. shall continua as set Conk hi Section 7(a) of that t:an- diUom and Sdpadadons. (e) The Campsnyy will ppnny only those cam, mtomrys' fees and arptnses taettrred to ACCmdmcee *1 SeeUaa -4 or these Canditloas and SdplabttAs Q LV*UTA7ION'OF LL433UM (a) If the Company establishes the dole; or removes tie allegei defect, Una or encumbrance, or cores the buck of a right of access to or.fram & land. or cures . the claim of unmtarketabllity of tida, or otherwise establishes the lien of the insured mortgage, All as Imured, bi a rascmably dUigdid amimerby ahfq:Cflx, ittd taft litigation and the completitm of cry appeals therefrom. k&a have fatly persomm its obligations with respect to that aaaer and shall not be liable for Any loss or damage nosed Wtraby. . (b) Ia eke oven or nay a n. htcludlag Utigadon by the Campaap or whh The Company's consens. tie wCo~tppmy shall Carve ao limb for. Ion or damage anti these Ins been a final daemtlnation by a court of coa>pstent jurlsdiedon, aid d1sposition of ail appeals Use rehom, adverse to the tide or to the ilea of the Insured morip as dasurel. {c) The Company shall net be liable for toss or Homage m ray insured for BaWlhy voluntarily userhmned by the insured In aettliag any Claim or suit without tee prior written souse ss of the Cornimoy. to Dan The ompan shall not be liable for. t7) any bndehtaloess crewed subsegmat cY except for advances trade to pmteet the liar of the iaa nd mor . igage and secure[ thereby And reasomeble: amomnts expeaded m•prevma dderimra- . tioo of Improvemrmis; or (10!7 edwbtudon Join odvancea snide suhscqucat in Data of ftflcy, except cansbuetlan Ia= advamm merle sabsegneat to note, of Policy ' for the purpose of fimnciag in whole or in pm the comm~axii n of ma Improve tent to tueband which at Dateoo[[P6fty"wari Aci oredby the Insured mortgage mid which the Instncd was and cautaned as be obligated to advance at had aft ate of Policy. 9. REDUCTION OF 24SURMCEI REDUCTION OR TJfiRk•MUMON OF LIAmnxry (a) A0 payments under Wig poGey, ascent pnymmts rhmde for costs, naararys' pan Caren. Jtawever, fees and expaaies, shall reduce'the amount of eke alhhsntance pay payments made prior to the uldton of tilt to the craft or interest ar prvvdd- ad is 5ecdon 2(a) of theme Conditions and StipWwdotis shall an reduce pro mom the Amaaat of the insurance afforded under ibis policy except to the extant dot the payments reduce the Amount of the hadehtedaess snared Shy Ike'Jaatted mortgage. (b) F% , In part by' permmi of the principal of trc lad edetodnr~, or any • other ob z~tlca secured by' insured mortgage, m any vmimmoryl>~ sstiifae- tioa or rate= of the Insured mmigege, tb Uie exam of die poymehrt. mtt9faetlon or release, shall reduce the aawihA of iananncepm unto. The sui, ' of iaiamam any thermQer be iaeraased lhq ricers.,- bstetect and advamcrs made-to neaten the lien of the )usarcd monpge alai seaucd Wereby, Willi loterad t mu% provided In no Cued shall the amount of iasatance be greater than the Amu= of lastuaace stated in SchrAde A. (c) Payment In fall by Any person or the voluntary amisfsaion or rJuse of eke Insured mongege shill temdunte All Gabulty of die Compaq except as provbded In Section 2(a) of these CosdWans and Stipulations. +,e CwUMDM AM SrVUL& m U - t ct+ I Pam, nereea seder t 10. LLABQ.ITY NONCEThUM ATM If the insured due to rid estate or itdaest in sadsfeceoa of due r^d•ess; secured by the insured mortgage, or my part themor. It is y uaderstnmd t1~-' fi)m luaaunt of dansutaaee under Otis policy short be redtnxcly ammatt due naarryy may pay adder auy policy insarang a morgeto whkb exception is W:cn o .....aedule 8 or to which the ittsuted has agtesd.tgn assunsed, or isle a sub Jul. or which Is brzzp^' exeatted lay an Insured and which Is a ebnrge or Idea on the estate or lowest described or referred to in Scladule A. and the cannot so paid shall be dssmed a payment under this policy. 11. PAI%MNT OF LOSS (a) No payment shall be rode without producing this policy for endorsement of the payment unless the puft has been lost or destroyed. in wldeh ease proof of loss or destruction shall be furnished to the satisfaction or the Cootnfpttplny. . s =b= hen ith thm Co adidaas mid Stiputs damage beau a l as, dw fuss ardoamge shall be I'mcd e within 30 days dmcder. payab L SUBROGATION UPON PAYMENT OR SETT Eb Wff (a) The Cora~gsww's 19 hi of Subroggntlan. Whenever the &M V, shall bane setffed and paid a claim under this Y~ dud) vest in the Company imalletted by any act of~ en~ ol'snt. The Company shall be subwgated to and be eaUed to mU rights and remedies which the Insured olmhum would have had mgatmt any perms or pwpealy In respect to the claim had ibis perky net been issues. 9 requested by the Company. the In- eurcd claimant shall transfer to the Company all rights mod ramtri'M pgaiact any Person clfporrope~mclunaryyi order to pared M right of subrogathom. The In- sured permit Company to ed compromise or sctdc in the aurae attire insured dal-ma end to use die name of the Insured daimam In any uusac- don or lidgation irvalvhog these rights or rame;dles. --1f a payment an area- of a claim does out fully cover the fuss of the Imm ad ckimmrd, the Cpmp=y shall be subtogated to all right mid tteardes of the demand daimnat after the insured claimant shall have =over+ed its principal, lawrest, and costs of emUsexlan. (b) The Insurad's Itichhis smd law.ttattow: sand gag provided tote piiozityo o a Tian of the baarrrd mortgage the its enfewc obiUty is not a&eted. atsp release or substitute the personal Babiliiy of say debtor arguaraatr, oremend orotherwim rmdify the terms.of payme t. or rime a portion of tie estate or interest from du lien of the Gtsared mortgage, or mbmse or y collateral security for die hadebtedaea. VA= theperrrtiad ads of tin Insured claimant ac mirand tire imwW has knowledge s-r-V Claim of tidy or interest adverse to the tine to the estate ar hletmt or me ityy or emcforeesbilily of the den of the insured mortgage. as Insw d, the Cam- shall be required to pay eery the[ part of any gorses insured against by ids policy which shall arced the amour, Uat~y, lost to the Cadmpmt7 by n ihsmpam C nt by the Insured elalman of the t Company's t of subs e~ 'R%hb gahnt u4sa red hggamrss. The Gaam y light gation against non,Insusd obligurs shall exist and 5W imdode, widomn Ilmimtioo, therighm rd a insured to todem nitim gaumatles. ater poHcin of inmteaceee ar bonds, rmtwifturading any tams or conditions con- tained In those Instruments which pmvIde for subrogatma, rights by reason of tbls h W C 2 O O Q► C ~ A ~ C N ~ w G h ~n wo C~ m The Compcuy's right of subrogadon abaci amt be avoided by Mqui51111M of she insured wo_rtgage by an obligar (except an abligar dcm*ed in Beehive I(o)(a) of these Coo teas mil Sttpubnlons) wha acquires the Insured morggage as a tranlt of an indemnity, praranteo. ether policy of answunce, or bond and the enbligor will art be an incased under this policy, natwhihhctandingSecdath 1(40) of these Condi- doas and Sdpulndons. IL AMUtRATION ad Unless, prohibited by applicable law either the CmgM or the Imand any dc- maBUMS= d to the Title 6maare Aybihadcn Rids of the Amaieon Arbitration Am bda d.u. Arbitrable molders may Include, bat are not Smiled ter, any rxmtsoveay or claim between the Cumpamywid the lowund aristatp nut of err relating to this Issusacc broacb of licy a policy pservice rovision oar o~ oablhyg2don~Daabinawith ble its matters wh n he Amount of Iawaranm Is S1.000.000 or leas shall his arbitrated or the option at either the Company or the Insured. All arbitrable tzomm when the Amount oflusuracce is le exRSS of S1.OO0,DW simli be mtlb-atcd wbm sgreasd m bo&the Cam- paay and the bhs the ArG'drsdna puaamnt to this policy aid under do Rates In Wert an the date the dealad for an Is made or, at the aptitm of Me Inured the rustles In etfext at Data of paliep shah[ be biadiog To due p letles. clue atwar~ may Include aaameys' fees andy if Ifu laws of the mete ha whdrh the land is Ioeated a carat to award attaneys' few to a pravaft party. ]ud row d upatt the Vrendered by the ArbIan w(s) may be rayed to any court hsvagg jnri mdmr ahamt: The law of at sits of the land Shall apply to as arbatiradm made the This bt- suraaoe Arbitration Rules. A can of the Rader may be obtained farm the Campaay Upon request. 14. lZkBnnT l ffM TO TIDS POLICY; POLCY ENIMM CONTRACT (a) Tltis'prltecyy together wish oil endorsonemty. Very, attached hu to by due Coen- Is the eat}ro policy and contract between dun Insured and the Compaq. in mg any prrvidou of this policy; this polcy shall be Boost ued acts whole: claim of lass ardamage, whdher or rat bued,on aegllgeoex, ad whkb arises ant of tire sums of the Hen of the iasumd mottga or of the tUta to do estate or flowers covered bamby or by any acdaq taa>x~ such claim, stall be an CA to this policy No amendment of or r~~~ to this pollay era be made empt by a wAng endorsed hot cma or tmaehd hereto signed by eitaer the preddear, n vice Prestdmt, the Secretary, on Assistant Secretary, or vaihdating of8tet or authati ed signmq of the Company. IL SEVERABU TTY In the avant any pravlslon of this paricy is held Invalid or unenforceable order appiieablas law, tae policy' shall ba deemed not to inetttde that provision and all other pmvashaos shill remata In full rarce and effect. 16. NOTICES, WMME SMIT All nudc rs required to be given tlu C y sad any statement In wddng n. gqwa~sed to be fnrulshd the Canny shall the athnber of this policy and aZ be addressed to the Company ac Fidelity National Tide Insurance Compnny National Claims AdMirdshx1for : . 17911 Van Itnrmen Aveuum, Suite 300 W M CA 92514-6253 9 V . FIDELITY NATIONAL TITLE INSURANCE COMPANY LOAN POLICY SCHEDULE A FILE NUMBER: POLICY NUMBER: DATE OF POLICY: AMOUNT OF INSURANCE F203528 27-042-92-3373699 bounty 4, 2006 at 5:00 PM 4. Name of Insured: U.S. Bank, Naffonal Association, its successors andfor assigns as their respective Interests may appear. 2. The estate or interest in the land described herein whicb Is covered by this policy Is: fee simple , 3. The estate or interest referred to herein is at Date of Policy vested In: CSC Land LLC, a Colorado limited liability company 4. The Mortgage or Deed of Trust, herein referred to as the Insured Mortgage or Deed of Trust, and subsequent assignments thereof, Nany, are described as follows: Deed of Trust, Security Agreement, and Fixture Filing from CSC Land LLC, a Colorado lmited liability company, to the Public Trustee of Eagle County, for the benefit of U.S.Bank, Natlonal Association, securing an original principal indebtedness of $ , and any other amounts andfor obligations, dated December 30, 2008, and recorded January 4,2005- at Reception No2006R00232. 5. The land referred to in this policy is described as follows: SEE SCHEDULE C ATTACHED HERETO This policy valid only If Schedule B isattached. FORM 3218 M or FIDELITY NAnONAL TITLE INSURANCE COMPANY LOAN POLICY SCHEDULE B - PART 1 Policy Id: 27-042-92-3373699 Office File Number: F203528 This policy does not insure against loss or damage by reason of the following: 1. Taxes and assessments for the year 2005 and subsequent years, a lien, not yet due or payable. 2. Any rights, Interest, or easements in favor of the United States, the State of Colorado or the public, which exist or are claimed to exist in and over the present and past bed, banks, or waters of Beaver Creek. 3. The right of the proprietor of a vein or lode to extract or remove his ore, should the same be found to penetrate or intersect the premises thereby granted and rights-of-way for ditches and canals as reserved In United States Patent recorded August 19, 1921 in Book 93 at Page 321, and any and all assignments thereof or Interests therein. 4. Terms, conditions, provisions, agreements and obligations specifed under the Agreemenk which was recorded December 2,1996In Book 712 at Page 716. 5. The affect of Town of Avon, Ordinance No. 96-16 by instrument recorded December2,1996 In Book 712 at Page 717. (No. fees or assements due as of the date of said policy.) 6. The effect of Town of Avon, Ordinance No. 96-17, Series of 1996 by Instrument recorded December 2, 1995 In Book 712 at Page 718, 7. Terms, conditions, provisions, agreements and obligations specified under the Water Service Agreement, which was recorded April 14,1997 in Book 724 at Peg 92. 8. AO items set forth on the plat of FINAL PLAT OF CHATEAU ST. CLAIRE SUBDIVISION - PUD recorded June 18. 1997 In Book 729 at Page 742, and as shown on the ALTA/ACSM Land Title Survey prepared by Duane D. Fehringer of Inter-Mountain Engineering Ltd., dated December 30, 2005 and designated as Project No. 05-141. 9. The effect of Town of Avon Ordinance No. 98-6, Series of 1998 by Instrument recorded August 6, 1998 at Reception No. 665210 and as amended by Ordinance No. 04-20, Series of 2004 by instrument recorded December 22, 2004 at Reception No. 901428. 10. Terms, conditions, provisions, agreements and obligations spacified under the Water Service Agreement, which was recorded Apri19, 2001 at Reception No. 754002. 11. Terms, conditions, provisions, agreements and obligations specified under the Trench. Conduit and Vault Agreement by and between CSC Land, LLC and Holy Gross Energy, which was recorded August 3, 2004 at Reception No. 886412- 12. Holy Cross Energy Underground right-of-way easement for underground electric transmission or distribution One as granted to holy Cross Energy by Instrument recorded August 3, 2004 at Reception No. 886413, and as shown on the ALTAIACSM Land Title Surrey prepared by Duane D. Fehdnger of Inter-Mountain Engineering Ltd., dated December 30, 2005 and designated as Projad No. 05-141. t y. FIDELITY NATIONAL TrME INSURANCE COMPANY LOAN POLICY SCHEDULE C Policy td: 27-042-92-3373699 Office File Number. F203528 Lots 1 and 2, FINAL PLAT OF CHATEAU ST. CLAIRE SUBDIVISION - PUD. according to the plat thereof filed June 18, 1997 In Book 729 at Page 742, County of Eagle, State of Colorado. M _ft. . THE GATES METROPOLITAN DISTRICT BALLOT ISSUE G: (Tax and Debt Increase for Refundings) SHALL THE GATES METROPOLITAN DISTRICT'S DEBT BE INCREASED $ WITH A REPAYMENT COST OF $ OR BY SUCH LESSER AMOUNT AS MAY BE NECESSARY, AND SHALL THE GATES METROPOLITAN. DISTRICT'S TAXES BE INCREASED. $ ANNUALLY OR BY' SUCH - LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF, SUCH DEBT TO BE GENERAL :OBLIGATION BONDS OR OTHER OBLIGATIONS OF THE DISTRICT, INCLUDING CONTRACTS OR. LEASES (THE '.BONDS'j, ALL FOR THE PURPOSE, OF REFUNDING, REFINANCING OR DEFEASING ANY OR ALL OF THE DISTRICT'S DEBT OR OTHER OBLIGATIONS AT AN INTEREST RATE THAT_ IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED BONDS, BUT IS NOT IN EXCESS OF THE MAXIMUM NET EFFECTIVE INTEREST RATE OF. 12%, . SUCH.BONDS TO MATURE NOT MORE THAN 40 YEARS FROM THE DATE OF ISSUANCE, BE SUBJECT TO REDEMPTION, WITH OR WITHOUT, PREMIUM, AND BE ISSUED, DATED AND SOLD AT, ABOVE OR BELOW PAR, AT SUCH TIME OR TAMES AND IN SUCH MANNER AND CONTAINING SUCH . TERMS; NOT INCONSISTENT HEREWITH,. AS_THE BOARD OF DIRECTORS MAY DETERMINE, AND IN CONNECTION THEREWITH (I) TO INCREASE THE DISTRICT'S PROPERTY TAXES IN ANY YEAR, 'WITHOUT LIMITATION AS TO RATE! OR AMOUNT, IN AN AMOUNT SUFFICIENT TO. PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE BONDS WHEN DUE, AND (II) TO AUTHORIZE THE COLLECTION AND SPENDING OF THE PROCEEDS OF THE BONDS, THE REVENUES FROM SUCH TAXES, ANY OTHER REVENUES USED TO PAY THE BONDS AND ANY EARNINGS FROM. THE INVESTMENT OF SUCH PROCEEDS AND REVENUES AS VOTER-APPROVED REVENUE CHANGES, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED AND SPENT BY THE DISTRICT, WHICH UTILIZATION OF SUCH DEBT AUTHORIZATION SHALL BE SUBJECT TO APPROVAL OF AN AMENDMENT TO THE GATES METROPOLITAN DISTRICT SERVICE PLAN BY THE TOWN OF AVON? D YES ❑ NO