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Home My WebLink About1.0 ApplicationLANDIS CREEK METROPOLITAN DISTRICTS NO. 1 AND NO.2 SERVICE PLAN Garfield County Service Plan — Augustl4, 2001 LANDIS CREEK METROPOLITAN DISTRICT NO. I LANDIS CREEK METROPOLITAN DISTRICT NO. 2 GARFIELD COUNTY COLORADO PREPARED BY LANDIS CREEK DEVELOPMENT, INC. STAN BERNSTEIN AND ASSOCIATES, INC. Denver and Vail, Colorado Holland & Hart LLP, ATTORNEYS Aspen, Colorado TABLE OF CONTENTS 7 CHAPTER I - INTRODUCTION.............................................................................1 A. GENERAL OVERVIEW....................................................................................... 1 1. Dual District Structure..................................................................................2 1. 2. Benefits of Dual District Structure.................................................................4 18 a. Coordinated Services................................................................................4 a. Potable Water......................................................................................... b. Uniform Mill Levy....................................................................................6 c. Bond Interest Rates..................................................................................6 18 3. Configuration of Districts........................................:....................................6 Wastewater................................................................................................ 4. Long Term District Plan................................................................................9 3. 5. Existing Services and Districts......................................................................9 19 6. Property Owner Associations...................................................................... 10 B. GENERAL FINANCIAL INFORMATION ASSUMPTIONS. AND LIMITATIONS .............. 10 C. CONTENTS OF SERVICE PLAN [§ 32-1-202(2, C.R.S]........................................ 15 D. MODIFICATION OF SERVICE PLAN [§ 32-1-204(4, C.R.S.]. ...................... I........ 15 CHAPTER II - NEED FOR NEW DISTRICTS AND GENERAL POWERS ........... 17 A. NEED FOR METROPOLITAN DISTRICTS [§ 32-1-203(1, C.R.S]...........................17 B. GENERAL POWERS OF DISTRICTS [§ 32-1-1001, C.R.S.].................................... 17 1. Water........................................................................................................ 18 a. Potable Water......................................................................................... 18 b. Raw Water for Irrigation......................................................................... 18 2. Wastewater................................................................................................ 19 3. Streets, Paths and Landscaping.................................................................... 19 4. Drainage....................................................................................................20 5. Parks and Recreation..................................................................................20 6. Transportation........................................................................................... 20 7. Mosquito Control.......................................................................................20 S. TV Relay and Translation............................................................................21 9. Fire Protection and Vegetation Manipulation and Management ...................... 21 10. Legal Powers........................................................................................... 21 11. Other....................................................................................................... 22 CHAPTER III - DESCRIPTION OF FACILITIES AND IMPROVEMENTS ......... 23 A. GENERAL...................................................................................................... 24 B. GENERAL DESIGN STANDARDS........................................................................ 24 C. IMPROVEMENTS............................................................................................. 24 1, Public Improvements.................................................................................. 24 2. General Operation and Maintenance.............................................................25 3. Irrigation Systems and Water Rights............................................................ 26 CHAPTER IV - COSTS AND REVENUE SOURCES............................................28 A. COST OF CONSTRUCTION AND OPERATION........................................................ 28 1. Development - Capital Costs.......................................................................28 i CHAPTER V - FINANCIAL PLAN SUMMARY [§ 32-1-202(2)(b), C.R.S.] ........... 30 CHAPTER VI - PROPOSED AND EXISTING AGREEMENTS ............................34 A. MASTER INTERGOVERNMENTAL AGREEMENTS [PERMITTED UNDER § 32-1- 1001(1)(D)(1), C.R.S]....................................................................................34 B. AGREEMENT WITH MASTER ASSOCIATION........................................................ 35 C. PLANT DEVELOPMENT AGREEMENT DATED DECEMBER 15, 1999 ........................ 35 D. OTHER AGREEMENTS/AUTHORITY [PERMITTED UNDER § 32-1-1001(1)(D)(1), C.R.S.]....................................................................................................... 36 CHAPTER VII - OTHER REQUIREMENTS AND CONCLUSIONS .....................36 A. REQUIREMENTS............................................................................................. 36 B. CONCLUSIONS...............................................................................................36 EXHIBIT A LEGAL DESCRIPTION AND MAP OF DISTRICTS ..........................1 EXHIBIT B FINANCIAL PLAN FOR DISTRICT NO. 1 AND FOR DISTRICTNO. 2.............................................................................1 EXHIBIT C STATUTORY CONTENTS OF THIS SERVICE PLAN......................I EXHIBIT D INTERGOVERNMENTAL AGREEMENT....................................1 ii \ 2. Annual Operation and Maintenance Costs.....................................................28 3. Debt Service.............................................................................................. 28 B. REVENUE SOURCES........................................................................................ 29 1. Property Taxes...........................................................................................29 2. Potable Water System Investment Fees ........................................................ 29 3. Raw Water Irrigation System Investment Fees..............................................29 4. Specific Ownership Taxes and Interest Income ............................................. 29 5. Interest Earnings........................................................................................ 29 6. Water User Fees......................................................................................... 29 7. Other Fees................................................................................................. 29 CHAPTER V - FINANCIAL PLAN SUMMARY [§ 32-1-202(2)(b), C.R.S.] ........... 30 CHAPTER VI - PROPOSED AND EXISTING AGREEMENTS ............................34 A. MASTER INTERGOVERNMENTAL AGREEMENTS [PERMITTED UNDER § 32-1- 1001(1)(D)(1), C.R.S]....................................................................................34 B. AGREEMENT WITH MASTER ASSOCIATION........................................................ 35 C. PLANT DEVELOPMENT AGREEMENT DATED DECEMBER 15, 1999 ........................ 35 D. OTHER AGREEMENTS/AUTHORITY [PERMITTED UNDER § 32-1-1001(1)(D)(1), C.R.S.]....................................................................................................... 36 CHAPTER VII - OTHER REQUIREMENTS AND CONCLUSIONS .....................36 A. REQUIREMENTS............................................................................................. 36 B. CONCLUSIONS...............................................................................................36 EXHIBIT A LEGAL DESCRIPTION AND MAP OF DISTRICTS ..........................1 EXHIBIT B FINANCIAL PLAN FOR DISTRICT NO. 1 AND FOR DISTRICTNO. 2.............................................................................1 EXHIBIT C STATUTORY CONTENTS OF THIS SERVICE PLAN......................I EXHIBIT D INTERGOVERNMENTAL AGREEMENT....................................1 ii i —1 CHAPTER I - INTRODUCTION A. General Overview This Consolidated Service Plan (hereinafter defined as "Service Plan") for Landis Creek Metropolitan Districts No. 1 and No. 2 constitutes a combined Service Plan for two special districts proposed to be organized to serve the needs of a portion of a residential and recreation community to be known as "Spring Valley Ranch Planned Unit Development" (the "PUD"). The PUD, located in Spring Valley, is approximately six miles south of the Town of Glenwood Springs, Colorado. It consists of approximately 5948 acres comprising 577 residential units planned for the residential component of the developmerit; the affordable housing component of the PUD is in an area that consists of 75 units that will not be included within the Districts as defined herein. The PUD less the affordable housing units and area and the commercial area will be the area included within the boundaries of the Districts as defined herein and as described on Exhibit A and will be referred to herein as the "Project'. Figure I - 1, at the end of this Chapter, contains a general "Development Plan" for the development to be included within the Districts as defined herein, followed by Table I - 1, containing development projections. The public infrastructure to be constructed by the special districts will include some or all of the following: certain roads/signage, public trail system, potable and non -potable water lines and associated facilities, wastewater collection lines and associated facilities, water tanks, administrative and office facilities, weed and pest control, fire protection facilities and service, fire hydrants, vegetation manipulation and management, drainage, transportation facilities, public recreation improvements, and such other public improvements and facilities that may be necessary and appropriate. Landis Creek Metropolitan District No. 2 will serve as the Service District and pay for the operation and maintenance of the public infrastructure through intergovernmental agreement or agreements ("IGAs") with Landis Creek Metropolitan District No. 1 substantially in the form attached hereto as Exhibit D. This Service Plan addresses the public improvements that will be provided by the special districts and demonstrates how these two districts propose to serve the needs of the Project. 1. Dual District Structure [permitted under § 32-1-1001 et seq., C.R. S.]. This Service Plan is submitted in accordance with Part 2 of the Special District Act (§ 32-1-201, et seq., C.R.S.) ("Control Act'). It defines the powers and authorities of, as well as the limitations and restrictions on, Landis Creek Metropolitan Districts No. 1 and No. 2. For purposes of clarification in this Service Plan, Landis Creek Metropolitan District No. 2 shall be referred to as "the Service District," and Landis Creek Metropolitan District No. 1 shall be referred to as the "the Financing District." The Service and Financing Districts are sometimes collectively referred to as "the Districts" and individually as "the District." Each District will stand on its own with respect to its statutory powers and authority under Title 32, Article 1, Part 10, including but not limited to such general powers as the authority to enter into contracts and agreements affecting the affairs of the special district, § 32-1-1001(1)(d)(I), C.R.S., the power to borrow money, incur indebtedness, and issue bonds, § 32-1-1001(1)(e), C.R.S., and the power to furnish services and facilities outside the special district and to establish fees for such services 2 and facilities, § 32-1-1001(1)(k), C.R.S., all as set forth and as may be limited by the provisions of this Service Plan. The use of a consolidated Service Plan for the Districts will help assure proper coordination of the powers and authorities of the independent Districts and will help avoid confusion regarding the separate, but coordinated, purposes of the Districts which could arise if separate service plans were used. Unless otherwise specifically noted herein, general provisions of this Service Plan apply to both Districts. Where necessary, however, specific reference is made to an individual District to help distinguish the powers and authorities of each District. The "Financial Plans" discussed in Chapter V refer to the financial plans for each District. They are to be read as separate financial plans, which may be used for public improvements and services for the PUD. The Service District will be responsible for, or contracting for, managing the construction and operation of public facilities and improvements needed for the Project. The Financing District will be responsible for providing the funding and tax base needed to support the Financial Plans for such capital improvements. IGAs are expected to be executed by the Districts clarifying the nature of the functions and services to be provided by each District. The IGAs will be designed to help assure the orderly development of essential services and facilities resulting in a community which will be both an aesthetic and economic asset to Garfield County (the "County"). It is anticipated that the Service District will construct, or will contract for construction of, the public infrastructure, and the Financing District will finance the construction of such infrastructure, some of which may be conveyed to the t County, or Spring Valley Sanitation District ("SVSD") as to sewer infrastructure, as appropriate. The Districts may also contract with a qualified entity to operate the Districts' water systems and wastewater facilities and otherwise provide water or wastewater service or both. The Districts may also operate their own water systems and wastewater facilities through the Service District. Landis Creek Metropolitan District No. 2 as the Service District will initially own and operate certain public facilities and infrastructure throughout the Project. Subject to the mill levy limitations set forth herein, Landis Creek Metropolitan District No. 1 as the Financing District will generate the tax revenue sufficient to pay the costs of the capital improvements as described herein and associated operations and maintenance. The formation of these Districts will create several benefits for the residents of the development and the County. In general, those benefits are: (a) providing for the construction, administration and operation of public improvements, and delivery of those improvements in a timely manner; (b) maintenance of reasonably uniform and limited mill levies and reasonable tax burdens on all areas of the Project through proper management of the financing and operation of public improvements; and (c) assured compliance with state laws regarding taxation in a manner which permits the issuance of tax exempt debt at the most favorable interest rates possible. Each of these concepts is addressed in greater detail in the following paragraphs. 2. Benefits of Dual District Structure. a. Coordinated Services [permitted under § 32-1-1001 et seq., C.R.S.]. As presently planned, development of the Project will proceed in several phases, each of which will require the extension of public services and facilities. The El ) dual district structure will assure that the construction and operation of each phase of public facilities will be primarily administered by a single board of directors consistent with a long term construction and operations program. Use of the Service District as the entity responsible for providing for the construction of each phase of improvements and for management of operations will facilitate a well-planned financing effort through all phases of construction and will assist in assuring coordinated extension of services. The dual district structure assures the financing of the construction of the infrastructure for the final phases of the Project through the Financing District. The Service District will be obligated to provide the construction services to the Financing District and the Financing District will be obligated to pay for such services pursuant to the IGA and subject to the provisions and limitations set forth herein. As a result, the landowners of the first phases of the Project cannot alter the overall financial structure for the Project through the board of directors of the Financing District. Since the control of the Service District remains with the owners of the small parcels that make up the Service District boundaries, the financial commitments made through the IGA and this Service Plan guarantee that the required level of quality of construction for such infrastructure will be maintained throughout the project. As noted in Section I.A.4, upon completion of the construction of the infrastructure and the issuance of all bonds or other debt instruments, the Districts will be consolidated for the on-going services to be provided, subject to existing agreements for services such as the agreement with the affordable housing homeowners association for services to be rendered to the affordable housing component of the PUD and the agreement with the Glenwood Springs Rural Fire Protection District and the City of Glenwood Springs. or 1 The dual district structure will also help assure that public facilities and services needed for future build -out of the Project will be provided when they are needed, and not sooner. Appropriate development agreements between the Service District and the developer will allow appropriate timing of financing and construction of improvements within the Project and PUD as may be required in subdivision improvement agreements between the Developer and Garfield County. This, in turn, allows the full costs of public improvements to be allocated over the build -out of the Project. b. Uniform Mill Levy. Allocation of the responsibility for paying debt for capital improvements will be managed through development of financing plans for those improvements and through development of an integrated operating plan for long term operations and maintenance with a uniform and limited mill levy. C. Bond Interest Rates. The dual district structure is less risky and will allow bonds or other obligations to be issued to finance public improvements at lower rates than if a single special district is organized. This situation is created by the developer retaining control of the Service District and therefore the control of issuing limited tax obligation bonds with the result that the Financing District does not issue such bonds until the assessed valuation of the property can actually support such obligation bonds. Because the debt to assessed valuation ratio are favorable when the limited tax obligation bonds are issued, the Finance District benefits from the probable lower interest rates. 3. Configuration of Districts. In order to implement the dual district structure, the boundaries of the Service District and the Financing District need to be L' l carefully configured. A map showing the boundaries of the Districts is provided in Exhibit A. The Service District will contain approximately 5.8 acres, and the Financing District will contain approximately 5916.7 acres. The combined acreage of the Districts includes all acreage within the Project. Legal descriptions and a map of the property within the boundaries of the Districts are attached to the end of this Service Plan as part of Exhibit A. The "service area" (the area legally permitted to be served within the Districts) for the Service District will consist of over 6000 acres. The service area of the Districts shall include the Districts and shall extend to the outside boundaries of all properties contiguous to the Districts' boundaries as such properties are presently configured and shall include all enclaves. The services that may be provided within the service area but outside of the Districts may be limited based upon the infrastructure, equipment and resources that may be available. Any such limitations shall not apply to the affordable housing property or village center which have been included in the infrastructure, equipment and resource planning for the Districts. The Service District will have power to impose taxes only within its legal boundaries, and will be permitted to provide public services within the two Districts as well as to property or individuals outside of the Districts and of the Project which are not presently being provided by others, if requested and approved. The Financing District will have power to assess taxes subject to the limitations set forth herein and other charges permitted by law and to obligate the remittance of general obligation collections and operating moneys to the Service District. 7 No residential units will be located within the Service District. The Financing District will contain all residential properties within the PUD (except for the affordable housing property), expected to consist of approximately 502 residential dwelling units as well as two 18 hole golf courses, a clubhouse, a golf pro shop, a family center and an equestrian center. The projected population of the Project (less the affordable housing component) at full build -out is approximately 1500 persons (including permanent and second home residents, assuming 3.0 persons per living unit), and the projected total residential valuation is approximately $1,024,750,000, at an average $2,041,335 per unit. It is possible that additional property may be included in the Districts. Under Colorado law, the fee owner or owners of one hundred percent (100%) of any property proposed for inclusion may petition the Boards of Directors of the Districts for inclusion or annexation of property into the Districts. Additionally, less than one hundred percent (100%) of the owners of an area may petition the Districts for an inclusion election, or the Boards may adopt a resolution calling for an election on inclusion of the property. The Board of Directors shall approve any annexation petition by any enclave property, the affordable housing property, or village center/commercial area within the PUD, provided that any annexation by an enclave property shall be conditioned upon the provision of an adequate legal and physical supply of water to support water service to the enclave property, as may be required by the Districts in their discretion. Except as provided herein, the annexation to the District of any property in excess of five acres in the aggregate shall be considered a material modification of this K l Service Plan. Wastewater facilities and services will not be provided by the Districts to included or annexed parcels without the prior consent of SVSD. 4. Long Term District Plan [permitted under § 32-1-601 et seq., C.R.S]. After all bonds or other debt instruments have been issued by the Districts and adequate provision has been made for payment of all debt of the Service and Financing Districts, the Districts shall consolidate the Service and Financing Districts into a single entity, subject to the approval of the electorate of the Financing District and subject to existing agreements for services such as the agreement with the affordable housing homeowners association for services to be rendered to the affordable housing component. The Service and Financing Districts will consider consolidation as permitted by statute under Title 32, Article 1, Part 6, at the time each District's debt has been paid and adequate provision has been made for operation of all District facilities and final buildout is completed. Ultimately, control of these decisions will rest with the electorate in each District. However, any Consolidated District would continue in perpetuity to operate and maintain the same services to the residents of the District. 5. Existing Services and Districts [§ 32-1-203, C.R.S.]. There are currently no other entities in existence in the PUD area that have the ability and/or desire to undertake the design, financing and construction of improvements needed for the Project. The County does not consider it feasible or practicable to pay for all the necessary services and facilities contained in this Service Plan for the Project. Consequently, use of the new Districts is deemed necessary for the provision of these public improvements in the Project. M 1 The Service District can enter into agreements, including IGAs, with other entities for operations and maintenance beyond those operation and maintenance services identified within this Service Plan to be done by existing entities. 6. Property Owner Associations [permitted under § 32-1-1001(1)(k), C.R.S]. In addition to the Districts, it is intended that there be a master property owner association and, possibly, sub -associations which will, to the greatest extent possible, integrate functionally and operationally with the Districts. Also, the Districts will integrate functionally and operationally with the property owners association. It is further anticipated that the Service District will contract with other property owner associations of properties outside of the boundaries of the Districts to provide services as appropriate, particularly those properties within the PUD and outside of the Districts. B. General Financial Information, Assumptions, and Limitations The 2000 certified assessed valuation of all taxable property (classified as agricultural) within the boundaries of the PUD is estimated to be approximately $115,000. The initial assessed valuation of property within the Service District is expected to be approximately $5,000, and the initial assessed valuation within the Financing District is expected to be approximately $110,000. The Districts shall not issue or incur any debt, bonds, notes, contracts, or other obligations for the payment of which the Districts will be contractually obligated to impose an ad valorem property tax, except as described in this paragraph. The Districts may contractually obligate themselves to impose an ad valorem property tax for the payment of any bonds, notes, contracts, or other obligations (including without limitation obligations issued or incurred for the payment of capital costs, operations and 10 maintenance costs, or any other costs), only in an amount not in excess of fifty (50) mills for all of such obligations; provided however, that in the discretion of the obligated District, such obligations may provide that, in the event the method of calculating assessed valuation is changed after the date of the original approval of this Service Plan, the mill levy limitation provided herein may be increased or decreased to reflect such changes, such increases or decreases to be determined annually by the board of directors of the obligated District 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, are neither diminished nor enhanced as a result of such changes. The Districts shall be subject to the following additional limitation relating to its mill levy: of the fifty (50) mills limit set forth in the foregoing sentence, the Districts may contractually obligate themselves to impose an ad valorem property tax for the payment of any bonds, notes, contracts, or other obligations for debt service, only in an amount not in excess of thirty- five (35) mills for all of such obligations for debt service; provided however, that in the discretion of the obligated District, such obligations may provide that, in the event the method of calculating assessed valuation is changed after the date of the original approval of this Service Plan, the mill levy limitation provided herein may be increased or decreased to reflect such changes, such increases or decreases to be determined annually by the board of directors of the obligated District 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, are neither diminished nor enhanced as a result of such changes. For purposes of the foregoing provisions, (i) a change in the ratio of actual valuation to assessed valuation shall be deemed to be a change in the method of calculating assessed 11 \ valuation; and (ii) 2001 shall be the base year for the ratio for actual valuation to assessed valuation. The lesser of the following alternative limitations shall apply to any bonds, notes, or other evidence of borrowing issued by the Districts: (a) the maximum principal amount of any bonds, notes, or other evidences of a borrowing issued by the Financing District shall not exceed thirty percent of the valuation for assessment of the taxable property in the Districts, as certified by the assessor or (b) the Service District revenue bonds shall be limited to a maximum of $32,300,000 and the Financing District limited tax obligation bonds shall be limited to a maximum of $38,375,000. The anticipated cost of improvements borne between the Districts and the developer are contained in Chapter IV. Subject to the limitations set forth herein, the Districts may obtain financing for the capital improvements needed for the Project through the issuance of limited tax obligation bonds or other debt instruments by the Financing District and from revenue bonds or other instruments issued by the Service District. Limited tax obligation debt will be payable from revenues derived from ad valorem property taxes and from other sources. It is currently anticipated that significant credit enhancement and security for debt issued by the Service District will be provided by the developer or possibly that debt obligations will be issued to the developer in exchange for improvements. The Financing District will issue limited tax obligation debt after determination that the assessed valuation is sufficient to pay debt service with reasonable mill .levies that do not exceed the limitations set forth herein thereby reducing risk to property owners. The preliminary financial forecasts for the Districts are contained in Exhibit B to this Service Plan. These "Financial Plans" 12 \ demonstrate one method which might be used by the Districts to finance the cost of the public infrastructure. At the time bonds or other debt instruments are proposed to be issued, alternative financing plans may be employed and may be utilized by the Districts subject to the limitations set forth herein. Due to the credit enhancement and other support expected to be received from the developer, the Financial Plans demonstrate that the cost of public infrastructure described herein can be provided with reasonable mill levies that do not exceed the limitations set forth herein, specifically established at 24.00 mills for debt service and 21.00 mills for all operations, including without limitation administrative, operating and maintenance services, for a total of 45.00 mills overall. The specific mill levy allocations between debt service and operations will vary annually as budget decisions are made annually by the Board of Directors of the Financing District. The figures contained herein depicting costs of infrastructure and operations will not constitute legal limits on the financial powers of the Districts subject to the mill levy limitations set forth herein; provided, however, that the Districts shall not be permitted to issue bonds which are not in compliance with the bond registration and issuance requirements of Colorado law. The financial structure contemplated in the Financial Plans demonstrates that the risks associated with development of the Project may be borne initially by the developer of the project by providing security behind the bonds or taking bonds in return for capital improvements. At such time as limited tax obligation debt is issued, the responsibility for payment of the costs of infrastructure needed for the Project will be shifted, incrementally, to the Financing District. Limited tax obligation debt issued by the Financing District will limit the responsibility for repayment of such debt to the 13 Financing District. All financial obligations issued or incurred by the Districts shall state therein that they are solely the obligation of the issuing or incurring District, and that Garfield County is not in any way liable for the District's obligation. Mill levies paid by the Project residents are expected not to exceed 45.00 mills. Any bonds, notes, contracts, or other financial obligations issued to the Developer as consideration for a loan or advance shall be subject to redemption, at the option of any District which is obligated for the payment thereof, on any date after issuance, at a price of par and accrued interest, without redemption premium, and shall not be issued at a net effective interest rate higher than 3.5% in excess of the rate per annum determined on the date of issuance pursuant to the most recent "Bond Buyer Weekly Yields 20 G.O." index (the "Index") published in the "Bond Buyer" as the general obligation bond yield for 20 year maturity general obligation bonds, or if such Index becomes unavailable, such other index as may be determined by the District to be comparable to the Index. The foregoing shall not apply to obligations issued or sold in a public offering. As used herein, "Developer" includes Spring Valley Development, Inc., its successors and assigns, and any entity which owns or controls Spring Valley Development, Inc. or which is owned or controlled by Spring Valley Development, Inc. All improvements, facilities, and other properties paid for or financed by either of the Districts shall be public improvements, owned by the District or another appropriate political subdivision of the State. 14 ) C. Contents of Service Plan [§ 32-1-202(2), C.R.S]. This Service Plan includes a preliminary financial analysis set forth in Exhibit B. Numerous other items are included in this Service Plan in order to satisfy the requirements of law for formation of special districts. Those items are listed in Exhibit C attached hereto. Due to its vast size, the preliminary engineering survey for the Project is not attached hereto, but instead contained as Exhibit 25 in the Preliminary Plan submission for the PUD which shall be filed by Spring Valley Development, Inc. simultaneously herewith or shortly thereafter and is incorporated herein by reference. The engineering survey shows how the facilities and services for the Project can be provided and financed by the Districts. Each of the requirements of law are satisfied by this Service Plan. The assumptions contained within this Service Plan were derived from a variety of sources. Information regarding the present status of property within the Districts, as well as the current status and projected future level of services, was obtained and provided by the developer. Construction cost estimates were assembled by the developer's personnel who have experience and access to experienced consultants in the costing and construction of similar facilities. Financial advice has been supplied by Stan Bernstein and Associates, Inc., which has extensive experience with Colorado local governments. Legal advice in the preparation of this Service Plan was provided by the law firm of Holland & Hart LLP, which represents numerous special districts. D. Modification of Service Plan [§ 32-1-204(4), C.R.S.]. This Service Plan has been designed with sufficient flexibility to enable the Districts to provide required services and facilities for the Project under evolving 15 circumstances without the need for numerous amendments. While the assumptions upon which this Service Plan are generally based are reflective of current zoning for the property within the Project, the cost estimates and Financial Plans are sufficiently flexible to enable the Districts to provide necessary services and facilities without the need to amend this Service Plan as zoning changes. Modification of the general types of services and facilities, and changes in proposed configurations, locations, or dimensions of various facilities and improvements shall be permitted to accommodate development needs consistent with then -current zoning for the property. FIGURE I-1 DEVELOPMENT PLAN Residential Dwelling Units 502 91 Ranch Lots 134 Estate Lots 171 Golf Lots 30 Duplex/Townhome Units 1 Meadow Lot 75 Cabins Two 18 Hole Golf Courses, Clubhouse of approximately 40,000 square feet, and Attendant Facilities (e.g. parking, maintenance, recreation) and attendant administrative and support facilities Equestrian Center and Attendant Facilities (e.g. riding rings, parking, stalls, sheds) Open Space 16 TABLE I-1 DEVELOPMENT PROJECTIONS Number of Units 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Total Units Landis Creek Metropolitan Financing District 18 42 54 70 87 73 60 41 22 2 13 482 The total assumes that 20 lots will not be built upon. CHAPTER II - NEED FOR NEW DISTRICTS AND GENERAL POWERS A. Need for Metropolitan Districts [§ 32-1-203(1), C.R.S]. The current use of the property in the PUD is undeveloped ranch land. No other governmental or quasi -governmental entities exist which will finance the construction of the facilities described herein. The agreements referred to in Chapter VI hereof will address and define the activities to be undertaken by various entities with regard to public improvements and their operation and maintenance. B. General Powers of Districts [§ 32-1-1001, C.R.S.]. Each District will have power and authority to provide the services and facilities described in this Chapter both within and outside its boundaries in accordance with law. The powers and authorities of each District relative to each other will be allocated and further refined in "master" IGAs between the Districts which may be voted upon and approved by their respective electorates. For purposes of the Control Act, the IGAs shall not constitute an amendment of this Service Plan. They will, however, constitute binding agreements between the Districts regarding implementation of the powers contained in this Service Plan. 17 \ Each District shall have authority to, but may not necessarily unless specifically stated, provide the following services and facilities. In any event, each District shall provide or be responsible for the provision of at least two of the following services pursuant to the statutory requirements of a Metropolitan District as defined in § 32-1-103(10), C.R.S.: 1. Water. a. Potable Water. Potable water shall be provided and shall include the design, acquisition, installation, construction, operation and maintenance of a potable water system, including, but not limited to, water rights, water supply, storage, treatment, transmission and distribution systems for public or private purposes, together with all necessary and proper reservoirs, wells, water rights, equipment and appurtenances incident thereto which may include, but shall not be limited to, transmission lines, distribution mains and laterals, storage facilities, land and easements together with extensions of and improvements to said systems. There will be dual water systems, one for potable water and one for raw water for irrigation. b. Raw Water for Irrigation. Raw water for irrigation shall be provided and shall include the design, acquisition, installation, construction, operation and maintenance of an irrigation water system, including, but not limited to, water rights, water supply, storage, transmission and distribution systems for public or private purposes, together with all necessary and proper reservoirs, ponds, wells, water rights, equipment and appurtenances incident thereto which may include, but shall not be limited to, transmission lines, distribution mains and laterals, storage facilities, land and easements, together with extensions of and improvements to said systems. W. 2. Wastewater. Wastewater collection facilities shall be provided and shall include the design, acquisition, installation, construction, operation and maintenance of a wastewater system or portions thereof including, but not limited to, collection equipment and appurtenances incident thereto which may include, but shall not be limited to, collection mains and laterals, land and easements together with extensions of and other improvements to said systems. All wastewater facilities to be dedicated to SVSD shall comply with the SVSD's Rules and Regulations, as adopted and amended from time to time, to the extent the Rules and Regulations so not conflict with the December 15, 1999 Plant Development Agreement as hereinafter defined ("SVSD's Rules and Regulations"). To the extent that these improvements are not dedicated to the Spring Valley Sanitation District, the Service District shall own, operate and maintain them. The Service District shall provide for the capability of providing contractual maintenance services for ISDS facilities within the Project. Wastewater collection facilities shall not be construed to mean a wastewater treatment plant so long as a wastewater treatment plant is owned and operated by SVSD and SVSD has not breached the Pre -Inclusion and Wastewater Treatment Plant Development Agreement dated December 15, 1999 between Spring Valley Sanitation District, the Developer, and landowners within SVSD's boundaries as is may be amended from time to time ("Plant Development Agreement"). 3. Streets Paths and Landscaping. Public Roads CR114 and CRI 15 shall be improved as required by Garfield County in connection with the approval of the PUD. Public paths shall include the design, acquisition, installation, construction, operation, and maintenance of such paths and landscaping improvements together with 19 } all necessary, incidental, and appurtenant facilities, land and easements, bike and pedestrian paths, and signs together with extensions of and improvements to said facilities. 4. Drainage. Drainage shall include the design, acquisition, installation, construction, operation, and maintenance of drainage systems and improvements together with all necessary, incidental and appurtenant facilities, land and easements together with extensions of and improvements to said facilities. The system will consist of culverts, selected storm sewers, ditches, swales, ponds, detention swales and curbs and gutters and maintenance of the same. 5. Parks and Recreation. Parks may include the design, acquisition, installation, construction, operation and maintenance of District parks, land and facilities and recreation facilities, if any, together with all necessary, incidental and appurtenant facilities, land and easements and all necessary extensions of and improvements to said facilities or systems. 6. Transportation. Transportation facilities and services may include without limitation the following: a. Bus shelters and benches b. Bike and pedestrian paths C. Possible provision of an intra -District transit system and associated facilities and equipment and a transit system which would provide services to areas outside of the Districts, the cost of which could be shared with third parties undertaken. 7. Mosquito Control. As appropriate, mosquito control will be 20 l 8. TV Relay and Translation. The Service District may operate a cable television system or may franchise it out to a third party. 9. Fire Protection and Vegetation Manipulation and Management. The Service District shall provide fire protection services subject to the agreement of Developer with the Glenwood Springs Rural Fire Protection District; fire hydrants and related incidental and appurtenant facilities, equipment, improvements, and a sub -station will be designed, installed, constructed, operated, and maintained by the District. The Service District shall have the powers and duties and shall be authorized to provide all fire protection services permitted by C.R.S. Section 32-1-1002. Fire protection services will initially be provided by Glenwood Springs Rural Fire Protection District pursuant to that certain agreement with such district and the City of Glenwood Springs. As a part of the fire protection service in the Districts, extensive vegetation manipulation and management shall be conducted by the Service District pursuant to that certain Wildfire Hazard Mitigation and Vegetation Management Plan for the PUD and consistent with the Fuelbreak Guidelines for Forested Subdivisions by the Colorado State Forest Service, as it may be amended from time to time. 10. Legal Powers. The powers of the Districts will be exercised by their Boards of Directors to the extent necessary to provide the service contemplated in this Service Plan subject to the limitations set forth herein. The foregoing improvements and services, along with all other activities permitted by law, will be undertaken in accordance with, and pursuant to, the procedures and conditions contained in the Special District Act, other applicable statutes, and this Service Plan, as any or all of the same may be amended from time to time. 21 11. Other. In addition to the powers enumerated above, the Boards of Directors of the Districts shall also have the following authority: a. To amend this Service Plan as needed, subject to the appropriate statutory procedures, including, by written notice pursuant to § 32-1-207, C.R.S. notice of actions which the Districts believe are permitted by this Service Plan but which may be unclear. The County shall be deemed to agree that any such actions or activities are within the scope of this Service Plan if it does not seek to enjoin any such actions or activities under the statute. The Districts shall have the right to amend this Service Plan independent of participation of the other District; provided, that the Districts shall not be permitted to amend those portions of this Service Plan which affect, impair, or impinge upon the rights or powers of the other District without such District's consent; and b. To forego, reschedule, or restructure the financing and construction of certain improvements and facilities, in order to accommodate better the pace of growth, resource availability, and potential inclusions of property within the Districts, or if the development of the improvements and facilities would best be performed by another entity; and C. To provide all such additional services and exercise all such powers as are expressly or impliedly granted by Colorado law and which the Districts are required to provide or exercise or, in their discretion, choose to provide or exercise; and d. To exercise all necessary and implied powers under Title 32, C.R. S. in the reasonable discretion of the Boards of Directors of the Districts. This 22 Service Plan is intended to be flexible so that modifications which are not significant or material will not necessitate amendment of the Service Plan. CHAPTER III - DESCRIPTION OF FACILITIES AND IMPROVEMENTS The Service District and Financing Districts will be permitted to exercise their statutory powers and their respective authority set forth herein to finance, construct, acquire, operate and maintain the public facilities and improvements and provide the services described in Chapter II of this Service Plan either directly or by agreement. If appropriate, the Districts may contract with various public and/or private entities to undertake such functions or perform responsibilities related thereto. The descriptions contained in this Chapter show the conceptual plan for the public facilities and improvements described in Chapter II hereof. Detailed information for each type of public improvements needed for the Project is set forth in the following pages. It is important to note that the descriptions contained in this Chapter are general and conceptual in nature only, and that modifications to the type, configuration, and locations of improvements will be necessary as development proceeds. Facilities will be designed in such a way as to assure that the facility and service standards will be compatible with those of or required by the County and of other entities which may be affected thereby or as otherwise set forth in the PUD approval by the County and any applicable annexation agreements. The following sections contain general descriptions of the contemplated facilities and improvements which will be financed by the Financing District. 23 A. General Construction of all planned public facilities and improvements will be scheduled to allow for proper sizing and phasing to keep pace with the need for service. All descriptions of the specific facilities and improvements to be constructed, and their related costs, are estimates only and are subject to modification as engineering, development plans, economics, and applicable legal requirements, and construction scheduling may require. B. General Design Standards Improvements within the Districts will be designed and installed by the Service District in general conformance with current standards adopted by the Service District and established through the PUD requirements or as may be further required, if appropriate, in an applicable subdivision improvements agreement or an IGA. All wastewater facilities to be dedicated to SVSD shall comply with the SVSD's Rules and Regulations. C. Improvements 1. Public Improvements. The primary improvements to be operated and maintained by the Service District on an on-going basis include those associated with water service, residential drainage and other services as described herein. District coordination with the Spring Valley Sanitation District regarding wastewater systems and services and with the golf courses on the integrative aspects of the residential irrigation systems will be necessary. Other associated improvements that will be operated and maintained by the Service District or by the Master Association will be landscaped entrances and other common open areas (such as parks) and recreation 24 facilities, transportation facilities, bike/recreation/pedestrian paths, right-of-way maintenance, street lighting, street signs, safety protection facilities, parking facilities, and other improvements set forth in this Service Plan. Only public improvements will be constructed by the Service District. The Districts' capital cost recovery will be based solely upon the financial capability of the Districts effecting such recovery. Ongoing maintenance and operation and administration costs will be recovered based solely on the Districts' ability to pay within the confines of established fees and charges as contained herein, subject to the use of tax revenues for non -fee based services such as maintenance of drainage facilities, and wildfire -related vegetation. 2. General Operation and Maintenance. Once constructed, these improvements often become the responsibility of either the general purpose government or a homeowners association to operate and maintain. When operated by a property owners association, neither the benefits of tax exemption or of governmental immunity become available to the property owners association responsible for the ongoing operations and maintenance. This is the reason that this Service Plan proposes that the Service District is empowered to take control, where applicable, from the developer the aspects of capital improvements which may include the design, acquisition, installation, ownership, as well as the operation and maintenance of these and other public improvements, depending on the determination of the Boards of Directors of the Districts and the Master Association concerning the appropriate allocation of these responsibilities as limited by this Service Plan. 25 ) 3. Irrigation Systems and Water Rights. An irrigation system or systems will be used at all the development parcels for golf course irrigation, the residential irrigation, and open space/streetscape irrigation. The existing water rights historically used to irrigate these lands will supply the non -potable irrigation water together with additional adjudicated water rights. Water will be diverted at existing head gates or wells or such other decreed diversion facilities and feed a series of ditches, other delivery facilities, and operational and esthetic ponds throughout the Project. Water will then be delivered to the respective irrigation systems. TABLE III -1 SPRING VALLEY PUD WATER RIGHTS Available for potable and non -potable irrigation for the Project and PUD 1. Kendall and Stricklett Ditch, as described in the decree dated April 18, 1890, in the matter of the adjudication of the priority of rights to the use of water for irrigation in Water District No. 38, Garfield County, Civil Action No. 304, for 0.1 c. f. s., with appropriation date May 15, 1882. 2. Landis Ditch No. 1, as described in the decree dated April 18, 1890, Civil Action No. 304 described above, for 1.6 c.f.s., with appropriation date June 1, 1882. 3. Landis Ditch No. 2, as described in the decree dated April 18, 1890, Civil Action No. 304 described above, for 1.6 c.f.s., with appropriation date June 1, 1882. 4. Ditch, as described in the decree dated April 18, 1890, Civil Action No. 304 described above, for 1.2 c.f.s., with appropriation date May 15, 1884. 5. Forker and Gibson Ditch, as described in the decree dated April 18, 1890, Civil Action No. 304 described above, for 5.5 c.f.s., with appropriation date April 30, 1885. 6. Frank Chapman Ditch, as described in the decree dated April 18, 1890, Civil Action No. 304 described above, for 2.0 c.f.s., with appropriation date April 25, 1886. 7. Hopkins Ditch, as described in the decree dated September 20, 1977, in Case No. W -3298-A, Water Division No. 5, for 3.0 c.f.s., with appropriation date 26 I -) December 31, 1940. C 8. Hopkins Spring No. 1, as described in the decree dated May 19, 1978, in Case No W-3121, Water Division No. 5, for 0.0614 c.f.s., with appropriation date June 30, 1900. 9. Hopkins Spring No. 2, as described in the decree dated November 7, 1977, in Case No. W-3122, Water Division No. 5, for 0.0924 c.f.s., with appropriation date June 30, 1900. 10. A one-tenth (1/10) interest in the B -R Hopkins Springs, as described in the decree dated March 20, 1975, in Case No. W-2395, Water Division No. 5, for 0.11 c.f.s., with appropriation date May 15, 1930. 11. Hopkins Reservoir, as described in the decree dated April 30, 1910, in Civil Action No. 1419, for 5,208,305 cubic feet, with appropriation date May 18, 1909. 12. All rights adjudicated by the decree in Case No. 84CW212, Water Division No. 5, dated October 7, 1985. 13. All rights adjudicated by the decree in Case No. 87CW 155, Water Division No. 5, dated December 10, 1992, and any subsequent amendments. 14. Spring Valley Well No. 1 (Well Permit No. 051362-F) is located in the SWI/4NE'/4 of Section 29, T6S, R88W of the 6th P.M. at a point whence the Northeast Corner of said Section 29 bears N45°00'E 2,800 feet. 15. Spring Valley Ranch Well No. 2 (Well Permit No. 051363-F) is located in the SW'/4NE'/4 of Section 29, T6S, R88W of the 6th P. M. at a point whence the Northeast Corner of said Section 29 bears N51°30'E 2,050 feet. 16. Spring Valley Ranch Well No. 3 (Well Permit No. 28961-F*) is located in the SE'/4NW'/4 of Section 29, T6S, R88W of the 6th P. M. at a point whence the NW Corner of Section 29 bears N54°01' 16"W 3005.98 feet. 17. S V H Well No. 5 (Well Permit No. 051364-F) is located in the SW'/4 NE'/4 of Section 29, T6S, R88W of the 6th P. M. at a point 1,600 feet South of the North line and 1,500 feet West of the East line of said Section 29. 18. S V H Well No. 6 (Well Permit No. 051365-F) is located in the SW'/4NE'/4 of Section 29, T6S, R88W of the 6th P. M. at a point 2,200 feet South of the North line and 2,400 feet West of the East line of said Section 29. 19. S V H Well No. 7 (Well Permit No. 051366-F) is located in the NE'/4NEI/4 of Section 29, T6S, R88W of the 6th P. M. at a point 800 feet South of the North line and 1,200 27 feet West of the East line of said Section 29. 20. S V H Well No. 8 (Well Permit No. 051367-F) is located in the NW'/4NW'/4 of Section 27, T6S, R88W of the 6th P. M. at a point 800 feet South of the North line and 700 feet East of the West line of said Section 27. 21. S V H Well No. 9 (Well Permit No. 051368-F) is located in the NW'/4NW'/4 of Section 27, T6S, R88W of the 6th P. M. at a point 1,100 feet South of the North line and 1,050 feet East of the West line of said Section 27. 22. S V H Well No. 10 (Well Permit No. 051369-F) is located in the SE'/4NW'/4 of Section 27, T6S, R88W of the 6th P. M. at a point 1,600 feet South of the North line and 1,550 feet East of the West line of said Section 27. * Expired; however, application for renewed permit pending. CHAPTER IV - COSTS AND REVENUE SOURCES A. Cost of Construction and Operation. 1. Development -Capital Costs. The development -capital costs of the Districts are estimated to be $35,114,302 in 3% inflated 2001 dollars. 2. Annual Operation and Maintenance Costs. At full development (2015), the annual operation and maintenance costs of the Service District totals $3,573,709 in 3% inflated 2001 dollars as shown on Exhibit 1 of the Financing Plan. 3. Debt Service. It is yet to be determined whether to issue bonds or instead to issue a limited general obligation note to the developer for reimbursement of a portion of the approximately $35,114,302 of costs. This general obligation note will provide for a total mill levy of the District of 24.00 mills for debt service so that no unexpected burden will occur to the residents of the Project. Accordingly, the debt service schedule would depend upon the ability of the Districts to produce funds available for debt service at the established rates from the revenue sources detailed in the following subsection. M I B. Revenue Sources. 1. Property Taxes. A mill levy of 45.00 mills is proposed to be assessed by the Districts generating approximately $4,118 per year for each $1,000,000 of residential value. This property tax (which will be in addition to any homeowners association dues or fees) will be income tax deductible to the property owner. The tax will be used to pay for all the Districts' operation and other associated expenses. 2. Potable Water System Investment Fees. The potable water system investment fees are expected to be approximately $13,000 in 2001. 3. Raw Water Irrigation System Investment Fees. The raw water irrigation system investment fees are expected to be $2,000 in 2001. 4. Specific Ownership Taxes and Interest Income. Specific ownership taxes are expected to be 5% of property tax revenues. 5. Interest Earnings. Interest earnings are projected to be 5% of beginning funds available. 6. Water User Fees. Domestic and irrigation water user fees are expected to average approximately $50 per month per residence for 2001. 7. Other Fees. Other fees will include service contracts for services for properties located outside the boundaries of the Districts. No wastewater system improvement fee (tap fee) or any other periodic wastewater service charge denominated as such shall be imposed by the Districts; provided however, that periodic service charges may be imposed in connection with maintenance and management of ISDS systems or as otherwise agreed to in writing between the Districts and SVSD. Subject to the foregoing sentence, the Districts shall be limited to imposing a mill levy for the 29 recoupment of expenses associated with the installation, operation, maintenance„ repair and replacement of its wastewater facilities. CHAPTER V - FINANCIAL PLAN SUMMARY [§ 32-1-202(2)(b), C.R.S.] Attached to this Service Plan as Exhibit B are Financial Plans which show how the proposed services and facilities may be financed and operated by the District. The Financial Plans include the proposed operating revenue derived from ad valorem property taxes to be used by the Service District. The Master IGAs are expected to provide that the obligation of the Service District to pay the Service District for operating expenses incurred for provision of services to property within the Service District shall constitute "debt' of the Service District. Accordingly, mill levies certified to make necessary payments to the Service District will be characterized as debt service mill levies notwithstanding that they are imposed to pay contractual obligations for operations and maintenance services provided by the Service District. The Service District anticipates borrowing its initial operating funds from the developer until such time as it is able to generate operating revenues from the Financing District. The Financial Plans include the proposed debt issuance by the Service District and the Financing District and shows how the financial operations of the Districts will be coordinated. The Financing District is expected to issue limited tax obligation debt supported by ad valorem mill levies as limited herein from the revenue available from a 45.00 mill levy including operating costs. This mechanism will help assure the transition of appropriate tax revenue to the payment of debt issued to provide services for the Project. It is presently anticipated that the Service District will issue 30 6 , revenue bonds to the developer or secured by the developer and by financial commitments received from the Financing District. Other structures may be used. All dollars are presented assuming an average annual inflation factor of 3% The Districts shall be entitled to modify the proposed structure of the Financial Plans by causing the Service District to obtain funding directly from the developer, its lender, or assigns of developer, provided that all such borrowing shall comply with the requirements of state law and this Service Plan regarding limitations on the amount of limited tax obligation debt which may be issued. For example, the Service District will be entitled to obtain funding from the developer rather than issuing revenue bonds and agree to repay the developer from revenue sources to which the Service District might otherwise become entitled pursuant to the Master IGA or other agreements. Subject to the limitations set forth herein, the Districts shall have the ability .to utilize excess debt capacity which may be developed within the Districts if the assumptions contained in the Financial Plans are more conservative than what actually develops within the Project. The balance of the information contained in this Chapter of this Service Plan is preliminary in nature. All dollars are stated in 2001, 3% inflated dollars. Upon approval of this Service Plan the Districts will continue to develop and refine cost estimates contained herein and prepare for bond issuances. All cost estimates will be inflated to current dollars at the time of bond issuance and construction. Engineering and other contingencies as well as capitalized interest and other costs of financing will be added. All construction cost estimates assume construction to applicable local, state or federal requirements. 31 The maximum general obligation indebtedness for the Financing District is not expected to exceed $38,375,000 (in 2001 dollars including 3% inflation). The Districts shall have authority to finance and construct all facilities contemplated herein without the need to seek approval of any modification of this Service Plan. The Districts shall also be permitted to seek debt authorization from their electorates in excess of this amount to account for contingencies provided that any such authorization shall not exceed the mill levy limitation of 50.00 mills. Reasonable modifications of facilities and cost estimates shall likewise be permitted. Subject to the limitations set forth herein, final determination of the amount of debt for which approval will be sought from each District's electorate from time to time will be made by the Board of Directors of each l District based on then -current estimates of construction costs, issuance costs, and 1 contingencies. Authorization to issue bonds as provided herein and enter into various agreements described herein will be sought from each District's electorate pursuant to the terms of the Special District Act and the Colorado Constitution as amended from time to time. In addition to ad valorem property taxes, and in order to offset the expenses of the anticipated construction and the Service District operations and maintenance costs, the Districts will also rely upon various other revenue sources authorized by law. These will include the power to assess fees, rates, tolls, penalties, or charges as provided in § 32-1-1001(1), C.R.S., as amended. The Financial Plans assume various sources of revenue including ad valorem property taxes, specific ownership taxes, utility plant fees, and user charges together with interest earnings on retained amounts. It is possible that a metered system of user charges will be established. 32 The Financial Plans do not project any significant accumulation of fund balances which might represent receipt of revenues in excess of expenditures under the TABOR Amendment. It is anticipated that certain of the operations of the Service District will qualify as "enterprises" under the TABOR Amendment. If its operations do not qualify as enterprises under TABOR, revenue from all sources which exceed the permitted level of expenditures in a given year will be refunded to taxpayers unless a vote approving the retention of such revenues is obtained. To the extent annual District revenues exceed expenditures in this manner the Districts will comply with the provisions of TABOR and either refund the excess or obtain voter approval to retain such amounts. The estimated costs of the facilities and improvements to be constructed and installed by the Districts including the costs of acquisition of land, and engineering i services, legal services, administrative services, initial proposed indebtedness, and other major expenses related to the facilities and improvements to be constructed and installed are not expected to exceed $35,115,000 in 2001 dollars assuming 3% annual inflation. Organizational costs will be reimbursed to the developer by the Districts out of their initial revenue sources including debt instruments. The maximum voted interest rate for bonds will be eighteen percent (18%); but the expected issuance rate is much lower. This maximum rate is set at this level just to accommodate some currently unforeseen market conditions. The proposed maximum underwriting discount will be voted at five percent (5%) although it is expected that the actual discount will be closer to 2-3% for the limited tax obligation bond issues. It is estimated that the limited tax obligation bonds or other forms of indebtedness, when issued, will mature not more than forty (40) years from date of issuance pursuant to state statutes. (These statutes were recently revised to allow 40 year g.o. bonds, although the district's debt is being planned for 20 years, and to not require any mandatory principal reduction in the early years.) In the discretion of the Boards of Directors, the Districts may set up other qualifying entities to manage, fund, construct and operate facilities, services, and programs. To the extent allowed by law, any entity created by the Districts will remain under the control of its Board of Directors. The Financial Plans demonstrate that each District will have the financial capability to discharge the proposed indebtedness with reasonable mill levies as limited hereby assuming reasonable increases in assessed valuation and assuming the rate of build -out estimated in the Financial Plans. CHAPTER VI - PROPOSED AND EXISTING AGREEMENTS A. Master Intergovernmental Agreements [permitted under § 32-1- 1001(1)(d)(I), C.R.S]. As noted in this Service Plan, the relationship between the Service District and the Financing District, including the means for approving, financing, constructing, and operating the public services and improvements needed to serve the Project will be established by means of Master IGAs to be executed by the Districts. The Master IGAs will establish extensive procedures and standards for the approval of the design of facilities, transfer of funds between the Districts, and operation and maintenance of the facilities. The Master IGAs will also provide for coordinated administration of management services for the Districts. all i The Service District will be responsible for initial review and approval of plans for construction of public improvements within the Project, except as to wastewater facilities to be dedicated to SVSD, in which case, the provisions of SVSD"s Rules and Regulations apply. The Service District will be responsible to submit any plans necessary for such improvements which it will construct and plans for such improvements which developers will construct. The purpose of this structure is to eliminate any need for the County to be involved with developers in the day-to-day review and approval of the District or developer improvements within the Project and to minimize the number of individuals with whom the County must deal in any review and approval process or may be required beyond the annexation agreement or PUD approval process. B. Agreement with Master Association It is anticipated that the Service District will enter into an agreement with a Master Association for the integration of functions to the greatest extent legally possible to minimize costs and maximize benefits to both entities and their constituents. C. Plant Development Agreement dated December 15 1999. Developer entered into the Plant Development Agreement with SVSD and other landowners within SVSD's boundaries regarding the construction of a wastewater treatment plant to serve the region, including the Project. The Districts shall comply with SVSD's Rules and Regulations, as adopted and amended from time to time, to the extent the Rules and Regulations do not conflict with the Plant Development Agreement. In addition, the Districts shall not take any action that would directly or indirectly 35 modify, breach, or alter in a material way the rights and obligations of the parties under the Plant Development Agreement or SVSD's Rules and Regulations. D. Other Agreements/Authority [permitted under § 32-1-1001(1)(d)(I), C. R. S.1. To the extent practicable, the Service District may enter into or assume assignment of additional intergovernmental and private agreements to ensure better long- term provision of the improvements and services and effective management. Agreements may also be executed or assignment of agreements may be executed with other service providers. All such agreements are authorized to be provided by each pursuant to Colorado Constitution, Article XIV, Section 18(2)(a) and Section 29-1-201, et seq., Colorado Revised Statutes. The Service District will enter into service agreements to provide services to the affordable housing and commercial area within the PUD that are outside of the boundaries of the Districts. CHAPTER VII - OTHER REQUIREMENTS AND CONCLUSIONS A. Requirements The Financing and Service Districts shall be subject to the following additional requirements: 1. Submission of annual reports as described in § 32-1-207(3), C.R.S. 2. Material modifications of this Service Plan shall be subject to approval by the County in accordance with the provisions of § 32-1-207, C.R.S. B. Conclusions It is submitted that this Service Plan for Landis Creek Metropolitan Districts No. 1 and No. 2 as required by § 32-1-203(2), C.R.S., has established that: M1 F 1. There is sufficient existing and projected need for organized service in the area to be served by the Districts; 2. The existing service in the area to be served by the Districts is inadequate for present and projected needs; 3. The Districts are capable of providing economical and sufficient service to the area within their boundaries; 4. The area included in the Districts does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis; 5. Adequate service is not and will not be available to the area through any other existing municipal or quasi -municipal corporations including existing special districts within a reasonable time and on a comparable basis; 6. The facility and service standards of the Districts are compatible with the facility and service standards of Garfield County. 7. The proposal is in substantial compliance with the Garfield County Master Plan adopted pursuant to § 30-28-108, C.R.S. 8. The proposal is in compliance with any duly adopted county, regional, or state long-range water quality management plan for the area; and 9. The ongoing existence of the Districts is in the best interests of the area proposed to be served. Therefore, it is requested that the Board of County Commissioners of Garfield County, Colorado, which has jurisdiction to approve this Service Plan by virtue of § 32-1-204.5, C.R. S., et seq., as amended, adopt a resolution which approves this 37 consolidated "Service Plan for Landis Creek Metropolitan Districts No. 1 and No. 2," as submitted. 38 EXHIBIT A LEGAL DESCRIPTION AND MAP OF DISTRICTS A-1 EXHIBIT A Fs SPRING VALLEY METROPOLITAN DISTRICT #1 (FINANCING DISTRICT) BOUNDARY LEGAL DESCRIPTION A parcel of land located in Sections 14, 15, 16, 20, 21, 22, 23, 26, 27, 28, 29, 32, 33, and 34, Township 6 South, Range 88 West, Sixth Principal Meridian being more particularly described as follows: Beginning at the Northwest Corner of said Section 20 being a stone monument found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence S 88016'08" E 2627.19 feet along the north line of said Section 20 to the North Quarter Corner of said Section 20 being a 1-1/2 inch Aluminum Cap (L.S. 16835) found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence S 88015'48" E 2625.91 feet along the north line of said Section 20 to the Northeast Corner of said Section 20 being a 2-1/2 inch GLO Brass Cap found in place said corner also being on the west line of said Section 16; thence N 00100'14" W 2631.77 feet along the west line of said Section 16 to the East Quarter Corner of Section 17, T. 6 S., R. 88 W., 6th P.M. being a 2-1/2 inch GLO Brass Cap found in place; thence N 00°08'04" W 340.70 feet continuing along the west line of said Section 16 to the West Quarter Corner of said Section 16 being a 2-1/2 inch GLO Brass Cap found In place; thence N 00°01'47" E 1047.99 feet continuing along the west line of said Section 16 to the southwest corner of a parcel of land described in Book 448, Page 284 in the office of the Garfield County Clerk and Recorder; thence the following three courses along the boundary of said parcel described in Book 448, Page 284: l 1. thence N 89°16'47" E 334.10 feet; 2. thence N 03°35'47" E 252.06 feet; 3. thence N 88°27'52" W 349.87 feet to a point on the west line of said Section 16; thence N 00001'47" E 977.15 feet along the west line of said Section 16 to the Northeast Corner of said Section 17 being a 2-1/2 inch GLO Brass Cap found in place; thence N 00001'20" W 344.80 feet continuing along the west line of said Section 16 to the Northwest Corner of said Section 16 being a 2-1/2 inch GLO Brass Cap found in place; thence N 89°57'15" E 2703.26 feet along the north line of said Section 16 to the North Quarter Corner of said Section 16 being a 2-1/2 inch GLO Brass Cap found in place; thence N 89057'09" E 2637.87 feet continuing along the north line of said Section 16 to the Northeast Corner of said Section 16 being a 2-1/2 inch GLO Brass Cap found in place; thence N 89°58'17" E 2638.56 feet along the north line of said Section 15 to the North Quarter Corner of said Section 15 being a 2-1/2 inch GLO Brass Cap found in place; thence S 89059'36" E 1318.31 feet continuing along the north line of said Section 15 to the west line of the NE1/4NE1/4 of said Section 15 being a 3 -inch Aluminum Cap (L.S. 15710) found in place whence the northeast corner of said Section 15 being a 2-1/2 inch GLO Brass Cap found in place bears S 89°59'36" E 1318.31 feet; thence S 00°00'09" E 1312.36 feet along the west line of the NE1/4NE1/4 of said Section 15 to the southwest corner of the NE1/4NE1/4 of said Section 15 being a 3 -inch Aluminum Cap (L.S. 15710) found in place; thence N 89055'46" E 1317.67 feet along the south line of the NE1/4NE1/4 of said Section 15 to the southeast corner of the NE1/4NE1/4 of said Section 15 being a 3 -inch Aluminum Cap (L.S. 15710) found in place; thence N 00°01'32" E a distance of 1310.58 feet along the west line of the NW1/4NW1/4 of said Section 14 to the northwest Corner of said Section 14 being a 2 -1/2 -inch Government Land Office (GLO) Brass Cap found in place; thence N 89055'05" E a distance of 1320.66 feet along the north line of said SPR/NG VALLEY METROPOLITAN DISTRICT #2 Page 1 of 13 - section 14 to the northeast corner of said NW1/4NW1/4 of Section 14 being a 3 -inch Aluminum Cap (L.S. 15710) found in place; thence S 00001'34"W a distance of 1312.94 feet along the east line of said NW1/4NW1/4 to the Southeast corner of said NW1/4NW1/4 being a 3 -inch Aluminum Cap (L.S. 15710) found in place; thence S 00001'34" W 1312.94 feet along the east line of the SW1/4NW1/4 of said Section 14 to the southeast corner of the SW1/4NW1/4 of said Section 14; thence S 00°01'19" E 2647.58 feet along the east line of the W1/2SW1/4 of said Section 14 to the southeast corner of the W1/2SW1/4 of said Section 14; thence S 89059'40" E 1318.39 feet along the north line of said Section 23 to the North Quarter Corner of said Section 23 being a 2-1/2 inch GLO Brass Cap found in place; thence S 00005'23" E 5277.46 feet along the east line of the W1/2 of said Section 23 to the South Quarter Corner of said Section 23 being a 2-1/2 inch GLO Brass Cap found in place; thence S 00000'49" W 5529.94 feet along the east line of the W1/2 of said Section 26 to the South Quarter Corner of said Section 26 being a 2-1/2 inch GLO Brass Cap found in place; thence S 84°59'30" W 31.37 feet along the south line of said Section 26 to the North Quarter Corner of Section 35, T. 6 S., R. 88 W., 6th P.M., being a 2-1/2 inch GLO Brass Cap found in place; thence S 84041'15" W 1292.34 feet along the south line of said Section 26 to the southeast corner of Lot 14 of said Section 26; thence N 00021'37" E 372.49 feet along the east line of said Lot 14, Section 26 to the northeast - corner of said Lot 14; thence N 89°53'31" W 1611.72 feet along the north line of said Lot 14 to the northwest corner of said Lot 14; thence S 00°00' 14" W 525.17 feet along the west line of said Lot 14 to the Southwest Corner of said Section 26 being a 2-1/2 inch \ GLO Brass Cap found in place; thence N 89°14'59" W 2647.44 feet along the south line of said Section 27 to the South Quarter Corner of said Section 27 being a 2-1/2 inch GLO Brass Cap found in place; thence.N 89°17'11" W 1319.72 feet along the north line of said Section 34 to the northeast corner of the W1/2NW1/4 of said Section 34 whence the Northwest Corner of said Section 34 bears N 89°17'11" W 1319.72 feet; thence S 00005'58" E 2466.04 feet along the east line of,the W1/2NW1/4 of said Section 34 to the southeast corner of the W1/2NW114 of said Section 34; thence S 89°51'39" W 1389.27 feet along the south line of the W1/2NW1/4 of said Section 34 to the West Quarter Corner of said Section 34 being a stone monument found in,place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence N 88°27'45" W 2511.99 feet along the south line of the NE1 /4 of said Section 33 to the Center Quarter of said Section 33 being a 3 inch Aluminum Cap (County Surveyor) found in place; thence N 88027'28" W 1092.52 feet along the south line of Lot 6, of said Section 33 to the southwest corner of said Lot 6; thence N 00°19'52" E 821.58 feet along the west line of said Lot 6 to the southeast corner of Lot 5 of said Section 33; thence N 88°29'25" W 1065.30 feet along the south line of said Lot 5 to a point on the northerly right-of-way of Garfield County Road 119; thence the following seventeen courses along the northerly right-of-way of said County Road 119: 1. thence along the arc of a non -tangent curve to the left having a radius of 190.00 feet, and a central angle of 40°11'43" for a distance along the curve of 133.29 feet; the chord of said curve bears 69°42'36 W a distance of 130.58 feet; 2. thence N 89°48'27" W 335.07 feet to a point on the west line of said Section 33 whence the Northwest Corner of said Section 33 being a 3 -inch County Surveyor's Aluminum Cap found in place bears N 01°14'21" E 1729.72 feet; 3. thence N 89°48'27" W 746.63 feet SPRING VALLEY METROPOLITAN DISTRICT #2 Page 2 of 13 4. thence along the arc of a curve to the right having a radius of 9975.00 feet, and a central angle of 01°23'23" for a distance along the curve of 241.95 feet; the chord of said curve bears N 89006'46" W a distance of 241.94 feet; 5. thence N 88025'04" W 886.82 feet; 6. thence along the arc of a curve to the right having a radius of 30.00 feet, and a central angle of 101°43'17" for a distance along the curve of 53.26 feet; the chord of said curve bears N 37133'26" W a distance of 46.54 feet; 7. thence N 13018'13" E 1531.48 feet; 8. thence along the arc of a curve to the left having a radius of 715.00 feet, and a central angle of 15055'12" for a distance along the curve of 198.67 feet; the chord of said curve bears N 05020'37" E a distance of 198.03 feet to a point on the south line of said Section 29 whence the Southeast Corner of said Section 29 bears S 89°03'23" E 1570.16 feet; 9. thence along the arc of a curve to the left having a radius _of 715.00 feet, and a central angle of 29005'27" for a distance along the curve of 363.03 feet; the chord of said curve bears N 17°09'43" W a distance of 359.14 feet; 10. 'thence along the aro of a curve to the left having a radius of 1853.11 feet, and a central angle of 14056'46" for a distance along the curve of 483.40 feet; the chord of said curve bears N 39°10'49" W a distance of 482.03 feet; 11. thence N 46139'12" W 512.11 feet; 12. thence along the arc of a curve to the left having a radius of 544.29 feet, and a central angle of 29°19'12" for a distance along the curve of 278.53 feet; the chord of said l curve bears N 61°18'49" W a distance of 275.50 feet; J 13. thence N 75158'25" W 274.72 feet; 14. thence along the arc of a curve to the right having a radius of 777.56 feet, and a central angle of 10°01'45" for a distance along the curve of 136.11 feet; the chord of said curve bears N 70157'32" W a distance of 135.93 feet; 15. thence N 65056'40" W 288.79 feet; 1 16. thence along the arc of a curve to the right having a radius of 934.49 feet, and a central angle of 12°43'09" for a distance along the curve of 207.45 feet; the chord of said curve bears N 59035'05" W a distance of 207.03 feet; 17. thence N 53013'30" W 363.38 feet to a point on the west line of Lot 26 of said Section 29; thence N 00°30'27" E 619.90 feet along the west line of said Lot 26 to the northwest corner of said Lot 26; thence N 90100'00" W 65.41 feet to a fence post with a pk-nail in the top and accepted as the southwest corner of Lot 20 of said Section 29; thence N 00034'26" E 2165.03 feet along the accepted west line of Lots 20, 16, and 8 of said Section 29 to a red plastic cap (P.L.S. 27929); thence N 00°32'35" E 431.30 feet to the southwest corner of a parcel of land described in Book 527, Page 951 in the office of the Garfield County Clerk and Recorder; thence along the southerly boundary of said parcel of land described in Book 527, Page 951 S 89132'20" E 431.36 feet; thence the following two courses along the Southerly boundary of a parcel of land described in Book 872, Page 768 in the office of the Garfield County Clerk and Recorder: 1. thence S 50°51'48" E 497.50 feet; 2, thence S 57158'21 " E 57.39 feet to a point on the Southerly boundary of a parcel of land described in Book 915, Page 112 in the office of the Garfield County Clerk and Recorder; SPRING VALLEY METROPOLITAN DISTRICT #2 Page 3 of 13 thence S 57°58'21" E 305.00 feet along the Southerly boundary of said parcel of land described in Book 915, Page 112 thence S 33033'03" E 149.53 feet along the Southwesterly boundary of a parcel of land described in Book 621, Page 219 in the office of the Garfield County Clerk and Recorder; thence S 81°36'23" E 135.95 feet along the Southerly boundaries of parcels of land described in Book 621, Page 219 and Book 965, Page 509 in the office of the Garfield County Clerk and Recorder to a point on the boundary of said parcel of land described in Book 965, Page 509; thence the following three courses along the southeasterly boundary of said parcel described in Book 965, Page 509: 1. thence S 81042'23" E 302.25 feet; 2. thence N 05°12'20" E 149.94 feet; 3. thence along the arc of a curve to the right having a radius of 55.23 feet, and a central angle of 40°33'24" for a distance along the curve of 39.09 feet; the chord of said curve bears N 25°28'41" E a distance of 38.28 feet to a point on the southerly boundary of a parcel of land described in Book 808, Page 803 in the office of the Garfield County Clerk and Recorder; thence the following three courses along the easterly boundary of said parcel described in Book 808, Page 803: 1. thence S 81042'37" E 123.19 feet; 2. thence N 21°00'23" W 820.84 feet to a point on the south line of said Section 20 whence the South Quarter Corner of said Section 20 being a stone monument found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933) bears \ N 88032'13 " W 248.98 feet; 3. thence N 21'00'23" W 137.24 feet to a point on the northerly right-of-way of Garfield County Road 115; thence the following two courses along the northerly right-of-way of said County Road 115: 1. thence along the arc of a non -tangent curve to the right having a radius of 5288.82 feet, and a central angle of 02°43'04" for a distance along the curve of 250.87 feet; the chord of said curve bears N 73°59'48" W a distance of 250.84 feet; 2. thence N 72°38' 16" W 1244.87 feet to a point on the accepted east line of Lot 4 of said Section 20 whence the southeast corner of a parcel of land recorded under reception number 467225 in the office of the Garfield County Clerk and Recorder being a red plastic cap (P.L.S. 27613) found in place and accepted as a point on the east line of said Lot 4 bears S 01051'02" W 9.41 feet; thence N 01°51'02" E 490.79 feet along the accepted east line of said Lot 4 to the northeast corner of said Lot 4 being a stone monument found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence N 88018'52" W 1429.59 feet along the north line of said Lot 4 and Lot 3 of said Section 20 to the northwest corner of said Lot 3 whence the Southwest Corner of said Lot 20 being a 2-1/2 inch Aluminum Cap (P.L.S. 27929) found in place bears S 00°06'31" E 1008.11 feet; thence N 00°06'31 " W 1630.93 feet along the west line of said Section 20 to the West Quarter Corner of said Section 20 being a stone monument found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence N 00°04'12" E 2632.88 feet along the west line of said Section 20 to the Northwest Corner of said Section 20 being the POINT OF BEGINNING containing 6115.406 acres more or less, prior to the following excepted parcels: SPR/NG VALLEY METROPOLITAN DISTRICT #2 Page 4 of 13 EXCEPTING THE FOLLOWING NINE PARCELS: 1) MIDDLE EXCEPTION PARCEL LEGAL DESCRIPTION A parcel of land located in the West Half of Section 29 and the Northwest Quarter of Section 28, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said parcel being further described as follows: Beginning at a point on the easterly line of said Section 29 whence the Northeast Corner of Section 29 being a 2-1/2 inch GLO Brass Cap found in place bears N 01°09'28" E 1250.72 feet thence S 01109'28" W 346.32 feet along the east line of said Section 29 to a point on the northerly line of a parcel of land described in Book 495, Page 596 in the office of the Garfield County Clerk and Recorder, whence the west Quarter Corner of said Section 28 being a 3 inch Aluminum Cap (County Surveyor) bears S 01°09'28" E 987.24 feet; thence S 88109'03" E 557.11 feet along the northerly line of said parcel of land described in Book 495, Page 596 to a point on the southerly right-of-way line of Garfield County Road 115; thence along the arc of a curve to the left having a radius of 826.12 feet, and a central angle of 17'50'11 " for a distance along the curve of 257.17 feet; the chord of said curve bears S 64107'08" E a distance of 256.14 feet along the southerly right-of-way of said County Road 115; thence S 73102'14" E 43.18 feet continuing along the southerly right-of-way line of said County Road 115 to a point in the easterly line of l said parcel of land described in Book 495, Page 596; thence S 00101'52" W 114.31 feet along the easterly boundary of said parcel of land described in Book 495, Page 596 to the southeast corner of said parcel of land described in Book 495, Page 596; thence the following four courses along the Southerly Boundary of said parcel of land described in Book 495, Page 596: 1. thence N 89058'08" W 327.05 feet; 2. thence S 54°10'41" W 185.54 feet; 3. thence N 42016'19" W 154.20 feet; 4. thence S 59030'35" W 216.33 feet to a point on the boundary of a parcel of land described in Book 988, Page 802 in the office of the Garfield County Clerk and Recorder; thence the following six courses around the easterly, northerly, and southerly boundaries of said parcel of land described in Book 988, Page 802: 1. thence S 13045'40" E 111.74 feet; 2. thence S 89058'08" E 101.60 feet; 3. thence S 00°01'52" W 69.06 feet; 4. thence S 88°48'28 E 25.57 feet; 5. thence S 00037'24" E 148.37 feet; 6. thence S 14145'31" E 57.78 feet; thence S 58°03'40" W 625.36 feet along the southerly boundaries of parcels of land described in Book 988, Page 802 and Book 736, Page 345 in the office of the Garfield County Clerk and Recorder to a point on the southerly boundary of said parcel of land described in Book 736, Page 345; thence along the southerly and westerly boundaries of said parcel of land described in Book 736, Page 345 the following five courses: 1. thence N 74053'28" W 35.87 feet; ' 2. thence N 66059'35" W 380.19 feet; SPRING VALLEY METROPOLITAN DISTRICT #2 Page 5 of 13 3. thence N 50053'55" W 27.02 feet; 4. thence N 25054'08" W 19.09 feet; 5. thence N 05008'09" W 580.16 feet to a point on the westerly boundary of a parcel of land described in Book 886, Page 329 in the office of the Garfield County Clerk and Recorder; thence along the westerly and northerly boundaries of said parcel of land described in Book 886, Page 329 the following three courses: 1. thence N 05036'42" W 538.91 feet 2. thence N 04118'35" W 374.95 feet; 3. thence N 82052'22" E 323.76 feet to a point on the southerly right-of-way line of said Garfield County Road 115; thence along the said right-of-way line the following three courses: 1. thence along the are of a non -tangent curve to the left having a radius of 993.47 feet, and a central angle of 03101'08" for a distance along the curve of 52.35 feet; the chord of said curve bears S 34041'10" E a distance of 52.34 feet; 2, thence along the arc of a curve to the left having a radius of 480.00 feet, and a central angle of 36°06'40" for a distance along the curve of 302.52 feet; the chord of said curve bears S 54°15'04" E a distance of 297.54 feet; 3. thence S 72°18'24" E 273.90 feet to the POINT OF BEGINNING containing 33.499 acres more or less. 2) EAST EXCEPTION PARCEL LEGAL DESCRIPTION A parcel of land located in Section 28, Township 6 South, Range 88 West, of the Sixth Principal Meridian being more particularly described as follows: Beginning at the South Quarter Corner of Section Z8 being a stone monument found in place and remonumented with a 2 -inch Aluminum Cap (P.E.L.S. 5933); thence N 88033'15" W 1084.24 feet along the south line of Section 28 to a point on the westerly boundary of a parcel of land described in Book 938, Page 691 in the office of the Garfield County Clerk and Recorder; whence the Southwest Corner of Section 28 being a 3 inch County Surveyor Aluminum Cap found in place bears S 88133'15" E 1495.74 feet; thence N 01000'28" E 2568.63 feet along the westerly boundary of said parcel of land described in Book 938, Page 691 to a point on the westerly boundary of a parcel of land described in Book 638, Page 941 in the office of the Garfield County Clerk and Recorder; thence N 01 001"12" E 691.65 feet along the westerly boundary of said parcel of land described in Book 638, Page 941 to a point on the southerly right-of-way line of Garfield County Road 115; thence along the southerly right-of-way line of said County Road 115 the following seven courses: 1. along the are of a non -tangent curve to the right having a radius of 594.56 feet, and a central angle of 41158'28" for a distance along the curve of 435.57 feet; the chord of said curve bears S 43°10'12" E a distance of 425.90 feet; 2. thence S 22°10'58" E 307.62 feet; 3. thence along the arc of a curve to the left having a radius of 1421.75 feet, and a central angle of 15°49'57" for a distance along the curve of 392.87 feet; the chord of said curve bears S 30105'57" E a distance of 391.63 feet; SPRING VALLEY METROPOLITAN DISTRICT #2 Page 6 of 13 4. thence along the arc of a curve to the right having a radius of 370.00 feet, and a central angle of 32'43'14" for a distance along the curve of 211.30 feet; the chord of said curve bears S 21139'19" E a distance of 208.44 feet; 5. thence along the arc of a curve to the left having a radius of 2437.42 feet, and a central angle of 28°42'24" for a distance along the curve of 1221.22 feet; the chord of said curve bears S 19°38'54" E a distance of 1208.48 feet; 6. thence S 34100'06" E 1152.91 feet; 7. thence along the arc of a curve to the left having a radius of 430.00 feet, and a central angle of 23003"17" for a distance along the curve of 173.02 feet; the chord of said curve bears S 45°31'45" E a distance of 171.86 feet to a point on the south line of Section 28; whence the Southeast Corner of Section 28 being a 2-1/2 inch GLO Brass Cap found in place bears S 86°11'17" E 1745.44 feet; thence N 86°11'17" W 829.99 feet along the south line of Section 28 to the POINT OF BEGINNING containing 67.914 acres more or less. 3) SECTION 15 EXCEPTION PARCEL LEGAL DESCRIPTION A parcel of land being the Northwest Quarter of the Southwest Quarter of Section 15, Township 6 South Range 88 West, of the Sixth Principal meridian, said parcel being further described as follows: Beginning at the West Quarter corner of said Section 15 being a 2-1/2 inch GLO Brass Cap found in place, thence N 89°51'07" E 1323.59 feet along the North line of the NW1/4SW1/4 of said Section 15 to the northeast corner of the NW1/4SW1/4 of said Section 15; thence S 00°01'49" E 1540.50 feet along the East line of the NW1/4SW1/4 of said Section 15 to the Southeast Corner of the NW1/4SW1/4; thence S 89°58'25" W 1323.59 feet along the south line of the NW1/4SW1/4 of said Section 15 to the southwest corner of the NW1/4SW1/4 of said section 15; whence the Southwest Corner of said Section 15 being a 2-1/2 inch GLO Brass Cap found in place bears S 00°01'49" E 1537.70 feet; thence N 00101'49" W 1537.70 feet along the west line of the NW 1 /4SW 1 /4 of said section 15 to the northwest corner of the Ni /4SW 1 /4 of said section 15 being the POINT OF BEGINNING containing 46.766 acres more or less. 4) GARFIELD COUNTY ROAD 115 EXCEPTION PARCEL LEGAL DESCRIPTION A parcel of land located in Sections 20, 29, 28, 33, and 34, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said parcel being a 60 foot wide right-of-way extending thirty feet on each side of the centerline for Garfield County Road 115, said centerline being further described as follows: Beginning at a point from whence the Southwest corner of said Section 20 bears S89°59'26"W a distance of 2853.70 feet, said section corner being a 2-1/2 inch Aluminum Cap found in place; i, SPRING VALLEY METROPOLITAN DISTRICT #2 Page 7 of 13 a+ thence along the arc of a curve to the left having a radius of 5318.82 feet, and a central angle of 04016'52" for a distance along the curve of 397.42 feet; the chord of said curve bears S 77°43'40" E a distance of 397.32 feet; thence S 79052'05" E 121.04 feet to a point along the section line common to said Sections 20 and 29 from whence the Quarter corner common to said Sections 20 and 29 being a Stone Monument found in place and remonumented with a 2 -inch Aluminum Cap bears N88032'1 3 "W 720.55 feet; thence S 79°52'05" E 331.86 feet; thence along the arc of a curve to the right having a radius of 900.00 feet, and a central angle of 20029'08" for a distance along the curve of 321.79 feet; the chord of said curve bears S 69°37'31" E a distance of 320.08 feet; thence S 59022'57" E 217.30 feet; thence along the arc of a curve to the right having a radius of 1081.34 feet, and a central angle of 35038'00" for a distance along the curve of 672.50 feet; the chord of said curve bears S 41°33'57" E a distance of 661.72 feet; thence S 23°44'57" E 73.66 feet; thence along the arc of a curve to the left having a radius of 963.47 feet, and a central 't angle of 12026'47" for a distance along the curve of 209.29 feet; the chord of said curve bears S 29°58'21" E a distance of 208.88 feet; thence along the arc of a curve to the left having ayadius of 450.00 feet, and a central angle of 36006'40" for a distance along the curve of 283.62 feet; the chord of said curve bears S 54015'04" E a distance of 278.95 feet; thence S 72°18'24" E 264.99 feet to a point along the section line common to said Sections 28 and 29 from whence the Northeast corner of said Section 29 being a 2-1/2 inch GLO Brass Cap found in place bears N01009'28"E 1219.42 feet; thence S 72°18'24" E 167.61 feet; thence along the arc of a curve to the right having a radius of 377.41 feet, and a central angle of 25033'14" for a distance along the curve of 168.32 feet; the chord of said curve bears S 59°31'47" E a distance of 166.93 feet; thence S 46°45'10" E 235.64 feet; thence along the arc of a curve to the left having a radius of 796.12 feet, and a central angle of 26°17'03" fora distance along the curve of 365.22 feet; the chord of said curve bears S 59°53'42" E a distance of 362.02 feet; SPRING VALLEY METROPOLITAN DISTRICT #2 Page 8 of 13 thence S 73-02-14" E 636.67 feet; thence along the arc of a curve to the right having a radius of 624.56 feet, and a central angle of 50°51'15" for a distance along the curve of 554.35 feet; the chord of said curve bears S 47°36'36" E a distance of 536.33 feet; thence S 22°10'58 E 307.62 feet; thence along the arc of a curve to the left having a radius of 1391.75 feet, and a central angle of 15049'57" for a distance along the curve of 384.58 feet; the chord of said curve bears S 30°05'57" E a distance of 383.36 feet; thence along the arc of a curve to the right having a radius of 400.00 feet, and a central angle of 32"43'14" for a distance along the curve of 228.43 feet; the chord of said curve bears S 21°39'19" E a distance of 225.34 feet; thence along the arc of a curve to the left having a radius of 2407.42 feet, and a central angle of 28042'24" for a distance along the curve of 1206.18 feet; the chord of said curve bears S 19°38'54" E a distance of 1193.61 feet; thence S 34°00'06" E 1152.91 feet; thence along the arc of a curve to the left having a radius of 400.00 feet, and a central angle of 25°53' 11 " for a distance along the curve of 180.72 feet; the chord of said curve bears S 46°56'42" E a distance of 179.19 feet; thence S 59'53'17" E 38.40 feet to a point along the section line common to said Sections 28 and 33 from whence the Quarter corner common to said Sections 28 and 33 being a Stone Monument found in place and remonumented with a 2 -inch Aluminum Cap bears N86°11'17"W 896.52 feet; thence S 59°53'17" E 421.00 feet; thence along the arc of a curve to the right having a radius of 779.79 feet, and a central angle of 35042'49" for a distance along the curve of 486.06 feet; the chord of said curve bears S 42°01'52" E a distance of 478.23 feet; thence S 24°10'27" E 644.62 feet; thence along the arc of a curve to the right having a radius of 882.82 feet, and a central angle of 26058'38" for a distance along the curve of 415.67 feet; the chord of said curve bears S 10041'09" E a distance of 411.84 feet; thence S 02°48' 10" W 238.01 feet; thence along the arc of a curve to the left having a radius of 729.53 feet, and a central r angle of 37041'54" fora distance along the curve of 480.00 feet; the chord of said curve SPRING VALLEY METROPOLITAN DISTRICT #2 Page 9 of 13 } bears S 16°02'47" E a distance of 471.39 feet; thence along the arc of a curve to the left having a radius of 200.00 feet, and a central angle of 53037'43" for a distance along the curve of 187.20 feet; the chord of said curve bears S 61'42'35" E a distance of 180.44 feet; thence along the arc of a curve to the left having a radius of 2171.07 feet, and a central angle of 08°19'31" for a distance along the curve of 315.47 feet; the chord of said curve bears N 87°18'48" E a distance of 315.19 feet to a point along the section line common to said Sections 33 and 34 from whence the Northeast corner of said Section 33being, a 2- 1/2 inch GLO Brass Cap found in place bears N01°30'32"E 2209.86 feet; thence along the arc of a curve to the left having a radius of 2171.07 feet, and a central angle of 15020'11 " for a distance along the curve of 581.13 feet; the chord of said curve bears N 75028'57" E a distance of 579.40 feet; thence along the arc of a curve to the right having a radius of 280.00 feet, and a central angle of 55026'50" for a distance along the curve of 270.97 feet; the chord of said curve bears S 84127'44" E a distance of 260.52 feet; thence S 56°44'19" E 393.81 feet; thence along the arc of a curve to the left having a radius of 669.07 feet, and a central l,\ angle of 21°39'21" for a distance along the curve of 252.89 feet; the chord of said curve bears S 67034'00" E a distance of 251.38 feet from whence the said Northeast corner of Section 33 bears N28052'13"W 2741.66 feet; Such parcel being a 60 foot right-of-way (30 feet on each side of the above described centerline) contains 18.195 acres more or less. The right-of-way lines of said right-of-way shall be prolonged or shortened to begin and end on and conform to the property boundary lines. 5) GARFIELD COUNTY ROAD 114 EXCEPTION PARCEL LEGAL DESCRIPTION A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said parcel being the right-of-way for Garfield County Road 114 and the intersection of Garfield County Road 114 with Garfield County Road 115, said parcel being further described as follows: Beginning at a point on the southern line of the Northeast Quarter of said Section 33 whence the East Quarter Corner for said Section 33 being a Stone Monument found in place and remonumented with a'2 -inch Aluminum Cap bears S 88°27'45" E 551.40 feet said point also being a point on the easterly right-of-way of Garfield County Road 114; thence N 88127'45" W 77.11 feet along said southern line of the Northeast Quarter to a SPR/NG VALLEY METROPOLITAN DISTRICT #2 Page 10 of 13 j point on the westerly boundary of said County Road 114, whence the Center Quarter for said Section 33 being a 2 -1/2 -inch Aluminum Cap found in place bears N 88027'45" W 1883.48 feet; thence the following two courses along the westerly right-of-way of said County Road 114: 1. N 40027'03" E 99.05 feet; 2. thence along the arc of a curve to the left having a radius of 270.00 feet, and a central angle of 69°20'35" for a distance along the curve of 326.77 feet; the chord of said curve bears N 05046'46" E a distance of 307.19 feet to a point on the southerly right-of-way of Garfield County Road 115; thence the following three courses along the southern right-of-way of County Road 115: 1. along the arc of a non -tangent curve to the left having a radius of 759.53 feet, and a central angle of 06°00'12" fora distance along the curve of 79.58 feet; the chord of said curve bears S 31053'38" E a distance of 79.55 feet; 2. thence along the arc of a curve to the left having a radius of 230.00 feet, and a central angle of 53037'43" .for a distance along the curve of 215.28 feet; xhe chord of said curve bears S 61042'35" E a distance of 207.51 feet; 3. thence along the arc of a curve to the left having a radius of 2201.07 feet, and a central angle of 03041'58" for a distance along the curve of 142.12 feet; the chord of said curve bears N 89°37'34" E a distance of 142.09 feet to a point on the easterly right-of- way of Garfield County Road 114; thence the following two courses along the easterly right-of-way of County Road 114: 1. along the arc of a non -tangent curve to the left having a radius of 470.00 feet, and a central angle of 47019'32" for a distance along the curve of 388.21 feet; the chord of said curve bears S 64°06'49" W a distance of 377.27 feet; 2. thence S 40°27'03" W 70.18 feet to the point of beginning containing 0.755 acres more or less. The right-of-way lines of said right-of-way shall be prolonged or shortened to begin and end on and conform to the property boundary lines. 6) VILLAGE CENTER PARCEL LEGAL DESCRIPTION A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being the Village Center Parcel of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the south line of said NE1/4,said point also being on the westerly right-of-way of County Road 114, from whence the East Quarter corner of said Section 33, being a 2 -inch Aluminum Cap (P.E.L.S. 5933), bears S 88027'45" E 628.51; thence continuing along said south line of the NE1/4 N 88°27'45" W 18.26; thence leaving said south line and along the easterly and northerly boundary of the Fire District Parcel N 04153'31 " W 272.38; thence along the arc of a curve to the left having a radius of 100.00 feet, and a central angle of 04011'49" for a distance along the curve of 7.33 feet; the chord of said curve bears N 06059'26" E a distance of 7.32 feet; thence S 82021'40" W 111.31; thence S SPRING VALLEY METROPOLITAN DISTRICT #2 Page 11 of 13 '? 55°23'49" W 262.02; thence N 34°36'11" W 789.00: thence N 00004'09" W 779 00 - thence N 62148'39" E 640.87 to a point on the westerly right-of-way of County Road 115; thence along said westerly right-of-way of County Road 115 and the westerly right- of-way of County Road 114 the following six (6) courses: S 24010'27" E 456.02; thence along the arc of a curve to the right having a radius of 852.82 feet, and a central angle of 26158'38" for a distance along the curve of 401.54 feet; the chord of said curve bears S 10°41'09" E a distance of 397.84 feet; thence S 02148'10" W 238.01 feet; thence along the arc of a curve to the left having a radius of 759.53 feet, and a central angle of 31041'42" for a distance along the curve of 420.16 feet; the chord of said curve bears S 13002'41" E a distance of 414.82 feet; thence along the arc of a curve to the right having a radius of 270.00 feet, and a central angle of 69120'35" for a distance along the curve of 326.77 feet; the chord of said curve bears S 05146'46" W a distance of 307.19 feet; thence S 40027'03" W 99.05 to the point of beginning containing 25.769 acres more or less. 7) SPRING VALLEY METROPOLITAN DISTRICT #2A (METRO DISTRICT PARCEL) LEGAL DESCRIPTION A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being the Metro District Parcel of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the westerly boundary of the Village Center Parcel whence the East Quarter corner of said Section 33, being a 2 -inch Aluminum Cap (P.E.L.S. 5933), bears S 50°50'11" E 1863.93; thence S 90°00'00" W 480.81; thence N 00°00'00" E 285.27; thence N 90000'00" E 480.47 to a point on said westerly' boundary of the Village Center Parcel; thence along said westerly boundary S 00104'09" E 285.27 to the point of beginning containing 3.147 acres more or less. 8) SPRING VALLEY METROPOLITAN DISTRICT #2B (FIRE STATION PARCEL 1) LEGAL DESCRIPTION A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being a Fire Station area of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the south line of said NEI/4 whence the East Quarter corner of said Section 33, being a 2 - inch Aluminum Cap (P.E.L.S. 5933), bears S 88127'45" E 646.77; thence continuing along said south line of the NE1/4 N 88027'45" W 275.93; thence leaving said south line N 34°36'11" W 130.80; thence along the southerly boundary of the Village Center the following four (4) courses: N 55023'49" E 262.02; thence N 82021'40" E 111.31; thence along the arc of a non -tangent curve to the right having a radius of 100.00 feet, and a central angle of 04°11'49" for a distance along the curve of 7.33 feet; the chord of said curve bears S 06159'26" E a distance of 7.32 feet; SPR/NG VALLEY METROPOLITAN DISTRICT #2 Page 12 of 13 i thence S 04°53'31" E 272.38 to the point of beginning containing 1.575 acres more or less. 9) SPRING VALLEY METROPOLITAN DISTRICT #2C (FIRE STATION PARCEL 2) LEGAL DESCRIPTION A parcel of land located in the Northeast Quarter of Section 22 and the Southeast Quarter of Section 15, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being a Fire Station area of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the section line common to said Section 22 and Section 15 whence the Northeast corner of said Section 22, being a 2-1/2 inch GLO Brass Cap, bears S 89°35'11" E 0.10; thence along the arc of a curve to the right having a radius of 791.95 feet, and a central angle of 15°33'31" for a distance along the curve of 215.05 feet; the chord of said curve bears S 56°27'07" W a distance of 214.39 feet; thence S 64113'53" W 43.59; thence along the arc of a curve to the right having a radius of 20.00 feet, and a central angle of 110°15'28" for a distance along the curve of 38.49 feet; the chord of said curve bears N 60°38'23" W a distance of 32.82 feet; thence along the arc of a curve to the right having a radius of 270.00 feet, and a central angle of 14°03'42" for a distance along the curve of 66.26 feet; the chord of said curve bears N 01°31'11" E a distance of 66.10 feet; thence N 08°33'02" E 17.67; thence along the arc of a curve to the left having a radius of 330.00 feet, and a central angle of 21 °38'09" for a distance along the curve of 124.61 feet; the chord of said curve bears N 02°16'03" W a distance of 123.87 feet; thence N 13005107" W 84.46; thence S 66°19'24" E 331.51; thence along the arc of anon -tangent curve to the right having a radius of 791.95 feet, and a central angle of 03°42'49" for a distance along the curve of 51.33 feet; the chord of said curve bears S 46°48'58" W a distance of 51.32 feet to the point of beginning containing 1.091 acres more or less. The Spring Valley Metropolitan District #1 total area minus the exceptions is 5916.695 acres more or less. SPR/NG VALLEY METROPOLITAN DISTRICT #2 Page 13 of 13 SPRING VALLEY METROPOLITAN DISTRICT #2 (SERVICE DISTRICT) LEGAL DESCRIPTIONS .SPRING VALLEY METROPOLITAN DISTRICT #2A (METRO DISTRICT PARCEL) A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being the Metro District Parcel of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the westerly boundary of the Village Center Parcel whence the East Quarter corner of said Section 33, being a 2 -inch Aluminum Cap (P.E.L.S. 5933), bears S 50°50'11" E 1863.93; thence S 90°00'00" W 480.81; thence N 00°00'00" E 285.27; thence N 90000'00" E 480.47 to a point on said westerly boundary of the Village Center Parcel; thence along said westerly boundary S 00004'09" E 285.27 to the point of beginning containing 3.147 acres more or less. SPRING VALLEY METROPOLITAN DISTRICT #2B (FIRE STATION PARCEL 1) A parcel of land located in the Northeast Quarter of Section 33, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being a Fire Station area of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the south line of said NET/4 whence the East Quarter corner of said Section 33, being a 2- inch Aluminum Cap (P.E.L.S. 5933), bears S 88°27'45" E 646.77; thence continuing along said south line of the NE1/4 N 88°27'45" W 275.93; thence leaving said south line N 34°36'11" W 130.80; thence along the southerly boundary of the Village Center the following four (4) courses: N 55023'49" E 262.02; thence N 82021'40" E 111.31; thence along the arc of a non -tangent curve to the right having a radius of 100.00 feet, and a central angle of 04°11'49" for a distance along the curve of 7.33 feet; the chord of said curve bears S 06059'26" E a distance of 7.32 feet; thence S 04°53'31" E 272.38 to the point of beginning containing 1.575 acres more or less. SPRING VALLEY METROPOLITAN DISTRICT #2C (FIRE STATION PARCEL 2) A parcel of land located in the Northeast Quarter of Section 22 and the Southeast Quarter of Section 15, Township 6 South, Range 88 West, of the Sixth Principal Meridian, said Parcel being a Fire Station area of the Spring Valley Ranch P.U.D. and being further described as follows: Beginning at a point on the section line common to said Section 22 and Section 15 whence the Northeast corner of said Section 22, being a 2-1/2 inch GLO Brass Cap, bears S 89°35'11" E 0.10; thence along the arc of a curve to the right having a radius of 791.95 feet, and a central angle of 15°33'31 " for a distance along the curve of 215.05 feet; the chord of said curve bears S 56°27'07" W a distance of 214.39 feet; thence S 64013'53" W 43.59; thence along the arc of a curve to the right having a radius of 20.00 feet, and a central angle of 110°15'28" for a distance along the curve of 38.49 feet; the chord of said curve bears N 60°38'23" W a distance of 32.82 feet; thence along the arc of a curve to the right having a radius of 270.00 feet, and a central angle of 14003'42" for a distance along the curve of 66.26 feet; the chord of said curve bears N SPRING VALLEYMETROPOLITANDISTRICT 0 Page I of 2 1 01°31'11" E a distance of 66.10 feet; thence N 08°33'02" E 17.67; thence along the arc of a curve to the left having a radius of 330.00 feet, and a central angle of 21 °38'09" for a distance along the curve of 124.61 feet; the chord of said curve bears N 02°16'03" W a distance of 123.87 feet; thence N 13005107" W 84.46; thence S 66°19'24" E 331.51; thence along the arc of a non -tangent curve to the right having a radius of 791.95 feet, and a central angle of 03042'49" for a distance along the curve of 51.33 feet; the chord of said curve bears S 46048'58" W a distance of 5.1.32 feet to the point of beginning containing 1.091 acres more or less. The Spring Valley Metropolitan District #2 total area is 5.813 acres more or less. SPRING VALLEYMETROPOLITANDISTRICT #1 Page 2 of 2 METROPOLITAN DISTRICT AREAS Spring Valley Metropolitan District #1 (Financing District) Spring Valley Metropolitan Distract #2A (Metro District Parcel) Spring Valley Metropolitan Distract #213 (Fire Station Parcel 1) Spring Valley Metropolitan Distract #2C (Fire Station Parcel 2) RPA 5918.895 acres 3.147 acres 1.575 acres 1.091 acres Spring aaa. 1 (FINANCING acres METRO Metropolitan District #2B FIRE STATION 1 1.575 acres Cot EXHIBIT B FINANCIAL PLAN FOR DISTRICT NO. 1 AND FOR DISTRICT NO. 2 B-1 Stan Bernstein and Associates, Inc. Financial Planners and Consultants For Local Governments, Municipal Bond Underwriters, and Real Estate Developers 707 Seventeenth Street, Suite 2900 Denver, Colorado 80202 Telephone: 303-291-0495 Fax: 303-291-0625 Email: stanplan@earthlink.net MEMORANDUM TO: Mr. Cam Kicklighter, Vice President Mr. Greg Mohl, Controller Mr. Boots Ferguson, Esq. (please forward to Boots) FROM: Stan Bernstein DATE: June 4, 2001 SUBJECT: Financing Plan Re: Landis Creek Metropolitan District #2 (Service District) - DRAFT 10 Attached for you review is the tenth draft (inflated model with 3% inflation) of a Financing Plan for Landis Creek Metropolitan District # 2 (the "Service District"). The Financing Plan is based upon the completion of approximately 502 residential living units with an average uninflated value of approximately $2.04 million and a total value of $1,024,750,000 as set forth on Schedule 2, page 3 of Landis Creek Metropolitan District # 1 Financing Plan. The Financing Plan also includes the property tax impacts associated with two 18 -hole golf courses (i.e., the North Golf Course and the South Golf Course), a clubhouse, a golf pro shop, a family center, and an equestrian center. Exhibit I (Combined General, Debt Service, and Capital Projects Funds Cash Flow Forecast — 2001— 2027), page 1, indicates that credit enhanced low -floater revenue bonds could be issued by the Service District on December 1, 2002 in amount of $32,300,000. It is assumed that the net proceeds of these revenue bonds (($31,322,281) will be used to pay the Service District's capital improvements costs during years 2002 through 2004 (as set forth on Schedule 1, Page 2) and to fund the Service District's capitalized operating costs during 2002 and 2003 in amounts of $283,331 and $332,948. Memorandum, June 4, 2001, Page 2 It is assumed that the interest on these revenue bonds (assumed to be 6% including annual letter of credit fees) will be paid from Developer Capital Improvement Fees contributed to the Service District from Spring Valley Development, Inc. Total Developer Capital Improvement Fees forecast to be collected from Spring Valley Development, Inc. by the Service District are $13,968,684. It is assumed that these bonds will be redeemed from the Financing District (i.e., Landis Creek Metropolitan District #1) transferring general obligation bond proceeds to the Service District on December 1, 2005 ($1,856,700), December 1, 2007 ($10,670,000), December 1, 2009 ($8,972,500) and on December 1, 2013 ($10,800,800). It is assumed that property taxes generated from Financing District's 21.00 operating, maintenance and administration mill levy will be transferred to the Service District for the purposes of enabling the Service District to fund its administrative, maintenance, and operating related expenses as detailed on Exhibit I, page 1. Monthly water system user fees averaging $50.00 per month are assumed to be used for operating and maintaining the Service District's domestic water system. This draft also incorporates a one-time $15,000 (average per home) combined Capital Facilities Fee (for potable and irrigation water purposes) which generates $8,714,282 for the Service District and enables the Service District to pay administrative, maintenance, and operating related expenses in the early years of the District (i.e., until the Financing District's property tax base approaches full -buildout levels). Stan Bernstein and Associates, Inc. has developed the above information based upon key assumptions regarding real estate development plans and values, and operating costs, provided by Spring Valley Development, Inc. Stan Bernstein and Associates, Inc. has not independently reviewed, evaluated, examined, or audited such assumptions and, consequently, does not vouch for the achievability of the Cash Flow Forecasts presented on Exhibit I or on supporting Schedules 1 and 2. Furthermore, because of the inherent nature of prospective financial information and because of the uncertainties of attempting to predict future events, actual results (including the amounts and timing of the issuance of general obligation bonds expected to be issued by the Financing District which will be used to redeem developer credit enhanced revenue bonds issued by the Service District) are likely to vary from forecast results and such variation could be material. Stan Bernstein and Associates, Inc. Financial Planners and Consultants For Local Governments, Municipal Bond Underwriters, and Real Estate Developers 707 Seventeenth Street, Suite 2900 Denver, Colorado 80202 Telephone: 303-291-0495 Fax: 303-291-0625 . Email: stanplan@earthlink.net MEMORANDUM TO: Mr. Cam Kicklighter, Vice President Mr. Greg Mol 1, Controller Mr. Boots Ferguson, Esq. (please forward to Boots) FROM: Stan Bernstein DATE: June 4, 2001 SUBJECT: Financing Plan Re: Landis Creek Metropolitan District #1 (Financing District) —DRAFT 10 Attached for you review is the tenth draft (inflated model with 3% inflation) of a Financing Plan for Landis Creek Metropolitan District # 1 (the "Financing District "). The Financing Plan is based upon the completion of 502 living units with a total uninflated value of approximately $1,024,750,000 as indicated on Schedule 2, page 3. The Financing Plan also includes the property tax impacts associated with two 18 -hole golf courses (i.e., the North Golf Course and the South Golf Course), a clubhouse, a golf pro shop, a family center, and an equestrian center. Assuming a Financing District mill levy of 45.00, annual property taxes payable to the Financing District for a home valued at $1.0 million will be approximately $4,118 (additional property taxes in amount of approximately $5,750 will be payable to other overlapping governmental jurisdictions). Memorandum June 4, 2001 Page 2 Exhibit I (Combined General and Debt Service Funds Cash Flow Forecast - 2001 — 2027), page 1, indicates based upon (i) a debt service mill levy of 24.00 and (ii) Spring Valley Development's, Inc. expectations of buildout rates and values (as presented on Schedule 2, page 3) that non -rated limited tax obligation bonds could be issued by the Financing District as follows (see Schedule 3, page 4 for detailed schedule of general obligation bond issues and related debt service requirements): 0 12/1/2005 $ 7,000,000 • 12/1/2007 $ 11,000,000 0 12/1/2009 $ 9,250,000 0 12/1/2013 $ 11,125,000 It is assumed that the net proceeds of the Series 2005 bonds ($6,265,000) will be used to pay for $3,348,868 of 2005 and $1,059,432 of 2006 Landis Creek Metropolitan District # 2 (the "Service District") capital improvements, and to redeem $1,856,700 of the Service District's letter of credit supported low -floater revenue bonds. It is assumed that the net proceeds of the Series 2007, 2009 and 2013 bonds ($10,670,000 in 2007; $8,972,500 in 2009 and $10,800,800 in 2013) will be transferred to the Service District and used to redeem letter of credit supported low -floater revenue bonds expected to be issued by the Service District. It is assumed that in addition to a 24.00 mill debt service levy, the Financing District will levy 21.00 mills for administrative, operating and maintenance purposes (i.e., a combined Financing District mill levy of 45.00 is assumed). It is assumed that property taxes generated from the administrative, operating and maintenance mill levies will be transferred to the Service District for the purposes of enabling the Service District to fund its administrative, operating and maintenance related expenses. It is assumed that the Financing District will collect Developer Capital Improvement Fees from the primary land developer and transfer such fees to the Service District. These Developer Capital Improvement Fees will be used by the Service District to pay the interest on $32,300,000 of credit enhanced low -floater revenue bonds expected to be issued by the Service District on December 1, 2002. The total amount of Developer Capital Improvement Fees are forecast to be $13,968,684 from December 1, 2002 to December 1, 2013 when the low -floater revenue bonds are forecast to be fully redeemed. Memorandum June 4, 2001 Page 3 Stan Bernstein and Associates, Inc. has developed the above information based upon key assumptions regarding real estate development plans and values provided by officials and consultants of Spring Valley Development, Inc. Stan Bernstein and Associates, Inc. has not independently reviewed, evaluated, examined, or audited such assumptions and, consequently, does not vouch for the achievability of the Cash Flow Forecasts presented on Exhibit I or on supporting Schedules 1, 2 and 3. 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W NyOof ��0> > ro N W W F W Jry R W O R' K Z _ p F m z g Mu q jgo =_ W. om W WNtlm`VI W m m 2 W N_ W W- n M mF C 1" FF 2 9 U 2 Z 7 0 WW2 m 2 m q G % W F W < Q 2 YEW W U Q 0:Z N m m G N 2 i V O J N O? Q O a 2 W F 8 OSrr U u N O .- -- ; a ' m 0 y EXHIBIT C STATUTORY CONTENTS OF THIS SERVICE PLAN 1. A description of the proposed services; 2. A financial plan showing how the proposed services are to be financed; 3. A preliminary engineering survey showing how the proposed services are to be provided, detailed copies of which are contained as Exhibit 25 in the Preliminary Plan Submission for the PUD; 4. A map of the Districts' boundaries and an estimate of the population and valuation for assessment of the Districts; 5. A general description of the facilities to be constructed and the standards of such construction including a statement of how the facility and service standards of the Districts are compatible with facility and service standards of Garfield County; 6. A general description of the estimated cost of acquiring land, engineering services, legal services, administrative services, initial proposed indebtedness and estimated proposed maximum interest rates and discounts, and other major expenses related to the organization and initial operation of the Districts; 7. A description of any arrangement or proposed agreement with any political subdivision for the performance of any services between the Districts and such other political subdivisions; and S. Information satisfactory to establish that each of the following criteria as set forth in § 32-1-203, C.R.S., has been met: a. That there is sufficient existing and projected need for organized service in the area to be served by the Districts; b. That the existing service in the area to be served by the Districts is inadequate for the present and projected needs; C. That the Districts are capable of providing economical and sufficient service to the area within their boundaries; d. That the area to be included in the Districts has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis; C-1 e. That adequate service is not, or will not be available to the area through Garfield County, other existing municipal or quasi -municipal corporations, including existing special districts, within a reasonable time and on a comparable basis; f. That the facility and service standards of the Districts are compatible with the facility and service standards of Garfield County within which the Districts are to be located and each municipality which is an interested party under § 32-1-204(1), C.R.S.; 9. The proposal is in substantial compliance with any master plan adopted pursuant to § 30-28-106, C.R.S.; h. That the proposal is in compliance with any duly adopted city, county, regional, or state long-range water quality management plan for the area; and L That the continued existence of the Districts will be in the best interests of the area proposed to be served. 2664271B.DOC 2 EXHIBIT D � THIS INTERGOVERNMENTAL AGREEMENT is made and entered into this _ day of , 20_, by and between LANDIS CREEK METROPOLITAN DISTRICT NO. 1 (the "Finance District') and LANDIS CREEK METROPOLITAN DISTRICT NO. 2 (the "Service District'), both being quasi -municipal corporations of the State of Colorado (collectively referred to herein as the "Districts"). RECITALS WHEREAS, the Districts were organized to provide public services and improvements for the benefit of that development known as Chenoa located in Garfield County, Colorado (the "Development") pursuant to a consolidated Service Plan created for the Districts (the "Service Plan"); and WHEREAS, pursuant to Article XIV, Section 18(2)(a) of the Colorado Constitution, and Section 29-1-201, et seq., C.R.S., the Districts may cooperate or contract with each other to provide any function, service or facility lawfully authorized to each District; and WHEREAS, the Districts were organized with the approval of the County of Garfield, State of Colorado, and with the approval of their respective electors, fully contemplating cooperation between the Districts as provided in the Service Plan, and fully contemplating execution of this Agreement; and WHEREAS, the primary purpose and function of the Finance District is to provide funding and the necessary tax base for financing the construction, operation and maintenance of certain improvements in the Development by the Service District; and WHEREAS, the primary purpose of the Service District is to obtain financing for and manage the construction of the improvements identified in the Service Plan, manage and operation and maintenance of the improvements identified in the Service Plan, to own certain of the subject improvements, and to operate and maintain the such improvements pursuant to a long-term, operations and maintenance program; and WHEREAS, the Districts desire to set forth herein the terms and conditions upon which improvements of the Development identified in the Service Plan will be financed, funded, constructed, owned, operated and maintained, and for other purposes. NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Districts hereby agree as follows: 1. Service Plan Implementation. The Districts shall diligently use good faith efforts to implement their Service Plan in accordance with the terms of such Service Plan. Without limiting the rights and privileges or duties and obligations of the Districts as set forth in the Service Plan, it is generally anticipated that the Finance District will be responsible for providing the funding and tax base needed to support the Districts' financial plans for capital improvements and to refine and implement the Service Plan's plan for financing the operation and maintenance of the improvements identified in the Service Plan. The Districts will work cooperatively to implement the financing plan in such a way as to enable the Service District to construct, operate and maintain the improvements described in and consistent with the Service Plan. 2. Improvement Construction. The Service District shall be responsible for the design, acquisition, installation, construction, operation and maintenance of the facilities and improvements needed within the Districts as identified in the Service Plan in order to serve the Development, including without limitation water service, traffic control, community services and operations, and ISDS maintenance, and those other services set forth more fully in the Service Plan. Development within the Districts will proceed in phases and construction of the appropriate public improvements and infrastructure necessary to serve the Development will be completed in phases as development and need for service necessitates. The installation and construction of all appropriate infrastructure by the Service District shall be in direct accordance with that phasing plan of the Development set forth in the subdivision improvements agreements entered into by and between Garfield County and the developer (the "SIAs"). Each SIA shall identify those improvements to be constructed during the applicable development phase and the Service District shall be responsible for those that are specifically identified in the Service Plan. Each SIA that is entered into shall become an exhibit hereto upon their execution together with a summary of those obligations to be undertaken by the Service District consistent with the Service Plan and those obligations to be undertaken by the Developer. a. Prior to the commencement of construction of any improvements within any phase of the Development, the Service District shall develop a general description of the improvements to be constructed and establish a construction schedule for the same and related costs associated with the particular phase of the Development and will complete such construction in accordance with such schedule, as well as any and all schedules and/or provisions set forth in the applicable SIA. b. Construction of all improvements shall be in substantial conformance with the plans and specifications prepared for and reviewed and accepted by the Service District. c. The Service District shall engage a qualified testing company, as appropriate, to perform all testing of materials or construction that may be appropriate in connection with the construction of the subject improvements. All materials and workmanship shall conform to the plans and specifications. d. At all times during construction of the subject improvements, the Finance District shall have the right but not the obligation to inspect materials and workmanship for conformance with the plans and specifications. e. Any material or work not conforming to the accepted plans and specifications shall be promptly repaired, removed, or replaced as appropriate to bring the same into conformance. f. The Service District will complete the construction of the subject improvements in accordance with the schedule for completion established as provided for herein. g. The Service District shall furnish all engineering services required for the design and completion of the improvements. All engineering services shall be performed by a professional engineer registered in the State of Colorado. Such engineering services shall conform in all respects to the plans and specifications. The engineering services shall consist of but not be limited to survey, designs, plans and profiles, estimates, construction supervision, and the furnishing of all necessary documents in connection therewith. h. The Service District shall diligently make all needed repairs or replacements of the improvements that may become necessary or that are the subject of a notice from the Finance District. Certain services shall be provided to the Development by outside service providers, which services shall include without limitation sewer service, and may include fire protection services. 3. Developer Improvement Construction. The Developer of the Development may construct all of some of the necessary improvements for the Development at its expense as may be set forth in the SIAs and that are not the responsibility of the Districts as set forth in the Service Plan. Any Developer constructed public improvements may be conveyed to the District or applicable homeowners association or governmental entity. The District is not obligated to accept any such Developer constructed public improvements unless the same have been constructed in compliance with the applicable plans and specifications. The District shall thereafter operate and maintain any such Developer constructed public improvements and may entered into agreements with the applicable homeowners associations to operate and maintain the Developer constructed public improvements conveyed to such associations. 4. Financing of Construction Operation and Maintenance of Improvements. The Service District shall obtain financing for the design, acquisition, construction, installation, operation, and maintenance of the designated improvements for the Development as identified in the Service Plan in accordance with the provisions of the Service Plan, through revenue bonds or other instruments issued by the Finance District. The Finance District may issue general obligation debt only after determination that the assessed valuation of the Finance District is sufficient to pay the debt service with ad valorem property tax revenue. Until such time, the Finance District shall pay to the Service District all revenue raised from mill levies assessed by the Finance District to offset the operating and maintenance expenses and debt service incurred by the Service District for provisions of services to property within the Districts. This obligation to offset such expenses shall constitute a "debt" of the Finance District and the payment of such is the payment for operating and maintenance services and for debt service as separately described and defined in the Service Plan. 5. Revenue Assignment and Financial Records. The Finance District shall assign all revenue raised from all sources, including, but not limited to service charges, fees, and interest, to the Service District in order to offset the expenses of the construction of the subject improvements and the Service District's costs of operation and maintenance of such improvements, less such amount that is necessary and appropriate for the limited budgeted operational and administrative needs of the Finance District. The Service District shall be responsible for keeping detailed records of all costs and expenditures incurred by the Service District in connection with its construction and operation of all improvements and infrastructure, as well as related revenue obtained from the Finance District to pay for such costs. The Service District shall provide detailed accounting records related to all funds obtained and expended to 3 the Finance District for its review and inspection upon any request therefor by the Finance District. The Financial District shall have the right to have such records subjected to an independent audit at reasonable times at its expense. 6. Ownership. Operation and Maintenance of Improvements. The improvements constructed hereunder and in accordance with the Service Plan, shall be owned, operated and maintained by the Service District, unless otherwise set forth in the Service Plan or unless they are owned by a homeowners association or another governmental entity. It shall be the responsibility of the Service District to provide the operations and maintenance services and to maintain necessary insurance for such improvements in a manner deemed appropriate by the Districts, and in compliance with applicable law and for such other improvements that may be owned by a homeowners association or other governmental entity pursuant to an agreement with such association or entity. The Finance District shall have no direct responsibility for operations or maintenance of any such improvements. 7. Rights -of -Way and Easements. Before commencement of construction of improvements within any particular phase of the Development, the District shall acquire, at its expense, or otherwise be authorized to use good and sufficient rights-of-way or easements, on and across the land traversed by the improvements. In satisfaction of the requirements of this provision, the Service District shall be entitled to use, construct and install the improvements within any dedicated right-of-way or easement in the final subdivision plats of the various filings of the Development. 8. Use of Easements. The Districts acknowledge that the final alignments of the rights-of-way and easements for the improvements may not be determined before commencement of construction. Accordingly, the Service District may utilize temporary, general or provisional easements pending completion of construction and furnish permanent easements after completion of the improvements and surveying of the final alignments therefor. 9. Breach of Agreement. If at any time this Agreement or any part hereof has been breached by Service District, the Finance District may use its revenues for engineering expenses, consultants' fees and charges, legal fees and costs, the construction, operation and maintenance of the improvements, reimbursements, or other expenses connected with the improvements. Before taking any enforcement action hereunder, the Finance District shall first have provided written notice to the Service District of the specific nature of such breach and any necessary remedial action, and the Service District shall have failed to remedy such default within a reasonable period of time thereafter. Notwithstanding the rights guaranteed by this provision, either party may pursue whatever additional remedies it may have at law or in equity. If either party brings legal action against the other parry, the substantially prevailing party shall pay the other party's costs and attorneys' fees. The waiver of any one or more breaches of the Agreement shall not constitute a waiver of the remaining terms hereof. The rights and remedies of the parties are cumulative under, this Agreement and the exercise by either party of any one or more of such rights shall not preclude the exercise by it, at the same or different times, of any other right or remedy specified herein. rd 10. No Third Party Beneficiary. Nothing expressed or implied in this Agreement is intended or shall be construed to confer upon, or to give to, any person other than the parties hereto, any rights, remedy, or claim under or by reason of this Agreement or any covenants, terms, conditions, or provisions thereof, and all of the covenants, terms, conditions, and provisions in this Agreement by and on behalf of the parties shall be for the sole and exclusive benefit of the parties. This Agreement is not intended to create any third -party beneficiaries, implied trusts, or similar implied agreements, nor may the provisions hereof be enforced by any person or entity not a party hereto, including without limitation, the owners of bonds issued by the Districts. 11. Binding Effect. The covenants, terms, conditions, and provisions contained herein shall inure to and be binding upon the representatives, successors, and permitted assigns of the parties hereto. 12. Severability. If any covenant, term, condition, or provision under this Agreement shall, for any.reason, be held to be invalid or unenforceable, the invalidity or unenforceability of such covenant, term, condition, or provision shall not affect any other provision contained herein, the intention being that such provisions are severable. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there shall be added automatically as part of this Agreement, a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and still be legal, valid and enforceable, and this Agreement shall be deemed reformed accordingly. 13. Amendment. This Agreement may be amended from time to time by agreement between the parties hereto; provided, however, that no amendment, modification, or alteration of the terms or provisions hereof shall be binding upon the parties unless the same is in writing and duly executed by the parties hereto. 14. Applicable Law. The laws of the State of Colorado shall govern the interpretation and enforcement of this Agreement. 15. Binding Effect. This Agreement shall be binding on the parties, their successors and assigns, and the terms "District," "Service District," and "Finance District' shall include their successors and assigns. 16. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and replaces in their entirety any prior agreements, understandings, warranties or representations between the parties, except for the Intergovernmental Agreement and the Reimbursement Agreement. 17. Counterparts. This Agreement may be executed in counterparts, each of which shall constitute one and the same instrument. 18. Notices. A notice, demand, or other communication under this Agreement by any party to the other shall be in writing and shall be sufficiently given if delivered in person, by 9 prepaid overnight express mail or reputable overnight courier service, or if it is dispatched in writing by registered or certified mail, postage prepaid, return receipt requested. 19. Good Faith of Parties. Except where any matter is expressly stated to be in the sole discretion of a party, in the performance of this Agreement or in considering any requested extension of time the parties agree that each shall act in good faith and shall not act unreasonably, arbitrarily, capriciously, or unreasonably withhold or delay any approval required by this Agreement. 20. Further Assurances. The parties agree to execute such documents or instruments and take such action as shall be reasonably requested by the other party to confirm or clarify the intent of the provisions hereof and to effectuate the agreements herein contained and the intent hereof. 21. Survival of Representations and Warranties. No representations or warranties whatever are made by any party to this Agreement, except as specifically set forth herein. The representations, warranties, and indemnities made by the parties to this Agreement and the covenants and agreements to be performed or complied with by the respective parties under this Agreement shall be continuing until all provision of this Agreement have been fully executed. IN WITNESS WHEREOF, the Districts have executed this Agreement on the date first above written. 2 ATTEST: 0 ATTEST SPRING VALLEY METROPOLITAN DISTRICT NO. 1 SPRING VALLEY METROPOLITAN DISTRICT NO. 2 G STATE OF COLORADO ) ) ss. COUNTY OF ) The foregoing Agreement was acknowledged before me this 20_, by as as Valley Metropolitan District No. 1. Witness my hand and official seal. My commission expires Notary Public STATE OF COLORADO ) ss. COUNTY OF ) The foregoing Agreement was acknowledged before me this 20 by as as Valley Metropolitan District No. 2. Witness my hand and official seal. My commission expires 2803896_4.DOC Notary Public 7 day of and of the Spring day of and of the Spring