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HomeMy WebLinkAboutCabelas ITEM NO: \5' I REQUEST FOR CITY COUNCIL ACTION COUNCIL MEETING DATE: January 24, 2005 TITLE: A RESOLUTION FINDING A PETITION FOR ANNEXA TION OF A PARCEL OF LAND LOCATED IN SECTIONS 19,20,29, and 30, TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF JEFFERSON, STATE OF COLORADO, TO BE IN SUBSTANTIAL COMPLIANCE WITH SECTION 31-12-107(1), COLORADO REVISED STA TUTES AND SETTING A HEARING DA TE TO CONSIDER THE ANNEXATION, o PUBUC HEARING o BIDSIMOTIONS (8'J RESOLUTIONS o ORDINANCES FOR 1ST READING (Date: o ORDINANCES FOR 2ND READING ) Quasi-Judicial' o Yes r81 No ~ 1Iit-_ City~:;--'~ Community Development DII"ector EXECUTIVE SUMMARY: An annexation petitIOn was submJlled to the City on January 14,2005 by owners of certam property situated generally west of 1-70 and south of State Highway 58, consisting of approximately 198 acres. The MUniCipal Annexation Act establishes the procedures for annexation of unmcOlporated temtory by a municipality. The first step is the presentation of the petitIOn to City Council and the determmatlon by CIlY Council whether the propel1y In question IS eligible for annexation under the statutes, and If so, sellmg a heanng date to consider the annexation_ Under the statutes, territory is eligible to be annexed If more than 50% of the owners of more than 50% of the land sought to be annexed Sign the anneJ\.ation petition, at least 116 of the boundary of the land sought to be annexed is contiguous with the current City boundary, that a commumty of interest exists between the area proposed to be annex.ed and the annexing mUnicipality, that the area i~ urban or Will be urban in the near fUlure, and that said area is or IS capable of being integrated with the annexmg municipality, COMMISSIONIBOARD RECOMMENDA nON: None, Only the Council acts upon annexation petitions. ST A TEMENT OF THE ISSUES: Originally Cabela's and Coors mtended to sub/l1lt annexation petitions along wIth an Outline Development Plan and the required documentation for a rezomng request. These two requests were to be processed concurrently and scheduled for public hearings on the same night. While the CIty was processing the annexation and zoning requests, Cabela's and Coors were going to seek the necessary approvals from Jefferson County and the State to proceed with excavation and leveling of the property in question. It became apparent that it would be more efficient if Cabela' s and Coors dealt with only one jurisdiction, the City of Wheat Ridge, with regard to development issues. Cabela' s and Coors have elected to request annexation separately from the zoning request, and wIll submit an application for a SpeCIal Use Permit to undertake the excavation and leveling of the site. If City Council approves the annexation on February 28th, under the MuniCIpal Annexation Act, the City is required to zone the property within 90 days. The zoning request and the Outline Development Plan Will be submitted and reviewed such that thIS requirement will be met. It is also antIcIpated that at least two Final Development Plans and a final plat WIll be conSIdered by CounCIl at the same heanng as the Outline Development Plan, These plans WIll also be reViewed by Planmng CommiSSIOn, The deCision to annex a property IS a legIslative deciSion of City Counctl. The 1/6 contiguity requirement IS met. The petitioners represent more than 50% of the landowners owmng more than 50% of the land proposed for annexation, There is a commumty of mterest between the City and the land to be annexed, the area is surrounded by urban development and likely will be urban Itself in the near future, and the area IS capable of bemg mtegrated With the City. The area meets the annexation eligibility requirements established in the MuniCIpal Annexation Act, At TERNA TIVES CONSIDERED: The City Council under the Wheat Ridge Code of Laws has three options to consider With the petitIOns: L Adopt a motion adopting the resolution, 2. Adopt a motion to table action on the petitions for up to 180 days. 3. Adopt a motion to not adopt the resolution_ FINANCIAL IMPACT: The annexatIOn of the property will create an ImmedIate responsiblhty of the City to provide pohce protectIOn, thus mcumng some financIal Impact whIch is unguantJfiable at thiS tIme \Vllh development of the property, the City WIll receive sales and property tax revenues generated by the busmesses and Improvements on the property, The City WIll receIve one-lime use tax revenue on budding matenals and one-tIme fees for annexation, zoning, and engineering revIew RECOMMENDED MOTION: "1 move to adopt Resolution No 08-Z005 , finding the CoorslCabela's annexation to be ehgible for annexatIOn and settmg a heanng date to consIder annexing the property on February 28, 2005 " Report Prepared by: Alan White, Community Development Director ReVIewed by' Gerald Dahl, City Attorney Attachments: L Resolution No, 08-Z005 With attachments Resolution No. 08 Series of 2005 TITLE: A RESOLUTION FINDING A PETITION FOR ANNEXATION OF A PARCEL OF LAND LOCATED IN SECTIONS 19,20,29, and 30, TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRJNCIPAL MERIDIAN, COUNTY OF JEFFERSON, STATE OF COLORADO, TO BE IN SUBSTANTIAL COMPLIANCE WITH Section 31-12-107(1), COLORADO REVISED STATUTES AND SETIING A HEARING DATE TO CONSIDER THE ANNEXATION. WHEREAS, a written petItion for annexation to the City of Wheat RIdge, Colorado of a certam parcel of land as descnbed in attached Exhibit A was filed with the City Clerk and referred by her to the City Council. and WHEREAS, pursuant to CR.s, Section 31-12-107. this City Council, SIltIng as the govemmg body of the City of Wheat RIdge, Colorado, has reviewed the petitIOn to detenmne whether there has been substantial compliance WIth CR.S, 31-12-107(1}; and WHEREAS, the City CounCIl has satisfied Itself concemmg the substantial compliance of the petItion with CR.S. 31-12-107(1), NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCrL OF THE CITY OF WHEAT RIDGE, COLORADO, AS FOlLOWS: SectIOn J, The wntten petition for annexatIOn substantIally comphes With CR5 SectIOn 31-12- 107(1 ), SectIOn 2, A pubhc heanng on Said petItIOn shall be conducted at 7:00 pm on the 28th day of February, 2005 at the City of Wheat Ridge MuniCipal BUlldmg which IS located at 7500 W, 29th Avenue. Wheat Ridge, Colorado. 80215. to detenmne If the proposed annexation complies With CR.S_ Sections 21 - 12-104 and 31-12-105 or such part thereof as may be reqUired to establish ehgibihty under the terms of Titlc 31, ArtIcle 12, Part 1, as amended, known as the MUnJclpal Annexation Act of 1965. and the ConstitutIon of the State of Colorado, Article n, SectIOn 30, as amended, Section 3. Any person may appear at Said heanng and present eVidence upon any matter to be detemuned by the City Council. Section 4, This Resolution shall be effective Immediately upon adoptIOn. RESOLVED AND PASSED thIS _ day of ,2005, A TT ACHMENT 1 ResolutIOn No _ ArrEST: Pamela Anderson, City Clerk Page 2 CITY OF WHEAT RIDGE, COLORADO Gretchen Cerveny, Mayor Exhibit A COORS/CABELA'S ANNEXATION NO. I A PARCEL OF LAND, LOCATED IN THE SOUTHEAST 1/4 OF SECTION 19, THE SOUTHWEST 1/4 OF SECTION 20, THE NORTHWEST 1/4 OF SECTION 29, AND THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 QUARTER OF SECTION 30, BEING IN TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF JEFfERSON, STATE Of COLORAOO, DESCRIBED AS FOLLOWS BEGINNING AT THE SOUTHEAST CORNER Of THE SAID NORTHEAST 114 OF THE NORTHEAST 1/4 OF SECTION 30, WHENCE THE EAST 1/4 CORNER OF SAID SECTION 30 LIES S(WO\'50"E ALONG THE EAST LINE OF THE SAID NORTHEAST 1/4 OF SECTION 30,1320.79 FEET; THENCE S89clO'OYW ALONG THE SOUTH LINE OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30,1315,31 FEET TO THE WEST LINE OF SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4, THENCE NOO055'47"W ALONG SAID WEST UNE, 132036 FEET TO THE SOUTHWEST CORNER OF THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 Of SECTION 19; THENCE NOOOOT30"E ALONG THE WEST UNE Of SAID SOUTHEAST 1/4 OF THE SOUTHEAST 1/4,913.46 FEET TO THE SOUTHWEST LINE OF THAT 80" WIDE DENVER WATER BOARD EASEMENT RECORDED AT RECEPTION #92130445 IN THE JEfFERSON COUNTY CLERK AND RECORDER'S OFFICE; THENCE S8900T3 J oW, 57.62 FEET TO A NON-T ANGEl'll CURVE CONCA VE SOUTHWESTERLY HAVING A RADIUS OF 791 19; THENCE THROUGH A CENTRAL ANGLE OF 15021'56", NORTHWESTERLY ALONG THE ARC Of SAID CURVE 212,18 FEET, SAID CURVE HAVING A CHORD OF 21 1.55 FEET WHICH BEARS N50055'48"W TO A NON- TANGENT CURVE CONCAVE SOUTHWESITRL Y HAVING A RADIUS OF 152961 FEET, THENCE THROUGH A CENlltAL ANGLE OF 12049"33". WESTERLY ALONG THE ARC OF SAID CURvE 342.40 FEET. SAID CURVE HAVING A CHORD OF 341,69 FEET WHICH BEARS N75038'51"W TO A POINT Of COMPOUND CURV A nJRE OF A CURVE CONCAVE SOUTHERL Y HA VING A RADIUS OF 1022.2:3 FEET, THENCE THROUGH A CENlltAL ANGLE OF 10005'16". WESTERLY ALONG THE ARC OF SAID CURVE 17998 FEET TO THE POINT OF TANGENCY. THENCE S87C51'(WW, 175,73 fEET. THENCE NO()023'I2"W, 17456 FEET TO THE SOUTH UI'E OF THE NORTH 112, OF THE SOUTHEAST 1/4 OF SAID SECTION 19; THENCE S8~n I"W ALONG SAID SOUnt LINE, 4 I 063 FEET TO THE SOUTHWEST CORNER OF THE SAID NORTH 1f2; THENCE NOO"23'12"W ALONG THE WEST LINE OF THE SAID NORTH 112, 171 61 FEET TO A NON-TANGENT CURVE CONCA VE NORmWESTERL Y HAVING A RADIUS OF 505 40; THENCE THROUGH A CENTRAL ANGLE OF BOOnO.. NORTHEASTERLY ALONG THE ARC OF SAID CURVE 467,15 FEET, SAID CURVE HAVING A CHORD OF 45132 FEET WHICH BEARS N280I3"09"E TO THE POINT OF TANGENCY; rnENCE NOI04I'59"E, 39BS fEET TO lltE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN TIlE CITY Of WHEAT RIDGE ANNEXATION NO 9J-S. ORDINANCE NO 1116, SERIES OF 1991, ALSO BEING mE NORTH RIGHT-Of.WAY LINE OF STATE HIGHWAY 58 AS DESCRIBED IN THAT DOCUMENT RECORDED IN DEED BOOK 2177, PAGE 361lN rnf. JEFfERSON COUNTY CLERK AND RECORDER'S OFFICE; TlfENCE NI7"01'30"E ALONG SAID BOUNDARY AND SOUTH RIGHT -OF-W A Y LINE AND ITS EASTERLY EXTENSION, 2907.23 fEET TO THE NORntWEST RIGHT -OF- WAY UNE OF THA T PARCEL FOR INTERSTATE 70 RECORDED IN BOOK I 17S, PAGE 159 IN SAID OFFICE; TIlENCE N31"5O" 10"E ALONG TIlE WEST UNE OF SAID STATE HIGHWAY PARCEL, 138,70 FEET TO THE SOUllt LINE OF THAT PARCEL RECORDED IN BOOK 2163, PAGE 160; THENCE N73042"3S"E ALONG SAlD sourn l.INE, 322,71 FEET TO WEST LINE Of mE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE ORIGINAL WHEAT RIDGE INCORPORA nON DOCUMENTS RECORDED IN BOOK 2111 AT PAGE 521 IN SAIDOFFlCE; THENCE SOI"06'lrw, AlONG SAID CITY BOUNDARY, 399 77 FEET TO THE SOUTH RlGHT-OF-W A Y UNE OF SAID lNTERST A TE 70; ntENCE SSI"~'22"W, ALONG SAID SOUTH RIGHT -OF-W A Y LINE, 559,4() FEET TO THE SOUTHEAST RIGHT- OF-WAY LINE OF THAT STATE HIGHWAY PARCEL AS RECORDED IN BOOK 1895. PAGE 55. EXHIBIT A THENCE S38052'45"W, ALONG SAID SOUTHEAST RlGHT -oF-W A Y LINE, 13570 FEET TO THE SOUTH RIGHT- OF-WAY LINE OF SAID PARCEL, THENCE S89022'40"W, ALONG SAID SOUTH RlGHT -OF-W A Y LINE, 23223 FEET TO THE WEST LINE OF SAID SOUTHWEST 1/4 OF SECTION 20; THENCE 500008'1 I"W, ALONG SAID WEST LINE, 75242 FEET TO THE SOUTHEAST CORNER OF THE NORTH 1/2, OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE S8900T3I"W. ALONG THE SOUTH liNE OF SAJD NORTH 112. 1319,03 FEET TO THE NORTHWEST CORNER OF SAID SOUTHEAST 1/4. OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE 5OO00730"E. ALONG THE WEST LINE OF SAID SOUTHEAST 1/4. 382,28 FEET TO THE NORTH LINE OF THAT PARCEL DESCRlBED IN THAT DOCUMENT RECORDED AT BOOK 1992, PAGE 752lN SAID OFFICE; THENCE ALONG THE NORTH LINE OF SAID PARCEL THE FOLLOWING 3 COURSES' I) N89"52"30"E, 42500 FEET, 2) N6405T30"E. 177 70 FEET; 3) S89"39'40"E. 731,27 FEET TO THE WEST LINE OF THE SAID SOUTHWEST 1/4 OF SECTION 20; THENCE Nooo08'II-E ALONG SAID WEST LINE. 7,56 FEET TO THE NORTH LINE OF THE SOUTH 3/4 OF LOTS 21 THROUGH 24. ROXBURY GARDENS. DESCRIBED IN THAT DOCUMENT AS RECORDED AT RECEPTION ~09337790 IN SAID OffICE; THENCE N89"01'07"E ALONG SAID NORTH LINE. 990.43 FEET TO THE SAID WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AND THE WEST RIGHT-OF-WAY LINE OF INTERSTATE 70; THENCE ALONG SAID CITY BOUNDARY AND SAID WEST RIGHT-OF-WAY LINE THE FOLLOWING FOUR COURSES; I) SOOC4 1'5YE, 1005 12 FEET TO THE SOUTH LINE OF SAID SECTION 20; 2) SOOC45'49"E, 1321 80 FEET TO THE SOUTH LINE OF THE NORTHWEST 1/4 OF THE SAID NORTHWEST 1/4 OF SECTION 29; 3) SOO043'42"1O. 24 1.50 FEET; 4) S0602)'48-W, 82,23 FEET TO THE SOUTH LINE OF LOT 16, SAID ROXBURY GARDENS, ALSO BEING THE NORTHEAST CORNER OF THE CITY OF WHEAT RIDGE BOUNDARY, AS DESCRIBED IN THA T ANNEXATION ORDINANCE NO 152, SERIES OF 1974, RECORDED AS RECEPTION NO 644863 OF SAID CLERK AND RECORDER'S OffICE; THENCE S89o:!4'52"W ALONG SAID BOUNDARY AND SAID SOUTH LINE, 986.91 FEET TO THE WEST LINE OF SAID LOT 16, BEING THE SAID EAST LINE OF THE NORTHEAST 1/4 OF SECTION 30; THENCE NOloOnOW ALONG SAID EAST LINE. 323 40 FEET TO THE POINT OF BEGINNING, CONTAINING AN AREA OF 198,040% ACRES II I, i . 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January 24, 2005 TITLE: RESOLUTION 03-2005: AUTHORIZING JEFFERSON COUNTY OPEN SP ACE TO COMPLETE AN APPRAISAL, ENVIRONMENTAL ASSESSMENT, SURVEY AND NEGOTIATE THE FAIR MARKET VALUE OF THE PARCEL LOCATED SOUTH OF HIGHWAY 58 AND WEST OF 1-70, KNOWN AS PARCEL #39-203-01-004 o PUBLIC HEARING ~ BID Sf MOTIONS o RESOLUTIONS o ORDINANCES FOR I ST READING (Date: _) o ORDINANCES FOR 2ND READING QuaSI-JudIcial: o Yes ~ No c~ Pafks V ) , ~~ City Man r a EXECUTIVE SUMMARY: The City of Wheat Ridge Parks and Recreation Department has the opportunity to acquire land located at the intersection of Highway 58 and 1-70 (southwest comer), for the purposes of use as open space, It is contiguous to the City of Wheat Ridge Greenbelt and will maintain the open space buffer between the Clear Creek trail and Highway 58. This property is currently owned by Jefferson County, It is antIcipated that this property will be annexed mto the City of Wheat Ridge as part of the proposed development in this area. This resolution authorizes Jefferson County Open Space to proceed with due dilIgence of the property and to negotiate the fair market value, The actual purchase of the property will reqmre an additional resolution to be passed by City Council COMMISSIONfBOARD RECOMMENDATION: The Parks and Recreation CommIssion wIll consider the acquisition of this property at their meeting on January 19, 2005, STATEMENT OF THE ISSUES: This property IS contiguous to the CIty of Wheat Ridge Greenbelt located on the north side of Clear Creek. This property WIll maintain the Open Space buffer along the creek between Highway 58 and the Clear Creek traiL Once this property is annexed into the City of Wheat Ridge, the property will be located in one government jurisdiction and owned and maintained as open space by a second jurisdiction (Jefferson Count)), It is the county's desire to not retain ownership under this situation, ALTERNATIVES CONSIDERED: To not purchase the property. FINANCIAL IMP ACT: There is no direct financial impact required to acquire the property, The City of Wheat Ridge would be using previously purchased properties as a substitute for the 25% cash match required by Jefferson County Open Space, The property if approved by Open Space AdVISOry Committee (OSAC) would be purchased entirely with bond funds, There would not be any additional improvements or amenities added to the property at this time, as It would be maintained as an open space buffer RECOMMENDED MOTION: "I move to approve Resolution 03-2005, Authorizing Jefferson County Open Space to Proceed With Acquiring an Appraisal, Survey, Environmental Assessment and to Negotiate the Fair Market Value on Parcel #39-203-01-004." or, "I move to table indefinitely Resolution 03-2005, Authorizing Jefferson County Open Space to Proceed with Acquiring an Appraisal, Survey, Environmental Assessment and to Negotiate the Fair Market Value on Parcel #39-203-01-004 for the following reason(s) " Report Prepared by' Reviewed by. Joyce Manwaring, Parks and Recreation Director Randy, Young, City Manager Attachments: I, Resolution 03-2005 2. Map 050124 CAF Jeffco Annexation parcel RESOLUTION NO. 03 SERIES OF 2005 TITLE: A RESOLUTION AUTHORIZING JEFFERSON COUNTY OPEN SPACE TO COMPLETE AN APPRAISAL, ENVIRONMENTAL ASSESSMENT, SURVEY, AND NEGOTIATE THE FAIR MARKET VALUE OF THE PARCEL LOCATED SOUTH OF HIGHWAY 58 AND WEST OF 1-70, KNOWN AS PARCEL#39-203-01-004 WHEREAS, The City of Wheat Ridge has deemed the acquisitIOn of this parcel a high priority; WHEREAS, The City of Wheat Ridge desires to investigate the value and negotiate the fair market value of this property, NOW THEREFORE BE IT RESOLVED by the City Council of the City of Wheat Ridge Colorado, as follows: I) Jefferson County Open Space be Authorized to Complete an Appraisal, Environmental Assessment, Survey, and Negotiate the Fair Market Value of the Above Referenced Parcel, and 2) This Parcel is A High Priority Acquisition for Open Space and the Future Uses will be for Park and Recreation Purposed. 3) The Cost of the Acquisition Including Land Cost, Appraisal, Environmental Assessment, and Closing Costs will be Paid From the Jefferson County Bond Funds with the City of Wheat Ridge Match Requirement of 25% Met Through 1998 Acquisition Expenditures. 4) The Mayor and City Clerk be Authorized to Sign the Environmental Indemnification Agreement DONE AND RESOLVED THE 24th DAY OF JANUARY 2005. Gretchen Cerveny, Mayor ATTEST Pamela Y. Anderson, City Clerk ATTACHMENT 1 ;----------------------- / / J 02-006 ---'-'- -''STATE IlW'i'sa-'- 01-004 .~ S~.e.~-51 RAMP - ~... :t';\1'->l' -" m:~1 ::re.#. 3Q-1.() 3 -0' - Of) 'I RoxbllfY-cM41rdens '" 01-004 01-001 01-001 01-001 JEFFERSO COUNTY !lR:;j " 99-001 99-001 " , i i i i i d co if! " ill o '" 01-001 99-001 2 MEN , i i i , i , i i i , , ;< ~ i 't J , , , , , , , ' / / " , , , , , , , , , " , , ' , , , ; , 00-020 e 03 Young "" '- .______'__''____1""'"'".,.,...'._,'" iun !;. ~!~" i~ c; OJ ~'i ~ .., . ::s ~ i (J') !, ~ " 0 II ~:4 ::s- in !g! .! ~I ;~ !~ -Q I ~, 'd ~ f, II i I: , I l L i Ii , !I~ I i ~ I ~ I I l I I i I e81 ~U ! ~e: ~ 8, I i.1 I II 'I! ! II i I; I I; f ~ 1'"1C , : i ~ , ! ~- ~115 ,,~ F ;; ~~ I~ ,""... 1'1" , I I" III~- : I I I 3 'I >Ii i i ~ I ~io "j' I I' I ! 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' ~ : - ~ t : Cabela's I Coors land Use Applications Future Meeting Schedule February 1, 2005 The following dates have been tentatively confirmed and in some cases will require official public notice While this schedule is based on the best available information at this time, some meetings may be subject to change It is recommended that each meeting on this list be confirmed prior to attendance . February 2nd, 7p.m. Clear Creek Valley Homeowners Council Location: The Arbor House . February 9th, 7p.m. Neighborhood Meeting for the Special Use Permit (Excavation) Location. The Manning School . February 16th, 7p,m. Fairmount Improvement Association Location Fairmount Elementary School . February 28th, 7p.m, Public Hearing before the City Council (Annexation) Location: Wheat Ridge City Hall . March 9th, 4-8p.m. Open House Location, Denver West Marriott, Salon A . April 7th, 7p.m. Public Hearing before the Planning Commission (Zoning & Plat) Location, Wheat Ridge City Hall . April 25th, 7p.m. Public Hearing before the City Council (1st Reading Zoning & Plat) Location Wheat Ridge City Hall . May 23rd , 7p.m. Public Hearing before the City Council (2nd Reading) Location: Wheat Ridge City Hall ITEM NO: :2 I REQUEST FOR CITY COUNCIL ACTION COUNCIL MEETING DATE: January 24, 2005 TITLE: AN ORDINANCE ANNEXING TO THE CITY OF WHEA T RIDGE UN IN CORPORA TED TERRITORY KNOWN AS THE CABELA'S/COORSISALTER PARCEL LOCATED IN JEFFERSON COUNTY. D PUBUC HEARING o BIDSIMOTIONS D RESOLUTIONS [8J ORDINANCES FOR 1ST READING (Date: January 24, 2(05) o ORDINANCES FOR 2ND READING Quasl,JudlclaL o Yes [8] No 4td6lc- Community Development Director S;rQ City Mana r \ EXECUTIVE SUMMARY: Under the MUniCipal Annexation Act, the annexation of properly to a mUnicipality must be accomplished by ordmance, AdoptIOn of the attached ordinance on first reading also sets the public hearing to consIder the annexation of the Cabela'slCoorslSalter parcel for whIch an annexation petition was submitted to the City on January 14,2005, The properly meets all of the eligibility reqUIrements establIshed In the Act for annexing properly COMMISSIONIBOARD RECOMMEND A TlON: None. Only the Council acts upon annexallon petitIOns, STATEMENT OF THE ISSUES: If City Council approves the annexatIon on February 28th, under the Municipal Annexation Act, the City is requlfed to zone the properly within 90 days, The zOning request and the Outline Development Plan will be submmed and reViewed such that thiS requirement will be n_::\. It IS also antIcipated that at least two Final Development Plans and a final plat will be considered by CounCil at the same heanng as the Outhne Development Plan, These plans will also be revIewed by Planning ConuTIISSlOn, The decisIOn to annex a property is a legislatIve decIsion of City CouncIL The 1/6 contIgUIty requirement IS met The petitIOners represent more than 50% of the landowners owmng more than 50% of the land proposed for annexatIOn There IS a communIty of Interest between the City and the land to be annexed, the area is surrounded by urban development and lIkely wIll be urban Itself in the near future, and the area is capable of being integrated wIth the City. The area meets the annexatIon eligibility reqUIrements established in the Mumcipal Annexation Act. AL TERNA TIVES CONSIDERED: The City CounCIl has two options to consider wIth the ordinance: 1. Adopt a motion to adopt the ordinance. 2. Adopt a motion to table the ordinance Indefimtely. FlNANCIAL IMPACT: The annexatIon of the property WIll create an Immediate responSIbIlIty of the CIty to proVIde polIce protectIon, thus incumng some financial Impact which IS unquantlfiable at thIS tIme, With development of the property, the City WIll receIVe sales and property tax revenues generated by the bUSinesses and improvements on the property_ The City will receive one-time use tax revenue on building materials and one-tIme fees for annexatIon, zoning, and engmeering review RECOMMENDED MOTION: "I move to approve CounCIl Bill 01-2005 on first reading, order it published, publIc heanng set for Monday, February 28,2005 at 7:00 p.m, in City Council Chambers, and that It take effect immediately upon adoption." Report Prepared by: Alan White, Community Development DIrector ReVIewed by: Gerald Dahl, City Attorney Attachments: 1. Council Bill No. 01-2005 with attachments INTRODUCED BY COUNCILMEJ\1BER Council Bill No. ~ Ordinance No. Series of 2005 TITLE: AN ORDINANCE ANNEXING TO THE CITY OF WHEAT RIDGE UNINCORPORATED TERRITORY KNOWN AS THE CABELA 'S/COORSISAL TER PROPERTY LOCATED IN JEFFERSON COUNTY. WHEREAS, pursuant to the laws of the State of Colorado, there was presented to the City Council of the City of Wheat Ridge, Colorado, a written petition for annex.atton to the CIty of that property described in attached Exhibit A, being contiguous umncorporated temtory contiguous to the City and Iymg 10 the County of Jefferson, State of Colorado (the Property); and WHEREAS, the Property is further described on the Annex.atlOn Map attached hereto as Exhibit B; and WHEREAS, the Petitioners constitute more than fifty percent (50%) of the owners, and owmng more than fifty percent (50%) of the Property; and WHEREAS, the City CouncIl has conducted a publIc heanng folJowmg public notIce as required by law to detenrune the eligibihty for annexatIOn of the Property; and WHEREAS, the City CouncIl has satIsfied itself concerning the eligIbIlity for annexatIOn of the Property, and concernmg the conformance of the proposed annexation to the apphcable law and the annexatIon policy of the City; and WHEREAS, the City Council hereby finds that the Property IS elIgIble for annexatIOn to the City and that the proposed annexation conforms WIth apphcable law and the annexation pohcy of the City BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE, COLORADO: Sectton I. The annexatIOn to the City of Wheat RIdge, Colorado, of that Property descnbed in attached Exhibit A, lying in the County of Jefferson, State of Colorado, meets all reqUIrements of law and the annexation pohcy of the City of Wheat Ridge, and the same is hereby approved and made effective, Section 2. Zomng of the Property shall be accomplished WIthin the time established by C.R_S_ 31-12-115 and the procedures estabhshed by the Home Rule Charter and Code of Laws of the City of Wheat Rldge_ ATTACHMENT 1 SectIOn 4, Immediately upon completion of the filing required by SectIOn 6 hereof, the annexatIon shall be effectIve and the Property shall become subject to the laws of the State of Colorado pertam10g to cities and to the Charter and all ordinances, resolutIOns, rules and regulations of the City of Wheat Ridge, SectIon 5, One copy of the Annexation Map, together with the origmal of this Ordinance, shall be filed 10 the office of the City Clerk. SectIon 6. The City Clerk shall file for record1Og three certified copies of this Ord1Oance and the Annexation Map with the Clerk and Recorder of the County of Jefferson, State of Colorado_ SectIOn 7. This Ordinance shall become effective upon adoptIOn on second reading, as permitted by Section 5,11 of the Home Rule Charter. INTRODUCED, READ, AND ADOPTED on first reading by a vote of _ to _ on this _ day of ,2005, ordered published 10 full 10 a newspaper of general CIrculation 10 the City of Wheat Ridge and Public Hearing and conSideration on final passage set for ,2005, at 7-00 p,m" 10 the Council Chambers, 7500 West 29th A venue, Wheat Ridge, Colorado, READ, ADOPTED, AND ORDERED PUBUSHED on second and final reading by a vote of to _, this day of , 2005. SIGNED by the Mayor on this day of ,2005. GETCHEN CERVENY, MAYOR ATTEST: Pamela Anderson, City Clerk APPROVED AS TO FORM BY CITY ATTORNEY GERALD DAHL, CITY ATTORNEY 1st Pubhcation: 2nd Publication: Wheat RIdge Transcnpt Effective Date: Exhibit A COORS/CABELA'S ANNEXATION NO.1 A PARCEL OF LAND, LOCATED IN THE SOUTHEAST 1/4 OF SECTION ]9, THE SOUTHWEST 1/4 OF SECTION 20, THE NORTHWEST 1/4 OF SECTION 29, AND THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 QUARTER OF SECTION 30, BEING IN TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF JEFFERSON, STATE OF COLORADO, DESCRIBED AS FOLLOWS. BEGINNING ATTHE SOUTHEAST CORNER OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30, WHENCE THE EAST 1/4 CORNER OF SAID SECTION 30 LIES S01001'50"E ALONG THE EAST LINE OF THE SAID NORTHEAST 1/4 OF SECTION 30, 132079 FEET; THENCE S890I0'02"W ALONG THE SOUTH LINE OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30,1315,31 FEET TO THE WEST LINE OF SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4, THENCE Noo055'47MW ALONG SAID WEST LINE, 1320.36 FEET TO THE SOUTHWEST CORNER OF THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE Nooo07'30ME ALONG THE WEST LINE OF SAID SOUTHEAST 1/4 OF THE SOUTHEAST 1/4,913 46 FEET TO THE SOUTHWEST LINE OF THA T 80' WIDE DENVER WATER BOARD EASEMENT RECORDED AT RECEPTION #92130445 IN THE JEFFERSON COUNlI' CLERK AND RECORDER'S OFFICE, THENCE S89007'31"W, 57.62 FEET TO A NON-TANGENT CURVE CONCA VE SOUTHWESTERLY HAVING A RADIUS OF 791 19; THENCE THROUGH A CENTRAL ANGLE Of J 502]'56", NORTHWESTERLY ALONG THE ARC OF SAID CURVE 212,18 FEET, SAID CURVE HAVING A CHORD OF 21 1.55 FEET WHICH BEARS N50055'48"W TO A NON, TANGENT CURVE CONCA VE SOUTHWESTERL Y HA VING A RADIUS OF 1529,61 FEET, THENCE THROUGH A CENTRAL ANGLE Of 12049'33", WESTERLY ALONG THE ARC OF SAID CURVE 34240 FEET, SAID CURVE HAVING A CHORD OF 341.69 FEET WHICH BEARS N75038'51"W TO A POINT OF COMPOUND CURV A TURE OF A CURVE CONCA VE SOUTHERL Y HAVING A RADIUS OF 1022.23 FEET, THENCE THROUGH A CENTRAL ANGLE Of 10"05'16", WESTERLY ALONG THE ARC OF SAID CURVE 17998 FEET TO THE POINT OF TANGENCY, THENCE S8705I'06"W, 175,73 fEET. THENCE NOO023'12"W, 17456 fEET TO THE SOUTH LINE Of THE NORTH 1/2, Of THE SOUTHEAST 1/4 OF SAID SECTION 19; THENCE S89007'3I"W ALONG SAID SOUTH LINE, 410,63 FEET TO THE SOUTHWEST CORNER OF THE SAID NORm 112, THENCE NOO~3'I2"W ALONG THE WEST LINE OF THE SAID NORTH 1f2, 171.61 FEET TOA NON-TANGENT CURVE CONCA VE NORTHWESTERLY HA VING A RADIUS OF 505 40; THENCE THROUGH A CENTRAL ANGLE OF 53002"20", NORTHEASTERLY ALONG THE ARC OF SAID CURVE 46785 FEET. SAID CURVE HAVING A CHORD OF 451.32 FEET WHICH BEARS N280I3'09"E TO THE POINT OF TANGENCY, THENCE NOI 041'59"[,392,35 FEET TO THE CIlI' OF WHEAT RlIXiE BOUNDARY AS DESCRIBED IN THE CITY OF WHEAT RlIXiE ANNEXATION NO 93-5, ORDINANCE NO, 1116, SERIES OF 1998, ALSO BEING THE NORTH RIGHT-OF-WAY LINE OF STATE HIGHWAY 58 AS DESCRIBED IN THAT DOCUMENT RECORDED IN DEED BOOK 2171, PAGE 367 IN THE JEffERSON COUNTY CLERK AND RECORDER'S OFFICE, THENCE NI700I'30"E ALONG SAID BOUNDARY AND SOUTH RIGHT -oF-W A Y LINE AND Irs EASTERLY EXTENSION, 290723 FEET TO THE NORTHWEST RIGHT -OF- WAY LINE OF THAT PARCEL FOR INTERSTATE 70 RECORDED IN BOOK 1815. PAGE 159 IN SAID OFFICE. THENCE NJ8"50'10"E ALONG THE WEST LINE OF SAID STATE HIGHWAY PARCEL, 131\.70 FEET TO THE SOUTH LINE Of THAT PARCEL RECORDED IN BOOK 2]63, PAGE 160; THENCE N7Jo42"311"E ALONG SAID SOUTH LINE, 322,71 FEET TO WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE ORIGINAL WHEAT RlIXiE INCORPORA nON DOCUMENTS RECORDED IN BOOK 2118 AT PAGE 521 IN SAID OFfiCE; THENCE 501 "06'1 2"W, ALONG SAID CITY BOUNDARY, 399 77 FEET TO THE SOUTH RIGHT -oF-WA Y LINE OF SAID INTERSTATE 70; THENCE S&8056"22"W, ALONG SAID SOUTH RIGHT -oF-W A Y LINE. 55940 FEET TO THE SOUTHEAST RIGHT- OF-WAY LINE OF THAT STATE HIGHWAY PARCEL AS RECORDED IN BOOK 1895, PAGE 55, EXHIBIT A THENCE S38052'45"W, ALONG SAID SOUTHEAST RIGHT-OF. WAY LINE, 13570 FEET TO THE SOUTH RIGHT- OF-WAY LINE OF SAID PARCEL, THENCE S89022'40"W, ALONG SAID SOUTH RIGHT -OF-W A Y LINE, 232.23 FEET TO THE WEST LINE OF SAID SOUTHWEST ]/4 OF SECTION 20; THENCE 500008'] I"W, ALONG SAID WEST LINE, 752.42 FEET TO THE SOUTHEAST CORNER OF THE NORTH 112, OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE S89007'31"W, ALONG THE SOUTH LINE OF SAID NORTH 112, 1319,03 FEET TO THE NORTHWEST CORNER OF SAID SOUTHEAST 1/4, OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE Sooo07'30"E, ALONG THE WEST LINE OF SAID SOUTHEAST 1/4,382.28 FEET TO THE NORTH LINE OF THAT PARCEL DESCRIBED IN THAT D<XUMENT RECORDED AT BOOK 1992, PAGE 752 IN SAID OFFICE, THENCE ALONG THE NORTH LINE OF SAID PARCEL THE FOLLOWING 3 COURSES, \) N89"52'30"E, 42500 FEET; 2) N64057'30"E, 177 70 FEET; 3) S89039'40"E, 731.27 FEET TO THE WEST LINE OF THE SAID SOUTHWEST 1/4 OF SECTION 20; THENCE Noo008'II"E ALONG SAID WEST LINE, 756 FEET TO THE NORTH LINE OF THE SOUTH 3/4 OF LOTS 21 THROUGH 24, ROXBURY GARDENS, DESCRIBED IN THA T D<XUMENT AS RECORDED AT RECEPTION #09337790 IN SAID OFFICE, THENCE N89001'07"E ALONG SAID NORTH LINE, 990 43 FEET TO THE SAID WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AND THE WEST RlGHT-OF.WAY LINE OF INTERSTATE 70; THENCE ALONG SAID CITY BOUNDARY AND SAID WEST RIGHT -oF-W A Y LINE THE FOLLOWING FOUR COURSES, /) Soo041'53"E, 1005 12 FEET TO THE SOUTH LINE OF SAID SECTION 20; 2) Soo045'49"E, 1321,80 FEET TO THE SOUTH LINE OF THE NORTHWEST] /4 OF THE SAID NORTHWEST 1/4 OF SECTION 29; 3) Soo043'42"E, 24 J ,50 FEET; 4) S06023'48"W, 82.23 fEET TO THE SOUTH LINE OF LOT 16. SAID ROXBURY GARDENS. ALSO BEING THE NORTHEAST CORNER OF THE CITY OF WHEA T RIDGE BOUNDARY, AS DESCRIBED IN THA T ANNEXATION ORDINANCE NO 152, SERIES OF 1974, RECORDED AS RECEPTION NO 644863 OF SAID CLERK AND RECORDER'S OFfICE, THENCE S89"24'52"W ALONG SAID BOUNDARY AND SAID SOUTH LINE, 986 91 FEET TO THE WEST LINE OF SAID LOT 16, BEING THE SAID EAST LINE OF THE NORTHEAST 1/4 OF SECTION 30; THENCE NOloOl'50W ALONG SAID EAST LINE, 32340 FEET TO THE POINT OF BEGINNING. CONTAINING AN AREA OF 198,040% ACRES ~ ~ t' Ii' II " ". I' J I I I , ., 'I II" I I f'l, ',I J'" ; I' 'I 'f' , I' Iii ! · r . , I ' i' I ' II Ii! !; :ff II if I J :!illl ',Ii ill I i I! i I! ! d fd ;1 Jil'!i !III: f!IIi,' I,u I;:, q i! III II! i ~,. I J "I,; l "', ,t " i ' il1tU ~ !Iidl~' Ii! I iil!g!i 1m ili !! Uti I ! ill! I "1 ,I: ,. II' 'i' ,I"'I! ~ ':', "! I 'I 1'11- 1 'I I I .t, tl l~ . " J , "~'I "1 ; f J'.I .l' illl j:,;I, " 1,1 i,,'! ,!I. i'i',i l~il!liill' :,iil,!.:j; j 'fii III I,ll ill !~I! I . I .. 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U.~l! _!~ I\IiN i~ C:Q ~ ~ C:Q ~ == ~ ~ PETITION FOR ANNEXATION TO: THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE, COLORADO RE: PROPERTY KNOWN AS' Cabela's /Coors/Salter Parcel The undersigned landowners, m accordance with the provisions of Title 3 I, ArtIcle 12, Part 1, C .R,S and known as the Municipal Annexation act of 1965, as amended, hereby petition the City Council for annexation to the City of Wheat Rldge the following described unincorporated area situate and being in the County of Jefferson, and State of Colorado, to wit: (See attached Exhibit A attached hereto and incorporated herein by reference,) Your petitIOners further state as follows I, That it is desirable and necessary that such area be annexed to the City of Wheat R]dge, Colorado, 2, That the area sought to be annexed meets the requirements of Sections 31-12-104 and 105, as amended, of the Mumcipal annexation Act of 1965, III that: A. Not less than one-sIxth (1/6) of the perimeter of the area proposed to be annexed]s contIguous with the eXIsting boundarIes of the CIty of Wheat Ridge, Colorado R A commumty of interest eXIsts between the area proposed to be annexed and the City of wheat Ridge, Colorado. C, The area proposed to be annexed is urban or w]ll be urban in the near future and said area is integrated or IS capable of being integrated wIth the CIty of Wheat Ridge, Colorado. D, No land held in identical ownership, whether consisting of one tract or parcel or real estate or two or more contIguous tracts or parcels of real estate: (1) is divided into separate parts or parcels without the written consent of the landowner or landowners thereof, unless such tracts or parcels are separated by a dedicated street, road, or other public way. (2) comprising 20 acres or more and which, together with the buildings and improvements situated thereon, has a valuation of assessment in excess of $200,000.00 for ad valorem tax purposes for the year next preceding the annexation, IS included Within the area proposed to be annexed without the written consent of the landowner or landowners, E. No annexation proceedings have been commenced for the annexation to another mumclpahty of part or all to the territory proposed to be annexed, F The annexatIOn of the area proposed to be annexed will not result In the detachment of the area from any school district and the attachment of same to another school dlstnct. G, The annexatIOn of the area proposed to be annexed will not have the effect of extending the boundary of the CIty of Wheat RIdge more than three mIles in any dIrectIOn from any pOint of the Clty=s boundary In anyone year H If a portIOn of a platted street or alley is to be annexed, the entire WIdth of said street or alley is Included WIthin the area to be annexed, L Reasonable access shall not be demed to landowners, owners of easements or the owners of franchIses, adJoimng any platted street or alley to be annexed that will not be bordered on both SIdes by the CIty of Wheat RIdge. 3 That attached hereto and mcorporated herein by reference are four (4) pnnts of the annexatIOn map, contaimng the follOWing mformatlOn, A. A written legal descnption of the boundaries for the area proposed to be annexed, B A map shOWing the boundary of the area proposed to be annexed, C Within the annexation boundary map, a shOWing of the location of each ownership tract of unplatted land, and, WIth respect to any area whIch is platted, the boundaries and the plat numbers of plots or lots and blocks, D. Next to the boundary of the area proposed to be annexed, a drawing of the contiguous boundary of the City of Wheat Ridge and the contiguous boundary of any other muniCIpality abuttmg the area proposed to be annexed, 4. That the petitIOners are the landowners of more than fifty percent (50%) of the area sought to be annexed, exclusive of streets and alleys, 5. That all of the petItIoners SIgned thIS PetitIOn for annexation no more than 180 days pnor to the date of filing of this PetitIOn for Annexation, 6, That this Petition for annexatIon satisfies the requirements of Article II, SectIOn 30, of the ConstitutIon of Colorado in that it is signed by persons comprising more than fifty percent (50%) of the landowners in the area proposed to be annexed who own more than fifty percent (50%) of said area, excluding public streets and alleys and any land owned by the CIty of Wheat Ridge, 7 That upon the AnnexatIon Ordinance becommg effectlve, all lands wIthm the area sought to be annexed shall become subject to the ordmances, resolutIons, rules and regulations of the City of Wheat Ridge, except for general property taxes whIch shall become effectlve on January I of the next succeedmg year followmg passage of the Annexation Ordmance. Therefore, your petltlOners respectfully request that the CIty Council of the City of Wheat Ridge, Colorado, approve the annexation of the area proposed to be annexed, Whenever from the context if appears appropnate, each tenn stated m eIther the smgular or plural will include the other, and pronouns stated m eIther the masculme , femmme or the neuter gender will mclude each of the other genders, SIgnature of Landowner Date of SIgnature Mailing Address of Landowner Legal Descnptlon of Land Owned ~ /-16-0\ Ofle {'ttWtL-' IJr1r'0 -5IO"-'E.11 (v( 1P9/&c AFFIDAVIT OF CIRCULATOR The undersIgned, beIng oflawful age, who beIng first duly sworn upon oath, deposes and says That (he or she) was the circulator of the foregoIng PetItIon for Annexation oflands to the CIty of Wheat Ridge, Colorado, consistIng of _ pages, Including thIS page, and that each sIgnature thereon was wItnessed by your affiant and is the true signature of the person whose name it purports to be, /Vdvaskov STATE OF eOLORADO ) )ss COUNTY OF /ht''I~nnL. ) The foregoing Affidavit of Circulator was subscribed and sworn to before me this / o,u. day of eYQhL<O'J' ,20Cli,by (J1dlil1f tdlct--Aau ' My CommIssIon expires: Ir=~:4?!1 r 1~ftNJ- cfn}w{;U N tal)' PublIc ~ (SEAL) Exhibit A COORS/CABELA'S ANNEXATION NO.1 A PARCEL OF LAND, LOCATED IN THE SOUTHEAST 1/4 OF SECTION 19, THE SOUTHWEST 1/40F SECTION 20, THE NORTHWEST 114 OF SECTION 29, AND THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 QUARTER OF SECTION 30, BEING IN TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF JEFFERSON, STATE OF COLORADO. DESCRIBED AS FOLLOWS, BEGINNING AT THE SOUTHEAST CORNER OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30, WHENCE THE EAST 1/4 CORNER OF SAID SECTION 30 LIES SOI001'50"E ALONG THE EAST LINE OF THE SAID NORTHEAST 114 OF SECTION 30,132079 FEET; THENCE S89010'02"W ALONG THE SOUTH LINE OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30,1315.31 FEET TO THE WEST LINE OF SAID NORTHEAST 1/4 OF THE NORTHEAST 114, THENCE NOo055'47"W ALONG SAID WEST LINE, 1320.36 FEET TO THE SOUTHWEST CORNER OF THE SOUTHEAST 1/4 OF THE SOUTHEAST \14 OF SECTION 19; THENCE NOoo07'30"E ALONG THE WEST LINE OF SAID SOUTHEAST 1/4 OF THE SOUTHEAST 1/4,91346 FEET TO THE SOUTHWEST LINE OF THAT 80' WIDE DENVER WATER BOARD EASEMENT RECORDED AT RECEPTION #92130445 IN THE JEFFERSON COUNTY CLERK AND RECORDER'S OFFICE. THENCE S89007'3I"W, 57,62 FEET TO A NON-TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 791 19; THENCE THROUGH A CENTRAL ANGLE OF 15021'56", NORTHWESTERLY ALONG THE ARC OF SAID CURVE 212,18 FEET, SAID CURVE HA VING A CHORD OF 211.55 FEET WHICH BEARS N50055'48"W TO A NON- TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 152961 FEET, THENCE THROUGH A CENTRAL ANGLE OF 12049'33", WESTERLY ALONG THE ARC OF SAID CURVE 342.40 FEET, SAID CURVE HAVING A CHORD OF 341 69 FEET WHICH BEARS N75038'51 "W TO A POINT OF COMPOUND CURVATURE OF A CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 1022,23 FEET, THENCE THROUGH A CENTRAL ANGLE OF 10005']6", WESTERLY ALONG THE ARC OF SAID CURVE 17998 FEET TO THE POINT OF TANGENCY, THENCE S8705I'06"W, 17573 FEET, THENCE NOoo23'12"W, 174,56 FEET TO THE SOUTH LINE OF THE NORTH 112, OF THE SOUTHEAST 114 OF SAID SECTION 19; THENCE S89007'3 \ "W ALONG SAID SOUTH LINE, 41063 FEET TO THE SOUTHWEST CORNER OF THE SAID NORTH 1/2; THENCE NOo023'12"W ALONG THE WEST LINE OF THE SAID NORTH 1/2, 171 61 FEET TO A NON-TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 505 40; THENCE THROUGH A CENTRAL ANGLE OF 53002'20", NORTHEASTERLY ALONG THE ARC OF SAID CURVE 46785 FEET, SAID CURVE HA VING A CHORD OF 451.32 FEET WHICH BEARS N280 13'09"E TO THE POINT OF TANGENCY, THENCE NOI041'59"E, 392.35 FEET TO THE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE CITY OF WHEAT RIDGE ANNEXATION NO 98-5, ORDTNANCE NO 1116, SERIES OF 1998, ALSO BEING THE NORTH RIGHT-OF-WAY LINE OF STATE HIGHWAY 58 AS DESCRIBED IN THAT DOCUMENT RECORDED IN DEED BOOK 2177, PAGE 367 IN THE JEFFERSON COUNTY CLERK AND RECORDER'S OFFICE, THENCE N8700l'30"E ALONG SAID BOUNDARY AND SOUTH RIGHT-OF-WAY LINE AND IT'S EASTERLY EXTENSION, 290723 FEET TO THE NORTHWEST RIGHT-OF- WAY LINE OF THAT PARCEL FOR INTERSTATE 70 RECORDED IN BOOK 1875, PAGE 1591N SAID OFFICE, THENCE N38050'10"E ALONG THE WEST LINE OF SAID STATE HIGHWAY PARCEL, 138.70 FEET TO THE SOUTH LINE OF THAT PARCEL RECORDED IN BOOK 2163, PAGE 160; THENCE N73042'38"E ALONG SAID SOUTH LINE, 322,71 FEET TO WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE ORIGINAL WHEAT RIDGE INCORPORATION DOCUMENTS RECORDED TN BOOK 2118 AT PAGE 52] IN SAID OFFICE, THENCE SOI006'12"W, ALONG SAID CITY BOUNDARY, 399 77 FEET TO THE SOUTH RIGHT-OF-WAY LINE OF SAID INTERSTATE 70; THENCE S88056'22"W, ALONG SAID SOUTH RIGHT-OF-WAY LINE, 55940 FEET TO THE SOUTHEAST RIGHT- OF-WAY LINE OF THAT STATE HIGHWAY PARCEL AS RECORDED IN BOOK 1895, PAGE 55, THENCE S38052'45"W. ALONG SAID SOUTHEAST RIGHT-OF-W A Y LINE, 13570 FEET TO THE SOUTH RIGHT- OF-WAY LINE OF SAID PARCEL, THENCE S89022'40"W, ALONG SAID SOUTH RIGHT-OF-W A Y LINE, 232.23 FEET TO THE WEST LINE OF SAID SOUTHWEST )/4 OF SECTION 20; THENCE SOoo08'11 "W, ALONG SAID WEST LINE, 752.42 FEET TO THE SOUTHEAST CORNER OF THE NORTH 1/2. OF THE SOUTHEAST 1/4 OF SECTION ]9; THENCE S89007'3\ "W, ALONG THE SOUTH LINE OF SAID NORTH 1/2, 1319,03 FEET TO THE NORTHWEST CORNER OF SAID SOUTHEAST 1/4, OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE SOoo07'30"E, ALONG THE WEST LINE OF SAID SOUTHEAST 1/4,382,28 FEET TO THE NORTH LINE OF THAT PARCEL DESCRIBED IN THAT DOCUMENT RECORDED AT BOOK 1992, PAGE 752 IN SAID OFFICE. THENCE ALONG THE NORTH LINE OF SAID PARCEL THE FOLLOWING 3 COURSES, I) N89052'30"E, 425,00 FEET, 2) N64057'30"E, 177 70 FEET, 3) S89039'40"E, 731,27 FEET TO THE WEST LINE OF THE SAID SOUTHWEST 1/4 OF SECTION 20; THENCE NOoo08' II "E ALONG SAID WEST LINE, 7,56 FEET TO THE NORTH LINE OF THE SOUTH 3/4 OF LOTS 21 THROUGH 24, ROXBURY GARDENS, DESCRIBED IN THAT DOCUMENT AS RECORDED AT RECEPTION #09337790 IN SAID OFFICE, THENCE N8900 I '07"E ALONG SAID NORTH LINE, 990 43 FEET TO THE SAID WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AND THE WEST RIGHT-OF-WAY LINE OF INTERSTATE 70; THENCE ALONG SAID CITY BOUNDARY AND SAID WEST RIGHT -OF- WAY LINE THE FOLLOWING FOUR COURSES I) SOo041'53"E, 1005 12 FEET TO THE SOUTH LINE OF SAID SECTION 20; 2) SOo045'49"E, 1321,80 FEET TO THE SOUTH LINE OF THE NORTHWEST 1/4 OF THE SAID NORTHWEST 1/4 OF SECTION 29; 3) SOo043'42"E, 241.50 FEET, 4) S06023'48"W, 8223 FEET TO THE SOUTH LINE OF LOT 16, SAID ROXBURY GARDENS. ALSO BEING THE NORTHEAST CORNER OF THE CITY OF WHEA T RIDGE BOUNDARY, AS DESCRIBED IN THAT ANNEXATION ORDINANCE NO 152, SERIES OF 1974, RECORDED AS RECEPTION NO 644863 OF SAID CLERK AND RECORDER'S OFFICE, THENCE S89024'52"W ALONG SAID BOUNDARY AND SAID SOUTH LINE, 986 91 FEET TO THE WEST LINE OF SAID LOT 16, BEING THE SAID EAST LINE OF THE NORTHEAST 1/4 OF SECTION 30; THENCE NOI 001 '50W ALONG SAID EAST LINE, 323 40 FEET TO THE POINT OF BEGINNING. CONTAINING AN AREA OF 198,04(>> ACRES PETITION FOR ANNEXATION TO' THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE, COLORADO RE PROPERTY KNOWN AS Cabela's / Coors / Salter Parcel The underSIgned landowners, m accordance wIth the provIsIOns of TItle 31, ArtIcle 12, Part 1, CRS and known as the MumClpal AnnexatIOn act of 1965, as amended, hereby petitIOn the CIty Council for annexatIOn to the CIty of Wheat RIdge the followmg described umncorporated area sItuate and bemg m the County of Jefferson, and State of Colorado, to WIt (See attached ExhibIt A attached hereto and mcorporated herem by reference) Your petitIOners further state as follows 1 That It IS deSIrable and necessary that such area be annexed to the CIty of Wheat RIdge, Colorado 2, That the area sought to be annexed meets the reqUIrements of SectIOns 31-12-104 and 105, as amended, of the Mumclpal annexatIOn Act of 1965, m that A. Not less than one-sIxth (1/6) of the penmeter of the area proposed to be annexed IS contIguous WIth the eXlstmg boundanes of the CIty of Wheat RIdge, Colorado B A commumty ofmterest eXIsts between the area proposed to be annexed and the CIty of wheat RIdge, Colorado C The area proposed to be annexed IS urban or WIll be urban m the near future and saId area IS mtegrated or IS capable ofbemg mtegrated WIth the CIty of Wheat RIdge, Colorado D No land held m Identical ownershIp, whether conslstmg of one tract or parcel or real estate or two or more contiguous tracts or parcels of real estate (1) IS diVIded mto separate parts or parcels WIthout the wntten consent of the landowner or landowners thereof, unless such tracts or parcels are separated by a dedIcated street, road, or other pubhc way (2) compnsing 20 acres or more and whIch, together with the bUlldmgs and Improvements sItuated thereon, has a valuatIOn of assessment m excess of$200,000 00 for ad valorem tax purposes for the year next precedmg the annexatIOn, IS mcluded wlthm the area proposed to be annexed WIthout the wntten consent ofthe landowner or landowners, E. No annexatIOn proceedmgs have been commenced for the annexatIOn to another mumclpahty of part or all to the temtory proposed to be annexed, F The annexatIOn of the area proposed to be annexed wII] not result In the detachment of the area from any schoo] dlstnct and the attachment of same to another schoo] district G The annexatlOn of the area proposed to be annexed Will not have the effect of extendmg the boundary of the City of Wheat Ridge more than three mJles In any dlfectlOn from any pomt of the City'S boundary m anyone year H. If a portIOn of a platted street or alley IS to be annexed, the entire Width of said street or alley IS mcluded wlthm the area to be annexed, I. Reasonab]e access shall not be demed to landowners, owners of easements or the owners of franchises, adJommg any platted street or alley to be annexed that WIll not be bordered on both Sides by the City of Wheat Ridge, 3 That attached hereto and mcorporated herem by reference are four (4) pnnts of the annexation map, contammg the followmg mformatlOn A A wntten legal descnptlOn of the boundanes for the area proposed to be annexed, B A map showmg the boundary of the area proposed to be annexed, C Withm the annexatIOn boundary map, a showmg of the ]ocatlOn of each ownershIp tract ofunp]atted land, and, wIth respect to any area which IS platted, the boundanes and the plat numbers of plots or lots and blocks, D Next to the boundary of the area proposed to be annexed, a drawmg of the contiguous boundary of the City of Wheat Ridge and the contlguous boundary of any other mUlllclpahty abuttmg the area proposed to be annexed, 4. That the petltlOners are the landowners of more than fifty percent (50%) of the area sought to be annexed, exclUSive of streets and alleys. 5 That all of the petltloners sIgned thIS Petltlon for annexatIOn no more than 180 days pnor to the date of fi]mg of thIS PetItIOn for Annexation, 6 That thiS Petltlon for annexatIOn satIsfies the reqUIrements of ArtIcle II, SectIOn 30, of the ConstltutlOn of Colorado m that It is SIgned by persons comprismg more than fifty percent (50%) of the landowners m the area proposed to be annexed who own more than fifty percent (50%) of said area, excludmg public streets and alleys and any land owned by the City of Wheat RIdge, 7 That upon the AnnexatIon Ordmance becommg effectl\e, all lands wlthm the area sought to be annexed shall become subject to the ordmances, resolutIOns, rules and regulatIOns of the CIty of Wheat RIdge, except for general property taxes whIch shall become effectIve on January I of the next succeedmg year followmg passage of the AnnexatIOn Ordmance. Therefore, your pehtlOners respectfully request that the CIty CounCIl of the CIty of Wheat RIdge. Colorado, approve the annexation of the area proposed to be annexed. Whenever from the context If appears appropnate, each tem1 stated m eIther the smgular or plural WIll mclude the other, and pronouns stated m eIther the masculme, femmme or the neuter gender WIll mclude each of the other genders. SIgnature of Landowner Date of SIgnature Mallmg Address of Landowner Legal DescnptlOn of Land Owned X (vtA.-"--'- ~ January 12,2005 Samuel D Walker ChIef Legal Officer Coors US and Coors Brewmg WorldwIde & Group VP, Public Affairs Coors Brewmg Company 311 10th Street Golden, CO 80401 Madmg Address. Mad Stop NH314 POBox 4030 Golden, CO 80403 See Attached AFFIDAVIT OF CIRCULATOR The undersIgned, bemg of lawful age, who bemg first duly sworn upon oath, deposes and says That (he or she) was the cIrculator of the foregomg PetItion for AnnexatIOn of lands to the CIty of Wheat Ridge, Colorado, conslstmg of 4 pages, mcludmg this page, and that each sIgnature thereon was wItnessed by your affiant and IS the true sIgnature of the person whose name It purports to be. /1 , ~f.\~ Il (\ t~f\ Il ~v-: Cm lator \ ST ATE OF COLORADO ) )ss COlJNTY OF JEFFERSON ) The foregomg AffidavIt of CIrculator was subscribed and sworn to before me thIs I c?+L day of ,-\0 II \ t cur (j , 2005 by S() 1111 I t' \ \001 ur My CommIssIOn expIres 11-1 ~ - J..D(f7 ~nc\ D- C\ 6lu YW Nota Public '\ Exhibit A COORS/CABELA'S ANNEXATION NO. I A PARCEL OF LAND, LOCATED IN THE SOUTHEAST 1/4 OF SECTION 19. THE SOUTHWEST 1/4 OF SECTION 20, THE NORTHWEST 1/4 OF SECTION 29. AND THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 QUARTER OF SECTION 30. BEING IN TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF JEFFERSON, STATE OF COLORADO, DESCRIBED AS FOLLOWS BEGINNING AT THE SOUTHEAST CORNER OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30, WHENCE THE EAST 1/4 CORNER OF SAID SECTION 30 LIES SOI001'50"E ALONG THE EAST LINE OF THE SAID NORTHEAST 1/4 OF SECTION 30, 132079 FEET; THENCE S890I0'02"W ALONG THE SOUTH LINE OF THE SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 30, 1315.31 FEET TO THE WEST LINE OF SAID NORTHEAST 1/4 OF THE NORTHEAST 1/4, THENCE NOo055'47"W ALONG SAID WEST LINE, 1320.36 FEET TO THE SOUTHWEST CORNER OF THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE NOooOT30"E ALONG THE WEST LINE OF SAID SOUTHEAST 1/4 OF THE SOUTHEAST 1/4,91346 FEET TO THE SOUTHWEST LINE OF THAT 80' WIDE DENVER WATER BOARD EASEMENT RECORDED AT RECEPTION #92130445 IN THE JEFFERSON COUNTY CLERK AND RECORDER'S OFFICE, THENCE S8900T31"W, 57 62 FEET TO A NON-TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 791 19; THENCE THROUGH A CENTRAL ANGLE OF 15021'56", NORTHWESTERLY ALONG THE ARC OF SAID CURVE 212.18 FEET, SAID CURVE HAVING A CHORD OF 211.55 FEET WHICH BEARS N50055'48''W TO A NON- TANGENT CURVE CONCAVE SOUTHWESTERL Y HAVING A RADIUS OF 152961 FEET. THENCE THROUGH A CENTRAL ANGLE OF 12049'33", WESTERLY ALONG THE ARC OF SAID CURVE 342.40 FEET, SAID CURVE HA VING A CHORD OF 341 69 FEET WHICH BEARS N75038'5 J "W TO A POINT OF COMPOUND CURVATURE OF A CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 1022.23 FEET. THENCE THROUGH A CENTRAL ANGLE OF 10005'16", WESTERLY ALONG THE ARC OF SAID CURVE 17998 FEET TO THE POINT OF TANGENCY. THENCE S87051 '06"W, 175 73 FEET, THENCE N00023'] 2"W, 174.56 FEET TO THE SOUTH LINE OF THE NORTH 1/2, OF THE SOUTHEAST 1/4 OF SAID SECTION 19; THENCE S8900T31"W ALONG SAID SOUTH LINE, 41063 FEET TO THE SOUTHWEST CORNER OF THE SAID NORTH 1/2, THENCE NOo023'12"W ALONG THE WEST LINE OF THE SAID NORTH 1/2, 17161 FEET TO A NON-TANGENT CURVE CONCA VE NORTHWESTERLY HAVING A RADIUS OF 505 40; THENCE THROUGH A CENTRAL ANGLE OF 5)002'20", NORTHEASTERLY ALONG THE ARC OF SAID CURVE 467.85 FEET, SAID CURVE HAVING A CHORD OF 451.32 FEET WHICH BEARS N280I3'09"E TO THE POINT OF TANGENCY, THENCE NOl041'59"E. 392.35 FEET TO THE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE CITY OF WHEAT RIDGE ANNEXATION NO 98-5, ORDINANCE NO 1116, SERIES OF 1998, ALSO BEING THE NORTH RlGHT-OF-WAY LINE OF STATE HIGHWAY 58 AS DESCRIBED IN THAT DOCUMENT RECORDED IN DEED BOOK 2177, PAGE 367 IN THE JEFFERSON COUNTY CLERK AND RECORDER'S OFFICE, THENCE N87001'30"E ALONG SAID BOUNDARY AND SOUTH RIGHT-OF-WAY LINE AND ITS EASTERLY EXTENSION, 2907.23 FEET TO THE NORTHWEST RIGHT-OF-WAY LINE OF THAT PARCEL FOR INTERSTATE 70 RECORDED IN BOOK 1875. PAGE 159IN SAID OFFICE, THENCE N38050'10"E ALONG THE WEST LINE OF SAID STATE HIGHWAY PARCEL. 138.70 FEET TO THE SOUTH LINE OF THAT PARCEL RECORDED IN BOOK 2]63, PAGE 160; THENCE N7304T38"E ALONG SAID SOUTH LINE, 322.71 FEET TO WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AS DESCRIBED IN THE ORIGINAL WHEAT RIDGE INCORPORATION DOCUMENTS RECORDED IN BOOK 2118 AT PAGE 521 IN SAID OFFICE, THENCE SOIo06'J2"W, ALONG SAID CITY BOUNDARY. 399 77 FEET TO THE SOUTH RIGHT-OF-WAY LINE OF SAID lNTERST A TE 70; THENCE S88056'22"W, ALONG SAID SOUTH RIGHT-OF-WAY LINE, 55940 FEET TO THE SOUTHEAST RIGHT- OF-WAY LINE OF THAT STATE HIGHWAY PARCEL AS RECORDED IN BOOK 1895, PAGE 55, THENCE S38052'45"W, ALONG SAID SOUTHEAST RIGHT-OF-WAY LINE, 135 70 FEET TO THE SOUTH RIGHT- OF-WAY LINE OF SAID PARCEL, THENCE S89022'40"W, ALONG SAID SOUTH RIGHT-OF-WAY LINE, 232.23 FEET TO THE WEST LINE OF SAID SOUTHWEST 1/4 OF SECTION 20; THENCE SOoo08'II"W, ALONG SAID WEST LINE, 752.42 FEET TO THE SOUTHEAST CORNER OF THE NORTH 1/2, OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE S8<)O0T3]"W. ALONG THE SOUTH LINE OF SAID NORTH 1/2. 131903 FEET TO THE NORTHWEST CORNER OF SAID SOUTHEAST 1/4. OF THE SOUTHEAST 1/4 OF SECTION 19; THENCE SOooOT30"E, ALONG THE WEST LINE OF SAID SOUTHEAST 1/4,382.28 FEET TO THE NORTH LINE OF THAT PARCEL DESCRIBED IN THAT DOCUMENT RECORDED AT BOOK 1992, PAGE 752 IN SAID OFFICE. THENCE ALONG THE NORTH LINE OF SAID PARCEL THE FOLLOWING 3 COURSES I) N89052'30"E, 42500 FEET, 2) N6405T30"E, 177 70 FEET, 3) S89039'40"E, 731.27 FEET TO THE WEST LINE OF THE SAID SOUTHWEST 1/4 OF SECTION 20; THENCE NOoo08'1 I "E ALONG SAID WEST LINE, 7.56 FEET TO THE NORTH LINE OF THE SOUTH 3/4 OF LOTS 21 THROUGH 24, ROXBURY GARDENS, DESCRIBED IN THAT DOCUMENT AS RECORDED AT RECEPTION #09337790 IN SAID OFFICE, THENCE N8900 I '07"E ALONG SAID NORTH LINE, 990 43 FEET TO THE SAID WEST LINE OF THE CITY OF WHEAT RIDGE BOUNDARY AND THE WEST RIGHT-OF-WAY LINE OF INTERSTATE 70; THENCE ALONG SAID CITY BOUNDARY AND SAID WEST RIGHT-OF-WAY LINE THE FOLLOWING FOUR COURSES. I) SOoo41'53"E, 1005 12 FEET TO THE SOUTH LINE OF SAID SECTION 20; 2) SOoo45'49"E, 1321.80 FEET TO THE SOUTH LINE OF THE NORTHWEST 1/4 OF THE SAID NORTHWEST 1/4 OF SECTION 29; 3) SOoo43'42"E, 241.50 FEET, 4) S06023'48"W, 82.23 FEET TO THE SOUTH LINE OF LOT 16, SAID ROXBURY GARDENS, ALSO BEING THE NORTHEAST CORNER OF THE CITY OF WHEAT RIDGE BOUNDARY, AS DESCRIBED IN THAT ANNEXATION ORDINANCE NO 152, SERIES OF 1974, RECORDED AS RECEPTION NO 644863 OF SAID CLERK AND RECORDER'S OFFICE, THENCE S89024'52"W ALONG SAID BOUNDARY AND SAID SOUTH LINE, 986 91 FEET TO THE WEST LINE OF SAID LOT 16, BEING THE SAID EAST LINE OF THE NORTHEAST 1/4 OF SECTION 30; THENCE NOloOI'50W ALONG SAID EAST LINE, 323 40 FEET TO THE POINT OF BEGINNING. CONTAINING AN AREA OF 1 98.04OI ACRES CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO 38 Series of 2004 TITLE: A RESOLUTION APPROVING AN ANNEXATION AND DEVELOPMENT AGREEMENT AMONG THE CITY, CABELA'S RETAIL, INC , AND THE COORS BREWING COMPANY WHEREAS, the City is a home rule municipality organized and operating pursuant to Article XX of the Colorado Constitution and the Colorado Revised Statutes; and WHEREAS, the City is authorized to annex territory into the corporate boundaries of the City pursuant to C RS 931-12-101, et. seq., and WHEREAS, Cabela's Retail, Inc. and the Coors Brewing Company, as owners and/or contract purchasers of real property in unincorporated Jefferson County contiguous with the present City boundaries, have expressed interest in annexing said property into the City; and WHEREAS an Annexation and Development Agreement has been prepared which memorializes the terms and conditions under which the City Council is willing to consider annexation of the property; and WHEREAS the City Council has determined that it is in the best interest of the City that the Annexation and Development Agreement be approved, NOW, THEREFORE, BE IT RESOLVED by the Wheat Ridge City Council, that: Section 1. The Annexation and Development Agreement among the City of Wheat Ridge, Cabela's Retail, Inc., and the Coors Brewing Company dated December 20, 2004 (a copy of which is attached hereto as Exhibit A and fully incorporated herein by this reference) is hereby approved, and the Mayor and City Clerk are hereby authorized and directed to execute the same Section 2. This Resolution shall be effective upon adoption Section 3. Publication. This Resolution shall be published in a newspaper of general circulation within the City of Wheat Ridge DONE AND RESOLVED this ',l..oday of December, 2004. GED\53027 17\491603.1 ArrEST '; ( -/ ~ / // I " /1 <--.." / "L_ /C .":' ,. ~LR'/ trLN ~'e>~Ltc o/etchen Cerveny, Mayor. _~\~ J Published in the Wheat Ridge Transcript: December 30 GED\53027 17\491603.1 ,2004 EXHIBIT A ANNEXATION AND DEVELOPMENT AGREEMENT [ATTACHED] GEDI53027 171491603.1 273090 4 ANNEXATION AND DEVELOPMENT AGREEMENT Among The City of Wheat Ridge, a Colorado municipal corporation, Cabela 1 S Retail Inc., a Nebraska corporation and Coors Brewing Company, a Colorado corporation Dated December 20, 2004 1. 2 3. 4 5. 6, 7, 8 9. 10 11. 12. 13. 14 15 273090 4 TABLE OF CONTENTS PARTIES . , .. RECITALS . , .. . DEFINITIONS . .. .... . ...... .... EFFECTIVE DATE AND TERM OF AGREEMENT. . DEVELOPMENT OF THE PROJECT ZONING AND RELATED APPROVALS .. , .. . PUBLIC IMPROVEMENTS .. ,........,. ... . . ,.... SALES TAX REVENUE SHARING AND PUBLIC IMPROVEMENT FEE BONDS, ADDITIONAL INCENTIVES SPECIAL DISTRICTS OWNERS' ASSOCIATIONS DEFAULT AND REMEDIES MISCELLANEOUS EXHIBITS Page ,1 1 .2 . , .. 6 .7 ....8 .9 .. 12 18 19 20 .20 21 22 27 ANNEXATION AND DEVELOPMENT AGREEMENT THIS AGREEMENT is made and entered into as of the 20th day of December, 2004 1. PARTIES The parties to this Agreement are the City of Wheat Ridge, a Colorado municipal corporation (the "City"), Cabela's Retail Inc , a Nebraska corporation ("Cabela's"), and Coors Brewing Company, a Colorado corporation ("Coors") 2. RECITALS This Agreement is entered into on the basis of the following facts, understandings and intentions of the parties a. The City is a municipal corporation existing under the laws of the State of Colorado and its home rule charter Cabela's is a corporation, duly organized, existing and in good standing under the laws of the State of Nebraska. Coors is a corporation, duly organized, existing and in good standing under the laws of the State of Colorado b. Cabela's and Coors are either the owners, contract purchasers or anticipated contract purchasers of the real property described in Exhibit A, attached hereto and incorporated herein by reference (the "Property"). c Coors and Cabela's desire to annex the Property to the City and for that purpose intend to submit (or anticipate that other necessary entities will submit) to the City certain annexation petitions seeking simultaneous annexation of a group of parcels that collectively constitute the Property. d. Cabela's desires to construct and operate an approximately 225,000 square foot retail facility on the Property which will serve as a tourism destination center specializing in hunting, fishing, camping and outdoor gear (the "Cabela's Store"), along with the construction and operation of certain other related buildings designed to attract other retailers to the City (the "Retail Center") Other parcels of land owned by Coors within the Property, as shown on the attached Exhibit B, may be developed in the future (" Coors Parcell," "Coors Parcel 2A," "Coors Parcel 2B," "Coors Parcel 3" and "Coors Parcel 4," collectively "Coors Parcels") The Cabela's Store, Retail Center and the Coors Parcels are collectively referred to as "Cabela's Project." The parties agree that the parcel boundaries shown on Exhibit B may be adjusted upon the filing of an Outline Development Plan for all or a portion of the Property, and that a revised Exhibit B shall thereupon be substituted for that attached hereto 273090 4 e The Cabela's Project will be developed as a Planned Commercial Development under the Wheat Ridge Code of Laws f Development of the Property will necessitate public mfrastructure improvements and public services, will contribute to the economic growth of the City, and will increase future tax revenues received by the City, and is a development project for which economic incentives will serve a lawful public purpose g The parties contemplate that a portion of the sales tax revenues to be received by the City from activities associated with the Property will be shared with a special district that will be organized pursuant to this Agreement for the purpose of assisting with the payment of costs for constructing public infrastructure improvements and providing public services in consideration of the increased tax revenues and other benefits that the City expects to realize as a result of the annexation and development of the Property. h. The parties desire to set forth in this Agreement their agreements relative to the sharing of a portion of the City's sales tax revenue from the Property for the purpose of funding certain public improvements 1. Under the Act, metropolitan districts have the power to finance the construction of certain public improvements by issuing bonds. J. The parties contemplate the creation of a metropolitan district, encompassing the Property (the "Metropolitan District") k C R S Section 31-12-121 specifically authorizes the parties to enter into this Agreement in connection with the annexation of the Property into the City, NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged by the City, Coors and Cabela's, the parties agree as follows 3. DEFINITIONS As used in this Agreement, unless specifically stated otherwise, the words and phrases used shall have the meaning as defined in the Wheat Ridge Code of Laws For the purpose of this Agreement the following words and phrases shall have the definitions provided for below a. "Act" means the Special District Act, Colorado Revised Statutes ~ 32-1-101, et~ b. "Agreement" means this Annexation and Development Agreement. 2 273090 4 c. "Annexors" means Cabela's and Coors; provided, however, it shall also include any other party that subsequently submits an annexation petition to the City for purposes of annexing any portion of the Property d. "Bond Indenture" means the definitive agreement entered into by the Metropolitan District and the Trustee which provides for the issuance of the Bonds in accordance with the terms set forth in this Agreement. e "Bonds" means the bonds issued by the Metropolitan District in accordance with the terms of the Act, which shall consist of Tax-Free Bonds to the greatest extent possible, with the remainder consisting of Taxable Bonds, f. "Cabela's" means Cabela's Retail, Inc, a Nebraska corporation, and its successors or assigns g "Cabela's Project" has the meaning ascribed to it in Section 2 d. h. "Cabela's Store" has the meaning ascribed to it in Section 2.d "CDOT" means the Colorado Department of Transportation. J "City" means the City of Wheat Ridge, Colorado, a home rule municipal corporation k "Coors" means Coors Brewing Company, a Colorado corporation "Coors Parcell," "Coors Parcel 2A," "Coors Parcel 2B," "Coors Parcel 3," "Coors Parcel 4," and "Coors Parcels" have the meanings ascribed to such terms in Section 2 d m. "Council" means the City Council of the City as that body may be constituted from time to time n. "County" means Jefferson County, Colorado, a county established under the provisions of Colorado law o "Final Development Plan" means a Final Development Plan, as described in Section 26-308 D of the Wheat Ridge Code of Laws p "Final Plat" means a final subdivision plat submitted by Cabela's and approved by the City as part of the subdivision process for any part of the Property, pursuant to the provisions of the Wheat Ridge Code of Laws, Section 26-401 et~ q "Force Majeure" means and shall be limited to an event which is beyond the reasonable control of Annexors or the City and which causes a delay or failure to perform obligations hereunder, including, without limitation, acts of God, 3 2730904 273090 4 earthquake, fire, explosion, war, civil insurrection, acts of the public enemy, acts of civil or military authority, sabotage, terrorism, floods, lightning, hurricanes, tornadoes, severe snow storms, major equipment failure, utility disruption, failure of a major supplier to perfonn its obligation to an Annexor not arising out of or involving a failure toward such supplier by an Annexor, strikes, lockouts or other labor disputes with respect to which an Annexor has not been determined by the National Labor Relations Board to have engaged in any unfair labor practices, or change in law or the interpretation thereof by responsible authority which shall prohibit any change in the operation of the Cabela's Project or materially increase the costs of the foregoing beyond those foreseeable on the date hereof, so long as, in any such case (i) such events are beyond the reasonable control of, and should not in the exercise of reasonable caution have been foreseen and avoided or mitigated by the subject Annexor or the City, as applicable, and (ii) the subject Annexor or the City, as applicable, is using its best reasonable efforts to remedy the effects thereof r "Metropolitan District" means the metropolitan district the parties anticipate will be established following annexation of the Property to the City The Metropolitan District service plan shall provide that the Metropolitan District shall exist for a term not to exceed forty-two (42) years along with such other customary and necessary provisions to reflect the obligations of the Metropolitan District in accordance with state law and the terms set forth in this Agreement. s "PCD" means the Planned Commercial District as defined in the Wheat Ridge Code of Laws. t. "PCD Final Plan" means Cabela's Planned Commercial District Final Development Plan, as defined in the City's Planned Development Regulations, and the accompanying exhibits u. "PCD Plan" means Cabela's Planned Commercial District plan as defined in the Planned Development Regulations Such PCD Plan for the Property includes the PCD Outline Development Plan, all PCD Final Plans and such other graphic and written documents designated by the Council at the time of annexation of the Property and approval of the PCD Outline Development Plan, with all conditions that may be attached to such approvals v "PCD Outline Development Plan" means Cabela's Planned Commercial District Outline Development Plan, as defined in the City's Planned Development Regulations, and the accompanying exhibits. w. "Planned Development Regulations" shall mean Sections 26-301, et ~ of the Wheat Ridge Code of Laws, as well as all other sections of the Wheat Ridge Code of Laws referred to therein. x "Property" has the meaning ascribed to it in Section 2 b 4 y "Public Facilities" means those portions of the Property and building comprising the Cabela's Store that are owned by the Metropolitan District and available and used primarily by the general public z "Public Improvements," includes the Public Infrastructure, the Public Roadway Improvements and the Public Facilities aa. "Public Improvement Fee" has the meaning ascribed to it in Section 8 b bb "Public Improvement Fee Revenue Bonds" has the meaning ascribed to it III Section 8 b. cc. "Public Infrastructure" means, within the service area of the Metropolitan District, the design and construction of the utilities, drainage improvements and such other similar items as agreed upon by the parties dd. "Public Roadway Improvements" means the design and construction of any access interchanges, ramp improvements, road widening and other roads or streets deemed reasonably necessary to improve access to the Cabela' s Project, as further described on Exhibit E under the heading "Public Roadways" ee "Retail Center" has the meaning ascribed to it in Section 2 d ff "Service Plan" has the meaning ascribed to it in Section 11 b gg "Shared Sales Tax" has the meaning ascribed to it in Section 8 a. hh. "Shared Sales Tax Revenue Bonds" has the meaning ascribed to it III Section 8 a. 11. "State" means the State of Colorado. ]J "Subdivision Regulations" means those regulations adopted by the City pursuant to C R.S Section 31-23-201, et seq , and now contained in Chapter 26, Article 4 of the Wheat Ridge Code of Laws, as the same may be amended from time to time by ordinance of general applicability throughout the City, kk "Taxable Bonds" means the portion of Bonds to be used for acquisition and/or construction of Public Improvements in conjunction with the Cabela's Project which do not qualify for federal tax-exemption. The Taxable Bonds are expected to be taxable, have a maturity not to exceed forty (40) years, and shall bear interest at a rate or rates to be set forth in the Service Plan of the Metropolitan District II. "Tax-Free Bonds" means the portion of Bonds to be used for acquisition and/or construction of Public Improvements in conJunction with the Cabela's Project which do qualify for federal tax-exemption. The Tax-Free Bonds are expected 273090 4 5 to be tax-exempt, have a maturity not to exceed twenty-five (25) years, and shall bear interest at a rate or rates to be set forth in the Service Plan of the Metropolitan District. The parties hereby agree that the Tax-Free Bonds shall only be tax-exempt to the extent permitted under the United States Internal Revenue Code of 1986, as amended Upon or before issuance of the Bonds, bond counsel to the Metropolitan District shall provide a customary opinion with regard to the tax-exempt status of the Tax-Free Bonds. In the event that the Tax-Free Bonds are ever deemed taxable, the interest shall automatically adjust to provide the rate of interest earned on Taxable Bonds for any period that the Tax-Free Bonds are deemed taxable. mm. "Training Grant" means any federal or state employee trammg grant for the training of non-point -of-sale employees who will work in the Cabela' s Store, nn. "Trustee" means the trustee appointed to serve in such role in accordance with the Bond Indenture 00 "Wheat Ridge Code of Laws" means the municipal code and ordinances of the City of Wheat Ridge, Colorado as adopted and as amended from time to time by the Council. 4. EFFECTIVE DATE AND TERM OF AGREEMENT a. This Agreement shall be effective upon execution by the Parties. The term of this Agreement shall be forty-five (45) years from the date of this Agreement, unless earlier terminated as provided herein. After the expiration of the term or earlier termination, this Agreement shall be deemed terminated and of no further force and effect, provided, however, such termination shall not affect (a) annexation of the Property into the City, (b) any right arising from City permits, approvals or other entitlements for the Property which were granted or approved prior to, concurrently with, or subsequent to the approval of this Agreement and that were contemplated to continue after termination of thIS Agreement, (c) except as otherwise set forth in this Agreement, construction, maintenance and repair of Public Improvements, (d) repayment of the Bonds, or (e) any continuing rights to share in the Public Improvement Fee Despite such expiration and notwithstanding any provision of the Wheat Ridge Code of Laws to the contrary, the zoning of the Property shall remain the same as it existed under the PCD Outline Development Plan, except no further permits or approvals, including but not limited to Final Development Plans, Final Plats or building permit approvals, shall be granted by the City until the City has approved a new or amended Development Agreement which may include an amended Outline Development Plan for the Property or a portion thereof and the necessary subdivision improvements agreements have been executed and security has been provided 6 273090 4 5. DEVELOPMENT OF THE PROJECT a. Development of Cabela's Project. Cabela's or its assigns intends to acquire (i) approximately eighty (80) acres of real estate in unmcorporated Jefferson County, Colorado from Coors, (ii) approximately thirty-six (36) acres of real estate in unincorporated Jefferson County, Colorado (located adjacent to the Coors parcel) from the County, (iii) approximately two (2) acres of real estate in the City of Wheat Ridge, Colorado (located adjacent to the Coors parcel) from Dwaine R. Richter and/or 70 WBC, LLC and (iv) approximately seven (7) acres of real estate in unincorporated Jefferson County, Colorado (located adjacent to the Coors parcel) from William J Salter, Jr , Beverly 1. Salter and Melvin J Salter, all for Cabela's development of the Cabela's Store and the Retail Center which shall be located within the Property in the approximate locations depicted on Exhibit B attached hereto Cabela's will acquire, construct, furnish and equip the Cabela's Store; provided, however, Annexors' obligations under this Section shall be (i) contingent upon Cabela's or its assigns entering into a binding real estate agreement with each of Coors, Jefferson County, Richter and Salter to purchase the property described above, (ii) contingent upon the fulfillment of the other terms of this Agreement by the other parties hereto and (iii) subject to delay, but not cancellation, to the extent such delay is caused by Force Majeure Cabela's expects that it or its assigns will sell a portion or portions of the remaining land owned or to be owned by Cabela's that is located in the boundaries of the Property to complementary retail and commercial ventures such as restaurants, a hotel and water park and/or in-line retail stores with a variety of retail tenants Similarly, subject to compliance with the City's Subdivision Regulations, Coors may sell all or portions of the Coors Parcels in connection with further development of those parcels described in Section 5 c, The City's obligations under this Agreement are contingent upon the disclosure by Cabela' s and Coors of purchase and sale agreements and any development agreements related to the Property entered into by Cabela's, Coors, their affiliates or subsidiaries, as those agreements affect the rights and obligations of the City herein. The City hereby acknowledges that, as requested by Cabela's and Coors, all such mformation shall be subject to the confidentiality provisions of C.R S S 24-72-204(3)(a)(lV) to the full extent permitted by law b. Completion of Cabela's Store Cabela's shall open the Cabela's Store on or before September 30, 2006, provided, however, said completion date is subject to delays caused by Force Majeure or the failure of the City to fulfill its obligations as contemplated in this Agreement. c Phases Although all of the Property is expected to be annexed by the City at the same time, the parties acknowledge that there will probably be more than one annexation petition filed by the Annexors, thereby resulting in a series of simultaneous annexations Additionally, the parties acknowledge that the Property will probably be developed in multiple phases which can generally be 273090 4 7 described as follows' (i) the Cabela's Store; (ii) the Retail Center; and (iii) each or all of the Coors Parcels, The City agrees such phased development is appropriate under the applicable terms of this Agreement and the PCD Outline Development Plan. d Reserved e After the expiration or termination of this Agreement, the zoning of all parts of the Property shall continue and remain in effect as provided in the PCD Outline Development Plan unless and until rezoned by the owner or the City as provided for in Chapter 26 of the Wheat Ridge Code of Laws subject to Section 4.a. f. Creation of Jobs, Job Training Opportunities. Cabela's agrees that, upon opening the Cabela's Store, it shall employ at least 320 full-time equivalent employees in the Cabela's Store at wage levels and benefits consistent with area wage levels and benefits for appropriate skills (plus benefits for full-time employees consistent with industry standards) For purposes of this Section, a "full-time equivalent employee" shall mean either (i) one (1) individual who works for a period of not less than forty (40) hours per week or (ii) two (2) or more individuals who work for a period of not less than forty (40) hours per week in the aggregate In addition to Force Majeure, Cabela's obligations under this Section shall be subject to availability of qualified employees 6. ZONING AND RELATED APPROVALS a. Project Plan Approval; Zoning, Suitability. The City shall use reasonable efforts consistent with applicable law to support and approve the Cabela's Project and the creation of the Metropolitan District as contemplated by this Agreement and the further development of the Coors Parcels by Coors or its successors and assigns in a manner consistent with the overall development plan contemplated by the PCD Outline Development Plan and execute and deliver all necessary documents or instruments contemplated by or related to this Agreement. Annexors acknowledge that they shall make theIr own mdependent investigation as to the suitability of the Property for purposes of developing the Cabela's Project and any future projects to be developed on the Coors Parcels, and further acknowledge that they have not relied upon any representations or warranties by the City with regard to such suitability In the event that Cabela's determines that the Property is not suitable for development of the Cabela' s Store for any reason (including, but not limited to, title issues, environmental comhtions, soil conditions, access to utilities, planning or zoning), then Cabela's may, in its sole and absolute discretion, terminate this Agreement without penalty and without further obligation of either Annexor to the City hereto Such termination must take place, if at all, prior to the date of final public hearing on an ordinance annexing all or part of the Property 8 273090 4 b. Permitted Uses. The land uses for the Property shall be only as specified in the approved PCD Outline Development Plan. No different or additional uses shall be permitted, unless approved by the City's Director of Community Development as provided in the Wheat Ridge Code of Laws or through an amendment to the PCD Outline Development Plan or Final Development Plan pursuant to the provisions of the Wheat Ridge Code of Laws in effect at the time of such amendment. The Coors Parcels will be designated for future commercial, retail, office, warehouse, and/or recreational use as further detailed on the PCD Outline Development Plan. A portion of Coors Parcel I will be designated for use as a private reservoir, c Restrictive Covenants, Cabela's will cooperate with the owners of other properties within the Property to prepare and record covenants and restrictions reasonably acceptable to the City to govern development within the Property ("Covenants") The Covenants shall be in a form substantially similar to those attached hereto as Exhibit C. The Covenants shall include, but not be limited to, a restriction against any other retailers in the Retail Center who specialize in selling hunting, fishing, camping, and outdoor gear. d. Open Space and Trails Open space and trails shall be provided as set forth in the PCD Outline Development Plan. Certain trails currently located in the vicinity of Coors Parcel 2B and Coors Parcel 3 may be relocated to accommodate development of the Property No area that has been designated as open space or trails shall subsequently be subdivided No open space or trail requirement will be imposed on any partIcular Coors Parcel except with respect to a Final Development Plan approved for that Coors Parcel The prohibition against subsequent subdivision of open space or trails shall appear on the face of any Final Plat that contains open space or trails and shall be indicated as a covenant running with such land. e Review Process The City agrees to provide fast-track approval to the greatest extent possible when reviewing the PCD application, establishing the Metropolitan District, and reviewing any necessary rights-of-way or easements for the Roadway Improvements The City agrees, within the constraints imposed by its Code of Laws, to execute and deliver all necessary documents or instruments contemplated by or related to this Agreement 7. PUBLIC IMPROVEMENTS a Construction, Maintenance and Repair. The Metropolitan District shall be responsible for the acquisition and/or construction of all of the Public Improvements and such other improvements which may be subsequently agreed upon by the parties to this Agreement. The City shall accept dedication of and be responsible for all maintenance on Cabela Drive and the 40th A venue Extension (as both are defined below in Section 7 b) The Public Roadway 9 273090 4 Improvements located outside the Property shall be dedicated to and maintained by the City, the County or CDOT, as may be agreed upon by those entities The Metropolitan District shall maintain all Public Improvements within the Property except Cabela Drive and the 40th A venue Extension. The Public Roadway Improvements shall be constructed and maintained using standards approved by the City The Metropolitan District may contract with other parties, including without limitation the City, CDOT, the County and/or the Annexors, to undertake some or all of its obligations under this Section, with the prior approval of the City The City shall provide police protection to the Property in a manner consistent with the normal level of services provided by the City with regard to similar areas of the City located outside the Metropolitan District. b, Public Roadway Improvements 1) The following constitutes the Public Roadway Improvements; (i) a new road with two to five lanes (including three lanes through Coors Parcel 2B and Coors Parcel 3 and two lanes from Coors Parcel 2B west to McIntyre Street) to connect 32nd A venue to McIntyre Street (~Cabela Drive"), (ii) the widening of 32nd Avenue by adding one lane in each direction from Y oungfield Street to 1-70 Service Road West, including widening under the 1-70 bridges, (iii) the construction of transitioning pavement improvements on 32nd Avenue from 1-70 Service Road West to Alkire Street; (iv) the addition of lanes on the west-bound off and on ramps and the east-bound off-ramp of the I-70/32nd Avenue Interchange; (v) the widening of Y oungfield Street to provide double left turn lanes onto 32nd A venue for north-bound traffic, (vi) a 3-lane underpass under 1-70 connecting the Property with 40th Avenue at Young field Street, including an extension of 40th A venue into the Property to Cabela Drive for this purpose (the "40th Avenue Extension"), and (vii) reconstruction of the intersection of the South SH 58 Frontage Road at McIntyre Street (the "McIntyre Intersection (roundbout)" and "McIntyre Extension Road" as shown on Exhibit E) to accommodate the traffic projected for Cabela Drive All of the Public Roadway Improvements are further described on Exhibit E under the heading "Public Roadways" 2) Cabela's shall assist the City in conforming with the CDOT Policy 1601 concerning improvement of the 1-70/32nd A venue Interchange by providing the engineering services required, the costs of which shall be funded by Bonds 3) CDOT, the City, the County and Cabela's shall have an opportunity to review and approve the design of the Public Roadway Improvements to be constructed by or under the direction of the Metropolitan District to assure that such improvements will be constructed in accordance with 10 273090 4 approved jurisdiction standards and will accommodate the anticipated traffic to, and development within, the Property. The Metropolitan District, Cabela's and the City shall enter into any agreements or take any actions deemed reasonably necessary to bring about construction of the work described in this Section (including, but not limited to, any eminent domain or condemnation actions which may be necessary to acquire right-of-way or easements for said work, the costs of which eminent domain or condemnation shall be made a part of the costs of construction funded by the Bonds). 4) After the Public Roadway Improvements outside the Property are complete and CDOT, the County and/or City have determined that the Public Roadway Improvements meet their standards, the Metropolitan District shall convey and it is expected that CDOT, the County and/or the City (as appropriate) shall accept dedication of and shall maintain those Public Roadway Improvements; provided, however, the Metropolitan District shall maintain all of the Public Roadway Improvements within the Property (except Cabela Drive and the 40th A venue Extension) in a manner consistent with the City's maintenance standards The Metropolitan District will cease to exist 42 years after its formation, after which time, all Public Roadway Improvements will be maintained by the entity which has accepted dedication of the same. c. Public Infrastructure The Parties agree that a Master Drainage Plan shall be developed and delivered to the City concurrently with the first Final Plat. Any Final Development Plan, Final Plat or other development shall comply with the Master Drainage Plan. Any amendments to the Master Drainage Plan shall be subject to review and approval by the City In the event that a discharge permit under the Clean Water Act (33 U S.C Sections 1251, et ~) or any other discharge permit is required by a federal, state or local governmental agency, Cabela's or the Metropolitan District shall be responsible for obtaining such permits, the costs of which shall be funded by the Bonds. The City agrees to cooperate with Cabela' s and the Metropolitan District in their application for these permits When the Metropolitan District ceases to exist, the Public Infrastructure shall be dedicated to and maintained by the property owner, the CIty or other governmental entities or utility providers, as appropriate 11 273090 4 d. Public Facilities, 1) The Metropolitan District shall acquire and/or construct or be responsible to acquire and/or construct the Public Facilities Such facilities shall be available for use by all residents of the City and such other persons as the Metropolitan District deems appropriate, subject to such fees or charges, if any, as may be imposed by the Metropolitan District from time to time 2) In order to determine which portions of the building compnsmg the Cabela's Store shall constitute Public Facilities, the Cabela's Store shall be platted as a condominium and the Public Facilities within the building comprising the Cabela's Store shall be designated as a separate unit in said condominium and shall be deeded to the Metropolitan District. The Public Facilities in the Cabela's Store shall be owned, operated and maintained by the Metropolitan District or a designee of the Metropolitan District. It is anticipated that the Public Facilities in the building comprising the Cabela's Store will be exempt from ad valorem taxation by virtue of ownership by the Metropolitan District. 3) Cabela's and the Metropolitan District may enter into a management agreement under which Cabela's will assume certain responsibilities for maintenance, operation and improvement of the Public Facilities To the extent Tax-Free Bonds are issued to finance Public Facilities, such management agreement must comply with the qualified management contract guidelines set forth by the Internal Revenue Service, e Timing of Public Improvements. The parties hereby agree that they will work in good faith with each other to ensure that the Public Improvements are acquired and/or constructed in a manner and timing sequence that (i) utilizes resources in a logical and efficient manner, (ii) minimizes delays on other portions of the overall Cabela's Project, (iii) complies with all necessary requirements of governmental entities with jurisdiction over the various aspects of the Public Improvements and (iv) allows the parties to fulfill their respective obligations in a timely manner under this Agreement. 8. SALES TAX REVENUE SHARING AND PUBLIC IMPROVEMENT FEE a. Effective January 1, 2005, the City will assess a sales tax at a rate of 3% pursuant to the provisions of Chapter 22 of the Wheat Ridge Code of Laws The parties anticipate an increase in the City's total sales tax revenues as a result of the development of the Property pursuant to this Agreement Accordingly, the City agrees to share a portion of the sales tax revenues from sales occurring within the Property The amount to be shared shall be that portion of the City's sales tax generated from the Property at a rate of one and one-tenth percent 273090 4 12 (1 1 %) (the "Shared Sales Tax") for a term which shall expIre on the earlier to occur of (i) the date upon which the principal and interest has been paid on Tax-Free Bonds issued by the Metropolitan District to pay for the Public Improvements listed III Exhibit E (the "Shared Sales Tax Revenue Bonds") or (ii) twenty-five (25) years after the date the Shared Sales Tax Revenue Bonds are issued As of the date of this Agreement, the parties believe that the Public Improvements listed in Exhibit E will cost Eighteen Million One Hundred Twenty-Eight Thousand Two Hundred Twenty-Four and NollOO ($18,128,224 (0). The parties further agree these costs will continue to be revised and better determined in the months ahead as the various engineers and advisors who are working on the Cabela's Project further define the necessary scope and costs of the Public Improvements Accordingly, the City hereby agrees that Shared Sales Tax Revenue Bonds may be issued in an amount up to (i) Eighteen Million Five-Hundred Thousand and NollOO Dollars ($18,500,000 00) based on the current costs set forth in Exhibit E without any further approval required by the City on such amount and (ii) up to an additional Two Million and Noll 00 Dollars ($2,000,000.00) (for a total of Twenty Million Five-Hundred Thousand and No/100 Dollars ($20,500,000 00) of Shared Sales Tax Revenue Bonds) if the City first approves a resolution to authorize such additional expenditures The Shared Sales Tax shall be used solely to pay principal and interest on the Shared Sales Tax Revenue Bonds to be issued by the Metropolitan District in a prinCIpal amount not to exceed (i) Eighteen Million Five-Hundred Thousand and No/100 Dollars ($18,500,00000) without further approval by the City or (ii) up to Twenty Million Five-Hundred Thousand and NollOO Dollars ($20,500,000 00) if approved by the City as permitted above. The interest rate borne by the Shared Sales Tax Revenue Bonds from time to time shall not exceed the rate specified for Tax-Free Bonds as set forth in the definition thereof and the term thereof shall not exceed twenty-five (25) years b In addition, Annexors will impose by covenant or lease a public improvement fee of 1 4 % while the Shared Sales Tax Revenue Bonds are outstanding and 1 5 % thereafter during the remaining term of the Public Improvement Fee (as set forth in Section 8 p) on all sales occurring within the Property (the "Public Improvement Fee") The Annexors acknowledge that the City's sales tax will be charged on the combined total of the subject sales transaction and the Public Improvement Fee payable with respect to such transaction The Public Improvement Fee shall be used by the Metropolitan District to pay the cost to acquire, construct, install and maintain the portions of the Public Improvements for which the Metropolitan District is responsible, and for which Shared Sales Tax Revenue Bonds are not to be used The Metropolitan DistrIct may issue Tax-Free or Taxable Bonds to finance the costs of Public Improvements not financed with Shared Sales Tax (the "Public Improvement Fee Revenue Bonds") In the event that (i) the Shared Sales Tax Revenue Bonds are not paid in full twenty-fIve (25) years after the Shared Sales Tax Revenue Bonds are 13 273090 4 273090 4 issued or (ii) the Public Improvement Fee Revenue Bonds are paid in full prior to the Shared Sales Tax Revenue Bonds being paid in full, then the Public Improvement Fee shall be used by the Metropolitan District to pay principal and interest on the Shared Sales Tax Revenue Bonds The Shared Sales Tax Revenue Bonds shall only be used to pay the costs of the Public Improvements as described in Exhibit E and as permitted by Section 8,a and the Shared Sales Tax shall be used only to pay principal and interest on such Shared Sales Tax Revenue Bonds All other costs incurred by the Metropolitan District to acquire, construct, install, maintain or finance the cost of Public Improvements shall be paid with the Public Improvement Fee The Public Improvement Fee Revenue Bonds shall be used to acquire or construct Public Improvements As of the date of this Agreement, the parties believe that the Public Improvements to be funded by the Public Improvement Fee Revenue Bonds will cost Twenty- Eight Million Nine Hundred Ninety-One Thousand Three Hundred Eleven and No/lOO ($28,991,311 (0), The parties further agree that these costs will continue to be revised and better determined in the months ahead as the various engineers and advisors who are working on the Cabela's Project further define the necessary scope and costs of the Public Improvements Accordingly, the City hereby agrees that the Public Improvement Fee Revenue Bonds may be issued in an amount up to (i) Thirty Million and No/lOO Dollars ($30,000,000 00) without any further approval required by the City on such amount and (ii) up to an additional Five Million and No/lOO Dollars ($5,000,00000) (for a total of Thirty-Five Million and No/lOO Dollars ($35,000,000 (0) of Public Improvement Fee Revenue Bonds) if the City first approves a resolution to authorize such additional expenditures Such Public Improvement Fee Revenue Bonds may have a term not to exceed forty (40) years, shall bear interest at a rate not to exceed the rate specified for Taxable Bonds or Tax-Free Bonds, as applicable, and shall be payable from the Public Improvement Fee in accordance with such other terms and conditions the Metropolitan District shall reasonably establish not inconsistent with this Agreement or the Service Plan. c The City agrees that if its sales tax rate is lowered as a result of a change in the overall tax scheme utilized by the City, the City will, to the extent permitted by law, revise this Agreement to replace the Shared Sales Tax that would have otherwise been payable to Metropolitan District under the current tax scheme d All payments made to the Metropolitan District under the provisions of this Section shall be made within thirty (30) days of the receipt of such funds by the City The City shall not have any liability for payment of the Bonds The City's responsibilities shall be limited to remitting the Shared Sales Tax and the Public Improvement Fee to the Metropolitan District as provided in and subject to the provisions of this Agreement e Reserved 14 f The City agrees to separately account for all of the Shared Sales Taxes upon receipt. All payments from the City pursuant to the provisions of this Section shall be made from the Shared Sales Tax. g The City agrees to enforce and collect the sales taxes to be shared under the provisions of this Section no less diligently than elsewhere in the City. The Annexors acknowledge that the tax returns filed by individual retailers and the individualized information derived therefrom are confidential and the Annexors agree not to request such returns from the City unless a waiver of confidentiality has been granted by the respective retailer to the City. If a retailer provides a waiver of confidentiality to the City, the City shall share the retailer's tax return information with the Metropolitan District. h Within 75 days of the end of each City fiscal year, the City shall deliver to the Metropolitan District and to Cabela's a statistical report of all sales taxes receIved in such fiscal year from the Property (classified to prevent the identification of a particular return or report unless a waiver of confidentiality has been obtained from any identified retailer) Cabela's or the Metropolitan District shall have the right to audit or contest, at its sole expense, the City's computation of Shared Sales Tax However, under no circumstances shall the City or its representative be under any obligation in connection with such audit to disclose individual sales tax returns or reports or any information or documents from which individual sales taxes could be ascertained or determined, as the parties recognize that such individualized information is confidential and cannot be disclosed unless a waiver of confidentiality has been obtained from any identified retailer. Except in the case of contests for which Cabela's has alleged breach of this Agreement, audits shall not occur more than once annually at the time the City subjects its records to audits required by state law In cases of contest for which Cabela' s has alleged breach of this Agreement, Cabela's may conduct an additional audit at its expense J Within 75 days of the end of each fiscal year the Metropolitan District shall provide the City with a full and complete accounting of the expenditure of all funds received by the Metropolitan District under the provisions of this Section dunng the previous fiscal year, in sufficient detail to enable the City to confirm that all expenditures were made for the purposes authorized by this Agreement. k. Nothing herein shall be construed in any manner to limit the nght of the Annexors, their respective successors or assigns, or any nonprofit organization, public entity (including the Metropolitan District), owners' or tenants' association, or similar entity, to impose or collect, or cause to be imposed or collected, public improvement fees, taxes, assessments or similar charges for 273090 4 15 the purpose of providing, operating or maintaining infrastructure or amenities to serve the Property. 1. Any payments by the City under this Section shall be expressly subject to annual appropnation by the City acting in its sole and exclusive discretion, provided, however, that it is the present intent and expectation of the parties that the City will in fact make all of the payments contemplated by this Agreement None of the payment obligations of the City hereunder shall be required to be paid from any source other than Shared Sales Taxes as set forth in this Section. The City Manager or any other officer or employee of the City charged with the responsibility for formulating the proposed budget of the City, is hereby directed to include in the budget proposal submitted to the Council in each year this Agreement is in effect, amounts sufficient to pay the Shared Sales Taxes, to the full extent that the City shall have received such amounts or reasonably anticipates receiving such amounts payable under this Agreement. m. Prior to the opening of the Cabela's Store the City will take the necessary action to temporarily waive nine-tenths of one cent of its three cent sales tax on transactions within the Property After the principal and interest on the Shared Sales Tax Revenue Bonds have been paid in full or the term during which the City has agreed to remit the Shared Sales Tax to the Metropolitan District has expired, if Public Improvement Fee Revenue Bonds are outstanding, the City will take the necessary action to increase the amount of its sales tax that is temporarily waived to one cent. At such time the Public Improvement Fee may be increased to 1 5 % Upon the earlier to occur of (i) the payment of principal and interest on Bonds issued to acquire and/or construct the Public Improvements described in this Agreement or (ii) forty (40) years after the date the first series of Bonds are issued to acquire and/or construct the Public Improvements described in this Agreement, the temporary waiver of a portion of the City's Sales Tax shall cease and the City shall be entitled to collect the full amount of its sales tax. The waiver of a portion of the City's sales taxes as described to this Section 8 is intended to be temporary only and not a change in the City's tax policy pursuant to applicable law In the event the City is unable for any reason to remove the temporary waiver of a portion of its sales tax after the Bonds are paid in full or expire in accordance with their terms, the Annexors agree to continue the imposition of the Public Improvement Fee for such period of time and in an amount sufficient to reimburse the City for any revenue lost by the City due to the temporary waiver of the City sales tax n_ If the City should increase its sales tax above the three percent (3%) rate, then the City will take the appropriate action to temporarily waive an additional portion of Its sales tax to the extent necessary to cause the total of all sales taxes and the Public Improvement Fees charged on transactions occurring within the Property (the "Total Project Tax and Fee") not to exceed the greater of (i) eight and one-tenth percent (8 1 %), or (ii) the average sales tax and other fees then 16 273090 4 being charged within those cities within the Denver metropolitan area listed on Exhibit D (the "Comparable Cities"), For example, if the City raises its sales tax to 3.5% and such City sales tax when combined with other sales taxes and the Public Improvement Fee equals 8 6 % and the average sales taxes and other fees within the Comparable Cities is then 79%, the City will temporarily waive an additional .5% of its sales tax such that the total of the sales taxes and other fees charged on sales within the Property will be 8 1 % Conversely, in the event that the average sales tax and other fees being charged by the Comparable Cities (the "Comparable City Average") increases above 8.1%, the City may decrease its waiver of sales tax such that the Total Project Tax and Fee equals the Comparable City Average o The CIty agrees initially to receive the Public Improvement Fee on behalf of the Annexors (and any other owner of Property) and the Metropolitan District. In doing so, the City will be entitled to charge, and will be paid by the Annexors or the Metropolitan District, a fee or reimbursement in an amount not to exceed the City's costs of collecting and remitting the Public Improvement Fee revenues So long as the City is providing such services, any retailer will be reqmred to prepare and file two returns with the City, one for sales taxes and one for the Public Improvement Fees The City will not undertake to coHect or enforce collection of any Public Improvement Fees not received by it, but shall report, to the extent the City has such information, any retailer to the Metropolitan District who does not remit Public Improvement Fees to the City consistent with the amounts owed Either the City or the Metropolitan District will be entitled to terminate the City's services upon not less than 180 days' prior notice to the other party The City agrees to cooperate with the Metropolitan District to' (1) determine the timing of payment of the Public Improvement Fees to the City, (ii) produce and update materials for retailers collecting the Public Improvement Fees stating the procedures related thereto and providing reporting forms, (iii) develop procedures for advising the City of those retailers subject to the Public Improvement Fees; (iv) develop procedures for adjusting the Public Improvement Fees for refunds and other post-sale events, and (v) take any other actions reasonably necessary to allow for the orderly and uninterrupted collection of Public Improvement Fees, provided however, that any costs incurred by the City in connection with the provision of any other services agreed to in accordance herewith will be paid to, or deducted by, the City from the Public Improvement Fees received by it. The City authorizes the City Manager to enter into such agreement or agreements as may be necessary or appropriate to implement the provisions of this Section 8 p The Public Improvement Fee may be imposed for a term not to exceed forty (40) years from the date of issuance of the initial senes of Public Improvement Fee Revenue Bonds 273090 4 17 9. BONDS a. Issuance and Purchase of the Bonds The Metropolitan District shall issue, and Cabela's agrees that it or an affiliate or assIgnee shall purchase from the Metropolitan District, Bonds in an original principal amount determined by mutual agreement of the City and Cabela's based on a reasonable determination of the Public Improvements to be financed with the Bonds and the cash flow available to the Metropolitan District to pay principal and interest on the Bonds. The Bonds will be payable solely from the pledged revenues as available from year to year and it shall not be an event of default under the Bond Indenture or the Bonds if such pledged revenues are insufficient to pay principal and interest. Proceeds of the Bonds will be used by the Metropolitan District to fund the acquisition, construction and installation of the Public Improvements and the financing costs associated therewith, Cabela's or its assigns will initially purchase and hold the Bonds for its/their own account, but it/they may later sell the Bonds in accordance with any restrictions set forth in a Bond Indenture between the Metropolitan District and the Trustee for the Bonds b The City will reasonably cooperate with the Metropolitan District in adopting and approving the necessary proceedings to enable the Metropolitan District to deliver the Bonds and thereby facilitate the Metropolitan District's construction of the Public Improvements c. The City agrees that all Shared Sales Taxes and the Annexors agree that all Public Improvement Fees, with the concurrence of the Metropolitan District, may be remitted to a Trustee within thirty (30) days after said Shared Sales Taxes or Public Improvement Fees are collected by the City. The Bond Indenture for the Shared Sales Tax Revenue Bonds will provide that the Trustee will then utilize Shared Sales Taxes to pay principal and interest on the Shared Sales Tax Revenue Bonds The Bond Indenture for the Public Improvement Fee Revenue Bonds will provide that the Trustee will then utilize Public Improvement Fees to pay principal and interest on (i) the Public Improvement Fee Revenue Bonds and (ii) as set forth in Section 8 b, the Shared Sales Tax Revenue Bonds Cabela's or Its assIgns shall not be required to guarantee payment of any of the Bonds and the City shall not have liability for payment of the Bonds independent of the City's obligation to remit Shared Sales Tax and Public Improvement Fees as provided in and subject to the limitations of this Agreement. d To the greatest extent possible under federal and state law, the different series of Bonds issued by the Metropolitan District shall be issued as Tax-Free Bonds, and the remainder of the Bonds shall be Taxable Bonds To the extent permitted by the Act, the United States Internal Revenue Code of 1986, as amended, and other applicable laws, rules and regulations, the City hereby acknowledges and agrees that all costs relating to the construction and installation of Public 18 273090 4 Improvements may be reimbursed by proceeds from the Bonds, regardless of whether or not said costs were incurred before or after (i) the formation of the Metropolitan District, or (ii) the issuance of the Bonds. e. The Bonds shall be payable from two (2) separate sources of revenue collected in the Metropolitan District. The Public Improvement Fee Revenue Bonds shall be payable solely from Public Improvement Fees The Shared Sales Tax Revenue Bonds shall be payable solely from (i) the Shared Sales Tax and (ii) as set forth in Section 8 b, the Public Improvement Fees. Any revenues available from each source above the amount needed to pay the current principal and interest on such Bonds, shall be used to prepay principal on the Bonds payable from each respective funding source. After the Shared Sales Tax Revenue Bonds have been paid in full, the Public Improvement Fee may be increased from 1.4% to 1.5% f The Public Improvement Fees shall be used (i) first to pay principal and interest on the Public Improvement Fee Revenue Bonds, (ij) second to pay principal and interest on the Shared Sales Tax Revenue Bonds as permitted by Section 8 b, and (iii) then to the extent available after the Bonds have been paid in full, the Public Improvements Fees may be used to pay ongoing operations and maintenance costs of the Public Improvements Notwithstanding anything to the contrary set forth herein, the Public Improvement Fee may continue for up to forty (40) years after the initial issuance of any Public Improvement Fee Revenue Bonds, even if such Bonds have been paid in full, in order to continue funding ongoing operation and maintenance costs associated with the Cabela's Project. 10. ADDITIONAL INCENTIVES a Tax Credits and Grants, In addition to the Shared Sales Tax and the other incentives described herein, the City and Cabela's shall work with each other to determine whether the Cabela's Project qualifies for (i) any other tax credits or tax incentives or (ii) any grants b. Training Grants The City will aid Cabela's in applying and/or qualifying for federal or state employee Training Grants up to the maximum amount allowed by law These Training Grants will be available for employees hired in connection with the Cabela's Store and intercompany training expenses shall be eligible for said grants c Advertising and Marketing Grants The City shall cooperate with Cabela's to assist in acquiring any advertising or marketing grants which might be available in the State of Colorado to promote the Cabela's Project. d Taxidermy The City shall use reasonable efforts to identify any taxidermy or owners of taxidermy and provide that information to Cabela' s to seek donation 19 273090 4 of such taxIdermy to Cabela's at no charge for permanent display in the Cabela's Store; provided, however, Cabela's acceptance of any such taxidermy shall be based upon its customary standards for the type of taxidermy displayed in a typical Cabela's retail facility Any taxidermy accepted by Cabela's and dIsplayed in the Cabela's Store shall be properly marked with plaques or other appropriate markers to give credit to the donor. e. Coors Matters Similar to the provisions described above which may benefit Cabela's, the City and Coors shall cooperatively work with each other to determine whether any development from time to time undertaken by Coors on any of the Coors Parcels will qualify for any tax credits, tax incentives, grants, Training Grants and/or advertising or marketing grants as described above 11. SPECIAL DISTRICTS a. Creation of Metropolitan District. The City shall use its reasonable efforts, consistent with applicable law, to create the Metropolitan District as contemplated in the Act, as necessary to facilitate development of the Public Improvements and to provide for the financing thereof described in this Agreement b District Service Plan Not later than ninety (90) days following annexation of the Property, Cabela' s shall file with the City for review and consideration in accordance with C R.S Section 32-1-204 5, a service plan for the Metropolitan District (which service plan shall include an intergovernmental agreement between the District and the City) (the "Service Plan") The City will promptly initiate and conduct to conclusion all proceedings required by State law for the consideration and approval or disapproval of same. The City hereby acknowledges that the basis for City review and approval of the ServIce Plan is to assure that it complies with state law and is consistent with the duties and obligations of the Metropolitan District as set forth in this Agreement. In the event the City fails to approve the Service Plan as provided in this Section, the sole remedy of Cabela's shall be to disconnect the Property from the City and terminate this Agreement The City agrees that if it fails to approve the Service Plan as provided in this Section, it will consent to the disconnection of the Property 12. OWNERS' ASSOCIATIONS The Annexors reserve the right to impose covenants upon any portion of the Property and to form one or more owners' associations for all or any portions of the Property which shall assume responsibilities for collecting funds to pay common expenses, to repair and maintain common areas and to enforce restrictive covenants All such covenants and declarations must be approved by the Metropolitan District and a copy must be provided to the City 273090 4 20 13. DEFAULT AND REMEDIES a. Annexors' Default. If the City alleges that the Annexors or either of them is in default under this Agreement and such Annexor does not cure that default within thirty (30) days following written notice from the CIty, the City shall be entitled to the following remedies which shall be cumulative. (1) injunctive relief; (2) specific performance; (3) withholding action on any pending applications or approvals, including but not limited to Final Development Plans, subdivision applications, building permits or certificates of occupancy. to the extent such applications and approvals relate to Cabela's alleged default, and (4) any other remedies permitted under the Subdivision Regulations, the Planned Development Regulation, the Wheat Ridge Code of Laws, or otherwise available at law or in equity, other than damages The City shall extend the cure period if the nature of the default is such that it cannot reasonably be remedied within thirty (30) days, provided the Annexor commences the corrective action within thirty (30) days and diligently pursues such correction thereafter If the Annexor default arises from the failure to grant any right of way. easement, or other similar property right as required by this Agreement or the PCD Outline Development Plan, then the Annexor agrees that the City may condemn the subject land (provided that such land is a part of the Property itself) to acquire such property rights pursuant to C R.S Section 38-6-102 The Annexors agree that in any such condemnation proceedmg, the fair and actual cash market value of all such property rights are subject to an irrevocable obligation to grant or dedicate it to the City pursuant to this Agreement, and Annexors are estopped from asserting otherwise Annexors agree that it would have granted or dedicated such property upon execution of this Agreement without compensation. Annexors agree that all dedication and grants of rights of way, easements and park lands are necessary for public health, safety and welfare and that the requirements to make such grants or dedications is accomplished pursuant to the City's police and regulatory powers. It is expressly agreed and understood that the foregoing provisions do not apply to or affect any property other than the Property itself, and do not apply to or affect any other property whether or not contiguous to the Property, including any other property owned by Coors Notwithstanding anything expressed or Implied herein to the contrary, Coors shall be under no obligation whatsoever to (i) annex into the City any property other than the Property as provided herem or (Ii) dedicate, encumber, or otherwise contribute any property or interest in property (whether such interest relates to the Property) to any person or entity for any purpose other than as provided herein b City Default If Annexors allege the City is in default under this Agreement and the City does not cure that default within thirty (30) days following written notice from either Annexor, Annexors will be entitled to the following remedies which shall be cumulative (1) injunctive relief; (2) specific performance, (3) stopping construction of the Cabela's Store or any Public Improvements 21 273090 4 contemplated in this Agreement; and (4) any other remedies available at law or in equity, except damages Any remedies available to Annexors shall be limited by the then existing governmental inununity act. Annexors shall extend the cure period if the nature of the default is such that it cannot reasonably be remedied within thirty (30) days, provided the City conunences corrective action within thirty (30) days and diligently pursues such correction thereafter c No Damages No party shall be entitled to claim or receive any form of damages upon default or otherwise, including without limitation, economic, consequential, contingent, punitive damages, lost profits or attorneys' or experts' fees or court costs 14. MISCELLANEOUS a Nexus Ruling The parties each acknowledge that Cabela's willingness to enter into this Agreement was contingent upon Cabela's first receiving a favorable ruling from the Colorado Department of Revenue (the "Department") with respect to nexus issues (the "Nexus Ruling") In connection with this, the Department confirmed to Cabela's in a Nexus Ruling that Cabela's activities in the State will not create nexus for Cabela's remote affiliates and thus, such remote affiliates will have no obligation to collect and remit sales and use tax nor win such remote affiliates be subject to Colorado income tax The City acknowledges and agrees that the revocation of the favorable Nexus Ruling would substantially impair the contractual relationship created under this Agreement. Further, the City agrees that it will support the favorable Nexus Ruling which Cabela's received from the Department and, in the event that the Department later challenges or revokes said Ruling, the City shall testify on behalf of Cabela's and acknowledge that Cabela's would not have located the Cabela's Store in the State without first receiving the favorable Nexus Ruling b Time of the Essence Time is of the essence with respect to the performance of each party's obligations hereunder, subject to events of Force Majeure. c No Repeal of Code of Laws Nothing contained in this Agreement shall constitute or be interpreted as a repeal of any provision of the existing City Code or as a waiver of the City's legislative, executive, administrative, judicial, governmental or police powers to promote and protect the health, safety, or general welfare of the City or its inhabItants Except as expressly proVIded herein and in the PCD Outline Development Plan, this Agreement does not supplant the City's land use regulations and other ordinances and regulations as they relate to the Property and shall not be construed to limit the authority of the City to adopt different ordinances, resolutions, regulations, rules, policies or codes so long as they apply throughout the City uniformly or to classes of individuals or properties uniformly In the event of an inconsistency between the Wheat Ridge Code of Laws and the more specific provisions that have been 22 273090 4 negotiated in connection with this Agreement, the provisions of this Agreement shall govern d. Referendum, In the event that the ordinances to be considered by the City relative to the annexation and zoning of the Property become the subject of a citizen petitioned referendum, the ordinances subject to such referendum and this Agreement shall be suspended pending the outcome of the referendum. If the result of the referendum election is to reject such annexation or zoning, all of the provisions contained herein shall be null and void and of no effect, and such rejection shall be deemed a "failure to serve" pursuant to C.R.S Section 31-12-119, but shall not be deemed to be a default by the City under Section 13, b and remedies provided therein shall not be available. Conversely, if the result of such referendum election is to affirm such annexation and zoning, the Property shall be deemed finally annexed and zoned, whereupon this Agreement shall remain effective and the parties shall be bound by all of the terms and conditions contained herein as of the date of this Agreement. In the event of such referendum, the parties agree to cooperate in the defense of the annexation and zoning of the Property unless either party determines in its sole discretion not to defend a referendum or other challenge to the annexation and zoning of the Property To the extent Annexors and the City agree to defend and participate in such a referendum, the parties shall share equally in all costs and attorneys' fees in defending and participating in such referendum, including but not limited to the costs of the referendum election. e. Successors and Assigns This Agreement shall be binding upon and inure to the benefit of the heirs, successors and assigns of the parties hereto f Entire Agreement. This Agreement embodies the whole agreement of the parties on the subjects contained herein. This Agreement shall supersede all previous communications, representations, or agreements either verbal or written between the parties hereto, If adopted by the City, the parties agree that the ordinances approving annexation of the Property and adoption of the PCD Outline and Pinal Development Plans may contain additional matters pertinent to the integration of the Property into the City and development of the Property Therefore, this Agreement must be interpreted and applied in a manner consistent with such ordinances, provided, however, any such additional matters do not create financial obligations on the Metropolitan District, the Annexors or the Property inconsistent with the terms set forth herein without the prior written consent of the parties so impacted Any property designated for future commercial, retail, office, warehouse and/or recreational uses shall comply with the then-existing requirements for Pinal Development Plan approval g. Assignment. Cabela's or Coors may assign their respective rights and duties hereunder in whole or in part to others who become fee title holders or ground lessees of the Property or any portion thereof with the City's written permission, 23 273090 4 273090 4 which permission will not be unreasonably withheld, provided, however, that either Cabela I s or Coors may assign any or all of their respective rights and interests hereunder to one or more of their respective affiliates to perform their respective obligations hereunder (in any or all of which cases Cabela' s or Coors, as the case may be, nonetheless shall remain responsible for the performance of all of its obligations hereunder) No assignment shall release the Property from any restrictions imposed upon the Property by this Agreement, unless a specific release has been given by the City in writing, The City may, but shall not be obligated to release the seller or ground lessor in such transactions, however, any such release must be executed in writing by the City and recorded with the Jefferson County Clerk and Recorder in order to effective. h. Notice, Any notice required or permitted under this Agreement will be deemed to be received when delivered personally in writing or five (5) days after notice has been deposited with the U.S. Postal Service, postage prepaid, certified and return receipt requested, and addressed as follows' To Cabela's Attn: Kevin Rhodes Cabela's Retail, Inc One Cabela Drive Sidney, NE 69160 with a copy to Attn. Kent Kelsey Cabela's Retail, Inc One Cabela Drive Sidney, NE 69160 and with a copy to' Attn. Tom Ackley Kaley Jessen P C One Pacific Place, Suite 800 1125 South 103 Street Omaha, NE 68124 To Coors Attn Neil Jaquet Coors Brewing Company 311 10th Street Post Office Box 4030 Mail Stop CC370 Golden, CO 80401 24 with a copy to' Attn: Samuel Walker Coors Brewing Company 311 Wh Street Golden, CO 80401 and with a copy to Attn. Jim Serven Moye Giles LLP 1400 16th Street #600 Denver, CO 80202 To City Randy Young Wheat Ridge City Manager 7500 W, 29'h A venue Wheat Ridge, CO 80033 With a copy to City Attorney City of Wheat Ridge 7500 W, 29th Avenue Wheat Ridge, CO 80033 Any party may change the address to which notice is to be sent by providing notice in the manner set forth in this Section. Cooperative Drafting. This Agreement is the product of a cooperative drafting effort by the City, Coors and Cabela' s and shall not be construed or interpreted against any party solely on the basis that one party or its attorney drafted this Agreement or any portion of it. J Severability If any provision of this Agreement is held to be in conflict with any applicable statute or rule of law or is otherwise held to be unenforceable for any reason whatsoever, such circumstances shall not have the effect of rendering the provision in question inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions herein contained invalid, inoperative or unenforceable to any extent whatsoever The invalidity of any portIOn of this Agreement shall not affect any or all of the remaining portions of this Agreement. k Compliance WIth Article X, Sec 20 of Colorado Constitution. If any provision hereof is declared void or unenforceable due to a purported violation of Article X, Section 20 of the Colorado Constitution, the City shall take all such action as may be necessary to cure such violation, including, but not limited to, seeking 2730904 25 m. 273090 4 voter approvals, either in advance of, or following the purported violation, as may be allowed by law, 1. Amendment. This Agreement cannot be modIfied or revoked except by an instrument in writing signed by the City, Coors and Cabela' s or the then owner of the Property or any portion thereof if there has been an assignment as it relates to the specific Property Third Party Beneficiaries Nothing expressed or implied in this Agreement is intended or shall be construed to confer upon, or to give to, any legal person other than the parties, any right, remedy, or claim under or by reason of this Agreement or any covenants, terms, conditions, or provisions thereof, and all of the covenants, terms, conditions, and provisions in this Agreement by and on behalf of the parties shall be for the sole and exclusive benefit of the parties; provided, however, after the Metropolitan District described in this Agreement is formed, it shall be deemed to be a third party beneficiary with the right to enforce the provisions of this Agreement which are applicable to it. Nothing in this Agreement is intended to interfere with any agreements of the parties with third parties n Captions The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions of this Agreement. o. Counterparts ThIs Agreement may be executed in two or more counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument The parties may execute this Agreement and all other agreements, certificates, instruments and other documents contemplated by this Agreement and exchange the counterparts of such documents by means of facsimile transmission and the parties agree that the receipt of such executed counterparts shall be binding on such parties and shall be construed as originals. Thereafter, the parties shall promptly exchange original versions of this Agreement and all other agreements, certificates, instruments and other documents contemplated by thIs Agreement that were executed and exchanged by facsimile transmission. p Governing Law This Agreement shall be construed under the laws of the State of Colorado Jurisdiction and venue shall be proper and exclusive in the District Court for Jefferson County, Colorado q, Execution by Cabela' s and Coors The execution by Cabela' s and Coors shall not affect their respective rights, duties, obligations, and remedies under any other contract or agreement entered into between such parties, each of which contracts 26 and agreements shall be governed exclusively by the terms, covenants, and condItions thereof. 15. EXHIBITS. This Agreement includes the following Exhibits, attached hereto and fully incorporated herein by this reference' EXHIBIT A: The Property EXHIBIT B: Concept Site Plan [Revised exhibit may be substituted upon filing of Outline Development Plan, as permitted by Section 2.d.] EXHIBIT C: Retail Center Restrictive Covenants EXHIBIT D: Tax Rates of Comparable Cities EXHIBIT E: Public Improvements Funded with Shared Sales Tax Revenue Bonds [The remainder of this page intentionally left blank ] 27 273090 4 IN WITNESS WHEREOF, the parties have hereunto subscribed their signatures effectIve as of the date first set forth above. ATTEST: (;;) ~^ ~ City Clerk CITY OF WHEAT RIDGE I 'L .(." . By. "-jL x', 0.. ; t ,CStetchen Cerveny jayor l ( (~k:" < ~;.\ ~ ) AP~~p Gerald . DaW City Attorney COORS BY:~~ Nan1e: Sall1uel D. Walker Title: Chief Legal Officer Coors Coors Brewing Worldwide & CABELA'S By' Nan1e: us and Title: ~JJ/or Group VP Public Affairs STATE OF COLORADO ) ) ss, COUNTY OF JEFFERSON ) The foregoing instrument was acknowledged before me by Gretchen Cerveny as Mayor, and by Pan1ela Anderson, as City Clerk of the City of Wheat RIdge, this ;;ze> ?:.,.h' day of D/CL,N#//l ,2004 Witness my hand and official seal. My commission expires: ~ - /0 -;;1 / / , I ..---- C:?/~% ublic [SEAL] 28 273090.4 STATE OF NEBRASKA ) ) ss. COUNTY OF CHEYENNE ) Th~ foregoing instrument was acknowledged before me by jJ/;/{/' ti/lakl"- as ...SLntu ( l/u!hi1/Jti40fCabela's Retail, Inc., this .7{)fr- day of L\i:-.tU~J';';r ,2004. Witness my hand and official seal. My commission expires: [SEAL] STATE OF COLORADO ) ) ss. COUNTY OF JEFFERSON ) The foreEmg instrument was acknowledged before me bY~'{Ul\llf \ \ l\:uLn as CJ'\le\' \. C;crJ ()(' Uf{ of Coors Brewing Company, this ,::;JC, day arTY! fFn.k:u r , 2004. ' Witness my hand and official seaL My commission expires: II -),) -C1 [SE ,d~I'\..A f)~ ',3 . I~ \'u rLD Notary ublic 29 273090.4 EXHIBIT A The Property 273090.4 I EXHIBIT A . -- ".,..::Y::'CS'~ /'// ;f'~"" ..'" .---_~,,; ) ...._____..~':s.,;~::~~--=-----......--- ,.",'" ,'1 -~ .-- ~.:---_-~../"'--_/- ,f C- '. -----=- ",/' --~ ~-:=-=:-~~:. -:-~~~ , ~~r,'_..,._ . - ~~r COC>f\S PARCEL r 4>.32 ACAU '- JEf-f'CO PAACa , )16,01 ACAE:& COOf'\S ,. ~El 3 . _ -'CAU COORS PAACB. 1 '2271 ACR:(.S :r- UoLlfPll , .. N;AU -j , ....-JL, ,--- - . I ~\, .' '. -,- I I 4~ / ",,",,;:, : I.!. ~ ~ ,. II -, -~ Ii LEGEND /~~ oo.....u"n....'" '-...~.....j[.... BOUNDARY PARCEL BOUNDARY MART '-...I .....ARTIN ,:I-.....~ _..~ COL~"'. ...... ..o.o...~'.ao ~o(._oo.,. co .0.. I ~ JlO:JI "'3.' ....'00 ....... JlOJO ":>0 \ "'0.. EXHIBIT B Concept Site Plan 273090 4 ROW MATRIX SALTER COORS 1 COORS 2 COORS 3 SUBTOTAL JEFFCO' TOTAl r- -- -- ~- ~-_._- --~~-- EXHIBIT 8 / ::~' ,__c,_~":~::;:::~7- ,- ., / ./ J / // /, 074 ACRE 701 ACRES 1 77 ACRES 040 ACRE 9.92 ACRES 0.27 ACRE 1019 ACRES -.;0'" ! ! ~ ~ p----~. / ~--- " ~."...;...-- - ~-r-<>"" ---.... COORS PJ<W;EL lA 2'S..1~ ACAES JEF FOJ PARCEll ,.." ,ocRES ! I I; 'I '._- A'''''--. - " . ~ ri~/~ ~ \1 / / '..~:j PARK"'" "l I / . /J )0 " I NQT(S rpRDPOsEO ROW is NOT INCt.UOED WITH" JUFCQ P-'f\CEL ,o,cf\EAGE LEGEND ~ BOUNDARY COOA:G PAACfl , 3.&lACJ\f.S RO.... ttll~ ....,u .. 17 ACAfS ',L ' ~-~~A; , il4a,A.CRU, I \ . .-1 I:: I I ~ i -....--- - - j- j- PARCEL BOUNDARY CABELA'S BUILDING /~~ t-1ARTIN ""'ARTIN OO........L..-'...O ~..O.N.c:... CABELA'S PARKING AREA -E- , "''''<;>1;1 .....' co....... ....... ~ 0 .0" . s, ,..00 L."-"''''_Oco co .u"',.. :JO:l ..3' ..' 00 ""'10< ;a03 ":0' "0.. PARCEL ACCESS 273090 4 EXHIBIT C Retail Center Restrictive Covenants DECLARATION OF COVENANTS AND RESTRICTIONS THIS DECLARATION is made this _ day of , 200_, by Cabela's Retail, Inc, a Nebraska corporation ("Cabela's") and Coors Brewing Company, a Colorado corporation ("Coors") (Cabela's and Coors are sometimes individually referred to herein as a "Developer" and collectively, as the "Developers") WITNESSETH WHEREAS, Cabela's is the owner of the real property located in Jefferson County, Colorado, and legally described on Exhibit "A" attached hereto (hereinafter the "Cabela's Property"); and WHEREAS, Coors is the owner of the real property located in Jefferson County, Colorado and legally described on Exhibit "B" attached hereto (hereinafter the "Coors Property") (collectively, the Cabela's Property and Coors Property is sometimes referred to as the "Property"), and WHEREAS, in order to establish a general plan for the improvement and development of the Property, Developers desire to SUbject the Property to certain conditions, covenants and restrictions, upon and subject to which all of the Property shall be held, improved and conveyed. NOW, THEREFORE, Developers hereby make the following declaration. ARTICLE 1 DEFINITIONS 1 1 Owner The term "Owner" shall mean any individual, partnership, joint venture, corporation, trust, unincorporated association, governmental agency or other business entity now or hereafter holding of record an ownership interest in fee in a portion or all of a Lot. 1.2 Lot. The term "Lot" shall mean or refer to any platted or unplatted parcel of real estate located within the boundaries of the Property other than areas used or dedicated for public improvements ARTICLE 2 PROTECTIVE COVENANTS, RESTRICTIONS AND CONDITIONS 2.1 Duration and Termination. Subject to the terms of Section 6.2, all of the Lots shall be held, sold and conveyed subject to the following restrictions, covenants and conditions, which are for the purpose of protecting the desirability and value of, and which shall run with, the Lots and be binding upon and inure to the benefit of all parties having any right, title or interest in the Lots or any part thereof, their successors, and assigns for a period of twenty (20) years after the date of this Declaration (the "Initial Term"), after which time they shall be automatically Exhibit C 273090 4 extended for successive periods of five (5) years (each, an "Extended Term"), unless an instrument terminating this Declaration properly executed by the Owners of 70% of the total area within the Property is duly recorded in the office where this Declaration is recorded within one year of the end of the Initial Term or any Extended Term, in which case this Declaration shall terminate effective as of the end of the Initial Term or such Extended Term as applicable Without limiting the generality of the foregoing, each and all of the restrictions, covenants and conditions contained in this Declaration (whether affirmative or negative in nature); (a) are made for the direct, mutual and reciprocal benefit of each Lot; (b) will create mutual equitable servitudes upon each Lot; (c) will bind every party having any fee, leasehold, mortgage or other interest in any portion of each Lot at any time or from time to time to the extent that such portion is affected or bound by the restriction, covenant or condition, and (d) will inure to the benefit of Owners and their respective successors and assigns as to the respective Lots and to the benefit of mortgagees under mortgages covering said Lots and beneficiaries and trustees under trust deeds covering said Lots. 2.2 Default; Enforcement. Owners of the Lots shall have the right to enforce, by any proceeding at law or in equity, all restrictions, covenants and conditions now imposed by the provisions of this Declaration. No breach of this Declaration by either Developer or any Owner will entitle any Owner to cancel, rescind or otherwise terminate this Declaration. In such action brought to enforce the terms of this Declaration, the unsuccessful party in any action shall indemnify the prevailing party for all reasonable attorney's fees and other reasonable costs and expenses incurred by the prevailing party in connection with such proceedings. 2.3 Notice of Compliance. Upon request of the Owner of a Lot in connection with proposed financing or sale of such Lot, the Developer that initially owned said Lot on the date of this Declaration will provide to such Owner written notice, in recordable form, indicating the status of Owner's compliance with this Declaration as of the date of such notice ARTICLE 3 USE RESTRICTIONS 3 1 General Restrictions No use shall be permitted on any of the Lots which is inconsistent with the development and operation of a first-class real estate development. Without limiting the generality of the foregoing, the following uses shall not be permitted. a. Any use which emits an obnoxious odor (eXClusive of cooking odors in connection with the permitted use of the Lot), noise or sound which can be heard or smelled outside of any building constructed on any of the Lots, b Any operation primarily used as a storage warehouse operation and any assembling, manufacturing, distilling, refining, smelting, agricultural or mining operation, c Any "second hand" store or "surplus" store, 2 Exhihit C 273090 4 273090 4 d. Any mobile home park, trailer court, labor camp, junkyard or stockyard (except that this provision shall not prohibit a recreational vehicle resort area or the temporary use of construction trailers during periods of construction, reconstruction or maintenance); e Any dumping, disposing, incineration or reduction of garbage; f Any fire sale, bankruptcy sale or auction house operation, g. Any dry cleaning plant or laundromat utilized in connection with a commercial cleaning business, h Any signs promoting or relating to any business, store, restaurant, hotel or other retail establishment not located on the Property; i. Any automobile, motorcycle, truck, trailer or mobile home body Shop or repair operation, except those body shop and repair operations owned and operated by a licensed motor vehicle dealer and operated on the site of the dealer's principal place of business; Any bowling alley; k. Any animal raising facility; Any mortuary or funeral home, m. Any establishment selling or exhibiting illegal drug related paraphernalia, n Any bar, tavern, or other establishment serving alcoholic beverages other than' (i) one holding a valid hotel and restaurant license as described in Section 12-47-411, C R.S , provided, that if such establishment utilizes a theme that incorporates the name or logo of a particular brewery or otherwise conducts its alcoholic beverage operations to promote the products of a particular brewery in preference to the products of all or substantially all other breweries, such establishment shall be prohibited hereunder unless such theme and primary products are those of Coors and such establishment is operated by or under a license from Coors, or (ii) one holding a brew pub license as described in Section 12-47-415, C R.S, provided that such establishment is operated by or under a license from Coors, o Any sexually-oriented businesses such as, but not limited to, x-rated movie or video sales, theater or rental facilities, nude modeling studios, massage parlors, lounges or clubs featuring nude or semi-nude entertainers or escort services, p Any prisons, jails or other detention or correctional facilities, q. Any flea market, pool or billiard hall or dance hall, provided, however, such activities shall be permitted if the same are incidental to a primary use which is not otherwise prohibited hereby; 3 Exhibit C r. Any training or educational facility, including but not limited to, beauty schools, barber colleges, reading rooms, places of instruction or other operations catering primarily to students or trainees rather than to customers; provided, however, this prohibition shall not be applicable to on-site employee training or to conference/convention facilities, s. Any gambling facility or operation, or t. Any retail establishment which devotes more than 10% of its retail selling space (but in no event more than 5,000 square feet of retail selling space), or utilizes any temporary kiosk or tent sale, for the purpose of selling anyone or any combination of the following product categories (x) hunting products including, but not limited to, such items as firearms, handguns, ammunition, optics, hunting apparel, hunting footwear, ATV and SUV accessories, and hunting accessories, (y) fishing products including, but not limited to, such items as rods, reels, waders, fishing lures, fishing footwear, marine products, boats, boat motors, fishing electronics, and fishing accessories, and (z) camping products including, but not limited to, such items as tents, sleeping bags, camping cookware, hiking footwear (but excluding from this prohibition any shoe store, or other retail establishment having a shoe department, selling multiple lines of general purpose footwear that may include hiking footwear), and related camping accessories. Provided, however, that the Owner of the Lot legally described on Exhibit "C" attached hereto may operate a Cabela's retail store thereon, may assign the right to use said Lot for selling hunting, fishing, camping or other outdoor equipment, and may grant a variance to this restriction to other Owners of other Lots in its sole discretion. Provided further, however, that any non-profit organization may sell any amount of hunting, fishing, camping, or outdoor equipment if such sales are limited to its members and not to the general public. Provided, that notwithstanding anything expressed or implied herein to the contrary, Coors shall have the right to construct and maintain on any portion of the Coors Property such structures as are from time to time deemed by Coors to be necessary or appropriate in maintaining, utilizing, and/or servicing any lake located on the Coors Property (each, a "Coors Lake Structure") ARTICLE 4 CONSTRUCTION 4 1 Submission of Plans. No improvements shall be erected, placed, altered, constructed, maintained or permitted to remain on any Lot subject to these restrictions until the proposed use and the plans and specifications showing plot layout and all exterior elevations with materials and colors therefore and structural design, signs and landscaping (collectively, "Plans") shall have been formally submitted, in writing, to each of the Developers and approved in writing by each of the Developers ("Developer Approval"), which approval shall not be unreasonably withheld or conditioned Plans shall be submitted as follows: a. To Cabela's. at: Cabela's Retail, Inc., One Cabela Drive, Sidney, Nebraska 69160, Attention Director of Real Estate Development. 4 Exhibit C 273090 4 b. To Coors: at: Coors Brewing Company, 311 10th Street, PO. Box 4030, PMB CC370, Golden, Colorado 80401, Attention Neil Jaquet. 4.2 Developer Approval and Owner's Warranties The Developer Approval shall be based, among other things, on adequacy of site dimensions, adequacy of structural design, conformity and harmony of external design with neighboring structures, effect of the location and use of improvements on neighboring Lots, proper facing of main elevation with respect to nearby streets, and conformity of the Plans to the purpose and general plan and intent of these restrictions, covenants and conditions Each Developer shall render its written approval or disapproval within twenty-one (21) calendar days of receipt of the Plans. If no written disapproval is rendered by either Developer within said twenty-one (21) days, then the Plans shall be deemed to be approved. The Owner who is undertaking said construction represents and warrants that it will not materially alter or deviate from said Plans in the construction of the improvement upon the Lot without prior written consent of each Developer, which consent shall not be unreasonably withheld, conditioned, or delayed 4 3 Owner's Responsibilities for Commencement of Construction. An Owner shall commence construction/development of improvements on his/her/its Lot within one (1) year after receiving Developer Approval for his/her/its Plans for said Lot. 4 4 Owner's Responsibilities for Partlv Constructed Buildinqs. After the commencement of any improvement on a Lot, the Owner of the Lot shall diligently prosecute the work thereon to the end that the improvement shall not remain in a partly finished condition any longer than is reasonably necessary for completion thereof 4 5 Excavation. No excavation shall be made on any Lot except in connection with construction of improvements, and upon completion of said improvements, it shall be the Owner's responsibility to back fill exposed openings and grade and level any ground disturbed by the construction of the improvement. ARTICLE 5 MAINTENANCE OF LOTS 5 1 Maintenance of Constructed Buildinqs After the completion of construction, each Owner covenants and agrees to maintain and keep the exterior and interior portions of the constructed buildings, if any, located on its Lot in first-class condition and state of repair, in compliance with all governmental laws, rules, regulations, orders and ordinances exercising jurisdiction thereover, and in compliance with the provisions of this Declaration. Each Owner further agrees to store all trash and garbage in adequate containers, to locate such containers so that they are not readily visible from the parking area or highway and to arrange for the regular removal of such trash or garbage 5.2 Maintenance of Damaqed Buildinqs In the event that any of the buildings are damaged by fire or other casualty (whether insured or not), the Owner upon whose Lot the building is located shall, subject to governmental regulations and/or insurance adjustment delays, immediately remove the debris resulting from such event and provide a sightly barrier, and within a reasonable time 5 Exhibit C 273090 4 thereafter shall either (i) repair or restore the building so damaged to a complete unit, such construction to be performed in accordance with all applicable provisions of this Declaration, or (ii) erect another building in such location, such construction to be performed in accordance with all applicable provisions of this Declaration, or (iii) demolish the damaged portion and/or the balance of such building and restore the cleared area to either a hard surface condition or a properly maintained landscaped condition planted with grass seed, The Owner shall have the option to choose which of the foregoing alternatives to perform, but such Owner shall be obligated to perform one of such alternatives 5 3 Maintenance of Vacant Lots Owners shall be required to maintain vacant Lots in a manner that does not cause a nuisance to adjoining Lot Owners or Developers. Without limiting the generality of the foregoing, such maintenance shall include the mowing of said Lot, the removal of any noxious weeds or other unsightly plant growth, and the removal of all trash, rubbish and debris from said Lot. Provided, that Coors shall not be obligated to mow or remove any natural flora (other than noxious weeds) growing on the Lot legally described on Exhibit "D" attached hereto 5 4 LandscapinQ. Every Lot on which a building (other than a Coors Lake Structure) has been erected shall be landscaped and maintained thereafter in a sightly and well kept condition according to the following: a. All street and side setback areas as required by local law, with the exception of drainage areas, driveways, sidewalks, other walkways and parking areas shall be used exclusively for the planting and growing of trees, shrubs, lawns and other ground covering or material as approved by the Developers under Section 4 1 hereof. b The Lot Owner shall landscape and maintain unpaved areas between the street curb line and the property line adjoining any street. If said landscaping is not properly maintained in the reasonable opinion of either Developer, such Developer may, after not less than seven (7) calendar days' notice to the Lot Owner, undertake such maintenance as may be necessary, at the expense of the Lot Owner. c. Landscaping, as approved by the Developers under Section 4 1 above, shall be installed within ninety (90) days of occupancy or completion of the building, whichever occurs first, subject to reasonable extension due to delays caused by adverse weather d All unused and non-landscaped land area that is planned for future building expansion or other purposes shall be maintained and kept free of weeds, other unsightly plant growth, rubbish and debris 55 Taxes and Assessments. The Owners of the Lots shall payor cause to be paid, prior to delinquency, directly to the appropriate taxing authorities all real property taxes and assessments which are levied and assessed against their respective Lots 6 Exhihit C 273090 4 ARTICLE 6 VARIANCES, AMENDMENTS AND TERMINATION 6 1 Amendments and Terminations. This Declaration may be amended or terminated by written instrument, duly recorded in the office where this Declaration is recorded and properly executed by the then Owners of 70% of the total area within the Property; provided, however, no amendment to this Declaration which places any new restrictions on any Lot, or otherwise materially adversely affects the rights or materially increases the obligation of the Owner of any Lot, shall be effective against any such Lot unless the Owner of such Lot executes the written instrument which is recorded to effectuate such amendment. It shall not be necessary for the Developers to be a party to any such written instrument. 6.2 Variances Variances from the restrictions set forth in this Declaration may be granted by written instrument, duly recorded in the office where this Declaration is recorded and properly executed by the then Owners of 70% of the total area within the Property. ARTICLE 7 EMINENT DOMAIN Nothing herein shall be construed to give the Developers or the Owner of any Lot any interest in any award or payment made to any other Owner in connection with any exercise of eminent domain or transfer in lieu thereof affecting another Owner's Lot or granting the public or any government any rights in such Lot. ARTICLE 8 MISCELLANEOUS 8.1 Waiver of Default. No waiver of any default by either Developer or any Owner will be implied from the failure by either Developer or any other Owner to take any action in respect of such default. No express waiver of any default will affect any default or extend any period of time for performance other than as specified in such express waiver One or more waivers of any default in the performance of any provision of this Declaration will not be deemed a waiver of any subsequent default in the performance of the same provision or any other provision. The consent to or approval of any act or request by either Developer or any Owner will not be deemed to waive or render unnecessary the consent to or approval of any subsequent similar act or request. The rights and remedies provided by this Declaration are cumulative and no right or remedy will be exclusive of any other, or of any other right or remedy at law or in equity which any Owner might otherwise have by virtue of a default under this Declaration, and the exercise of any right or remedy by any Owner will not impair such Owner's standing to exercise any other right or remedy 8.2 No Partnership Nothing contained in this Declaration and no action by the Owner of any Lot will be deemed or construed by any Owner or by any third person to create the relationship of principal and agent, or a partnership, or a joint venture, or any association between or among any of the Owners of any of the Lots 7 Exhibit C 273090 4 83 Severability, If any provision of this Declaration is, to any extent, declared by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Declaration (or the application of such provision to persons or circumstances other than those in respect of which the determination of invalidity or unenforceability was made) will not be affected thereby and each provision of this Declaration will be valid and enforceable to the fullest extent permitted by law 8 4 GoverninQ Law This Declaration will be construed in accordance with the laws of the State of Colorado 8 5 Captions. The captions of the paragraphs of this Declaration are for convenience only and are not intended to affect the interpretation or construction of the provisions herein contained 8 6 Time. Except as otherwise provided in this Declaration, time is of the essence [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] 8 Exhibit C 273090 4 IN WITNESS WHEREOF, the parties hereto have executed this Declaration as of the day and year first above written. CABELA'S RETAIL, INC , a Nebraska corporation, Developer By' Its; ST ATE OF NEBRASKA ) ) ss COUNTY OF CHEYENNE) The foregoing Declaration of Covenants and Restrictions was acknowledged before me this _ day of ,200_, by ,(title) of Cabela's Retail, Inc., a Nebraska corporation, for and on behalf of said corporation COORS BREWING COMPANY, a Colorado corporation By' Its: STATE OF COLORADO ) ) ss COUNTY OF JEFFERSON) The foregoing Declaration of Covenants and Restrictions was acknowledged before me this _ day of ,200_, by ,(title), of Coors Brewing Company, a Colorado corporation, for and on behalf of said corporation Notary Public THIS INSTRUMENT WAS DRAFTED BY Kaley Jessen P C A Limitt:d Liability Organization 1125 South 103 Street, Suite 800 Omaha, NE 68124 (402) 390-9500 9 Exhibit C 273090 4 Exhibit" A" Cabela's Property LEGAL DESCRIPTION OF PARCELS 1-2 10 Exhibit C 273090 4 Exhibit "B" Coors Property LEGAL DESCRIPTION OF PARCElS 3-5 11 Exhibit C 273090 4 Exhibit "C" Cabela's Lot LEGAL DESCRIPTION OF CABELA'S LOT 12 Exhibit C 273090 4 273090.4 EXHIBIT D Tax Rates of Comparable Cities Sales Tax and Public Improvement Fee Comparative Analysis (Effective January 1, 2005) Public Regional Scientific and Football City Improvement County Transportation Cultural Stadium State Facilities Fee District District District Arvada (Adams County) 3.21 000 070 1.00 0.10 010 2.90 Arvada (Jefferson County) 3.21 0.00 0.50 1.00 0.10 0.10 2.90 Aurora (Arapahoe County) 3.75 0.00 0.25 100 0.10 010 2.90 Aurora (Adams County) 3.75 0.00 0.70 1.00 010 0.10 2.90 Boulder 3.41 0.00 0.65 1.00 0.10 0.10 2.90 Boulder (Food Service) 3.56 000 065 100 010 010 2.90 Brighton (Adams County) 3.75 0.00 0.70 1.00 0.10 0.10 2.90 Brighton (Weld County) 3.75 000 0.00 0.00 0.00 0.00 2.90 Broomfield City and County 4.15 0.00 NA 1.00 0.10 010 2.90 Broomfield Flatiron' 415 0.20 NA 1.00 010 0.10 2.90 Castle Rock 360 0.00 1.00 100 0.10 0.10 2.90 Commerce City 3.50 000 0.70 1.00 0.10 010 2.90 Denver City and County 350 0.00 NA 1.00 0.10 0.10 2.90 Denver (Food and Liquor)' 400 0.00 NA 1.00 0.10 0.10 2.90 Douglas County (Park Meadows) 0.00 0.00 100 1.00 0.00 010 2.90 Englewood 350 0.00 0.25 1.00 010 0.10 2.90 Fort Collins 300 0.00 0.80 0.00 0.00 0.00 2.90 Golden 3.00 0.00 050 100 0.10 010 2.90 Greeley 3.30 000 0.00 0.00 0.00 000 2.90 Greenwood Village 3.00 0.00 0.25 100 0.10 0.10 2.90 Lakewood 2.00 0.00 0.50 1.00 010 010 2.90 Lakewood Bel mar' 100 2.50 050 100 0.10 010 2.90 Lakewood Colorado Mills' 2.00 140 0.50 1.00 010 010 2.90 Littleton (Arapahoe County) 3.00 0.00 0.25 1.00 0.10 010 2.90 Littleton (Douglas County) 3.00 0.00 100 100 010 0.10 2.90 Littleton (Jefferson County) 3.00 0.00 0.50 100 010 0.10 2.90 Lone Tree 1 50 000 1.00 1.00 010 010 2.90 Longmont 2.95 0.00 055 100 0.10 0.10 2.90 Louisville 3.38 000 0.55 1.00 010 010 2.90 Loveland 3.00 0.00 0.80 0.00 0.00 0.00 2.90 Northglenn (Adams) 4.00 0.00 070 100 0.10 010 2.90 Parker 3.00 0.00 1.00 1.00 010 010 2.90 Superior 346 000 0.55 1.00 010 010 2.90 Thornton 3.75 0.00 0.70 100 010 0.10 2.90 Westminster (Adams County) 385 0.00 0.70 1.00 010 010 2.90 Westminster (Jefferson County) 3.85 000 0.50 1.00 0.10 0.10 2.90 Wheat Ridge 3.00 0.00 0.50 1.00 010 010 2.90 Wheat Rid e Cabela's' 2.10 140 0.50 1.00 0.10 010 2.90 Avera e 1 Flatiron Improvement District 2. Sale of food and beverage for immediate consumption and liquor stores 3 Plaza Metropolitan District No.1, 1 % safes tax waived 4 Elk VaHey Public Improvement Corporation S Proposed Metropolitan District, with a waiver of 0.9% sales tax being shown while the City shares 1 1% sales tax to pay the Shared Sales Tax Revenue Bonds and collects 1 0% sales tax for the City The City shall collect 2.0% and waive 1 0% of its sales tax after the Shared Sales Tax Re\lenue Bonds are paid (or expire). After the Public Improvement Fee Revenue Bonds are paid (or expire), the City will collect 3.0% (or the City's then current sales tax rate) and waive 0.0% of its sales tax 27 3090 4 EXHIBIT E Public Improvements Funded with Shared Sales Tax Revenue Bonds Exhibit E Public Improvements Funded with Shared Sales Tax Revenue Bonds Site Costs Off-Site Work Public Roadways I 32nd Ave. and 1-70 2 40lh Ave. Underpass 3 1-70 east ramp - Y oungfield 4 32nd Ave. wesl 5 32nd Ave. east 6 32nd - Y oungfield intersection 7 40th - Y oungfield intersection 8 McIntyre Intersection (roundaboul) 9 Bridge over Clear Creek 10 McIntyre Extension Road 1 I Coors Extension Road 12 32nd - Entry Road intersection \3 Entry Road Other Improvements Trails - 32nd to Clear Creek On-Site Work Excavation 1 Fill Public Roadways $ Roadways Cabela's Drive $ Traffic signals $ Subgrade Prep $ 40th Ave. Exlension $ Street lighting $ Landscape & Irrigation $ Infrastructure Stonn sewer $ Site Cost Contingency $ Soft Costs Engineering $ Civil Engineer Surveying Geotechnical Engineer Traffic Engineer Environmental Engineer Materials Testing/Inspections Project Management Project One $ Cabela's PM - site $ Financial & Legal City of Wheat Ridge $ Real estate legal - Gorsuch Real estate consulting - Deepwater Engineering services Soft Cost Contingency $ ITotal $ $ 3,500,000 $ 3, I 82,000 $ 300,000 $ 300,000 $ 300,000 $ 900,000 $ $ 1,500,000 $ 860,129 $ 546,000 $ 387,500 $ 300,000 $ 300,000 $ 475,000 301,301 935,000 525,000 75,000 90,000 200,000 342,257 100,000 1,156,439 770,959 mc mc mc mc mc mc 33 I ,5] 3 165,756 235,000 me inc inc 49,371 18,128,224 I ~ 2004 Deepwater Point Company DEPARTMENT OF TRANSPORTATION LJ COpy STATE OF COLORADO ~ Region 6 2000 South Holly Street Denver. CO 80222 (303) 757-9459 (303) 757-9073 FAX l>IP>JIIMJ"'J()IIRA.~IIlI"'IIt}N March 14, 2006 Mr. Jack Hoopes, President Applewood Property Owners Association For Clear Creek Valley Neighborhood Council Dear Mr Hoopes: Thank you for your letter dated February 16, 2006 regarding the Wheat Ridge 1-70 at 3200 Avenue Environmental Assessement. We appreciate your concerns and hope this letter helps address them. As you are aware, our commitment to the Clear Creek Valley Neighborhood Cowncil (CCVNC) includes an on-going series of meetings with the CCVNC regarding your issues. These meetings were at the request of the CCVNC, and have continued based on receipt of your agenda items for these meetings. At our last meeting with your group in Janurary of 2006, we addressed many of your concerns included in this letter As a follow up to your concerns at that meeting, Jane Hann and the consultant, Felsburg, Holt and Ullevig (FHU) agreed to a "trails meeting" that subsequently happened on January 27tn Wheat Ridge, Coors and Jefferson County were present at that meeting as well. All of the items you present in your letter here were addressed at that meeting, including safety, surfaces of the trail, access, connectivity, access and aesthetics. Your concerns here also address sidewalks and pedestrian movements. These were discussed thoroughly at that meeting as well. We understood that all your comments were heard and were addressed by the team. The 26tn Avenue Pedestrian Bridge was discussed at the last public open house and a survey was taken on the usage. This bridge is still used today and therefore has continued to be a part of the Proposed Action in the EA. Although your written comments are apprecited, we believe we have addressed your concerns in our working group with the CCVNC and through the additional meetings that happened after the last CCVNC meeting with COOT. Please continue to give us agenda items as you deem necessary so that we can address these for you. Sincerely, if(l#(JJlL ~bt:- Pamela Hutton, P E. Region 6 Transportation Director People Respect Integ rity Customer Service Excellence Mr Jack Hoopes March 14, 2006 Page 2 of 2 cc: Flora Andrus - Fairmont Improvement Assoc Edna Miklos - Applewood Business Assoc. Barbara Barry - Applewood Valley Assoc Jean Osborne - Daniels-Welchester Homeowner's Assoc U S. Senator Wayne Allard Mayor Charles Barach, Golden State Representative Betty Boyd Mike Callahan - Cabela's Jim Congrove - Jefferson County Commissioner Chris Fasching - FHU Mike Gaughan - MGA Communications State Representative Gwyn Green Mayor John Hickenlooper - Denver Neil Jacquet - CoorsIMolson Dave Kuehn - Prospect Recreation & Park District Jim Moore - Jefferson County Administrator Dave Auburn - Jefferson County Commissioner U S. Congressman Bob Beauprez Mayor Steve Burkholder - Lakewood Chris Chamberlin - MGA Communications Mayor Jerry DiTullio - Wheat Ridge Mayor Ken Fellman - Arvada Preston Gibson - Jefferson Economic Council State Representative Cheri Jahn State Senator Moe Keller J. Kevin McCasky - Jefferson County Commissioner Nanette Neelan - Assistant Jefferson County Administrator Mark Neinhueser - Cabela's Tom Norton - COOT Executive Director Governor Bill Owens Mayor Robert Prewitt - Edgewater Bill Skewes - Governor's Aide Greg Stevinson - Denver West Metropolitan District Randy Young - Wheat Ridge City Manager Joe Jehn - Transportation Commissioner Wheat Ridge Board & Commission Members David Nicol - FHWA Mr Rick O'Donnell Ed Perlmutter, Esq. Mike Rock - City of Lakewood Jennifer Schaufele - DRCOG Ron Speral- FHWA U S. Congressman Mark Udall Mayor Betty Van Harte - Mountain View Lakewood City Council Wheat Ridge City Council People Respect Integrity Customer Service Excellence PROSPECT RECREATION & PARK DISTRICT 4198 Xenon St, Wheat Ridge, CO-S0033 . 303424.2346" Fax 303 424 4066 August 18,2005 r'- . ; ,)Istribuled 10: Council: 'lS' Jale: '!/Jilfi/O~- Mayor: v City Clerk: v City Mgr: ...- City Treas; City Atty: ./ Oept Heads: '" t .'^ -=--::-.--.-. - - --- .~-_... .~ Nanette Neelan AssIstant County Admmistrator and TransportatIOn Director 100 Jefferson County Parkway Suite 5537 Golden, CO 80419 Dear Ms. Neelan, I was recently invIted to attend the CIty of Wheat Ridge/Cabela's open house on August 17, 2005, regardmg the 1_70/32nd A venue transportatIOn improvements. ThIs has been a long, drawn out process, and to this point Prospect Recreation & Park District (PRPD) has not commented publJcly regarding the traffic plan. As the traftic consultants have narrowed the list of traffic Improvements to three alternatIves, PRPD now feels obligated to comment on the traffic plan. PRPD's office and mamtenance facihty IS located at the mtersection of 42nd and Xenon Street, withm Wheat Ridge cIty hmlts. In the current configuratIOns of Y oungfield and 44t\ access from our faClhty to Y oungfield or 44th IS problematIC at best and nearly Impossible at certam tImes of the day The sItuation IS further exacerbated If a left hand turn onto eIther of these roads IS attempted. These comments are echoed by the other bus messes and resIdents m thIS area. Consldenng the number of vehicle tnps per day mto thIS nev. development, and the proposed Improvements to Y oungfield, and 44th A venue detailed at the August 17'h meetmg I see a potentially dangerous scenano developmg for the resIdents, bus messes, vendors, and customers who will need to enter/leave this area. It is ImperatlVe that PRPD have reasonable and safe access from the 42nd and Xenon area. PRPD has a responsibiltty to proVIde emergency response to ItS parks and facilities. Response tIme could be adversely affected if access IS roor due to anticipated traffic loads. SlgnalJzatIon of the 42nd and Youngfield, or 44' and Xenon mtersection is a potential ~olLltion. The 42nJ and Y oungtield intersectIOn IS obVIOusly the most feasible option. Serving the Communities of Applewood & Fairmount since 1955 www.prospectdistrict.org 2, Alternative #2 of the 3 transportation improvements details a new interchange and access just east of 44th and Indiana St. PRPD's Arapahoe Park will be clearly wIthin the line of sIght of travelers who access this new Interchange as the Northern gateway into the Cabela's development. Cabela's customers are well known for their long dIstance pilgnmages to theJf retml outlets. Arapahoe Park wdl be a very Inviting oasis for the patrons of Cabela's. While PRPD likes to see use of our parks, I must consider the probable impacts (nOIse/pollutIOn/above average wear and tear) to Arapahoe Park from the inevitable mflux of users. The Impacts of this inevitable use would be tolerable if there were some sort of mItigation possible to alleviate these certam impacts to Arapahoe Park. Irregardless, of which alternative or combination thereof is chosen, PRPD and its public facilitIes will be shouldered with a burden it cannot derive any benefit from. Considermg what I have mentioned in #2 above, I find myself in a strange SItuation advocating for Alternative #2. AlternatIves #1 and #3 would have a far more detrimental impact on the commumtles of Applewood, Fairmount, and PRPD as a whole This development is a great opportunity for Jefferson County, and should not be dIscouraged. I look forward to dlscussmg these issues with you. Kind Regards, OC<C~ j Dave Kuehn DIstrict Manager Cc: Pam Hutton, CDOT Wheat RIdge CIty Council Mayor Cerveny, City of Wheat Ridge Randy Young, CIty of Wheat Ridge Kevin Rhodes, Cabela's Neil Jaquet, Coors Brewing Company CITY OF WHEAT RIDGE CABELA'S ECONOMIC IMPACT ANALYSIS AGREEMENT THIS AGREEMENT made this \ 2- of:),... day of JULY 2005, by and between the City of Wheat Ridge, Colorado, hereinafter referred to as the "City" or "Owner" and KING & ASSOCIATES, INC., 730 M01llACO PARKWAY, DENVER, CO 80220, a Colorado Corporation, hereinafter referred to as the "Consultant" WITNESSETH, that the City of Wheat Ridge and the Consultant agree as follows: ARTICLE 1 - SERVICES The Consultant shall serve as the City's Consultant and provide as a minimum all of the professional services necessary for completion of the CABELA ECONOMIC IMPACT ANALYSIS, as more fully described in the Exhibit A, PROPOSAL, attached hereto and incorporated herein by reference. ARTICLE 2 - TERM The work to be performed under this Agreement shall commence promptly after receipt of a fully executed copy of this Agreement to the extent that the Consultant has been authorized to proceed by the City Completion shall be within six weeks of the date of this agreement or by AUGUST 22, 2005. The City may upon mutual written agreement by the parties, extend the time of completion of services to be performed by the Consultant. ARTICLE 3 - PAYMENT AND FEE SCHEDULE It is understood and agreed by and between the parties hereto, that the City shall pay the Consultant for services provided and the Consultant shall accept a not to exceed amount of $18,500 - 23,500.00 as full payment for such services. A. Invoices Invoices will be submitted by the Consultant monthly for services performed and expenses incurred pursuant to this Agreement during the prior month. The processing of payment will be expedited by the Treasurer's Office through proper accounting procedures. Payment will be made to the Consultant within thirty (30) days of the receipt of the approved invoices for services rendered. B Fundinq 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 - INDEPENDENT CONTRACTOR In performing the work under this Agreement, the Consultant acts as an independent contractor and is solely responsible for necessary and adequate worker's compensation insurance, person injury and property damage insurance, as well as errors and omissions insurance. The Consultant, as an independent contractor, is obligated to pay federal and state income tax on monies earned. The personnel employed by the Consultant are not and shall not become employees, agents or servants of the City because of the performance of any work by this agreement. The Consultant warrants that it has not employed or retained any company or person, other than a bonafide 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 Consultant, 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 5 - INSURANCE In accordance with Article 4 above, the Consultant shall furnish a certificate of insurance upon notification of award and prior to performance. Work shall not commence under this Agreement until the Consultant 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 Standard Workers' Compensation & Employers' Liability Including Occupations Disease Coverage Statutory in conformance with the compensation laws of the State of Colorado Comprehensive General Liability Insurance $250,000 each person, $2,000,000 each occurrence Comprehensive Automobile $250,000 each person, All policies andlor Certificates of Insurance shall include the City of Wheat Ridge as an additional named insured. 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, C R.S., as amended. ARTICLE 6 -INDEMNIFICATION The Consultant agrees to indemnify and to hold the City and its agents 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 as a result of the negligent performance or failure of the Consultant to provide services pursuant to the terms of this Agreement. ARTICLE 7 - CHANGE ORDERS OR EXTENSIONS The City may, from time to time, require changes in the scope of services of the Consultant to be performed herein. Such changes, including any increase or decrease in the amount of the Consultant's compensation, must be mutually agreed upon in writing by the City and the Consultant. The Consultant shall be compensated for all authorized changes in services, pursuant to the Request for Proposal, or if no provision exists, pursuant to the terms of the Change Order ARTICLE 8 - EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall not discriminate against any employee or applicant for employment because of age, race, color, religion, sex, or national origin. The Consultant shall adhere to acceptable affirmative action guidelines in selecting employees and shall ensure that employees are treated equally during employment, without regard to their 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 payor other forms of compensation, and selection for training, including apprenticeship. The Consultant 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 Consultant 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. C"IDocuments and Settingslpgoff\Local SettingslTemporary Internet I21eslOLK5FICabela Economic Impact Analysis- King Associates.DOC ARTICLE 9 - CHARTER. LAWS AND ORDINANCES The Consultant 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 10 - 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 11 - TERMINATION The Consultant 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 Consultant 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 consultant will be paid for all work and expenses incurred up until the time of such termination. All work accomplished by the Consultant 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 12 - NOTICES Any notice or communication given pursuant to this Agreement to the City shall be made in writing to. For the City: Randy Young, City Manager, 7500 W 29th Avenue, Wheat Ridge, CO 80033 Phone 303-235-2804 Fax 303-234-5924 For the Consultant: Charles King, 730 Monaco Parkway, Denver, CO 80220 Phone 303-333-3834 Fax 303-333-4618 ARTICLE 13 - ASSIGNMENT AND SUBCONTRACTORS The duties and obligations of the Consultant 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 Consultant is responsible for all subcontracting arrangements and the delivery of services as set forth in this Agreement. The Consultant shall be responsible for the performance of any subconsultant. ARTICLE 14 - 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, and 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 15 -INTEGRATION OF UNDERSTANDINGS This Agreement is intended as the complete integration of all understandings between the parties. No prior or contemporaneous addition, deletion, or other amendment hereto shall have any force and affect whatsoever, unless embodied herein in writing. No subsequent novation, renewal, addition, deletion, or other amendment C'IDocuments and Settingslpgoft\Local SettingslTemporary Internet IjleslOLK5FICabcla Economic Impact Analysis- King Associates.DOC hereto shall have any force or effect unless embodied in writing and signed by an authorized representative of the City and the Consultant. ARTICLE 16 - 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, 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 written above. OWNER ATTEST TO OWNER: ~r1rtA/ - M ANDERSON, CITY CLERK (Seal) MANAGER CONSULTANT (SEAL) KING & ASSOCIATES, INC. 730 MONACO PARKWAY DENVER, CO 80220 ,,/ //? ., / cSu.~ NAME TITL~ DAT/t'(j' 5/ E lL-J /-r;~ , C~,~It~ C.. ) PRINT NAME ~~ i ~ )C,)/ ATTEST TO CONSULTANT 2/;7Js TITLE ,\~ DATE / I (------ "I 7 ~ L-\...-) . l~ ') C'\Documents and Settings\pgoff\Local Settings\Temporary Internet Ejlcs\OLK5F\Cabela Economic Impact Analysis- King Associates.DOC EXHIBIT A King & Associates, Inc. Strategic planning and economic analysis PROPOSAL FOR PROFESSIONAL PLANNING AND ECONOMIC SERVICES TO: City of Wheat Ridge FROM: King & Associates, Inc. DATE: July 12, 2005 FOR: Cabela's Economic Impact Analysis, including Projections of Assessed Value and Sales Tax OBJECTIVE: King & Associates, Inc. will prepare an economic impact analysis for the proposed Cabela's project, located in the City of Wheat Ridge on the southeast quadrant of the intersection of State Highway 58 and 1-70 SCOPE OF SERVICES Task 1: Project Scoping and Preliminary Review King & Associates, Inc. will review information provided by the City of Wheat Ridge and Cabela's and make a preliminary assessment of project timing, absorption and land use mix. Initial development expectations total about 61 1,000 square feet, including a 230,000 sq. ft. Cabela's, 225,000 sq. ft. of additional retail. 100,00 square feet of other retail, a hotel and a 56,000 sq. ft. museum. Available data sources, competing project data and other materials will be reviewed and a project scoping meeting will be held with the City as an introduction to the assignment. The product will be a memorandum and/or subsequent meeting to refine the information to be gathered and extent of Tasks 2 and 3 Task 2: Trade Area Review and Absorption Forecast King & Associates, Inc. will complete only limited market research for the project's trade area and use this information to adjust absorption for the Cabela's project for Task 3 The analysis will also consider competitive commercial development within the trade area. The goal of Task 2 is to prepare an absorption forecast for undeveloped portions of the project and use the information to assist in financing future infrastructure. This task will not include an analysis of market supply and demand information for commercial real estate, nor focus on influencing factors such as employment, demographics and development trends in metro Denver as well as the project trade area. It is assumed that the client and Cabela's will furnish available data including, historical information on other developments, information on competitive projects, copies of existing site plans and any other available market information. 730 Monaco Parkway Denver, Colorado 80220-6041 303.333 3834 303 333.4618 (fax) King & Associates, Inc. Strategic planning and economic analysis Task 3: Economic Impact Analysis King & Associates, Inc. will complete an economic impact analysis for the project's trade area and use assumed development program information to project absorption for the Cabela's project. Projected development includes retail and hotel commercial uses, but probably not dwelling units. The analysis will consider competitive commercial development within the trade area, but a full market analysis will not be produced as a part of this scope. King & Associates, Inc. will use the current (200S) Wheat Ridge budget and 2004 CAFR information to determine what costs and revenues will be incurred by the City if the project is built. Average per capita costs will be gathered for capital and operating expenditures. One time and on-going revenue sources from the project will be examined including: . property tax revenue . building permit fees . development fees, if applicable . any other relevant revenues . sales tax revenues Fiscal impacts on Jefferson County, the State of Colorado and a (future) metropolitan district will be forecast. Employment and multiplier effects will be considered. This task will utilize the absorption schedule as the basis for an assessed value and sales tax forecast for the Cabela's project, including other retail. The assessed value forecast will be based on the value of commercial space (by category; retail, office, etc.) and any other taxable improvements planned. The forecast will be based on appraisal and assessment practices in Jefferson County A spreadsheet will be constructed to compare net project revenues and costs and will generate a fiscal impact model. This forecast can be manipulated to reflect any changes in absorption, valuation or other variables which may be requested by the client, investment banker or other project team member in preparation of the final report for the project. It is assumed that the City will furnish sales tax collection information on existing businesses or classes of businesses. King & Associates, Inc. will not release any detailed information on the project to other parties without specific authorization. Timeframe, Budl!et and Product: The work product will be a detailed report with accompanying tables, charts, graphs, spreadsheets, map of the project trade area and clearly explained conclusions on fiscal impacts that can be communicated to decision makers. A draft of the report will be produced four (4) weeks after the initial scoping meeting in Task I 12 final bound reports will be provided, along with the report on CD 730 Monaco Parkway Denver, Colorado 80220-6041 303.333 3834 303.3334618 (fax) King & Associates, Inc. Strategic planning and economic analysis Task I will take one week and can be initiated after authorization to proceed and the advance are received. Tasks 2 and 3 can be accomplished within four weeks after the initial meeting in Task 1 is held. A final report will take another week after the draft is reviewed. The budget to complete the work is as follows: Task 1 - Project Scoping and Initial Review Task 2 Trade Area Review and Absorption Forecast Task 3 - Economic Impact Analysis $2,000 $1,500 $15,000-$20,00 Total Project Not To Exceed. $18,500 to $23,500 Total time for the project is estimated to be five to six weeks from contract signing and receipt of advance to completion. 730 Monaco Parkway Denver, Colorado 80220-6041 303.333.3834 303.3334618 (fax) King & Associates, Inc. Strategic planning and economic analysis AGREEMENT FOR PROFESSIONAL PLANNING & ECONOMIC SERVICES Between: City of Wheat Ridge And: King & Associates, Inc. For: Cabela's Economic Impact Analysis, including Projections of Assessed Value and Sales Tax Objective: King & Associates, Inc. will prepare an economic impact analysis and absorption forecast for the proposed Cabela' s project, located in the City of Wheat Ridge on the southeast quadrant of the intersection of State Highway 58 and 1-70. Date: July 12, 2005 Budget/Fees: Task I - Project Scoping and Initial Review Task 2 - Trade Area Review and Absorption Forecast Task 3 - Economic Impact Analysis Total Not to Exceed $2,000 $1,500 $15,000-$20,000 $ I 8,500-23,500 Advance: $ 3,000 Hourlv rates for Kin!!: & Associates, Inc.: Charles King $195, Expert Testimony, Court Appearances - $250 Associates: Ted Kamp $90, Bruce Martin $90, Suzanne King $75 and Clair Howell $35 Direct Expenses: All other expenses for printing, reproduction, telephone, photocopying, travel, etc., are in addition to labor charges and are charged at actual cost. Mileage charged at 0.28/mile. Authorization to Proceed: Services covered by this authorization shall be performed in accordance with provisions stated in the attached Exhibit A. The project can only begin after receipt of advance. Invoices will be submitted on a monthly basis and are due and payable within 30 days. Ifpayment is not made within thirty (30) days of the invoice date, work may be suspended until payment has been received. This fee estimate is subject to revision if the project entails more time than estimated or if problems are encountered that are unforeseeable at the commencement of the project. In this event, we will discuss the matter with you so that a mutually acceptable revision may be made. If the time spent on this project is less than estimated, we will bill you a lesser amount. Approved by Client: Date: Approved by King & Associates, Inc. Date: 730 Monaco Parkway Denver, Colorado 80220-6041 303.333.3834 303.3334618 (fax) King & Associates, Inc. Strategic planning and economic analysis EXHIBIT A ATTACHED TO PROFESSIONAL PLANNING SERVICES AGREEMENT BY AND BETWEEN KING & ASSOCIATES, INC. AND CLIENT The terms and conditions contained in this Exhibit are attached to the referenced Agreement and are incorporated therein. Payment: Should the Agreement provide for an advance fee, it shall be payable upon the execution of the Agreement. Invoices for services, rendered and for costs and expenses will be submitted on a monthly basis. Final payment for all services and for all costs and expenses shall be due upon completion of the work contemplated by the Agreement. Advances received by King & Associates, Inc. will be deducted from the first billing. Invoices are due and payable upon receipt. Should payment not be made within thirty (30) days of the invoice date, the amount unpaid shall bear service charges at the rate of I % per month commencing thirty (30) days from the statement date. Ifpayment is not made within thirty (30) days of the invoice date, work may be suspended until payment has been received. Arbitration: In the event of any dispute arising under the terms of this Agreement or in the event of nonpayment and the matter is turned over to another party for collection, the party prevailing in such dispute or action shall be entitled, in addition to other damages or costs, to receive reasonable attorneys' fees and court costs from the other party Fees shall be awarded and paid whether such dispute is settled through litigation, arbitration, or through amicable settlement. Termination: This Agreement may be terminated without cause by either party by written notice from one party to the other at least seven (7) days prior to termination. Upon termination, payment will be made to King & Associates, Inc. as covered above for all services authorized and performed, plus reimbursable expenses up to the date of termination. Limitation of Liabilitv: The Client agrees to limit King & Associates, Inc.'s liability for any cause or combination of causes in aggregate, to an amount no greater than the fee earned. 730 Monaco Parkway Denver, Colorado 80220-6041 303.333 3834 303.3334618 (fax) CERTIFICATE OF INSURANCE This certifies that [8] STATE FARM FIRE AND CASUALTY COMPANY, Bloomington, Illinois D STATE FARM GENERAL INSURANCE COMPANY, Bloomington, Illinois insures the following policyholder for the coverages indicated below' Name of policyholder Kinq & Associates, Inc Address of policyholder 730 Monaco Parkway Denver, CO 80220 Location of operations Colorado Description of operations Consul t inq The policies listed below have been issued to the policyholder for the policy periods shown The insurance described in these policies is subject to all the terms exclusions, and conditions of Ihose policies. The limits of liability shown may have been reduced by anv paid claims. POLICY NUMBER TYPE OF INSURANCE POLICY PERIOD LIMITS OF LIABILITY Effective Date Expiration Date (at beginning of policy period) Comprehensive BODILY INJURY AND 96 - EV - 2 7 0 9 - 2 Business Liability 05/31/05 05/31/06 PROPERTY DAMAGE This insurance includes: o Products - Completed Operations I [8] Contractual Liability o Underground Hazard Coverage Each Occurrence $1,000,000 [8] Personal Injury [8] Advertising Injury General Aggregate $2,000,000 o Explosion Hazard Coverage Products - Completed o Collapse Hazard Coverage Operations Aggregate $ Exclusion o General Aggregate Limit applies to each project 0 0 EXCESS LIABILITY POLICY PERIOD BODILY INJURY AND PROPERTY DAMAGE Effective Date Expiration Date (Combined Single Limit) o Umbrella Each Occurrence $ o Other Aqq req ate $ Part 1 STATUTORY Part 2 BODILY INJURY 96 -84 -5768 - 8 Workers' Compensation 07/03/05 07/03/06 and Employers Liability Each Accident $100,000 Disease Each Employee $100,000 Disease - Policv Limit $ 500 000 POLICY NUMBER TYPE OF INSURANCE POLICY PERIOD LIMITS OF LIABILITY Effective Date Expiration Date (at beginning of policy period) 3105077C2106 Automobile 03/21/05 09/21/05 1 000 000 i JUL 1 .. 2005 If any of the described policies are canceled before its expiration date. State Farm will try to mail a written notice to the certificate holder 3 0 days before cancellation If, however, we fail to mail such notice, no obligation or liability will be imposed on State Farm or its agents or ,~epr~)ves. ru ;' .-, ! . , Name and Address of Certificate Holder City of Wheat Ridge 7500 W, 29th Ave Wheat Ridge, CO 80033 L t ~ '[ "- 558-994 a 2-90 Printed in U,S,A. Date