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HomeMy WebLinkAboutResolution 07, 2018CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 07 Series of 2018 TITLE: A RESOLUTION GRANTING APPROVAL TO THE LONGS PEAK METROPOLITAN DISTRICT TO INCLUDE ADDITIONAL PARCELS WITHIN ITS BOUNDARIES AND TO PROVIDE SERVICE TO THOSE PARCELS WHEREAS, The Wheat Ridge City Council approved the service plan for the Longs Peak Metropolitan District on March 13, 2006, and; WHEREAS, the District has requested that the City Council approve an amendment to that plan to permit the district to include additional parcels of real property within its boundaries and to provide service to those parcels; and; WHEREAS, the City. Cou~cil ti'ncis ·and determi~es ' there will be no financial impact to the City as a result of this setvice plan and boundary change. NOW THEREFORE BE rt R~SOLVED by the City Council; of the CitY of Wheat Ridge, Colorado, as follows: · · · · · · The amendment to the service plan of the Lorigs Peak Metropolitan District by the addition of certain parcels of real property within the boundaries of the District and the district's provision of service to those parcels, in the location shown on the attached Exhibit A, is hereby approved. Bud Starker, Mayor ATTEST: J EXHIBIT A Depiction of boundary addition [Attached] Pursuant to Section 3 .2 of the Intergovernmental Agreement between the City of Wheat Ridge ("City") and the Longs Peak Metropolitan District ("District") dated December 11, 2006, as amended, the City hereby provides its written approval for the District to include into its boundaries and/or provide services to the following parcels ("Parcels"): 1. Parcel ID 39-194-04-006 2. Parcel ID 39-194-04-007 3. Parcel ID 39-203-01-009 4. Parcel ID 39-203-01-008 5. Parcel ID 39-203-01-010 In addition, the City approves an expansion of the District's Service Area to include the "Addition to Service Area Boundary" as more or less depicted on the map attached to this correspondence as Exhibit A. LEGEND SERVICE ARE~ -• -I -BOUNDARY I 1 Current Service Area Boundary I Add•;on to Sen<<• A""' Bot•" ~ i .l I ,, d=~$ l,: .. r -LI ---~-. +-:,-~ ;-,_ I ·~ _/11·_-/ tJ-· 400 800 l SCAU 1"'; aoo· l SERVICE AREA BOUNDARY 1~ ~-- [ __ . ,, " . l -f ==--.. , ~~-ELA ---3.,,_.,. • OPINE I l ' ~-::.-::::-~I' ~~ ... ··· ~ .......... ,iii . ~· ""' ............... . ·~ ...... -- INTERGOVERNMENTAL AGREEMENT Between THE CITY OF WHEAT RIDGE, COLORADO and LONGS PEAK METROPOLITAN DISTRICT THIS AGREEMENT is effective the 11 day of December, 2006, by and between the CITY OF WHEAT RIDGE, a home rule city of the State of Colorado (the "City''), and LONGS PEAK METROPOLITAN DISTRICT, a quasi-municipal corporation and political subdivision of the State of Colorado (the "District"). The City and the District are collectively referred to as the Parties. RECITALS WHEREAS, the District was organized to furnish public infrastructure improvements, facilities and services in connection with the development of property annexed to the City as the "Cabela's/Coors/Salter Property Annexation" (the "Annexation") under an Annexation and Development Agreement dated December 20, 2004 among the City, Cabela's Retail Inc., a Nebraska corporation ("Cabela's") and Coors Brewing Company, a Colorado corporation ("Coors"), and amendments thereto (collectively the "Annexation Agreement"); and WHEREAS, the District is authorized to exercise powers in the District's Service Plan approved by the City on March 13, 2006 (the "Service Plan") and within its legal boundaries as now or hereafter constituted; and WHEREAS, the City and the District have determined it to be in the best interests of their taxpayers, residents and property owners to enter into this Intergovernmental Agreement ("Agreement11), which is referred to in the Service Plan as the "City IGA," to promote the coordinated development of the Annexation property as referenced in the Service Plan; NOW, THEREFORE, in consideration of the covenants and mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree: COVENANTS AND AGREEMENTS 1. City Land Use Powers Exclusive. The City shall have and exercise sole and exclusive jurisdiction over land use and building regulation (e.g., zoning, subdivision, building permit decisions) within the boundaries of the District subject to the provisions of the Annexation Agreement. The District shall take no action contrary to such decisions or orders of the City. District projects shall be subject to City regulatory authority as provided by state law, the Wheat Ridge Charter and Code of Laws, and covenants, conditions and restrictions imposed by the owners of the property included in the Annexation. 2. Definitions. Words and phrases not otherwise defined herein shall have the meaning ascribed to them in the Wheat Ridge Code of Laws. The following words and phrases shall have the meanings set forth below: ATTACHMENT 2 "Act" means the Special District Act, Colorado Revised Statutes §§32-1-101, et seq. "Bond Indentures" are the agreements entered into by the District and a Trustee providing terms for the issuance and repayment of the Bonds in accordance with the terms set forth in this Agreement. "Bonds" means the bonds issued by the District in accordance with the terms of the Act, consisting of both Tax-Free Bonds, to the greatest extent possible, and Taxable Bonds. "CDOT" means the Colorado Department of Transportation. "Cabela's" means Cabela's Retail, Inc., a Nebraska corporation, and its successors or assigns. "Cabela's Project" means, collectively, the construction and operation of the Cabela's Store and other buildings and facilities within the District designed to attract retailers to the City (the "Retail Center"). The term "Cabela's Project" includes parcels of land owned by Coors within the Property that may be developed in the future (collectively the "Coors Parcels''). The Cabela's Store, the Retail Center and the Coors Parcels constitute the "Cabela's Project," all as shown on Exhibit 1. "Cabela's Store" means an approximately 200,000 square foot retail facility on the Property to be constructed, owned and operated by Cabela's, and by the District as to any Public Facilities located therein. The term "Cabela's Store" does not include related parking facilities. "Coors" means Coors Brewing Company, a Colorado coiporation. "Property" means the area included within the legal boundaries of the District, as shown on Exhibit 1. "Public Facilities" are only those portions of the Property and the Cabela's Store that are owned by the District and are available and used primarily by the District and the public as museum and/ or public meeting spaces. Parking facilities, open space, trails, bicycle and pedestrian areas and ways are not Public Facilities. "Public Improvement Fee" has the meaning ascribed to it in Section 7. "Public Improvement Fee Bonds" has the meaning ascribed to it in Section 7. "Public Improvement Fee Improvements" are those Public Improvements listed on Exhibit 5, which is described in Section 4.1. "Public Improvements" are all of the facilities listed on the attached Exhibit 3 and include the Public Infrastructure, the Public Roadway Improvements and the Public Facilities. 11Public Infrastructure" includes park and recreation facilities, water, sanitation and utility lines and facilities, parking facilities, drainage improvements and other Public Improvements that are not included within Public Roadway Improvements or Public Facilities. "Public Roadway Improvements" include any access interchanges, ramp improvements, road 2 widening and other roads or streets deemed reasonably necessary to Un.prove public access to the Property and their design and construction. "Sales Tax Bonds" has the meaning ascribed to it in Section 6. "Sales Tax Improvements" means those Public Improvements listed on Exhibit 4, which is more fully described in Section 4.1. "Shared Sales Tax" has the meaning ascribed to it in Section 6.1. "Taxable Bonds" means the portion of the Bonds to be used for acquis1tton and/or construction of Public Improvements that do not qualify for funding by federal tax-exempt obligations under the Internal Revenue Code. The Taxable Bonds will have a maturity not to exceed forty (40) years, and will bear interest at a rate or rates consistent with the limits set forth in this Agreement. "Tax-Free Bonds" means the portion of the Bonds to be used for acqutsttlon and/or construction of Public Improvements that qualify for funding by federal tax-exempt obligations under the Intemal Revenue Code. The Tax-Free Bonds will have a maturity not to exceed twenty-five (25) years and shall bear interest at a rate or rates consistent with the limits set forth in this Agreement. "Trustee" means the trustee appointed to serve in such role in accordance with the Bond Indentures. "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. 3. Ch an ge in Boundaries: Service Area. 3.1 The District may include additional property within its legal boundaries if such property is located within the Service Area shown on the map attached as Exhibit 2, as the same . may be amended in writing by both Parties from time to time, without further approval or consent of the City, provided that such property is also within the corporate limits of the City. 3.2 Subject to applicable provisions of state law, if any person owning property in the Service Area petitions the City for annexation of such property, the City shall make it conditions of the annexation that (i) the petitioners will, within sixty (60) days after the effective date of the annexation, petition the District for inclusion into the legal boundaries of the District of any annexed property that is not included in the District at the time of annexation, (ii) that the property to be annexed shall be made subject to the Public Improvement Fee, and (iii) that the property to be annexed shall be made subject to all preexisting debt of the District. The District will in the exercise of its sound discretion use reasonable efforts consistent with law to include such property within its legal boundaries. The inclusion of property into the legal boundaries of the District, which property is then within the City but not within the Service Area, the exclusion of property from the District, and the furnishing of District services outside its legal boundaries shall be subject to the prior written approval of the City. In no event shall the District include into its legal boundaries any property not located within the corporate limits of the City at the time of inclusion. 3.3 Any change in the legal boundaries of the District that is consistent with this Section 3 shall not constitute a material modification of the Service Plan. 4. Construction of Public Improvements. 4.1 The District shall acquire, construct and/ or install all of the Public Improvements listed on Exhibit 4 attached hereto (the "Sales Tax Improvements"). The .District may in its discretion acquire, construct and install any or all of the Public Improvements shown on Exhibit 5 attached hereto (the ''Public Improvement Fee Improvements"). The District will design and bid construction contracts for, and account separately for all costs of design, construction and/ or acquisition and/ or installation of Sales Tax Improvements. The District shall provide the City with all invoices and supporting information, contemporaneously with payment of invoices for the Sales Tax Improvements, to enable the City to verify all costs related to such improvements. 4.2 The Parties will work in good faith with each other to ensure that all of the Public Improvements ate 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 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 Patties to fulfill their respective obligations in a timely manner under this Agreement. 4.3 The Patties shall exercise their regulatory powers to the fullest extent provided by law to require owners of Property to dedicate at no cost to the City, the District, or any other Operating Agency as defined in Section 5 below, as appropriate, those property interests owned by them which ate necessary to accommodate Public Improvements reasonably required to serve such Property. The Parties shall take any actions deemed reasonably necessary to construct the Public Roadway Improvements, including but not limited to the exercise of powers of eminent domain or condemnation (within the limits imposed by law) for right-of-way or easements. The District will reimburse the City for any and all costs incurred or expended by the City in connection with the acquisition of property interests necessary for Public Improvements, whether by eminent domain or otherwise, including process costs and consideration paid for property interests. Reimbursement shall be made in full within sixty (60) days after submitthl of the City's invoice for such expenses, or upon the initial issue of any Bonds, whichever occurs later. Such costs shall be made a part of the costs of construction funded by the Bonds. Concurrently with such reimbursement, the City will transfer and assign to the entity or agency that will own, operate and maintain the same as set forth on Exhibit 6 (the "Operating Agency"), the property interests acquired by it for which property interests the reimbursement is made. 4 4.4 The District's exercise of its discretion to acquire, construct and/ or install any or all Public Improvement Fee Itnprovements shown on Exhibit 5 shall be subject to the provisions of this Section 4.4. The maximum capital expenditure by the District for the construction of Public Facilities will be: (i) one hundred percent (100%) of the cost of Public Facilities that can be priced as individual expense items; and (ii) a pro-rata share of the cost of Public Facilities that are part of the condominium regime as declared on the Property, whereby the District would pay a percentage of such costs in an amount equal to the District's percentage ownership of said items in the condominium regime (which may vary, depending upon the items in question). The Public Facilities shall be av~ble for use by all residents of the City and members of the general public, as the District reasonably determines, subject to reasonable fees or charges, if any, as may be imposed by the District from time to time. The Public Facilities within the Cabela's Store shall be designated as a separate condominium unit and shall be deeded to and shall be owned, operated and maintained by the District. It is anticipated that the Public Facilities will be exempt from fill valorem taxation by virtue of ownership by the District. Any management agreement between the District and Cabela's for the Public Facilities shall be subject to prior review by the City. 4.5 40'h Avenue Underpass. The 40th Avenue Underpass is a Public Improvement and appears in the list of Public Improvements on Exhibit 4, as one of the "Sales Tax Itnprovements." Notwithstanding any pi:ovision of this Agreement to the contrary, the cost of design construction, construction inspection and contingency for the 40m Avenue Underpass shall be paid in the manner set forth in the Intergovernmental Agreement between the District and the Colorado Department of Transportation with respect to such construction. 4.6 Improvements to 44'h and Youngfield and 32ndAvenue. (a) Youngfield/44'h Avenue. The City shall construct and complete improvements to 44th Avenue/Youngfield, using City funds, prior to the issuance of the Certificate of Occupancy for the Cabela's Store. These improvements shall include widening Youngfield Street to four (4) lanes from 38th Avenue to 44m Avenue, including lane improvements on 44th Avenue from Youngfield Street to Ward Road to provide a double left turn southbound at Y oungfield. (b) 32nd Avenue. The City shall contribute Three Million Two Hundred Sixty Eight Thousand Dollars ($3,268,000) to the cost of construction of the improvements to 3znd Avenue, within thirty (30) days of receipt by the City of a contractor's invoice from the Metropolitan District for the same. 4.7 Reimbursement of CDOT Design. The parties acknowledge that CDOT will participate in the cost of design of certain Public Imp.tovements. The District shall reimburse the City for any portion of those costs paid to CDOT by the City. 4.8 O ther Public Imp rovements. The District will not, without the prior written approval of the City Council, in its sole and unfettered discretion, undertake the acquisition or construction of additional improvements not listed on Exhibit 3 or ts.ke any other action that would or might reasonably have a claim upon the Shared Sales Tax or Public Improvement Fee revenues, or that may prolong the time within which Bonds dependent upon such revenues will be paid. 5 5. Standards and Dedication for Operation and Maintenance. The District will dedicate all Public Improvements to the entity or agency that will own, operate and maintain them (the "Operating Agency"), as provided on Exhibit 6, upon completion of each such improvement All Public Improvements shall be constructed pursuant to the standards and specifications of the City. The District shall construct or insure construction of Public Improvements in accordance with the standards of the Operating Agency to which they are to be dedicated or conveyed. The requirements and process for dedication of each Public Improvement shall be governed by applicable rules and regulations of the relevant Operating Agency. All public street improvements shall be subject to the operational control and jurisdiction of the City as public streets and shall be fully available and accessible to all members of the public, subject to the ordinances and regulations of the City applicable generally to similar facilities throughout its corporate limits even if they are owned and maintained by the District. Cabela's and the District may enter into a management agreement under which Cabela's will assume certain responsibilities for maintenance, operation and improvement of the Public Facilities. 6. Shared Sales Tax: Sales Tax Bonds. Shared Use Ta.x. 6.1 As of January 1, 2006, the City assesses a sales tax at a rate of three percent (3%) pursuant to the provisions of Chapter 22 of the Wheat Ridge Code of Laws. The City's total sales tax revenues will increase as a result of the development of the Property. The City will share with the District a portion of the sales tax revenues from retail sales occurring within the District's boundaries for the purpose of paying debt service on the Sales Tax Bonds issued for the Sales Tax Improvements listed in Exhibit 4. The amount to be shared shall be that portion of the City's sales tax generated from retail sales within the District's boundaries at a rate of one and two-tenths percent (1.2%) of the amount of such retail sales (the "Shared Sales Tax") for a tenn which shall commence on the date the first Sales Tax Bonds are issued and expire on the earlier to occur of: (i) payment of all principal and interest on Bonds issued by the District to pay for the Sales Tax Improvements (the "Sales Tax Bonds") or (ii) on the last day of the year which is twenty-five (25) years after the date the first Sales Tax Bonds are issued. In no event shall the term of Shared Sales Tax extend later than twenty-five (25) years after the date of the first payment on Sales Tax Bonds. The term of the Shared Sales Tax established hereby is absolute and shall not be extended for any reason, including without limitation extension of the term of, or default in the payment of principal or interest on any Sales Tax Bonds. 6.2 The City's sales tax rate within the boundaries of the District shall not be reduced for any reason to a rate less than the rate of the Shared Sales Tax (1.2%). 6.3 The City will account separately for all of the Shared Sales Tax upon receipt and remit collected Shared Sales Tax to the District within thirty (30) days after receipt by the City. All remittances shall be made only from the Shared Sales Tax actually collected. Except as provided in Section 6.13 (Shared Use Tax), the City shall have no obligation to make payments to the District from any other revenue source. The City's obligations under this Section shall be litnited to remitting the Shared Sales Tax collected by it. The City shall not have any obligation to the Sales 6 Tax Bond holders for the collection of Shared Sales Tax Revenues, or for payment of the Sales Tax Bonds. 6.4 The City will enforce and collect sales taxes to be shared pursuant to this Section to the satne extent it does so outside the District's boundaries. 6.5 Withiti one hundred twenty (120) days after the end of each City fiscal year, the City shall deliver to the District a statistical report of all sales taxes received in such fiscal year from the sales within the District, classified to prevent the identification of a particular return or report unless a waiver of confidentiality has been obtained from any identified retailer. 6.6 The 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 infonnation 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 the District 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 fo.r which the District has alleged breach of this Agreement, the District may conduct an additional audit at its expense. 6.7 Within one hundred twenty (120) days after the end of each fiscal year the District shall provide the City with a full and complete accounting of the expenditure of all funds received by the District under the provisions of this Section 6 and Section 7 below during the previous fiscal year, in sufficient detail to enable the City to confirm that all expenditures were made for the putposes authorized by this Agreement. 6.8 Any payinents by the City under this Section are subject to annual appropriation 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. The City Manager or any other officer or einployee 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 City Council in each year this Agreement is in effect, amounts sufficient to pay the Shared Sales Taxes to the District, to the full extent that the City shall have received such amounts or reasonably anticipates receiving such amounts payable under this Agreement. If the City does not budget and appropriate sufficient funds for any payment, the City shall provide prompt written notice thereof to the District. 6.9 As of the date of this Agreement, the Parties believe that the Sales Tax Improvements will cost Twenty Two Million Dollars ($22,000,000) . Accordingly, the District shall be authorized to issue Sales Tax Bonds in an amount up to: (i) Twenty Two Million Two Hundred Fifty Thousand Dollars ($22,250,000) based on the current costs set forth in Exhibit 4 without any further approval required by the City on such amount; and (ii) up to an additional One Million Two Hundred Fifty Thousand Dalla.ts ($1,250,000) (fo:c a total of Twenty Three Million Five Hundred Thousand Dollars ($23,500,000) of Sales 7 Tax Bonds) if the City Council fu:st approves a resolution to authorize such additional debt, which action shall not be deemed a material modification of the Service Plan. Issuance of Sales Tax Bonds in an aggregate amount in excess of Twenty Three Million Five Hundred Thousand Dollars ($23,500,000) shall be a material modification of the Service Plan and shall not be undertaken unless and until such modification is approved by the City Council pursuant to §32-1-207, C.R.S. 6.10 All Sales Tax Bonds shall be Tax-Free Bonds and shall be issued upon terms, including interest rates and underwriter discount, that are consistent with and reflect market rates and conditions for bonds similar in character to the Sales Tax Bonds then being issued, at the time of their issue, and the tenn thereof shall not exceed twenty-five (25) years from the date the first Bonds are issued. 6.11 The proceeds of the Sales Tax Bonds, net of costs of issuance and underwriter's discount, shall be used solely and exclusively to fund the acquisition and construction of the Sales Tax Improvements described on Exhibit 4. Shared Sales Tax shall be used solely and exclusively to pay principal and interest on the Sales Tax Bonds. The District may use property taxes and other revenues legally available to it, to pay Sales Tax Bonds and may issue general obligation bonds or any other lawful form of indebtedness in lieu of or in addition to Sales Tax Bonds to fund Sales Tax Improvements. 6.12 Nothing herein shall be construed to limit the right of the District to impose or collect, or cause to be imposed or collected, public improvement fees, taxes, assessments or similar charges for the purpose of providing, operating or maintaining District facilities or services to serve the Property. 6.13 Shared Use Tax. (a) As of January 1, 2006, the City assesses a use tax at a rate of three percent (3%) pursuant to the provisions of Chapter 22 of the Wheat Ridge Code of Laws. The City's total use tax revenues will increase as a result of the development of the Property. The City will share with the District fifty percent (50%) of the use tax revenues received from the imposition of said tax on building materials and supplies used within the District's boundaries ('Shared Use Tax''). Said Shared Use Tax revenues shall be used only for the purpose of paying debt service on the Sales Tax Bonds issued for the Sales Tax Improvements listed in Exhibit 4. The term of the City's obligation to make payment of the Shared Use Tax under this Section 6.13 shall commence on the date the first Sales Tax Bonds are issued and expire eight (8) years thereafter. The tenn of the Shared Use Tax established hereby is absolute and shall not be extended for any reason, including without limitation extension of the term of or default in the payment of principal or interest on any Sales Tax Bonds. (b) The City's use tax rate within the boundaries of the District shall not be reduced for any reason to a rate less than the rate of the Shared Sales Tax (1.2%). (c) The City will account separately for all of the Shared Use Tax upon receipt and remit collected Shared Use Tax to the District within thirty (30) days after receipt by the City. All 8 remittances shall be made only from the Shared Use Tax actually collected. The City's obligations under this Section 6.13 shall be limited to remitting the Shared Use Tax collected by it. The City shall not have any obligation to the Sales Tax Bond holders for the collection of Shared Use Tax revenues, or for payment of the Sales Tax Bonds. (d) The City will enforce and collect use taxes to be shared pursuant to this Section 6.13 to the same extent it does so outside the District's boundaries. (e) Within one hundred twenty (120) days after the end of each City fiscal year, the City shall deliver to the District a statistical report of all use taxes received in such fiscal year from imposition of the use tax upon building materials and supplies within the District, classified to prevent the identification of a particular returo or report unless a waiver of confidentiality has been obtained from any identified taxpayer. (f) The District shall have the right to audit or contest, at its sole expense, the City's computation of Shared Use Tax. However, under no circumstances shall the City or its representative be under any obligation in connection with such audit to disclose individual use tax returns or reports or any information or documents from which individual use 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 taxpayer. Except in the case of contests for which the District 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 the District has alleged breach of this Agreement, the District may conduct an additional audit at its expense. (g) Any payments by the City under this Section 6.13 are subject to annual appropriation 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 Section 6.13. 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 City Council in each year this Agreement is in effect, amounts sufficient to pay the Shared Use Taxes to the District, to the full extent that the City shall have received such amounts or reasonably anticipates receiving such atnounts payable under this Section 6.13. If the City does not budget and appropriate sufficient funds for any payment, the City shall provide prompt written notice thereof to the District. 7. Public Improvement Fees; Public Improyement Fee Bonds. 7 .1 The owners of the Property (the "Owners") have imposed or will impose by covenant or lease a public improvement fee, payable to the District, of one and four-tenths percent (1.4%) on the amount of all sales or other transactions occurring within the boundaries of the District that are subject to the City Sales Tax while the Sales Tax Bonds are outstanding (the "Public Improvement Fee"), and one and six-tenths percent (1.6%) on the amount of all sales or other transactions occurring within the boundaries of the District that are subject to the City Sales Tax thereafter during the remaining term of the Public Improvement Fee. TI1e 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. 9 7.2 Subject to the provisions of Section 8.2 below, the Public Improvement Fee may be imposed for a term not to exceed forty (40) years from the date of issuance of the first Public Improvement Fee Bonds. 7.3 Concurrently with this Agreement, the District and the City have entered into a PIF Collecting Agent Agreement pursuant to which the District has appointed the City as its agent ("Collection Agent,,) to collect the Public Improvement Fee. As Collection Agent, the City shall collect Public Improvement Fee revenues in the same manner as the City's Sales Tax is collected within the boundaries of the District The City will not be responsible for collection of unpaid Public Improvement Fee revenues or for enforcing the Public Improvement Fee covenants. The City's responsibility shall be limited to remitting Public Improvement Fee revenue actually collected by it to the District or the Trustee and advising tlie District of the failure of any person to pay such fee. The City shall be entitled to retain a portion of the Public Improvement Fee revenue reasonably calculated to cover the City's cost of collection and remittance to the District. The City and the District will cooperate to develop fonns and procedures intended to implement the orderly and uninterrupted collection of Public Improvement Fee revenues. Public Improvement Fee revenues in the hands of the City shall be deemed funds collected for another government within the meaning of Colo. Const. Article X, §20(2)(e). The City or the District may terminate the City's services as Collection Agent upon not less than one hundred eighty (180) days notice to the other party. 7.4 Subject to the provisions of Sections 7.7 and 8.2 below, the Public Improvement Fee revenues shall be used by the District to pay the costs to acquire, construct, install and maintain the Public Improvement Fee Improvements listed on Exhibit 5, for which Shared Sales Tax, Shared Use Tax, and the proceeds of Sales Tax Bonds shall not be used. The District may issue Tax-Free Bonds or Taxable Bonds to finance the costs of Public Improvements not financed with Shared Sales Tax (the "Public Improvement Fee Bonds"). If the Public Improvement Fee Bonds are paid in full prior to the Sales Tax Bonds being paid in full, then the Public Improvement Fee shall be used by the District to pay principal and interest on the Sales Tax Bonds. Additionally, if in any fiscal year before the Sales Tax Bonds have been paid in full, Public Improvement Fee revenues received by the District exceed the scheduled debt service on the Public Improvement Fee Bonds for such year, the District shall remit the excess Public Improvement Fee revenues to the Trustee for the Sales Tax Bonds to be applied to the payment of principal and interest on the Sales Tax Bonds. Subject to the foregoing and to the provisions of Sections 7.7 and 8.2, Public Improvement Fee revenues shall be used solely and exclusively to pay the costs of the Public Improvement Fee Improvements and principal and interest on the Public Improvement Fee Bonds. Net proceeds of the Public Improvement Fee Bonds shall be used solely and exclusively to acquire or construct Public Improvements. 7.5 As of the date of this Agreement, the Parties believe that the Public Improvement Fee Improvements will cost Forty Eight Million Four Hundred Thousand Dollars ($48,400,000). The District shall be authorized to issue Public Improvement Fee Bonds in an amount up to: (i) Forty Nine Million Two Hundred Fifty Thousand Dollars ($49,250,000) based on the current costs set forth in Exhibit 5 without any further approval required by the City on such amount; and (ii) up to an additional Three Million Two Hundred Fifty Thousand Dollars ($3,250,000) (for a total of Fifty Two Million Five Hundred Thousand Dollars ($52,500,000) of Public Improvement Fee Bonds) if the City Council first approves a resolution to 10 authorize such additional expenditures, which action shall not be deemed a material modification of the Service Plan. Issuance of Public Improvement Fee Bonds in an aggregate amount in excess of Fifty Two Million Five Hundred Thousand Dollars ($52,500,000) shall be a material modification of the Service Plan and shall not be undertaken unless and until such modification is approved by the City Council pursuant to §32-1-207, C.R.S. 7.6 The Public Improvement Fee Bonds shall be issued upon terms, including interest rates and underwriter discount, that are consistent with and reflect market rates and conditions for bonds similar in charactet to the Public Improvetnent Fee Bonds then being issued, at the time of their issue, and the term thereof, including tefundings, shall not exceed forty (40) years from the date the first Public Improvement Fee Bonds are issued. Any issue of Public Improvement Fee Bonds proposed to mature after the maximum term provided herein, or any refunding of Public Improvement Fee Bonds which extends any maturity beyond said maximum term, shall be a material modification of the Service Plan and shall not be undertaken unless and until such modification is approved by the City Council pursuant to §32-1-207, C.R.S. Proceeds of the Public Improvement Fee Bonds shall he used solely to fund the Public Improvement Fee Improvements listed on Exhibit 5. 7. 7 The Public Improvement Fee revenues shall be used (i) first to pay for Public Improvement Fee Improvements or principal and interest on the Public Improvement Fee Bonds, (it") second to pay principal and interest on the Sales Tax Bonds if required by Section 7.4; and (fu) third to pay reasonable costs and expenses of maintenance and operation of Public Improvements and District adtninistration, after all Sales Tax Bonds and Public Improvctnent Fee Bonds have been paid in full. The Public Improvement Fee may continue for up to forty (40) years after the initial issuance of any Public Improvement Fee Bonds, even if such Bonds have been paid in full, in order to continue funding ongoing operation and maintenance costs associated with the Public Improvements. Further, imposition and collection of the Public Improvement Fee may be continued and extended beyond forty (40) years in accordance with the provisions of Section 8.2 below. 8. Waiver of Sales Tax. 8.1 In addition to sharing a portion of its sales tax with the District as provided in Section 6 above, prior to the opening of the Cabela's Store the City will take the necessary action to temporarily waive eight-tenths (0.8) of one-cent of its three-cent sales tax on retail sales transactions within the Property. Upon the earlier to occur of: (i) the term during which the City has agreed to remit Shared Sales Tax to the District as provided in Section 6 has expired, or (ri) the Sales Tax Bonds have been paid in full, then if Public Improvement Fee Bonds are then outstanding the City will take the necessary action to increase the amount of its sales tax that is temporarily waived to one cent, and at such time the Public Improvement Fee may be increased to 1.6% one and six-tenths percent (1.6%). Upon the earlier to occur of (i) the payment in full of Bonds issued to acquire and/or construct any of 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 any of the Public Improvements described in this Agreement, the temporary sales tax waiver 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 11 tax as described .in this Section 8 is .intended to be temporary only and not a change in the City's tax policy pursuant to applicable law. 8.2 If the City is unable for any reason to remove the temporary waiver of a portion of its sales tax after the expiration of the term thereof pursuant to the provisions of Section 8.1 above, the District shall continue to impose and collect the Public Improvement Fee for such period of time and in such amount as is necessary to reimburse the City for any revenue lost by the City due to the temporary waiver of the City sales tax. If such continuation becomes necessary the City may collect, retain and use for its general municipal purposes that portion of the Public Improvement Fee (which is sufficient to replace the Sales Tax revenues temporarily waived) directly from property owners and tenants in the District. The District shall support and cooperate with the City in the imposition and collection of such amounts, including the adoption and enforcement of rules and regulations consistent with state law to effectuate the imposition and collection of the said Public Improvement Fees on behalf of the City, as provided in this Section. 8.3 The City will take the appropriate action to temporarily waive an additional portion of its sales tax to the extent necessary to cause the aggregate of all sales taxes and the Public Improvement Fees charged on transactions occurring within the District (the "Total Project Tax and Fee'') not to exceed the greater of (i) eight and two-tenths percent (8.2%); or (ii) the average sales tax and other fees then being charged within those cities within the Denver metropolitan area listed on Exhibit 7 (the "Comparable Cities"). For example, if the City raises its sales tax an additional five-tenths percent (0.5%) to three and five-tenths percent (3.5%) and such City sales tax when combined with other sales taxes and the Public Improvement Fee equals eight and seven- tenths percent (8.7%) and the average sales taxes and other fees within the Comparable Cities is then seven and nine-tenths percent (7.9%), the City will temporarily waive the additional five-tenths percent (0.5%) of its sales tax such that the total of the sales taxes and other fees charged on sales within the Property will be eight and two-tenths percent (8.2%). Conversely, in the event that the average sales tax and other fees being chatged by the Comparable Cities (the "Comparable City Average'') increases above eight and two-tenths percent (8.2%), the City may decrease its waiver of sales tax such that the Total Project Tax and Fee equals the Comparable City Average. 8.4 The City agrees that if its sales tax rate is lowered as a result of a change in the overall tax scheme of the City, the City will, to the extent permitted by law, replace the Shared Sales Tax that would have otherwise been payable under the current tax scheme. 9. Bonds. 9.1 The maximum principal amounts of Bonds set forth in Sections 6.9 and 7.5 are based on a reasonable estimate of the costs of the Public Improvements and the revenue available to the District to pay principal and interest on the Bonds. The Bonds will be payable from the revenues provided for them in Sections 6 and 7 above as available from year to year and it shall not be an event of default under the Bond Indentures or the Bonds if such revenues are insufficient to pay principal and interest. Proceeds of the Bonds will be used by the District as provided in Sections 6.11 and 7 .6 above. 9.2 The Bond Indentures shall require the District to remit Shared Sales Tax, Shared Use Tax and Public Improvement Fee revenues to a Trustee within thirty (30) days after said Shared Sales Taxes and Public Improvement Fee revenues are received by the District from the City or 12 another duly designated collection agent. The Bond Indenture for the Sales Tax Bonds will provide that the Trustee will utilize Shared Sales Taxes and Shared Use Taxes to pay principal and interest on the Sales Tax Bonds. The Bond Indenture for the Public Improvement Fee Bonds will provide that the Trustee will utilize Public Improvement Fee revenues to pay principal and interest on (i) the Public Improvement Fee Bonds and (ii) as set forth in Sections 7.4 and 7.7, the Sales Tax Bonds. Cabela's or its assigns shall not be required to guarantee payment of any of the Bonds. No Bonds issued by the District shall be deemed bonds of the City, and the City . shall have no liability for payment of the Bonds independent of the City's obligation to remit Shared Sales Tax and Public Improvement Fee revenues as provided in and subject to the limitations of this Agreement 9.3 To the greatest extent possible under federal and state law, the Bonds issued by the District shall be issued as Tax Free Bonds. Final determination of which Bonds may be Tax-Free Bonds and which will be Taxable Bonds shall rest with the District. 9.4 To the extent permitted by the Act, the United States Internal Revenue Code of 1986, as amended, and other applicable laws, rules and regulations, all costs relating to the design, acquisition, construction and installation of Sales Tax Improvetnents, including actual costs incurred by the City for its review and analysis of, and participation in the organization of the District, and planning, funding and development of the Sales Tax Improvements shall be reimbursed by proceeds from the Sales Tax Bonds, whether or not said costs were incurred before or after (i) the formation of the District, or (ii) the issuance of the Bonds. 10. Mosquito Control and Transportation Powers. The Service Plan authorizes the District to exercise mosquito control and transportation powers, but does not contain facilities descriptions or cost estimates. The City has and performs a mosquito control program generally throughout all areas of the City, including the Property. The Regional Transportation District furnishes public transportation service throughout the metropolitan Denver region, also including the Property. The District shall not undertake a mosquito control or a transportation program without prior approval of the City Council, which approval may be granted, and either or both of said powers thereafter exercised, without the need for amendment of the Service Plan. If directed by the City, and if doing so will not affect the ability of the District to pay principal and interest on the Bonds, the District shall furnish and install mosquito control facilities and improvements as reasonably required by the City to serve the Property. If doing so would affect the ability of the District to pay such principal and interest, the District may, only in that instance, increase the Public Improvement Fee to cover the increased cost. 11. Service Plan Approval Conditions. Th.e District will satisfy the following additional requirements and limitations, which are express conditions of the City's approval of the Service Plan. 11.1. The District shall not apply for or claim any entitlement to Conservation Trust Fund money for which the City is eligible. 11.2. The City's remedies for failure of the District to comply with this Agreement or any material provision of its approved Service Plan shall include authority for the City, upon a finding of such failure by the City Council, following notice to the District and an opportunity to be heard, to withhold the issuance of any related permit, authorization, acceptance or other administrative or City Council approval needed by the District or required by City ordinances, codes, rules or regulations. 13 11.3 The consolidation of the District with any other special district shall be subject to the prior approval of the City Council, in its sole and unfettered discretion. 11.4 The District will take all action necessary to dissolve pursuant to Title 32, Article 1, Part 7, C.R.S., as amended from time to time, upon the expiration of the later of (i) forty (40) years from the first issuance of the Taxable Bonds or (ii) forty-two (42) years from the date of its organization by the district court, unless the City Council approves its continued existence. Neither such approval nor the continued existence of the District shall be a material modification of the Service Plan. 11.5 At the time of providing its accounting under Sections 6.7 and 6.13(e), the District will file a capital improvements plan reporting the use of bond proceeds in the prior year, anticipated uses in the coming year, and, with respect to the next bond issue contemplated by the District, the estimated date thereof, the specific facilities to be built with the proceeds and a detailed sources and uses analysis. Any questions or concerns about the conformity of such plan with the provisions of this Agreement raised in writing by the City Manager or his designee within twenty (20) days after receipt of such plan will be resolved to the satisfaction of the Manager prior to the District proceeding with work on the questioned or noted items. The District shall also file copies of the District's statutory audits with the City. 11.6 The District shall submit any post-organization ballot issue or bond financing plan (including interest rates and security tenns) to the City prior to referring the satne to its electors. The City may, pursuant to the provisions of§ 32-1-207(3)(a), C.R.S., enjoin any proposed action in connection therewith which is not in material compliance with the approved Service Plan. The District and the City will work cooperatively to implement the various provisions of its Service Plan. 11. 7 The rate of interest paid by the District on any loan from or reimbursement payable to the Owners shall not exceed six percent (6%) per ann11111, compounded annually. This limitation does not apply to any Bonds. 11.8 The District shall pay the full cost incurred by the City to review and consider any and all applications for an amendment to its Service Plan. 12. rrecedence. Recognizing that full development of the Property may take up to thirty (30) years, the City approved the Service Plan with sufficient flexibility to accommodate and enable the District to respond to changed conditions over time, while still relying upon the provisions of this Agreement to enable it to exercise appropriate control and supervision of the District as provided by state law. Accordingly, any conflict or inconsistency between the Service Plan and this Agreement shall be resolved in favor of the provisions of this Agreement. 13. Integration. 1his written Agreement and the PIP Collecting Agent Agreement constitute the entire agreement between the District and the City and supersede all prior written or oral agreements, negotiations, or representations and understandings of the Parties with respect to the subject matter contained herein and in the PIF Collecting Agent Agreement, respectively. 14. Exhibits. The following Exhibits are attached hereto and fully incorporated herein by this reference: 14 Exhibit 1: Exhibit2: Exhibit3: Exhibit 4: ExhibitS: Exhibit 6: Exhibit 7: Metropolitan District Boundary Metropolitan District Service Area Boundary Llst of all Public Improvements Llst of Sales Tax Improvements Llst of Public Improvement Fee Improvements Operating Agencies for New Public Improvements Sales Tax and Public Improvement Fee Comparative Analysis 15. Amendment. This Agreement may be amended, modified, changed, or terminated in whole or in part only by written agreement duly authorized and executed by the Parties without necessarily requiring amendment to the Service Plan. The need for formal amendment to any Service Plan shall be determined according to state law then in effect, or, where applicable, an express provision of this Agreement. 16. Enforcement. 1bis Agreement may be enforced in law or in equity for specific performance, injunctive, or other relief, including damages, as may be available according to the laws and statutes of the State of Colorado. A breach hereof which results in recoverable damages shall not cause the termination of any obligations created by this Agreement unless such termination is declared by the Party not in breach. 17. Venue. Venue for the trial of any action arising out of any dispute hereunder shall be in the district court in the State of Colorado serving Jefferson County pursuant to the appropriate rules of civil procedures. 18. Scope of Benefits. Except as otherwise stated herein, this Agreement is intended to describe the rights and responsibilities of and between the named Parties and is not intended to, and shall not be deemed to confer any rights upon any persons or entities not named as Parties, nor to limit in any ways the powers and responsibilities of the City. the District, or any other entity not a party hereto. 19. Effect of Invalidity. If any portion of this Agreement is held invalid or unenforceable for any reason by a court of competent jurisdiction, such portion shall be deemed severable and its invalidity or unenforceability shall not affect the validity or enforceability of any other portion ot provision hereof. Further, if any court determines this Agreement violates the multi-year contract restriction in Section 20, Article X of the Colorado Constitution; this Agreement shall .immediately convert to a one (1) year contract with automatic annual renewal, subject only to failure by the City to appropriate funds annually. The failure to appropriate or have funds available shall not be a breach of the Agreement. 20. Assignability; Successors. Neither the City nor the District shall assign its rights or delegate its duties hereunder without the ptiot written consent of the other Party. The rights and obligations created hereby shall be binding upon and inure to the benefit of the Patties hereto and their respective successors and permitted assigns. IN WITNESS WHEREOF, the District and the City have caused this Agreement to be duly executed as of the day first above written. 15 LONGS PEAK METROPOLITAN DISTfil~ ~M~ Title: G'./+"' .. -.... ,,,9,,-..1 ATfEST: Gerald E. Dahl, City Attorney 16 LEGEND METROPOLITAN DISTRICT BOUNDARY EXBJBITl COORS ,.-· .....-!).- BREWING CO. 1. ~ --J M ETROPOLITAN DISTRICT BOU NDARY II 'l>s MARTIN I MARTIN 7 -H•UL'Tf"• ....... ,., .... t •4•• w..r-...,_Ava. P.O.S1111t•1aaQ ~ •. aa•o••• •aa.4•l.a1aa •.uc•a•.4•1 .. •••• LEGEND -·-·- 0 400 800 SCALE 1 "= 800' SERVICE ARE BOUNDARY EXHIBIT2 SERVICE AREA BOUNDARY MARTIN I MARTIN aaH•UL'"N• ........... . ...... w.... ... " ............ ~.D. -talMllD L& ....... aaaaat• •a•,4111.•1aa 'All. •a•.•.111.•os• IXHIBIT3 Liu oCAD Public Improvements Inteq:ovemmental Agreement City of Wheat Ridge Longe Peak Metropolitan District Per Project Development Budget 24 Augu1t 2006 Rmsed 30 November 2006 A. LAND Cabcla'• Retail Right of Way/Coors Right of Way/Salter Right of Way/Richter Jeff co Parcel 2 ROW Conoco • wat ·ROW B. OPP-SITE DBVELOPMENT B.1Underpaa40ch & 1-70 B.1.t. Undeipua 401h & 1-70 B. 1.2 • I· 70 WB Hook Ramp ll Extension B.t.3 • FionNge Acca1 ROlld South or Undapu1 B.1.4-Pron• Acce11 RCIGd North ofUnderpan B.1.5. Traffic Sp B.4 MD a. J211dA•e. B.4. t 1-70 WB Hook R1mJ>1 B.4.2 l2nd & Younglleld lnteeaeclion B.41-70 & 32nd Ave. B.4.2 32nd & Younglield Intersection B.5 SH-58 lnteidiapgc at Cabela's & 44th Ave.(4 Lanea) B.5. t SH-58 lnt..cb1111ge at Cabela.11 and 44th Ave. B.B Consultante B. YDllDIJfield Wldeni111 C. SITE DBVBLOPMBNT C.1 Bnlitlement c.3 Mui Gnding-Cabcla11 site: C.4 Cahela'• Dme C.4.1 Salter to 32nd: 5-1.anc <"~4.2 Salter 11> Cleat Cn:t:k Bridge: S.lane C4.3 Cabda Ddve to W"•r Edge o( 40th 1'unnl!I (3 Lane') C4.4 Cahela Drive &om Clear Creek Bridge to SH-58 Interchange: +.Lane C4.5 Clear Cmc:k Bridge: 4-Lano CSUcilltia C.S.1 Cabe!A'a OE&it11 Public C.S.2 Cabela's Onslte Public C6 SU Udlitb-DWD 1..owcdng C.7 Storm Water Retention C.9 Clc:.r Creek Tall C'"..oniu:ctor: Ped. Path N. of CC along Jld. D. CABBLA.'8 STORE SITE WORlt D. t Cabelo.'1 Parking Lot D.2 Landscaping D.3 Site Blcctiical D.4 C1bcla'1 Store UriUtica D.S Cabela's On lite Private U tilltia B. BtJILDING R.t Mmeum/Di1play Space B.2 Public Arca B.5 Speml Fcatun=1 .JI. FUltNITUllE, fl'IXTtlRBS • EQUIPMENT f', t llumiture t!c Jl"ISlurn fl.2 Security l".3 MIS/Comrnunii:ariona P.4Sign9 l'.5 Material Handling H. SOPT COSTS EXHIBIT4 List of Sales Tax Improvements Intergovernmental.Agreement City of Wheat Ridge Longs Peak Metropolitan District Per Project Development Budget 24 August 2006 Revised 30 November 2006 B.1Underpass40th & 1-70 B.1.1-Underpass 40th & I-70 B.t.2-I-70 WB Hook Ramp D Extension B.1.3 -Frontage Access Road South of Underpass B.1.4 -Frontage Access Road North of Underpass B.1.5 -Traffic Signal B.41-70 & 32nd Ave. $ 5,803,645 $ 452,070 $ 239,837 $ 700,258 $ 131,139 B.4.1 I-70 WB Hook Ramps B.4.2 32nd & Youngfield Intersection $ 3,830,090 City Contribution C.4 Cabela's Drive C.4.1 Salter to 32nd: 5-Lane $ C.4.2 Salter to Clear Creek Bridge: 5-Lane $ C.4.3 Cahela Drive to West Edge of 40th Tunnel (3 Lanes) $ C.4.4 Cahela Drive from Clear Creek Btidge to SH-58 Interchange: 4-La $ C.4.5 Clear Creek Bridge: 4-Lane $ B.8 Consultants 1601 Process (FHU) I-70/32nd Area E.A. (FHU) MGA Communications Project Contingency S. Legal and Real Estate Consulting Fees Legal -Gorsuch Kitgis Lcgal-MDKR Real Estate -Deepwater Point Contingency Total Salee Tax Improvement& Dttp'll'Q/rr Point CDlllf>a'!)' 1,829,968 2,631,842 666,901 2,244,504 2,095,375 inc. inc. inc. inc. me. inc. inc. me. $ 7,326,949 $ 3,830,090 $ 9,468,591 $ 863,981 $ 500,000 $ 21.989.610 /)npNrr ,..,, (Mfld!J BXHIBIT5 Liat of Publjc Improvement &e Improyemepts Intergovernmental Agreement City of Wheat Ridge Loop Peak Metropolitan District Per Project Development B•dget 24 August 2006 Revised 30 November 2006 A. LAND COSTS ' Cabela's Rm $ 1,345,692 Right of Way/Coore $ 325,554 Right of Way/Salter s 194,737 Right ofWay/Richler $ 350,000 Jeff co Parcel 2 ROW $ 4,574 Conoco -west -ROW $ 200,000 B. OFF-SITE DEVELOPMENT $ B.41-70 & 32nd Ave. 8.4.2 32nd & Youogfidd lntcncctioo $ 5,167,780 B.5 SH-58 Jatcrch111gc at Cabela's & 44th Ave.(4 LM!es) 8.5.1 SH-58 lnterchmge at Cabela'e 1nd #lb Ave. $ 11,028,480 B.8 Consultants s 1,123,624 1601 Process (PHU) inc. 1-70/32nd Arca E.A. (FHU} inc. MGA Communiations inc. Project Condngeni:y inc. C. SITE DBVBLOPMBNT $ C.1 Enlidemcnt $ 527,961 c:.3 MllS& Grading-Cabela's site I 4,470,141 C.5 Ulilities s 4,972,858 C.5.1 Cabeb.'s Ol&itc Public 5 1,732,176 C.5.2 Cabela's Onsite Public s 3,240,682 C.6 Site Utilitics-DWD J..owcrlng $ 761,583 C.7 Stono Water Retention $ 204,7;38 C.9 Clear Creek Trail Connector: l>cd. Path N. of CC along S 1,226,872 D. CABELA'S STORE SITB WORK $ D.1 C'.abcla's Puking Lot s 3,245,220 D.2 Land1C8(1ing $ 412.,889 1).3 Site l!lectrical $ 450,424 D.4 ~bela's Stoa: Utililies $ 445,119 D.5 (".abcla's Oruitc Private Utilities $ 245,470 IL BUILDING ' li.1 Museum/Display Space s 6,000,000 F..2 Publk Arca s 1,500,000 l:l.5 Special 11eatures $ 2,000,000 F. PURNITVRE, FDl.TURBS & BQUIPMBNT $ F.1 Furniture & Mxrurea $ 565,341 l'.2 Securiry $ 132,422 F.l MIS/Communicatio111 s 193.54(1 F.4Siplge s 101,863 11.5 Materilll I landling $ 112,050 H. SOFT COSTS Archltectute/l:!.nginccring. Rcimb, C.:i.bcla'a Administration Project Management-Project One I. FINANCE & LEGAL K. ADDITIONAL CONTINGENCY Total Public Improvement Fee Improvement• s 2,420,557 17,919,884 12,164,155 4,799,121.,. 9,500,000 t,105,216 $ 34D,t21 s 101,863 $ 41,95! 48.401.874 EXIDBIT6 Operating Agencies For New Public Improvements Intergovernmental Agreement City of Wheat Ridge Longs Peak Metropolitan District As of 30 November 2006 Public Roadways: Cahela Drive 32°d Ave. to SH58 Ramps 4oth Avenue Underpass 32nd Ave. at 1-70 Youngfield-3gth to 44th New SH58th Interchange Highway Ramps Eastbound I-70 Ramps Westbound I-70 Ramps Ward Road and 44lh Ave. Public Infrastructure: Storm sewer mains Water quality ponds Water main lines Sanitary sewer lines Operating Agency: City of Wheat Ridge City of Wheat Ridge City of Wheat Ridge City of Wheat Ridge CDOT CDOT CDOT CDOT, City of Wheat Ridge Operating Agency: City of Wheat Ridge Longs Peak Metropolitan District Consolidated Mutual Water The district whose jurisdiction controls EXHIBIT7 Sales Tax and Public Improvement Fee Comparative Analysis {Effective January 1, 2006) Public Regional c enl can Football Cultural City Improvement County Tranaportatlon Facllltlas Stadium State Fee District latrlct Dlatrict Arvada (Adams CountyJ 3.46 0.00 0.70 1.00 0.10 0.10 2.90 Arvada (Jefferson County) 3.46 0.00 0.50 1.00 0.10 0.10 2.90 Aurora (Arapahoti County} 3.75 0.00 0.25 1.00 0.10 0.10 2.90 Aurora (Adame County} 3.75 0.00 0.70 1.00 0.10 0.10 2.90 Boulder 3.41 0.00 0.65 1.00 0.10 0.10 2.90 Boulder (Food Service} 3.56 0.00 0.85 1.00 0.10 0.10 2.90 Brighton (Adame County) 3.75 0.00 0.70 1.00 0.10 0.10 2.90 Brighton (Weld County) 3.75 0.00 0.00 0.00 0.00 0.00 2.90 Broomfield City and County 4.15 0.00 NA 1.00 0.10 0.10 2.90 Broomfield Flatiron 1 4.15 0.20 NA 1.00 0.10 0.10 2.90 Caatle Rock 3.60 0.00 1.00 1.00 0.10 0.10 2.90 Commerce Clly 3.50 0.00 0.70 1.00 0.10 0.10 2.90 Denver City and County 3.50 0.00 NA 1.00 0.10 0.10 2.90 Denver (Food and Llquor)1 4.00 0.00 NA 1.00 0.10 0.10 2.90 Douglas County (Park Meadows) 0.00 0.00 1.00 1.00 0.00 0.10 2.90 Englewood 3.50 0.00 0.25 1.00 0.10 0.10 2.90 Fort Colllna 3.00 0.00 0.80 0.00 0.00 0.00 2.90 Golden 3.00 0.00 0.50 1.00 0.10 0.10 2.90 Greeley 3.48 0.00 0.00 o.oo 0.00 0.00 2.90 Greenwood VIiiage 3.00 0.00 0.25 1.00 0.10 0.10 2.90 Lakewood 3.00 D.00 0.50 1.00 0.10 0.10 2.90 Lakewood Belm~ 1.00 2.50 0.50 1.00 0.10 0.10 2.90 Lakewood Colorado Miiis' 2.00 1.40 0.50 1.00 0.10 0.10 2.90 Lakewood Craekalda4 2.00 1.50 0.50 1.00 0.10 0.10 2.90 Littleton (Arapahoe County] 3.00 0.00 0.25 1.00 0.10 0.10 2.90 Uttleton (Douglaa County) 3.00 0.00 1.00 1.00 0~10 0.10 2.90 Littleton (Jefferson County) 3.00 0.00 0.50 1.00 0.10 0.10 2.90 Lona Tree 1.50 0.00 1.00 1.00 0.10 0.10 2.90 Longmont 2.95 0.00 0.65 1.00 0.10 0,10 2.90 Loulevllle 3.38 0.00 0.55 1.00 0.10 0.10 2.90 Loveland 3.00 0.00 0.80 0.00 0.00 0.00 2.90 Loveland Cantarra' 1.75 2.25 0.80 o.oo 0.00 0.00 2.90 Northglenn (Adams) 4.00 0.00 0.70 1.00 0.10 0.10 2.90 Parker 3.00 0.00 1.00 1.00 0.10 0.10 2.90 Superior 3.46 0.00 0.85 1.00 0.10 0.10 2.90 Thornton 3.75 0.00 0.70 1.00 0.10 0.10 2.90 Weatmlnater (Adame County) 3.85 0.00 0.70 1.00 0.10 0.10 2.90 Westminster (Jefferson County) 3.85 0.00 0.50 1.00 0.10 0.10 2.90 Wheat Ridge 3.00 0.00 0.50 1.00 0.10 0.10 2.90 Wheat Rid e Lon s Peak' 2.20 1.40 0.50 1.00 0.10 0.10 2.90 1 Flatiron Improvement District 2 Sale of food and beverage for Immediate consumption and llquor stores 8 Plaza Metropolllan District No. 1; 2% 1ale11 tax waived 4 Elk Valley Public Improvement Corporation; 1% eales tax waived 1 Crulcalde; 1 % aalea tax waived 1 Cenleml Public Improvement CoUedlon CorporaUon; 1.25% PIF and 1.0% RSF; 1.26% sales tax waived 7 Longs Peak Melropolllan District, with a waiver of 0.8% aales tax being shown whUa the City shares 1.2% sales tax to pay the Shared Sataa Tax Revenue Bonds and collects 1.0% ealea tax ror 11111 City. The City ahaH coftect 2.0% and waive 1.0% of Ill tales tax after the Sh818d Sales Tax Revenue Bonds 111 paid (or expire). After the Public lmprovemant Fee Revenue Bonda are paid (or expire), the City w!H collect 3.0% (or the City's then currant aalea lall rate} and waive 0.0% of Its sales tax.