HomeMy WebLinkAbout09-09-2024 - City Council Meeting AgendaAGENDA
CITY COUNCIL MEETING CITY OF WHEAT RIDGE, COLORADO
September 9, 2024
6:30 pm
This meeting will be conducted as a virtual meeting, and in person, at
7500 West 29th Avenue, Municipal Building
City Council members and City staff members will be physically present at the Municipal building for this meeting. The public may participate in these ways:
1. Attend the meeting in person at City Hall. Use the appropriate roster to sign up to speakupon arrival.
2. Provide comment in advance at www.wheatridgespeaks.org (comment by noon on
September 9, 2024)
3.Virtually attend and participate in the meeting through a device or phone:
•Click here to pre-register and provide public comment by Zoom (You must
preregister before 6:00 p.m. on September 9, 2024)
4.View the meeting live or later at www.wheatridgespeaks.org, Channel 8, or YouTubeLive at https://www.ci.wheatridge.co.us/view
Individuals with disabilities are encouraged to participate in all public meetings sponsored by
the City of Wheat Ridge. Contact the Public Information Officer at 303-235-2877 or
wrpio@ci.wheatridge.co.us with as much notice as possible if you are interested in participating in a meeting and need inclusion assistance.
CALL TO ORDER
PLEDGE OF ALLEGIANCE
ROLL CALL OF MEMBERS
APPROVAL OF MINUTES
August 19 Study Session Notes
APPROVAL OF AGENDA
PROCLAMATIONS AND CEREMONIES
National Hispanic Heritage Month
Recognition of Carnation Festival Committee
PUBLICS’ RIGHT TO SPEAK
a.Public may speak on any matter not on the agenda for a maximum of 3 minutes
under Publics’ Right to Speak. Please speak up to be heard when directed by theMayor.
b. Members of the Public who wish to speak on a Public Hearing item or Decision, Resolution, or Motion may speak when directed by the Mayor at the conclusion of the
staff report for that specific agenda item.
c. Members of the Public may comment on any agenda item in writing by noon on the
day of the meeting at www.WheatRidgeSpeaks.org. Comments made on Wheat Ridge Speaks are considered part of the public record. 1. CONSENT AGENDA
a. Motion to award the 2024 Striping and Pavement Marking Project Base Bid and Bid Alternate 1 to Colorado Barricade Company of Denver, Colorado and approve subsequent payments in the amount of $238,100 with a contingency amount of
$11,900 for a total not to exceed amount of $250,000
b. Motion to award the 2024 Concrete Repairs and ADA Pedestrian Ramps Project Base Bid and Bid Alternate 1 to Majestic Concrete Contractors, Inc. of Wheat Ridge, Colorado and approve subsequent payments in the amount of $556,504.60, with a contingency amount of $55,650.46 for a total not to exceed amount of $612,155.06
c. Motion to approve the purchase and payment of one 2024 vehicle replacement and the purchase and payment for installation of lighting and auxiliary and communications equipment in a total amount not to exceed $90,000
d. Motion to approve the purchase and payment to Schlosser Signs, Inc. for services to complete sign design and installation of the Recreation Center Sign Project for a
total not to exceed amount of $92,303.58 with a project contingency not to exceed amount of $6,900
PUBLIC HEARINGS AND ORDINANCES ON SECOND READING
2. Council Bill 18-2024, an ordinance authorizing the issuance by the City of Wheat Ridge, Colorado of its Sales and Use Tax Revenue Refunding and Improvement Bonds, Series
2024, and providing other details in connection therewith
3. Council Bill No. 19-2024 – an ordinance amending Title 19, Article IV of the Wheat Ridge Code of Laws concerning disposition of lost or abandoned property
ORDINANCES ON FIRST READING
None
DECISIONS, RESOLUTIONS, AND MOTIONS
4. Motion to approve a professional services agreement with Olsson, in an amount not to exceed $1,067,000, to provide design, environmental, and right-of-way services for the Wadsworth Path project
CITY MANAGER’S MATTERS
CITY ATTORNEY’S MATTERS
ELECTED OFFICIALS’ MATTERS
ADJOURN TO SPECIAL STUDY SESSION
STUDY SESSION NOTES
CITY OF WHEAT RIDGE, COLORADO
Hybrid - Virtual Meeting
August 19, 2024
This meeting was conducted both as a virtual meeting and hybrid, where some members of the Council or City staff were physically present at the Municipal building, and some members of the public attended in person as well. A quorum of members of Council were present in Council Chambers for this session.
The Mayor explained the virtual/hybrid meeting format, how citizens will have the opportunity to be heard, and the procedures and policies to be followed.
1. Call to Order
Mayor Starker called the Special Study Session to order at 6:30 p.m.
2. Attendance
Council Members present: Jenny Snell, Rachel Hultin, Janeece Hoppe, Amanda
Weaver, Korey Stites, Dan Larson, and Scott Ohm.
Absent Leah Dozeman
Also present: City Manager Patrick Goff, Deputy City Manager Allison Scheck,
Assistant City Manager Marianne Schilling, Director of Public Works Maria D’Andrea,
Sustainability Coordinator Mary Hester, Community Development Director Lauren
Senior Deputy City Clerk Margy Greer, and other staff and interested residents.
3. Public’s Right to Speak
Public Comments from Wheat Ridge Speaks:
Re: 38th Ave Refresh Project
Kelly Blynn
Aug 19, 2024 at 11:38am
Address: 4175 Brentwood St Wheat Ridge, 80033
ATAT Testimony on 38th Ave “Refresh” - 8/19/24 The Wheat Ridge Active Transportation Advisory Team (ATAT) stated she appreciated
the opportunity to comment on tonight’s study session regarding the 38th Ave “Refresh.”
She stated the group supports the focus on improving sidewalks and pedestrian access, including widened sidewalks, enhanced patio areas, and improved landscaping. These improvements will greatly enhance the corridor’s walkability. They also urge a strong emphasis on improving the area between Vance and Wadsworth, which is currently
unfriendly to pedestrians and cyclists, and should connect to the new multi-use trails
from the Wadsworth project.
She stated the group’s concerns about the staff’s recommendation to remove the bike lanes on 38th Ave. saying it would be a significant setback for bike accessibility in the city’s most bike
and pedestrian-friendly business corridor. While 35th Ave is a good alternative for east-west travel, cyclists still need a safe way to access businesses on 38th Ave, especially when crossing Wadsworth from the west. Cyclists also would need a way to access these refreshed
businesses, restaurants, and patios. Ms. Blynn continued, talking about the co-existing of bike lanes and street parking; stating the city should manage street parking, not remove bike lanes; the City should consider extending the bike lanes east of Pierce to Sherian and west to connect with the multi-use trails; and supporting analyses of crash patterns but question the need for funding of traffic studies to confirm the current lane configuration. She stated the ATAT encourages the city to not be reactive to temporary impacts from the Wadsworth construction and think about the long-term vibrancy of this corridor; and to truly respond to residents’ clearly stated desire for a more walkable and bike-friendly city. She
thanked Council for their consideration.
Public Comments in Person:
Joy Opp – Resident – Chair of Sustainable Wheat Ridge. She spoke about the history
of the Sustainable Wheat Ridge Committee and how far the Commission had come in
the seven years of its existence. She listed several of the accomplishments to date and
how she enjoys being a member of the Committee. She stated it was now time for
Council to adopt a plan which will move Wheat Ridge into the future.
Amanda Burch – Resident- Member of the Sustainability Committee. She stated that
she was excited to present the new Sustainability Action Plan to Council, saying it would
enhance the daily lives of the residents. She Plan will help reduce waste, provide for
community engagement, beautify he community, provide Green Building alternatives,
conserve water, educate the community, concentrate on energy and transportation, and
more. Adoption of the Plan would be a wise investment for the community.
Betsy Coppock – Member of the Sustainability Wheat Ridge Committee. She stated
that the Sustainability Action Plan will help make an impact on climate change on the
local level. Heat waves are coming more often and at higher temperatures. This
means the most vulnerable populations will be affected. Implementation of the Plan will
help educate residents regarding solar panels, installation of heat pumps, efficient
electrical systems, streamlining the permitting process, planting of trees and other
alternatives.
Connor Denton, Former Resident and Member of Sustainable Wheat Ridge. He stated
sustainable development is included in the Plan which would include green energy,
prioritizing energy efficient designs, and providing alternative transportation
infrastructure, increase quality of life and economic stability.
Amy DePierre – Resident – Sustainability Wheat Ridge Member. She spoke to Council
about the Sustainability Action Plan as it can be affected by agricultural and pollinators.
She stated that the practices should focus on rebuilding, reducing chemical use, and
protecting the water supplies. She stated it is more than a trend, it is a Plan which
needs to be continually implemented by supporting the Plan. She urged Council to
support the initiatives around agriculture and green infrastructure and to show Wheat
Ridge as a forward-thinking community that honors the past and protects the future.
Stu Stewart – Vice Chair of Sustainable Wheat Ridge. He thanked Council, Staff and
others for the future consideration of implementing the Action Plan. He stated that as
the climate becomes warmer, it will damage the eco system and more fires will stress
the water systems. The draft Plan is a good step toward a comprehensive multi-sector
plan that will guide the community now and generations to come. He urged Council to
formally adopt the Plan and create the framework and platform for the future.
Sashi Burlingame – Resident. She stated she is a student at DU getting her degree in
Environmental Policy and Management. She spoke to the Sustainability Plan, stating
she was not on the committee, but wanted to support the Committee and promote their
engagement and thank the city for allowing them to promote the sustainability initiatives.
Carolyn Hushek – Resident – She spoke to the use of bicycles, bike paths,
neighborhoods and visit the 38th Avenue businesses. She encouraged City Council to
not remove the bike lanes form 38th Avenue.
Julie Stern – Resident – 38th Avenue – She stated she loves to bike around the
community and uses her bike and shops on 38th Avenue. She stated she needs a
protective bike infrastructure, as she sustained a brain energy due to a bike accident.
She stated that more bike routes were needed, not fewer.
4. 38th Avenue “Refresh” Project Discussion
City Manager Patrick Goff introduced this item to City Council.
Issue
The overwhelming passage of the 2J sales tax extension, which focuses on funding
critical public infrastructure projects, allows the city to re-examine improvements to 38th
Avenue, between Wadsworth Blvd and Harlan Street. The focus of this effort would be to
refine the latest version of the design as the starting point to effect a final design that
could be constructed in the next 2-3 years. Minimal changes, if any, would be made to
the street width. Instead, the focus of improvements would be to the areas between the
curb line and the private property/right-of-way line. A design consultant team would be
engaged to provide a robust traffic analysis, public involvement, and a preliminary design
for the corridor.
Staff is seeking input and direction from the City Council on this approach.
Public Works Director Maria D’Andrea gave a PowerPoint presentation and spoke about
the Revitalization of 38th Avenue. She stated that Phase II of the Green at 38th Project is
the start of things along the corridor. This was brought to Council in 2016 when the City
saw a growing interested in enhanced biking and walking opportunities and trees in an
effort to revitalize the business corridors.
The remaining of the improvements is along 38th Avenue from Wadsworth to Harlan.
Discussion topics included wanting to know if the City wanted to undertake this project to
make improvements on the 38th Avenue Corridor at this time; what other goals or
outcomes shul be considered and should on street parking be retained in lieu of on-street
bike lanes; and are there other elements that should be considered during this design
phase.
D'Andrea gave some background on the planning of the 38th Avenue Corridor and actions
taken which included the City’s Downtown District, Main Street from Upham to Pierce;
38th Avenue Corridor Plan; Re-striping to a 3-lane roadway; Failed ballot measure for
street width modifications and the “Cr8 your 38” effort. She followed with the 2019
Neighborhood Revitalization Strategy. 2011 Corridor Plan’s key elements were Identity,
Vitality, Appeal and Mobility. When moving forward with design, will keep those elements
in mind. She showed current conditions which need to be “refreshed.” She showed
alternatives such as the Pavement Treatment near “The Green,” She also spoke to the
Traffic Analysis which included: lane configurations, crash patterns, traffic signal controls,
pedestrian improvements, connections to bike and pedestrian facilities, and parking
updates.
She showed existing on street bike lanes between Wadsworth and Pierce and proposed
bicycle travel between Pierce and Sherian which would be directed to 35th Avenue.
Council Comments
Council Member Hoppe spoke to the long curb cuts along 38th Avenue and the access
points. D’Andrea stated that part of the Plan is to absolutely help those willing business
partners to accomplish secondary access points. She also asked about exploring putting
artwork on the electrical boxes and updating the planter boxes on 38th Avenue.
Council Member Ohms stated that he agrees with trying to get artwork on the electrical
boxes. He stated the importance of keeping the bike lanes on 38th. He stated that parking
is needed for bikes as well and reviewing what is needed to have a safe well-traveled
bike lane.
Council Member Hultin spoke to the importance of bike mobility and reduced parking of
cars. She spoke to plan having bike connection on 38th Avenue from both the north and
the south and needs connectivity. She stated that a design code is needed to make the
corridor updated and look cohesive and updated.
Council Member Snell spoke to the bicycle accessibility and the bikes and pedestrian
traffic to and from the 38th on the Green activities. She stated she does not want to get
rid of any biking and pedestrian opportunities on 38th Avenue.
Council Member Weaver stated is not a bike rider and supports what other council
members have said. She stated she wants to get rid of the car parking on 38th Avenue
because the uses of the 38th Avenue Corridor have changed tremendously. She stated
that the City needs to provide off-street parking as people have no problem walking a
block or two to entertainment venues.
Council Member Stites agreed with most of what was said by others. However, he stated
that getting rid of the car parking may have an effect on our businesses. He has heard
from neighbors that there is a surge of parking in the neighborhoods when there is an
event on The Green. With less parking, it would be worse. He stated that the pedestrian
traffic safety needs to be improved.
Council Member Larson stated that this represents the end of the story regarding 38th
Avenue improvements. He questioned why the City isn’t contacting Public Service to
repair their utility boxes. He stated the earlier plan includes the same elements as today’s
plan. He stated that the businesses should have a say about the parking issues.
Mayor Starker stated that the City should look into alternative parking to off-street parking
such as a parking shuttle and asked staff to look into other alternatives.
Council Members continued to share ideas with staff regarding pedestrian, and bike traffic
as well as parking and enhancements around 38th Avenue.
Maria D’Andrea stated that she would be coming back to Council as they move forward
with the Scope of Work.
5. Business License Improvements
Patrick Goff introduced this item to City Council and turned it over to Alli Scheck, Deputy
City Manager.
Issue
The City of Wheat Ridge manages a robust business licensing program. Staff is
planning to implement software improvements to streamline and modernize this
program. In preparation for these changes, staff has developed several options for the
City Council to further enhance the business licensing program.
Ms. Scheck introduced the City Treasurer Chris Miller, Finance Manager Mike Colvin
and Cole Haselip.
Cole Haselip gave a brief overview of the project. Mark Colvin (via Zoom) spoke to the
many challenges they have due to the 4000 renewals, inspections, and specialty
licenses handled by a small staff. He spoke to the launching of a new licensing
software for the 2025 renewal season as part of the Next Chapter: Systems
Transformation project.
Chris Miller stated that inspections are required by those businesses requesting a
business license, protecting the safety, health and welfare of the community, follow
state laws and best practices, make it easier for our businesses, recovering costs and
maintain licensing revenue.
Cole Halesip spoke to the issue regarding Remote Sellers and a recent law that does
not allow the City to license or charge the remote sellers a business license fee. He
stated staff is asking Council to amend the Code to show these changes and make the
city compliant with laws and best practices. Council gave consensus to move forward
with this option. Council Member Stites questioned if the
Mark Colvin spoke to the annual renewal process being a challenge to staff and the
hope to have a bi-annual license renewal, which will help with staff’s workload.
Council spoke to this issue asking if there could be a 3 or 5-year renewal process.
Colvin stated that specialty licenses should be renewed more often. Council Member
Ohms stated that the discount should not be given just because it is a bi-annual license.
Council Member Hultin supported the two-year license and agreed with Ohms regarding
keeping the license at $40/bi-annual. Council Member Stites asked if there could be a
5-year business license and that he does not receive any information from the sales tax
department outside of his license. Ms. Scheck stated that staff would dig a little deeper
and see if the system would allow for options. Council did agree to move forward with
the two-year option. Council Member Weaver stated that the one-year option should be
$25 and stated that the licenses should be revokable if the businesses are not playing
by the rules. Patrick Goff stated that the Code already allows for this issue. Mayor
Starker asked if the system would allow for log in by businesses to negotiate payments.
Council Member Hopper asked for consensus on a two-year renewal at $40.00 and
asked staff to look into a longer renewal process as well. Consensus was reached.
Mark Colvin then spoke about late fees. Over 50% of the license renewals are late.
Cole Haeslip reviewed the proposed business license late fees with Council. The goal
is to receive less late submissions and collecting late fee revenues. Consensus was
received by Council to move forward with the increase in late fees.
Haselip stated the final item of discussion consolidating specialty licenses. There are
two groups: Essential or Supplemental. Essential permits core activity. Supplemental
Licenses permit complementary activities. Proposal is for one specialty license which
consolidates the Essential with the Supplemental Licenses and requesting to increase
the fees to include the cost of the supplemental license. Consensus was reached by
Council.
Mayor Starker recessed the meeting at 8:52 pm and reconvened at 9:00 p.m.
6. Sustainability Action Plan Update
Patrick Goff turned the presentation over to Mary Hester, City’s Sustainability
Coordinator.
Issue
The purpose of this study session is to provide City Council with an update on the
Sustainability Action Plan Update project including the process to date and stakeholder
engagement and culminating in the presentation of the draft Sustainability Action Plan Update: Five-Year Roadmap to ensure alignment with Council priorities. Mary Hester introduced Grace Sullivan of Lotus Engineering and Sustainability. Grace
Sulivan reviewed the Action Plan, which was talked about earlier by the Sustainable
Wheat Ridge Committee members. Sullivan gave a PowerPoint presentation which included an overview of the 2018 Wheat Ridge Sustainability Action Plan; the six areas of cous and the 20 goals and 125
strategies. She spoke about the core planning process, existing conditions analysis, the
engagement plan, goal setting, prioritizing, implementation plan and tracker. She included the energy action plan, the bicycle/pedestrian plan, Open Space, and the environmental studies. She stated that the Engagement Plan included input from city staff, city leadership, water districts, Sustainable Wheat Ridge, small businesses and
community members. She reviewed the prioritization methodology, environmental
impact and resilience, Sullivan than spoke to the Sustainability Action Plan Overview for 2024 which included water, transportation, solid waste and recycling, renewable energy, energy efficiency
and green building, businesses and jobs, communications and engagement, arts &
cultures, all which equaled 24 goals and 113 strategies. She spoke to all of these and the focus areas for the new Plan. She showed how they would track the implementation of the Plan, the numbers of goals and action steps, action status, action by deadlines, relative cost of actions, action level
of efforts and the responsible and reporting parties.
She explained the next steps was to incorporate Council’s feedback, add graphic design to the Plan, and return to a regular council meeting for adoption of the Plan.
Council Comments
Council Member Hoppe stated she would like to study the proposed Plan and was looking forward to the final design. She stated how impressed she was with the
workings of this Committee. Council Member Hultin said she was so impressed by the serious work being done by
Mary Hester and the committee and their commitment to the Plan.
Council Member Larson said the Plan was obviously the result of many hours of work and effort and thought. When he read through it, he stated there were two glaring omissions: one, the need for undergrounding of utilities and the need for noise pollution
mitigation.
Council Members thanked staff and stated their appreciation for their leadership and how they considered all aspects of the community: businesses, renters, owners, schools, etc.
There was consensus to move forward with bringing it back to Council at a future Council Meeting. 7. Staff Report(s)
City Manager Patrick Goff gave an update on Intermountain Health and the Lakewood
Legacy Campus.
8. Elected Officials’ Report(s)
Mayor and Councl Members reported on recent meetings and events they attended and
upcoming activities in the community
9. Adjournment
With no further business to come before Council, Mayor Starker adjourned the meeting
at 9:47 p.m.
_________________________________
Margy Greer, Senior Deputy City Clerk
_________________________________
Korey Stites, Mayor Pro Tem
PROCLAMATION
NATIONAL HISPANIC HERITAGE MONTH
September 15 to October 15, 2024
WHEREAS, Hispanic Americans have contributed greatly to our nation in all areas including science, art, music, sports, education, and public service; and have bravely served their country in large numbers in times of peace, war and in every way in our nation’s history; and
WHEREAS, in 1968, Congress authorized President Lyndon B. Johnson to proclaim National Hispanic American Heritage Week and this observance was expanded in 1988 to a month-long celebration; and
WHEREAS, during this month, Americans celebrate the traditions, ancestry, and
unique experiences of those who trace their family background to Spain and Latin American countries; and WHEREAS, twenty-one percent of Wheat Ridge residents identify as Hispanic or
Latino; and
WHEREAS, throughout our history, Hispanic Americans have enriched the American way of life and we recognize the millions of Hispanic Americans whose love of family, hard work, and community have helped unite us as a nation; and
WHEREAS, accomplishments made by Hispanic Americans serve as an inspiration to all who seek freedom, opportunity, and a new beginning for themselves and their children. NOW, THEREFORE BE IT RESOLVED that the Wheat Ridge Mayor and City Council
wishes to recognize September 15 to October 15, 2024, as “National Hispanic Heritage
Month” and encourage residents of Wheat Ridge to celebrate the cultural, professional, educational, and civic contributions of the Hispanic community.
IN WITNESS THEREOF on this 9th day of September 2024.
______________________________
Bud Starker, Mayor ____________________________ Steve Kirkpatrick, City Clerk
ITEM NO: 1a.
DATE: September 9, 2024 REQUEST FOR CITY COUNCIL ACTION
TITLE: MOTION TO AWARD THE 2024 STRIPING AND
PAVEMENT MARKING PROJECT BASE BID AND BID ALTERNATE 1 TO COLORADO BARRICADE COMPANY OF DENVER, COLORADO AND APPROVE SUBSEQUENT PAYMENTS IN THE AMOUNT OF $238,100 WITH A CONTINGENCY AMOUNT OF $11,900 FOR A TOTAL NOT TO EXCEED AMOUNT OF $250,000
PUBLIC HEARING ORDINANCES FOR 1ST READING BIDS/MOTIONS ORDINANCES FOR 2ND READING RESOLUTIONS QUASI-JUDICIAL: YES NO
_____________________________ Public Works Director City Manager ISSUE: The City performs pavement striping and pavement marking on a periodic basis throughout the city to maintain their reflective qualities and maintain visibility for drivers. The 2024 Striping and Pavement Marking project includes re-marking existing centerline and lane striping as well as
crosswalks, turn arrows, and other pavement markings. One (1) bid was received and opened on August 27, 2024. Staff recommends award of a contract to Colorado Barricade Company of Denver, Colorado for the Base Bid amount of $221,555 and Bid Alternate 1 in the amount of $16,545 for a total bid amount of $238,100, plus a contingency
of 5% or $11,900 for unknown or added items. PRIOR ACTION: None
Council Action – 2024 Striping & Pavement Marking Contract September 9, 2024
Page 2
FINANCIAL IMPACT: One bid was received for this work in response to an Invitation to Bid issued by the City. Results
are summarized, in relation to the Engineer’s Estimate, in the following table:
Bidder Base Bid Alt #1 Alt #2
CO Barricade Co. $221,555 $16,545 $2,900
Engineer's Estimate $208,562 $12,395 $3,500 Funding for this project is available and has been approved in the following 2024 Capital
Improvement Program budget line item:
Line Item Account Number Available Budget
Striping Maintenance 30-303-800-867 $340,000
Staff is recommending that the bids for the Base Bid work and the Alt Bid #1 work be accepted.
The Alt #2 work will be completed by city staff. A 5% contingency is also recommended to be utilized for unknown or additional items that may arise during the course of the project. The remaining funds will be unencumbered and returned to the CIP Fund.
Available Budget $340,000
Less Base Bid $221,555
Less Bid Alt #1 $16,545
Less Contingency (5%) $11,900
Total $250,000
Remaining Budget $90,000
BACKGROUND: The 2024 Striping and Pavement Marking project is comprised of the following elements:
• Base Bid – Pavement striping of centerlines and edge lines, marking of turn arrows,
crosswalks, stop bars, and other pavement markings where excessive wear has occurred. Areas of focus are primarily on arterial and collector streets. City staff is performing pavement marking on local streets such as speed humps and crosswalks.
• Bid Alternate #1 – Removal and replacement of the yellow centerline striping on 32nd Ave
from Wadsworth Blvd. to Sheridan Blvd. along with re-striping the edge lines.
• Bid Alternate #2 – Painting of the red fire lane areas in the parking lot at the Active Adult Center. It was determined that City staff will perform this work along with re-painting various other fire lanes on city streets.
Formal bids for the 2024 Striping and Pavement Marking project were opened on August 27, 2024. One bid was received. It met the initial bid requirements.
Council Action – 2024 Striping & Pavement Marking Contract September 9, 2024
Page 3
Schedule The contract requires that all work be completed by November 1, 2024. Information on the project
will be posted to the city’s website. RECOMMENDATION: Staff recommends that a contract be awarded to Colorado Barricade Company.
RECOMMENDED MOTION:
“I move to award the 2024 Striping and Pavement Marking Project Base Bid and Bid Alternate 1 to Colorado Barricade Company of Denver, Colorado and approve subsequent payments in the amount of $238,100, with a contingency amount of $11,900 for a total not to exceed amount of $250,000.”
Or,
“I move to deny award of the 2024 Striping and Pavement Marking Project Base Bid and Bid Alternate 1 to Colorado Barricade Company for the following reason(s) _______________.”
REPORT PREPARED/REVIEWED BY:
Whitney Mugford-Smith, Program Manager Maria D’Andrea, Director of Public Works Patrick Goff, City Manager
ATTACHMENTS:
Contract
ITB-24-149-2024 Striping and Pavement Marking
CITY OF WHEAT RIDGE 24-149-2024 Striping and Pavement Marking
AGREEMENT
THIS AGREEMENT, made this day of September, 2024 by and between the City of Wheat Ridge, Colorado, hereinafter called "Owner" and Colorado Barricade Company, 2295 S. Lipan St., Denver, CO 80223, hereinafter called "Contractor".
WITNESSETH: That for and in consideration of the payments and agreements hereinafter mentioned the parties agree as follows:
1.The Contractor agrees to furnish all materials, supplies, tools, equipment, labor, and other services necessary tocomplete the construction of the Project titled, ITB-24-149-2024 Striping and Pavement Marking, in accordancewith the Contract Bid Documents. The Contractor will deliver the Base Bid services as well as the services listedin Alternate Bid #1.
2.The Contractor agrees to perform all the Work described in the Contract Bid Documents and comply with theterms therein for the Total Contract amount of two hundred thirty-eight thousand, one hundred dollars,($238,100).
3.The Contractor agrees to commence the Work required by the Contract Documents within Fourteen (14)calendar days after the date of the Notice to Proceed and to complete the same no later than November 1, 2024unless the time for completion is extended otherwise by written changes to the Contract Bid Documents.
4.The term "CONTRACT BID DOCUMENTS" means and includes the following:
A Signature Page K Agreement B Advertisement for Bids L Payment Bond C Information for Bidders M Performance Bond D Contractor Qualification N Notice to Proceed E Bid Form O Final Receipt F Bid Schedule P Project Special Provisions
G List of Subcontractors Q General Provisions H Non-Discrimination Assurance R Addenda I Non-Collusion Affidavit Q Drawings/ Exhibits J Bid Bond S Keep Jobs in Colorado
5.The Owner will pay to the Contractor in the manner and at such times as set forth in the General Conditions, such
amounts as required by the Contract Documents.
6.Section 2-3 (a) – (e) of the City's Code of Laws is presented below:
(a)Fiscal year. Fiscal year for the city shall commence on January 1 and end on December 31.
(b)Budget contains appropriations. The city council shall annually adopt a budget in a manner
consistent with the provisions of Chapter X of the Home Rule Charter of the City of Wheat Ridge.Upon the annual adoption by the city council of each fiscal year's budget, levels of authorizedexpenditures from the funds indicated within the annual budget itself and/or the adopting resolutionshall constitute the appropriation of the amounts specified therein for the purposes specified therein.During the course of each fiscal year, approval by the city council of contracts for goods or services,and/or approval of bids for the provision of specified goods or services, shall likewise constitute
appropriations of the amounts specified therein for the purposes specified therein.
(c)No contract to exceed appropriation. During each and any fiscal year, no contract entered into by oron behalf of the city shall expend or contract to expend any money, or incur any liability, nor shallany contract be entered into nor any bid be awarded by or on behalf of the city which, by its terms,involves the expenditure of money for any of the purposes for which provision is made either in theadopted budget or adopting resolution, including any legally authorized amendments thereto, in
excess of the amount appropriated in the budget or the approved contract or bid award. Any contractor bid award, either verbal or written, made in violation of the provisions of this section shall be void
as to the city and no city monies from any source whatsoever shall be paid thereon.
(d)Amendments and authorized expenditures. Nothing contained herein shall preclude the city councilfrom adopting a supplemental appropriation in a manner consistent with the provisions of Section10.12 of the Home Rule Charter of the city. Further, nothing contained in this section shall preventthe making of contracts for governmental services or for capital outlay for a period exceeding one (1)
ATTACHMENT 1
ITB-24-149-2024 Striping and Pavement Marking
year if such contracts are otherwise allowed by the Home Rule Charter of the city; provided, however, any contract so made shall be executory only for the amounts agreed to be paid for such
services to be rendered in succeeding fiscal years.
(e)Notice to parties contracting with the city. All persons contracting with, or selling goods or servicesto, the city are hereby placed upon notice of the provisions of this section. The provisions of thissection shall become a part of the Merit System Personnel Rules and Regulations of the City of
Wheat Ridge; shall be referred to specifically in all public works bid documents and contracts; andshall be incorporated into, and specially noted within, all other contracts entered into by or on behalf
of the city wherein city funds are used to pay for said contract.
7.Section 2-4 of the City Code of Laws is presented below:
(a)The city may, by contract, require the contractor awarded a public works contract to waive, releaseor extinguish its rights to recover costs or damages, or obtain an equitable adjustment, for delays in
performing such contract if such delay is caused, in whole or in part, by acts or omissions of the cityor its agents, if the contract provides that an extension of time for completion of the work is thecontractor's remedy for such delay. Such a clause is valid and enforceable, any provision of statelaw to the contrary notwithstanding.
(b)The city council, by this ordinance (Ordinance No. 812), declares its local contracting powers to be amatter of purely local concern, and further specifically intends to supersede, pursuant to its powers
under Article XX of the Colorado Constitution, the provisions of Sections 24-91-101 and 24-91-103.5, C.R.S., insofar as they conflict with the provisions of this section of the Code of Laws of the
City of Wheat Ridge, Colorado.
8.Any notice or communication given pursuant to this Agreement to the City shall be made in writing:
Contact Information City Contractor
Name: Maria D’Andrea Rusty Reynolds
Office Phone: 303-205-7601 303-922-7815
Email Address: mdandrea@ci.wheatridge.co.us rusty@coloradobarricade.com
Address: 11220 W 45th. Ave. 2295 S. Lipan St.
City, State, Zip Code Wheat Ridge, CO 80033 Denver, CO 80223
9.The Contractor agrees to abide by the requirements under EXECUTIVE ORDER NO. 11246 as amended,including specifically the provisions governed by the Equal Opportunity Commission and also to abide by the
requirements of the IMMIGRATION REFORM AND CONTRACT ACT OF 1986 and the requirements of theAMERICANS WITH DISABILITIES Act of 1991; and the United States Department of Transportation Title VIRegulations at 49 CFR Part 21 requirements under the Civil Rights Act of 1964, assuring that no person shall onthe grounds of race, color, or national origin be excluded from participation in the opportunity to bid, or bediscriminated against in consideration of award of this project.
10.In accordance with CRS Title 24, Article 91, Section 103.6, Paragraph 2, Subparagraph a, the City of Wheat
Ridge hereby states that funds have been appropriated for this Project in an amount equal to or in excess of theOriginal Contract Amount.
In accordance with CRS Title 24, Article 91, Section 103.6, Paragraph 2, Subparagraph a, the City of WheatRidge hereby states that funds have been appropriated for this Project in an amount equal to or in excess
of the Original Contract Amount.
11.Vendor Performance FeedbackThe City of Wheat Ridge has implemented a requirement for Project Managers to assess each vendor’sperformance and issue a determination as to whether the City should award the vendor future City contracts. Allcontracts will need to be considered as part of the requirement. The following criteria will be evaluated annuallyfor renewable contracts and at contract closeout for one-time agreements:
a.Work completed on timeb.Work completed within budgetc.Work completed as per the Scope of Workd.Future awards recommendation
12.This Agreement shall be binding upon all parties hereto and their respective heirs, executors, administrators,
successors, and assigns.
ITB-24-149-2024 Striping and Pavement Marking
13. Each party has reviewed the items contained within this contract and recommend executing this contract to proceed with the agreed upon Statement of Work. ______________________________________ __________ Whitney Mugford-Smith, Procurement Manager Date Signed
______________________________________ __________ Maria D’Andrea, Director of Public Works Date Signed
______________________________________ __________ Patrick Goff, City Manager Date Signed
ITB-24-149-2024 Striping and Pavement Marking
IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly authorized officials, this Agreement in two (2) copies, each of which shall be deemed an original on the date first above written.
ATTEST: OWNER
CITY OF WHEAT RIDGE 7500 WEST 29TH AVENUE STEVE KIRKPATRICK, CITY CLERK WHEAT RIDGE, C0 80033
303-234-5900
DATE BUD STARKER, MAYOR
(Seal)
APPROVED AS TO FORM: CONTRACTOR
GERALD DAHL, CITY ATTORNEY COMPANY NAME
ADDRESS
ATTEST TO CONTRACTOR:
AUTHORIZED SIGNATURE
PRINT NAME NAME
TITLE TITLE
DATE DATE
ITB-24-149-2024 Striping and Pavement Marking
PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS: that
Colorado Barricade Company (Name of Contractor)
2295 S. Lipan St., Denver, CO 80223 (Address of Contractor)
A Limited Liability Company hereinafter called "PRINCIPAL", and
(Name of Surety)
(Address of Surety)
hereinafter called "Surety", are held and firmly bound unto the City of Wheat Ridge, 7500 West 29th Avenue, Wheat
Ridge, Colorado 80033, hereinafter called "Owner", in the penal sum of
Two hundred thirty-eight thousand, ninety-five dollars, ($238,095) in lawful money of the United States, for the payment of
which sum well and truly to be made, we bind ourselves, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION is such that whereas, the Principal entered into a certain contract with the Owner, dated the day of _________, 2024, a copy of which is hereto attached and made a part hereof for the
Project titled, ITB-24-149 2024 Striping and Pavement Marking, in accordance with the Contract Bid Documents including:
Base Bid – Striping and Pavement Marking
Bid Alternate 1 – Crosswalks, Yield Lines, Stop Lines, Cat Tracks, Word, Symbols, Arrows, Bike
NOW, THEREFORE, if the Principal shall promptly make payment to all persons, firms, Subcontractors and corporations furnishing materials for or performing labor in the prosecution of the Work provided for in such contract, and any
authorized extension or modification thereof, including all amounts due for materials, lubricants, oil, gasoline, coal and coke, repairs on machinery, equipment and tools, consumed or used in connection with the construction of such Work,
and all insurance premiums on said WORK, and for all labor performed in such work whether by Subcontractor or otherwise, then this obligation shall be void; otherwise to remain in full force and effect.
PROVIDED, FURTHER, that the said Surety for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the Work to be performed or the Specifications accompanying
the same shall in any wise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the Specifications.
*Insert "a corporation", "a partnership", or "an individual" as applicable.
ITB-24-149-2024 Striping and Pavement Marking
IN WITNESS WHEREOF, this instrument is executed in one part, each of which shall be deemed an original, this the
day of , 2024
ATTEST: PRINCIPAL
CORPORATE SECRETARY PRINCIPAL
ADDRESS BY
ADDRESS
(SEAL)
SURETY ATTEST:
SURETY
ADDRESS BY (ATTORNEY IN FACT)
ADDRESS
(SEAL)
Note: Date of Bond must not be prior to date of Contract. If Contractor is partnership, all partners should execute bond.
IMPORTANT: Surety companies executing bonds must appear on the Treasury Department's most current list (Circular 570, as amended) and be authorized to transact business in the State of Colorado.
ITB-24-149-2024 Striping and Pavement Marking
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS: that
Colorado Barricade Company (Name of Contractor)
2295 S. Lipan St., Denver, CO 80223 (Address of Contractor)
A Limited Liability Company hereinafter called "PRINCIPAL", and
(Name of Surety)
(Address of Surety)
hereinafter called "Surety", are held and firmly bound unto the City of Wheat Ridge, 7500 West 29th Avenue, Wheat
Ridge, Colorado 80033, hereinafter called "Owner", in the penal sum of
Two hundred thirty-eight thousand, ninety-five dollars, ($238,095) in lawful money of the United States, for the payment of
which sum well and truly to be made, we bind ourselves, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION is such that whereas, the Principal entered into a certain contract with the Owner, dated the day of _________, 2024, a copy of which is hereto attached and made a part hereof for the
Project titled, ITB-24-149-2024 Striping and Pavement Marking, in accordance with the Contract Bid Documents including:
Base Bid – Striping and Pavement Marking
Bid Alternate 1 – Crosswalks, Yield Lines, Stop Lines, Cat Tracks, Word, Symbols, Arrows, Bike
NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties, all the undertakings, covenants, terms, conditions, and agreements of said Contract during the original term thereof, and any extensions thereof which may be
granted by the Owner, with or without notice to the Surety and during the one year guarantee period, and if he shall satisfy all claims and demands incurred under such contract, and shall fully indemnify and save harmless the Owner from all costs
and damages which it may suffer by reason of failure to do so, and shall reimburse and repay the Owner all outlay and expense which the Owner may incur in making good any default, then this obligation shall be void; otherwise to remain in full force and effect. PROVIDED, FURTHER, that the said Surety for value received hereby stipulates and agrees that no change, extension of
time, alteration or addition to the terms of the Contract or to the Work to be performed or the Specifications accompanying the same shall in any wise affect its obligation on this Bond, and it does hereby waive notice of any such change,
extension of time, alteration or addition to the terms of the Contract or to the Work or to the Specifications.
PROVIDED, FURTHER, that no final settlement between the Owner and the Contractor shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.
*Insert "a corporation", "a partnership", or "an individual" as applicable.
ITB-24-149-2024 Striping and Pavement Marking
IN WITNESS WHEREOF, this instrument is executed in one part, each of which shall be deemed an original, this the
day of , 2024
ATTEST: PRINCIPAL
CORPORATE SECRETARY PRINCIPAL
ADDRESS BY
ADDRESS
(SEAL)
SURETY ATTEST:
SURETY
ADDRESS BY (ATTORNEY IN FACT)
ADDRESS
(SEAL)
Note: Date of Bond must not be prior to date of Contract. If Contractor is partnership, all partners should execute bond.
IMPORTANT: Surety companies executing bonds must appear on the Treasury Department's most current list (Circular 570, as amended) and be authorized to transact business in the State of Colorado.
ITEM NO: 1b.
DATE: September 9, 2024 REQUEST FOR CITY COUNCIL ACTION
TITLE: MOTION TO AWARD THE 2024 CONCRETE REPAIRS AND
ADA PEDESTRIAN RAMPS PROJECT BASE BID AND BID ALTERNATE 1 TO MAJESTIC CONCRETE CONTRACTORS, INC. OF WHEAT RIDGE, COLORADO AND APPROVE A CONTRACT IN THE AMOUNT OF $556,504.60 WITH A CONTINGENCY AMOUNT OF $55,650.46 FOR A TOTAL NOT TO EXCEED AMOUNT OF $612,155.06
PUBLIC HEARING ORDINANCES FOR 1ST READING
BIDS/MOTIONS ORDINANCES FOR 2ND READING RESOLUTIONS QUASI-JUDICIAL: YES NO
_____________________________ Public Works Director City Manager
ISSUE: The City performs concrete rehabilitation on an annual basis and addresses the Americans with Disabilities Act (ADA) requirements as guided by the City’s ADA Transition Plan. The 2024 Concrete Repairs and ADA Pedestrian Ramps project consists of pedestrian ramp, drainage pan,
curb and gutter, and sidewalk replacement at locations that are deficient as determined by city
inspectors. The project also includes four speed humps approved in late-2023 as part of the Neighborhood Traffic Management Program.
Ten bids were received and opened on August 23, 2024. Staff recommends the lowest responsive bidder, Majestic Concrete Contractors, Inc. of Wheat Ridge, Colorado be awarded the contract
for the Base Bid amount of $507,529.60 and Bid Alternate 1 in the amount of $48,975.00 for a
total bid amount of $556,504.60, plus a 10% contingency of $55,650.46, totaling $612,155.06.
Council Action – Concrete Repairs and ADA Pedestrian Ramps project award September 9, 2024
Page 2
PRIOR ACTION: None
FINANCIAL IMPACT:
Funding for these programs is available and has been approved in the following 2024 Capital Improvement Program budget line items:
Program Account Number Allocation ADA Improvements 30-303-800-861 $100,000
Preventative Maintenance 30-303-800-884 $500,000
Neighborhood Traffic Management 30-304-800-844 $125,000 Total funding available $725,000
Total Funding Available $725,000.00
Base Bid - Concrete -$507,529.60
Bid Alt 1 - Speed humps -$48,975.00
10% Contingency -$55,650.46
Remaining Budget $112,844.94
BACKGROUND: Formal bids for the 2024 Concrete Repairs and ADA Pedestrian Ramps Project were opened on August 27, 2024. All ten bids received met the initial bid requirements. The combined Base Bid and Bid Alternate 1 from Majestic Concrete Contractors, Inc. of Wheat Ridge, Colorado
represents the low bid.
The 2024 Concrete Repairs and ADA Pedestrian Ramps project is comprised of the following:
• Base Bid – Concrete ramps, drainage pans, curb, gutter, and sidewalk replacement for
deficient areas located in the Zone 1 Maintenance District.
• Alternate 1 – Installation of two speed humps on Estes Street between 35th Avenue and 38th Avenue, and two speed humps on Lamar Street between 26th Avenue and 29th
Avenue. All improvements, except for the speed humps, are in the Zone 1 maintenance district. The contract requires completion within 70 working days.
Information on the project will be posted to the City’s website and through the City’s social
media channels. Additionally, the contractor will be required to provide notification to individually impacted residents. RECOMMENDATION: Staff recommends that a contract be awarded to Majestic Concrete Contractors, Inc.
Council Action – Concrete Repairs and ADA Pedestrian Ramps project award September 9, 2024
Page 3
RECOMMENDED MOTION: “I move to award the 2024 Concrete Repairs and ADA Pedestrian Ramps Project Base Bid and
Bid Alternate 1 to Majestic Concrete Contractors, Inc. of Wheat Ridge, Colorado and approve
subsequent payments in the amount of $556,504.60, with a contingency amount of $55,650.46 for a total not to exceed amount of $612,155.06.” Or,
“I move to deny award of the 2024 Concrete Repairs and ADA Pedestrian Ramps Project Base Bid and Bid Alternate 1 to Majestic Concrete Contractors, Inc. of Wheat Ridge, Colorado for the following reason(s) _______________.”
REPORT PREPARED/REVIEWED BY:
Jordan Jefferies, Project Manager Kent Kisselman, CIP Program Manager Maria D’Andrea, Director of Public Works Patrick Goff, City Manager
ATTACHMENTS: 1. Bid Tab sheet 2. Maintenance District map
ITB-24-152-2024 Concrete Repairs and ADA Ped Ramps BidTab
Compliance Bid Ranking
ABC Asphalt yes 593,965.50$ 4
Chato's Concrete yes 657,455.00$ 7
GoodLand Construction yes 621,206.00$ 5
KRM Concrete yes 652,408.00$ 6
Majestic Concrete yes 556,504.00$ 1
MPI Companies yes 727,019.57$ 9
Silva Construction yes 722,237.00$ 8
Stone and Concrete yes 570,406.00$ 2
Sunland Asphalt yes 813,599.48$ 10
Triple M yes 588,619.00$ 3
ATTACHMENT 1
ATTACHMENT 2
ITEM NO: 1c
DATE: September 9, 2024 REQUEST FOR CITY COUNCIL ACTION
TITLE: MOTION TO APPROVE THE PURCHASE AND PAYMENT
OF ONE 2024 VEHICLE REPLACEMENT AND THE PURCHASE AND PAYMENT FOR INSTALLATION OF LIGHTING AND AUXILIARY AND COMMUNICATIONS EQUIPMENT IN A TOTAL AMOUNT NOT TO EXCEED $90,000
PUBLIC HEARING ORDINANCES FOR 1ST READING BIDS/MOTIONS ORDINANCES FOR 2ND READING RESOLUTIONS
QUASI-JUDICIAL: YES NO
_____________________________
Public Works Director City Manager ISSUE: Staff recommends the purchase of one 2025 Chevrolet Silverado 3500HD under the State of Colorado purchasing contract in the amount of $79,030. Staff also requests approval to
purchase, install and/or relocate auxiliary equipment required for the operation of the
replacement vehicle along with the installation of lighting, markings, auxiliary snow removal equipment, and communication equipment at a total cost of $10,000. The total cost of the vehicle, including preparation for use, is not to exceed the $90,000 approved in the 2024 budget.
PRIOR ACTION: None
FINANCIAL IMPACT: The funds for these purchases are budgeted in the 2024 Public Works Department General Fund
Budget, Account Number 01-303-800-807, Fleet Replacement. The combined total budget for
the cost of all vehicles and large equipment, including the cost of the transfer, purchase, and
Council Action – 2024 Vehicle Replacement September 9, 2024
Page 2
installation of new and used equipment, lighting, communications, and other miscellaneous equipment is $900,000.
BACKGROUND: The City vehicle and replacement policy, revised by the City Council in 2011, is utilized to determine replacement eligibility. This policy essentially provides replacement guidelines that consider long-term effective service life and costs for budgeting purposes. Among the guidelines
considered are high or rising maintenance and repair costs, operating costs, excessive downtime
of equipment, parts or service no longer available, poor utilization, updated legal considerations, etc. In addition to the 2024 fleet replacement vehicles that were approved earlier in 2024, this vehicle is programmed for replacement but could not be purchased earlier in the year due to manufacturer supply constraints.
The vendor source and purchase price of the equipment is through the State of Colorado purchasing contracts which allows the City to attain the equipment at the best price and in accordance with bid/purchasing requirements. Staff recommends the purchase of the following vehicles this year:
1. One (1) new model year 2024, Chevrolet Silverado 3500HD with stake/flatbed, Tommy liftgate, and traffic control arrow board will be purchased from Daniels Long Chevrolet, of Colorado Springs, Colorado, to replace one (1) existing, high mileage ¾ ton pickup, unit 295 in the Streets Maintenance division of the Public Works department.
The vehicle being replaced will be disposed of by public auction. The estimated cost of auxiliary equipment, decals, emergency lighting, and miscellaneous items for the unit 295 replacement, Chevrolet 3500HD truck, is $10,000.
RECOMMENDATIONS: Staff recommends replacement of this vehicle. RECOMMENDED MOTION:
“I move to approve the purchase and payment of one 2024 vehicle replacement and the purchase
and payment for installation of lighting and auxiliary and communications equipment in a total amount not to exceed $90,000.” Or,
“I move to deny the approval of the purchase and payment of one 2024 vehicle replacement and the purchase and installation of lighting and auxiliary and communications equipment for the following reason(s): ______________________________”
REPORT PREPARED/REVIEWED BY:
Bill Tocco, Fleet Services Supervisor Maria D’Andrea, Public Works Director
Council Action – 2024 Vehicle Replacement September 9, 2024
Page 3
Whitney Mugford-Smith, Procurement Manager Patrick Goff, City Manager
ATTACHMENTS:
1. City Vehicle Price Specifications
ATTACHMENT 1
CITY OF WHEAT RIDGE Specifications for One (1) 1-ton 4WD Pickup
(Replacement for Unit 295)
September 9, 2024 BASED ON 2024 STATE OF COLORADO PRICE AGREEMENT #171214
Base vehicle as bid: 2025 Chevrolet Silverado 3500HD 4WD CC: $52,200 Standard Specifications OEM Model# CK31043
Trim Level: Work Truck
OEM Code: 1WT Interior/Color: Cloth/Jet Black Base Body Exterior Color/Code: Summit White Fuel Type: Unleaded Gasoline
Add Factory Option(s) 9L7 Upfitter Switch kit $150.00 5N5 Rear Camera Kit $73.00 8S3 Back-up alarm $45.00
VYU Snow Plow Prep/ Camper Package $300.00 VTP Assist steps $795.00 ZLQ WT Fleet Convenience Package $210.00 ZZT Spare tire $380.00 DLR 2 Extra Keys & Remotes $780.00
Knapheide Upfit: stake bed, liftgate, and arrow board $24,102.00 Total Price of Factory Options: $26,835.00
Additional Charges/Assistance Destination Charge $1,995.00 GM Government Bid Assistance <$ -2,000.00>
Total Price of Vehicle with Selected Factory Options: $79,030.00
ITEM NO: 1d
DATE: September 9, 2024 REQUEST FOR CITY COUNCIL ACTION
TITLE: MOTION TO APPROVE THE PURCHASE AND PAYMENT
TO SCHLOSSER SIGNS, INC. FOR SERVICES TO COMPLETE DESIGN AND INSTALLATION OF THE RECREATION CENTER SIGN PROJECT FOR A TOTAL NOT TO EXCEED AMOUNT OF $92,303.58 WITH A PROJECT CONTINGENCY NOT TO EXCEED $6,900
PUBLIC HEARING ORDINANCES FOR 1ST READING BIDS/MOTIONS ORDINANCES FOR 2ND READING RESOLUTIONS
QUASI-JUDICIAL: YES NO
_____________________________
Public Works Director City Manager ISSUE: Staff solicited proposals to design and install a new electronic messaging sign at the Recreation Center, adjacent to Kipling Street. Six (6) proposals were received. Staff recommends award of a
contract to Schlosser Sign, Inc. of Loveland, Colorado for the design and installation of the sign
in the amount of $92,303.58, plus a contingency of approximately 7.5% or $6,900 for unknown or added items. PRIOR ACTION:
None
FINANCIAL IMPACT:
$100,000 was budgeted in the 2024 budget from the URA Bond Fund (Fund 40) for this project. Staff is recommending that the proposal from Schlosser Sign be accepted. A 7.5% contingency is also
recommended to be utilized for unknown or additional items that may arise during the project. The
remaining funds will be unencumbered and returned to the Fund 40 account.
Council Action – Electronic Message Board September 9, 2024
Page 2
Available Budget $100,000
Less Proposal $92,303.58
Less Contingency (7.5%) $6,900
Total $99,203.58
Remaining Budget $796.42
BACKGROUND: The city operates and maintains the Recreation Center and is responsible for the overall aesthetics of the building. In 2023, the City Council requested that the city install an electronic sign to convey
messaging to the public. As there is an existing sign in place, adjacent to Kipling Street, this sign
will replace the existing one. A schematic of the proposed design of the sign is included in Attachment 2. Proposals were solicited for this work to both design and install the electronic sign. Six proposals
were received and evaluated by staff.
Schedule All work on this project will be completed by May 1, 2025, per the contract.
RECOMMENDATION:
Staff recommends that a contract be awarded to Schlosser Sign, Inc. RECOMMENDED MOTION: “I move to approve the purchase and payment to Schlosser Signs, Inc. for services to complete
design and installation of the Recreation Center Sign project for a total not to exceed amount of
$92,303.58 with a project contingency not to exceed $6,900.”
Or,
“I move to not approve the purchase and payment to Schlosser Signs, Inc. for services to complete
the design and installation of the Recreation Center Sign project for the following reason(s)
_______________.” REPORT PREPARED/REVIEWED BY: Whitney Mugford-Smith, Procurement Manager
Maria D’Andrea, Director of Public Works
Patrick Goff, City Manager ATTACHMENTS: 1. Contract and Proposal
2. Design Schematic
Recreation Center Signage
Contract #24-133
THIS AGREEMENT made this day of September, 2024, by and between the City of Wheat Ridge,
Colorado, hereinafter referred to as the “City” or “Owner” and Schlosser Signs, Inc., 3505 Draft Horse Ct.,
Loveland, CO 80538, hereinafter referred to as the “Contractor.”
WITNESSETH, that the City of Wheat Ridge and the Contractor agree as follows:
ARTICLE 1 – SERVICES
The Contractor will serve as the City’s contractor and provide at a minimum all the professional services required
as per the Contractor’s proposal (Exhibit A), the City’s requested scope of work (Exhibit B), and the revised
scope of work (Exhibit C) incorporated herein by reference.
The Contractor agrees to:
•Develop the overall project schedule
•Collaborate with the City to determine the sign’s design
•Manage all activities around sign engineering, material procurement, fabrication, and site preparation
•Secure permits and install the new sign
•Offer training to the City for sign operation
ARTICLE 2 – TERM
The work to be performed under this agreement may commence promptly after receipt of a fully-executed copy
of the agreement, to the extent that the Contractor has been authorized to proceed by the City.
This agreement will extend for the length of the project. This agreement is not eligible for renewal. The
anticipated date of completion is: May 1, 2025.
ARTICLE 3 – PAYMENT AND FEE SCHEDULE
It is understood and agreed by and between the parties hereto, that the City shall pay the Contractor for services
provided, and the Contractor will accept a not-to-exceed amount of ninety-two thousand, three hundred three
dollars and fifty-eight cents, ($92,303.58) as full payment for such services.
The City operates on a calendar year as its fiscal year; as such, all invoices must be received no later than
December 22, in order to be processed in the same calendar year.
A.Invoices by Task
Invoices will be submitted monthly by the Contractor for services performed and expenses incurred,
pursuant to this agreement during the prior month. Payment is then made to the Contractor within thirty (30)
days of receipt via Electronic Funds Transfer (EFT). The City may elect the alternative method of payment
by the Treasurer’s Office through proper accounting procedures.
B.Funding
There is in effect within the City of Wheat Ridge, Colorado, a provision of the City’s Code of Laws which
limits the amount for which the City shall be liable to the amount expressly appropriated by the City Council,
either through budgeted appropriation, or contract or bid award. The contractor is specifically advised of the
provisions of this portion of the Code of Laws of the City of Wheat Ridge, which was enacted pursuant to
ATTACHMENT 1
Ordinance 787, Series of 1989, and expressly incorporated herein. This contract is specifically subject to
the provisions of said Ordinance and adopted Code Section.
ARTICLE 4 – Reserved.
ARTICLE 5-SALES AND USE TAXES
Don’t include sales or use tax in invoices, as the City of Wheat Ridge is exempt from City, County, State, and
Federal sales and excise taxes. Certificates will be issued upon request. City of Wheat Ridge Sales Tax Exempt:
98-03515
ARTICLE 6 – INDEPENDENT CONTRACTOR
In performing the work under this agreement, the Contractor acts as an independent contractor and is solely
responsible for necessary and adequate worker’s compensation insurance, personal injury and property damage
insurance, as well errors and omissions insurance. The Contractor, as an independent contractor, is obligated to
pay Federal and State income tax on monies earned. The personnel employed by the Contractor are not and
shall not become employees, agents, or servants of the City because of the performance of any work by this
agreement. The Contractor warrants that it has not employed or retained any company or person, other than a
bona fide employee working solely for it, to solicit or secure this agreement, and that it has not paid or agreed to
pay any company or person—other than bona fide employees working solely for the Contractor—any
commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the
award or making of this agreement. For breach or violation of this warranty the City will have the right to annul
this agreement without liability or in its discretion to deduct from the agreement price or consideration, or
otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee.
ARTICLE 7 – INSURANCE
In accordance with Article 4 above, the Contractor shall furnish a certificate of insurance upon notification of
award, and prior to performance. Work shall not commence under this agreement until the Contractor has
submitted to the City and received approval thereof, a certificate of insurance showing compliance with the
following minimum types and coverages of insurance:
Type of Insurance Minimum Limits of Liability
Worker’s Compensation, Coverage A Statutory, including occupational disease coverage
for all employees at work site.
Employer Liability, Coverage B $500,000 per person
$500,000 per accident
$500,000 each disease
Commercial General Liability (including
Premises-Operations, Independent Contractor’s
Protective, Broad Form Property Damage, and
Contractual Liability)
•Bodily Injury
•Property Damage
$1 million per occurrence
$2 million aggregate
$1 million per occurrence
$2 million aggregate
An endorsement covering any explosion, collapse, and underground exposures, “XCU,” in the
Commercial General Liability policy is also required.
Comprehensive Automotive Liability
(owned, hired, and non-owned vehicles)
•Bodily Injury
•Property Damage
$2 million per occurrence
$2 million per occurrence
The City of Wheat Ridge shall be named as additional insured on all liability policies.
Insurance shall include provisions preventing cancellation without 30 days prior notice to the
City.
Nothing herein shall be deemed or construed as a waiver of any of the protections to, which the agencies may
be entitled pursuant to the Colorado Governmental Immunity Act, Sections 24-10-101, CRS, as amended.
ARTICLE 8 – INDEMNIFICATION
The Contractor agrees to indemnify, defend, and to hold the City and its agents, officials, officers and employees
harmless for, from and against any and all claims, suits, expenses, damages, or other liabilities—including
reasonable attorney fees and court costs arising out of damage or injury to persons, entities, or property causes
or sustained by any person or persons to the extent caused by the negligent performance or failure of the
Contractor to provide services pursuant to the terms of this agreement.
ARTICLE 9 – EQUAL EMPLOYMENT OPPORTUNITY
The Contractor shall not discriminate against any employee or applicant for employment because of age, race,
color, religion, sex, or national origin. The Contractor shall adhere to acceptable affirmative action guidelines in
selecting employees and shall ensure that employees are treated equally during employment, without regard to
age, race, color, religion, sex, or national origin. Such action shall include—but not be limited to the following:
employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates
of pay or other forms of compensation, and selection for training—including apprenticeship. The Contractor
agrees to post in conspicuous places, available to employees and applicants for employment, notices provided
by the local public agency setting forth the provisions of this nondiscrimination clause.
The Contractor will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this
agreement so that such provisions will be binding upon each subcontractor—provided that the foregoing
provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.
ARTICLE 10 – CHARTER, LAWS, AND ORDINANCES
The Contractor at all times during the performance of this agreement, agrees to strictly adhere to all applicable
Federal, State, and local laws, rules, regulations, and ordinances that affect or govern the work as contemplated
under this agreement.
ARTICLE 11 – LAW AND VENUE
The laws of the State of Colorado shall govern as to the interpretation, validity, and effect of this agreement. The
parties agree that venue and jurisdiction for disputes regarding performance of this contract is with the District
Court of Jefferson County, Colorado.
ARTICLE 12 – TERMINATION
The Contractor acknowledges that his failure to accomplish the work as described shall be considered a material
breach of the contract and entitle the City to consequential damages resulting from failures, acts, or omissions—
including, but not limited to re-procurement costs, insufficient or improper work.
The City and the Contractor agree that this agreement may be canceled for cause by either party, with a fifteen
(15) day prior written notice. The cost of completing the portion of the work which remains unperformed at the
time of such termination shall be deducted from the contract price before payment is made.
The City may terminate the agreement for its convenience, upon thirty (30) days written notice. In the event of
such termination the Contractor will be paid for all work and expenses incurred up until the time of such
termination.
All work accomplished by the Contractor prior to the date of such termination shall be recorded, and tangible
work documents shall be transferred to and become the sole property of the City, prior to payment for services
rendered.
ARTICLE 13 – NOTICES
Contact Information City Contractor
Name: Dan Beiers Cody Kincaid
Office Phone: 303-205-7554 970-593-1334
Email Address: dbeiers@ci.wheatridge.co.us cody.k@schlossersigns.com
Address: 7490 W 45th Ave. 3505 Draft Horse Ct.
City, State, Zip Code Wheat Ridge, CO 80033 Loveland, CO 80538
ARTICLE 14 – ASSIGNMENT AND SUBCONTRACTORS
The duties and obligations of the Contractor arising hereunder cannot be assigned, delegated, nor
subcontracted except with the express written consent of the City. The subcontractors permitted by the City shall
be subject to the requirements of this agreement, and the contractor is responsible for all subcontracting
arrangements, as well as the delivery of services as set forth in this agreement. The contractor shall be
responsible for the performance of any subcontractor.
ARTICLE 15 – SEVERABILITY
To the extent that the agreement may be executed and performance of the obligations of the parties may be
accomplished within the intent of the agreement, the terms of this agreement are severable. Should any term or
provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall not
affect the validity of any other term or provision hereof. The waiver of any breach of a term hereof shall not be
construed as a waiver of any other term, or the same term upon subsequent breach.
ARTICLE 16 – INTEGRATION OF UNDERSTANDINGS
This agreement is intended as the complete integration of all understanding between the parties. No prior or
contemporaneous addition, deletion, or other amendment hereto shall have any force and effect whatsoever,
unless embodied herein in writing. No subsequent novation, renewal, addition, deletion, or other amendment
hereto shall have any force or effect unless embodied in writing and signed by an authorized representative of
the City and the contractor.
ARTICLE 17 - DISADVANTAGED BUSINESS ENTERPRISES
Disadvantaged business enterprises are afforded full opportunity to submit bids and will not be discriminated
against on the grounds of race, color or national origin in consideration for an award. Contractors shall insert this
provision in all sub-contracts for any work covered by this Agreement, so that it shall be binding upon each sub-
consultant or sub-contractor providing labor or services.
ARTICLE 18 – OWNERSHIP OF CONTRACT PRODUCTS
All products produced from the awarded contract shall be the sole property of the City.
ARTICLE 19 – PERSONALLY IDENTIFIABLE INFORMATION (PII)
Contractors, consultants, business partners and vendors that handle, process or work in areas where personally
identifiable information may reside in hard copy or electronic records must maintain the confidentiality of all
Personally Identifiable Information (PII). Violation may result in contractual penalties and termination of the
business relationship with the City. In extreme cases criminal punishment under Colorado Law (C.R.S. § 24-73-
101) may occur.
ARTICLE 20 - ACCESSIBILITY
Contractor(s) and solutions complies with all applicable provisions of §§24-85-101, et seq., C.R.S., [1] and the
Accessibility Standards for Individuals with a Disability, as established by the Office Of Information Technology
pursuant to Section §24-85-103(2.5). Contractor also complies with the latest version of Level AA of the Web
Content Accessibility Guidelines (WCAG), currently version 2.1, as described in State of Colorado Technical
Standard TS-OEA-002, Technology Accessibility for Web Content and Applications when developing solutions
for the state.
The Contractor agrees to indemnify, save, and hold harmless the state, its employees, agents and assignees
(collectively, the “Indemnified Parties”), against any and all costs, expenses, claims, damages, liabilities, court
awards and other amounts (including attorneys’ fees and related costs) incurred by any of the Indemnified
Parties in relation to the Contractor’s failure to comply with §§24-85-101, et seq., C.R.S., or the Accessibility
Standards for Individuals with a Disability as established by the Office of Information Technology pursuant to
Section §24-85-103(2.5).
Any additional costs to add accessibility features will be the obligation of the Contractor, and any addition or
change to the Price Proposal will be disallowed.
ARTICLE 21 - COOPERATIVE PROCUREMENT
The City of What Ridge encourages and participates in cooperative procurement endeavors undertaken by or on
behalf of other governmental agencies including the Multiple Assembly of Procurement Officials (MAPO) and the
Cooperative Educational Purchasing Council (CPEC).
We hereby request that and member of MAPO/CPEC by permitted to avail itself of this contract and purchase as
specified by the contract resulting from this solicitation request, at the contract prices established therein. Each
governmental entity would establish its own contract, issue its own orders, be invoiced directly, make its own
payments and issue its own exemption certificates as required. It is
understood and agreed that the City of Wheat Ridge is not a legally binding party to any contractual agreement
made between another governmental entity and the successful vendor as a result of this solicitation. The City
shall not be liable for any costs or damages incurred by any other entity.
ARTICLE 22 - VENDOR PERFORMANCE FEEDBACK
The City of Wheat Ridge has implemented a requirement for Project Managers to assess each vendor’s
performance and issue a determination as to whether the City should award the vendor future City contracts. All
contracts will need to be considered as part of the requirement. The following criteria will be evaluated annually
for renewable contracts and at contract closeout for one-time agreements:
a. Work completed on time
b. Work completed within budget
c. Work completed as per the Scope of Work
d. Future awards recommendation
ARTICLE 23 – INTERNAL TEAM REVIEW
Each party has reviewed the items contained within this contract and recommend executing this contract to
proceed with the agreed upon Statement of Work.
______________________________________ __________
Whitney Mugford-Smith, Procurement Manager Date Signed
______________________________________ __________
Dan Beiers, Facilities Manager Date Signed
______________________________________ __________
Maria D’Andrea, Director of Public Works Date Signed
______________________________________ __________
Patrick Goff, City Manager Date Signed
ARTICLE 24 – AUTHORIZATION
Each party represents and warrants that it has the power and ability to enter into this agreement, to grant the rights
granted herein, and to perform the duties and obligations described herein.
IN WITNESS WHEREOF, the parties hereto have executed this agreement in two (2) copies, each of which shall be
deemed an original on the day and year first written above.
ATTEST: OWNER
CITY OF WHEAT RIDGE
7500 W. 29TH AVENUE
MARGY GREER, SENIOR DEPUTY CITY CLERK WHEAT RIDGE, CO 80033
303-234-5900
DATE
BUD STARKER, MAYOR
(Seal) CONTRACTOR
APPROVED AS TO FORM: Schlosser Signs, Inc.
3505 Draft Horse Ct.
Loveland, CO 80538
GERALD DAHL, CITY ATTORNEY
AUTHORIZED SIGNATURE
ATTEST TO CONTRACTOR:
PRINTED NAME
NAME
TITLE
TITLE
DATE
DATE
PROPOSAL
Proposal Date: 8/20/2024
Proposal #: SO-00320.C
BILL TO:
CIty of Wheat Ridge
7500 West 29th AveWheat Ridge CO 80033
JOB LOCATION:
Wheat Ridge Rec Center
4005 Kipling StWheat Ridge, CO 80033
Valid Through: 9/19/2024
Sales Rep: CJK
PROJECT NAME:Wheat Ridge Rec Center Signage 00320
3505 Draft Horse Ct. • Loveland, CO 80538
Phone 970.593.1334 • Fax 970.593.0443
schlossersigns.com • info@schlossersigns.com
DESCRIPTIONQTY TOTAL
Fabricate & install 1 ea new D/F monument, Top cabinet with routed & pushthru copy with LEDIllum, Lower EMC (Add options) all sitting on a masonry base, Per design D-240411-02.A , New
footing to be next to existing footing.
1 26,122.56
Remove top steel & give to city, demo existing masonry to 6" below grade.1 4,504.77
Vantage EMC Double Face 168 x 288 pixel 10mm RGB With Lifetime 4G LTE Verizon Data Plan
Cabinet size 5'-6.125" x 9'-5 3/8" Wide.
1 60,248.75
Site Survey1 425.00
Permit Acquisition - DOES NOT INCLUDE PERMIT FEES1 500.00
Engineering - Stamped Structural Engineering1 502.50
IF APPLICABLE - Any permit fees provided for in this Proposal are an ESTIMATE ONLY.
Actual permit fees will be billed to customer upon receipt of permit from the issuing agency.
By accepting this proposal you agree to the Terms and Conditions of Sale attached and
incorporated by reference.
ALL MATERIAL IS GUARANTEED TO BE AS SPECIFIED.
ALL WORK SHALL BE COMPLETED IN ACCORDANCE WITH CUSTOMER APPROVED DRAWINGS
AND/OR SPECIFICATIONS SUBMITTED AND COMPLETED IN A WORKMANLIKE MANNER.
Taxes are estimated and subject to change depending on local jurisdiction and any changes todesign and/or required materials.
Total $92,303.58
Subtotal $92,303.58
Tax (8.0%)$0.00
10 MM EMC, W/ ROUTED/PUSH-THRU
CABINET AT TOP. MASONRY BASE TO
MATCH BUILDING. NEW POLE AND
FOOTING. INCLUDE ELEC. FROM
BUILDING TO SIGN. DEMO AND
REMOVAL OF EXISTING REQ’D. LEAVE
METAL ARCH SECTION W/ CUSTOMER.
DESIGN #REF. DATE
4005 KIPLING ST.
WHEAT RIDGE, CO 80033
WHEAT RIDGE RECREATION CENTER
CODY JAYSON
R1
R2
R3
R4
R5 1 1
D-240411-02.C
3505 Draft Horse Ct.
Our address has changed. Please update your records.
P1 F1
P2 F2
P3 F3
P4 F4
REPAIR OF ANY INCIDENTAL LANDSCAPING DAMAGE IS NOT IN CONTRACT
2'-0"
8"
2'-8"
cabinet
mow pad
End View
building elements to match
leave with
client
9'-6"
1'-0"
9'-6"
5'-6"
3'-0"
3"
3"
4"
6'-0"
61.75 Sq. Ft.
(32.00 max.)
10'-2"
cabinet
mow pad
2'-0" dia.
6"6"6"
6"
4" Sch. 40 pipe
Caisson = .6 cu yds
Mow Pad = .44 cu yds
Total = 1.04 cu yds
WHEAT RIDGE RECREATION CENTER
1 MANUFACTURE & INSTALL
1/2"=1'-0"
LARGER EMC; EVERYTHING LARGER
A
R2
D/F ILLUM. MONUMENT
ATTACHMENT 2
ITEM NO: 2
DATE: September 9, 2024
REQUEST FOR CITY COUNCIL ACTION
TITLE: COUNCIL BILL 18-2024 - AN ORDINANCE AUTHORIZING
THE ISSUANCE BY THE CITY OF WHEAT RIDGE,
COLORADO OF ITS SALES AND USE TAX REVENUE
REFUNDING AND IMPROVEMENT BONDS, SERIES 2024; AND PROVIDING OTHER DETAILS IN CONNECTION THEREWITH
PUBLIC HEARING ORDINANCES FOR 1ST READING (08/26/2024) BIDS/MOTIONS ORDINANCES FOR 2ND READING (09/09/2024) RESOLUTIONS
QUASI-JUDICIAL: YES NO
_______________________________ ______________________________ Deputy City Manager City Manager
ISSUE: At the regular general election held on November 7, 2023, the electorate of the City approved
ballot question 2J, which extended the one-half of one percent sales and use tax levied by the
City and authorized the issuance of debt to finance City investment in capital improvement projects. Sales and use tax revenue bonds will be issued to finance the City investments, which requires approval of an ordinance by City Council.
A change was made to the bond ordinance following first reading and is reflected in the first
attachment. In summary, after additional financial analysis, it was determined it is prudent for the City to “refund” (include) approximately $5 million of the 2017 bond debt in this new issuance, defeasing the remaining 2017 debt with approximately $7.3 million of the 2E fund balance.
PRIOR ACTION: On August 28, 2023, City Council approved Council Bill 21-2023, an ordinance giving notice of and calling for a special municipal election to be held November 7, 2023 and submitting a ballot question concerning the issuance of debt and an extension of the expiring sales and uses tax of
Council Action Form– Bond Ordinance September 9, 2024
Page 2
one-half of one cent (0.50%). City Council approved this ordinance on first reading on August 26, 2024. A motion was made by Councilmember Dozeman and seconded by Councilmember
Stites and was approved by a vote of 8 to 0.
FINANCIAL IMPACT: The City of Wheat Ridge’s debt will be increased by up to $75,000,000 with a repayment cost of $125,000,000. The maximum annual repayment cost of the Bonds shall not exceed $7,700,000. The
extension of the one-half of one percent sales and use tax is expected to generate approximately
$5,000,000 annually. The intent is to issue at least two tranches of Bonds. The first will be issued in the fall of 2024 in the amount of $33,148,018 for approximately $32.4 million in project costs (Attachment 6).
BACKGROUND:
In 2007, when the Mayor initiated a citizen task force to prioritize infrastructure needs, the City identified numerous unfunded capital infrastructure projects. That task force was referred to as the DIRT Task Force, referencing “drainage, infrastructure, roads and trails.” A second DIRT Task Force was initiated by City Council directive on April 25, 2016. This citizen group was tasked with
reprioritizing and updating the list of projects and recommending priorities to City Council. City
Council directed staff to move forward with a ballot question requesting a temporary, one-half of one cent (0.50%) increase to the City sales and use tax rate for 12 years and the issuance of debt to finance improvements to Anderson Park, the reconstruction of Wadsworth Boulevard, infrastructure improvements to the Wheat Ridge Ward commuter rail station area, and construction of a new
off/on ramp for the Clear Creek Crossing development.
In November 2016, Wheat Ridge voters approved the ½ cent temporary sales and use tax increase and authorized the issuance of debt in the amount of $33 million for these four public infrastructure projects. The tax increase will expire on December 31, 2028 or when $38.5 million
is raised, whichever occurs first. City staff anticipates the temporary tax increase will generate
$38.5 million and hit the cap by early 2025. The Mayor and City Council held a planning retreat with staff on January 20-21, 2023 to review past accomplishments and to plan for the future. The retreat focused primarily on a discussion
about a potential ballot measure to extend the City’s temporary ½ cent sales tax; for a number of
years beyond 2025 and to issue debt to provide funding for additional, critical capital improvement projects across the City. City Council and staff participated in a facilitated exercise at the retreat to prioritize which
unfunded capital improvement projects should be considered next for funding. Projects under
consideration included:
• Recreation Center Expansion
• Sidewalks and street improvements along 38th Avenue from Youngfield to Kipling
• Sidewalks and street improvements along 38th Avenue from Wadsworth to Harlan
• Wider sidewalks along 44th Avenue from Ward to Kipling
Council Action Form– Bond Ordinance September 9, 2024
Page 3
• Improvements on 44th Avenue including new signals and pedestrian crossings between
Kipling and Ward
• Sidewalks along Youngfield Street from 38th to 44th Avenue
• Sidewalks and bike lanes on 32nd Avenue from Kipling to Wadsworth
• Sidewalk gap improvements throughout the city with emphasis on areas near transit and
schools
• Drainage and floodplain infrastructure improvements throughout the city The City sought resident input on a proposed ballot measure through three separate survey
instruments. Staff also worked with an engineering firm to develop rough cost estimates for each of the defined projects. Based on consistent and strong support received from respondents to all three surveys and the cost estimates for the proposed projects, City Council approved an ordinance to submit ballot
language for the November 7, 2023 election to extend the City’s current one-half of one cent sales and use tax for 20 years with the authority to bond for the following public infrastructure projects:
• Sidewalk, bike lane and street improvements on primary street corridors such as 32nd
Ave., 38th Ave., 44th Ave, and Youngfield St.
• Filling sidewalk gaps and other sidewalk repair and replacement with an emphasis on
major pedestrian corridors and routes to schools
• Drainage and floodplain infrastructure improvements at priority locations in the City
The ballot question was approved by close to seventy (70%) of voters.
The bonds will be sold to an underwriter through a negotiated sale process in at least two tranches. The bonds shall mature, bear interest from their dated date to maturity, and be sold, all as provided in the Sale Certificate, provided that:
• The aggregate principal amount of the Bonds shall not exceed $75,000,000;
• The maximum total repayment cost of the Bonds shall not exceed $125,000,000;
• The maximum annual repayment cost of the Bonds shall not exceed $7,700,000; and
• The Bonds shall mature no later than December 1, 2043.
The sales and use tax revenues from the voter approved 0.5% rate increase on November 7, 2023 and an additional 0.5% of the City’s current sales tax rate, for a total of 1.0%, will be pledged to the debt. The revenues from the voter approved 0.5% tax increase will be accounted for in a
special fund and will not be released or available for any purposes except to pay debt service on the 2017 and 2024 bonds and to replenish the reserve fund.
Council Action Form– Bond Ordinance September 9, 2024
Page 4
RECOMMENDATIONS:
Staff recommends approval of the ordinance on second reading. RECOMMENDED MOTION: “I move to approve Council Bill 18-2024, an ordinance authorizing the issuance by the City of Wheat Ridge, Colorado of its Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 2024, and providing other details in connection therewith on second reading and that it
takes effect immediately.” Or,
“I move to postpone indefinitely Council Bill 18-2024, an ordinance authorizing the issuance by
the City of Wheat Ridge, Colorado of its Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024, and providing other details in connection therewith for the following reason(s) _______________________________.”
REPORT PREPARED AND REVIEWED BY:
Patrick Goff, City Manager Allison Scheck, Deputy City Manager ATTACHMENTS:
1. Council Bill 18-2024
2. Bond Purchase Agreement 3. Registrar and Paying Agent Agreement 4. Continuing Disclosure Agreement 5. Escrow Agreement
6. 2J Project Summary – 1st Tranche
CITY OF WHEAT RIDGE, COLORADO
INTRODUCED BY COUNCIL MEMBER _________
COUNCIL BILL NO. 18
ORDINANCE NO. _______
Series 2024
TITLE: AN ORDINANCE AUTHORIZING THE ISSUANCE BY THE CITY
OF WHEAT RIDGE, COLORADO OF ITS SALES AND USE TAX
REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES
2024; AND PROVIDING OTHER DETAILS IN CONNECTION
THEREWITH
WHEREAS, the City of Wheat Ridge, Colorado (the “City”) is a home rule municipality
and political subdivision of the State of Colorado (the “State”) organized and existing under a
home rule charter (the “Charter”) pursuant to Article XX of the Constitution of the State; and
WHEREAS, Section 11.1 of the Charter authorizes the City Council of the City (the “City
Council”) to levy and impose taxes for municipal purposes and to provide for their collection,
provided that there shall not be an increase of rate of sales tax unless and until such rate increase
shall be approved by a majority of the electorate voting at a regular or special municipal election;
and
WHEREAS, Sections 12.4 and 12.5 of the Charter authorize the City to, among other
things, issue revenue bonds to construct and acquire capital improvements, payable from the
available proceeds of a city sales and use tax which may be imposed pursuant to chapter XI of the
Charter; and
WHEREAS, Article X, Section 20 of the State Constitution requires voter approval in
advance for the creation of any multiple-fiscal year direct or indirect debt or other financial
obligation; and
WHEREAS, prior to January 1, 2017, the City imposed a sales and use tax at the rate of
3.0%; and
WHEREAS, pursuant to an election held within the City on November 8, 2016 (the “2016
Election”), the City was authorized to increase the rate of sales and use tax levied by the City by
an additional 0.5% commencing January 1, 2017 (the “0.5% Sales and Use Tax”), and to issue
debt in an amount not to exceed $33,000,000, with a maximum repayment cost of not to exceed
$38,500,000, and a maximum annual repayment cost of $3,700,000, with the proceeds to be used
only for certain public investments as provided in the following question approved at the 2016
Election (the “2016 Question”):
ATTACHMENT 1
-2-
SHALL THE CITY OF WHEAT RIDGE DEBT BE INCREASED BY UP TO
$33,000,000, WITH A REPAYMENT COST OF LESS THAN $38,500,000, AND
SHALL THE CITY OF WHEAT RIDGE TAXES BE INCREASED BY UP TO
$3,700,000 ANNUALLY IN THE FIRST FULL FISCAL YEAR, AND BY WHATEVER
ADDITIONAL AMOUNT IS RECEIVED FOR 11 YEARS THEREAFTER, WITHOUT
INCREASING PROPERTY TAX, BY INCREASING THE RATE OF SALES AND USE
TAX BY 1/2 CENT PER DOLLAR, WITH THE PROCEEDS TO BE USED ONLY FOR
THE FOLLOWING PUBLIC INVESTMENTS:
1. ANDERSON PARK IMPROVEMENTS
IMPROVEMENTS TO ANDERSON PARK TO PROVIDE UPGRADED,
RENOVATED AMENITIES AND FACILITIES THAT ENHANCE
RECREATIONAL OPPORTUNITIES AND MEET THE CURRENT NEEDS OF
PARK AND FACILITY USERS AND TO REDUCE MAINTENANCE AND
REPAIR COSTS; RENOVATIONS TO INCLUDE BUT NOT BE LIMITED TO,
RENOVATION OF THE ANDERSON BUILDING AND OUTDOOR POOL
LOCKER ROOMS AND IMPROVEMENTS TO SURROUNDING PARK
AMENITIES - ESTIMATED PROJECT COST $4,000,000;
2. WADSWORTH BOULEVARD RECONSTRUCTION - 35TH AVENUE TO
INTERSTATE-70
RECONSTRUCTION OF WADSWORTH BOULEVARD TO PROVIDE AN
IMPROVED MULTI-MODAL TRANSPORTATION FACILITY AND
STREETSCAPE IMPROVEMENTS, TO RELIEVE AND MITIGATE SEVERE
TRAFFIC CONGESTION AND FACILITATE REDEVELOPMENT AND
ECONOMIC DEVELOPMENT OPPORTUNITIES - ESTIMATED CITY
SHARE OF TOTAL PROJECT COST $7,000,000;
3. WHEAT RIDGE - WARD COMMUTER RAIL STATION AREA
CONSTRUCTION OF STREET, BICYCLE/PEDESTRIAN, PUBLIC
AMENITIES AND OTHER INFRASTRUCTURE IMPROVEMENTS TO
ADDRESS TRAFFIC GROWTH AND FACILITATE REDEVELOPMENT AND
ECONOMIC DEVELOPMENT OPPORTUNITIES IN THE AREA
SURROUNDING THE GOLD LINE STATION INCLUDING, BUT NOT
LIMITED TO, RECONSTRUCTION OF RIDGE ROAD, 52nd AVENUE AND
TABOR STREET, A TRAFFIC SIGNAL AT THE WARD ROAD / RIDGE
ROAD INTERSECTION AND A PEDESTRIAN BRIDGE OVER RAILROAD
TRACKS LINKING THE JOB CENTERS TO THE SOUTH - ESTIMATED
CITY SHARE OF TOTAL PROJECT COST $12,000,000;
4. CLEAR CREEK CROSSING - MIXED-USE DEVELOPMENT SITE ON THE
WEST SIDE OF 1-70 AT 38th AND YOUNGFIELD
CONSTRUCTION OF ON AND OFF HOOK RAMPS FROM INTERSTATE 1-
70 INTO THE CLEAR CREEK CROSSING DEVELOPMENT TO RELIEVE
TRAFFIC CONGESTION AND IMPROVE VEHICULAR ACCESS AND TO
-3-
FACILITATE REDEVELOPMENT AND ECONOMIC DEVELOPMENT IN A
NEW MIXED-USE, SALES TAX GENERATING REDEVELOPMENT SITE -
ESTIMATED CITY SHARE OF TOTAL PROJECT COST $10,000,000;
SUCH INCREASE IN THE SALES AND USE TAX RATE TO BEGIN ON
JANUARY 1, 2017 AND END WHEN REVENUES FROM SUCH SALES AND USE
TAX RATE INCREASE REACH $38,500,000 OR ON DECEMBER 31, 2028,
WHICHEVER OCCURS FIRST; SUCH DEBT TO BE SOLD IN ONE SERIES OR
MORE AT A PRICE ABOVE, BELOW OR EQUAL TO THE PRINCIPAL AMOUNT
OF SUCH DEBT AND ON SUCH TERMS AND CONDITIONS AS THE CITY MAY
DETERMINE, INCLUDING PROVISIONS FOR REDEMPTION OF THE DEBT
PRIOR TO MATURITY WITH OR WITHOUT PAYMENT OF A PREMIUM OF NOT
TO EXCEED 3.00%; AND SHALL THE REVENUES RAISED BY SUCH SALES AND
USE TAX RATE INCREASE AND PROCEEDS OF SUCH DEBT, AND ANY OTHER
REVENUE USED TO PAY SUCH DEBT, INCLUDING ANY INTEREST AND
INVESTMENT INCOME THEREFROM, BE COLLECTED AND SPENT BY THE
CITY AS A VOTER-APPROVED REVENUE CHANGE PURSUANT TO ARTICLE X,
SECTION 20 OF THE COLORADO CONSTITUTION?
WHEREAS, the 2016 Question was approved by a majority of the registered electors of
the City voting thereon at the 2016 Election; and
WHEREAS, pursuant to the authority granted at the 2016 Election, the City issued its Sales
and Use Tax Revenue Bonds, Series 2017A (the “2017 Bonds”) in the aggregate principal amount
of $30,595,000, of which $12,120,000 is currently outstanding; and
WHEREAS, the 2017 Bonds are payable solely from the Pledged Revenue (defined herein)
pursuant to the authority granted in the 2016 Question; and
WHEREAS, the City is now imposing sales and use taxes in the total amount of 3.5%,
which includes the 0.5% Sales and Use Tax authorized at the 2016 Election; and
WHEREAS, pursuant to an election held within the City on November 7, 2023 (the “2023
Election”), the City was authorized to increase debt in an amount not to exceed $75,000,000, with
a maximum repayment cost of not to exceed $125,000,000, and to pay such debt by extending the
sales and use tax authorized by the voters at the 2016 Election to pay such debt and the 2017
Bonds, with a maximum annual repayment cost of $7,700,000, with the proceeds to be used only
for certain public investments as provided in the following question approved at the 2023 Election
(the “2023 Question”):
Ballot Issue No. 2J
SHALL THE CITY OF WHEAT RIDGE DEBT BE INCREASED BY UP TO $75 MILLION,
WITH A REPAYMENT COST OF NOT MORE THAN $125 MILLION, AND SHALL THE
ONE-HALF OF ONE CENT (0.50%) SALES AND USE TAX APPROVED BY THE VOTERS
OF THE CITY IN 2016 BE EXTENDED, WITH THE PROCEEDS OF SUCH TAX, AND
OTHER SALES AND USE TAX REVENUE AS THE CITY MAY DETERMINE, BE USED
FOR THE PAYMENT OF THE 2017 BONDS ISSUED UNDER THE AUTHORITY OF THE
-4-
2016 ELECTION AS WELL AS THE DEBT AUTHORIZED BY THIS QUESTION, SUCH
DEBT TO BE ISSUED FOR CAPITAL IMPROVEMENT PROJECTS OF THE CITY
INCLUDING:
SIDEWALK, BIKE LANE AND STREET IMPROVEMENTS ON PRIMARY STREET
CORRIDORS SUCH AS 32ND AVE., 38TH AVE., 44TH AVE, AND YOUNGFIELD
ST.;
FILLING SIDEWALK GAPS AND OTHER SIDEWALK REPAIR AND
REPLACEMENT WITH AN EMPHASIS ON MAJOR PEDESTRIAN CORRIDORS
AND ROUTES TO SCHOOLS;
DRAINAGE AND FLOODPLAIN INFRASTRUCTURE IMPROVEMENTS AT
PRIORITY LOCATIONS IN THE CITY;
AND, TO THE EXTENT FUNDS ARE AVAILABLE, TO PAY DOWN THE 2017 BONDS,
AND SHALL SUCH ONE-HALF OF ONE CENT (0.50%) SALES AND USE TAX EXPIRE
UPON THE EARLIER TO OCCUR OF THE PAYMENT IN FULL OF THE BONDS OR
DECEMBER 31, 2043; SUCH DEBT TO BE SOLD IN ONE SERIES OR MORE AT A PRICE
ABOVE, BELOW OR EQUAL TO THE PRINCIPAL AMOUNT OF SUCH DEBT AND ON
SUCH TERMS AND CONDITIONS AS THE CITY MAY DETERMINE, INCLUDING
PROVISIONS FOR REDEMPTION OF THE DEBT PRIOR TO MATURITY WITH OR
WITHOUT PAYMENT OF A PREMIUM OF NOT TO EXCEED 3.00%; AND SHALL THE
REVENUES RAISED BY SUCH SALES AND USE TAX AND PROCEEDS OF SUCH DEBT,
AND ANY OTHER REVENUE USED TO PAY SUCH DEBT, INCLUDING ANY INTEREST
AND INVESTMENT INCOME THEREFROM, BE COLLECTED AND SPENT BY THE CITY
AS A VOTER-APPROVED REVENUE CHANGE PURSUANT TO ARTICLE X, SECTION 20
OF THE COLORADO CONSTITUTION?
WHEREAS, the 2023 Question was approved by a majority of the registered electors of
the City voting thereon at the 2023 Election; and
WHEREAS, the City has not issued any of the debt authorized at the 2023 Election; and
WHEREAS, the City Council has determined that it is the best interests of the City, and
the inhabitants thereof, to (i) refund, pay and discharge certain of the outstanding 2017 Bonds as
hereafter determined by the City (the “Refunding Project”) and (ii) finance a portion of the public
improvements authorized in the 2023 Question (the “Improvement Project”) by the issuance of the
City of Wheat Ridge, Colorado, Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 2024 (the “Bonds”); and
WHEREAS, the City Council has determined that the Bonds shall be payable from and
constitute an irrevocable first lien, but not necessarily an exclusive first lien, on the Pledged Sales
and Use Taxes (as hereinafter defined), subject to the terms and provisions hereof; and
WHEREAS, there has been filed with the City Clerk of the City forms of (a) the
Preliminary Official Statement for the Bonds (the “Preliminary Official Statement”), (b) the
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Purchase Contract (hereinafter defined), (c) the Paying Agent Agreement (hereinafter defined), (d)
the Escrow Agreement (hereinafter defined), and (e) the Continuing Disclosure Certificate
(hereinafter defined); and
WHEREAS, it is necessary to provide for the form of the Bonds, the Bond details, the
payment of the Bonds, and other provisions relating to the authorization, issuance, and sale of the
Bonds; and
WHEREAS, no member of the City Council has any conflict of interest or is interested in
any pecuniary manner in the issuance of the Bonds.
NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
WHEAT RIDGE, COLORADO:
SECTION 1. DEFINITIONS AND CONSTRUCTION.
1.01. DEFINITIONS. The meanings of certain terms are enumerated above in the recitals to this
Ordinance. In addition, the following terms have the following respective meanings unless
the context hereof clearly requires otherwise:
Authorized Denominations: denominations of $5,000 or any integral multiple thereof.
Bank: any depository permitted by the laws of the State to receive public funds for deposit.
Beneficial Owner: any Person for which a Participant acquires an interest in the Bonds.
Bond or Bonds: those securities issued hereunder and designated as the “City of Wheat
Ridge, Colorado, Sales and Use Tax Revenue Refunding and Improvement Bonds, Series
2024.”
Bond Counsel: any law firm of nationally recognized standing in the field of municipal
law whose opinions are generally accepted by purchasers of municipal bonds.
Bond Fund: the special fund created in Section 4.02 hereof.
Business Day: any day other than a Saturday, Sunday or other day on which banks in
Denver, Colorado or New York, New York are required or authorized to be closed.
Cede: Cede & Co., the nominee of DTC as record owner of the Bonds, or any successor
nominee of DTC with respect to the Bonds.
Charter: the City Charter of the City of Wheat Ridge, Colorado.
City: the City of Wheat Ridge, Colorado, and its successors.
City Clerk: the City Clerk of the City.
City Council: the City Council of the City of Wheat Ridge, Colorado.
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City Manager: the duly appointed City Manager of the City or his or her successor in
functions.
City Sales and Use Tax Ordinance: collectively, the ordinances of the City, as amended to
the date hereof, imposing an aggregate 3.5% municipal sales and use tax upon sales and
services, not specifically exempted, and codified as Chapter 22, Article 1 of the Wheat
Ridge City Code.
City Treasurer: the duly appointed City Treasurer of the City or his or her successor in
functions.
Commercial Bank: a state or national bank or trust company which: (i) is a member of the
Federal Deposit Insurance Corporation and the Federal Reserve System, (ii) has, or which
the holding company thereof has, a capital and surplus of $100,000,000 or more (in the
case of a bank holding company, figured on a consolidated basis), and (iii) is located within
the United States.
Continuing Disclosure Certificate: the certificate executed by officers of the City
simultaneously with the delivery of the Bonds which enables the Underwriter to comply
with Rule 15c2-12 promulgated by the Securities and Exchange Commission.
C.R.S.: the Colorado Revised Statutes, as amended to the date hereof.
Debt Service Requirements: the principal of, interest on, and any premiums due in
connection with the redemption of, the Bonds or any other designated series of securities
hereafter issued, if any, or such part of such Bonds or securities as may be designated, as
such principal, interest and premiums become due, whether at maturity or by mandatory
sinking fund redemption.
DTC: the Depository Trust Company, New York, New York, and its successors and
assigns, as securities depository for the Bonds.
Escrow Account: a special fund and separate trust account to be established and maintained
pursuant to the Escrow Agreement and this Ordinance for the purpose of paying the
principal of and interest on the Refunded Bonds.
Escrow Agent: BOKF, N.A., as Escrow Agent for the payment of the Refunded Bonds
pursuant to the Escrow Agreement.
Escrow Agreement: the Escrow Agreement between the Town and the Escrow Agent with
respect to the Refunded Bonds.
Event of Default: each of the events stated in Section 9 hereof.
Federal Securities: bills, certificates of indebtedness, notes, bonds or similar securities
which are direct obligations of, or the principal and interest of which obligations are
unconditionally guaranteed by, the United States of America, and which are non-callable.
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Fiscal Year: the twelve (12) months commencing on the first day of January of any
calendar year and ending on the thirty-first day of December of such calendar year or such
other twelve (12) month period as may from time to time be designated by the City Council
as the Fiscal Year of the City.
Fund: as used in this Ordinance, a segregated account of the City.
Improvement Project: means the improvement projects described in the 2023 Ballot
Question and approved by the voters at the 2023 Election.
Insurance Policy: the municipal bond insurance policy issued by the Insurer, if any,
insuring the payment when due of the principal of and interest on the Bonds as provided
therein, if set forth in the Sale Certificate.
Insurer: the provider of the Insurance Policy, or any successor thereto, if set forth in the
Sale Certificate.
Interest Payment Date: a date on which interest is due on any Bonds or Parity Securities.
The Interest Payment Dates for the Bonds shall be June 1 and December 1.
Mayor: the duly elected or appointed Mayor of the City or his or her successor in functions.
Maximum Annual Debt Service Requirements: as to the Bonds or any other designated
series of securities Outstanding or proposed to be issued, the maximum amount of Debt
Service Requirements (excluding any redemption premiums) coming due with respect to
such Bonds or designated series of securities in any year from the year in which such
amount is required to be determined through the final maturity of such Bonds or designated
series of securities. For the purposes of this computation, variable rate bonds shall be
assumed to bear interest at the highest of: (i) the actual rate of any outstanding variable
rate bonds on the date of computation, or if the variable rate bonds are not yet outstanding,
the initial rate (if established and binding), (ii) if the variable rate bonds have been
outstanding for at least twelve months, the average rate over the twelve months
immediately preceding the date of computation, or if no variable rate bonds are outstanding
for such twelve months, the average rate borne by reference to an index comparable to that
to be utilized in determining the interest rate for the variable rate bonds to be issued, or (iii)
(a) if interest on the variable rate bonds is excludable from gross income under the
applicable provisions of the Tax Code, the most recently published “Revenue Bond Index”
as published in The Bond Buyer (or if such Index is not published within 30 days prior to
such determination, such index selected by the City), or (b) if interest is not so excludable,
the interest rate on direct U.S. Treasury Obligations with comparable maturities.
Ordinance: this Ordinance which authorizes the issuance of the Bonds.
Outstanding or outstanding: when used with reference to the Bonds, Parity Securities, or
any other designated securities of the City and as of any particular date, all the Bonds,
Parity Securities, or any such other designated securities theretofore executed, issued and
delivered, except the following:
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(1) Any Bonds, Parity Securities, or other security cancelled by the City, by the
Registrar, or otherwise on the City’s behalf, at or before such date;
(2) Any Bonds, Parity Securities held by or on behalf of the City;
(3) Any Bonds, Parity Securities, or other security of the City for the payment or
the redemption of which moneys or Federal Securities sufficient to meet all of
the payment requirements of the principal of, the interest on, and any prior
redemption premiums due in connection with such Bonds, Parity Securities, or
other security to the date of maturity or any redemption date thereof, shall have
theretofore been deposited in escrow or in trust with a Trust Bank for that
purpose, as provided in and required by Section 8 hereof or a similar provision
of the document authorizing the issuance thereof; and
(4) Any lost, apparently destroyed, or wrongfully taken Bonds, Parity Securities,
or other security of the City in lieu of or in substitution for which another bond
or other security shall have been executed and delivered pursuant to the
document authorizing the issuance thereof.
Owner or Registered Owner: means any Person who is the registered owner of any Bond
as shown on the registration books maintained by the Registrar on behalf of the City.
Parity Bond Ordinance: the 2017 Ordinance and any ordinance hereafter adopted by the
City Council authorizing the issuance of Parity Securities, or such other document or
instrument pursuant to which any Parity Securities are issued.
Parity Securities: the 2017 Bonds any bonds, securities, leases or other obligations
hereafter issued payable from and secured by all or a portion of the Pledged Revenues and
having a lien on the Pledged Revenues which is equal to or on a parity with the Bonds.
Participant: any broker-dealer, bank, trust company, clearing corporation or other financial
institution from time to time for which DTC or another securities depository holds the
Bonds.
Paying Agent: BOKF, NA or its successor, which shall perform the function of paying
agent as set forth in this Ordinance.
Paying Agent Agreement: the Registrar and Paying Agent Agreement dated as of the date
of delivery of the Bonds, between the City and the Registrar and Paying Agent.
Permitted Investments: any investments or deposits permitted by the laws of the State and
the Charter for funds of the City.
Person: any natural person, firm, partnership, association, corporation, trust, public body,
or other entity.
Pledged Revenues: collectively, (a) the Pledged Sales and Use Taxes, plus (b) all amounts
on deposit in the 0.5% Sales and Use Tax Fund, the Bond Fund and the 2024 Reserve Fund,
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if any, plus (c) any additional revenues legally available to the City which the City Council,
in its sole discretion and without further consideration from any Owner, may hereafter
pledge to the payment of the Bonds.
Pledged Sales and Use Taxes: all of the receipts collected by the City from Sales and Use
Taxes (net of costs of collection, enforcement and administration of such Sales and Use
Taxes by the City), but excluding:
(i) any portion of the Supplemental Sales and Use Tax that is required to be
remitted or is otherwise pledged or encumbered pursuant to the Prior Sales
and Use Tax Agreements.
(ii) incremental increases in the Supplemental Sales and Use Tax which are
required to be paid into a special fund, or pledged to the payment of
obligations, pursuant to (i) an urban renewal plan as defined in Section 31-
25-103(9), C.R.S., (ii) a plan of development as defined in Section 31-25-
802 (6.4), C.R.S., or (iii) a value capture plan as defined in Section 43-4-
508, C.R.S., or, in the case of (i), (ii) or (iii), any similar plan adopted by
the City exercising its powers as a home rule city; and
(iii) any amounts determined, pursuant to the Sales and Use Tax Ordinance, and
other applicable law, to be subject to valid claims for refunds.
Prior Sales and Use Tax Agreements: collectively, all agreements pursuant to which the
City has agreed to remit all or a portion of the Supplemental Sales and Use Tax, or has
otherwise pledged or encumbered all or any portion of the Supplemental Sales and Use
Tax prior to the date of issuance of the Bonds.
Project: the Improvement Project and the Refunding Project.
Principal Corporate Trust Office: means the principal corporate trust office of the Paying
Agent and Registrar.
Purchase Contract: the Bond Purchase Agreement between the City and the Underwriter
concerning the purchase of the Bonds.
Rebate Fund: the fund by that name created in Section 4.05 hereof.
Record Date: the fifteenth day of the calendar month immediately preceding each Interest
Payment Date (whether or not a Business Day).
Redemption Date: (i) with respect to the Refunded Bonds, the earliest date on which the
Refunded Bonds may be called for redemption as specified in the Sale Certificate; and (ii)
with respect to the Bonds, the date fixed for the redemption prior to their maturity of any
Bonds or other designated securities payable from the Pledged Revenues in any notice of
prior redemption authorized by the City, or otherwise fixed and designated by the City.
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Redemption Price: when used with respect to a Bond or other designated security payable
from the Pledged Revenues, the principal amount thereof, plus the applicable premium, if
any, payable upon the redemption thereof prior to the stated maturity date of such Bond or
other security, plus accrued interest to and on a redemption date in the manner
contemplated in accordance with the terms of the Bond or other security.
Refunded Bonds: means any of the 2017 Bonds the City has determined to call for prior
redemption as set forth in the Sale Certificate.
Refunded Bond Requirements: the payment of (i) the interest due on the Refunded Bonds
on and before the Redemption Date and upon maturity or prior redemption; and (ii) the
principal of the Refunded Bonds due on or before the Redemption Date and upon maturity
or prior redemption.
Refunding Project: means (a) the payment of the Refunded Bond Requirements and (b) the
payment of the costs of issuing the Bonds.
Registrar: BOKF, NA, named in the Paying Agent Agreement as the paying agent, transfer
agent and registrar of the Bonds, or any successor thereto.
Reserve Fund Insurance Policy: any bond insurance policy, surety bond, letter or line of
credit or similar instrument which is utilized in lieu of cash or Permitted Investments in the
2024 Reserve Fund.
Reserve Fund Requirement: is the amount set forth in the Sale Certificate, which may be
zero.
Sale Certificate: the certificate executed by the City Manager or the City Treasurer dated
on or before the date of delivery of the Bonds, setting forth those determinations that may
be delegated to such officials pursuant to Section 11-57-205(1), C.R.S., subject to the
parameters and restrictions contained in this Ordinance.
Sales and Use Taxes: the portion of municipal sales and use tax of the City imposed at the
rate of 1.00% pursuant to the City Sales and Use Tax Ordinance, and codified in Chapter
22, Article 1 of the Wheat Ridge City Code (which consists of the 0.5% Sales and Use Tax
and the Supplemental Sales and Use Tax).
Security or securities: when used with reference to securities of the City, any bonds, notes,
certificates, warrants, leases, contracts or other financial obligations or securities issued or
executed by the City and payable in whole or in part from a lien on the Pledged Revenues.
Special Record Date: a special date fixed by the Registrar for the payment of defaulted
interest to be preceded by not more than fifteen and not less than ten days’ notice.
State: the State of Colorado.
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Subordinate Bonds or Subordinate Securities: bonds or securities payable in whole or in
part from the Pledged Revenues having a lien thereon subordinate or junior to the lien
thereon of the Bonds.
Supplemental Act: the Supplemental Public Securities Act, constituting Title 11, Article
57, Part 2, C.R.S.
Supplemental Sales and Use Tax: the portion of the municipal sales and use tax of the City
imposed at the rate of 0.5% that is pledged to the payment of the Bonds, which is in addition
to the 0.5% Sales and Use Tax approved at the 2016 Election that is also pledged to the
payment of the Bonds.
Surety Provider: the entity issuing a Reserve Fund Insurance Policy to secure the Bonds, if
any.
Tax Code: the Internal Revenue Code of 1986, as amended to the date of delivery of the
Bonds, and the regulations promulgated thereunder.
Term Bonds: Bonds that are payable on or before their specified maturity dates from
sinking fund payments established for that purpose and calculated to retire such Bonds on
or before their specified maturity dates.
Trust Bank: a Commercial Bank which is authorized to exercise and is exercising trust
powers.
Underwriter: Piper Sandler & Co.
0.5% Sales and Use Tax: the portion of the municipal sales and use tax of the City imposed
at the rate of 0.5% beginning January 1, 2017, that was approved by the voters of the City
at the 2016 Election.
0.5% Sales and Use Tax Fund: the City’s “0.5% Sales and Use Tax Fund (Fund 31)”
previously created by the City and referred to in Section 4.01 hereof.
2016 Election: the election held within the City on November 8, 2016.
2017 Bonds: the City of Wheat Ridge Sales and Use Tax Revenue Bonds, Series 2017A,
issued pursuant to the 2016 Election and the 2017 Ordinance, which 2017 Bonds are on
parity with the Bonds.
2017 Ordinance: Ordinance No. 1615, Series of 2017, duly adopted by the City Council
on March 13, 2017, authorizing the issuance of the 2017 Bonds.
2023 Election: the election held within the City on November 5, 2023.
2024 Reserve Fund: the “City of Wheat Ridge, Colorado, Sales and Use Tax Revenue
Refunding and Improvement Bonds, Series 2024, Reserve Fund” created in Section 4.03
hereof for the purpose of further securing the payment of the principal of and interest on
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the Bonds. The 2024 Reserve Fund, if any, shall secure only the payment of the Bonds
and shall not secure the payment of any Parity Securities. If it is determined in the Sale
Certificate that the Reserve Fund Requirement shall be zero, all references herein to the
2024 Reserve Fund shall be of no force and effect.
1.02. CONSTRUCTION. This Ordinance, except where the context by clear implication herein
otherwise requires, shall be construed as follows:
(1) Words in the singular number include the plural, and words in the plural include the
singular.
(2) Words in the masculine gender include the feminine and the neuter, words in the
feminine gender include the masculine and the neuter, and when the sense so
indicates, words of the neuter gender refer to any gender.
(3) Articles, sections, subsections, paragraphs and subparagraphs mentioned by
number, letter, or otherwise, correspond to the respective articles, sections,
subsections, paragraphs and subparagraphs of this Ordinance so numbered or
otherwise so designated.
(4) The titles and headlines applied to articles, sections and subsections of this
Ordinance are inserted only as a matter of convenience and ease in reference and in
no way define, or limit the scope or intent of, any provisions of this Ordinance.
SECTION 2. SALE OF BONDS.
2.01. NEGOTIATED SALE. The City hereby determines that it is to the best advantage of the City
to sell the Bonds to the Underwriter through a negotiated sale process. The City Manager
and other employees and officers of the City are hereby authorized and directed to take all
action necessary for the issuance of the Bonds and the delivery of the Bonds to the
Underwriter in accordance with the terms and provisions of the Purchase Contract.
2.02. OFFICIAL STATEMENT. The Official Statement, in substantially the form of the Preliminary
Official Statement, is in all respects approved, authorized and confirmed, but with such
amendments, additions and deletions as are in accordance with the facts and not
inconsistent herewith. The City Manager and all other City employees and representatives
charged with responsibility for the sale of the Bonds are hereby authorized and directed to
prepare a final Official Statement, substantially in the form of the Preliminary Official
Statement but including the offering price(s) of the Bonds, interest rates, selling
compensation, aggregate principal amount, principal amount per maturity, delivery date,
ratings, and any other terms or provisions depending on such matters. The Mayor is hereby
authorized and directed to affix her signature to the Official Statement for and on behalf of
the City. The distribution by the Underwriter of the Preliminary Official Statement and
the Official Statement to interested persons in connection with the sale of the Bonds is
hereby ratified, approved and confirmed. The execution of a final Official Statement by
the Mayor shall be conclusively deemed to evidence the approval of the form and contents
thereof by the City.
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2.03. CONTINUING DISCLOSURE. The City hereby covenants that it will comply with and carry
out all of the provisions of the Continuing Disclosure Certificate. Notwithstanding any
other provision of this Ordinance, failure of the City to comply with the Continuing
Disclosure Certificate shall not be considered an Event of Default; provided that the
Registered Owners of the Bonds may take such actions as may be necessary or appropriate
to cause the City to comply with its obligations under this Section.
SECTION 3. THE BONDS.
3.01. AUTHORIZATION. In accordance with the Constitution of the State, the Charter, the 2023
Election, and all other laws of the State thereunto enabling, and pursuant to the provisions
of this Ordinance and the Sale Certificate, the City hereby authorizes the issuance of its
“Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024,” in an
aggregate principal amount not to exceed $79,500,000, to be payable and collectible, as to
principal, prior redemption premium, if any, and interest, from Pledged Revenues as further
set forth herein.
The Bonds shall be issued and sold for the purposes of paying the costs of the Project,
paying the costs of issuance of the Bonds and, to the extent set forth in the Sale Certificate,
funding the 2024 Reserve Fund. All Bond proceeds shall be deposited to such funds or
accounts as set forth in the Sale Certificate.
Section 11-57-204 of the Supplemental Act provides that a public entity, including the
City, may elect in an act of issuance to apply any or all of the provisions of the
Supplemental Act to the Bonds. The City Council hereby elects to apply all of the
provisions of the Supplemental Act to the Bonds. The Bonds are issued under the authority
of the Supplemental Act and shall so recite as provided in Section 3.02(9) hereof. Pursuant
to Section 11-57-210 of the Supplemental Act, such recital shall be conclusive evidence of
the validity and the regularity of the issuance of the Bonds after their delivery for value.
Pursuant to Section 11-57-205 of the Supplemental Act, the City Council hereby delegates
to each of the City Manager or the City Treasurer the independent authority to sign a
contract for the purchase of the Bonds (including the Purchase Contract) or to accept a
binding bid for the Bonds and to execute any agreement or agreements in connection
therewith, and the City Council hereby further delegates to each of the City Manager or the
City Treasurer the authority to independently make any determination delegable pursuant
to Section 11-57-205(1)(a-i) of the Supplemental Act, in relation to the Bonds, and to
execute the Sale Certificate setting forth such determinations, subject to the parameters and
restrictions contained in Section 3.02(2) of this Ordinance.
Pursuant to Section 11-57-205 of the Supplemental Act, (a) each of the City Manager or
the City Treasurer are hereby independently authorized to determine if obtaining municipal
bond insurance for all or a portion of the Bonds is in the best interests of the City, and if
so, to select an Insurer to issue an Insurance Policy, execute a commitment relating to the
same and execute any related documents or agreements required by such commitment, and
(b) each of the City Manager or the City Treasurer are hereby independently authorized to
determine if obtaining a Reserve Fund Insurance Policy for all or a portion of the Reserve
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Fund Requirement is in the best interests of the City, and if so, to select a Surety Provider
to issue a Reserve Fund Insurance Policy and execute any related documents or agreements
required by such commitment. If it is determined that the Bonds will be sold without
municipal bond insurance, all references herein to the Insurer and the Insurance Policy
shall be of no force and effect.
The delegation set forth in this Section 3.01 shall be effective for one year after adoption
of this Ordinance.
3.02. BOND DETAILS.
(1) Generally. The Bonds shall be issued in fully registered form (i.e., registered as to
payment of both principal and interest), initially registered in the name of Cede, as nominee
for DTC. The Bonds shall be issued in Authorized Denominations (provided that no Bond
may be in a denomination which exceeds the principal coming due on its maturity date and
no individual Bond will be issued for more than one maturity bearing the same interest
rate). The Bonds shall be numbered in such manner as the Registrar shall determine.
The Bonds shall be dated as of their date of delivery and shall bear interest from their date
until maturity, payable semiannually on each June 1 and December 1, commencing on the
date provided in the Sale Certificate, except that any Bond which is reissued upon transfer,
exchange or other replacement shall bear interest from the most recent Interest Payment
Date to which interest has been paid or duly provided for, or if no interest has been paid,
from the date of the Bonds.
The Bonds shall bear interest at the rates designated in the Sale Certificate based on a 360-
day year consisting of twelve 30-day months, and shall mature on the dates and in the
amounts set forth in the Sale Certificate subject to the parameters and limitations in
subsection (2) below.
If upon presentation at maturity or prior redemption, payment of any Bond is not made as
herein provided, interest shall continue thereon at the interest rate therein designated until
the principal thereof is paid in full.
The principal of, interest on and premium, if any, due in connection with the Bonds shall
be payable in lawful money of the United States of America, without deduction for
exchange or collection charges. The principal and premium are payable upon surrender
and presentation of the Bond at the Principal Corporate Trust Office, or such other office
of the Registrar as it shall designate by written notice to the City.
The payment of interest on each Bond shall be made to the Registered Owner of such Bond
and shall be paid by the Registrar on behalf of the City by check or wire of the Registrar
sent to such Registered Owner on each Interest Payment Date (unless such date is not a
Business Day, whereupon such payment shall occur on the next succeeding Business Day)
at his or her address as it appears on the registration records of the Registrar maintained for
such purpose. Interest on each Bond shall be payable to the Registered Owner thereof as
shown on the registration records as of the Record Date, regardless of any transfer or
exchange of a Bond subsequent to such Record Date and prior to such Interest Payment
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Date. Any such interest not so punctually paid or duly provided for shall forthwith cease
to be payable to the Registered Owner on such Record Date, and may be paid to the
Registered Owner at his or her address as it appears on the registration records of the
Registrar at the close of business on a Special Record Date. The Registrar may make
payments of interest on any Bond by such alternative means as may be mutually agreed to
between the Owner of such Bond and the Registrar; provided, however, that the City shall
not be required to make funds available to the Registrar prior to the dates set forth in the
Paying Agent Agreement. All such payments shall be made in lawful money of the United
States of America without deduction for the services of the Paying Agent or Registrar.
The City and the Registrar may deem and treat the Registered Owner (whether or not the
Bond shall be overdue) on the Record Date or Special Record Date as the absolute owner
of the Bond for the purpose of receiving payment of or on account of the principal thereof,
any redemption premium and interest due thereon, and on any other date for all other
purposes, and neither the City nor the Registrar shall be affected by any notice to the
contrary.
The Registrar shall evidence acceptance of the duties and obligations provided in this
Ordinance by execution of the Paying Agent Agreement. The Bonds shall be subject to
registration, transfer and exchange in the manner, and subject to the terms and conditions,
set forth herein and in the Paying Agent Agreement.
(2) Delegation Parameters. The Bonds shall mature, bear interest from their dated date
to maturity, and be sold, all as provided in the Sale Certificate, provided that:
(a) The aggregate principal amount of the Bonds allocable to the Improvement
Project shall not exceed $75,000,000;
(b) The aggregate principal amount of the Bonds allocable to the Refunding
Project shall not exceed $4,500,00012,120,000;
(c) the maximum annual and maximum total repayment cost of the Bonds
allocable to the Improvement Project shall not exceed $7,700,000 and $125,000,000
respectively;
(d) the maximum annual and maximum total repayment cost of the Bonds
allocable to the Refunding Project shall not exceed $2,100,0003,500,000 and
$6,000,00015,000,000 respectively;
(e) the Bonds shall mature no later than December 1, 2043;
(f) the purchase price of the Bonds shall not be less than 95%;
(g) the Bonds are subject to optional redemption prior to maturity, the
redemption premium, if any, shall not exceed 3.00%; and
(h) the net effective interest rate on the Bonds shall not exceed 4.75%.
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(3) Redemption of the Bonds. The Bonds shall be subject to optional redemption or
mandatory sinking fund prior to their respective maturity dates as set forth in the Sale
Certificate.
In the case of Bonds of a denomination larger than $5,000, a portion of such Bond ($5,000
or any integral multiple thereof) may be redeemed, in which case the Registrar shall,
without charge to the Owner of such Bond, authenticate and issue a replacement Bond or
Bonds for the unredeemed portion thereof.
The Term Bonds, if any, shall be subject to mandatory sinking fund redemption at the
times, in the amounts and at the prices provided in the Sale Certificate.
On or before the thirtieth day prior to each sinking fund payment date, the Registrar shall
proceed to call the Term Bonds (or any Term Bond or Term Bonds issued to replace such
Term Bonds) for redemption from the sinking fund on the next December 1, and give notice
of such call without other instruction or notice from the City.
At its option, to be exercised on or before the sixtieth day next preceding each such sinking
fund redemption date, the City may (a) deliver to the Registrar for cancellation Term Bonds
subject to mandatory sinking fund redemption on such date in an aggregate principal
amount desired or (b) receive a credit in respect of its sinking fund redemption obligation
for any Term Bonds of the same maturity subject to mandatory sinking fund redemption
on such date, which prior to said date have been redeemed (otherwise than through the
operation of the sinking fund) and canceled by the Registrar and not theretofore applied as
a credit against any sinking fund redemption obligation. Each Term Bond so delivered or
previously redeemed will be credited by the Registrar at the principal amount thereof on
the obligation of the City on such sinking fund redemption date and the principal amount
of Term Bonds to be redeemed by operation of such sinking fund on such date will be
accordingly reduced. The City will on or before the sixtieth day next preceding each
sinking fund redemption date furnish the Registrar with its certificate indicating whether
or not and to what extent the provisions of (a) and (b) of the preceding sentence are to be
availed with respect to such sinking fund payment. Failure of the City to deliver such
certificate shall not affect the Registrar’s duty to give notice of sinking fund redemption as
provided in this subsection (3).
(4) Notice and Effect of Redemption. Notice of the prior redemption of any Bonds
shall be given by the Registrar in the name of the City by mailing a copy of the redemption
notice by certified or first-class postage prepaid mail, not more than 60 nor less than 30
days prior to the Redemption Date to the Owners of the Bonds to be redeemed at their
addresses as shown on the registration records kept by the Registrar, or in the event that
the Bonds to be redeemed are registered in the name of DTC, such notice may, in the
alternative, be given by electronic means in accordance with the requirements of DTC.
Failure to give such notice as aforesaid or any defect therein shall not affect the validity of
the proceedings for the redemption of any other Bonds.
Such notice shall specify the Bonds to be redeemed, the number or numbers of the Bonds
to be so redeemed (if less than all are to be redeemed), the Redemption Price to be paid
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and the Redemption Date. Such notice shall further specify any condition to such
redemption and shall state that, upon the satisfaction of any such condition, on the
Redemption Date there will become and will be due and payable upon each Bond or portion
thereof (in integral multiples of Authorized Denominations) so to be redeemed at the
Principal Corporate Trust Office of the Paying Agent, the applicable Redemption Price and
accrued interest to the Redemption Date, and that from and after such date, interest on the
Bonds (or portions thereof) called for redemption will cease to accrue. Notice having been
given in the manner hereinabove provided and upon satisfaction of any condition to such
redemption, the Bond or Bonds so called for redemption shall become due and payable on
the Redemption Date so designated and, upon presentation thereof at the Principal
Corporate Trust Office of the Paying Agent, the City will pay the Bond or Bonds so called
for redemption. No further interest shall accrue on the principal of any such Bond (or
portion thereof) called for redemption from and after the Redemption Date, provided
sufficient funds are on deposit at the place of payment on the Redemption Date. Upon
surrender of any Bond redeemed in part only, the Registrar shall execute and deliver to the
Owner thereof, at no expense to such Owner, a new Bond or Bonds of the same maturity
and interest rate and of Authorized Denominations equal in aggregate principal amount to
the unredeemed portion of the Bond surrendered.
Any notice of redemption may contain a statement that the redemption is conditioned upon
the receipt by the Paying Agent of funds on or before the Redemption Date sufficient to
pay the principal of, interest on and any redemption premium due on the Bonds so called
for redemption, and that if such funds are not available, such redemption shall be cancelled
by written notice to the Owners of the Bonds called for redemption in the same manner as
the original redemption notice was given.
(5) Execution and Delivery. The Bonds shall be executed by and on behalf of the City
with the manual or facsimile signature of the Mayor of the City, shall bear an impression
or a facsimile of the seal of the City, shall be attested by the manual or facsimile signature
of the City Clerk and shall be authenticated by the manual signature of the Registrar.
Should any officer whose signature or facsimile signature appears on the Bonds cease to
be such officer before delivery of the Bonds to the Underwriter or to any Owner, such
signature or facsimile signature shall nevertheless be valid and sufficient for all purposes.
The Mayor and the City Clerk are hereby authorized and directed to prepare and to execute
the Bonds as herein provided. When the Bonds have been duly executed and sold, the
officers of the City are authorized to, and shall, deliver the Bonds to the Underwriter thereof
on receipt of the agreed purchase price.
(6) Special Obligation Recitals in Bonds. Each Bond shall recite in substance that the
Bond is payable solely from the Pledged Revenues, that the Bond does not constitute a
general obligation debt of the City within the meaning of the Colorado Constitution or the
Charter of the City, that the Bond is not payable in whole or in part from the proceeds of
general property taxes and that the full faith and credit of the City is not pledged to pay the
principal of or interest on such Bond.
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(7) Uniform Commercial Code. The Owners of the Bonds shall possess all rights
enjoyed by holders of investment securities under the provisions of the Uniform
Commercial Code – Investment Securities.
(8) Authentication. No Bond shall be valid or obligatory for any purpose or entitled to
any security or benefit under this Ordinance unless and until a certificate of authentication
of such Bond, substantially in the form set forth in the form of Bond herein, shall have
been duly manually executed by the Registrar. The executed certificate of authentication
on each Bond shall be conclusive evidence that it has been authenticated and delivered
under this Ordinance.
(9) Form of Bond. Subject to the provisions of this Ordinance, each Bond shall be in
substantially the form set forth in Exhibit A, with such omissions, insertions, endorsements
and variations as to recitals of fact or other provisions as may be required by the
circumstances and as may be required or permitted by this Ordinance or the Sale
Certificate, and as may be necessary or appropriate to carry out the purpose of this
Ordinance and to conform to the rules and requirements of any governmental authority or
to any custom, usage or requirement of law with respect thereto.
3.03. BONDS AND PARITY SECURITIES RATABLY SECURED. The covenants and agreements herein
set forth to be performed on behalf of the City shall be for the ratable benefit, protection
and security of the Owners of any and all of the Bonds and Parity Securities, all of which
Bonds and Parity Securities regardless of the time or times of their maturity, shall be of
equal rank without preference, priority or distinction of any of the Bonds or Parity
Securities over any other thereof, except as otherwise expressly provided in or pursuant to
this Ordinance or the Parity Bond Ordinances pursuant to which the Parity Securities were
issued.
3.04. PLEDGE; SPECIAL OBLIGATIONS. The City hereby irrevocably pledges the Pledged
Revenues to the payment of the Debt Service Requirements on the Bonds. All of the
Bonds, as to all Debt Service Requirements thereof, shall be payable solely out of the
Pledged Revenues. The Bonds shall be payable out of and shall constitute an irrevocable
first lien, but not necessarily an exclusive such lien, on the Pledged Sales and Use Taxes
on a parity with the Parity Securities, if any, hereafter issued, and on moneys on deposit or
credited to the 0.5% Sales and Use Tax Fund, the Bond Fund and the 2024 Reserve Fund
as set forth herein.
The Registered Owner or Owners of any of the Bonds may not look to any general or other
fund of the City for the payment of the Debt Service Requirements, except the herein
designated special funds pledged therefor. The Bonds shall not constitute a general
obligation or a debt of the City within the meaning of any constitutional or statutory
provision or limitation of the State or the Charter. The Bonds and interest thereon shall not
be considered or held to be general obligations of the City but shall constitute the special
and limited obligations of the City. The Bonds are not payable in whole or in part from
the proceeds of general property taxes, and the full faith and credit of the City is not pledged
for payment of the Bonds.
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The creation, perfection, enforcement, and priority of the pledge of revenues to secure or
pay the Bonds as provided herein shall be governed by § 11-57-208 of the Supplemental
Act and this Ordinance. The revenues pledged for the payment of the Bonds, as received
by or otherwise credited to the City, shall immediately be subject to the lien of such pledge
without any physical delivery, filing, or further act. The lien of such pledge on the revenues
pledged for payment of the Bonds and the obligation to perform the contractual provisions
made herein shall have priority over any or all other obligations and liabilities of the City.
The lien of such pledge shall be valid, binding, and enforceable as against all persons or
entities having claims of any kind in tort, contract, or otherwise against the City irrespective
of whether such persons or entities have notice of such liens.
3.05. REGISTRATION, TRANSFER AND EXCHANGE OF BONDS. The City will cause to be kept at
the Principal Corporate Trust Office registration records in which, subject to such
reasonable regulations as the Registrar may prescribe, the City shall provide for the
registration of Bonds and the registration of transfers of Bonds entitled to be registered or
transferred as herein provided.
Each of the Bonds may be transferred or exchanged by the Owner thereof upon surrender
for transfer or exchange of such Bond at the Principal Corporate Trust Office, or any
successor transfer agent, duly endorsed or accompanied by a written instrument of transfer
or authorization for exchange in form satisfactory to the Registrar and executed by the
Owner thereof or his or her attorney duly authorized in writing. Thereupon, the Registrar
shall authenticate and deliver, in exchange for such transferred or exchanged Bond, a new
fully registered Bond in the name of the transferee, or, if exchanged, the Owner and issued
in a principal amount equal to the principal amount of the transferred or exchanged Bond,
of the same maturity, and bearing interest at the same rate. The City or the Registrar may
require that the cost, if any, of preparing each new Bond upon such exchange or transfer
and any other expenses of the City or the Registrar, including counsel fees, and any tax or
other governmental charge, incurred in connection therewith (except in the case of an
exchange resulting from the redemption of the Bond exchanged) shall be paid by the Owner
requesting such exchange or transfer as a condition precedent to the exercise of the
privilege of making such exchange or transfer. If any requested transfer or exchange of a
Bond shall necessitate the printing of additional Bonds, the Registrar may require that the
cost of such printing be paid by the City. The City and the Registrar shall not be obligated
to issue, exchange, authenticate or transfer any Bonds (a) during a period beginning on the
Record Date before any Interest Payment Date or Redemption Date and ending on such
Interest Payment Date or Redemption Date, or (b) during a period beginning on the
fifteenth day before the mailing of notice of redemption of Bonds and ending on the date
of such mailing.
3.06. ISSUANCE IN BOOK-ENTRY FORM. The Bonds shall be initially issued in the form of a
single, certificated, fully registered Bond for each maturity bearing interest at the same
interest rate. Upon initial issuance, the ownership of each such Bond shall be registered in
the registration records kept by the Registrar in the name of Cede.
With respect to Bonds registered in the name of Cede or held by a securities depository,
the City, the Registrar, and the Paying Agent shall have no responsibility or obligation to
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any Participant or Beneficial Owner including, without limitation, any responsibility or
obligation with respect to: (i) the accuracy of the records of the depository or any
Participant concerning any ownership interest in the Bonds; (ii) the delivery to any
Participant, Beneficial Owner, or Person other than the Registered Owner, of any notice
concerning the Bonds, including notice of redemption; (iii) the payment to any Participant,
Beneficial Owner, or Person other than the Registered Owner, of the principal of, premium
if any, and interest on the Bonds. The City, the Registrar, and the Paying Agent may treat
the Registered Owner of a Bond as the absolute owner of such Bond for the purpose of
payment of the principal of, premium if any, and interest with respect to such Bond, for
purposes of giving notices of redemption and other matters with respect to such Bond, and
for all other purposes whatsoever. The Paying Agent shall pay all principal of, premium if
any, and interest on the Bonds only to or upon the order of the Registered Owners, or their
respective attorneys duly authorized in writing, and all such payments shall be valid and
effective to fully satisfy and discharge the City’s obligations with respect to the payment
of the same. No Person, other than a Registered Owner, shall receive a certificated Bond
evidencing the obligations of the City pursuant to this Ordinance.
DTC may determine to discontinue providing its service as depository with respect to the
Bonds at any time by giving notice to the City and discharging its responsibilities with
respect thereto under applicable law. Additionally, the City Manager may terminate the
services of DTC if he determines, in his sole and absolute discretion, that DTC is unable
to discharge its responsibilities with respect to the Bonds or that continuation of the system
of book entry transfers through DTC is not in the best interests of the Beneficial Owners
or the City. Such termination shall be effected by written notice of the same from the City
to DTC and to the Registrar and Paying Agent. Upon the termination of the services of
DTC, a substitute depository which is willing and able to undertake the system of book-
entry transfers upon reasonable and customary terms may be engaged by the City or, if the
City Manager determines in his sole and absolute discretion that it is in the best interests
of the Beneficial Owners or the City that the Beneficial Owners be able to obtain
certificated Bonds, the Bonds shall no longer be restricted to being registered in the name
of Cede or other nominee of a depository but shall be registered in whatever name or names
the Beneficial Owners shall designate at that time, and fully registered Bond certificates
shall be delivered to the Beneficial Owners.
SECTION 4. SPECIAL FUNDS.
4.01. DISPOSITION OF PLEDGED REVENUES; 0.5% SALES AND USE TAX FUND. The Pledged
Revenues shall be deposited by the City in the Funds described in this Section 4, to be
accounted for in the manner and priority set forth in this Section 4.
The City has created a special fund designated as the 0.5% Sales and Use Tax Fund (Fund
31) (the “0.5% Sales and Use Tax Fund”). All revenues received from the 0.5% Sales and
Use Tax shall be credited or deposited to the 0.5% Sales and Use Tax Fund, when and as
received by the City. All revenues on deposit in the 0.5% Sales and Use Tax Fund shall
be applied by the City solely in accordance with the authorization received by the City at
the 2016 Election, the 2016 Question and the 2023 Question. Moneys on deposit in the
0.5% Sales and Use Tax Fund shall be applied as set forth in this Section 4.
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Revenues received from the Supplemental Sales and Use Tax shall be accounted for
separately from the 0.5% Sales and Use Tax and shall be applied as set forth in this Section
4.
Neither the Underwriter nor any subsequent Owner of any Bonds shall in any manner be
responsible for the application or disposal by the City or by any of its officers, agents or
employees of the moneys derived from the sale of the Bonds or of any other moneys
designated in this Section 4
4.02. BOND FUND. The City hereby creates a special fund designated as the City of Wheat Ridge,
Colorado, Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024,
Bond Fund (the “Bond Fund”).
There shall be credited or deposited to the Bond Fund, contemporaneously with amounts
due and owing on any Parity Securities, first from moneys on deposit in the 0.5% Sales
and Use Tax Fund, the following amounts:
(1) Interest Payments. Commencing with the month immediately succeeding the delivery
of the Bonds, an amount in equal monthly installments necessary, together with any
other moneys from time to time available therefor from whatever source, to pay the
next installment of interest due on the Bonds then Outstanding, and the next installment
of interest due on any Parity Securities that are payable from the Bond Fund.
(2) Principal Payments. Commencing with the month immediately succeeding the
delivery of the Bonds, or commencing one year next prior to the first principal payment
date of the Bonds, whichever commencement date is later, an amount in equal monthly
installments necessary, together with any other moneys from time to time available
therefor from whatever source, to pay the next installment of principal (whether at
maturity or on a mandatory Redemption Date) due on the Bonds then Outstanding and
the next installment of principal (whether at maturity or on a mandatory Redemption
Date) due on any Parity Securities that are payable from the Bond Fund.
To the extent that there are not sufficient revenues on deposit in the 0.5% Sales and Use
Tax Fund to make such credits or deposits to the Bond Fund or a similar account established
for the Parity Securities in any month as set forth above, revenues received by the City
from the Supplemental Sales and Use Tax shall be used to make such credit or deposit in
accordance with Section 4.06 hereof.
The moneys credited to the Bond Fund shall be used solely to promptly pay when due the
Debt Service Requirements of the Bonds, and the Parity Securities then Outstanding which
are secured by moneys on deposit in the Bond Fund, except as otherwise provided in this
Ordinance. Parity Securities may be secured by amounts on deposit in the Bond Fund or
may be secured by a separate bond fund, all as provided in the Parity Bond Ordinance
authorizing the issuance of such Parity Securities. The 2017 Bonds are secured by funds
held in the City of Wheat Ridge, Colorado, Sales and Use Tax Revenue Bonds, Series
2017A, Bond Fund (the “2017A Bond Fund”). In the event that the Parity Securities are
secured by a separate bond fund, all payments to the Bond Fund and the bond fund securing
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such Parity Securities shall be made concurrently and on a pari passu basis as further set
forth in Section 4.06 hereof.
The City shall be entitled to credits against such payments for any sums on hand in the
Bond Fund which are available for the payment of Debt Service Requirements. Nothing
herein prevents the accumulation of amounts required to be paid into the Bond Fund at a
faster rate than that required in this Section, in which case no further payments need be
made as long as and to the extent that the amounts so accumulated are on deposit in the
Bond Fund and available for the payment of Debt Service Requirements on the Bonds.
4.03. 2024 RESERVE FUND. The City hereby creates a special fund designated as the “City of
Wheat Ridge, Colorado, Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 2024, Reserve Fund” (the “2024 Reserve Fund”). The 2024 Reserve Fund shall
secure only the payment of the Debt Service Requirements on the Bonds. Any Reserve
Fund Requirement for the 2024 Reserve Fund shall be set forth in the Sale Certificate.
Such Reserve Fund Requirement may be zero. In the event that it is determined in the Sale
Certificate that the Reserve Fund Requirement shall be zero, all references herein to the
2024 Reserve Fund shall be of no force and effect.
If at any time the City shall for any reason fail to pay into the Bond Fund the full amount
required by Section 4.02 hereof, then the City shall pay into the Bond Fund at such time
from the 2024 Reserve Fund an amount equal to the difference between that paid from the
Pledged Revenues and the full amount so required. For the purpose of maintaining the
2024 Reserve Fund at the minimum amount required to be maintained therein, the money
so used shall be replaced and transferred to the 2024 Reserve Fund first from moneys on
deposit in the 0.5% Sales and Use Tax Fund thereafter received and not required to be
otherwise applied by Section 4.02 hereof (concurrently and on a pari passu basis with any
other reserve funds or accounts securing Parity Securities that are payable from the 0.5%
Sales and Use Tax), and then from available Supplemental Sales and Use Tax as provided
in Section 4.06 hereof (concurrently and on a pari passu basis with any other reserve funds
or accounts securing Parity Securities that are payable from the Supplemental Sales and
Use Tax).
Except as otherwise provided herein, the 2024 Reserve Fund shall be accumulated and
maintained as a continuing reserve to be used only to prevent deficiencies in the payment
of the Debt Service Requirements on the Bonds. All or a portion of the moneys on deposit
in the 2024 Reserve Fund may also be applied to the optional redemption or defeasance of
all or a portion of the Bonds in accordance with Section 8 hereof and may be applied to the
payment of the final Debt Service Requirements due on the Bonds, whether at maturity or
prior redemption.
The 2024 Reserve Fund shall not secure the payment of additional Parity Securities,
although such Parity Securities may be secured by a separate reserve account or reserve
fund, as set forth in the documents authorizing such Parity Securities.
The Reserve Fund Requirement shall be funded and maintained by any one of or any
combination of: (i) cash; (ii) Permitted Investments; and (iii) a Reserve Fund Insurance
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Policy which provides for payments when and as required for purposes of the 2024 Reserve
Fund.
In lieu of all or a portion of the moneys required to be deposited in the 2024 Reserve Fund
by this Ordinance and the Sale Certificate, the City may at any time or from time to time
deposit a Reserve Fund Insurance Policy in the 2024 Reserve Fund in full or partial
satisfaction of the Reserve Fund Requirement. Any such Reserve Fund Insurance Policy
shall be payable on any date on which moneys will be required to be withdrawn from the
2024 Reserve Fund as provided herein. Upon deposit of any Reserve Fund Insurance
Policy in the 2024 Reserve Fund, the City may transfer moneys equal to the amount payable
under such Reserve Fund Insurance Policy from the 2024 Reserve Fund and apply such
moneys to any lawful purpose.
All cash and investments in the 2024 Reserve Fund shall be transferred to the Bond Fund
for payment of principal and interest on the Bonds before any drawing may be made on
any Reserve Fund Insurance Policy credited to the 2024 Reserve Fund in lieu of cash.
Payment of any policy costs shall be made prior to replenishment of any such cash amounts.
Draws on all Reserve Fund Insurance Policies on which there is available coverage shall
be made on a pro-rata basis (calculated by reference to the coverage then available
thereunder) after applying all available cash and investments in the 2024 Reserve Fund.
Payment of policy costs shall be made on a pro-rata basis prior to replenishment of any
cash drawn from the 2024 Reserve Fund.
Any moneys at any time in excess of the minimum amount required to be maintained in
the 2024 Reserve Fund may be withdrawn therefrom, and transferred from time to time to
the Bond Fund and distributed in the same manner as other moneys in the Bond Fund.
4.04. TERMINATION OF DEPOSITS; USE OF MONEYS IN BOND FUND AND 2024 RESERVE FUND. No
payment need be made into the Bond Fund or the 2024 Reserve Fund if the amount in the
0.5% Sales and Use Tax Fund, together with amounts on deposit in the Bond Fund and the
2024 Reserve Fund totals a sum at least equal to all Debt Service Requirements of the
Outstanding Bonds and any Outstanding Parity Securities which are payable from the Bond
Fund to their respective maturities or to any redemption date or redemption dates as of
which the City shall have exercised or shall have obligated itself to exercise its option to
redeem, prior to their respective maturities, any Bonds and any such Parity Securities then
Outstanding and thereafter maturing, both accrued and not accrued (provided that, solely
for the purpose of this Section, there shall be deemed to be a credit to the 2024 Reserve
Fund of moneys, Federal Securities and bank deposits, or any combinations thereof,
accounted for in any other account or accounts of the City and restricted solely for the
purpose of paying the Debt Service Requirements on the Bonds). In such case, moneys in
the 0.5 % Sales and Use Tax Fund, the Bond Fund and the 2024 Reserve Fund (except for
any known interest or other gain to accrue from any investment or deposit of moneys
pursuant to Section 5.02 hereof from the time of any such investment or deposit to the time
or respective times the proceeds of any such investment or deposit shall be needed for such
payment, at least equal to such Debt Service Requirements on the Bonds) shall be used
together with any such gain from such investments and deposits solely to pay such Debt
Service Requirements as the same become due. Any moneys in excess thereof in the Bond
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Fund and the 2024 Reserve Fund and any other moneys derived from the Pledged Revenues
may be used in any lawful manner determined by the City.
4.05. REBATE FUND. After the payments required by Sections 4.02 and 4.03 have been made,
there shall be deposited into a special and separate fund hereby created and to be known as
the “City of Wheat Ridge, Colorado, Sales and Use Tax Revenue Refunding and
Improvement Bonds, Series 2024, Rebate Fund” (the “Rebate Fund”) moneys in the
amounts and at the times specified in the Tax Certificate so as to enable the City to comply
with Section 7.14 hereof. Such moneys shall be deposited in the Rebate Fund concurrently
and on a pari passu basis with any other rebate funds or accounts relating to Parity
Securities. Amounts on deposit in the Rebate Fund shall not be subject to the lien and
pledge of this Ordinance to the extent that such amounts are required to be paid to the
United States Treasury. The City shall cause amounts on deposit in the Rebate Fund to be
forwarded to the United States Treasury (at the address provided in the Tax Certificate) at
the times and in the amounts set forth therein.
Upon receipt by the City of an opinion of Bond Counsel to the effect that the amount in the
Rebate Fund is in excess of the amount required to be contained therein, such excess
moneys may be used by the City for any lawful purpose.
4.06. INSUFFICIENCY OF 0.5% SALES AND USE TAX REVENUES; APPLICATION OF SUPPLEMENTAL
SALES AND USE TAX REVENUES. To the extent that there are not sufficient revenues on
deposit in the 0.5% Sales and Use Tax Fund in any month to make any of the payments or
deposits required to be made as set forth in this Section 4, the City shall make such
payments or deposits, in the order of priority set forth above, from revenues received by
the City from the Supplemental Sales and Use Tax.
4.06. PAYMENT OF ADDITIONAL PARITY SECURITIES. Concurrently with the payments required
by Sections 4.02, 4.03 and 4.05, Pledged Revenues received by the City shall be used by
the City for the payment of principal of and interest on Parity Securities payable from a
lien on the Pledged Revenues and authorized to be issued in accordance with this
Ordinance and any other provisions herein supplemental thereto, including reasonable
reserves for such securities, as the same accrue.
Payments for bond funds or accounts, reserve funds or accounts and rebate funds or
accounts for Parity Securities shall be made concurrently and on a pari passu basis with the
payments required by Sections 4.02, 4.03 and 4.05.
4.08. PAYMENT OF ADDITIONAL SUBORDINATE SECURITIES. Subsequent to provision in full for
the payments and fund maintenance transfers required by the foregoing provisions of this
Section 4, any Supplemental Sales and Use Tax revenues remaining in any month after the
payments and accumulations required hereby have been made may be used by the City for
the payment of Debt Service Requirements of Subordinate Securities payable from the
Pledged Revenues and hereafter authorized to be issued in accordance with this Ordinance
and any other provisions herein supplemental thereto, including reasonable reserves for
such Subordinate Securities, as the same accrue; but the lien of such Subordinate Securities
on the Pledged Revenues and the pledge thereof for the payment of such Subordinate
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Securities shall be subordinate to the lien and pledge of the Bonds and any Parity Securities
as herein provided.
No revenues received from the 0.5% Sales and Use Tax may be pledged or used by the
City for the payment of Debt Service Requirements of Subordinate Securities for so long
as the Bonds remain Outstanding.
4.09. USE OF REMAINING 0.5% SALES AND USE TAX REVENUES AND SUPPLEMENTAL SALES AND
USE TAX REVENUES. After the above-required payments have been made in each month,
and there shall have been credited to the Bond Fund and the 2024 Reserve Fund for the
payment of the Bonds and any other securities payable from a lien on the Pledged Revenues
all amounts required to be deposited therein, then any remaining revenues from the
Supplemental Sales and Use Tax may be used by the City in any manner authorized by law
for said funds.
After the above-required payments have been made in each month, moneys on deposit in
the 0.5% Sales and Use Tax Fund shall be retained therein and, except as hereinafter
provided, shall not be released from such Fund until all the Outstanding Bonds and all
Outstanding Parity Securities payable in whole or in part from the 0.5% Sales and Use Tax
have been paid or defeased in full. Notwithstanding the foregoing, moneys on deposit in
the 0.5% Sales and Use Tax Fund may be applied to the optional redemption of all or a
portion of the Bonds and any Parity Securities payable from the 0.5% Sales and Use Tax,
and may be applied to the payment of the final Debt Service Requirements due on the
Outstanding Bonds and Parity Securities, whether at maturity or prior redemption. Upon
the payment or defeasance of all the Outstanding Bonds and Parity Securities payable from
the 0.5% Sales and Use Tax, any moneys remaining on deposit in the 0.5% Sales and Use
Tax Fund shall be remitted to the City and applied to the purposes authorized at the 2016
Election and 2023 Election.
4.10. BUDGET AND APPROPRIATION OF FUNDS. The sums provided to make the payments
specified in this Section 4 are hereby appropriated for said purposes, and said amounts for
each year shall be included in the annual budget and the appropriation ordinance or
measures to be adopted or passed by the City Council in each year respectively while any
of the Bonds, either as to principal or interest, are outstanding and unpaid. No provisions
of any constitution, statute, charter, ordinance, resolution, or other order or measure
enacted after the issuance of the Bonds shall in any manner be construed as limiting or
impairing the obligation of the City to keep and perform the covenants contained in this
Ordinance so long as any of the Bonds remain outstanding and unpaid.
SECTION 5. GENERAL ADMINISTRATION OF FUNDS.
5.01. PLACES AND TIMES OF DEPOSITS. The 0.5% Sales and Use Tax Fund, Bond Fund and 2024
Reserve Fund (and any accounts therein) and the Rebate Fund shall be maintained in a
Bank as a book account or invested in Permitted Investments, kept separate and apart for
accounting purposes from all other accounts or funds of the City as trust accounts solely
for the purposes herein designated therefor; provided that there may be established separate
accounts and subaccounts of any fund or account in more than one Bank. For purposes of
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investment of moneys, nothing herein prevents the combination of such accounts with any
other Bank account or accounts or other funds of the City. Each periodic payment shall be
credited to the proper book account not later than the date therefor designated, except that
when any such date shall be a Saturday, a Sunday or a legal holiday, then such payment
shall be made on or before the next preceding Business Day.
5.02. INVESTMENT OF FUNDS. Any moneys in any fund designated herein may be invested in
Permitted Investments as provided by law. The obligations so purchased as an investment
of moneys in each such fund shall be deemed to be part of such fund, and the interest
accruing thereon or investment income realized therefrom shall be credited to each such
fund. Any loss resulting from such investment shall be charged to the fund from which the
investment was made. The City shall present for redemption or sale on the prevailing
market any obligations so purchased as an investment of moneys in any fund whenever it
shall be necessary to do so in order to provide moneys to meet any payment or transfer
from such fund.
5.03. NO LIABILITY FOR LOSSES INCURRED IN PERFORMING TERMS OF ORDINANCE. Neither the
City nor any officer, employee or agent of the City shall be liable or responsible for any
loss resulting from any investment or reinvestment made in accordance with this
Ordinance.
SECTION 6. PRIORITIES; LIENS; ISSUANCE OF ADDITIONAL BONDS.
6.01. FIRST LIEN ON PLEDGED SALES AND USE TAXES; ISSUANCE OF PARITY SECURITIES; The
Bonds constitute an irrevocable and first lien, but not necessarily an exclusive first lien, on
the Pledged Sales and Use Taxes, which lien on all or a portion of the Pledged Sales and
Use Taxes shall be on a parity with the Parity Securities, if any, hereafter issued, to the
extent provided in the applicable Parity Bond Ordinances pursuant to which such Parity
Securities were issued. The Bonds are also payable from and constitute a lien on moneys
on deposit in the 0.5% Sales and Use Tax Fund, Bond Fund and 2024 Reserve Fund.
Moneys on deposit in the 0.5% Sales and Use Tax Fund and the Bond Fund may also secure
the payment of Parity Securities hereafter issued if so provided in the applicable Parity
Bond Ordinance. Moneys on deposit in the 2024 Reserve Fund shall only secure the Bonds
and shall not secure any Parity Securities hereafter issued.
The City shall be authorized to issue Parity Securities provided that the following
conditions are satisfied:
(1) Absence of Payment Default. The City is current in all payments required to have
been accumulated in the Bond Fund and the 2024 Reserve Fund as required herein.
(2) Historic Revenues Test. The Pledged Revenues, as certified by the City Manager
or the City Treasurer, for any 12 consecutive months out of the 18 months preceding
the month in which such proposed Parity Securities are to be issued, shall have been
sufficient to pay an amount at least equal to (A) 200% of the sum derived by adding
the following: (i) the Maximum Annual Debt Service for the Outstanding Bonds;
(ii) the Maximum Annual Debt Service for each series of Outstanding Parity
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Securities; and (iii) the Maximum Annual Debt Service for the Parity Securities
proposed to be issued, plus (B) one hundred percent (100%) of all policy costs
attributable to any Insurance Policy and Reserve Fund Insurance Policy and other
similar amounts then due and owing.
Notwithstanding the above, at such time as the 2017 Bonds are defeased, discharged or
no longer Outstanding, the Historic Revenue Test shall be as follows:
The Pledged Revenues, as certified by the City Manager or the City Treasurer, for any
12 consecutive months out of the 18 months preceding the month in which such
proposed Parity Securities are to be issued, shall have been sufficient to pay an amount
at least equal to (A) 175% of the sum derived by adding the following: (i) the Maximum
Annual Debt Service for the Outstanding Bonds; (ii) the Maximum Annual Debt
Service for each series of Outstanding Parity Securities; and (iii) the Maximum Annual
Debt Service for the Parity Securities proposed to be issued, plus (B) one hundred
percent (100%) of all policy costs attributable to any Insurance Policy and Reserve
Fund Insurance Policy and other similar amounts then due and owing.
(3) Adjustment of Revenues. In determining compliance with the historic revenue test,
the amount of the Pledged Revenues for the applicable 12 month period may be
increased by the amount of gain which is estimated by the City Manager to result
from any increase in the amount of the Pledged Revenues received or to be received
during such applicable 12 month period after giving effect to any ordinance
providing for an increase in the municipal sales and use taxes pledged to the
payment of the Bonds or the Parity Securities proposed to be issued or providing
for any other addition to the sources of Pledged Revenues, if such ordinance is
effective and the referendum period therefor has expired prior to the issuance of the
Parity Securities.
(4) The Parity Securities may be secured by a reserve fund or account, but Parity
Securities may be issued without being secured by a reserve fund or account.
(5) Notwithstanding the foregoing or any provisions to the contrary contained herein,
the City may issue Parity Securities to refund, in whole or in part, any Outstanding
Bonds or Parity Securities without complying with Section 6.01(2) so long as: (a)
the refunding Parity Securities do not increase, for any Fiscal Year in which any
Bonds or Parity Securities will be Outstanding, the aggregate principal and interest
requirements on the Bonds and Parity Securities; and (b) the lien of such refunding
Parity Securities on the Pledged Revenues is not raised to a higher priority than the
lien thereon of any obligations thereby refunded.
6.02. REDUCTION OF ANNUAL REQUIREMENTS. The aggregate Debt Service Requirements
calculated in determining the respective Maximum Annual Debt Service for purposes of
Section 6.01 hereof shall be reduced to the extent such Debt Service Requirements are
scheduled to be paid from moneys or securities deposited in escrow in the manner
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contemplated by Section 8 hereof or from moneys actually on hand in the 0.5% Sales and
Use Tax Fund and the Bond Fund for the Bonds or bond funds or accounts for any
Outstanding Parity Securities at the time of such calculation.
6.03. CERTIFICATION OF REVENUES. In the case of the computation of the revenues test provided
in Section 6.01(2), the written certification by the City Manager or City Treasurer that such
annual revenues are sufficient to pay such amounts as provided in Section 6.01(2) hereof
shall be conclusively presumed to be accurate in determining the right of the City to
authorize, issue, sell and deliver Parity Securities.
6.04. SUBORDINATE SECURITIES PERMITTED. The City may issue additional bonds or other
additional securities for any lawful purpose payable from all or a portion of the
Supplemental Sales and Use Tax and having a lien thereon subordinate, inferior and junior
to the lien thereon of the Bonds. So long as the Bonds remain Outstanding, the City shall
not issue bonds or other securities payable from a subordinate lien on all or any portion of
the 0.5% Sales and Use Tax.
6.05. SUPERIOR SECURITIES PROHIBITED. The City shall not issue additional bonds or other
additional securities that have a lien on all or any portion of the Pledged Revenues that is
prior and superior to the lien thereon of the Bonds.
SECTION 7. COVENANTS.
The City hereby particularly represents, covenants and agrees with the Registered Owners of the
Bonds that:
7.01. AMENDMENT OF CITY SALES AND USE TAX ORDINANCE; CONTINUANCE AND COLLECTION
OF TAXES. The City Sales and Use Tax Ordinance is now in full force and effect and has
not been repealed.
If the City Sales and Use Tax Ordinance, or any modifying or supplemental ordinance not
contravening the limitations of this Section, or any part of said ordinances, shall ever be
held to be invalid or unenforceable, it shall be the duty of the City to adopt immediately
another ordinance, to seek such voter approval, if any, as may then be required by law, or
take any action necessary to produce substantially the same Pledged Revenues as would be
produced under the terms of the City Sales and Use Tax Ordinance as it exists at the time
of the issuance of the Bonds. To the extent that any changes in the Sales and Use Taxes or
the City Sales and Use Tax Ordinance may lawfully be imposed on the City by the State,
the City covenants to take such action as may be necessary or appropriate to produce
substantially the same Pledged Revenues as would be produced under the terms of the City
Sales and Use Tax Ordinance as it exists at the time of the issuance of the Bonds. To the
extent that the Sales and Use Taxes may lawfully be replaced or superseded by any other
tax or revenue source (including, without limitation, any state collected, locally shared
sales and/or use taxes), the revenues derived by the City from such replacement tax or
revenue source shall become Pledged Revenues under this Ordinance.
The City shall take all reasonable action necessary to collect delinquent payments of the
Sales and Use Taxes or to cause such delinquent payments to be collected.
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7.02. IMPAIRMENT OF CONTRACT. No law, ordinance or resolution of the City in any manner
affecting the Sales and Use Taxes, the Pledged Revenues, or the Bonds, or otherwise
appertaining thereto, shall be repealed or otherwise directly or indirectly modified in such
a manner as to materially adversely affect any Bonds Outstanding, unless the required
consent of the Owners of a majority in aggregate principal amount of the then Outstanding
Bonds affected is obtained.
Notwithstanding any other provision of this Section or this Ordinance, the City shall retain
the right to make amendments or changes, without any notice to or consent of the Owners
of the Bonds, in the City Sales and Use Tax Ordinance, or any ordinance supplemental
thereto or in substitution therefor, concerning the use or proceeds of the Sales and Use
Taxes remaining after the current requirements of all ordinances authorizing bonds or other
securities payable from the Sales and Use Taxes, or any portion thereof, have been met; or
concerning changes in applicability, exemptions, administration, collection or enforcement
of the Sales and Use Taxes, if such changes do not materially adversely affect the security
for the Bonds.
7.03. DEFENSE OF LEGALITY OF PLEDGED REVENUES. There is not pending or threatened any
suit, action or proceeding against or affecting the City before or by any court, arbitrator,
administrative agency or other governmental authority which affects the validity or legality
of the 2016 Election or this Ordinance or the imposition and collection of the Sales and
Use Taxes, or any of the City’s obligations under this Ordinance or any of the transactions
contemplated by this Ordinance.
The City shall, to the extent permitted by law, defend the validity and legality of the Sales
and Use Taxes and this Ordinance, and all amendments thereto against all claims, suits and
proceedings which would diminish or impair the Pledged Revenues or any other security
for the Bonds.
Except as specified in this Ordinance, the City has not assigned or pledged the Pledged
Revenues in any manner which would materially diminish the security for payment of the
Bonds.
7.04. PERFORMANCE OF DUTIES. The City will faithfully and punctually perform, or cause to be
performed, all duties with respect to the Pledged Revenues required by the Constitution
and laws of the State and the Charter and the various ordinances and resolutions and
contracts of the City, including, without limitation, the proper segregation of the proceeds
of the Bonds and the Pledged Revenues and their application from time to time to the
respective funds provided therefor.
7.05. COSTS OF BOND ISSUE AND OF PERFORMANCE. Except as otherwise specifically provided
herein, all costs and expenses incurred in connection with the issuance of the Bonds,
payment of the Debt Service Requirements of the Bonds, or with the City’s performance
of or compliance with any covenant or agreement contained in this Ordinance, shall be paid
exclusively (but only from the appropriate special fund in the manner authorized herein)
from the proceeds of the Bonds, or from the Pledged Revenues, or from other legally
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available moneys, and in no event shall any of such costs or expenses be required to be
paid out of or charged to the general funds of the City.
The City hereby authorizes the creation of a Costs of Issuance Fund pursuant to the
provisions of the Paying Agent Agreement, with such Costs of Issuance Fund to be held
by the Paying Agent and applied as set forth in the Paying Agent Agreement to pay the
costs of issuance of the Bonds.
7.06. CONTRACTUAL OBLIGATIONS. The City will perform all contractual obligations undertaken
by it under the Paying Agent Agreement, and any other agreements relating to the Bonds,
this Ordinance or the Pledged Revenues. The Mayor and the City Clerk are hereby
authorized to execute and deliver such agreements in connection with the issuance of the
Bonds.
7.07. FURTHER ASSURANCES. The City shall, so far as it may be authorized by law, execute, and
file or record all further instruments, and make all further assurances as may be necessary
or desirable or as may be reasonable and required to carry out the purposes of this
Ordinance. The City, acting by and through its officers, or otherwise, shall at all times, to
the extent permitted by law, defend, preserve and protect the pledge of the Pledged
Revenues and other funds and accounts pledged hereunder and all the rights of every
Owner of any of the Bonds against all claims and demands of all Persons.
7.08. CONDITIONS PRECEDENT. Upon the date of issuance of any of the Bonds, all conditions,
acts and things required by the Constitution or laws of the United States, the Constitution
or laws of the State, the Charter, or this Ordinance, to exist, to have happened, and to have
been performed precedent to or in the issuance of the Bonds shall exist, have happened and
have been performed, and the Bonds, together with all other obligations of the City, shall
not contravene any debt or other limitation prescribed by the Constitution or laws of the
United States, the Constitution or laws of the State, or the Charter.
7.09. RECORDS. The City will keep proper books of record and account, separate and apart from
all other records and accounts, showing complete and correct entries of all transactions
relating to the proceeds of the Sales and Use Taxes and the funds established herein, and
any Owner of any of the Bonds shall have the right at all reasonable times to inspect the
same.
7.10. PROTECTION OF SECURITY. The City, its officers, agents and employees, shall not take any
action in such manner or to such extent as might materially prejudice the security for the
payment of the Debt Service Requirements of the Bonds and any other securities payable
from the Pledged Revenues according to the terms thereof. No contract shall be entered
into nor any other action taken by which the rights of any Owner of any Bond or other
security payable from Pledged Revenues might be prejudicially and materially impaired or
diminished.
The City shall not enter into an agreement or otherwise take any action resulting in any
portion of the 0.5% Sales and Use Tax being included as incremental sales tax revenues
which will be required to be paid into a special fund, or pledged to the payment of
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obligations, pursuant to (i) an urban renewal plan as defined in Section 31-25-103(9),
C.R.S., (ii) a plan of development as defined in Section 31-25-802 (6.4), C.R.S., or (iii) a
value capture plan as defined in Section 43-4-508, C.R.S., or, in the case of (i), (ii) or (iii),
any similar plan adopted by the City exercising its powers as a home rule city.
7.11. ACCUMULATION OF INTEREST CLAIMS. In order to prevent any accumulation of interest or
claims for interest after maturity, the City shall not directly or indirectly extend or assent
to the extension of the time for the payment of any interest or claim for interest on any of
the Bonds or any other securities payable from Pledged Revenues; and the City shall not
directly or indirectly be a party to or approve any arrangements for any such extension or
for the purpose of keeping alive any of such coupons or other claims for interest. If the
time for the payment for any such installment of interest is extended in contravention of
the foregoing provisions, such installment or installments of interest after such extension
or arrangement shall not be entitled in case of default hereunder to the benefit or the
security of this Ordinance, except upon the prior payment in full of the principal of all of
the Bonds and any such securities or interest the payment of which has not been extended.
7.12. PROMPT PAYMENT OF BONDS. The City shall promptly pay the Debt Service Requirements
of every Bond at the places, on the dates, and in the manner specified herein and in the
Bonds according to the true intent and meaning hereof.
7.13. OTHER LIENS. Other than as provided herein, there are no other liens or encumbrances of
any nature whatsoever on or against the Pledged Revenues.
7.14. TAX COVENANT. The City covenants for the benefit of the Owners of the Bonds that it will
not take any action or omit to take any action with respect to the Bonds, the proceeds
thereof, any other funds of the City or any facilities financed with the proceeds of the Bonds
if such action or omission: (a) would cause the interest on the Bonds to lose its excludability
from gross income for federal income tax purposes under Section 103 of the Code, (b)
would cause interest on the Bonds to become a specific preference item for purposes of
federal alternative minimum tax under the Code, except as such interest is taken into
account in determining the annual adjusted financial statement income of applicable
corporations (as defined in Section 59(k) of the Code) for the purpose of computing the
alternative minimum tax imposed on corporations, or (c) would cause the Bonds and the
income therefrom to lose their exemption from Colorado taxation, except inheritance,
estate, and transfer taxes under present State law. The foregoing covenant shall remain in
full force and effect notwithstanding the payment in full or defeasance of the Bonds until
the date on which all obligations of the City in fulfilling the above covenant under the Tax
Code and Colorado law have been met.
Notwithstanding any provision of this Section, the City may rely conclusively on an
opinion of Bond Counsel in complying, or in any deviation from complying, with the
provisions hereof.
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SECTION 8. DEFEASANCE.
If, when the Bonds shall be paid in accordance with their terms (or payment of the Bonds has been
provided for in the manner set forth in the following paragraph), then this Ordinance and all rights
granted hereunder shall thereupon cease, terminate and become void and be discharged and
satisfied.
Payment of any Outstanding Bond shall prior to the maturity or Redemption Date thereof be
deemed to have been provided for within the meaning and with the effect expressed in this Section
if: (a) in case said Bond is to be redeemed on any date prior to its maturity, the City shall have
given to the Paying Agent in form satisfactory to it irrevocable instructions to give on a date in
accordance with the provisions of Section 3.02 hereof, notice of redemption of such Bond on said
Redemption Date, such notice to be given in accordance with the provisions of Section 3.02 hereof;
and (b) there shall have been deposited with the Paying Agent or a Trust Bank either moneys in
an amount which shall be sufficient, and/or Federal Securities which shall not contain provisions
permitting the redemption thereof at the option of the issuer, the principal of and the interest on
which when due, and without any reinvestment thereof, will provide moneys which, together with
the moneys, if any, deposited with or held by the Paying Agent or Trust Bank at the same time,
shall be sufficient to pay when due the Debt Service Requirements due and to become due on said
Bond on and prior to the Redemption Date or maturity date thereof, as the case may be, as
evidenced by a report of an independent firm of nationally recognized certified public accountants
verifying such sufficiency. Neither such Federal Securities nor moneys deposited with the Paying
Agent or Trust Bank pursuant to this Section or principal or interest payments on any such Federal
Securities shall be withdrawn or used for any purpose other than, and shall be held in trust for, the
payment of the Debt Service Requirements of said Bond; provided any cash received from such
principal or interest payments on such Federal Securities deposited with the Paying Agent or other
Trust Bank, if not then needed for such purpose, shall, to the extent practicable, be reinvested in
securities of the type described in (b) of this paragraph maturing at times and in amounts sufficient
to pay when due the Debt Service Requirements to become due on said Bond on or prior to such
Redemption Date or maturity date thereof, as the case may be. At such time as payment of a Bond
has been provided for as aforesaid, such Bond shall no longer be secured by or entitled to the
benefits of this Ordinance, except for the purpose of any payment from such moneys or securities
deposited with the Paying Agent or other Trust Bank.
The release of the obligations of the City under this Section shall be without prejudice to the right
of the Paying Agent to be paid reasonable compensation for all services rendered by it hereunder
and all its reasonable expenses, charges and other disbursements incurred on or about the
administration of and performance of its powers and duties hereunder.
Upon compliance with the foregoing provisions of this Section with respect to all Bonds then
Outstanding, this Ordinance may be discharged in accordance with the provisions of this Section
but the liability of the City in respect of the Bonds shall continue; provided that the Owners thereof
shall thereafter be entitled to payment only out of the moneys and/or Federal Securities deposited
with the Paying Agent or other Trust Bank as provided in this Section.
In the event that there is a defeasance of only part of the Bonds, the Registrar shall, if requested
by the City in writing, institute a system to preserve the identity of the individual Bonds or portions
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thereof so defeased, regardless of changes in Bond numbers attributable to transfers and exchanges
of Bonds, and the Registrar shall be entitled to reasonable compensation and reimbursement of
expenses from the City in connection with such system.
SECTION 9. DEFAULT PROVISIONS AND REMEDIES.
9.01. EVENTS OF DEFAULT. Each of the following events is hereby declared to be and to
constitute an Event of Default, provided however, that in determining whether a payment
default has occurred pursuant to paragraphs (1) or (2) of this Section, no effect shall be
given to payments made under an Insurance Policy:
(1) Nonpayment of Principal. Payment of the principal of or the redemption premium due
for any of the Bonds is not made when the same becomes due and payable, either at
maturity or by proceedings for prior redemption or otherwise;
(2) Nonpayment of Interest. Payment of any installment of interest on the Bonds is not
made when the same becomes due and payable;
(3) Incapable to Perform. The City for any reason is, or is rendered, incapable of fulfilling
its obligations hereunder.
(4) Default of Any Provision. The City makes any default in the due and punctual
performance of any of the representations, covenants, conditions, agreements and other
provisions contained in the Bonds or in this Ordinance on its part to be performed, other
than those provided in paragraphs (1), (2) and (3) of this Section 9.01 and other than
the City’s continuing disclosure covenant in Section 2.03 hereof, and if such default
continues for sixty days after written notice, specifying such default and requiring the
same to be remedied, is given to the City by Owners of at least twenty-five percent in
aggregate principal amount of the Bonds then Outstanding; provided that if such default
cannot be cured within such sixty days, and during that period corrective action has
commenced to remedy such default and subsequently is diligently pursued to the
completion of such performance, an Event of Default shall not be deemed to have
occurred.
9.02. REMEDIES FOR DEFAULTS. Upon the happening and continuance of any of the Events of
Default, as provided in Section 9.01 hereof, then and in every case the Owners of Bonds in
a principal amount not less than twenty-five percent of the aggregate principal amount of
the Bonds then Outstanding, including, without limitation, a trustee or trustees therefor,
may proceed against the City to protect and to enforce the rights of any Owner of Bonds
under this Ordinance by mandamus or by other suit, action, or special proceedings in equity
or at law, in any court of competent jurisdiction, either for the specific performance of any
covenant or agreement contained herein or for any proper legal or equitable remedy as such
Owners, trustee or trustees may deem most effectual to protect and to enforce the rights
aforesaid, or thereby to enjoin any act or thing which may be unlawful or in violation of
any right of any Owner of any Bond, or to require the City to act as if it were the trustee of
an express trust, or any combination of such remedies, or as otherwise may be authorized
by any statute or other provision of law. All such proceedings at law or in equity shall be
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instituted, had and maintained for the ratable benefit of all Owners of the Bonds.
Notwithstanding anything else provided herein, the Owners shall have no right to
accelerate the Bonds upon an Event of Default.
9.03. RIGHTS AND PRIVILEGES CUMULATIVE. The failure of any Owner of any Outstanding Bond
to proceed in any manner herein provided shall not relieve the City, or any of its officers,
agents or employees of any obligation to perform or carry out any duty, obligation or other
commitment. Each right or privilege of any such Owner (or trustee thereof) is in addition
and is cumulative to any other right or privilege, and the exercise of any right or privilege
by or on behalf of any Owner shall not be deemed a waiver of any other right or privilege
thereof.
9.04. DUTIES UPON DEFAULT. Upon the happening of any of the Events of Default as provided
in Section 9.01 hereof, the City, in addition, will do and perform all proper acts on behalf
of and for the Owners of the Outstanding Bonds to protect and to preserve the security
created for the payment of the Bonds and to insure the payment of the Debt Service
Requirements promptly as the same become due.
SECTION 10. AMENDMENT OF ORDINANCE.
10.01. AMENDMENTS OF ORDINANCE NOT REQUIRING CONSENT OF OR NOTICE TO OWNERS OF
BONDS. The City may, without the consent of, or notice to, the Owners of the Bonds, adopt
such ordinances supplemental hereto (which amendments shall thereafter form a part
hereof) for any one or more or all of the following purposes:
(1) To cure any ambiguity, or to cure, correct or supplement any defect or inconsistent
provision contained in this Ordinance, or to make any provision with respect to matters
arising under this Ordinance or for any other purpose if such provisions are necessary
or desirable and do not materially adversely affect the interests of the Owners of the
Bonds; or
(2) To subject to this Ordinance additional revenues, properties or collateral; or
(3) To provide for the issuance of Parity Securities or Subordinate Securities as permitted
by Section 6 hereof.
10.02 AMENDMENTS OF ORDINANCE REQUIRING CONSENT OF 100% OF OWNERS OF BONDS
ADVERSELY AFFECTED. This Ordinance may be amended or modified for any one or more
of the purposes set forth below, by ordinance duly adopted by the City Council, without
receipt by the City of any additional consideration, but only with the prior written consent
of the Owners of one hundred percent (100%) in aggregate principal amount of the Bonds
and Parity Securities Outstanding adversely affected thereby:
(1) Changing Payment. A change in the maturity or in the terms of redemption of the
principal of any Outstanding Bond or any installment of interest thereon; or
(2) Reducing Return. A reduction in the principal amount of any Bond, the rate of interest
thereon, or any prior redemption premium payable in connection therewith; or
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(3) Prior Lien. The creation of a lien upon or a pledge of revenues ranking prior to the lien
or to the pledge created by this Ordinance; or
(4) Modifying Amendment Terms. A reduction of the principal amount or percentage of
Bonds which may be required herein for any amendment hereto; or
(5) Priorities Between Bonds. The establishment of priorities as between Bonds issued
and Outstanding under the provisions of this Ordinance; or
(6) Partial Modification. Any modifications otherwise materially and prejudicially
affecting the rights or privileges of the Owners of less than all of the Bonds then
Outstanding.
10.03. AMENDMENTS OF ORDINANCE REQUIRING CONSENT OF MAJORITY OF OWNERS OF BONDS.
Except as otherwise provided in Sections 10.01 and 10.02 hereof, this Ordinance may be
amended or modified by ordinance duly adopted by the City Council, without receipt by
the City of any additional consideration, but with the prior written consent of the Owners
of at least a majority in aggregate principal amount of the Bonds and Parity Securities
Outstanding at the time of the adoption of such amendatory ordinance or other instrument.
10.04. NOTICE OF PROPOSED AMENDMENTS. Whenever the City Council proposes to amend or
modify this Ordinance under the provisions of Sections 10.02 or 10.03, it shall give notice
of the proposed amendment by certified mail, return receipt requested, to all Owners of the
Bonds and Parity Securities. Such notice shall be mailed at least thirty days prior to the
adoption of the proposed amendment, shall briefly set forth the nature of the proposed
amendment and shall state that a copy of the proposed amendatory ordinance or other
instrument is on file in the office of the City Clerk for public inspection.
SECTION 11. MISCELLANEOUS.
11.01. AUTHORIZATION OF DOCUMENTS. The form, terms and provisions of the Continuing
Disclosure Certificate, the Escrow Agreement, the Paying Agent Agreement and the
Purchase Contract are hereby approved, and the City shall enter into and perform its
obligations thereunder in substantially the forms of such documents on file with the City
Clerk; and the officers of the City are hereby authorized and directed to execute and deliver
such documents as required hereby. Such documents are to be executed in substantially
the forms hereinabove approved, provided that such documents may be completed,
corrected or revised as deemed necessary by the parties thereto in order to carry out the
purposes of this Ordinance. The execution of any document or instrument by the
appropriate officers of the City herein authorized shall be conclusive evidence of the
approval by the City of such document or instrument in accordance with the terms hereof.
The City Manager and the City Treasurer are each independently authorized to execute and
deliver any documents necessary to obtain the Insurance Policy and the Reserve Fund
Insurance Policy to secure the payment of the principal of and interest on the Bonds, if so
determined in the Sale Certificate.
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The officers and employees of the City and members of the Board are hereby authorized
and directed to take any and all other actions necessary or appropriate to effectuate the
provisions of this Ordinance, including but not limited to, the issuance of the Bonds, the
execution and delivery of the Continuing Disclosure Certificate, the Escrow Agreement,
the Paying Agent Agreement, the Purchase Contract, and any and all additional documents,
instruments, certificates and other papers, and performing all other acts that they deem
necessary or appropriate.
11.02. REPLACEMENT OF REGISTRAR OR PAYING AGENT. The Registrar or Paying Agent may
resign at any time upon 30 days prior written notice to the City. The City may remove the
Registrar or Paying Agent upon 30 days prior written notice to the Registrar and/or Paying
Agent, as the case may be. No resignation or removal of the Registrar or Paying Agent
shall take effect until a successor has been appointed; provided, that if no successor is
appointed by the end of 90 days, the Paying Agent or Registrar may petition a court of
competent jurisdiction to appoint a successor. If the Registrar or Paying Agent initially
appointed shall resign, or if the City shall remove said Registrar or Paying Agent, the City
may, upon notice mailed to each Registered Owner of any Bond, at the address last shown
on the registration books, appoint a successor Registrar or Paying Agent, or both. Every
such successor Registrar or Paying Agent shall be a Commercial Bank or shall be an officer
of the City. It shall not be required that the same institution serve as both Registrar and
Paying Agent hereunder, but the City shall have the right to have the same institution serve
as both Registrar and Paying Agent hereunder.
Any company or national banking association into which the Registrar or Paying Agent
may be merged or converted or with which it may be consolidated or any company or
national banking association resulting from any merger, conversion or consolidation to
which it shall be a party or any company or national banking association to which the
Registrar or Paying Agent may sell or transfer all or substantially all of its corporate trust
business, provided such company shall be eligible, shall be the successor to such Registrar
or Paying Agent without the execution or filing of any paper or further act, anything herein
to the contrary notwithstanding.
11.03. NO RECOURSE AGAINST OFFICERS AND AGENTS. Pursuant to Section 11-57-209 of the
Supplemental Act, if a member of the City Council, or any officer or agent of the City acts
in good faith, no civil recourse shall be available against such member, officer, or agent for
payment of the principal of or interest on the Bonds. Such recourse shall not be available
either directly or indirectly through the City Council or the City, or otherwise, whether by
virtue of any constitution, statute, rule of law, enforcement of penalty, or otherwise. By
the acceptance of the Bonds and as a part of the consideration of their sale or purchase, any
Person purchasing or selling such Bond specifically waives any such recourse.
11.04. ORDINANCE IRREPEALABLE. This Ordinance is, and shall constitute, a legislative measure
of the City, and after any of the Bonds are issued, this Ordinance shall constitute an
irrevocable contract between the City and the Owner or Owners of the Bonds; and this
Ordinance, if any Bonds are in fact issued, shall be and shall remain irrepealable until the
Bonds, as to all Debt Service Requirements, shall be fully paid, cancelled and discharged,
as herein provided.
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11.05. LIMITATION OF ACTIONS. Pursuant to Section 11-57-212 of the Supplemental Act, no legal
or equitable action brought with respect to any legislative acts or proceedings of the City
in connection with the authorization or issuance of the Bonds, including but not limited to
the adoption of this Ordinance, shall be commenced more than thirty days after the
authorization of the Bonds.
11.05. INTERESTED PARTIES. Nothing in this Ordinance expressed or implied is intended or shall
be construed to confer upon, or to give or grant to, any Person, other than the City, the
Insurer, the Surety Provider, the Paying Agent and the Registered Owners of the Bonds,
any right, remedy or claim under or by reason of this Ordinance or any covenant, condition
or stipulation hereof, and all covenants, stipulations, promises and agreements in this
Ordinance contained by and on behalf of the City shall be for the sole and exclusive benefit
of the City, the Insurer, the Surety Provider, the Paying Agent and the Registered Owners
of the Bonds.
11.07. REPEALER. All ordinances, resolutions, bylaws, orders, and other instruments, or parts
thereof, inconsistent herewith are hereby repealed to the extent only of such inconsistency.
This repealer shall not be construed to revive any ordinance, resolution, bylaws, order, or
other instrument, or part thereof, heretofore repealed.
11.08. SEVERABILITY, CONFLICTING ORDINANCES REPEALED. If any section, subsection or clause
of this Ordinance shall be deemed to be unconstitutional or otherwise invalid, the validity
of the remaining sections, subsections and clauses shall not be affected thereby. All other
ordinances or parts of ordinances in conflict with the provisions of this Ordinance are
hereby repealed.
11.09. CHARTER CONTROLS. Pursuant to Article XX of the State Constitution and the Charter, all
State statutes that might otherwise apply in connection with the provisions of this
Ordinance are hereby superseded to the extent of any inconsistencies or conflicts between
the provisions of this Ordinance and the Sale Certificate authorized hereby and such
statutes. Any such inconsistency or conflict is intended by the City Council and shall be
deemed made pursuant to the authority of Article XX of the State Constitution and the
Charter.
11.10. RATIFICATION AND APPROVAL OF PRIOR ACTIONS. All actions heretofore taken by the
officers of the City and members of the City Council, not inconsistent with the provisions
of this Ordinance, relating to the 2016 Election, the authorization, sale, issuance, and
delivery of the Bonds, and the application of the proceeds of the Bonds to the Project, are
hereby ratified, approved, and confirmed.
11.11. EFFECTIVE DATE. This Ordinance shall take effect immediately upon adoption at second
reading and signature by the Mayor, as permitted by Section 5.11 of the Charter.
11,12 ELECTRONIC SIGNATURES; ELECTRONIC TRANSACTIONS. The Mayor, the City Clerk, the
City Manager, the City Treasurer and all other employees and officials of the City that are
authorized or directed to execute any agreement, document, certificate, instrument or other
paper in accordance with this Ordinance (collectively, the “Authorized Documents”) are
-38-
hereby authorized to execute Authorized Documents electronically via facsimile or email
signature. Any electronic signature so affixed to any Authorized Document shall carry the
full legal force and effect of any original, handwritten signature. This provision is made
pursuant to Article 71.3 of Title 24, C.R.S., also known as the Uniform Electronic
Transactions Act. It is hereby determined that the transactions described herein may be
conducted and related documents may be stored by electronic means. Copies, telecopies,
facsimiles, electronic files and other reproductions of original executed documents shall be
deemed to be authentic and valid counterparts of such original documents for all purposes,
including the filing of any claim, action or suit in the appropriate court of law.
-39-
INTRODUCED, READ, AND ADOPTED on first reading by a vote of ___ to ___ on
this 26th day of August, 2024, ordered published by title and in full on the City’s website as
provided by the Home Rule Charter, and Public Hearing and consideration on final passage set for
September 9, 2024 at 6:30 p.m., in the Council Chambers, 7500 West 29th Avenue, Wheat Ridge,
Colorado.
READ, ADOPTED AND ORDERED PUBLISHED on second and final reading by a
vote of ___ to ___, this 9th day of September, 2024.
SIGNED by the Mayor on this 9th day of September, 2024.
_________________________
Bud Starker, Mayor
ATTEST:
_____________________________
Margy Greer, Sr. Deputy City Clerk
Approved as to Form
_________________________
Gerald Dahl, City Attorney
First Publication: August 27, 2024
Second Publication: September 10, 2024
Effective Date: September 9, 2024
Published:
Jeffco Transcript and www.ci.wheatridge.co.us
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EXHIBIT A
[Form of Bond]
Unless this bond is presented by an authorized representative of The Depository Trust Company,
a New York corporation (“DTC”), to the City or its agent for registration of transfer, exchange, or
payment, and any bond issued is registered in the name of Cede & Co. or in such other name as is
requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to
such other entity as is requested by an authorized representative of DTC), ANY TRANSFER,
PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON IS WRONGFUL inasmuch as the Registered Owner hereof, Cede & Co., has an interest
herein.
UNITED STATES OF AMERICA
STATE OF COLORADO
CITY OF WHEAT RIDGE
SALES AND USE TAX REVENUE REFUNDING
AND IMPROVEMENT BOND
SERIES 2024
No. R-_____ $__________
INTEREST RATE MATURITY DATE DATED AS OF CUSIP
_____% ________ 1, 20___ _______, 2024
REGISTERED OWNER: Cede & Co.
PRINCIPAL AMOUNT: DOLLARS
The City of Wheat Ridge, Colorado (the “City”), for value received, hereby
acknowledges the City indebted and promises to pay to the Registered Owner specified above, or
registered assigns, solely from the special funds provided therefor, as set forth herein, the Principal
Amount specified above, on the Maturity Date specified above, and interest thereon payable on
June 1 and December 1 in each year commencing on _______ 1, 2024, at the Interest Rate per
annum specified above, until the Principal Amount is paid or payment has been provided therefor.
This bond will bear interest payable to the Registered Owner at the Interest Rate specified above
from the most recent Interest Payment Date to which interest has been paid or provided for, or, if
no interest has been paid, from the date of this bond. This bond is one of an authorized series
issued pursuant to an ordinance of the City Council of the City (the “City Council”) adopted on
________ __, 2024 (the “Bond Ordinance”). To the extent not defined herein, terms used in this
Bond shall have the same meanings as set forth in the Bond Ordinance.
This Bond bears interest, matures, is payable, is subject to optional redemption and
to mandatory sinking fund redemption, and is transferable as provided in the Bond Ordinance and
the Sale Certificate.
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This Bond is a special and limited obligation of the City payable solely out of and
secured by an irrevocable first lien, but not an exclusive first lien, on the Pledged Sales and Use
Taxes, and from moneys on deposit or credited to the 0.5% Sales and Use Tax Fund, the Bond
Fund relating to the Bonds and the 2024 Reserve Fund, if any, relating to the Bonds. This Bond,
including the interest thereon, does not constitute a debt or an indebtedness of the City within the
meaning of any constitutional, home rule charter or statutory provision or limitation of the State
of Colorado. This Bond is not payable, in whole or in part, from the proceeds of ad valorem taxes
of the City, and the full faith and credit of the City is not pledged for the payment of the principal
of or interest on this Bond.
The principal of the Bonds shall be payable at the principal office of the Paying
Agent upon presentation and surrender of such Bonds. Except as otherwise provided in the Bond
Ordinance, payment of interest on the Bonds shall be paid by check or wire on the Interest Payment
Date to the Person appearing on the registration records of the City as the Registered Owner thereof
as of the close of business of the Registrar on the Record Date to the address of such Owner as it
appears on the registration records of the City.
Reference is made to the Bond Ordinance and to all ordinances supplemental
thereto, with respect to the nature and extent of the security for the Bonds, rights, duties and
obligations of the City, the rights of the Owners of the Bonds, the rights, duties and obligations of
the Paying Agent and Registrar, the circumstances under which any Bond is no longer
Outstanding, the ability to amend the Bond Ordinance, the ability to issue Parity Securities, and to
all the provisions of which the Registered Owner hereof by the acceptance of this Bond assents.
The Bonds of the series of which this is one are issued by the City for the purpose
of defraying wholly or in part the costs of the Project, all under the authority of and in full
conformity with the Constitution and laws of the State of Colorado, the Charter of the City, Title
11, Article 57, Part 2, C.R.S. and all other laws of the State of Colorado thereunto enabling, and
pursuant to the authority conferred at the 2016 Election, the 2023 Election, and the Bond
Ordinance duly adopted prior to the issuance of this Bond. Pursuant to Section 11-57-210, C.R.S.,
this recital shall be conclusive evidence of the validity and the regularity of the issuance of this
Bond after its delivery for value.
It is hereby certified, recited and warranted that all the requirements of law have
been complied with by the proper officers of the City in the issuance of this Bond.
This bond shall not be valid or obligatory for any purpose until the Registrar shall
have manually signed the certificate of authentication herein.
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IN WITNESS WHEREOF, the City Council of the City of Wheat Ridge, Colorado,
has caused this Bond to be executed in its name and on its behalf with the manual facsimile
signature of the Mayor of the City, to be sealed with the manual or facsimile seal of the City, and
to be signed and attested with the manual or facsimile signature of the City Clerk of the City.
CITY OF WHEAT RIDGE, COLORADO
(Manual or Facsimile Signature) _
Mayor
(SEAL)
Attest:
(Manual or Facsimile Signature)
City Clerk
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(Form of Registrar’s Certificate of Authentication)
REGISTRAR’S CERTIFICATE OF AUTHENTICATION
Date of authentication and registration: __________________
This is one of the Bonds described in the within-mentioned Ordinance, and this
bond has been duly registered on the registration books kept by the undersigned, as Registrar for
such Bonds.
_______________________, as Registrar
By ____________________________________
Authorized Officer
(End of Form of Registrar’s Certificate of Authentication)
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(Form of Assignment)
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfer unto
__________________________ the within bond and hereby irrevocably constitutes and appoints
__________________________ attorney, to transfer the same on the records of the Registrar, with
full power of substitution in the premises.
_______________________________________
Dated:
Signature Guaranteed:
Signature must be guaranteed by a
member of a Medallion Signature
Program.
Address of Transferee:
Social Security or other tax
identification number of transferee:
NOTE: The signature to this Assignment must correspond with the name as written on the face of
the within bond in every particular, without alteration or enlargement or any change whatsoever.
EXCHANGE OR TRANSFER FEES MAY BE CHARGED.
(End of Form of Assignment)
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34986056.v5
(Form of Prepayment Panel)
PREPAYMENT PANEL
The following installments of principal (or portion thereof) of this bond have been
prepaid in accordance with the terms of the ordinance authorizing the issuance of this bond.
Date of Prepayment Principal Prepaid
Signature of Authorized
Representative of the Depository
(End of Form of Prepayment Panel)
BOND PURCHASE AGREEMENT
Dated
__________ __, 2024
By and Between
CITY OF WHEAT RIDGE, COLORADO
AND
PIPER SANDLER & CO., as Underwriter
relating to $[____________] CITY OF WHEAT RIDGE, COLORADO
SALES AND USE TAX REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES 2024
ATTACHMENT 2
BOND PURCHASE AGREEMENT
$[______________]
City of Wheat Ridge
Sales and Use Tax Revenue Refunding and Improvement Bonds Series 2024 ___________ __, 2024
City of Wheat Ridge, Colorado
Ladies and Gentlemen:
The undersigned, Piper Sandler & Co. (the “Underwriter” or “Piper”), and its successors and assigns, offers to enter into the following Bond Purchase Agreement (this “Agreement”) with the City of Wheat Ridge, Colorado, its successors and assigns (the “City”), which, upon the City’s written acceptance of this offer, will be binding upon the City and upon the Underwriter. This offer
is made subject to the City’s written acceptance hereof on or before 5:00 p.m., Mountain Time, on
_________ __, 2024, and, if not so accepted, will be subject to withdrawal by the Underwriter upon notice delivered to the City at any time prior to the acceptance hereof by the City. Terms not otherwise defined in this Agreement shall have the same meanings set forth in the Indenture (as defined herein) or in the Official Statement (as defined herein).
1. Purchase and Sale of the Bonds. Subject to the terms and conditions and in reliance upon
the representations, warranties and agreements set forth herein, the Underwriter hereby agrees to purchase from the City, and the City hereby agrees to sell and deliver to the Underwriter, all, but not less than all, of the City’s Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024 (the “Bonds”), in the original aggregate principal
amount of $[____________]. The Bonds are being issued by the City to provide funds to: (i)
refund, pay and discharge certain of the outstanding City Sales and Use Tax Revenue Bonds, Series 2017A (the “2017 Bonds”) in the outstanding principal amount of $12,120,000 (the “Refunding Project”) and (ii) finance a portion of the public improvements authorized pursuant to an election held within the City on November 7, 2023 (the “2023 Election”),
whereby the City was authorized to increase debt in an amount not to exceed $75,000,000,
with a maximum repayment cost of not to exceed $125,000,000, and to pay such debt and the 2017 Bonds, with the proceeds to be used only for certain public investments as provided in the question approved at the 2023 Election (the “Improvement Project”) , and pay costs of issuance of the Bonds (the Refunding Project, the Improvement Project and such costs of
issuance are collectively referred to as the “Project”).
The Bonds will be issued pursuant to the terms and provisions of Title 11, Article 57, Part 2, Colorado Revised Statutes (the “Supplemental Public Securities Act”).
Inasmuch as this purchase and sale of the Bonds represents a negotiated transaction, the City acknowledges and agrees that: (i) the transaction contemplated by this Agreement is an arm’s
length, commercial transaction between the City and the Underwriter in which the
Underwriter is acting solely as a principal and is not acting as a municipal advisor, financial advisor or fiduciary to the City; (ii) the Underwriter has not assumed any advisory or
fiduciary responsibility to the City with respect to the transaction contemplated hereby and the discussions, undertakings and procedures leading thereto (irrespective of whether the
Underwriter has provided other services or is currently providing other services to the City
on other matters); (iii) the Underwriter is acting solely in its capacity as underwriter for its own accounts, (iv) the only obligations the Underwriter has to the City with respect to the transaction contemplated hereby expressly are set forth in this Agreement; and (v) the City has consulted its own legal, accounting, tax, financial and other advisors, as applicable, to
the extent it has deemed appropriate. The Underwriter has been duly authorized to execute
this Agreement and to act hereunder.
The principal amount of the Bonds to be issued, the dated date therefor, the maturities, sinking fund and optional redemption provisions and interest rates per annum are set forth in Schedule I hereto. The Bonds are authorized pursuant to a resolution of the City adopted
on __________ __, 2024 (the “Bond Resolution”). The Bonds shall be as described in, and
shall be issued and secured under and pursuant to the provisions of the Bond Resolution and the Registrar and Paying Agent Agreement between the City and BOKF, N.A., as Registrar and Paying Agent, dated as of the date of delivery of the Bonds (the “Paying Agent Agreement”).
The purchase price for the Bonds shall be $[_____________] (comprised of the par amount
of the Bonds, plus a reoffering premium of $[____________], less Underwriter’s discount of $[__________]).
2. Public Offering. The Underwriter agrees to make a bona fide public offering of all the Bonds at a price not to exceed the public offering price set forth on the cover of the Official
Statement (as defined below) and may subsequently change such offering price without
any requirement of prior notice. The Underwriter may offer and sell Bonds to certain dealers (including dealers depositing Bonds into investment trusts) and others at prices lower than the public offering price stated on the cover page of the Official Statement.
3. Establishment of Issue Price
(a) The Underwriter agrees to assist the City in establishing the issue price of the Bonds
and shall execute and deliver to the City at Closing an “issue price” certificate in substantially the form attached hereto as Exhibit A, together with the supporting pricing wires or equivalent communications, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the City
and Bond Counsel, to accurately reflect the sales price or prices or the initial
offering price or prices of the Bonds to the Public.
(b) The Underwriter confirms that the Bonds have been offered to the Public on the Sale Date at the specified offering price (the “initial offering price”) for each Maturity, or at the corresponding yield or yields, set forth in Schedule I. Schedule
I also sets forth, as of the Sale Date, (i) any Maturity at least 10% of which has been
sold to the Public at a single price and the first price at which at least 10% of each such Maturity was sold to the Public, and (ii) any Maturity less than 10% of which
has been sold to the Public at a single price (a “Hold-the-Offering-Price Maturity”), if any.
(c) If there is a Hold-the-Offering-Price Maturity, then the Underwriter will neither
offer nor sell Bonds of a Hold-the-Offering-Price Maturity to any person at a price that is higher than the respective initial offering price to the Public during the period (the “Holding Period”) starting on the Sale Date and ending on the earlier of the following:
(1) the close of the fifth (5th) business day after the Sale Date; or
(2) the date on which the Underwriter has sold at least 10% of that Maturity to the Public at one or more prices that are no higher than the initial offering price to the Public.
The Underwriter shall, if requested in writing by the City, promptly advise the City
when the Holding Period for each Maturity has concluded and, if requested in
writing by the City, shall confirm at that time that during the Holding Period the Underwriter did not offer or sell any Bonds of that Maturity at a price higher than the initial offering price.
(d) The Underwriter confirms that it has not agreed and will not agree pursuant to a
written contract directly or indirectly with any person other than the City to
participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).
(e) The Underwriter acknowledges that sales of any Bonds to any person that is a
related party to the Underwriter shall not constitute sales to the Public for purposes
of this Section. Further, for purposes of this Section:
(i) “Public” means any person other than a Member of the Distribution Group or a related party to a Member of the Distribution Group;
(ii) “Maturity” means Bonds with the same credit and payment terms; Any
Bonds with different maturity dates, or with the same maturity date but
different stated interest rates, are treated as separate Maturities;
(iii) “Member of the Distribution Group” means (A) any person that agrees pursuant to a written contract with the City (or with the Underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to
the Public and (B) any person that agrees pursuant to a written contract
directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public);
(iv) A person is a “related party” to a Member of the Distribution Group if the Member of the Distribution Group and that person are subject, directly or
indirectly, to (A) at least 50% common ownership of the voting power or
the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of
another), or (C) more than 50% common ownership of the value of the
outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other); and
(v) “Sale Date” means the date of execution of this Agreement by all parties.
4. The Official Statement.
(a) The Preliminary Official Statement, dated _______ __, 2024 (the “Preliminary Official Statement”), including the cover page and Appendices thereto, of the City relating to the Bonds has been prepared by the City for use by the Underwriter in
connection with the public offering, sale and distribution of the Bonds. The City
hereby consents to and ratifies the use and distribution by the Underwriter of the Preliminary Official Statement in connection with the public offering of the Bonds by the Underwriter, and further confirms the authority of the Underwriter to use, and consents to the use of, the final Official Statement with respect to the Bonds in
connection with the public offering and sale of the Bonds. The City hereby
represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was (and hereby is) “deemed final” by the City as of its date for purposes of Rule 15c2-12, except for permitted omissions.
(b) The City hereby authorizes the final Official Statement, to be dated as of the date
hereof, relating to the Bonds (the “Official Statement”), to be used by the Underwriter
in connection with the public offering and the sale of the Bonds. The City shall provide, or cause to be provided, to the Underwriter as soon as practicable after the date of the City’s acceptance of this Agreement (but, in any event, not later than within seven business days after the City’s acceptance of this Agreement and in
sufficient time to accompany any confirmation that requests payment from any
customer) copies of the Official Statement which is complete as of its dated date and as of the date of its delivery to the Underwriter in such quantity as the Underwriter shall request in order for the Underwriter to comply with the rules of the Municipal Securities Rulemaking Board (the “MSRB”). The City hereby confirms that it does
not object to the distribution of the Official Statement in electronic form and approves
the prior distribution of the Preliminary Official Statement in electronic form. The City will execute the Official Statement by an authorized officer of the City either manually or by electronic signature. The Official Statement shall be in substantially the same form as the Preliminary Official Statement, except as to revisions permitted
by Rule 15c2-12. The City covenants that, prior to delivery of the Official Statement
to the Underwriter, appropriate City officials will review and approve the information in the Official Statement.
(c) If, within 90 days after the date of this Agreement, the City becomes aware of any
fact or event which might or would cause the Official Statement, whether or not previously supplemented or amended, to contain any untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which such
statements were made, not misleading, or if it is necessary to amend or supplement
the Official Statement to comply with law, the City will notify the Underwriter (and for the purposes of this clause provide the Underwriter with such information as it may from time to time request), and if, in the opinion of the Underwriter, such fact or event requires preparation and publication of a supplement or amendment to the
Official Statement, the City will forthwith prepare and furnish, at the City’s own
expense (in a form and manner approved by the Underwriter), a reasonable number of copies of either amendments or supplements to the Official Statement so that the statements in the Official Statement as so amended and supplemented will not contain any untrue statement of a material fact or omit to state a material fact required
to be stated therein or necessary to make the statements therein, in the light of the
circumstances under which such statements were made, not misleading or so that the Official Statement will comply with law. If such notification shall be subsequent to the Closing, the City shall furnish such legal opinions, certificates, instruments and other documents as the Underwriter may deem necessary to evidence the truth and
accuracy of such supplement or amendment to the Official Statement.
(d) (d) The Underwriter hereby agrees to file an electronic copy of the Official Statement with the MSRB. Unless otherwise notified in writing by the Underwriter, the City can assume that the “end of the underwriting period” is the date of the Closing.
5. Representations, Warranties, and Covenants of the City. The City hereby represents and
warrants to and covenants with the Underwriter that:
(a) The City is duly created, organized and existing under the laws of the State. Under the provisions of the Bond Resolution and the Supplemental Public Securities Act, the City has full legal right, power and authority and at the date of the Closing will
have full legal right, power and authority under the Bond Resolution and the
Supplemental Public Securities Act, and the Paying Agent Agreement: (i) to enter into, execute and deliver this Agreement, the Bond Resolution, the Sale Certificate authorized in the Bond Resolution (the “Sale Certificate”), the Paying Agent Agreement, the Continuing Disclosure Certificate, dated the Closing Date (the
“Continuing Disclosure Certificate”) and all documents required hereunder and
thereunder to be executed and delivered by the City (this Agreement, the Bond Resolution, the Sale Certificate, the Paying Agent Agreement, the Continuing Disclosure Certificate and such other documents are hereinafter collectively referred to as the “City Documents”), (ii) to sell, issue and deliver the Bonds to the
Underwriter as provided herein, and (iii) to carry out and consummate the
transactions contemplated by the City Documents and the Official Statement, and the City has complied, and will at the Closing be in compliance in all respects, with
the terms of the Bond Resolution, the Supplemental Public Securities Act, and the
City Documents as they pertain to such transactions;
(b) By all necessary official action of the City on or prior to the date hereof, the City has duly authorized all necessary action to be taken by it for (i) the adoption of the Bond Resolution and the issuance and sale of the Bonds, (ii) the approval, execution and
delivery of, and the performance by the City of the obligations on its part, contained
in the Bonds and the City Documents and (iii) the consummation by it of all other transactions contemplated by the Official Statement, and the City Documents and any and all such other agreements and documents as may be required to be executed, delivered and/or received by the City in order to carry out, give effect to, and
consummate the transactions contemplated herein and in the Official Statement;
(c) Assuming due authorization, execution and delivery by the other parties thereto, the City Documents, to the City’s knowledge, will constitute legal, valid and binding obligations of the City, enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium and other
similar laws and principles of equity relating to or affecting the enforcement of
creditors’ rights;
(d) The City is not in material breach of or default under any applicable constitutional provision, law or administrative regulation of the State or the United States or any applicable judgment or decree or any loan agreement, indenture, bond, note,
resolution, agreement or other instrument to which the City is a party or to which
the City is or any of its property or assets are otherwise subject, and no event has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the City under any of the foregoing; and the execution and delivery of the Bonds, the City
Documents and the adoption of the Bond Resolution and compliance with the
provisions on the City’s part contained therein, will not conflict with or constitute a breach of or default under any constitutional provision, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the City is a party or to which the City is or to which any
of its property or assets are otherwise subject nor will any such execution, delivery,
adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the City to be pledged to secure the Bonds or under the terms of any such law, regulation or instrument, except as provided by the Bonds, the
Bond Resolution and the Indenture;
(e) All authorizations, approvals, licenses, permits, consents and orders of any governmental authority, legislative body, board, agency or commission having jurisdiction of the matter which are required for the due authorization of, which would constitute a condition precedent to, or the absence of which would materially
adversely affect the due performance by the City of its obligations under the City
Documents, and the Bonds have been duly obtained or will be duly obtained on or before the Closing Date, except for such approvals, consents and orders as may be
required under the Blue Sky or securities laws of any jurisdiction in connection
with the offering and sale of the Bonds;
(f) There is no litigation, action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body, pending or, to the best knowledge of the City, threatened against the City, affecting the
existence of the City or the titles of its officers to their respective offices, or
affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Bonds or the pledge of the Pledged Revenues to the repayment of the Bonds pursuant to the Bond Resolution and Paying Agent Agreement or in any way contesting or affecting the validity or enforceability of the Bonds, the City
Documents, or contesting the exclusion from gross income of interest on the Bonds
for federal income tax purposes or State income tax purposes, or contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto, or contesting the powers of the City, or any authority for the issuance of the Bonds, the adoption of
the Bond Resolution or the execution and delivery of the City Documents, nor, to
the best knowledge of the City, is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the validity or enforceability of the Bonds or the City Documents;
(g) As of the date thereof, the Preliminary Official Statement did not contain any untrue
statement of a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the City makes no comments with regard to certain information in the Official Statement, such as information (i) provided by the Underwriter for inclusion in the Official Statement
relating to the Underwriter and the reoffering prices or yields of the Bonds, and (ii)
describing DTC and its book-entry-only registration system (the information described in (i) and (ii) of this subparagraph, the “Excluded Information”) and, subject to the condition that while information in the Preliminary Official Statement obtained from sources other than the City is not guaranteed as to accuracy,
completeness, or fairness, such information has been obtained from sources the City
believes to be reliable, and the City has no reason to believe that such statements and data are untrue in any material respect;
(h) Unless the Official Statement is amended or supplemented pursuant to paragraph (c) of Section 4 of this Agreement), the Official Statement, as of the date hereof (its
dated date) and at all times subsequent thereto during the period up to and including
the date of Closing, will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, except that the City makes no representation about the Excluded
Information and subject to the condition that while information in the Official
Statement obtained from sources other than the City is not guaranteed as to
accuracy, completeness, or fairness, such information has been obtained from sources the City believes to be reliable, and the City has no reason to believe that
such statements and data are untrue in any material respect;
(i) If the Official Statement is supplemented or amended pursuant to paragraph (c) of Section 4 of this Agreement, at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto during the period up to and including the
date of Closing the Official Statement as so supplemented or amended will not
contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which made, not misleading, except that the City makes no representation about the Excluded Information and subject to the condition that
while information in such supplemented or amended Official Statement obtained
from sources other than the City is not guaranteed as to accuracy, completeness, or fairness, such information has been obtained from sources the City believes to be reliable, and the City has no reason to believe that such statements and data are untrue in any material respect;
(j) The City will apply, or cause to be applied, the proceeds from the sale of the Bonds
as provided in and subject to all of the terms and provisions of the Indenture, and not to take or omit to take any action which action or omission will adversely affect the exclusion from gross income for federal income tax purposes or State income tax purposes of the interest on the Bonds;
(k) The City will furnish such information and execute such instruments and take such
action in cooperation with the Underwriter as the Underwriter may reasonably request (A) to (y) qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions in the United States as the Underwriter may designate and (z) determine the eligibility of the
Bonds for investment under the laws of such states and other jurisdictions and (B)
to continue such qualifications in effect so long as required for the distribution of the Bonds (provided, however, that the City will not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction) and will advise the Underwriter immediately of
receipt by the City of any notification with respect to the suspension of the
qualification of the Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose;
(l) The financial statements of, and other financial information regarding, the City to be included in the Official Statement will fairly present the financial position and results
of the City as of the dates and for the periods therein set forth. Prior to the Closing,
there will be no adverse change of a material nature in such financial position, results of operations or condition, financial or otherwise, of the City that was not disclosed in the Preliminary Official Statement and the Official Statement. The City is not a party to any litigation or other proceeding pending or, to its knowledge, threatened
which, if decided adversely to the City, would have a materially adverse effect on the financial condition of the City;
(m) Other than as disclosed in the Preliminary Official Statement and the Official
Statement, the City has not within the last five (5) years failed to comply in any material respect with any undertaking to provide continuing disclosure under Rule 15c2-12.
(n) Prior to the Closing, the City will not offer or issue in any material amount any
bonds, notes or other obligations for borrowed money or incur any material
liabilities, direct or contingent, payable from or secured by the Pledged Revenues without the prior approval of the Underwriter;
(o) Any certificate, signed by any official of the City authorized to do so in connection with the transactions contemplated by this Agreement, shall be deemed a
representation and warranty by the City to the Underwriter as to the statements
made therein.
6. Closing.
(a) At or before 11:00 a.m., Mountain Time, on __________ __, 2024, or at such other time and date as shall have been mutually agreed upon by the City and the
Underwriter (the “Closing” or the “Closing Date”), the City will, subject to the
terms and conditions hereof, deliver the Bonds to DTC (as defined below) on behalf of the Underwriter as described in Section 6(b) hereof, will deliver the other documents hereinafter mentioned in Section 7(h) to the Underwriter, and the Underwriter will, subject to the terms and conditions hereof, accept such delivery
and pay the purchase price of the Bonds as set forth in Section 1 of this Agreement
by wire transfer payable in immediately available funds to the Trustee or as otherwise directed by the City.
(b) Delivery of the Bonds shall be made to The Depository Trust Company, New York, New York (“DTC”). The Bonds shall be delivered, duly executed and
authenticated, in definitive fully registered form, bearing CUSIP numbers without
coupons, with one Bond for each maturity of the Bonds bearing interest at the same interest rate, registered in the name of Cede & Co., all as provided in the Sale Certificate and the Indenture, and shall be made available to the Underwriter at least one business day before the Closing for purposes of inspection.
7. Closing Conditions. The Underwriter has entered into this Agreement in reliance upon the
representations, warranties and agreements of the City contained herein, and in reliance upon the representations, warranties and agreements to be contained in the documents and instruments to be delivered at the Closing and upon the performance by the City of its obligations hereunder, both as of the date hereof and as of the date of the Closing.
Accordingly, the Underwriter’s obligations under this Agreement to purchase, to accept
delivery of and to pay for the Bonds shall be conditioned upon the performance by the City of its obligations to be performed hereunder and under such documents and
instruments at or prior to the Closing, and shall also be subject to the following additional conditions, including the delivery by the City of such documents as are enumerated herein,
in form and substance reasonably satisfactory to the Underwriter:
(a) The representations and warranties of the City contained herein and in the City Documents shall be true, complete and correct on the date hereof and on and as of the date of the Closing, as if made on the date of the Closing;
(b) The City shall have performed and complied with all agreements and conditions
required by this Agreement and the City Documents to be performed or complied
with by it prior to or at the Closing;
(c) At the time of the Closing, (i) the City Documents and the Bonds shall have been duly executed and delivered and shall be in full force and effect in the forms heretofore approved by the Underwriter and shall not have been amended, modified
or supplemented, and the Official Statement shall not have been supplemented or
amended, except in any such case as may have been agreed to by the Underwriter; and (ii) all actions of the City required to be taken by the City shall be performed in order for Bond Counsel and other counsel to deliver their respective opinions referred to hereafter;
(d) At or prior to the Closing, the Bond Resolution, the Sale Certificate and the Paying
Agent Agreement shall have been duly executed and delivered by the City and the City shall have duly executed and delivered and the Paying Agent shall have duly authenticated the Bonds;
(e) The City shall not have failed to pay principal or interest when due on any of its
outstanding obligations for borrowed money;
(f) All steps to be taken and all instruments and other documents to be executed, and all other legal matters in connection with the transactions contemplated by this Agreement shall be reasonably satisfactory in legal form and effect to the Underwriter;
(g) At or prior to the Closing, the Underwriter shall have received copies of each of the
following documents:
(1) The Official Statement, and each supplement or amendment thereto, if any, executed by the City, and the reports and audits referred to or appearing in the Official Statement;
(2) The Bond Resolution with such supplements or amendments as may have
been agreed to by the Underwriter, together with the executed Sale Certificate;
(3) The Paying Agent Agreement with such supplements or amendments as may have been agreed to by the Underwriter;
(4) The Continuing Disclosure Certificate;
(5) All notices and other matters incident to the refinancing of the 2017 Bonds
as necessary to carry out the Refunding Project;
(6) The approving opinion of Butler Snow LLP (“Bond Counsel”), addressed to the City, with respect to the Bonds, in substantially the form attached as Appendix ___ to the Preliminary Official Statement and the Official Statement, with a reliance letter to the Underwriter;
(7) A supplemental opinion of Bond Counsel addressed to the Underwriter,
substantially to the effect that: (a) the Bonds are exempt securities within the meaning of Section 3(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”) and it is not necessary, in connection with the offering and sale of the Bonds to the public, to register the Bonds under the 1933 Act
and the Paying Agent Agreement is exempt from qualification under the
Trust Indenture Act of 1939, as amended; and (b) the description of the Bonds, the Bond Resolution and the Indenture contained in the Official Statement under the captions [“THE BONDS”, “SECURITY FOR THE BONDS”], but excluding any Excluded Information and any information
referenced but not set forth under those captions, insofar as such statements
purport to summarize certain provisions of the Bonds and the Indenture, present accurate summaries of such provisions, and the information contained in the italicized first paragraph on the cover page of the Official Statement and under the caption therein entitled [“TAX MATTERS”]
present accurate summaries of the matters discussed therein;
(8) An opinion of the City Attorney reflecting the matters set forth in the Preliminary Official Statement under the second paragraph under the heading [“LEGAL MATTERS – Litigation”];
(9) Letters from Tate Law, P.C., as counsel to the Underwriter, and Butler Snow
LLP, as disclosure counsel, substantially to the effect that based on the examinations which they have made and their participation at conferences at which the Official Statement was discussed, but without having undertaken any independent investigation of the organization, business or affairs of the
City or of any other matters, nothing has come to the attention of the
attorneys in such firm rendering legal services in connection with the assistance by such counsel leading it to believe that the Official Statement (except with respect to financial statements and other financial and statistical data included therein, information provided by the Underwriter for inclusion
in the Official Statement relating to the Underwriter and the reoffering prices
or yields of the Bonds, information relating to DTC and its book-entry-only registration system included therein, and other customary exclusions, as to all of which no comment is made) as of its date and as of the date hereof
contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in light of the circumstances
under which they were made, not misleading;
(10) An opinion of the City’s general counsel, dated as of the day of Closing, and addressed to the City, Bond Counsel and the Underwriter in a form satisfactory to the Underwriter, stating in substance: (A) the City is duly organized and existing under Colorado law; (B) the City is not required by
law to further amend its governing documents to effectuate the issuance of
the Bonds or the execution and performance of its obligations pursuant to the City Documents; (C) the City Documents have been duly adopted, approved, executed, and delivered by the City, and are valid and binding agreements, enforceable against the City in accordance with their respective
terms; (D) the absence of litigation involving the City except as disclosed in
the Official Statement reflecting the statements in the first paragraph under the heading [“LEGAL MATTERS – Litigation”] in the Preliminary Official Statement; (E) the issuance of the Bonds, the authorization, execution and delivery of the City Documents will not violate any applicable judgment,
order, or decree of any authority of the State, or breach any agreement or
instrument to which the City is a party; (F) no additional or further approval, consent, or authorization of any governmental, public agency, or authority not already obtained is required by the City to perform its obligations under the City Documents; and (G) a statement to the effect that the sections of the
Official Statement entitled [“INTRODUCTION – The City and the Project;”
“THE CITY;” and “LEGAL MATTERS – Litigation”] but excluding financial information, statistical data, projections, monetary data and forecasts and other financial information contained therein, do not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements therein, in light of the circumstances under
which they were made, not misleading; and such other matters as may be reasonably requested by the Underwriter.
(11) A certificate, dated the date of Closing, of one or more authorized
officer(s) of the City to the effect that (i) the representations and warranties
of the City contained in the Paying Agent Agreement and the other City Documents are true and correct in all material respects on and as of the date of Closing as if made on the date of Closing; (ii) to the knowledge of the signing officer, there is no pending or threatened litigation or challenge in any
court or proceeding that (a) seeks to restrain or enjoin the issuance, sale or
delivery of the Bonds; (b) in any way questions, contests or affects the authority of the City to issue the Bonds or the issuance, validity or enforceability of the Bonds or the City Documents, or the provisions securing and providing for the payment of the Bonds made in the Bond Resolution, the
Paying Agent Agreement, or the pledge of the Pledged Revenues to the
repayment of the Bonds; (c) in any way contests the completeness, accuracy
or fairness of the Official Statement; (d) contests or affects the title of the officers of the Board to their respective offices; or (e) contests the power or
authority of the Board to execute and deliver and perform its obligations under
the Bonds or the City Documents or the validity of any proceedings authorizing or relating thereto; (iii) the City Documents are in full force and effect and have not been modified, amended or repealed, and (iv) to the best of his knowledge, no event affecting the City has occurred since the date of
the Official Statement which should be disclosed in the Official Statement for
the purpose for which it is to be used or which it is necessary to disclose therein in order to make the statements and information therein, in light of the circumstances under which made, not misleading in any respect as of the time of Closing, and the information contained in the Official Statement is correct
in all material respects and, as of the date of the Official Statement did not,
and as of the date of the Closing does not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading, except that no
representation is made with respect to the Excluded Information and subject
to the condition that while information in the Official Statement obtained from sources other than the City is not guaranteed as to accuracy, completeness, or fairness, such information has been obtained from sources the City believes to be reliable, and the City has no reason to believe that such
statements and data are untrue in any material respect;
(12) A certificate dated the day of Closing, of the City, in a form satisfactory to the Underwriter, signed by the appropriate officials of the City, which is expected to state in substance, among other things, that (A) there is no litigation pending or threatened relating to the City Documents, or seeking
to restrain or to enjoin the City Documents, or in any manner questioning the
authority and proceedings therefor; (B) so far as is known to the signatories, nothing exists to hinder or prevent the City from executing and delivering the City Documents; (C) the City has complied with all agreements and covenants and satisfied all conditions contemplated by the City Documents;
(D) the Replenishment Resolution has been duly approved by the City; and
(E) such other representations as the Underwriter or Bond Counsel may reasonably request.
(13) A certificate of the City in form and substance satisfactory to Bond Counsel and counsel to the Underwriter (a) setting forth the facts, estimates and
circumstances in existence on the date of the Closing, which establish that it
is not expected that the proceeds of the Bonds will be used in a manner that would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended (the “Code”), and any applicable regulations (whether final, temporary or proposed), issued
pursuant to the Code, and (b) certifying that to the best of the knowledge and
belief of the City there are no other facts, estimates or circumstances that
would materially change the conclusions, representations and expectations contained in such certificate;
(14) Any other certificates and opinions required by the Paying Agent
Agreement for the issuance thereunder of the Bonds;
(15) The City shall have executed the Continuing Disclosure Certificate in substantially the form attached to the Official Statement as Appendix __.
(16) The Underwriter shall receive a certificate of the Paying Agent, dated the
day of Closing, as to, among other things, the powers and authority of the
Paying Agent, the acceptance of the duties of the Paying Agent under the Paying Agent Agreement, the authentication of the Bonds by the Paying Agent.
(17) Such additional legal opinions, certificates, instruments and other documents
as the Underwriter or counsel to the Underwriter may reasonably request to
evidence the truth and accuracy, as of the date hereof and as of the date of the Closing, of the City’s representations and warranties contained herein and of the statements and information contained in the Official Statement and the due performance or satisfaction by the City on or prior to the date
of the Closing of all the respective agreements then to be performed and
conditions then to be satisfied by the City.
All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in this Agreement shall be deemed to be in compliance with the provisions hereof if, but only if, they are in form and
substance reasonably satisfactory to the Underwriter.
If the City shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds contained in this Agreement, or if the obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds shall be terminated
for any reason permitted by this Agreement, this Agreement shall terminate
and neither the Underwriter nor the City shall be under any further obligation hereunder, except that the obligations of the City set forth in Section 10(d) hereof shall continue in full force and effect.
8. Representations and Warranties of the Underwriter. The Underwriter hereby agrees with,
and makes the following representations and warranties to, the City, as of the date hereof
and as of the Closing Date:
(a) The Underwriter is an entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization.
(b) This Agreement has been duly authorized, executed and delivered by the
Underwriter and, assuming the due authorization, execution and delivery by the
City, is the legal, valid and binding obligation of the Underwriter enforceable in
accordance with its terms, subject to limitations on enforceability as may result from bankruptcy, insolvency, reorganization, moratorium and other similar laws
affecting creditors’ rights generally from time to time in effect and from the
application of general principles of equity and from public policy limitations on the exercise of any rights to indemnification and contribution.
(c) The Underwriter represents that it is registered as a municipal securities dealer.
(d) The Underwriter will make a bona fide initial public offering of all the Bonds in
compliance with federal and state securities laws.
9. Termination. The Underwriter shall have the right to cancel its obligation to purchase the Bonds if, between the date of this Agreement and the Closing, the market price or marketability of the Bonds shall be materially adversely affected, in the sole and reasonable judgment of the Underwriter, by the occurrence of any of the following:
(a) legislation shall be enacted by or introduced in the Congress of the United States
or recommended to the Congress for passage by the President of the United States, or the Treasury Department of the United States or the Internal Revenue Service or any member of the Congress or the State legislature or favorably reported for passage to either House of the Congress by any committee of such House to which
such legislation has been referred for consideration, a decision by a court of the
United States or of the State or the United States Tax Court shall be rendered, or an order, ruling, regulation (final, temporary or proposed), press release, statement or other form of notice by or on behalf of the Treasury Department of the United States, the Internal Revenue Service or other governmental agency shall be made
or proposed, the effect of any or all of which would be to impose, directly or
indirectly, federal income taxation or State income taxation upon interest received on obligations of the general character of the Bonds, or, with respect to State taxation, of the interest on the Bonds as described in the Official Statement, or other action or events shall have transpired which may have the purpose or effect, directly
or indirectly, of changing the federal income tax consequences or State income tax
consequences of any of the transactions contemplated herein;
(b) legislation introduced in or enacted (or resolution passed) by the Congress or an order, decree, or injunction issued by any court of competent jurisdiction, or an order, ruling, regulation (final, temporary, or proposed), press release or other form
of notice issued or made by or on behalf of the Securities and Exchange
Commission, or any other governmental agency having jurisdiction of the subject matter, to the effect that obligations of the general character of the Bonds, including any or all underlying arrangements, are not exempt from registration under or other requirements of the 1933 Act, or that the Paying Agent Agreement is not exempt
from qualification under or other requirements of the Trust Indenture Act, or that
the issuance, offering, or sale of obligations of the general character of the Bonds, including any or all underlying arrangements, as contemplated hereby or by the Official Statement or otherwise, is or would be in violation of the federal securities law as amended and then in effect;
(c) any state Blue Sky or securities commission or other governmental agency or body shall have withheld registration, exemption or clearance of the offering of the
Bonds as described herein, or issued a stop order or similar ruling relating thereto;
(d) a general suspension of trading in securities on the New York Stock Exchange or the American Stock Exchange, the establishment of minimum prices on either such exchange, the establishment of material restrictions (not in force as of the date hereof) upon trading securities generally by any governmental authority or any
national securities exchange, a general banking moratorium declared by federal,
State of New York, or State officials authorized to do so;
(e) the New York Stock Exchange or other national securities exchange or any governmental authority, shall impose, as to the Bonds or as to obligations of the general character of the Bonds, any material restrictions not now in force, or
increase materially those now in force, with respect to the extension of credit by, or
the charge to the net capital requirements of, Underwriter;
(f) any amendment to the federal or State Constitution or action by any federal or state court, legislative body, regulatory body, or other authority materially adversely affecting the tax status of the City, its property, income securities (or interest
thereon);
(g) any event occurring, or information becoming known which, in the reasonable judgment of the Underwriter, makes untrue in any material respect any statement or information contained in the Official Statement, or has the effect that the Official Statement contains any untrue statement of material fact or omits to state a material
fact required to be stated therein or necessary to make the statements therein, in the
light of the circumstances under which they were made, not misleading, to the extent that the Official Statement cannot be supplemented or amended prior to Closing, or the effect of the Official Statement as so supplemented or amended is, in the reasonable judgment of the Underwriter, to materially adversely affect the market
price or marketability of the Bonds or the ability of the Underwriter to enforce
contracts for the sale of the Bonds;
(h) there shall have occurred any materially adverse change in the affairs or financial condition of the City, except as disclosed in the Official Statement;
(i) the United States shall have become engaged in hostilities which have resulted in a
declaration of war or a national emergency or there shall have occurred any other
outbreak or escalation of hostilities; there shall have occurred any national or international calamity or crisis, or escalation thereof, in the financial markets or otherwise of the United States;
(j) any fact or event shall exist or have existed that, in the Underwriter’s reasonable
judgment, requires or has required an amendment of or supplement to the Official
Statement, in which the market price or marketability of the Bonds shall be materially adversely affected;
(k) there shall have occurred or any notice shall have been given of any intended review, downgrading, suspension, withdrawal, or negative change in credit watch
status by any national rating service to any of the City’s obligations secured by a
pledge of the Pledged Revenues on a parity with the Bonds;
(l) the purchase of and payment for the Bonds by the Underwriter, or the resale of the Bonds by the Underwriter, on the terms and conditions herein provided shall be prohibited by any applicable law, governmental authority, board, agency or
commission; and
10. Expenses.
(a) The Underwriter shall be under no obligation to pay, and, except as hereinafter provided, the City shall pay all expenses incident to the performance of the City’s obligations hereunder, including, but not limited to (i) the cost of preparation and
printing of the Bonds, Preliminary Official Statement, Official Statement and any
amendment or supplement thereto, (ii) the fees and disbursements of Bond Counsel and general counsel to the City (iii) the fees and disbursements of the Paying Agent or engineers, accountants, and other experts, consultants or advisers retained by the City, if any; (iv) the cost of preparation and printing of this Agreement and the fees
and disbursements of Tate Law, P.C. as counsel to the Underwriter; and, (v) all fees
and expenses in connection with obtaining bond ratings and fees or premiums.
(b) The City acknowledges that it has had an opportunity, in consultation with such advisors as it may deem appropriate, if any, to evaluate and consider the fees and expenses being incurred as part of the issuance of the Bonds.
(c) Except as provided for above, the Underwriter shall pay (i) the cost of preparation
and printing of the Blue Sky Survey and Legal Investment Memorandum, if any; (ii) all advertising expenses in connection with the public offering of the Bonds; and, (iii) all other expenses incurred by them in connection with the public offering of the Bonds.
11. Rule 15c2-12. The City agrees to reasonably cooperate with the Underwriter in order to
carry out and comply with certain requirements of Rule 15c2-12.
12. Notices. Any notice or other communication to be given to the City under this Agreement may be given by delivering the same in writing at [7500 W. 29th Avenue, Wheat Ridge, Colorado 80033, Attention: City Manager]; and any notice or other communication to be
given to the Underwriter under this Agreement may be given by delivering the same in
writing to Piper Sandler & Co., 1144 15th Street, Suite 2050, Denver, Colorado 80202, Attention: Nate Eckloff, Managing Director.
13. Parties in Interest. This Agreement as heretofore specified shall constitute the entire agreement between us and is made solely for the benefit of the City and the Underwriter
(including successors or assigns of the Underwriter) and no other person shall acquire or
have any right hereunder or by virtue hereof. This Agreement may not be assigned by the City or the Underwriter. All of the City’s and the Underwriter’s representations, warranties
and agreements contained in this Agreement shall remain operative and in full force and effect, regardless of (i) any investigations made by or on behalf of the Underwriter; (ii)
delivery of and payment for the Bonds pursuant to this Agreement; and (iii) any termination
of this Agreement.
14. Effectiveness. This Agreement shall become effective upon the acceptance hereof by the City and shall be valid and enforceable at the time of such acceptance.
15. Choice of Law. This Agreement shall be governed by and construed in accordance with the
law of the State without regard to choice of law analysis.
16. Severability. If any provision of this Agreement shall be held or deemed to be or shall, in fact, be invalid, inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions, or in all jurisdictions because it conflicts with any provisions of any Constitution, statute, rule of public policy, or any other reason, such circumstances
shall not have the effect of rendering the provision in question invalid, inoperative or
unenforceable in any other case or circumstance, or of rendering any other provision or provisions of this Agreement invalid, inoperative or unenforceable to any extent whatever.
17. Business Day. For purposes of this Agreement, “business day” means any day on which the New York Stock Exchange is open for trading.
18. Section Headings. Section headings have been inserted in this Agreement as a matter of
convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provisions of this Agreement.
19. Counterparts. This Agreement may be executed in several counterparts each of which shall
be regarded as an original (with the same effect as if the signatures thereto and hereto were
upon the same document) and all of which shall constitute one and the same document.
20. Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. For purposes hereof: (i) “electronic signature” means a
manually signed original signature that is then transmitted by electronic means; and (ii)
“transmitted by electronic means” means sent in the form of a facsimile or sent via the internet as a portable document format (“pdf”) or other replicating image attached to an electronic mail or internet message.
(The remainder of this page is intentionally left blank.)
If you agree with the foregoing, please sign the enclosed counterpart of this Agreement and return it to the Underwriter. This Agreement shall become a binding agreement between
you and the Underwriter when at least the counterpart of this letter shall have been signed by
or on behalf of each of the parties hereto.
Respectfully submitted,
PIPER SANDLER & CO.
By:
Name: Nate Eckloff
Title: Managing Director Date: __________ __, 2024
(UNDERWRITER SIGNATURE PAGE TO BOND PURCHASE AGREEMENT)
ACCEPTANCE
ACCEPTED at ____ p.m. this __________ __, 2024.
CITY OF WHEAT RIDGE
By: Its: [___________]
(AUTHORITY SIGNATURE PAGE TO BOND PURCHASE AGREEMENT)
SCHEDULE I TO BOND PURCHASE AGREEMENT
SCHEDULE I TO BOND PURCHASE AGREEMENT (CONTINUED)
The Series 2024 Bonds maturing on and prior to __________ 1, 20__, are not subject to
optional redemption prior to maturity. The Series 2024 Bonds maturing on ___________ 1, 20__, and thereafter are subject to redemption prior to maturity at the option of the City, on ____________ 1, 20__, and on any date thereafter, in whole or in part, in any order of maturity and by lot within a maturity (giving proportionate weight to Series 2024 Bonds in denominations
larger than $5,000), at a redemption price equal to the principal amount of each Series 2024 Bond,
or portion thereof, so redeemed, plus accrued interest to the redemption date, without premium.
The Series 2024 Bonds are not subject to mandatory sinking fund redemption prior to maturity.
Schedule I (cont’d)
EXHIBIT A
TO BOND PURCHASE AGREEMENT
FORM OF ISSUE PRICE CERTIFICATE
$[____________] City of Wheat Ridge, Colorado Sales and Use Tax Revenue Refunding and Improvement Bonds Series 2024
ISSUE PRICE CERTIFICATE
The undersigned, on behalf of Piper Sandler & Co. (“Piper”), hereby certifies as set forth below with respect to the sale of the obligations named above (the “Bonds”).
1. Initial Offering Price of the Bonds. Piper offered the Bonds to the Public for purchase at the specified initial offering prices listed in Schedule A (the “Initial Offering Prices”)
on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds
is attached to this certificate as Schedule B.
2. First Price at which Sold to the Public. On the Sale Date, at least 10% of each Maturity was first sold to the Public at the respective Initial Offering Price.
3. Defined Terms. For purposes of this Issue Price Certificate:
(a) Holding Period means the period starting on the Sale Date and ending on the earlier
of (i) the close of the fifth business day after the Sale Date (__________ __, 2024), or (ii) the date on which Piper has sold at least 10% of such Maturity to the Public at one or more prices, none of which is higher than the Initial Offering Price for such Maturity.
(b) City means the City of Wheat Ridge, Colorado.
(c) Maturity means Bonds with the same credit and payment terms. Any Bonds with
different maturity dates, or with the same maturity date but different stated interest rates, are treated as separate Maturities.
(d) Member of the Distribution Group means (i) any person that agrees pursuant to a written contract with the City (or with the lead underwriter to form an underwriting syndicate) to
participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to
a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).
(e) Public means any person (i.e., an individual, trust, estate, partnership, association,
company, or corporation) other than a Member of the Distribution Group or a related party to a
Member of the Distribution Group. A person is a “related party” to a Member of the Distribution Group if the Member of the Distribution Group and that person are subject, directly or indirectly, to
(i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than
50% common ownership of their capital interests or profits interests, if both entities are partnerships
(including direct ownership by one partnership of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the
other).
(f) Sale Date means the first day on which there is a binding contract in writing for the sale of the respective Maturity. The Sale Date of each Maturity was _______, 2024.
The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents Piper’s interpretation of any laws, including specifically Sections 103
and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations
thereunder. The undersigned understands that the foregoing information will be relied upon by the City with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Tate Law, P.C. in connection with rendering its opinion that the interest on the Bonds is excluded from gross income
for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038, and
other federal income tax advice that it may give to the City from time to time relating to the Bonds.
PIPER SANDLER & CO.
By: Name: Nate Eckloff
Title: Managing Director
Dated: _________ __, 2024
A-2
SCHEDULE A
TO ISSUE PRICE CERTIFICATE
INITIAL OFFERING PRICES OF THE BONDS
(Attached)
SCHEDULE B
TO ISSUE PRICE CERTIFICATE
PRICING WIRE
(Attached)
REGISTRAR AND PAYING AGENT AGREEMENT
THIS AGREEMENT, dated as of October [__], 2024, is by and the CITY OF
WHEAT RIDGE, COLORADO (the “City”), and BOKF, NA (the “Bank”).
WITNESSETH: WHEREAS, by an ordinance of the City Council of the City duly adopted on
September 9, 2024 (the “Bond Ordinance”), the City has authorized the issuance of its Sales and
Use Tax Revenue Refunding and Improvement Bonds, Series 2024 in the aggregate original
principal amount of $[_____] (the “Bonds”); and
WHEREAS, it is mutually desirable to the City and the Bank that the Bank,
through its Corporate Trust Department, located in Denver, Colorado, act as Registrar and
Paying Agent (as defined in the Bond Ordinance) for the Bonds; and
WHEREAS, it is mutually desirable that this agreement (this “Agreement”) be
entered into between the City and the Bank to provide for certain aspects of such Registrar and
Paying Agent services.
NOW, THEREFORE, the City and the Bank, in consideration of the mutual
covenants herein contained, agree as follows:
1. Unless otherwise provided, capitalized terms used but not defined herein
shall have the meanings given thereto in the Bond Ordinance.
2. The Bank hereby accepts all duties and responsibilities of the Registrar
and Paying Agent as provided in the Bond Ordinance, the Sale Certificate and this Agreement.
The Bank shall cause the Bonds to be honored in accordance with their terms, provided that all
funds necessary in order to so honor the Bonds be made or cause to be made available by the
City to the Bank. Nothing in this Agreement shall require the Bank to pay or disburse any funds
in excess of the amount then on deposit in the “Principal and Interest Payment Account”
provided for in Section 3 of this Agreement. Nothing in this Agreement shall require the City to
pay or disburse any funds for payment of the Bonds or interest thereon except at the times and in
the manner provided herein, in the Bond Ordinance. In addition, the Bank hereby accepts the
duties and responsibilities pertaining to the authentication, registration, transfer, exchange and
replacement of Bonds and the duties and responsibilities pertaining to the calling of the Bonds
for prior redemption, all as provided in the Bond Ordinance.
ATTACHMENT 3
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3. Not less than (a) one Business Day prior to each payment date, if funds are
delivered by wire transfer, or (b) five Business Days prior to each payment date, if funds are
delivered by another method of payment, funds for the payment of the Bonds and interest
thereon are to be deposited with the Bank in an account designated “Principal and Interest
Payment Account.” The funds so deposited shall be held uninvested and applied by the Bank
through its Corporate Trust Department solely for the payment of principal of and interest on the
Bonds. From such funds, the Bank agrees to pay at the times and in the manner provided in the
Bond Ordinance and the Sale Certificate, the principal of and interest on the Bonds.
4. There is hereby created and established with the Bank an account to be
designated “City of Wheat Ridge, Colorado, Sales and Use Tax Revenue Refunding and
Improvement Bonds, Series 2024, Costs of Issuance Fund” (the “Costs of Issuance Fund”). Into
such fund shall be deposited $[____] of the proceeds of the Bonds which shall be used to pay
costs of issuance and expenses incurred as a result of the issuance of the Bonds. The Bank is
hereby directed to pay the costs of issuance to the parties and in the amounts listed in a
requisition to be executed by the City upon presentation of an invoice from each party for the
amount listed. Moneys held as part of the Costs of Issuance Fund shall remain uninvested. Any
amounts remaining in the Costs of Issuance Fund 90 days after closing shall be transferred to
the City subject written confirmation from the City to the Bank that all costs of issuance have
been paid.
5. The City shall pay to the Bank fees in accordance with the Bank’s then
existing fee schedule. Attached to this Agreement as Exhibit A is the Bank’s current fee
schedule. No new fee schedule shall become effective until 30 days after the Bank has given the
City notice thereof.
6. Unless waived by the Bank, the City agrees to provide the Bank with not
less than 35 days’ notice of any prior redemption of the Bonds.
7. Unless agreed to by the Bank the City shall not amend the Bond
Ordinance in such a manner as to effect the rights and duties of the Bank, as Registrar or Paying
Agent hereunder or under the Bonds.
8. At least 30 but not more than 60 days prior to October [__], 2029, October
[__], 2034, and on the date on which the last Bond is discharged, the Bank shall send written
notice to the City stating that the City must: (i) compute the amount of rebatable arbitrage, if any,
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which is due to the federal government pursuant to Sections 103 and 148(f) of the Internal
Revenue Code of 1986, as amended, and (ii) pay such amount no later than sixty days from
October [__], 2029, October [__], 2034, and the date on which the last Bond is discharged. The
Bank shall have no further obligation or duty related to the City’s arbitrage related obligations
under Sections 103 and 148(f) of the Internal Revenue Code of 1986 other than giving notice to
the City as provided herein.
9. Any moneys held by the Bank for the owners of the Bonds remaining
unclaimed for two years after principal and/or interest of the respective Bonds with respect to
which such money has been set aside has become due and payable shall without further request
by the City be paid to the City.
10. The Bank is authorized to act on the order, directions or instructions of all
such officials as the City by resolution or other proper action shall designate. The Bank shall be
protected in acting upon any paper or document believed by it to be genuine and to have been
signed by the proper official(s), and shall not be held to have notice of any change of authority of
any official until receipt of written notice thereof from the City.
11. The Bank may consult with legal counsel, including but not limited to
legal counsel for the City with respect to any matter in connection with this Agreement or the
Bonds, if, while in the performance of its duties as Registrar, Paying Agent or Transfer Agent
hereunder or under the Bonds, the Bank shall deem it necessary or desirable to do so. The Bank
shall not be liable for any action taken or omitted by it in good faith in reliance upon the advice
of such counsel.
12. No provision of this Agreement shall require the Bank to expend or risk its
own funds or otherwise incur any financial liability for performance of any of its duties hereunder,
or in the exercise of any of its rights or powers.
13. Any company or national banking association into which the Bank may be
merged or converted or with which it may be consolidated or any company or national banking
association resulting from any merger, conversion or consolidation to which it shall be a party or
any company or national banking association to which the Bank may sell or transfer all or
substantially all of its corporate trust business, provided such company shall be eligible, shall be
the successor to such Bank without the execution or filing of any paper or further act, anything
herein to the contrary notwithstanding.
- 4 -
14. This Agreement may be terminated as provided in Section 11.02 of the
Bond Ordinance.
15. In the event of any conflict between the provisions of this Agreement and
the provisions of the Bond Ordinance, the provisions of the Bond Ordinance shall be controlling.
16. This Agreement is governed by the laws of the State of Colorado.
17. All moneys received by the Bank hereunder shall be held by the Bank for
the purposes for which they were received, but need not be segregated from other funds. All such
funds held by the Bank shall be held uninvested in cash, without liability for interest.
18. The parties hereto agree that the transaction described herein may be
conducted and related documents may be stored by electronic means. Copies, telecopies,
facsimiles, electronic files and other reproductions of original executed documents shall be
deemed to be authentic and valid counterparts of such original documents for all purposes,
including the filing of any claim, action or suit in the appropriate court of law.
- 5 -
IN WITNESS WHEREOF, the Bank and the City have caused this Agreement to
be duly executed and delivered as of the day and year first above written.
CITY OF WHEAT RIDGE, COLORADO
By Mayor (SEAL)
Attest:
City Clerk
BOKF, NA, as Registrar and Paying Agent
By Title:
A-1
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CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and
delivered by the City of Wheat Ridge, Colorado (the “Issuer”) in connection with the issuance of
its Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024 in the aggregate principal amount of $[_____] dated as of October [__], 2024 (the “Bonds”). The Bonds are being issued pursuant to a Bond Ordinance adopted by the City Council of the City on September 9, 2024 (the “Bond Ordinance”). The City covenants and agrees as follows:
SECTION 1. Purpose of this Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with Rule 15c2-12(b)(5) of the Securities and Exchange Commission (the “SEC”).
SECTION 2. Definitions. In addition to the definitions set forth in the Ordinance or
parenthetically defined herein, which apply to any capitalized terms used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report” shall mean any Annual Report provided by the Issuer pursuant to, and
as described in, Sections 3 and 4 of this Disclosure Certificate.
“Dissemination Agent” shall mean any Dissemination Agent designated in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation.
“Fiscal Year” shall mean the period beginning on January 1 of a calendar year and ending on December 31 of the same calendar year, or such other 12-month period as may be adopted by
the Issuer in accordance with law.
“Listed Events” shall mean any of the events listed in Section 5 of this Disclosure Certificate.
“MSRB” shall mean the Municipal Securities Rulemaking Board. As of the date hereof, the MSRB’s required method of filing is electronically via its Electronic Municipal Market Access
(EMMA) system, which is currently available at http://emma.msrb.org.
“Official Statement” means the final Official Statement prepared in connection with the Bonds.
“Participating Underwriter” shall mean the original underwriter of the Bonds required to comply with the Rule in connection with an offering of the Bonds.
“Rule” shall mean Rule 15c2-12(b)(5) adopted by the SEC under the Securities Exchange
Act of 1934, as in effect on the date of this Disclosure Certificate.
SECTION 3. Provision of Annual Reports.
ATTACHMENT 4
- 2 -
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than nine (9) months following the end of the Issuer’s Fiscal Year, commencing nine (9) months following the
end of the Issuer’s Fiscal Year ending December 31, 2023, provide to the MSRB (in an electronic
format as prescribed by the MSRB), an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. Not later than five business days prior to said date, the Issuer shall provide the Annual Report to the Dissemination Agent (if the Issuer has selected one). The Annual Report may be submitted as a single document or as separate documents comprising
a package, and may cross-reference other information as provided in Section 4 of this Disclosure
Certificate; provided that the audited financial statements of the Issuer may be submitted separately from the balance of the Annual Report. The information to be updated may be reported in any format chosen by the Issuer: it is not required that the format reflected in the Official Statement be used in future years.
(b) If the Issuer is unable to provide to the MSRB an Annual Report by the date
required in subsection (a), the Issuer shall, in a timely manner, file or cause to be filed with the MSRB a notice in substantially the form attached to this Disclosure Certificate as Exhibit “A.”
SECTION 4. Content of Annual Reports. The Issuer’s Annual Report shall contain or incorporate by reference the following:
(a) A copy of its annual financial statements, if any, prepared in accordance with
generally accepted accounting principles audited by a firm of certified public accountants. If audited annual financial statements are not available by the time specified in Section 3(a) above, audited financial statements will be provided when and if available.
(b) An update of the type of information identified in Exhibit “B” hereto, which is
contained in the tables in the Official Statement with respect to the Bonds.
Any or all of the items listed above may be incorporated by reference from other documents (including official statements), which are available to the public on the MSRB’s Internet Web Site or filed with the SEC. The Issuer shall clearly identify each such document incorporated by reference.
SECTION 5. Reporting of Listed Events. The Issuer shall file or cause to be filed with
the MSRB, in a timely manner not in excess of ten business days after the occurrence of the event, notice of any of the events listed below with respect to the Bonds. All of the events currently mandated by the Rule are listed below; however, some may not apply to the Bonds.
(1) Principal and interest payment delinquencies;
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial difficulties;
(4) Unscheduled draws on credit enhancements reflecting financial difficulties;
(5) Substitution of credit or liquidity providers or their failure to perform;
- 3 -
(6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other
material notices or determinations with respect to the tax status of the Bonds, or other material
events affecting the tax status of the Bonds;
(7) Modifications to rights of bondholders, if materia;l
(8) Bond calls, if material, and tender offers;
(9) Defeasances;
(10) Release, substitution or sale of property securing repayment of the Bonds, if
material;
(11) Rating changes;
(12) Bankruptcy, insolvency, receivership or similar event of the obligated person;*
(13) The consummation of a merger, consolidation, or acquisition involving an
obligated person or the sale of all or substantially all of the assets of the obligated person,
other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material;
(14) Appointment of a successor or additional trustee or the change of name of a trustee,
if material;
(15) Incurrence of a financial obligation† of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the obligated person, any of which affect security holders, if material; and
* For the purposes of the event identified in subparagraph (b)(5)(i)(C)(12) of the Rule, the event is considered to occur
when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court
or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and official or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having
supervision or jurisdiction over substantially all of the assets or business of the obligated person. † For purposes of the events identified in subparagraphs (b)(5)(i)(C)(15) and (16) of the Rule, the term “financial
obligation” is defined to mean a (A) debt obligation; (B) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (C) a guarantee of (A) or (B). The term “financial obligation” shall not include municipal securities as to which a final official statement has been otherwise provided to the MSRB consistent with the Rule. In complying with Listed Events (15) and (16), the Issuer intends to apply the guidance provided by the Rule or other applicable federal securities law, SEC Release No. 34-83885 (August 20, 2018) and any future guidance provided by the SEC or its staff.
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(16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation2 of the obligated person, any
of which reflect financial difficulties.
SECTION 6. Format; Identifying Information. All documents provided to the MSRB pursuant to this Disclosure Certificate shall be in the format prescribed by the MSRB and accompanied by identifying information as prescribed by the MSRB.
As of the date of this Disclosure Certificate, all documents submitted to the MSRB must
be in portable document format (PDF) files configured to permit documents to be saved, viewed,
printed and retransmitted by electronic means. In addition, such PDF files must be word-searchable, provided that diagrams, images and other non-textual elements are not required to be word-searchable.
SECTION 7. Termination of Reporting Obligation. The Issuer’s obligations under this
Disclosure Certificate shall terminate upon the earliest of: (i) the date of legal defeasance, prior
redemption or payment in full of all of the Bonds; (ii) the date that the Issuer shall no longer constitute an “obligated person” within the meaning of the Rule; or (iii) the date on which those portions of the Rule which require this written undertaking are held to be invalid by a court of competent jurisdiction in a non-appealable action, have been repealed retroactively or otherwise
do not apply to the Bonds.
SECTION 8. Dissemination Agent.
(a) The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist the Issuer in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. If
the Issuer elects not to appoint a successor Dissemination Agent, it shall perform the duties thereof
under this Disclosure Certificate. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate and any other agreement between the Issuer and the Dissemination Agent.
(b) In addition to the filing duties on behalf of the Issuer described in this Disclosure
Certificate, the Dissemination Agent shall:
(1) each year, prior to the date for providing the Annual Report, determine the appropriate electronic format prescribed by the MSRB;
(2) send written notice to the Issuer at least 30 but no more than 60 days prior to the date the Annual Report is due stating that the Annual Report is due as
provided in Section 3(a) hereof; and
(3) certify in writing to the Issuer that the Annual Report has been provided pursuant to this Disclosure Certificate and the date it was provided.
(4) If the Annual Report (or any portion thereof) is not provided to the MSRB by the date required in Section (3)(a), the Dissemination Agent shall file
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with the MSRB a notice in substantially the form attached to this Disclosure Certificate as Exhibit A.
SECTION 9. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate and may waive any provision of this Disclosure Certificate, without the consent of the holders and beneficial owners of the Bonds, if such amendment or waiver does not, in and of itself, cause the undertakings herein (or action of any Participating Underwriter in reliance on the undertakings herein) to violate the
Rule, but taking into account any subsequent change in or official interpretation of the Rule. The
Issuer will provide notice of such amendment or waiver to the MSRB.
SECTION 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or
including any other information in any Annual Report or notice of occurrence of a Listed Event,
in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual
Report or notice of occurrence of a Listed Event.
SECTION 11. Default. In the event of a failure of the Issuer to comply with any provision of this Disclosure Certificate, any holder or beneficial owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Issuer to comply with its obligations under this Disclosure Certificate. A default
under this Disclosure Certificate shall not be deemed an event of default under the Ordinance, and
the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel performance.
SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriter and the holders and
beneficial owners from time to time of the Bonds, and shall create no rights in any other person or
entity.
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DATE: October [__], 2024
CITY OF WHEAT RIDGE, COLORADO
By: ________________________________
Mayor
A-1
EXHIBIT “A”
NOTICE OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Wheat Ridge, Colorado Name of Bond Issue: Sales and Use Tax Revenue Refunding and Improvement Bonds, Series
2024, in the aggregate principal amount of $[_____]
Date of Issuance: October [__], 2024
NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the
above-named Bonds as required by the Bond Ordinance, adopted on September 9, 2024, and the Continuing Disclosure Certificate executed on October [__], 2024, by the City. The City anticipates that the Annual Report will be filed by ______________________.
Dated: ______________, _____
CITY OF WHEAT RIDGE, COLORADO By:
Mayor
B-1
EXHIBIT “B”
INDEX OF OFFICIAL STATEMENT TABLES TO BE UPDATED
Historical Pro-Forma Debt Service Coverage History of Total Sales and Use Tax Collections (Note: the 0.5% Sales and Use Tax revenues are
to be broken out from the overall sales and use tax collections presented in this table for the years
2024 and all years thereafter in all reports due under the Continuing Disclosure Undertaking) Statement of Revenues, Expenditures and Changes in Fund Balances (General Fund)
Budget to Actual Comparison (General Fund)
CITY OF WHEAT RIDGE, COLORADO
SALES AND USE TAX REVENUE REFUNDING AND IMPROVEMENT BONDS SERIES 2024
ESCROW AGREEMENT
DATED as of [_____], 2024, made by and between the City of Wheat Ridge,
Colorado (the “City”), legally created, established, organized and existing municipal corporation
and political subdivision of the State of Colorado (the “State”) under the Constitution of the State
and BOKF, NA (the “Escrow Agent”), a national banking association having and exercising full
and complete trust powers, duly organized and existing under the laws of the United States of
America, being a member of the Federal Deposit Insurance Corporation and the Federal Reserve
System.
(1) WHEREAS, the City is a legally and regularly created, established,
organized and existing municipal corporation and political subdivision of the State; and
(2) WHEREAS, the City has heretofore issued its City of Wheat Ridge,
Colorado, Sales and Use Tax Revenue Bonds, Series 2017A, originally issued in the aggregate
principal amount of $30,595,000 and currently outstanding in the aggregate principal amount of
$12,120,000 (the “Series 2017 Bonds”), such Series 2017 Bonds maturing on December 1 of each
year as follows:
Maturity
(December 1)
Principal
Amount
Interest Rate
Per Annum
2024 $3,000,000 5.00% 2025 1,500,000 3.00 2025 1,650,000 4.00 2026 3,260,000 4.00
2027 2,710,000 4.00
and;
(3) WHEREAS, the Series 2017 Bonds maturing on and after December 1,
2025, are subject to redemption prior to maturity, at the option of the City, as a whole or in integral
multiples of $5,000, in any order of maturity and in whole or partial maturities, on December 1,
2024, or on any date thereafter at a redemption price equal to the principal amount so redeemed
plus accrued interest to the redemption date without a redemption premium; and
ATTACHMENT 5
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(4) WHEREAS, the City has determined that it is necessary and in the best
interest of the City and its inhabitants that the City refund that portion of the outstanding Series
2017 Bonds maturing on and after December 1, 2024, in the aggregate principal amount of
$12,120,000 (the “Refunded Bonds”) and to pay such bonds upon prior redemption on December
1, 2024 (the “Redemption Date”); and
(5) WHEREAS, the City intends to issue its City of Wheat Ridge, Colorado,
Sales and Use Tax Revenue Refunding and Improvement Bonds, Series 2024 in the aggregate
principal amount of $[_____] (the “Series 2024 Bonds” or the “Bonds”) to defray the cost of
refunding the Refunded Bonds; and
(6) WHEREAS, the City is not delinquent in the payment of the principal of,
premium of, or interest on any of the Refunded Bonds; and
(7) WHEREAS, [_______] (the “Initial Purchaser”) has submitted an offer to
purchase the Bonds which are to be issued, in part, for the purpose of 1) paying the principal and
interest due on Refunded Bonds, both accrued and not accrued, as the same becomes due on and
after the date of delivery of the Series 2024 Bonds and on or before the Redemption Date, and 2)
paying the principal of the Refunded Bonds which becomes due upon prior redemption on the
Redemption Date (the “Refunded Bond Requirements”), and to pay incidental costs thereof; and
(8) WHEREAS, the Series 2024 Bonds were authorized to be issued by an
ordinance (the “Bond Ordinance”) finally and duly adopted by the City Council of the City on
September 9, 2024; and
(9) WHEREAS, the Series 2024 Bonds were sold subject to the approving
opinion of the City’s bond counsel, Butler Snow LLP, Denver, Colorado (“bond counsel”); and
(10) WHEREAS, the City, by the Bond Ordinance, among other provisions:
(A) Authorized the issuance of the Series 2024 Bonds;
(B) Created the Escrow Account;
(C) Provided for the deposit in the Escrow Account (defined below) of
a portion of the net proceeds of the Series 2024 Bonds and other moneys in an aggregate
amount fully sufficient, together with the known minimum yield from the investment of
such moneys in bills, certificates of indebtedness, notes, bonds, or similar securities which
are direct obligations of, or the principal and interest of which are fully and unconditionally
guaranteed as to timely payment of principal and interest by, the United States, which
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obligations are not callable at the option of the issuer thereof (provided that the full faith
and credit of the United States of America has been pledged to any such direct or
unconditionally guaranteed obligations) (“Federal Securities”), other than an initial cash
balance of $[___] remaining uninvested, to pay the Refunded Bond Requirements, as set
forth therein and herein;
(D) Provided for the purchase of Federal Securities with such moneys
credited to the Escrow Account, other than such initial cash balance remaining uninvested;
and
(E) Authorized the completion and execution of this Agreement.
(11) WHEREAS, a copy of the Bond Ordinance has been delivered to the
Escrow Agent and the provisions therein set forth are herein incorporated by reference as if set
forth herein verbatim in full; and
(12) WHEREAS, the Federal Securities described in the Report have
appropriate maturities and yields to insure, together with the initial cash, the payment of the
Refunded Bond Requirements; and
(13) WHEREAS, a schedule of receipts from such Federal Securities and a
schedule of payments and disbursements in a report (the “Report”) attached hereto as Exhibit A,
demonstrate the sufficiency of the Federal Securities and initial cash for such purpose; and
(14) WHEREAS, the Bond Ordinance in effect prohibits investments in the
Escrow Account with yields exceeding the limitations of Section 148, Internal Revenue Code of
1986, as amended (the “Tax Code”) and the currently applicable regulations thereunder; and
(15) WHEREAS, in the opinion of bond counsel the Report demonstrates
compliance with Section 148 of the Tax Code and the currently applicable regulations thereunder;
and
(16) WHEREAS, the Escrow Agent is empowered to undertake the obligations
and commitments on its part herein set forth; and
(17) WHEREAS, the undersigned officers of the Escrow Agent are duly
authorized to execute and deliver this Agreement in the Escrow Agent’s name and on its behalf;
and
(18) WHEREAS, the City is empowered to undertake the obligations and
commitments on its part herein set forth; and
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(19) WHEREAS, the undersigned officers of the City are duly authorized to
execute and deliver this Agreement in the City’s name and on its behalf.
NOW, THEREFORE, THIS ESCROW AGREEMENT WITNESSETH:
That in consideration of the mutual agreements herein contained, and the payment
of the fees and costs specified in Section 9 duly paid by the City to the Escrow Agent at or before
the execution and delivery of this Agreement, the receipt of which is hereby acknowledged, and
in order to secure the payment of the Refunded Bond Requirements as the same become due, the
parties hereto mutually undertake, promise, and agree for themselves, their respective
representatives, successors and assigns, as follows:
Section 1. Creation of Escrow.
A. Simultaneously with the delivery of the Series 2024 Bonds, and subject to
their issuance, the City shall cause to be deposited with the Escrow Agent $[_____] of the Series
2024 Bond proceeds and other available moneys of the City in the amount of $[_____]. With the
amount deposited, the Escrow Agent shall purchase (to the extent not heretofore purchased) on
behalf of the City the Federal Securities described in Exhibit 1 to this Agreement (the “Initial
Federal Securities”) and shall cause the Initial Federal Securities, if any, and an initial cash balance
of $[_____] (the “initial cash”) to be credited to and accounted for in a separate trust account
designated as the “City of Wheat Ridge, Colorado, Sales and Use Tax Revenue Refunding Bonds,
Series 2024 Escrow Account” (the “Escrow Account”). Receipt of $[_____] by the Escrow Agent
to be applied as provided herein is hereby acknowledged.
B. Other Federal Securities may, at any time, be substituted for any Federal
Securities if the Initial Federal Securities are unavailable for purchase on the date of delivery of
this Escrow Agreement or if such substitution of Federal Securities is required by the Tax Code or
requested by the City and permitted by Section 148 of the Tax Code and the applicable regulations
thereunder, subject in any case to sufficiency demonstrations and yield proofs in a report of an
independent firm of certified public accountants, and subject to a favorable opinion of nationally
recognized bond counsel as to the legality of any such substitution and the continued exclusion of
interest on the Series 2024 Bonds from gross income for federal income tax purposes (except
certain alternative minimum taxes described in bond counsel’s opinion), and in any event in such
a manner so as not to increase the price which the City pays for the initial acquisition of Federal
Securities for the Escrow Account. The certified public accountant’s report, which shall be
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addressed to the City, and the Escrow Agent, and must indicate that the receipts from the substitute
Federal Securities are sufficient without any need for reinvestment to fully pay the principal of,
interest on and any prior redemption premiums due in connection with the Refunded Bonds. In
lieu of, or in addition to, substituting other Federal Securities pursuant to the preceding sentence,
moneys in an amount equal to the principal of and interest on all or any portion of such Initial
Federal Securities may be credited to the Escrow Account subject to the provisions of Section 5
hereof. Any such cash shall be deemed to be part of the initial cash. Any Federal Securities
temporarily substituted may be withdrawn from the Escrow Account when the Initial Federal
Securities are purchased and credited to the Escrow Account. Any moneys temporarily substituted
for Initial Federal Securities shall be repaid to the person advancing such moneys when such Initial
Federal Securities are purchased and credited to the Escrow Account. Similarly any temporary
advancement of moneys to the Escrow Account to pay designated Refunded Bond Requirements
because of a failure to receive promptly the principal of and interest on any Federal Securities at
their respective fixed maturity dates, or otherwise, may be repaid to the person advancing such
moneys upon the receipt by the Escrow Agent of such principal and interest payments on such
Federal Securities.
C. The initial cash, the proceeds of the Initial Federal Securities (and of any
other Federal Securities acquired as an investment or reinvestment of moneys accounted for in the
Escrow Account), and any such Federal Securities themselves (other than Federal Securities,
including the Initial Federal Securities, held as book-entries) shall be deposited with the Escrow
Agent and credited to and accounted for in the Escrow Account. The securities and moneys
accounted for therein shall be redeemed and paid out and otherwise administered by the Escrow
Agent for the benefit of the City and the owners of the Refunded Bonds as provided in this
Agreement and the Bond Ordinance.
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Section 2. Purpose of Escrow.
A. The Escrow Agent shall hold the initial cash, all Federal Securities
accounted for in the Escrow Account (other than any Federal Securities, including the Initial
Federal Securities, held as book-entries), and all moneys received from time to time as interest on
and principal of such Federal Securities (including those held as book-entries), in trust to secure
and for the payment of the Refunded Bond Requirements, as the same become due and are called
for prior redemption.
B. Except as provided in Paragraph B of Section 1 and in Section 8 hereof, the
Escrow Agent shall collect the principal of and interest on such Federal Securities promptly as
such principal and interest become due and shall apply all money so collected to the payment of
the Refunded Bond Requirements as aforesaid.
Section 3. Accounting for Escrow.
A. The moneys and the Federal Securities accounted for in the Escrow Account
shall not be subject to checks drawn by the City or otherwise subject to its order except as otherwise
provided in Paragraph B of Section 1 and in Section 8 hereof.
B. The Escrow Agent shall transfer from time to time from the Escrow
Account to the paying agent for the Refunded Bonds sufficient moneys to permit payment, without
any default, of the Refunded Bond Requirements, as provided herein without further direction
from the duly authorized officers of the City. The Escrow Agent shall never be required to advance
its own funds for payment in connection with the Refunded Bond Requirements.
C. Except as otherwise provided in Paragraph B of Section 1 of this
Agreement, there shall be no sale of any Federal Securities held hereunder, and no Federal
Securities held hereunder and callable for prior redemption at the City’s option shall be called at
any time for prior redemption, except if necessary to avoid a default in the payment of the
Refunded Bond Requirements.
Section 4. Maturities of Federal Securities.
A. Federal Securities shall not be callable by the issuer thereof and shall be
purchased in such manner:
(1) So that such Federal Securities may be redeemed in due season at their
respective maturities to meet the Refunded Bond Requirements as the same become due.
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(2) So that any sale or prior redemption of such Federal Securities shall be
unnecessary.
B. There shall be no substitution of any Federal Securities except as otherwise
provided in Paragraph B of Section 1 of this Agreement.
Section 5. Reinvestments.
A. The Escrow Agent shall reinvest the cash balances listed in the Report for
the period designated in the Report in state and local government series securities (“slgs”) (if
available) purchased directly by the Escrow Agent for the City from the United States Government
to the extent set forth in the Report. All of the slgs in which such reinvestments are made shall
bear interest at the rate of 0% per annum and shall mature on or before the date or dates when the
proceeds thereof must be available as shown on the Report for the prompt payment of the Refunded
Bond Requirements. The Escrow Agent agrees to comply with applicable regulations as are from
time to time in effect in subscribing for and purchasing such slgs.
B. In addition to or, as the case may be, in lieu of the reinvestments required
by Paragraph A of this Section 5, the Escrow Agent, at the written direction of the City, shall invest
the initial cash and shall reinvest in Federal Securities any moneys received in payment of the
principal of and interest on any Federal Securities accounted for in the Escrow Account, subject
to the limitations of Sections 1, 4 and 6 hereof and the following limitations:
(1) Any such Federal Securities shall not be subject to redemption prior to their
respective maturities at the option of their issuer.
(2) Any such Federal Securities shall mature on or prior to the date or dates
when the proceeds thereof must be available for the prompt payment of the Refunded Bond
Requirements.
(3) Under no circumstances shall any reinvestment be made under this
Paragraph B if such reinvestment, alone or in combination with any other investment or
reinvestment, violates the applicable provisions of Section 148 of the Tax Code and the rules and
regulations thereunder.
(4) The Escrow Agent shall make no such reinvestment under this Paragraph B
unless the City first obtains and furnishes to the Escrow Agent a written opinion of nationally
recognized bond counsel to the effect that such reinvestment, as described in the opinion, complies
with subparagraph (3) of this Section 5.
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(5) Except as provided in this Section 5, the Escrow Agent shall have no
obligation by virtue of this Agreement, general trust law or otherwise to make any reinvestment
of any moneys in the Escrow Account at any time.
Section 6. Sufficiency of Escrow. The moneys and Federal Securities accounted for
in the Escrow Account shall be in an amount (or have appropriate maturities and yields to produce
an amount) which at all times shall be sufficient to pay the Refunded Bond Requirements. Should
the amount in the Escrow Account at any time be insufficient to pay the Refunded Bonds
Requirements, the Escrow Agent shall notify the City of such deficiency. Upon such notification,
the City shall immediately remit to the Escrow Agent, from any available funds of the City, an
amount sufficient to cover such deficiency.
Section 7. Transfers and Redemption Notice for Refunded Bond Requirements;
Notice.
A. The Escrow Agent shall make such transfers to the paying agent for the
Refunded Bonds, as will ensure, to the extent of money in the Escrow Account properly allocable
to and available therefor, the timely payment of the Bond Requirements.
B. The City directs the Escrow Agent to give or cause the paying agent for the
Refunded Bonds to give notice of redemption of the Refunded Bonds by mailing a copy of the
notice by first class mail (postage prepaid) not more than 60 days nor less than 30 days prior to the
Redemption Date to the registered owner of each Refunded Bond to be redeemed in whole or in
part at the address shown on the registration books maintained by the registrar for the Refunded
Bonds.
Section 8. Termination of Escrow Account. When the Escrow Agent shall have
made payment or provisions for payment so that all Refunded Bond Requirements shall be or shall
have been paid to the paying agent for the Refunded Bonds, the Escrow Agent shall immediately
pay over to the City the moneys, if any, then remaining in the Escrow Account and shall make
forthwith a final report to the City. Such moneys may be used by the City for any lawful purpose,
subject to any limitations in the Bond Ordinance.
Section 9. Fees and Costs.
A. The Escrow Agent’s fees and costs for and in carrying out the provisions of
this Agreement have been fixed at $1,000.00, which amount is to be paid at or prior to the time of
the issuance of the Series 2024 Bonds by the City, directly to the Escrow Agent as payment in full
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of all charges (except the costs of mailing and publishing notices of redemption) of the Escrow
Agent pertaining to this Agreement for services performed hereunder. In addition, the City shall
pay and/or reimburse the Escrow Agent for its costs of publishing and mailing the redemption
notices required to be given by the Escrow Agent pursuant to Subsection B of Section 7 hereof.
B. Such payment for services rendered and to be rendered by the Escrow Agent
shall not be for deposit in the Escrow Account, and the fees of and the costs incurred by the Escrow
Agent shall not be deducted from such account. The Escrow Agent shall never assert a lien on the
moneys or Federal Securities in the Escrow Account for payment for its services.
Section 10. Status Report and Rebate Notice.
A. On or before January 31, 2021, the Escrow Agent shall submit to the
Finance Director of the City a report covering all money which the Escrow Agent shall have
received and all payments which it shall have made or caused to be made hereunder during the
next preceding Fiscal Year (or such lesser amount of time as the Escrow Account shall have been
in existence).
B. Each such report (except the last report) shall also list all Federal Securities
and the amount of money accounted for in the Escrow Account on December 31 of the Fiscal Year
to which the report pertains.
C. Each such report (including the last report) shall further indicate for which
period any Federal Securities pledged to secure the repayment to the City of any uninvested
moneys were placed in pledge, as permitted by Section 12.
D. At least 30 but not more than 60 days prior to the date on which the last
Refunded Bond is discharged, the Escrow Agent shall send written notice to the City stating that
the City must: (i) compute the amount of rebatable arbitrage, if any, which is due to the federal
government pursuant to Sections 103 and 148(f) of the Internal Revenue Code of 1986, as
amended, and (ii) pay such amount no later than 60 days from the date on which the last Refunded
Bond is discharged.
Section 11. Character of Deposit.
A. It is recognized that title to the Federal Securities and money accounted for
in the Escrow Account from time to time shall remain vested in the City or in the Escrow Agent
on behalf of the City but subject always to the prior charge and lien thereon of this Agreement and
the use thereof required to be made by the provisions of this Agreement and the Bond Ordinance.
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B. The Escrow Agent shall hold all such Federal Securities (except as they may
be held as book-entries) and money in the Escrow Account as a special trust fund accounted for
separately and shall never commingle such securities or money with other securities or money held
in non-trust areas of the Escrow Agent.
Section 12. Securing Deposit.
A. The Escrow Agent may cause the Federal Securities accounted for in the
Escrow Account to be registered in the name of the Escrow Agent for payment, if they are
registrable for payment.
B. No money paid into and accounted for in the Escrow Account shall ever be
considered as an asset of the Escrow Agent and the Escrow Agent shall have no right or title with
respect thereto except as provided herein.
Section 13. Purchaser’s Responsibility. The Purchaser and holders from time to time
of the Series 2024 Bonds shall in no manner be responsible for the application or disposition of
the proceeds thereof or any moneys or Federal Securities accounted for in the Escrow Account.
Section 14. Amendment.
A. The Bonds shall be issued in reliance upon this Agreement and except as
herein provided, this Agreement shall be irrevocable and not subject to amendment after any of
the Series 2024 Bonds shall have been issued, except as provided herein.
B. The provisions of this Escrow Agreement cannot be amended, waived or
modified except to correct ambiguities or to add to the protection of the owners of the Series 2024
Bonds or the Refunded Bonds and such amendments shall be in writing executed by the parties
hereto. Copies of any modification or amendment to this Agreement shall be sent at least 10 days
prior to the effective date thereof to any rating agency then maintaining a rating on the Series 2024
Bonds.
Section 15. Exculpatory Provisions.
A. The duties and responsibilities of the Escrow Agent are limited to those
expressly and specifically stated in this Agreement.
B. The Escrow Agent and any of its officers, agents or employees shall not be
liable or responsible for any loss resulting from any investment or reinvestment made pursuant to
this Escrow Agreement and made in compliance with the provisions hereof.
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C. The Escrow Agent and any of its officers, agents or employees shall not be
personally liable or responsible for any act which it may do or omit to do hereunder, while acting
with reasonable care, except for duties expressly imposed upon the Escrow Agent hereunder or as
otherwise expressly provided herein.
D. The Escrow Agent shall neither be under any obligation to inquire into or
be in any way responsible for the performance or nonperformance by the City of any of its
obligations, nor shall the Escrow Agent be responsible in any manner for the recitals or statements
contained in this Agreement, in the Bond Ordinance, in the Refunded Bonds, or in any proceedings
taken in connection therewith, such recitals and statements being made solely by the City.
E. Nothing in this Agreement creates any obligation or liabilities on the part of
the Escrow Agent to anyone other than the City and the holders of the Refunded Bonds and the
Series 2024 Bonds.
Section 16. Time of Essence. Time is of the essence in the performance of the
obligations from time to time imposed upon the Escrow Agent by this Agreement.
Section 17. Successors.
A. Whenever in this Agreement the City or the Escrow Agent is named or is
referred to, such provision is deemed to include any successor of the City or the Escrow Agent,
respectively, immediate or intermediate, whether so expressed or not.
B. All of the stipulations, obligations and agreements by or on behalf of and
other provisions for the benefit of the City or the Escrow Agent contained in this Agreement:
(1) Shall bind and inure to the benefit of any such successor, and
(2) Shall bind and inure to the benefit of any officer, board, authority,
agent, or instrumentality to whom or to which there shall be transferred by or in accordance with
law any relevant right, power or duty of the City or the Escrow Agent, respectively, or of its
successor.
Section 18. Severability. If any section, paragraph, clause, or provision of this
Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or
unenforceability of such section, paragraph, clause, or provision shall not affect any of the
remaining provisions of this Agreement.
Section 19. Notices. Any notice to be given hereunder shall be delivered personally or
mailed postage prepaid, return receipt requested, to the following addresses:
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If to the City: City of Wheat Ridge, Colorado
7500 W. 29th Avenue.
Wheat Ridge, Colorado 80033 Attention: City Manager Email: pgoff@ci.wheatridge.co.us Phone: 303-235-2805
If to the Escrow Agent: BOKF, NA c/o BOK Financial 1600 Broadway, 26th Floor Denver, CO 80202
Attention: Corporate Trust and Escrow Services
Email: ctdenver@bokf.com Phone: 303-864-7236 or to such other address as any party may, by written notice to the other party, hereafter specify.
Any notice shall be deemed to be given upon mailing.
Section 20. Electronic Storage. The parties hereto agree that the transaction described
herein may be conducted and related documents may be stored by electronic means. Copies,
telecopies, facsimiles, electronic files and other reproductions of original executed documents shall
be deemed to be authentic and valid counterparts of such original documents for all purposes,
including the filing of any claim, action or suit in the appropriate court of law.
Section 21. Jurisdiction and Venue. The rights of the City under this Agreement shall
be deemed to be a contract made under and shall be construed in accordance with and governed
by the laws of the State of Colorado. Jurisdiction and venue for any disputes related to this
Agreement shall be in United States District Court for the District of Colorado.
Section 22. Exercise of Option. The City Council of the City has elected in the Bond
Ordinance to exercise on the behalf and in the name of the City its option to redeem the Refunded
Bonds on the Redemption Date. The City hereby authorizes and directs BOKF, NA, Denver,
Colorado, as registrar for such Refunded Bonds, to give notice of refunding, defeasance and
redemption of the Refunded Bonds to the registered owners of the Refunded Bonds in accordance
with the provisions of the Ordinance authorizing the issuance of the Refunded Bonds.
Section 23. Electronic Transactions. The parties hereto agree that the transaction
described herein may be conducted and related documents may be stored by electronic
means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed
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documents shall be deemed to be authentic and valid counterparts of such original documents for
all purposes, including the filing of any claim, action or suit in the appropriate court of law.
Section 24. Form of Notice. The notice so to be given shall be in substantially the
following form:
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(Form of Notice)
NOTICE OF REFUNDING, DEFEASANCE AND PRIOR REDEMPTION
CITY OF WHEAT RIDGE, COLORADO SALES AND USE TAX REVENUE BONDS SERIES 2017
CUSIP NUMBER: 96255N AH2, AJ8, AM1, AK5, AL3
NOTICE IS HEREBY GIVEN that the City of Wheat Ridge, Summit County, State of
Colorado (the “City”) will cause to be deposited in escrow with BOKF, NA, Denver, Colorado (the “Escrow
Agent”), refunding bond proceeds and other moneys which will be invested (except for a small initial cash
balance remaining uninvested) in certificates of indebtedness, notes, bonds and similar securities which are
direct obligations of, or obligations the principal or and interest on which are unconditionally guaranteed
by, the United States of America to refund, pay, redeem and discharge a portion of the principal and interest
in connection with the City’s Sales and Use Tax Revenue Bonds, Series 2017 (the “Series 2017 Bonds”),
as more particularly described below.
$12,120,000 of the Series 2017 Bonds maturing on and after December 1, 2024 as shown
below (the “Refunded Bonds”) will be paid at maturity or called for prior redemption on December 1, 2024
(the “Redemption Date”). On the Redemption Date, the principal of such Refunded Bonds and accrued
interest to the Redemption Date, will become due and payable at the principal operations office of the
paying agent for the Series Bonds, BOKF, NA (the “Paying Agent”), and thereafter interest will cease to
accrue. The Refunded Bonds will be redeemed without a premium.
Maturity
(December 1)
Principal
Amount
Interest Rate
Per Annum
2024 $3,000,000 5.00% 2025 1,500,000 3.00 2025 1,650,000 4.00 2026 3,260,000 4.00
2027 2,710,000 4.00
According to a report of a firm of certified public accountants, licensed to practice in
Colorado, the escrow, including the known minimum yield from such investments and any temporary
reinvestments and the initial cash balance remaining uninvested, will be fully sufficient at the time of the
deposit and at all times subsequent, to pay the principal amount of the respective Refunded Bonds on the
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respective Redemption Dates, and interest accruing on and after the date of the deposit and on and before
the Redemption Dates.
Pursuant to federal law, the Paying Agent is required to withhold a portion of the principal
of your bond redeemed unless the Paying Agent is provided with your Social Security Number or Taxpayer
Identification Number, properly certified or submitted on a Form W-9. A completed Form W-9 should be
presented with your bond.
The above-referenced CUSIP numbers were assigned to this issue by Standard & Poor’s
Corporation and are intended solely for bondholders’ convenience. Neither the Paying Agent nor the City
shall be responsible for selection or use of the CUSIP numbers, nor is any representation made as to their
correctness on the Refunded Bonds or as indicated in any redemption notice.
Dated ___________, 2024.
BOKF, N.A. By: Title: Senior Vice President
(End Form of Notice)
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IN WITNESS WHEREOF, the City of Wheat Ridge has caused this Escrow Agreement to be
signed in the City’s corporate name by its Mayor and to be attested by its City Clerk, with the seal
thereof hereunto affixed; and BOKF, NA, has caused this Escrow Agreement to be signed in its
corporate name by one of its authorized officers, and sealed with its corporate seal, all as of the day
and year first above written.
CITY OF WHEAT RIDGE, COLORADO
By:
Mayor (SEAL)
Attest:
City Clerk
BOKF, NA
By:_____________________________________ Vice President
A-1
EXHIBIT A
Escrow Verification Report
Immediate 2J Projects (2025-2027) & Associated Funding Needs
PROJECT EXPENDITURE (millions) EXPLANATION
Emergency Storm Sewer Repair $1.0 Payback for previously advanced funds
Emergency Storm Sewer Repair $3.0 Loca�ons are unknown; repairs will be completed as issues arise
Pavement Maintenance $8.0 2025-2027 construc�on costs for various maintenance ac�vi�es to city
streets, by zone
Sidewalk Repair $1.8 2025-2027 construc�on costs for repairs in accordance with Concrete
Program Guidelines, by zone
ADA Ramp Replacement $0.9 2025-2027 construc�on costs for installa�on at loca�ons where no ramps
exist or loca�ons where current ramps do not meet ADA requirements,
by zone
Sidewalk Gap Construction $5.0 Design & construc�on costs
West Group of priority segments, west of Kipling
Central Group of priority segments, between Kipling & Wadsworth
East Group of priority segments, east of Wadsworth
W 35th Ave Multi-Modal Improvements $5.5 Partially funded TIP project ($1.975 federal, $2.475 state, and $0.5M local)
for environmental, design, and ROW. Additional $5M for construction
(assume 100% from city).
44th Ave & 38th Ave Safety Improvements (including
intersection tightening at Dover & Carr)
$0.4 SS4A grant match to complete design & construc�on
38th Ave “Refresh” (Wadsworth to Harlan) $1.5 Complete traffic analysis, property owner engagement, and 100% design
Tabor St Multi-Modal Improvements $0.5 Complete design; TIP funding with 10% City match
38th West Improvements (Youngfield to Kipling) $1.4 Complete final design
Roundabout – 26th & Harlan $0.5 City contribution of approx.. 50% of design & construction costs
Contingency (10%) $2.9 Allowance for cost overruns & unknown items
TOTAL $32.4
ATTACHMENT 6
ITEM NO: 3
DATE: September 9, 2024
REQUEST FOR CITY COUNCIL ACTION
TITLE: COUNCIL BILL NO. 19-2024 – AN ORDINANCE AMENDING TITLE 19 ARTICLE IV OF THE WHEAT RIDGE CODE OF LAWS CONCERNING DISPOSITION OF LOST OR ABANDONED PROPERTY PUBLIC HEARING ORDINANCES FOR 1ST READING (08/26/2024) BIDS/MOTIONS ORDINANCES FOR 2ND READING (09/09/2024)
RESOLUTIONS
QUASI-JUDICIAL: YES NO
_______________________________ ______________________________ Police Chief City Manager
ISSUE: A discrepancy exists between Code sections 19-80 and 19-77 of the Wheat Ridge Code of Laws concerning the disposition of lost or abandoned property. To correct that discrepancy, the Wheat Ridge Police Department is requesting that Code section 19-80 be amended to render it consistent
with Code section 19-77 and the standard operating procedures of the police department. PRIOR ACTION: City Council approved this ordinance on first reading on August 26, 2024. A motion was made
by Councilmember Ohm and seconded by Councilmember Stites and was approved by a vote of
8 to 0. BACKGROUND: The current wording of the first paragraph of Section 19-80 of the Code reads as follows: “If
property held in custody remains unclaimed sixty (60) days after such property is no longer
required to be held in evidence pursuant to Section 19-77, or sixty (60) days after such property has come into the possession of the chief of police or thirty (30) days after the mailing of any letter of notice provided for in Section 19-79, whichever is the longer time, such property may be
CAF - Amendment to Code Section 19-80 September 9, 2024
Page 2
retained by the police department and kept for use by the city for training programs or otherwise, or disposed of from time to time by the chief of police or his designee as follows…”
The wording implies that, regardless of whether or not an owner is mailed notifying that the department is in possession of their property, the property must be held for 60 days. This wording does not align with standard operating procedure, Section 19-77 of the Municipal
Code, nor the ordinances of other municipalities.
The discrepancy can be corrected by striking out the phrase, “whichever is the longer time” from Code section 19-80 as described in the ordinance.
FINANCIAL IMPACT:
None RECOMMENDATION: It is recommended that City Council approve the amendment to Code section 19-80 to render it
consistent with Code section 19-77 and the standard operating procedures of the police department.
RECOMMENDED MOTION: “I move to approve Council Bill No. 19-2024, – an ordinance amending Title 19 Article IV of the Wheat Ridge Code of Laws concerning disposition of lost or abandoned property and that it take
effect fifteen (15) days after final publication.”
Or, “I move to table indefinitely Council Bill No. 19-2024, – an ordinance amending Title 19 Article
IV of the Wheat Ridge Code of Laws concerning disposition of lost or abandoned property, for
the following reason(s) _________________.” REPORT PREPARED/REVIEWED BY: Jim Lorentz, Division Chief
Chris Murtha, Chief of Police
Patrick Goff, City Manager ATTACHMENTS: 1. Council Bill No. 19-2024
ATTACHMENT 1
CITY OF WHEAT RIDGE, COLORADO INTRODUCED BY COUNCIL MEMBER OHM COUNCIL BILL NO. 19
ORDINANCE NO. 1804 Series 2024 TITLE: AN ORDINANCE AMENDING TITLE 19 ARTICLE IV OF THE WHEAT RIDGE CODE OF LAWS CONCERNING DISPOSITION OF LOST OR
ABANDONED PROPERTY
WHEREAS, the City of Wheat Ridge is a home rule municipality having all
powers conferred by Article XX of the Colorado Constitution; and
WHEREAS, pursuant to its home rule authority and C.R.S. § 31-23-101, the City, acting through its City Council (the “Council”), is authorized to adopt ordinances for the protection of the public health, safety or welfare; and
WHEREAS, in the exercise of this authority the Council has previously
adopted Article IV of Title 19 of the Code of Laws concerning lost or abandoned
property; and
WHEREAS, the Council wishes to amend Code section 19-80 to render it
consistent with Code section 19-79 and standard operating procedures of the
Police Department.
NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE, COLORADO:
Section 1. The introductory paragraph of Code section 19-80 is amended to read:
Sec. 19-80. - Disposition if OF unclaimed.
If property held in custody remains unclaimed sixty (60) days after such
property is no longer required to be held in evidence pursuant to section 19-77, or sixty (60) days after such property has come into the possession of the chief of police or thirty (30) days after the mailing of any letter of notice provided for in section 19-79, whichever is the longer time, such
property may be retained by the police department and kept for use by the
city for training programs or otherwise, or disposed of from time to time by the chief of police or his designee as follows:
(1) . . .
Section 2. Severability, Conflicting Ordinances Repealed. If any section,
subsection or clause of this Ordinance shall be deemed to be unconstitutional or
otherwise invalid, the validity of the remaining sections, subsections and clauses shall not be affected thereby. All other ordinances or parts of ordinances in conflict with the provisions of this Ordinance are hereby repealed.
Section 3. Effective Date. This Ordinance shall take effect fifteen (15) days after final publication, as provided by Section 5.11 of the Charter.
INTRODUCED, READ, AND ADOPTED on first reading by a vote of 8 to 0 on
this 26th day of August 2024, ordered published in full in a newspaper of general circulation in the City of Wheat Ridge, and Public Hearing and consideration on final passage set for September 9, 2024 at 6:30 p.m., in the Council Chambers, 7500 West 29th Avenue, Wheat Ridge, Colorado.
READ, ADOPTED AND ORDERED PUBLISHED on second and final reading by
a vote of ___ to ___, this _____ day of ______________, 2024.
SIGNED by the Mayor on this _____ day of ____________, 2024.
Bud Starker, Mayor
ATTEST:
Margy Greer, Senior Deputy City Clerk
Approved as to Form
Gerald E. Dahl, City Attorney
First Publication: August 27, 2024 Second Publication: September 10, 2024 Effective Date: September 25, 2024
Published:
Jeffco Transcript and www.ci.wheatridge.co.us
ITEM NO: 4
DATE: September 9, 2024 REQUEST FOR CITY COUNCIL ACTION
TITLE: MOTION TO APPROVE A PROFESSIONAL SERVICES
AGREEMENT WITH OLSSON, IN AN AMOUNT NOT TO EXCEED $1,067,000.00, TO PROVIDE DESIGN, ENVIRONMENTAL, AND RIGHT-OF-WAY SERVICES FOR THE WADSWORTH PATH PROJECT
PUBLIC HEARING ORDINANCES FOR 1ST READING BIDS/MOTIONS ORDINANCES FOR 2ND READING RESOLUTIONS
QUASI-JUDICIAL: YES NO
_____________________________
Director of Public Works City Manager ISSUE: In 2022, the City was awarded a $7.5M grant through the Denver Regional Council of Governments Transportation Improvement Program to construct a multi-use path along the west
side of Wadsworth Boulevard between 32nd and 35th Avenues. The Public Works Department solicited and evaluated proposals from five firms. Staff is recommending that the city enter into a contract with Olsson for the design, environmental, and right-of-way phases of the project. The fee amount was negotiated with Olsson and includes an approximate 3% contingency amount to
address minor changes that may arise during the design process.
PRIOR ACTION: At the April 4, 2022 Study Session, during discussions about one-time revenue appropriations from Longs Peak Metropolitan District Clear Creek Crossing reimbursements, the City Council directed staff to allocate $1M of the Clear Creek Crossing reimbursement towards construction of
a sidewalk on the west side of Wadsworth between 32nd and 35th Avenues. It was anticipated that
the City would be awarded the Transportation Improvement Program (TIP) grant for the Wadsworth sidewalk project and the $1M allocation would cover the required local funding match. The TIP grant was formally awarded to the City on September 23, 2022. On May 8, 2023, City Council approved an intergovernmental agreement (IGA) with the Colorado Department of
Council Action Form – Wadsworth Path Design Contract Award September 9, 2024
Page 2
Transportation (CDOT) that outlines the terms of the TIP grant, including various parties’ responsibilities, funding sources, and requirements for receiving reimbursement of grant funds.
FINANCIAL IMPACT: Funding for the Wadsworth Path project was budgeted in the 2024 Capital Improvement Program as a part of account number 30-303-800-852 Bike/Pedestrian Improvements. The total project budget is $7,500,000 and includes funding for both design and construction phases.
Federal funding requires a local match in the amount of $1,000,000 which is being shared between the City and CDOT. CDOT is contributing $700,000 of the match, so the City’s portion is $300,000. The state and federal funds will be provided as reimbursements.
Olsson’s total fee for design, environmental, and right-of-way services is $1,035,793.31. A 3%
contingency is included to account for minor assumptions in the scope of work (e.g., number of geotechnical boreholes, number of meetings, etc.) for a total amount of $1,067,000.00. A summary of the project budget is shown in the following table:
Task Budget Amount Design, Environmental, and Right-of-way services plus 3% contingency $1,067,000
Right-of-way Acquisition $1,413,500 (estimated)
Construction Management services $528,000 (estimated)
Construction $4,400,000 (estimated) Additional Contingencies $91,500 (estimated)
Total $7,500,000
BACKGROUND:
The west side of Wadsworth Boulevard between 32nd and 35th Avenues lacks any pedestrian or bicycle facilities. The improvements proposed with this project will close a critical sidewalk gap and complete a continuous sidewalk along the portion of Wadsworth that runs through Wheat Ridge.
City staff completed a conceptual design for an attached sidewalk in 2018. Staff applied for and was awarded a $7.5M TIP grant in 2022. The proposed improvements will add a 10-foot wide, detached, shared use path. An amenity/landscaping zone will be included, where feasible, between the street and the sidewalk. It will be similar to the amenity zones constructed with the Wadsworth
Improvements project to the north and will include xeriscape plant materials in the wider sections
and patterned concrete in the narrower sections. Pedestrian lights and enhanced bus stops with bus shelters will also be included. A request for proposals (RFP) was issued on May 15, 2024, for design, environmental, and right-
of-way services for the project. Five proposals were received on June 13, 2024. The selection
committee met to evaluate proposal submittals and short-listed three firms to participate in
Council Action Form – Wadsworth Path Design Contract Award September 9, 2024
Page 3
interviews. Following the interviews, the selection committee determined that Olsson offered the best combination of qualifications, experience, and project approach.
The fees were negotiated with Olsson to ensure that all elements of the project were addressed. A draft agreement was developed and sent to CDOT for concurrence. This is required on federally funded projects with CDOT oversight. CDOT provided concurrence on August 9, 2024.
RECOMMENDATION:
Staff recommends approval of a design, environmental, and right-of-way services contract with Olsson. RECOMMENDED MOTION:
“I move to approve a professional services agreement with Olsson, in an amount not to exceed
$1,067,000, to provide design, environmental, and right-of-way services for the Wadsworth Path project.”
or,
“I move to deny approval of a professional services agreement with Olsson for the Wadsworth Path project for the following reason(s)__________________.” REPORT PREPARED/REVIEWED BY:
Jordan Jefferies, Project Manager
Kent Kisselman, CIP Program Manager Maria D’Andrea, Director of Public Works Patrick Goff, City Manager
ATTACHMENTS:
1. Professional Services Agreement 2. Olsson Proposal
Wadsworth Path
Contract #24-125
THIS AGREEMENT made this day of August, 2024, by and between the City of Wheat Ridge, Colorado,
hereinafter referred to as the “City” or “Owner” and Olsson, Inc., 1525 N. Raleigh Street, Suite 400, Denver,
CO 80204, hereinafter referred to as the “Consultant.”
WITNESSETH, that the City of Wheat Ridge and the Consultant agree as follows:
ARTICLE 1 – SERVICES
The Consultant will serve as the City’s consultant and provide at a minimum all the professional services
required as per the Consultant’s revised proposal (Exhibit A) and revised fees (Exhibit A2), originally requested
scope of work (Exhibit B), incorporated herein by reference. This agreement does not include the early action
work included in agreement #24-125A (Exhibit C) also incorporated herein by reference.
Minimally, the Consultant agrees to perform the following tasks related to the Wadsworth Path Project:
1.Project Management Tasks and Coordination Efforts
2.Topographic and Boundary Survey, and Right of Way Plans
3. Geotechnical Analysis
4. Environmental Clearance documentation
5. Drainage investigations
6.Construction Documents drafting
7.Bidding Assistance, Construction Administration and Closeout activities
ARTICLE 2 – TERM
The work to be performed under this agreement may commence promptly after receipt of a fully-executed copy
of the agreement, to the extent that the Consultant has been authorized to proceed by the City.
This agreement is intended to extend the length of the project and is not eligible for renewal.
ARTICLE 3 – PAYMENT AND FEE SCHEDULE
It is understood and agreed by and between the parties hereto, that the City shall pay the Contractor for services
provided, and the Contractor will accept a not-to-exceed amount of one million, thirty-five thousand, seven
hundred ninety-three dollars and thirty-one cents ($1,035,793.31) as full payment for such services.
Pricing to remain firm until project is satisfactorily completed.
The City operates on a calendar year as its fiscal year; as such, all invoices must be received no later than
December 22, in order to be processed in the same calendar year.
A.Invoices by Task
Invoices will be submitted monthly by the Contractor for services performed and expenses incurred,
pursuant to this agreement during the prior month. Payment is then made to the Contractor within thirty (30)
days of receipt via Electronic Funds Transfer (EFT). The City may elect the alternative method of payment
by the Treasurer’s Office through proper accounting procedures.
B.Funding
ATTACHMENT 1
There is in effect within the City of Wheat Ridge, Colorado, a provision of the City’s Code of Laws which
limits the amount for which the City shall be liable to the amount expressly appropriated by the City Council,
either through budgeted appropriation, or contract or bid award. The contractor is specifically advised of the
provisions of this portion of the Code of Laws of the City of Wheat Ridge, which was enacted pursuant to
Ordinance 787, Series of 1989, and expressly incorporated herein. This contract is specifically subject to
the provisions of said Ordinance and adopted Code Section.
ARTICLE 4 – Reserved.
ARTICLE 5-SALES AND USE TAXES
Don’t include sales or use tax in invoices, as the City of Wheat Ridge is exempt from City, County, State, and
Federal sales and excise taxes. Certificates will be issued upon request. City of Wheat Ridge Sales Tax Exempt:
98-03515
ARTICLE 6 – INDEPENDENT CONTRACTOR
In performing the work under this agreement, the Contractor acts as an independent contractor and is solely
responsible for necessary and adequate worker’s compensation insurance, personal injury and property damage
insurance, as well errors and omissions insurance. The Contractor, as an independent contractor, is obligated to
pay Federal and State income tax on monies earned. The personnel employed by the Contractor are not and
shall not become employees, agents, or servants of the City because of the performance of any work by this
agreement. The Contractor warrants that it has not employed or retained any company or person, other than a
bona fide employee working solely for it, to solicit or secure this agreement, and that it has not paid or agreed to
pay any company or person—other than bona fide employees working solely for the Contractor—any
commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the
award or making of this agreement. For breach or violation of this warranty the City will have the right to annul
this agreement without liability or in its discretion to deduct from the agreement price or consideration, or
otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee.
ARTICLE 7 – INSURANCE
In accordance with Article 4 above, the Contractor shall furnish a certificate of insurance upon notification of
award, and prior to performance. Work shall not commence under this agreement until the Contractor has
submitted to the City and received approval thereof, a certificate of insurance showing compliance with the
following minimum types and coverages of insurance:
Type of Insurance Minimum Limits of Liability
Worker’s Compensation, Coverage A Statutory, including occupational disease coverage
for all employees at work site.
Employer Liability, Coverage B $500,000 per person
$500,000 per accident
$500,000 each disease
Commercial General Liability (including
Premises-Operations, Independent Contractor’s
Protective, Broad Form Property Damage, and
Contractual Liability)
•Bodily Injury
•Property Damage
$1 million per occurrence
$2 million aggregate
$1 million per occurrence
$2 million aggregate
An endorsement covering any explosion, collapse, and underground exposures, “XCU,” in the
Commercial General Liability policy is also required.
Comprehensive Automotive Liability
(owned, hired, and non-owned vehicles)
•Bodily Injury
•Property Damage
$2 million per occurrence
$2 million per occurrence
The City of Wheat Ridge shall be named as additional insured on all liability policies.
Insurance shall include provisions preventing cancellation without 30 days prior notice by
certified mail to the City.
Nothing herein shall be deemed or construed as a waiver of any of the protections to, which the agencies may
be entitled pursuant to the Colorado Governmental Immunity Act, Sections 24-10-101, CRS, as amended.
ARTICLE 8 – INDEMNIFICATION
The Contractor agrees to indemnify, defend, and to hold the City and its agents, officials, officers and employees
harmless for, from and against any and all claims, suits, expenses, damages, or other liabilities—including
reasonable attorney fees and court costs arising out of damage or injury to persons, entities, or property causes
or sustained by any person or persons to the extent caused by the negligent performance or failure of the
Contractor to provide services pursuant to the terms of this agreement.
ARTICLE 9 – EQUAL EMPLOYMENT OPPORTUNITY
The Contractor shall not discriminate against any employee or applicant for employment because of age, race,
color, religion, sex, or national origin. The Contractor shall adhere to acceptable affirmative action guidelines in
selecting employees and shall ensure that employees are treated equally during employment, without regard to
age, race, color, religion, sex, or national origin. Such action shall include—but not be limited to the following:
employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates
of pay or other forms of compensation, and selection for training—including apprenticeship. The Contractor
agrees to post in conspicuous places, available to employees and applicants for employment, notices provided
by the local public agency setting forth the provisions of this nondiscrimination clause.
The Contractor will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this
agreement so that such provisions will be binding upon each subcontractor—provided that the foregoing
provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.
ARTICLE 10 – CHARTER, LAWS, AND ORDINANCES
The Contractor at all times during the performance of this agreement, agrees to strictly adhere to all applicable
Federal, State, and local laws, rules, regulations, and ordinances that affect or govern the work as contemplated
under this agreement.
ARTICLE 11 – LAW AND VENUE
The laws of the State of Colorado shall govern as to the interpretation, validity, and effect of this agreement. The
parties agree that venue and jurisdiction for disputes regarding performance of this contract is with the District
Court of Jefferson County, Colorado.
ARTICLE 12 – TERMINATION
The Contractor acknowledges that his failure to accomplish the work as described shall be considered a material
breach of the contract and entitle the City to consequential damages resulting from failures, acts, or omissions—
including, but not limited to re-procurement costs, insufficient or improper work.
The City and the Contractor agree that this agreement may be canceled for cause by either party, with a fifteen
(15) day prior written notice. The cost of completing the portion of the work which remains unperformed at the
time of such termination shall be deducted from the contract price before payment is made.
The City may terminate the agreement for its convenience, upon thirty (30) days written notice. In the event of
such termination the Contractor will be paid for all work and expenses incurred up until the time of such
termination.
All work accomplished by the Contractor prior to the date of such termination shall be recorded, and tangible
work documents shall be transferred to and become the sole property of the City, prior to payment for services
rendered.
ARTICLE 13 – NOTICES
Contact Information City Contractor
Name: Jordan Jefferies Matt Olsson
Office Phone: 303-235-2868 970-635-3712
Email Address: jjefferies@ci.wheatridge.co.us molsson@olsson.com
Address: 11220 W 45th Ave. 1880 Fall River Drive, Ste. 200
City, State, Zip Code Wheat Ridge, CO 80033 Loveland, CO 80538
ARTICLE 14 – ASSIGNMENT AND SUBCONTRACTORS
The duties and obligations of the Contractor arising hereunder cannot be assigned, delegated, nor
subcontracted except with the express written consent of the City. The subcontractors permitted by the City shall
be subject to the requirements of this agreement, and the contractor is responsible for all subcontracting
arrangements, as well as the delivery of services as set forth in this agreement. The contractor shall be
responsible for the performance of any subcontractor.
ARTICLE 15 – SEVERABILITY
To the extent that the agreement may be executed and performance of the obligations of the parties may be
accomplished within the intent of the agreement, the terms of this agreement are severable. Should any term or
provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall not
affect the validity of any other term or provision hereof. The waiver of any breach of a term hereof shall not be
construed as a waiver of any other term, or the same term upon subsequent breach.
ARTICLE 16 – INTEGRATION OF UNDERSTANDINGS
This agreement is intended as the complete integration of all understanding between the parties. No prior or
contemporaneous addition, deletion, or other amendment hereto shall have any force and effect whatsoever,
unless embodied herein in writing. No subsequent novation, renewal, addition, deletion, or other amendment
hereto shall have any force or effect unless embodied in writing and signed by an authorized representative of
the City and the contractor.
ARTICLE 17 - DISADVANTAGED BUSINESS ENTERPRISES
Disadvantaged business enterprises are afforded full opportunity to submit bids and will not be discriminated
against on the grounds of race, color or national origin in consideration for an award. Consultants shall insert this
provision in all sub-contracts for any work covered by this Agreement, so that it shall be binding upon each sub-
consultant or sub-contractor providing labor or services.
ARTICLE 18 – OWNERSHIP OF CONTRACT PRODUCTS
All products produced from the awarded contract shall be the sole property of the City.
ARTICLE 19 – PERSONALLY IDENTIFIABLE INFORMATION (PII)
Contractors, consultants, business partners and vendors that handle, process or work in areas where personally
identifiable information may reside in hard copy or electronic records must maintain the confidentiality of all
Personally Identifiable Information (PII). Violation may result in contractual penalties and termination of the
business relationship with the City. In extreme cases criminal punishment under Colorado Law (C.R.S. § 24-73-
101) may occur.
ARTICLE 20 - DISADVANTAGED BUSINESS ENTERPRISES Disadvantaged business enterprises are afforded full opportunity to submit bids and will not be discriminated
against on the grounds of race, color or national origin in consideration for an award. Consultants shall insert this
provision in all sub-contracts for any work covered by this Agreement, so that it shall be binding upon each sub-
consultant or sub-contractor providing labor or services.
ARTICLE 21 - ACCESSIBILITY
Contractor(s) and solutions complies with all applicable provisions of §§24-85-101, et seq., C.R.S., [1] and the
Accessibility Standards for Individuals with a Disability, as established by the Office Of Information Technology
pursuant to Section §24-85-103(2.5). Contractor also complies with the latest version of Level AA of the Web
Content Accessibility Guidelines (WCAG), currently version 2.1, as described in State of Colorado Technical
Standard TS-OEA-002, Technology Accessibility for Web Content and Applications when developing solutions
for the state.
The Contractor agrees to indemnify, save, and hold harmless the state, its employees, agents and assignees
(collectively, the “Indemnified Parties”), against any and all costs, expenses, claims, damages, liabilities, court
awards and other amounts (including attorneys’ fees and related costs) incurred by any of the Indemnified
Parties in relation to the Contractor’s failure to comply with §§24-85-101, et seq., C.R.S., or the Accessibility
Standards for Individuals with a Disability as established by the Office of Information Technology pursuant to
Section §24-85-103(2.5).
Any additional costs to add accessibility features will be the obligation of the Contractor, and any addition or
change to the Price Proposal will be disallowed.
ARTICLE 22 – Reserved.
ARTICLE 23 - VENDOR PERFORMANCE FEEDBACK
The City of Wheat Ridge has implemented a requirement for Project Managers to assess each vendor’s
performance and issue a determination as to whether the City should award the vendor future City contracts. All
contracts will need to be considered as part of the requirement. The following criteria will be evaluated annually
for renewable contracts and at contract closeout for one-time agreements:
a. Work completed on time
b. Work completed within budget
c. Work completed as per the Scope of Work
d. Future awards recommendation
ARTICLE 24 – INTERNAL TEAM REVIEW
Each party has reviewed the items contained within this contract and recommend executing this contract to
proceed with the agreed upon Statement of Work.
______________________________________ __________
Whitney Mugford-Smith, Procurement Manager Date Signed
______________________________________ __________
Jordan Jefferies, Civil Engineer Date Signed
______________________________________ __________
Maria D’Andrea, Director of Public Works Date Signed
______________________________________ __________
Patrick Goff, City Manager Date Signed
ARTICLE 25 – AUTHORIZATION
Each party represents and warrants that it has the power and ability to enter into this agreement, to grant the rights
granted herein, and to perform the duties and obligations described herein.
IN WITNESS WHEREOF, the parties hereto have executed this agreement in two (2) copies, each of which shall be
deemed an original on the day and year first written above.
ATTEST: OWNER
CITY OF WHEAT RIDGE
7500 W. 29TH AVENUE
MARGY GREER, SENIOR DEPUTY CITY CLERK WHEAT RIDGE, CO 80033
303-234-5900
DATE
BUD STARKER, MAYOR
(Seal) CONTRACTOR
APPROVED AS TO FORM: NAME
ADDRESS
CITY, STATE, ZIPCODE
GERALD DAHL, CITY ATTORNEY
AUTHORIZED SIGNATURE
ATTEST TO CONTRACTOR:
PRINTED NAME
NAME
TITLE
TITLE
DATE
DATE
WADSWORTH PATH:32ND TO 35TH
RFP-24-125-WADS PATH
City of Wheat Ridge
JUNE 13, 2024
EXHIBIT C
ATTACHMENT 2
1525 N. Raleigh Street, Suite 400, Denver, CO 80204 / olsson.com
June 13, 2024
City of Wheat Ridge Procurement
Attn: Whitney Mugford-Smith
7500 W. 29th Avenue, Wheat Ridge, CO 80033
RE: Request for Proposals Wadsworth Path: 32nd to 35th / RFP-24-125-Wads Path
Dear Ms. Mugford-Smith and selection committee members:
As your local partner in Colorado, Olsson stands as a trusted resource dedicated to advancing Wheat Ridge’s progress. With a rich 68-year legacy and a team of over
2,000 skilled professionals, we take immense pride in our role within the Denver community. Our commitment to excellence makes sure that you not only receive
hands-on, local attention but also benefit from the specialized expertise of our engineering, environmental, and right-of-way acquisition professionals. At Olsson,
we are more than just consultants; we are dependable partners, offering a unique blend of understanding, responsiveness, and innovation to enhance your community.
We are the right partner for this project based on the following reasons:
COMPREHENSIVE IN-HOUSE SERVICES. Every member of our team has extensive, cross-disciplinary experience, enabling us to provide you with core services that
will address all aspects of the project. Having all of these resources in-house means we don’t pass the buck — ever. Our local, senior-level expertise, backed by our
assistant engineers and technicians, allow us to develop competent solutions and respond quickly to any issue that arises. By providing local services in-house,
we reduce coordination requirements and the time needed to complete the project. In addition, we have enhanced our team with specific expertise in certain
elements of the project. Our partners including Triunity for utility coordination/SUE, H.C. Peck for right-of-way, and Centennial Archaeology for historical clearance,
are as committed as we are in a successful project.
EXTENSIVE COMMUNICATION. Project success demands effective communication with you, the project team, and the public. It sounds so simple, yet this is an
area where many projects fail. Regular communication builds trust and makes it easier for all team members to do their jobs well. We will earn your trust by
keeping you informed regularly about your project’s status, critical design decisions, and design progress. Key project staff are also located 10 minutes away
from the project site and city offices, allowing us to be in person at a moment’s notice.
YOUR SCHEDULE AND BUDGET ARE PARAMOUNT. Olsson understands schedule is the most critical component for the project’s success. Furthermore,
we recognize all the interconnected parts and pieces which need to be well coordinated and executed in order to meet the schedule. To that end, we have
dedicated more project management time and staff to keeping all disciplines on track and moving forward. On the design side, solutions need to be developed
within the guardrails of the budget available to construct the project. The best idea in the world can be meaningless if it can’t actually be built.
Our team is committed to providing Wheat Ridge with an unrivaled level of service and communication. We look forward to speaking with you about our team
and approach. As your main point of contact, I am dedicated to the quality and success of this project. If you have any questions, please reach out to me
at molsson@olsson.com or 402.525.3163.
Best,
Matt Olsson, PE Jessica Burch, PE
1. Firm Capabilities and References for Similar
Work Completed by Proposed Team ............... 4
2. Scope of Submission ....................................... 8
3. Effective Project Approach and Timeline ....20
4. Implementation, Installation, or Plan
Effectiveness ....................................................... 26
5. Forms ................................................................ 29CONTENTS
1. FIRM CAPABILITIES AND REFERENCES FOR SIMILAR WORK COMPLETED BY PROPOSED TEAM
We’re Olsson, a nationally recognized, employee-owned engineering and design firm with a rich, successful history.
Founded in 1956 on the same mindset that drives us today, we exist to improve communities, like yours, making it more
sustainable, better connected, and more efficient. Simply put, we exist to leave the world better than we found it.
Though our philosophy hasn’t changed since John E. Olsson opened our doors many years ago, we have certainly evolved,
adding dozens of offices across 11 states, and developing a comprehensive list of services to best serve a comprehensive
list of markets.
COMPANY OVERVIEW
Firm Management
Olsson is an employee-owned, private
corporation. Only Olsson employees
hold Olsson shares, in both a private
stock offering and through an employee
stock ownership plan (ESOP).
Olsson’s key principals include the
following executive team members:
• Chief Executive Officer: Brad Strittmatter
• Chief Financial Officer: Jeff Jenkins
• Chief Relationship Officer: John Olsson
• Chief Culture Officer: Melissa Newton
• Chief Operating Officer: Ron Mersch
• Chief Development Officer: Dave Roberts
Local Office & Employees
We are proud to have four offices in
Colorado. Specifically, our Denver office
is located only 10 minutes from Wheat
Ridge. In Colorado, we have more than
155 employees. In addition, Olsson has
more than 80 Colorado licensed engineers.
You will not only receive hands on, local
attention on your projects, but service-
specific expertise from transportation,
engineering, modeling, and planning experts.
NUMBER OF EMPLOYEES: 2,060
NUMBER OF OFFICES: 34
YEARS IN BUSINESS: 68 YEARS
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 5
1. FIRM CAPABILITIES AND REFERENCES FOR SIMILAR WORK COMPLETED BY PROPOSED TEAM
Project References
11TH STREET MULTIMODAL IMPROVEMENTS, WINDSOR, CO
Reference: Scott Pearson, Town of Windsor, 970.674.2437,
spearson@windsorgov.com
Services Provided: Roadway, traffic, drainage, phasing, and erosion control
design, traffic analysis, geotechnical analysis and design, utility coordination,
environmental clearance work, survey.
Olsson designed multimodal improvements on 11th Street from the Greeley No.
2 Canal to Sagewood Drive. This project added new bike facilities in a gap that
exists along 11th Street including new bicycle lane signing, pavement marking
changes, existing rectangular rapid flashing beacon (RRFB) signal modifications,
raised medians, and intersection improvements along the corridor including
the Main Street (Colorado Highway 392) intersection. The CDOT Local Agency
process was followed with the successful completion of three clearances. The
team worked with the city to minimize design impacts and deliver the goals
of the project. Throughout the project, our team hosted a variety of public
involvement including a virtual open house, and pop-up events at the community
recreation center and high school football game to engage a wide cross section
of the public. Through the process, it was determined that the right in right
out was the best solution for today, while having developed a design for the
roundabout that could be used for future grant applications. Cost: $1.7M. The
subconsultants included All Traffic Data Services, and Ayres Associates.
26TH AVENUE SIDEWALK GAP, LAKEWOOD, CO
Reference: Lucy East, City of Lakewood, 303.987.7973, least@lakewood.org
Services Provided: Roadway, survey, traffic, and drainage design.
The city of Lakewood aims to enhance connectivity by offering various
transportation options for residents and visitors. This project represents one
of their efforts to create safe and complete streets accessible to pedestrians,
cyclists, transit and automobiles. To establish an interconnected system,
this project includes installing 1.5 miles of new sidewalk and drainage
infrastructure along 26th Avenue, spanning from Kipling Avenue to
Wadsworth Boulevard. Cost: $3M. The subconsultants included Horrocks.
BASELINE ROAD, BOULDER, CO
Reference: Michael Koslow, City of Boulder, 720.355.3435,
koslowm@bouldercolorado.gov
Services Provided: Roadway, traffic, phasing, erosion control, and drainage
design, drainage and floodplain analysis, utility coordination, public engagement,
survey, traffic analysis, environmental clearances.
The Baseline Road Transportation Safety Project aims to enhance safety along
Baseline Road, a heavily traveled corridor in the city. This roadway not only hosts
many of the community’s key destinations and services but is also among the top 10
crash locations for pedestrians and cyclists in the city. Olsson is assisting with various
services to support this local agency project. Improvements include finalizing the bike
lane and intersection enhancements initiated during a previous phase, implementing
additional pedestrian safety measures, and enhancing transit efficiency. Cost: $3.9M.
The subconsultants included All Traffic Data Services, Reconn, and Frontier Precision.
SH 257 AND EASTMAN PARK DRIVE INTERSECTION IMPROVEMENTS, WINDSOR, CO
Reference: Omar Herrera, Town of Windsor, 970.674.2437,
oherrera@windsorgov.com
Services Provided: Roadway, traffic, drainage, phasing, erosion control, and
utility design, drainage analysis, utility coordination, survey, right-of-way,
geotechnical, railroad coordination.
The town received federal funding to correct a geometric deficiency at the
intersection of SH 257 and Eastman Park. The existing intersection didn’t allow
for large vehicles in the eastbound and westbound left-turn lanes. This project
called for relocating the signal poles on the eastern side of the intersection
to create a larger turning radius for heavy trucks. Our team completed an
alternative analysis, made design recommendations, and prepared construction
documents while coordinating with CDOT Region 4 through the Local Agency
Process. Olsson’s scope expanded to include additional environmental resource
evaluation, subsurface utility engineering investigations, railroad coordination and
ROW acquisition. Through weekly coordination, Olsson guided the town through
the railroad and acquisition processes and CDOT clearances. Cost: $6M. The
subconsultants included Pinyon Environmental, Horrocks, Ayres, All Traffic Data.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 6
Demonstrate experience in overseeing and
coordinating multiple, concurrent projects.
Every project is unique, and we understand that a one-size-fits-all approach doesn’t
work. Our team of experts, backed by ample resources, makes sure there is
responsive and timely execution. Whether it’s a large-scale project or a specialized
task, our local team of over 155 local staff members can handle it effectively.
For example, Project Manager, Matt Olsson, led the design for a public arterial
roadway project. The project involved widening a two-lane undivided road to a
six-lane median-separated road with separate bicycle and pedestrian paths.
Olsson coordinated with two other design consultants at an intersection,
which was under construction while design work was ongoing. The interaction
required robust coordination efforts to make sure everything tied together.
Furthermore, one leg of the intersection was actively in construction
while design was ongoing. The construction work involved temporary
tie-ins to existing structures that needed careful consideration.
Discuss your firm’s familiarity with the
project area and local market.
Wheat Ridge, located near the western edge of Denver, is an interesting mix of old
and new. Primarily a residential city, it also features several retail centers and more
than 20 parks. Wheat Ridge is currently seeing investment driven by its low-crime,
small town feel, excellent location, affordable property, and pro-business outlook.
Olsson understands completion of the Wadsworth Path from 32nd Avenue
to 35th Avenue is a council priority and represents the last missing link on
Wadsworth within the city of Wheat Ridge. Olsson’s expertise, knowledge,
and close proximity to the project site will support Wheat Ridge’s future
investments, allowing the city to focus on improving the community
thoughtfully and strategically. We look forward to working with you.
1. FIRM CAPABILITIES AND REFERENCES FOR SIMILAR WORK COMPLETED BY PROPOSED TEAM
State disadvantaged business enterprise
participation, minimum is 7%.
Disadvantaged business owners bring knowledge and experience to the table that
may otherwise be absent. Understanding this, Olsson is committed to meeting or
exceeding disadvantaged business goals for services under this contract. For this
project, we are partnering with the following disadvantaged businesses: H.C. Peck
& Associates - Right-of-Way and Valerian - Landscape Architecture.
Provide a statement agreeing to provide and maintain
insurance per the RFP requirements, if awarded.
Per the RFP requirements, Olsson carries professional and general liability
insurance coverage. Coverage is maintained with insurance companies that
maintain high ratings for claims paying ability. Wheat Ridge’s insurance
requirements state the following, “ Insurance shall include provisions
preventing cancellation without 30 days prior notice by certified mail to the
City.” For our insurance company, it is not standard practice to send notice
to the city by certified mail. However, Olsson agrees to be responsible for
providing reasonable notice for cancellations to honor this request.
Disclose any relationships the owner or employees may
have that could be construed or perceived as personal or
organizational conflicts of interest.
Olsson does not have any conflicts of interest.
Provide a brief summary regarding your firm’s financial
stability. Disclose whether or not your firm or any affiliates
have filed for bankruptcy.
Olsson is an engineering firm with a rich history of 68 years providing
customized designs for public, private, and institutional clients. We focus
on enriching the communities where we live, work, and play. We have never
been involved in any bankruptcy proceedings.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 7
2. SCOPE OF SUBMISSION
Describe individual experiences with the City or
other government agencies. Detail experience in the
Denver metropolitan and other areas in Colorado.
Describe the unique strengths and relevant experience
your firm offers.
2. SCOPE OF SUBMISSION
With a specialized focus on municipal projects, our team brings extensive
experience that enhances our ability to deliver impactful results We have worked
with dozens of local agencies including Lakewood, Thornton, Greeley, Windsor,
Fort Collins, and Colorado Springs. Since each agency operates uniquely, adhering
to different standards and communication preferences, our team must rapidly
adapt and remain flexible to accommodate these variations. Our approach
is to listen and adapt our processes and designs to the preferences of the
community. Municipal projects come with many challenges such as congested
utility corridors, constrained rights-of-ways, limited budgets, and retrofit
designs. Our team is well versed in adapting designs to meet the needs of
constrained corridors without sacrificing quality of the finished product.
Proximity. Our office is conveniently located just 10 minutes away from the project
site and city offices. Additionally, we’re actively involved in an ongoing multimodal
project within a half-mile radius of this site. Our close proximity and familiarity
with the area will provide a significant advantage to Wheat Ridge. First, our local
presence allows for quicker response times and better understanding of the
unique characteristics and challenges of the area. Secondly, our familiarity with
local regulations, stakeholders, and community dynamics enables smoother
navigation through the project.
Experienced in CDOT Procedures & Guidelines. Our PIC, PM, and CDOT Liaison
all have experience managing numerous CDOT local agency projects. We have
prepared numerous plans, specifications, and estimate (PS&E) packages that have
successfully gone through the CDOT process. In addition, our design team is
intimately familiar with CDOT M&S standards, standard specifications, design
guidance, and special provisions.
Passionate. We are inspired by the opportunity to contribute to the improvement
and beautification of the lo-cal environment, making it more accessible and
enjoyable for everyone. We recognize the significance of pathways in enhancing
community connectivity, promoting active lifestyles, and fostering a sense of
belonging among residents.
Innovative Technology. Olsson has consistently approached its business with
mindfulness and intention. We look for ways to add value and embrace innovation
with purpose. For example, Arizona State University recently engaged Olsson for a
structural inspection of the underground drainage retention structures on campus.
During the development of the Job Safety Analysis, we recognized an opportunity to
enhance safety. By leveraging Olsson’s track-mounted robot inspection technology,
our certified FHWA bridge inspectors can remain above ground while the robot,
equipped with cameras, conducts thorough inspections within the structure.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 9
MATT OLSSON, PE
PROJECT MANAGER
MICHELLE SCHEFFLINCDOT LIAISON
ELLIOT MARSH, PE
QA/QC
JESSICA BURCH, PEPRINCIPAL-IN-CHARGE
ELI DONALDSON, PLSSURVEY & RIGHT-OF WAY-PLANS
TYLER COMPTON, PE
GEOTECHNICAL
STEPHEN BARTELS, PEACTIVE TRANSPORTATION
KRISTI GENSMER
HISTORICAL CLEARANCE
CENTENNIAL ARCHAEOLOGY
COLIN MORAN, PE
STRUCTURES
JOSH PUDLOWSKI, PEPEDESTRIAN LIGHTING/ STREET LIGHTING
ANAHITA BEHRAD
ENVIRONMENTAL
LAURA KINDT, PE, CFMDRAINAGE
KURT SNITKER, PEUTILITY COORDINATION/SUE TRIUNITY
J.E. PARKER
RIGHT-OF-WAY
H.C. PECK & ASSOCIATES, INC.
MELANIE AMES, PLA
LANDSCAPE ARCHITECTURE
VALERIAN
BLAKE BREDBENNER, PETRAFFIC CONTROL PLAN
HANNAH SIEVERSCOMMUNITY ENGAGEMENT
WHEAT RIDGE TEAM
your
ORGANIZATIONAL CHART
EDUCATION
• Abbreviated Degree Type,
Degree, School
• B.S., Civil Engineering, Colorado
School of Mines
PROFESSIONAL REGISTRATIONS
• List
CERTIFICATIONS/TRAINING
• List
OLSSON EXPERIENCE
• ALL Olsson experience, including
internships
• YYYY to Present
OVERALL EXPERIENCE
• YYYY to Present
* Previous Experience
EDUCATION
• M.B.A., University of Colorado
Denver
• B.S., Civil Engineering,
Colorado School of Mines
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO, AZ,
NE, WY
CERTIFICATIONS/TRAINING
• Transportation Erosion Control
Supervisor
• SWMP Preparer
OLSSON EXPERIENCE
• 2018 to Present
OVERALL EXPERIENCE
• 2015 to Present
PROJECT REFERENCES
Gunnar Hale, Civil Engineer,
City of Fort Collins, 970.817.0456,
ghale@fcgov.com
Project: Zach Elementary School
Mike Maurer, Civil Engineer,
City of Greeley, 970.336.4122,
mike.maurer@greeleygov.com
Project: C Street 66th Avenue to
59th Avenue
* Previous Experience
MATT OLSSON, PE
Project Manager
EXPERIENCE SUMMARY
Matt has known Olsson his whole life. His experience is in highway heavy civil construction as well as
transportation analysis and design. He has worked on complex multi-discipline transportation design and
construction projects, including those with CDOT and local agencies. He understands the process and desired
outcomes of a successful infrastructure project. On the design side, Matt takes a progressive approach to
transportation design which recognizes creative, technology driven solutions to solve increasingly complex
problems. He has done design work all across the country, providing him with a heightened perspective.
More locally, he has design experience on state highways in conjunction with local agencies utilizing CDOT
design criteria and CADD standards in addition to roundabouts, traffic signals, roadway safety, and pedestrian
safety improvement projects. Matt understands the impact infrastructure can have on local communities
and uses that understanding in design to deliver high quality products that improve peoples lives.
PROJECT EXPERIENCE
• City of Boulder, Baseline Road; Boulder, CO
• Town of Windsor, 11th Street Multimodal Improvements; Windsor, CO
• City of Boulder, Boulder Pearl Parkway Sidewalk, 48th Court to 49th Street; Boulder, CO
• City of Greeley, 8th Street Engineering Design and Construction Administration Services; Greeley, CO
• Town of Windsor, SH 257 and Eastman Park Drive Intersection Improvements; Windsor, CO
• City of Greeley, C Street: 66th Avenue to 59th Avenue; Greeley, CO
• City of Greeley, 37th Street and Two Rivers Parkway; Greeley, CO
• City of Aurora, Signature Park Trail and Stream Assessment; Aurora, CO
• City of Golden and Colorado Department of Transportation, Linking Lookout; Golden, CO*
• Town of Castle Rock, Downtown Pedestrian Lighting Improvements; Castle Rock, CO
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 10
EDUCATION
• Abbreviated Degree Type,
Degree, School
• B.S., Civil Engineering, Colorado
School of Mines
PROFESSIONAL REGISTRATIONS
• List
CERTIFICATIONS/TRAINING
• List
OLSSON EXPERIENCE
• ALL Olsson experience, including
internships
• YYYY to Present
OVERALL EXPERIENCE
• YYYY to Present
* Previous Experience
EDUCATION
• B.S., Civil Engineering,
Michigan State University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO, MI
OLSSON EXPERIENCE
• 2022 to Present
OVERALL EXPERIENCE
• 2006 to Present
* Previous Experience
JESSICA BURCH, PE
Principal-in-Charge
EXPERIENCE SUMMARY
Jessica offers over a decade of multidisciplinary civil engineering experience which has given her the ability to
understand both the detailed technical work as well as the importance of delivering projects on-schedule and within
budget. She is a versatile team leader who develops creative solutions, aligned with organizational priorities, both
in design and construction/implementation. Jessica has worked on numerous projects that have required bringing
various stakeholders together to come to an agreement on the common goals of the project and develop strategies
to get there. This includes her early planning and risk-assessment experience on a variety of projects in Colorado,
including some alternative project delivery experience within the Local Agency Process.
PROJECT EXPERIENCE
• Town of Windsor, 11th Street Multimodal Improvements; Windsor, CO
• Town of Windsor, SH 257 and Eastman Park Drive Intersection Improvements; Windsor, CO
• City of Arvada, Ridge Road Pedestrian & Bicycle Improvements; Arvada, CO*
• Town of Castle Rock, Downtown Pedestrian Lighting Improvements; Castle Rock, CO
• Denver International Airport, Pena Boulevard Improvements; Denver, CO
• City of Fort Collins, Laporte Corridor Improvements; Fort Collins, CO
• City of Greeley, C St – 59th to 66th Ave Roadway Improvements; Greeley, CO
• City of Greeley, 11th Avenue Signal Rebuilds; Greeley, CO
• City of Littleton, Platte Canyon Road (SH 75) Intersection Improvements: Mineral and Bowles Avenues; Littleton, CO*
• City and County of Denver, Steele Street Multimodal Safety Improvements; Denver, CO*
• CDOT Region 1, Federal Boulevard - Alameda Avenue to 6th Avenue; CO*
• City and County of Denver, Brighton Boulevard Improvements: 44th Street to Race Court; Denver, CO*
• City of Fort Collins, Horsetooth and College Intersection Improvements; Fort Collins, CO*
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 11
EDUCATION
• Abbreviated Degree Type,
Degree, School
• B.S., Civil Engineering, Colorado
School of Mines
PROFESSIONAL REGISTRATIONS
• List
CERTIFICATIONS/TRAINING
• List
OLSSON EXPERIENCE
• ALL Olsson experience, including
internships
• YYYY to Present
OVERALL EXPERIENCE
• YYYY to Present
* Previous Experience
EDUCATION
• B.S., Civil Engineering,
University of Colorado
• A.A.S., Architecture,
Northampton Community
College
OLSSON EXPERIENCE
• 2024 to Present
OVERALL EXPERIENCE
• 2005 to Present
* Previous Experience
MICHELLE SCHEFFLIN
CDOT Liaison
EXPERIENCE SUMMARY
Michelle is an experienced project manager with a special focus on transportation and roadway engineering including
highways, interchanges, intersections, roundabouts, rural/arterial roadways, trails, and multimodal design. In
addition, she has engineering experience with stream restoration, flood mitigation, and stormwater management.
Michelle’s project management experience includes working with a range of clients, including local agencies, Colorado
DOT, contractors, and developers. As an illustration of her expertise in navigating the CDOT local agency process,,
Michelle has successfully completed three CDOT local agency projects in the past three years and is currently working
on one.
PROJECT EXPERIENCE
• City of Boulder, Baseline Road; Boulder, CO
• City of Thornton, 6th Avenue Sidewalk Improvements; Thornton, CO*
• Town of Windsor, Eastman Park Drive Corridor; Windsor, CO*
• Arapahoe County, Inverness Drive West Bike Path; Arapahoe County, CO*
• Town of Parker, Parker Road Operational Improvements; Parker, CO*
• City of Centennial, Centennial East-West Trails; Centennial, CO*
• South Suburban Parks and Recreation District, Bear Creek Trail Study and Conceptual Design; Sheridan, CO*
• City and County of Denver, 39th Avenue Greenway/Park Hill Detention Design-Build; Denver, CO*
• City of Aurora, Montview Boulevard, Peoria Street to Fitzsimons Parkway Conceptual Design; Aurora, CO*
• City of Centennial, Willow Creek Park and Regional Trail; Centennial, CO*
• DRCOG, Trails for Regional Transportation Department (RTD) Fastrack Stations; Thornton, CO*
• City of Thornton, Branter Elementary School Trail; Thornton, CO*
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 12
EXPERIENCE SUMMARY
Colin is a nationally experienced leader for Olsson’s Roadway and Bridge team.
He has concept and design experience ranging in size from small single-span to
multi-level, multi-span system interchange bridges and a strong background in
the American Association of State Highway and Transportation Officials’ (AASHTO)
Load, Resistance Factor Design (LRFD), and American Railway Engineering and
Maintenance-of-Way Association (AREMA) codes. His specialties include highway
bridge design, bridge inspection, lighting structures, and sign structures.
PROJECT EXPERIENCE
• Arizona State University, Underground Retention Structure Inspection; Tempe, AZ
• Maricopa County Department of Transportation, Broadway
Road Bridges at Tempe Canal; Tempe, AZ
• DFDG, Santa Fe Springs Apartments Rehabilitation and Generator Pad
Improvements; Phoenix, AZ
• City of Avondale, 116th Avenue over the Gila River Bridge Lighting; Avondale, AZ
• City of Oklahoma City, BC-0227 Bridge Rehabilitation; Oklahoma City, OK
EDUCATION
• B.S., Civil Engineering,
North Dakota State University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO, AZ, ID,
MN, MO, MT, NE, ND, OK, SD, TX, WY
• Structural Engineer: OK
OLSSON EXPERIENCE
• 2017 to Present
CERTIFICATIONS/TRAINING
• NHI - Safety Inspection of
In-Service Bridges for PEs
• NHI - Fracture Critical Inspection
Techniques for Steel Bridges
COLIN MORAN, PE
Structures
EXPERIENCE SUMMARY
Elliot is a roadway specialist with experience designing and engineering local street
projects, ADA facilities, roundabouts, highways, and interstates. He has a wide
array of project delivery experience from traditional design-bid-build to design-
build and CM/GC and program management. Elliot understands the fine balance of
finding context-sensitive solutions that deliver projects that meet the goals of his
clients and communities.
PROJECT EXPERIENCE
• City of Colorado Springs, Cucharras Bike Boulevard; Colorado Springs, CO
• City of Colorado Springs, Garden of the Gods Intersection Improvements;
Colorado Springs, CO
• City of Colorado Springs, UPRR over Fontanero St. Bridge Replacement;
Colorado Springs, CO*
• El Paso County, Highway 105 I-25 to SH 83; Monument/El Paso County, CO*
• CDOT Region 2, I-25 Ilex Design-Build; Pueblo, CO*
EDUCATION
• B.S., Civil Engineering,
Saint Martin’s University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO
OLSSON EXPERIENCE
• 2022 to Present
ELLIOT MARSH, PE
Quality Assurance/Quality Control
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 13
EXPERIENCE SUMMARY
Eli is highly experience in a variety of complex survey having worked on
multifaceted projects ranging from transportation corridors to residential
developments to municipal capital improvement projects. His survey
experience includes PLSS retracement, geodetic survey control, riparian
surveys, ALTA/NSPS Land Title Surveys and platting, and topographic
surveys. He has also overseen large, multiphase geospatial projects with
emphasis in aerial photogrammetry/lidar and mobile lidar mapping.
PROJECT EXPERIENCE
• City of Boulder, Pearl Parkway Sidewalk, 48th Court to 49th Street; Boulder, CO
• Town of Castle Rock, Pedestrian Lighting Improvements; Castle Rock, CO
• City of Lakewood, 26th Avenue Sidewalk Gap; Lakewood, CO
• Southeast Metro Stormwater Authority, Piney Creek Reaches; Centennial, CO
• City of Englewood, Utilities Facility Concept Study Surveying; Englewood, CO
• City of Colorado Springs, Garden of the Gods Intersection
Improvements, Colorado Springs, CO
EDUCATION
• B.S., Geomatics,
University of Florida
PROFESSIONAL REGISTRATIONS
• Professional Land Surveyor:
CO, FL, LA
OLSSON EXPERIENCE
• 2021 to Present
ELI DONALDSON, PLS
Survey & Right-of-Way Plans
EXPERIENCE SUMMARY
Anahita is a skilled professional in National Environmental Policy Act (NEPA)
process and other environmental regulations with 16 years of experience in
managing, preparing, and reviewing Categorical Exclusions, Environmental
Assessments, and Environmental Impact Statements; performing Section 4(f)
evaluations; and managing and preparing technical reports for various natural
and built environment resources.
PROJECT EXPERIENCE
• Town of Castle Rock, Downtown Pedestrian Lighting; Castle Rock, CO
• City Colorado Springs, Garden of the Gods Intersection Improvements;
Colorado Springs, CO
• CDOT, SH 115 Colorado Springs to Penrose Categorical Exclusion;
Colorado Springs, CO*
• CDOT, I-70 East (Central 70) Environmental Impact Statement and Record of
Decision and Reevaluations; CO*
• City of Brighton, I-76 and Bridge Street Interchange Environmental Assessment;
CO*
• CDOT, North I-25 Widening, Johnstown to Fort Collins Record of Decision
and Reevaluation; CO*
EDUCATION
• B.S. Urban and Regional Planning,
California State Polytechnic
University of Pomona
OLSSON EXPERIENCE
• 2023 to Present
ANAHITA BEHRAD
Environmental
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 14
EXPERIENCE SUMMARY
Tyler has extensive experience as a geotechnical engineer in project management
and field operations roles. His responsibilities include managing geotechnical
engineering investigations, laboratory testing assignments, performing engineering
analyses related to geotechnical engineering recommendations, client relations,
and proposal and report preparation. Tyler’s field engineering experience
includes planning, coordinating, and performing geotechnical explorations.
Current engineering experience includes shallow and deep foundations, ground
improvement methods, pavement thickness recommendations, slope stability
analysis, geological hazard assessments, reviewing and preparing project plans/
specifications, and preparing geotechnical engineering reports.
PROJECT EXPERIENCE
• City and County of Denver, West Colfax Pedestrian Improvements; Denver, CO
• City of Aurora, Structural and Geotechnical Reviews; Aurora, CO
• City of Greeley, Avens Village Playground Improvements; Greeley, CO
• Urban Drainage & Flood Control District, Big Dry Creek 104th Final Design;
Broomfield, CO
• Horrocks, La Porte Avenue Corridor Improvements; Ft. Collins, CO
• City of Greeley, C Street - 59th to 66th Avenue Roadway; Greeley, CO
EDUCATION
• B.S., Civil Engineering,
New Mexico Institute of Mining
and Technology
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO, NM
CERTIFICATIONS/ASSOCIATIONS
• OSHA 10-Hour Construction Safety
OLSSON EXPERIENCE
• 2021 to Present
TYLER COMPTON, PE
Geotechnical
EXPERIENCE SUMMARY
Laura is an accomplished senior engineer who has 17 years of experience leading
teams in the successful development and delivery of stormwater solutions for
municipalities across the state of Colorado. Her expertise lies in drainage design for
multidisciplinary projects. She has worked on over 100 projects enhancing drainage
and water quality for sidewalk, roadway, bridge projects. Laura possesses a deep
understanding of how government entities operate as well as the technical and
project management skills to successfully deliver projects on time and within budget.
PROJECT EXPERIENCE
• City of Springfield, Scenic Avenue Sidewalk; Missouri, MO
• City of Lakewood, 26th Avenue Sidewalk Gap; Lakewood, CO
• Town of Castle Rock, Storm Sewer Inspection & Rehabilitation; Castle Rock, CO*
• City and County of Denver, Upper Sanderson Gulch Drainage; Denver, CO*
• Grand Valley Drainage District, Appleton Drainage; Grand Junction, CO
• PPRTA, Vermijo and Sierra Madre Reconstruction Drainage Design and
Water Quality Best Management Practices (BMPs); Colorado Springs, CO*
• Pikes Peak Regional Transportation Authority, Underground
Detention Drainage; Colorado Springs, CO*
EDUCATION
• B.S. and M.S., Civil Engineering,
Lawrence Technological University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO
CERTIFICATIONS/ASSOCIATIONS
• Certified Floodplain Manager
• CDOT, Certified Erosion and
Sediment Control Inspector
OLSSON EXPERIENCE
• 2023 to Present
LAURA KINDT, PE, CFM
Drainage
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 15
EXPERIENCE SUMMARY
Stephen is a civil engineer with a focus in transportation engineering, including
both roadway design and construction phasing. As part of construction phasing,
he has direct experience with materials testing, giving him a broader view of the
life of a project. He has heavy experience with Design Build highway work, with
a passion for multi-modal infrastructure design. Stephen strives to maximize the
solutions presented, both for internal processes and delivering precisely what
the client needs.
PROJECT EXPERIENCE
• City of Boulder, Baseline Road; Boulder, CO
• City of Lakewood, 26th Avenue Sidewalk Gap; Lakewood, CO
• City of Boulder, Broadway Reconstruction Bike Lane
from Violet Avenue and US-36; Boulder, CO*
• Town of Windsor, 11th Street Multimodal Improvements; Windsor, CO
• Adams County, Riverdale Bluffs Trail Design; Adams County, CO
• Douglas County, C-470 Trail Separation over University Boulevard;
Douglas County, CO*
• Denver International Airport, Pena Boulevard Improvements; Denver, CO
EDUCATION
• B.S., Civil Engineering,
Colorado School of Mines
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO
OLSSON EXPERIENCE
• 2022 to Present
STEPHEN BARTELS, PE
Active Transportation
EXPERIENCE SUMMARY
As the utility lead with more than 20 years of design and construction experience
in Colorado, Kurt has gained the trust and respect of both public and private
utility owners, municipalities, railroads, developers and contractors, creating
countless opportunities for cost and schedule savings in all areas of a project.
Kurt’s experience includes design of drainage, utilities, roadways, traffic signals,
residential and commercial site plans, preparation of specifications and bid
documents, construction observation, utility coordination and subsurface utility
engineering.
PROJECT EXPERIENCE
• City of Colorado Springs 8th Street and Cheyenne Blvd. Signal Improvements;
Colorado Springs, CO
• City and County of Denver, 56th Avenue Widening; Denver, CO
• CDOT, R3 I-70 EB Frisco to Silverthorne Aux Lane (Exit 203); Summit County, CO
• CDOT, R2 SH 115 - Colorado Springs to Penrose; Colorado Springs, CO
• City of Fort Collins, College and Trilby Intersection Improvements; Fort Collins, CO
• City and County of Denver, 13th Avenue Transportation
Improvements; Denver, CO
• Denver International Airport, Pena Boulevard Improvement; Denver, CO
EDUCATION
• B.S., Civil Engineering,
Iowa State University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO
TRIUNITY EXPERIENCE
• 2019 to Present
KURT SNITKER, PE
Utility Coordination/SUE
Triunity
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 16
EXPERIENCE SUMMARY
Kristin is an accomplished archaeologist and historian specializing in
the western High Plains, Rocky Mountains, and Intermountain West.
With expertise in project supervision, architectural assessment, and technical
skills such as pedestrian survey, artifact analysis, and GPS mapping, Kristin
has contributed significantly to the field. Her work includes producing
technical reports, archival research, and photographic documentation of
historic sites and structures. She has extensive experience conducting
archaeological and historical projects for CDOT and using CDOT PA.
PROJECT EXPERIENCE
• CDOT, US 34 Reconstruction, Loveland-Estes Park Class III (intensive)
Cultural Resource Inventory; Loveland-Estes Park, CO
• City of Englewood, Floyd Avenue and South Elati Street Improvement
Project Historic Resources Investigation; Englewood, CO
• City of Northglenn, 120th and Northaven Traffic Signal Project Historic
Resources Investigation; Northglenn, CO
• El Paso County, Ute Pass Regional Trail Project Historic Resources Inventory;
Manitou Springs, CO
EDUCATION
• M.A., Anthropology/Archaeology -
Historical Archaeology, Colorado
State University
• B.A., Anthropology/Archaeology
with Minors in English and History,
Colorado State University
CENTENNIAL EXPERIENCE
• 2014 to Present
KRISTIN GENSMER
Historical Clearance
Centennial Archaeology
EXPERIENCE SUMMARY
Melanie is a licensed landscape architect and project manager with more than
14 of years experience in both public and private sector projects. Her past work
encompasses a variety of scales, ranging from large scale master planning projects
all the way down to intricately detailed courtyard design.
PROJECT EXPERIENCE
• City of Salida, Poncha Boulevard Streetscape; Salida, CO
• Denver Parks and Recreation, Northbound Speer Irrigation and Landscape;
Denver, CO
• Cit of Westminister, South Park Streetscape; Westminister, CO
• City of Loveland, Downtown Streetscape, Alley-Way Visioning, and Plazas;
Loveland, CO
• Town of Lyons, Hwy 66, Gateway Entry and Streetscape; Lyons, CO*
• City of Sterling, Downtown Streetscape, Roadway Realignment Concepts
and Plazas; Sterling, CO*
• City of Windsor, Downtown Redevelopment and Public Outreach; Windsor, CO*
• Town of Ault, Downtown Ault, Streetscape, Roadway Configuration and Events
Plaza Concept; Ault, CO*
EDUCATION
• B.S., Landscape Architecture,
Colorado State University
PROFESSIONAL REGISTRATIONS
• Professional Landscape Architect
(PLA): CO and WY
VALERIAN EXPERIENCE
• 2002 to Present
MELANIE AMES, PLA
Landscape Architecture
Valerian
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 17
EXPERIENCE SUMMARY
Josh works with our traffic team performing traffic engineering operations
for planning, design, and implementation. Josh spends a large portion of
his time working on various design projects with a focus on public street
lighting, traffic signal design, pavement marking and signing, temporary
traffic control and fiber optic interconnect for multiple municipalities
throughout the Midwest region. Josh is also well-versed in electric
vehicle technology and intelligent transportation systems (ITS).
PROJECT EXPERIENCE
• City of Fayetteville, Midtown Multimodal Corridor; Fayetteville, AR
• City of Springdale, N 56th Street W County Line; Springdale, AR
• Schneider Electric, Luminaries for Switzer Road and Quivira Road;
Overland Park, KS
• Kansas City Area Transportation Authority, IDIQ Transit Customer Info Systems;
Kansas City, MO
• Slaggie Architects, Zona Rosa Development; Kansas City, MO
• City of Lawrence, 23rd Street Reconstruction and Water Main; Lawrence, KS
• City of Olathe, Pflumm Road: 143rd to 151st Roadway Improvements; Olathe, KS
EDUCATION
• B.S., Civil Engineering,
Rockhurst University
PROFESSIONAL REGISTRATIONS
• Professional Engineer: KS
OLSSON EXPERIENCE
• 2014 to Present
JOSH PUDLOWSKI, PE
Pedestrian Lighting/Street Lighting
EXPERIENCE SUMMARY
Blake brings 10 years of specialized knowledge in multimodal transportation
planning and design. He is an expert in roadway geometry, crosswalks and cycle
tracks, signalization, and surface markings. Blake has managed transportation
projects for universities, departments of transportation, and municipalities.
He also has experience collaborating with private development companies to
evaluate traffic impacts and design signage and striping solutions for new,
mixed-used developments.
PROJECT EXPERIENCE
• Town of Windsor, School Pedestrian Crossing Study; Windsor, CO
• CDOT Region 1, On-Call Transportation Engineering Services; CO*
• CDOT Region 4, On-Call Transportation Engineering Services; CO*
• City of South Fulton, Intersection Studies and Design; South Fulton, GA*
• City of College Park, Camp Creek Pkwy at Roosevelt Hwy, Intersection Study
and Design; College Park, GA*
• City of Sandy Springs, Medical Center Intersection Designs (multiple);
Sandy Springs, GA*
• NDDOT, ND Hwy 52 at 17th St Signal / Intersection Design; Jamestown, ND*
EDUCATION
• B.S., Civil Engineering,
Georgia Institute of Technology
PROFESSIONAL REGISTRATIONS
• Professional Engineer: CO, GA
OLSSON EXPERIENCE
• 2024 to Present
BLAKE BREDBENNER, PE
Traffic Control Plan
*Previous Experience
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 18
EXPERIENCE SUMMARY
Hannah is a motivated associate planner on Olsson’s transportation team. She
specializes in data collection, Geographic Information System (GIS) analysis, transit
planning, and mobility management. Hannah is certified through the International
Association of Public Participation (IAP2) for her skills in effective public planning
techniques. She excels at planning public meetings, open houses, and grand
opening/ribbon cutting ceremonies for diverse transportation projects.
PROJECT EXPERIENCE
• Kansas Department of Transportation, Triennial On-Site Review
for Public Transit Providers Assistant Planner; Statewide, KS
• City of Springfield, ConnectSGF Transit Optimization Study; Springfield, MO
• Eagle Property Capital, Willits Bend; Eagle County, CO
• Mid-America Regional Council, Merriam Drive Gateways Corridor Study;
Various Cities, KS
• Oklahoma Department of Transportation, BIP Grant App I-35 over SH-74;
Purcell, OK
• Kansas Department of Transportation, Triennial Reviews; Statewide, KS
• Nebraska Department of Transportation, Mobility Management Phase 3;
Lincoln, NE
EDUCATION
• B.A., Geography, University of
Nebraska-Lincoln
CERTIFICATIONS/ASSOCIATIONS
• International Association for
Public Participation (IAP2),
Planning Techniques for Effective
Public Participation Certificate
OLSSON EXPERIENCE
• 2021 to Present
HANNAH SIEVERS
Community Engagement
EXPERIENCE SUMMARY
J.E. has extensive expertise in land acquisition, with over 44 years of experience
in the land services field. He has an extensive background in land titles, contract
analysis and preparation, and property rights acquisition. His project management
experience runs the gamut from rail, oil and gas exploration, oil and gas pipeline,
water/wastewater, electric transmission and distribution, and Uniform Act and
non-Uniform Act road and highway projects for clients including Wheat Ridge and
CDOT.
PROJECT EXPERIENCE
• City of Wheat Ridge, Kipling Street Multi-Use Trail 32nd Avenue to 44th Avenue;
Wheat Ridge, CO
• City and County of Denver, Federal Boulevard- 7th to W. Holden Place;
Denver, CO
• City of Arvada, W. 72nd Avenue – Kipling to Simms; Arvada, CO
• City and County of Denver, Mill Levy 7B Traffic Signal and Ramp Upgrades;
Denver, CO
• City of Fort Collins, Horsetooth and College Intersection
Improvements; Fort Collins, CO
EDUCATION
• J.D., University of Denver
• B.S., Business Administration,
Finance, Oklahoma State
University
PROFESSIONAL REGISTRATIONS
• Law #26203: CO
H.C. PECK EXPERIENCE
• 1993 to Present
J.E. PARKER
Right-of-Way
H.C. Peck & Associates, Inc.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 19
3. EFFECTIVE PROJECT APPROACH AND TIMELINE
Team Availability
Olsson has skilled professionals capable of addressing every phase of your
project complemented by a dedicated support team to provide seamless
progression of Wheat Ridge’s project from initiation to completion. With our
current workload and future backlog projections, Wheat Ridge’s contract
aligns perfectly. We are committed to delivering comprehensive and timely
support for your project endeavors. The graph is a visual timeline depicting our
contracted workload for Olsson’s technical staff in the transportation market.
3. EFFECTIVE PROJECT APPROACH AND TIMELINE
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0
SEPT. | OCT. | NOV. | DEC. JAN. | FEB. | MAR. | APR. | MAY | JUN. | JUL. | AUG. | SEPT.
2024 2025
Availability Contracted Workload
Provide information on current and projected (next 18
months) workload and show that the consultant team
has adequate resources to have the project ready to
advertise by October 1, 2025.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 21
Discuss how the three pre-construction phases can be
coordinated so that there is minimal delay between
the various environmental, design, and ROW tasks
so that the work will be accomplished within the
required timeframe, outlining various phases, if any.
Environmental, design, and right-of-way are all interrelated and depend on
each other to varying degrees. The critical path for this project is setting the
right-of-way footprint between environmental resources, design, and utilities
as early in the process as possible so that the right-of-way plans can be approved.
This means beginning environmental field work before the cold weather season,
and design, and utility coordination need to quickly progress to a level where
right-of-way, including easements, can be determined with certainty.
After the Notice to Proceed (NTP) has been received, some prework can commence
immediately, including obtaining right of entries (ROEs), environmental resource
desktop review and field work, coordination with Rocky Mountain Water Company
(RMWC), subsurface utility engineering, right-of-way research, and topographic and
boundary survey. As this is ongoing, Olsson will refine and validate the concept
design already prepared by Wheat Ridge. Olsson will perform as much due diligence
as possible during the concept verification stage in order to make sure project
right-of-ways and easement needs remain adequate as the design progresses.
We anticipate that this project will require a very robust ownership research
effort to be completed before right-of-way plans are developed. After
topographic and boundary surveys are completed, and subsurface utility
investigations progress, preliminary grading will proceed to confirm limits
of disturbance. These grading limits are critical because they will:
• Identify the limits of environmental review and allows us to over-clear
the project area.
• Indicate footprint in which utility relocations may need to occur due to
potential conflicts.
• Allow for the determination of required right-of-way and easements early.
3. EFFECTIVE PROJECT APPROACH AND TIMELINE
The environmental resource reports and memos that support the top portion
of CDOT Form 128 can be submitted shortly after limits are determined/around
the FIR submittal for the trail. The possibility of needing to acquire easements for
utility relocations, especially the Rocky Mountain Ditch, means that right-of-way
plans cannot be finalized until concurrence on the design approach is approved
from all major stakeholders, including utility/ditch owners. Additionally, it is
anticipated that this project will require a robust ownership research effort which
will need to be complete before right-of-way plans are submitted. This emphasizes
how early coordination with Rocky Mountain Water Company is crucial.
Detail your approach in managing work to meet the
project deadlines with the expedited schedule.
Because of the tight schedule and amount of coordination required for
successful delivery, our team believes this project will require a much more
robust project management effort. To that end, we have allocated two
project management staff to make sure the project stays on track and that
the proper level of effort can be dedicated to coordination. Matt Olsson will
be leading day-to-day project management activities, such as coordination
among various disciplines and subconsultants, as well as coordination with
utility companies. Michelle Schefflin is well versed in the CDOT Local Agency
process, and will handle the project management aspects associated with
that process. She will also assist in coordination with the city to make sure
Olsson is following all steps in the Local Agency process. Weekly meetings
among all active disciplines will be important to make sure the project is
progressing and milestones will be hit while providing a more formal venue for
internal coordination. Many of the services provided on this project are being
handled by Olsson in-house, which increases communication efficiencies.
Identify any foreseeable problems in the implementation
of the project schedule with proposed solutions to
overcome the problem.
Multiple plan reviews and design milestones represent a potential issue in the
project schedule. This could be mitigated by pursuing a combined FIR/FOR submittal
with CDOT. This approach comes with the risk of design rework depending on the
extent of comments provided by CDOT during their review, however given the tight
project schedule our team believes this is a risk worth taking. With a combined FIR/
FOR submittal, our team would front load and expedite the early stages of design.
We would work quickly toward the combined submittal while having an informal
plan submittal to the city at roughly the 15% level in order to make sure alignment
with general design philosophies. By consolidating the FIR and FOR submittals, we
would gain concurrence from CDOT on the necessary rights of way and temporary
easements required to construct the project earlier in the process and thereby be able
to initiate acquisitions sooner. Furthermore, CDOT and SHPO will be in the driver’s seat
on the right-of-way schedule. In CDOT’s Local Agency Desktop Reference Manual, they
note that the minimum right-of-way acquisition process ranges from 12-24 months.
The total project schedule from NTP to advertisement is anticipated to be right at 12
months. It is best practice, and CDOT’s preference, to have all right-of-way purchased
and in possession prior to advertisement. However, in extreme circumstances, Local
Agencies may request a conditional right-of-way clearance when there is a critical need
to advertise the project for construction prior to the completion of the right-of-way
process. While our team prefers to have the right-of-way process and CDOT right-of-
way clearance complete prior to advertisement, and have set our project schedule to
meet this goal, a conditional right-of-way clearance is a possible path forward should
the process become bogged down in negotiations with property owners.
Describe how the identified milestones will be achieved or
how those milestones need to be changed to still meeting
the advertisement date.
Due to the length of ROW acquisitions, a phased approach may be considered
to obtain ROW clearances and proceed to advertising while ROW/easements are
obtained. Refer to schedule in page 25.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 22
3. EFFECTIVE PROJECT APPROACH AND TIMELINE
Demonstrate your understanding of the technical
requirements to manage the environmental and design
work, complete the ROW acquisitions, evaluate the
irrigation culvert condition, provide upgrade equipment
for the traffic signal replacement, and provide fully
accessible facilities.
Olsson’s environmental experts are very well versed with CDOT’s Programmatic
CatEx process and the analysis required to complete Form 128. Our team
will complete all the required analysis and clearances including air quality
analysis, Section 4(f) documentation and evaluation, and noise analysis.
We understand that CDOT is performing the analysis for many of the
environmental resources; however, our experts are available to assist CDOT
on any of these analyses as needs arise. Key to an efficient environmental
process is coordination and collaboration. Our environmental lead will
coordinate regularly with CDOT environmental manager to keep them
up to date on schedule, deliverables, and any anticipated changes.
Based on a review of the project, Rocky Mountain extends through the project
area which is potential water of the U.S. and is likely historic. Olsson will
coordinate closely with CDOT to avoid, minimize, and/or mitigate impacts
to these resources and provide assistance in preparation of the appropriate
Section 404 permit and complete the needed historic documentation. Olsson will
perform Section 4(f) evaluation and facilitate the coordination with the Official
with Jurisdiction (OWJ) should there be any potential use of this resource. Due
to the urban setting of the project, noise sensitive receptors will be considered
in the noise analysis for the project. We will coordinate with Rose Waldman,
CDOT’s noise expert to confirm the level of analysis, receiver locations, and
modeling needs. Finally, because the project will likely require the acquisition
of additional right-of-way (ROW), Olsson will prioritize the completion of the
first page of Form 128 in order to initiate the purchase of additional ROW.
H.C. Peck & Associates was involved with the Kipling
Trail project for the city of Wheat Ridge. This project
was very similar to this project in that the same
ownership questions relative to the Rocky Mountain
Ditch existed. H.C. Peck is well versed in and will
be following CDOT protocols for the right-of-way
acquisition process. In this regard, and given the tight
timeline, regular communication and information
sharing with the CDOT team will be critical to meeting
the city’s schedule. Within this framework, our
team will work with the city’s project team to
fashion solutions that are reasonable to all parties. This effort may include some
level of incentive payments to accelerate the acquisition process in addition to
pursuing conditional clearance after the initial offer letters have been sent.
Olsson will conduct a comprehensive inspection of the existing box culvert,
covering both the exposed top concrete and the interior. Notably, there is
significant degradation evident at the driveway for the gas station atop the
culvert. Given the confined space within, we’ll employ a track robot for the
inspection. The evaluation and assessment of the culvert will be overseen
by a certified FHWA bridge inspector.
Olsson staff are well versed in the latest Public Right-of-Way Accessibility
Guidelines (PROWAG) and have incorporated the technical requirements
into almost every single municipal project performed to date. Our team
understands the importance of providing fully accessible facilities as a part
of the project and recognize that need will be the primary driver of the
design approach, particularly in the vicinity of the Rocky Mountain Ditch.
Provide proposed schedule demonstrating the project
can meet the advertisement date.
Refer to schedule in page 25.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 23
SCALE IN FEET
50'25'0'
Coordinate and align
design elements, such
as access control, with
ongoing 32nd Avenue
intersection project.
Provide path design
through gas station
that minimizes impact
while ensuring path
isn’t used by vehicles
patronizing the site.
Pursue relocation for
the Rocky Mountain
Ditch box culvert to
make certain highest
quality end product
without spending
valuable schedule
time evaluating the
existing culvert.
If additional impervious
area will create drainage
problems, evaluate
additional storm sewer
installation or low impact
green stormwater
infrastructure.
Consider curb
extension at 35th
Avenue to better align
ramps while reducing
crossing distance.
Explore, in the context of rear end
safety concerns, conversion of bus stop
to an in-lane style and elimination of
the right turn deceleration lane which
would provide more space for a property
amenity zone while reducing impact
and improving transit reliability.
Evaluate different routes and
designs for ADA accessible
switchback to minimize
right of way take and
amount of retaining wall.
Coordinate with the
Rocky Mountain
Water Company early
and often to quickly
gain concurrence
on design approach
and requirements
during construction.
Consider impacts
of project on each
affected parcel and
value engineer design
to reduce impacts to
lowest acceptable level.
Develop traffic control plan that
allows for removal of the existing box
culvert minimizing impacts
to Wadsworth Boulevard traffic.
If budget allows, evaluate existing
curb and gutter for replacement where
deficiencies exist in the context of
possible future curb line adjustments.
1
6
8
CONCRETE SIDEWALK
XERIC LANDSCAPE AREA
DRIVEWAY
RAMP
LANDING
MEDIAN COVER MATERIAL
PROPERTY LINE (GIS)
PROPOSED BOX CULVERT RELOCATION/EXTENSION
KEY ISSUES
LEGEND:
2
Ensure driveway designs along
corridor do not unduly impact
parking and incorporate
mechanisms to discourage
parking on the proposed path
while highlighting conflict points.
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KEY ISSUES MAP
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 24
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 25
TASK 2024 2025 2026
Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan
CDOT Design Scope Review Meeting
CDOT Environmental Scope Review Meeting
Notice to Proceed (NTP)
PROJECT MANAGEMENT
• Agency and Major Stakeholder Coordination
DESIGN
Access (ROEs)
Survey
Geotechnical Analysis
Structural Design
• Research Existing Structure
• Develop Structure Selection Report (SSR)
• Submit SSR to CDOT
Drainage/Hydrology Analysis
• Determine Canal Design Flows
• Hydrology Analysis and Draft Report
Subsurface Utility Engineering (SUE)
• QL-D : Collect Utility Records
• QL-C : Field Walks with Owners
• QL-B : Field Investigations and SUE Plans
• QL-A : Test Holes
Concept Design and Alternative Assessment
Construction Documents
Submittals
• 30% Submittal and Review
• Field Inspection Review (FIR) Meeting
• 90% Submittal and Review
• Final Office Reivew (FOR) Meeting
• 100% Submittal for Advertisement
• Final Documents for Construction
CDOT CLEARANCES
Environmental Evaluation and Clearances
• Desktop and Field Reviews
• Evaluate Concept Design and Existing Conditions
• Part B Assessments
• Top Part of CDOT Form 128 Signed
• Part C Studies/Mitigations
• Bottom Part of CDOT Form 128 Signed
ROW Documents & ROW Acquisition*
• Boundary Research and Surveying
• Finalize ROW Acquisition Linework
• ROW Plans, Legal Descriptions
• ROW Plan Review (ROWPR) Meeting
• ROW Plans Authorized by CDOT
• Appraisals, Negotiations, Closing (9-18 months)→
Utilities
• Utility Agreements
• Relocation Coordination (Pre-Construction)
• Relocation Coordination (During Construction)→
CONSTRUCTION
Bidding Assistance
Construction Services →
*Due to the length of ROW acquisitions, a phased approach may be considered to obtain ROW clearances and proceed to advertising while
ROW/easements are obtained
= Project Milestone, Event, or Submittal
LEGEND:
= Schedule Critical Path Element
SCHEDULE
4. IMPLEMENTATION, INSTALLATION, OR PLAN EFFECTIVENESS
Discuss your customer service philosophy and your firm’s
approach toward client communication and reporting.
Open and transparent communication is the cornerstone of our client
relationships. We will tailor our communication and reporting strategies to
align with Wheat Ridge’s preferences, making sure clarity and accessibility at
every stage of the project. By promptly addressing challenges and providing
comprehensive analyses, we foster collaboration and mitigate potential
disruptions. Our approach emphasizes formal meetings and informal phone
calls, making sure constant engagement with our clients. By proactively
addressing project issues, schedules, budgets, and design solutions, we aim to
deliver exceptional results that align with the city of Wheat Ridge’s vision for
community enhancement. We provide a single point-of-contact in Matt Olsson,
PE, who will collaborate with our category leads (CL) to coordinate work efforts.
Discuss quality control methodology, including a
description of the quality control and quality
assurance processes used during the design stages
of the project and who on the project team will
be responsible for accomplishing these tasks.
When it comes to managing your project, we think about controlling the scope,
schedule, and cost, however, another element that is equally important — quality.
If our project/deliverable does not meet your quality standards, you will not be
happy, and we won’t be either. That’s why quality management is a top priority
at Olsson. Our quality management starts even before the design of the project
begins to confirm our scope is accurate and our fee is on target. Having a detailed
discussion with you at the beginning helps set the stage for a successful project
start that continues throughout the entire life of the project. Quality is not just
an inspection or a check-box that is ticked when the project is completed, it’s an
ongoing process that protects against costly and time-consuming project delays.
Elliot Marsh, PE, will be the Quality Assurance/Quality Control Lead on this project.
4. IMPLEMENTATION, INSTALLATION, OR PLAN EFFECTIVENESS
Our approach consists of three main elements:
1. The quality management plan (QMP) is a specific plan that identifies what will
be produced, how it will be produced, how and to what level it will be reviewed,
how it will be audited, who will be responsible, and when QA/QC will happen.
2. Quality assurance (QA) is the overall process or system that establishes
the policies and procedures that are designed to provide consistent quality.
Preparing the quality management plan (QMP), using standard file naming
conventions and file management structure, and performing quality
audits are examples of QA.
3. Quality control (QC) is activities that examine, verify, and (if appropriate)
measure the quality on each project deliverable. These activities include
preventing, finding, and correcting defects in specific deliverables and
documenting the review process.
Discuss cost control methodology, including estimates of
probable cost within the owner’s established budget and
coordination of value engineering activities.
Keeping project costs within the projected estimates and your allocated
budgets is of utmost importance.
During each phase of the project, we will identify practical, cost-conscious solutions
to design issues, and we will recommend additional construction controls or
specifications to help manage costs. Additional costs can’t always be avoided,
but we will work to identify those costs early in the design process, and we will
update and communicate new project estimates. By identifying additional costs
early, we hope to eliminate surprises during the bidding or construction phases.
Other steps we take to help avoid surprises include the following:
• Evaluate current market construction costs to keep our estimates as
accurate as possible.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 27
4. IMPLEMENTATION, INSTALLATION, OR PLAN EFFECTIVENESS
• Avoid unnecessary design elements by working closely with you to better
understand project requirements and purpose.
• Use value engineering and seek alternatives that may significantly reduce
construction costs.
• Present designs that use practical construction techniques common to the
defined scope and geographic region while taking innovations and new
technologies into consideration.
Discuss your firm’s billing procedures, claims processing,
reporting, collection, and customer service policies.
Olsson follows a 4-4-5 week billing schedule. We can adjust billing practices to
meet specific client requirements upon request. Additionally, Olsson provides
clients with monthly statements for their open invoices. Our collection process
is based on contract terms and we expect payment within 30 days. We send
monthly statements for invoices over 30 days old. Additionally, our accounting
team initiates inquiry calls for invoices exceeding 45 days, and continues
to make monthly follow-ups until payment is received. Our client
experience team delivers outstanding customer service, actively engaging
with clients throughout projects to gather valuable insights into their
perceptions, satisfaction levels, and suggestions for improvement. All
feedback is internally shared and stored as a valuable resource.
Detail any value-added services such as reporting,
training, public outreach, educational programs,
resources, health and safety programs, investments,
or service at public events.
Construction Services. When the city’s projects reach construction, our team can
provide a range of services tailored specifically to your project. Olsson provides
guidance on construction observation, balancing cost-effectiveness and quality
assurance by determining when city staff or Olsson staff should be on-site.
Visualizations. Our team can support funding and public engagement efforts
by developing realistic conceptual designs and graphics depicting potential
improvements to a project site. This allows residents and key stakeholders
to visualize how projects will function once they are built, which fosters
transparency and increases public buy-in.
Community Engagement. Community engagement can be a critical step to
developing plans and designs that meet community needs. We have a diverse
toolbox of techniques to engage, create, and refine solutions for your community.
Olsson will work with you to design a plan to engage your community through
targeted marketing techniques, media engagement, virtual platforms, and
in-person meetings and workshops.
Client Experience Team. Our client experience team actively engages with clients
during projects to gain valuable insights into their perceptions, satisfaction levels,
and suggestions for improvement. All feedback is shared with internal teams and
saved as a resource. Olsson firmly believes that feedback plays a pivotal role in
enhancing overall firm performance, providing employees with valuable learning
opportunities, and ultimately contributing to the firm’s continuous improvement.
City of Wheat Ridge, Wadsworth Path: 32nd to 35th, RFP-24-125-Wads Path / 28
5. FORMS
Page 17
RFP-24-125-Wads Path
PROPOSER INFORMATION AND ADDENDUM ACKNOWLEDGMENT
FEIN / SSN (Required) DUNS Federal ID number
COMPANY NAME
ADDRESS
CITY STATE ZIPCODE
PHONE CELL
AUTHORIZED SIGNATURE REQUIRED—MUST BE IN INK or Digital
PRINTED NAME
TITLE EMAIL
PROPOSER IS RESPONSIBLE FOR FOLLOWING UP ON ALL ADDENDA
ACKNOWLEDGE ADDENDA: Proposer is responsible for confirming receipt of each addendum; please initial as
applicable.
#1 #2 #3 #4
DO NOT CONTACT THE REQUESTING DEPARTMENT OR MEMBERS OF THE EVALUATION COMMITTEE
Signature acknowledges that proposer:
1) Has read the RFP documents thoroughly prior to submitting a proposal,
2) Will fulfill the obligations in accordance to the scope of work or specifications, terms, and conditions,
3) Is capable of performing quality work to achieve the City objectives, and
4) Is submitting without collusion with any other individual or firm.
Proposer must complete and SUBMIT this form with your proposal or will be considered
Non-Responsive and/or Non-Responsible and therefore disqualified from proposing.
026825344
Olsson, Inc.
1525 N. Raleigh Street, Suite 400
Denver Colorado 80204
303.237.2072
Jessica Burch, PE
Principal-in-Charge jburch@olsson.com
303.720.0302
470781766
Page 18
Title VI of the Civil Rights Act of 1964 prohibits discrimination of the basis of race, color or national origin by any entity receiving Federal financial assistance.
The City of Wheat Ridge is a recipient of Federal financial assistance and as such, it—as well as all of its responsible agents, contractors and consultants—is required by the United States Department of Transportation Title VI Regulations at 49 CFR Part 21 (the Regulations) to assure nondiscrimination. The City of Wheat Ridge assures that no person shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination on the grounds of race, color, or national origin under any program or activity conducted by the City.
All bidders are hereby notified that the City of Wheat Ridge will affirmatively ensure that disadvantaged business enterprises will be afforded full opportunity to submit bids in response to all invitations and will not be discriminated against on the grounds of race, color or national origin in consideration for an award. This applies to all solicitations for bids for work or material subject to the Regulations, and for all proposals for negotiated agreements.
The bidder, whose name and signature appear below, certifies and agrees as follows:
1.The bidder shall comply with the provisions of Title VI of the Civil Rights Act of 1964.
2.The bidder assures the City of Wheat Ridge that disadvantaged business enterprises are afforded fullopportunity to submit bids as sub-contractors or sub-consultants and will not be discriminated against onthe grounds of race, color or national origin in consideration for award.
3.The bidder shall comply with all reasonable requests made in the course of an investigation of Title VI, theRegulations and this assurance by the Colorado Department of Transportation, the US Department ofTransportation or the City of Wheat Ridge, as a sub-recipient of Federal financial assistance.
4.The bidder agrees that the United States has a right to seek judicial enforcement with regard to any matterarising under Title VI, the Regulations and this assurance.
FIRM:
(Print full legal name of company)
AUTHORIZED SIGNATURE:
Printed Name and Title:
Date Certified and Agreed:
Attestation: (A corporate attestation is required) Place corporate seal below:
BY:
Corporate Secretary or Equivalent
Proposer must complete and SUBMIT this form with your proposal or will be considered Non-Responsive and/or Non-Responsible and therefore disqualified from proposing.
CITY OF WHEAT RIDGE, CO
NON-DISCRIMINATION ASSURANCE FORM
TITLE VI REGULATIONS AT 49 CFR PART 21
Olsson, Inc.
Type text here
Jessica Burch, PE / Principal-in-Charge
June 13, 2024
Colorado
Page 19
COMPANY SUBMITTING PROPOSAL
STATE OF:
COUNTY OF:
__________________________________________________________ of lawful age, being duly sworn, on oath says that (s)he is the agent authorized by the Bidder to submit the attached bid. Affidavit further states that the Bidder has not been a party of any collusion among Bidders in restraint of freedom of competition by agreement to bid at a fixed price or to refrain from bidding; or any Federal, State or Municipal official or employees as to quantity, quality, or price in the prospective Contract, or any other items of said prospective Contract; or in any discussions between bidders and any Federal, State or Municipal official concerning exchange of money or other thing of value for special consideration in the letting of a Contract.
NAME
TITLE
Subscribed and sworn to before me this day of , 20
NOTARY PUBLIC SIGNATURE
My Commission Expires:
Proposer must complete and SUBMIT this form with your proposal or will be considered
Non-Responsive and/or Non-Responsible and therefore disqualified from proposing.
CITY OF WHEAT RIDGE, CO
NON-COLLUSION AFFIDAVIT
RFP-24-125-Wads Path
Olsson, Inc.
Principal-in-Charge
Jessica Burch, PE
11th June 24
1/12/2025
Denver
Page 20
The following information is considered the minimum required to evaluate the qualifications of vendors intending
to provide services for the City of Wheat Ridge. Any additional information the vendor feels is pertinent, or which
clarifies items below, is welcome and may be attached.
The City will contact previous clients and references as a part of the evaluation process; thus, letters of
reference may shorten the evaluation period, if they are attached to this form.
1. Name of firm:
Address:
State: Zip:
Phone:
Principal in Charge:
Email:
Type of business organization:
Sole Proprietorship Corporation
Partnership Limited Partnership
State in which incorporated: Joint Venture
Name, position, and address of contact person regarding the information on this form:
Number of years your firm has done business under current name:
Previous firm names and / or partnerships (or firms you have had any interest in), and number of years of
each name:
2. Attach a list of all major accounts for the past two (2) years. For each account indicate the
following:
• Original contract bid amount
• Owner (address, telephone number, and contact name)
• Account services provided
CITY OF WHEAT RIDGE, CO
VENDOR QUALIFICATION FORM B
RFP-24-125-Wads Path
Olsson, Inc.
1525 N. Raleigh Street, Suite 400, Denver
Colorado
80204
303.237.2072
Jessica Burch, PE
jburch@olsson.com
X
Nebraska
Matt Olsson, Project Manager, 1525 N. Raleigh Street, Suite 400, Denver
68 years
John E. Olsson (March 9, 1956); Olsson & Burroughs (1958); Clark, Enersen, Olsson, Burroughs, & Thomsen
(1962); John E. Olsson & Associates (October 2, 1970); Olsson Associates Inc. (November 1, 1973); Olsson (2018)
Page 21
• Litigation or claims related to each project—state nature of claim(s), the parties, the dollar value, the
status and outcome—including the value of any judgment(s) or settlement(s)
• Name, address, and phone number(s) of reference(s)
3. List major equipment, facilities, number and type of employees available for City contract work.
Specify type of work normally done by your forces, and type of work you normally subcontract.
4. Have you ever terminated or abandoned any work prior to completion, or had work completed by
others?
No Yes
If yes, describe the situation:
5. Has your firm—or any firm you have had any interest in—ever been debarred or prohibited from
contract work with any government or private institution?
No Yes
If yes, describe the situation:
City Staff will evaluate all qualification forms. The evaluation will include the following:
• Verification of statements and information provided
• Ability to perform work of similar nature
• Financial stability and capability
• Any pattern of controversy, poor management, delayed claims, late completion, inferior service or
equipment, or other undesirable characteristics
This qualification process is not intended to restrict competition. The intent is to protect the City’s legitimate
interests by ensuring that vendors are competent, capable of quality work, and financially able to complete the
work awarded.
Proposer must complete and SUBMIT this form with your proposal or will be considered Non-Responsive and/or Non-Responsible and therefore disqualified from proposing.
X
X
For Olsson, the organization in Colorado boasts more than 155 employees in four offices, supported by an
additional 2,000 employees across 10 states. Our services range from planning and engineering design to
construction administration along with field services of survey and geotechnical. The services that we
normally subcontract include SUE and in order to incorporate small and disadvantage businesses we
will also subcontract survey, environmental and geotechnical.
Please see Olsson’s response on the following page.
VENDOR QUALIFICATION FORM B - RESPONSE TO QUESTION 2
Olsson is one of the 75 largest engineering and design firms in the nation. It employs more than 2,000 people and
performs work from coast to coast. Below is a listing of some of our top clients in Colorado. Additional clients can
be provided upon request. Please note that we do not have the original contract bid amounts listed since we are
a design firm and don’t have access to these numbers.
Project Litigation/Claims: Olsson has not had any claims or litigation in Colorado resulting in litigation or arbitration
in the last two years.
City of Boulder
Owner: 1777 Broadway, Boulder, CO
80302, 303.441.3388, Devin Joslin
Account Services Provided: Civil engineering,
landscape architecture, site design, transportation
planning, surveying, environmental planning &
permitting, traffic management systems, and
project visualization.
Reference: Michael Koslow, 1777 Broadway,
Boulder, CO 80302, 720.355.3435
City of Colorado Springs
Owner: 130 S Nevada Ave SE 2nd Floor,
Colorado Springs, CO 80903,
719.385.5918, Gayle Sturdivant
Account Services Provided: Civil engineering,
ITS, traffic management systems, environmental
planning & permitting, surveying, and
transportation planning.
Reference: Gayle Sturdivant, 130 S Nevada Ave SE
2nd Floor, Colorado Springs, CO 80903, 719.649.5373
City of Fort Collins
Owner: 300 LaPorte Ave., Building B,
Fort Collins, CO 80521,
970.221.6610, Brad Buckman
Account Services Provided: Civil engineering,
intelligent transportation systems, traffic
management systems, geotechnical, drilling,
community planning, and hydrogeology.
Reference: Gunnar Hale, 300 LaPorte Ave.,
Building B, Fort Collins, CO 80521, 970.817.0456
City of Greeley
Owner: 1000 10th Street, Greeley, CO 80631,
970.350.9870, Bhooshan Karnik
Account Services Provided: Civil engineering,
materials testing, surveying, traffic management
systems, and hydrogeology.
Reference: Bhooshan Karnik, 1000 10th Street,
Greeley, CO 80631, 970.350.9870
Page 22
C.R.S. 18-8-503
AFFIDAVIT
Only the successful vendor—if an individual or sole proprietor—will be required to complete Exhibit A.
I, , swear or affirm under penalty of perjury, and under the
laws of the State of Colorado, that:
Check only one:
I am a United States citizen, OR
I am a permanent resident of the United States, OR
I am lawfully present in the United States, pursuant to Federal law.
I understand that this sworn statement is required by law because I have applied for a public benefit. I understand
that State law requires me to provide proof that I am lawfully present in the United States prior to receipt of this
public benefit. I further acknowledge that making a false, fictitious, or fraudulent statement or representation in this
sworn Affidavit is punishable under the criminal laws of Colorado as perjury in the second degree under C.R.S. 18-
8-503 and it shall constitute a separate criminal offense each time a public benefit is fraudulently received.
SIGNATURE DATE
I, , a City of Wheat Ridge employee, observed the identification
supplied by the above-named individual and affirm that it appears to be valid and is of the following form:
CHECK ONLY ONE:
Colorado drivers’ license or State-issued identification card
United States Military or Military dependent’s card
Merchant Mariner Card
Native American Tribal document
Valid drivers’ license or state-issued identification card bearing applicant’s photograph, issued by
one of the following (all states are not listed here—only those that verify lawful presence): AL, AZ,
AR, CA, CN, DE, DC, FL, GA, D, IN, IA, KA, NJ, NYM, ND, OH, OK, PA, RIM, SC, SD, VA, WV,
AND WY
Certificate verifying naturalized status, issued by an authorized agency of the United States,
bearing applicant’s intact photograph impressed with the raised, embossed seal of the issuing
agency
Valid immigration documents demonstrating lawful presence, and verified through the Systematic
Alien Verification for Entitlements, administered by the United States Citizenship and Immigration
Services of the Department of Homeland Security—valid immigration documents as follows:
• Unexpired foreign passport bearing an unexpired “Processed for I-551” stamp or with an attached unexpired “Temporary I-551” visa
• Unexpired foreign passport accompanied by an “I-94” indicating a specific future “until” date
• “I-94” with refugee or asylum status
• Unexpired “Resident Alien” card, “Permanent Resident” card, “Temporary Resident” card, or “Employment Authorization” card
SIGNATURE DATE
Jessica Burch, PE
X
6/13/2024
Page 23
RFP-24-125-Wads Path
ACCEPTANCE OF CONDITIONS STATEMENT
A.Proposing firm indicates acceptance of the following conditions:
1.City of Wheat Ridge prohibits contracting with firms that employ certain relatives of City employees,
unless the City Council determines that the making of such a contract is in the City’s best interest.
No City Council member, member of a City Board or Commission, Municipal judge, City Manager,
City attorney(s), or employee of the City of Wheat Ridge—or any such person’s spouse, child,
parent, brother, sister, dependent or person assuming a relationship being the substantial equivalent
of the above—has an existing or pending (direct or indirect) financial, pecuniary, or personal interest
in the proposing firm or this Request for Proposals (RFP), except as follows:
2.I / we hereby agree to all instructions, terms and conditions, and specifications contained herein.
B.I / we acknowledge the following addenda:
Proposing Firm’s Name:
Address:
Office Phone Number: Cell Phone Number:
Submitted by:
SIGNATURE DATE
TITLE
Attest (by officer if corporation) or notary (if individual):
SIGNATURE
My commission expires (if notarized):
DATE
Addenda 1, Addenda 2, Addenda 3
Olsson, Inc.
1525 N. Raleigh Street, Suite 400, Denver, CO 80204
303.237.2072 303.720.0302
June 13, 2024
Principal-in-Charge
N/A
1/12/2025
1525 N. Raleigh Street, Suite 400, Denver, CO 80204
Colorado Department of Transportation
AFFIDAVIT OF SMALL BUSINESS PARTICIPATION
7.00%
Prime Consultant
Email Address Phone 303.237.2072
20063432.00
Fill in All Lines:
*___0_______
(as of ad date of RFP, firms with unsuccessful bids allowed, each firm must be listed in this section).
*$189,683.00
*20.57%
If more DBE subs/suppliers vendors, add additional sheet
H.C.Peck & Associates Right-of-Way 18.14%
Valerian Landscape Architecture 2.43%
All DBE firms (Subconsultants, Supplier/Vendors,
Prime if self performing)
Work Descriptor NEW DBE Teaming
Partner?
ONLY for
Project/Program Specific
RFP/SOIs
(i.e. survey, testing)Approximate % of
Participation
SECTION 2. DBE PARTICIPATION PLAN
The consultant is committing to # of DBE firm(s) not teamed with in the past 2 years
The consultant is committing to approximately $of DBE particpation based on NTE $.
The Prime Consultant shall submit a Professional Services Commercially Useful Function Questionnaire for every DBE on this contract
that provides work or provides supplies whose participation counts toward the DBE contract goal for this contract.
The consultant is committing to approximately % DBE goal based on the NTE $.
SECTION 1. CONSULTANT INFORMATION
Consultant is an ESB
Compliance Contact Name Jessica Burch, PE Consultant is a DBE
Olsson, Inc.
Project Description RFP-24-125-WADS PATH Contract NTE $
DBE Contract Goal %
jburch@olsson.com 1525 N. Raleigh St., Suite 400
Denver, CO 80204 B2GNow Vendor #
5-digit Sub Acct #
Vendor No
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
No
No
Yes
w/RFP (SOI)Page 1 Jul 2023
Colorado Department of Transportation
AFFIDAVIT OF SMALL BUSINESS PARTICIPATION
*0
(as of ad date of RFP, firms with unsuccessful bids allowed, each firm must be listed in this section).
*N/A
*The consultant is committing to approximately N/A % ESB goal based on the NTE $.
I, of
(Date)
Attached with proposal (RFP) and small business plan (for scoring)
______________________________________________________________________________________
(Tracked Signature Accepted)
________________________________________ ____________________________________
(Owner or Executive Officer Name AND Title)(Consultant Company Name)
If more ESB subs/suppliers/vendors, add additional sheet
SECTION 4. DECLARATION OF AFFIDAVIT
By signing below the Consultant affirms the statements made in this document are true and complete:
The Consultant shall make good faith efforts to meet the contract goal for each task order under the overall contract. The
Consultant understands that making good faith efforts to achieve the contract goal is a condition of contract award. The Consultant
understands that promised participation is a binding obligation of the contract if awarded. The Consultant attests that the
information above is true and understands that a fraudulent misrepresentation or failure to make good faith efforts to meet the
contract commitments or promised participation may result in the withholding of progress payments, reduction of prequalification
status, referral of the matter to the Office of Inspector General of the USDOT and/or other contractual remedies.
All ESB firms (Subconsultants, Suppliers/Vendors,
Prime if self performing) and Level
Work Areas New ESB Teaming
Partner?
ONLY for
Project/Program Specific
RFP/SOIs
(i.e. survey, testing)Approximate % of
Participation
The consultant is committing to approximately $of ESB particpation on this RFP/SOI.
SECTION 3. ESB PARTICIPATION PLAN
Fill in All Lines:
The consultant is committing to # of ESB firm(s).
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Vendor
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
No
No
w/RFP (SOI)Page 2 Jul 2023
Jessica Burch, PE / Principal-in-Charge Olsson, Inc.
6/13/2024