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HomeMy WebLinkAbout4 Community Facilities Grays Crossing Agenda Item # 7 Memorandum To: Board of Directors From: Steve Hollabaugh Date: June 16, 2004 Subject: Consideration of the various documents relating to the formation of the Community Facilities District No. 04-1 (Gray's Crossing) 1. WHY THIS MATTER IS BEFORE THE BOARD We have been methodically moving toward formation of Community Facilities District for Gray's Crossing. We are now at the point in the process where we need the Board to formally consider a series of actions implementing the CFD. 2. HISTORY East West Partners, the developer of Gray's Crossing, asked us to consider forming a CFD as a financing tool for their development. A financial package was negotiated under the terms of which East West partners would include in the CFD additional funds for construction of projects that are critical to the development of the PUD's water system. Old Greenwood CFD was completed in 2003. 3. NEW INFORMATION We now have a series of documents prepared by John Murphy and Larry Rolapp that are part of the process of formation of the CFD. Those documents are attached for your review. The formation process is specific and simply requires a series of steps. The documents have been prepared by experts in the field. They have been used in the formation of other CFDs throughout the state, and have stood the test of time. 4. RECOMMENDATION I recommend that the Board adopt the following documents: a.) Petition Requesting Initiation of Proceedings For The Establishment of a Community Facilities District and Waiving Certain Rights In Connection Therewith (Gray's Crossing); b.) Community Facilities District Funding And Reimbursement Agreement (Gray's Crossing); c.) Resolution Of The Board Of Directors Of The Truckee Donner Public Utility District Approving Funding And Reimbursement Agreement For Community Facilities District d.) Resolution of Intention to Establish Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing) and to Authorize the Levy of a Special Tax Within Said Community Facilities District; a.) Resolution of Intention to Incur Bonded Indebtedness (Gray's Crossing). t PETITION TO THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT REQUESTING INITIATION OF PROCEEDINGS FOR THE ESTABLISHMENT OF A COMMUNITY FACILITIES DISTRICT AND WAIVING CERTAIN RIGHTS IN CONNECTION THEREWITH This petition is submitted pursuant to the provisions of Section 53318(c) of the Government Code of the State of California by Gray's Crossing, LLC (the "Petitioner"), as the owner of at least ten percent of the land described in Exhibit A hereto (the "Property'). By submitting this petition, the Petitioner represents and warrants to the Truckee Donner Public Utility District (the "Public Utility District')that the Petitioner is the owner of at least that percentage of the Property. 1. Re uest. The Petitioner hereby requests that the Board of Directors of the Public Utility District (the`Board') institute proceedings pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act') to establish a community facilities district to be designated "Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing)" (the "Community Facilities District'), to levy special taxes on property in the Community Facilities District and to authorize special tax bonds for the Community Facilities District in an amount of not to exceed $35,000,000. 2. Boundaries. The boundaries of the territory which is proposed for inclusion in the Community Facilities District are co-terminous with the boundaries of the Property and are described in Exhibit A attached hereto and made a part hereof. 3. Types of Facilities. The types of facilities to be financed by the Community Facilities District(the"Facilities') are described in Exhibit B attached hereto and made a part hereof. 4. Elections. The Petitioner hereby requests that the special elections to be held under the Act to authorize the special taxes for the Community Facilities District, to authorize the issuance of the bonds for the Community Facilities District and to establish an appropriations limit for the Community Facilities District be consolidated into a single election and that the election be conducted by the Public Utility District and its officials using mailed or hand-delivered ballots and that such ballots be opened and canvassed and the results certified at the same meeting of the Board as the public hearings on the Community Facilities District under the Act, or as soon thereafter as possible. In order to expedite the completion of the proceedings for the Community Facilities District, the Petitioner hereby waives all notices of hearings and all notices of election, all applicable waiting periods under the Act for the election, all ballot analysis and arguments for the election and all requirements as to the form of the ballot. 5. De osit. Submitted herewith is a check in the amount of $20,000 which shall constitute the deposit required by the Public Utility District as security for payment of fees and costs paid or incurred by the Public Utility District in conducting proceedings to create the Community Facilities District. DOCSOC/10459800/22925-0010 6. Mailing Address. The address of the Petitioner for receiving notices is: Gray's Crossing, LLC, c/o East West Partners, P.O. Box 2357, Truckee, California 96160, Attention: Rick McConn. This petition is dated Tune 16, 2004. GRAY'S CROSSING, LLC By: EAST WEST RESORT DEVELOPMENT V, L.P., L.L.P., its Manager By: HE HOLDING CORP., its General Partner By: Blake L. Riva, Vice President DOCSOC/10459800/22925-0010 EXHIBIT A BOUNDARIES OF COMMUNITY FACILITIES DISTRICT The boundaries of the territory which is proposed for inclusion in the Community Facilities District are depicted in the attached map. Such territory is identified as the Nevada County Assessor Parcel Numbers specified on the map. DOCSOC/1 045 9 8 0 0/22 92 5-00 1 0 " LAN fl HA To REND BOUNDARY MAP Of PROPOSED COMMUNITY FACILITIES DISTRICT NO.04-1(6RAY'S CROSSING) SITE s s TRUCKEE DONNER PUBLICCOUNTY NEVADA DISTRICT S87'5749•E 126723 STATE OF CALIFORNIA f —— — — � I N8T°5749"W'116.38' S88°2625W 2672.16' SW34'29"W 1935,45' N89"35TCVV 25901iT — � � A- 1B-32o-22 0 19-370-19 w �( LET vc rRucKee VICINITY MAP N( 19-370-17 .TO w( )N PROSSER �' m DAM ROAD ^ roA HIGHWAY 89 _�w� v 19--370-07 y 19-3]0-23 s y o o ry LINE TABLE'. z� OR N� FINE of IT NOFIZI-1w '. 19-370-20 p to ra zn ) .$. 4w � o is L"ve o4z 14-370-21 LiS �R P w. 19-370 24 m q "1 46 9E 'J'+ m ^ ` /LEDJN TH/Of F10E Of OFF P JM1 epTHl6 e 4F ml L5 i. ` w, �� � i ��O i SS'A 19-3]p-18 L6 CIA1 �9A� A iNDRI.SCIFv1'r1ATTH[W.n9NMAPICUTILNCPROPOY^-p Lis 6E 531w m' - 9 BOUNOA41 so TRItREE pO NLR eCpLIC a➢LIY LIIGTWCT L10 0 E S7 t0 TINill NT FMITE4 pI5TRIC 0041(Cil4AY DRESSING) "I a .'C v1t O( C � 1N"A3J010 NEV OA/STA1h OF CAI FORMA CASAPPR04E!CCI'v OP 0 i E 1 tl 2 O (NAP) J 81 T11E HOARD y fi'R Z' AT h� � OF DIRECT ORE 01 THE T�III11 ANENT R PUBLIC,FIFTH Y L! 5 E 2 0 0�' ODFRICI AT A REGULAR MLETINC THEREOF,HELD ONIHE m 1 ° a ( �e �C� sA" 19-370 25 DAY OF 2004.5 T6 RFsIwnON NR -- z n Av' s ,�N�1,FT, o >Ir --s sa s a0ti o• . � ` _d"s aw .4 o v a u ALDFi —tON S 11(11 TE 54NO 11 a If "3LCREE DONNERPD RUC LTUTv DIED ICT E1 15 'w 1° CURVE TABLE: o t5µ / E r4 s Ilc«; a oA (.14 19-410 74 19 410-19 y9 Rec oR[�FEu rv�HE cry Nry ON THE OFFICE Of HE COUNTS lA 9 N12p E 16 ] I vF G Lill 0 «� y1 [i3t NS 154E °7,.1) CO 21 R111, 2 P5d D� —'" na 19-410-21cUUNTV REco2n[R11 w A, YDII v TL22 `v' IR OOUNTN EFRAA *CeSTATeo EntwRNu mC yL23THE LINES ANJ[11MENtiIONE OF lA4k WiON PARCFS 5110WN ON �I THIS SIAoRAM SHAIL BE THOSE L NEA AND DIME NSIONS A6 J° ° "^' 'rm p< q LEGEND: s1o.uN TIE NEVADA I'll P1 T3"rv' 'S' G %UNi A99FSSOR6MPp6 FOR ZHC3E ED 4 PARCELSUNTEU aae T1 s x: q s >s 6 R ^'<Lj'�j, ntAP_)NOTaPnRT 1 THE [: EST D) 2 s P.6. •18 O A LOTS OR IIL O T" ' ( EVAaa cuUr.rvnSSEs O SMAPssI.uEGovEImF PLANNING u R �" L° 1 NOIS.1 FANCFRewo THe uN=s mmD rnuEmsorvs of suw C /62i 1 2••..... iA2 0.4 FACIAL 2 ENGINEERING,INC rm 11FIT LE oo aror"' rRoaosEo eouNoagv zaNEE c xvw A. D"AS loaon ooeNEa RPAssEROEro" A AIII�l 'UTe no4,SS vT LINEAILEC S, CA I11" PROPOSED BOUNDARY(ZONE 2) SHEET 1OF1 w TT. „ BOUNDARY MAP OF PROPOSED COMMUNITY FACILITIES TO RENO DI5TRICTNO.04-1(GRAY'5 CROSSING) TRUCKEE DONNER PUBLIC UTILITY DISTRICT SITE COUNTY OF NEVADA STATE OF CALIFORNIA ° S81°57' 1267.23 — 1 l ` N87°61491YY 1116.38' SI 2625'N/ 2672.16` o m i y Io ss {`gym 19-370-22 w ti) H TRUCKEE VICINITY MAP ) z — ---- 19-3I0-12 PI GT Nrs QI 'DAM ROAD '5' 2 � i AY 9_ 19-3J0-23v, -Ice IF Till a» 1s unv ofHLGH rneDTry raa 01, I HEREBYfERTIFY TNATTHE INLT,LBOADSHOLSED VROLUBITY v^ BoarvoMTrsoFT( LIUS" WI N fI ONNIrcRICSSINGti cr t9�370+Z9 GN COIdMUNi ERE pNOC ETOiY DBITRCF COUTYEF g o OF LIFIFSEATFQE VAI T4NEA 6APV120VE60Y INC BOARV �NR° 19- � 2t E' vT DI TRICT TAS HF'Roc CFDH Ex OFtfi N Y � ^A V1 w BISTflICTATARCGJIN.s"1NfT (Iil"AU HEtI)ON HE,..,._„_ LINE TABLE: eooa,eY rt1 sso onoNrvG INS ee ra n1 u`d a- d L a m) % �, 19"370 24 0j9 CLERK ITT UIL BOARD "L4- TRIMBLE IT INNER PUNucI TluTT RITURI'I s z uT AS. ( t9 3d4 18 d'� 011, 3 fL& VO `V FIEEn TNIS. HAS GT .2(Io4.A, 'I,HouROP v T 9_ 6,FI C(IC K FI (rMAV OF A ',A ao CURVE TABLE: N) h� c^ 19-370-10 19-370 26 NSUIN NFNinNO coaMurvlTv rtlll RSTrvcT Arvo AS f My �m UJ:YRVME NY THE0 NICE OF IHEMVNTY s da z B (N AP) T o' )s' y hrp G ECONDCft tI G01. TY OF rvCUN)A STAIT GF CAI,IFORNIA. r xn z Len. as ns 19-370-25 I >1Yd2 3 [ 62 " " E N OM c men N7,,,, )� ' �„ calmny RcroROLa LI \,S' Oh COJNI E)"ISYOA 5 v s en ..r E O T n C20-�'4LO 1.�RBH'6i' ) G "yN n N STATE or cnu44RwA Lr II W..n u. s. �ANjVE J. C 2 ( N l'2+" y IHASILL EIRFR UTAGRAIIUSNALlaSUINEA SIC H4 NOSE LINES ANLIULT INT G(RfdENS10N PARCEL S A5WN ON _ Nn6u91F ue# c AT Ln1S N'1- NI TC14 4' DIL" SN'�Y119E ?6 0 AW TEM F,CUlY V `Gi4 HOOFINGN THENEYADACOUN[YASSESSORBMAVSEORTHOSE niv'<snne lmT I,"1-1 19-410-24 PARCELR LAITm. _ 1� a ] e s . "III " orA ➢,ENE CA COUNTY AS6EICATIA NIAPS sti1LL GOVERN FOR ALL lY! 3I' B E 96A8 yAb a4 1" 19-410 19 mEAILS CON 1INING PIE LINES ANIIL DIMARBIONS bF SUCI BY 12 cl,cl- 6 Ji 1909 2oY v o NI �1 LOTS OfYPANGFIS '2'N 5> ] G5 142 ]AYJ 5(20J_ RI 3 E sc IF E n ans B i9-410-21 "E >o a,d"o z Fa 6 y�P "1 m c1s z w o wsr L22 .`Y s uwm i ITE 'sw . LITS11 ' —C1e '�o- LEGEND: v0 _153J E .iy9 Qd _ W 98 On'a5011' L23 PROPOSED BOUNDARY 4 � � (NAP.)NOTA PART A,lgAg1AO°2 ,j7 ZONE I C O PLANNING& Ol Al �— J ENGINEERING,INC. SONE2 1w uTEON ERNE Y..BUYS zoo. ARASS VALLE cA 95945 SHEET 1 OF I EXHIBIT B FACILITIES It is intended that the District will finance all or a portion of the costs of the following: 1. Acquisition or construction of the following public improvements: a. water distribution and supply and fire suppression facilities including: i. 24" water pipeline connecting Sanders Well to the Fiberboard under-crossing; ii. water source(well) development including surveys, design,drilling,pump installation, building construction and connection to water system; iii. water distribution system serving all residential and commercial properties within District; iv. all other water facilities required to service properties within District; b. electrical supply and distribution facilities including: i. electrical infrastructure installed for service to residential and commercial parcels within the boundaries of the District including design, conduit, trenching, transformers and installation of cabling; it. electrical facilities fees; iii. all other electrical facilities required to service properties within District; C. public roadways,roundabouts and other road improvements including but not limited to medians, curbs, gutters, sidewalks,traffic signals, street signage, street lighting,pavement striping and any associated landscaping and erosion control; d. public plazas, including non-conforming signage; e. public access parks and trails; f. sanitary sewer facilities; i. sewer lift station including but not limited to wet wells, mechanical, electrical,pumping and building systems; ii. onsite sanitary facilities connecting residential and commercial parcels to lift station; iii. all other sanitary facilities required to service residential and commercial parcels within the boundaries of the District; g. storm drains and flood control facilities including but not limited to v—ditches, culverts, and infiltration ponds; h. wetlands and mitigation associated with construction of any public facility; DOCSOC/10459800/22925-0010 i. natural gas, telephone, electric, and telecommunications facilities, excluding such facilities to be owned by shareholder owned utility companies regulated by the California Public Utilities Commission, and further including trenching and appurtenant work and improvements; j. relocation of any existing public improvements or utility improvements required in connection with any of the items described in (a)through (i) above; and k. any other public improvements (not inconsistent with the foregoing) identified in accordance with the Development Agreement between the Truckee Donner Public Utility District and Gray's Crossing,LLC pertaining to the Gray's Crossing development project; 2. Any soft cost associated with the design and construction of the above described improvements including but not limited to engineering, environmental review,inspection, surveying and staking, and environmental mitigation. DOCSOC/10459800/22925-0010 RESOLUTION NO, RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT APPROVING FUNDING AND REIMBURSEMENT AGREEMENT FOR TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT NO. 04-1 (GRAY'S CROSSING) WHEREAS, Gray's Crossing, LLC has filed with this Board of Directors a petition requesting the formation of a community facilities district and the issuance of bonds to finance certain infrastructure; and WHEREAS, this Board of Directors is willing to consider the formation of the community facilities district and the issuance of bonds as requested provided that all costs associated therewith are borne by the petitioner; and WHEREAS, there has been presented to this Board of Directors the form of a Funding and Reimbursement Agreement (the "Funding and Reimbursement Agreement") pursuant to which Gray's Crossing, LLC agrees to be responsible for the costs associated with the Truckee Donner Public Utility District's (the "PUD") consideration of and actions associated with the formation of the requested community facilities district and issuance of bonds and pursuant also to which the PUD agrees to reimburse Gray's Crossing, LLC for amounts advanced and/or work in kind provided by it, but only if and to the extent that bond proceeds are available for such purpose; NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The Funding and Reimbursement Agreement is hereby approved in the form presented to this Board of Directors; and the General Manager of the PUD is hereby authorized and directed, for and in the name of and on behalf of the PUD to execute and deliver to Gray's Crossing, LLC the Funding and Reimbursement Agreement in substantially the forms hereby approved with such changes thereto as may be approved by the General Manager as being in the best interests of the PUD. Section 2. This Resolution shall take effect immediately upon its adoption. I DOCSOC/1048849v 1/22925-0010 APPROVED and ADOPTED by the Board of Directors of the Truckee Donner Public Utility District on June 16, 2004. TRUCKEE DONNER PUBLIC UTILITY DISTRICT President of the Board of Directors ATTEST: District Clerk 2 DOCSOC/1048849v 1/22 92 5-00 1 0 COMMUNITY FACILITIES DISTRICT FUNDING AND REIMBURSEMENT AGREEMENT (GRAY'S CROSSING) THIS COMMUNITY FACILITIES DISTRICT FUNDING AND REIMBURSEMENT AGREEMENT(GRAY'S CROSSING) (this "Agreement"), dated as of June 16, 2004, is entered into by and between the TRUCKEE DONNER PUBLIC UTILITY DISTRICT, a public agency duly organized and validly existing under the laws of the State of California (the"PUD"), and GRAY'S CROSSING, LLC, a Delaware limited liability company (the"Developer"). RECITALS: A. The Developer has requested that the PUD form a community facilities district to be known as "Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing) (the"CFD") to issue bonds for the purpose of financing various public facilities necessary or desirable in connection with the development of Developer's project known as "Gray's Crossing." B. The PUD and the Developer expect that the PUD would incur expenses in undertaking to study the appropriateness of forming the CFD and issuing bonds, and the Developer is willing to provide funds with which the PUD may pay such expenses. C. Pursuant to California Government Code Section 53314.9, the Board of Directors of the PUD is authorized to accept advances of funds or work-in-kind from any source,including, but not limited to,private persons or private entities, and may provide,by resolution, for the use of those funds or work-in-kind for any authorized purpose, including, but not limited to,paying any costs incurred by the PUD in connection with the formation of a community facilities district. The Board of Directors of the PUD is also authorized to enter into an agreement, by resolution, with the person or entity advancing the funds or work-in-kind to repay all or a portion of the funds advanced or to reimburse the person or entity for the cost or value of the work-in-kind provided that certain conditions are met. The conditions to be satisfied with respect to funds advanced require that (1)the proposal to repay the funds or to pay the cost or value of the work-in-kind must be included in the resolution of intention for the proposed community facilities district and in the resolution of formation for the proposed community facilities district, (2)that any proposed special tax is approved by the qualified electors of the community facilities district pursuant to the Act and that, if a proposed special tax is not approved, any funds advanced which have not been committed for any authorized purpose by the time of the election must be returned to the person or entity advancing funds and (3) any work-in-kind accepted shall have been performed or constructed as if the work had been performed or constructed under the direction and supervision, or under the authority, of the localagency. D. The PUD and the Developer are desirous of entering into this Agreement in accordance with Government Code Section 53314.9 in order to provide a mechanism by which the Developer may advance certain costs and provide work-in-kind related to the PUD's study of the possible formation of the CFD and, if the PUD determines to proceed with the formation of the CFD, to assist the PUD in connection therewith and with the possible issuance of bonds and the CFD, when and if bonds are issued and proceeds are available, can reimburse the Developer for the amounts advanced and/or pay the Developer for the cost or value of the work-in-kind supplied by the Developer. 1 DOCSOC/1 041938v3/22925-001 0 AGREEMENT NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows: I. Recitals. Each of the above recitals is incorporated herein and is true and correct. 2. Proposed Formation of the CFD and Issuance of Bonds (a) The PUD will undertake to analyze the appropriateness of forming the CFD and the issuance of bonds by it and either has retained or will retain, at the Developer's expense, the consultants that the PUD determines necessary or convenient to assist it in studying the proposed formation of the CUD and, if the PUD determines to proceed with the formation of the CFD, to assist it in connection therewith and with the possible issuance of bonds, including a special tax consultant, a financial advisor, bond counsel, special counsel, an appraiser and other consultants deemed necessary by the PUD. In addition, the cost of PUD staff time spent in connection with the foregoing (as reasonably determined by the PUD based on(i)its estimate of the total hourly cost to the PUD for each of its employees who spends time in connection therewith times (ii)its estimate of the number of hours so spent by each such employee) shall be at Developer's expense. (b) In order to begin the process of analyzing the formation of the CFD and the issuance of bonds, concurrently with its execution and delivery hereof, the Developer will deliver to the PUD the sum of$20,000. From time to time, the Developer shall make additional advances to the PUD within 15 business days following receipt from the PUD of a request for an additional advance to cover the costs described herein. In the event the Developer does not deliver the requested amount to the PUD within such 15-business day period, the PUD will have no obligation to proceed with any activity relating to the formation of the CFD and/or the issuance of bonds. The Developer shall have the right to notify the PUD at any time, in writing, of its intention to abandon the formation of the CFD or the issuance of bonds. Upon receipt of such notice, the PUD shall instruct its consultants to cease work as soon as practicable. The Developer shall be responsible for all costs and expenses incurred by the PUD or any PUD consultant or advisor relating to the proposed formation of the CUD and/or bond issuance until work with respect to the proposed formation or bond issuance ceases following the receipt of the Developer's notice of abandonment. (c) The PUD will provide written notice to the Developer when the remaining balance of the Developer's advances is reduced to less than $5,000. The PUD will provide to the Developer from time to time a summary of how the advances have been spent, the unexpended balance remaining and the estimated costs to complete the studies contemplated hereby. The amounts advanced by the Developer will be reimbursable to the Developer, without interest, from the proceeds of any bonds issued by the CFD when and if it is formed and its bonds are issued, but only if and to the extent that the PUD determines that the available bond proceeds are sufficient for such purpose. In the event that bonds are not issued in an amount sufficient to provide a source of reimbursement to the Developer, the PUD shall have no liability to the Developer to reimburse it for any of amounts previously advanced by the Developer and expended by the PUD. (d) The Developer agrees that any work-in-kind to be performed by or on behalf of it and to be accepted by the PUD or the CFD shall be performed or constructed as if the work had been performed or constructed under the direction and supervision, or under the authority, of the PUD. In the event it is not so performed or constructed, the Developer shall not be entitled to reimbursement for it. It is the intention of the parties that such work may consist of the preparation 2 DOCSOC/1 041938v3/22925-001 0 of maps, engineering studies, a rate and method of apportionment of special tax and certain documents relating to formation of the CFD as determined by the PUD. 3. Reimbursement Procedure. In accordance with Government Code Section 53314.9, the parties agree that,if the qualified electors of the proposed CFD do not approve the proposed special tax, the PUD shall return any fiords which have been advanced by the Developer pursuant to this Agreement and which have not been committed for any authorized purpose by the time of the election. Such returned funds shall be without interest. 4. Abandonment of Proposed CFD. The Developer understands that a decision to commence formation of the CFD shall be in the sole discretion of the PUD. No provision of this Agreement shall be construed as a promise, warranty or agreement by the PUD to form the CUD or to issue bonds. The PUD shall have no liability to Developer for a decision not to form the CFD or issue bonds. 5. Indemnification and Hold Harmless. The Developer hereby assumes the defense of, and indemnifies and saves harmless, the PUD and each of its officers, directors and employees, from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subjected or put, by reason of or arising out of any acts or omissions of the Developer or any of the Developer's officers, employees, contractors and agents in connection with the proposed formation of the CFD or any work-in-kind provided by or on behalf of the Developer or its consultants, except for any action, damages, claims, losses or expenses arising out of the sole negligence or willful misconduct of the PUD, its officers, directors, employees or agents. 6. Notices. Any notice to be provided pursuant to this Agreement shall be delivered to the following addresses: Developer: Gray's Crossing, LLC c/o East West Partners P.O. Box 2537 Truckee, California 96160 Attention: Rick McConn PUD: Truckee Donner Public Utility District H 570 Donner Pass Road P. O. Box 309 Truckee, California 96160 Attention: General Manager Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party. 7. Assignment. The Developer may not assign its interest in this Agreement without the prior written consent of the PUD, which consent shall not be unreasonably withheld. 8. Severability. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent permitted by law. 3 DOCSOC/1041938v3/22925-0010 9. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the matters provided for herein, and it supersedes and replaces entirely the Funding and Reimbursement Agreement, dated as of August 6, 2003, by and between the parties hereto. 10. Amendments. This Agreement may be amended or modified only by written instrument signed by all parties. 1 I. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. 12. Govemine Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. 13. No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary her and nothing in this Agreement(either express or implied)is intended to confer upon any person or entity, other than the PUD (and its officers, directors, employees and agents providing services under this Agreement) and the Developer, any rights, remedies, obligations or liabilities under or by reason of this Agreement. 14. Singular and Plural Gender. As used herein, the singular of any word includes the plural, and terms in the masculine gender shall include the feminine. 15. Termination. This Agreement shall terminate and be of no further force and effect on the first anniversary of the date of this Agreement unless expressly amended by the parties; provided, however,that the Developer's obligations under Section 5 shall survive the termination and the PUD's obligation to provide reimbursement in accordance with Section 3 for expenses incurred prior to the termination date shall also survive termination. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year first above written. TRUCKEE DONNER PUBLIC UTILITY DISTRICT By: Peter Holzmeister, General Manager GRAY'S CROSSING, LLC By: EAST WEST RESORT DEVELOPMENT V,L.P., L.L.P., its Manager By: HE HOLDING CORP., its General Partner By: Blake L. Riva,Vice President 4 DOCSOC/1041938v3/22 92 5-001 0 RESOLUTION NO. RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT DECLARING ITS INTENTION TO ESTABLISH TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT NO. 04-1 (GRAY'S CROSSING) AND TO AUTHORIZE THE LEVY OF A SPECIAL TAX WITHIN SAID COMMUNITY FACILITIES DISTRICT WHEREAS, Gray's Crossing, LLC, the owner (the "Owner") of not less than 10 percent of the area of land depicted on the map of the proposed community facilities district referred to below on file with the District Clerk (the "Property"), has filed a written petition with the Truckee Donner Public Utility District (the "Public Utility District") to establish Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing) (the "Community Facilities District") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 of the Govermnent Code of the Sate of California (the "Act") to finance (i)the cost of purchasing, constructing, expanding, improving or rehabilitating the facilities listed in Appendix A hereto, and all appurtenances and appurtenant work associated therewith (collectively the "Facilities") and (ii)the incidental expenses to be incurred in connection with financing the Facilities, including costs associated with the creation of the Community Facilities District and the issuance of bonds, the establishment and replenishment of bond reserve and special reserve funds (the "Incidental Expenses"); and WHEREAS, the petition submitted by the Owner complies with the requirements of Section 53319 of the Act; and WHEREAS, in connection herewith, this Board of Directors intends to approve an estimate of the costs of the Facilities and the Incidental Expenses for the Community Facilities District; and WHEREAS, subject to the satisfaction of all applicable requirements of law, it is the intention of this Board of Directors to finance the Facilities and to pay for the Incidental Expenses through the formation of the Community Facilities District and the levy of a special tax and the issuance of bonds, provided that the levy of the special tax and the issuance of the bonds are approved at an election to be held within the boundaries of the Connnunity Facilities District; NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct. Section 2. The Community Facilities District is proposed to be established under the terms of the Act. It is further proposed that the boundaries of the Community Facilities District shall be as depicted on the map of the proposed Community Facilities District which is on file with the District Clerk (the "Clerk"). The Clerk is hereby directed to sign the original map of the Community Facilities District and record it with all proper endorsements thereon with the County Recorder of the 1 DOCSOC/)045986v3/22925-0010 F County of Nevada within fifteen days after the adoption of this resolution, all as required by Section 3111 of the Streets and Highways Code of the State of California. Section 3. The name of the proposed Community Facilities District shall be "Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing)." Section 4. The Facilities proposed to be provided within the Community Facilities District are facilities, as defined in the Act, which the Public Utility District, the Truckee Sanitary District, the Town of Truckee or the California Department of Transportation is authorized by law to provide or to construct, acquire, own and operate, as the case may be. This Board of Directors hereby finds and determines that the description of the Facilities herein is sufficiently informative to allow taxpayers within the proposed Community Facilities District to understand what the fiords of the Community Facilities District may be used to pay for. The Incidental Expenses expected to be incurred include the cost of planning and designing the Facilities, the costs of forming the Community Facilities District and levying and collecting a special tax within the Community Facilities District. Section 5. Except where funds are otherwise available, it is the intention of this Board of Directors to levy annually in accordance with the procedures contained in the Act a special tax, secured by recordation of a continuing lien against all non-exempt real property in the Community Facilities District, sufficient to pay for: (i) the Facilities and Incidental Expenses and (it)the principal of and interest on and other periodic costs with respect to the bonds issued to finance the Facilities, including the establishment and replenishment of any reserve funds deemed necessary by the Community Facilities District and any remarketing, credit enhancement and liquidity facility fees (including such fees for instruments which serve as the basis of a reserve fund in lieu of cash) in connection with the bonds. The Facilities may be financed on a direct payment basis or through the issuance of the bonds. The rate,method of apportionment and manner of collection of the special tax are described in detail in Appendix B attached hereto and incorporated herein as though set forth at length (the "Rate and Method"). Appendix B allows each landowner and resident within the Community Facilities District to estimate the maximum amount that may be levied against each parcel. If special taxes of the Community Facilities District are levied against any parcel used for private residential purposes, (i) such tax shall not be levied or collected to pay for Facilities or Incidental Expenses after the 2043-2044 tax year and (it) under no circumstances will such special tax be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within the Community Facilities District by more than ten percent. This Board of Directors hereby determines the Rate and Method to be reasonable. The special tax is apportioned to each parcel on the basis of land use and, in some cases, area pursuant to Section 53325.3 of the Act, and such special tax is not on or based upon the value or ownership of real property. In the event that a portion of the property within the Community Facilities District shall become for any reason exempt, wholly or partially, from the levy of the special tax, this Board of Directors shall, on behalf of the Community Facilities District, cause the levy to be increased, subject to the limitation of the maximum special tax for a parcel as set forth in the Rate and Method, to the extent necessary upon the remaining property within the Community Facilities District which is not delinquent or exempt in order to yield the special tax revenues required for the purposes described in this Section 5. 2 DOCSOCI 045986v3/22925-0010 Section 6. A public hearing (the "Hearing") on the establishment of the Community Facilities District and the proposed Rate and Method shall be held at 7:00 p.m., or as soon thereafter as practicable, on July 21, 2004, in the board room of this Board of Directors, 11570 Donner Pass Road, Truckee, California 96160. Should this Board of Directors determine to form the Community Facilities District, a special election will be held to authorize the levy of the special tax in accordance with the procedures contained in Government Code Section 53326. if held, the proposed voting procedure at the election will be a landowner vote with each landowner of record as of the close of the Hearing having one vote for each acre of land or portion thereof owned within the Community Facilities District. Ballots for the special election may be distributed by mail or by personal service. Section 7. At the time and place set forth above for the Hearing, any interested person, including all persons owning lands or registered to vote within the proposed Community Facilities District,may appear and be heard. Section A. Each officer of the Public Utility District who is or will be responsible for providing the Facilities within the proposed Community Facilities District, if it is established, is hereby directed to study the proposed Community Facilities District and, at or before the time of the Hearing, file a report with this Board of Directors containing a brief description of the public facilities by type which will in his or her opinion be required to meet adequately the needs of the proposed Community Facilities District and an estimate of the cost of providing those public facilities and an estimate of the fair and reasonable cost of any Incidental Expenses to be incurred. Section 9. The Public Utility District may accept advances of funds or work-in-kind from any source, including, but not limited to, private persons or private entities, for any authorized purpose, including, but not limited to, paying any cost incurred by the Public Utility District in creating the Community Facilities District. The Public Utility District may enter into an agreement with the person or entity advancing the funds or work-in-kind, to repay all or a portion of the funds advanced, or to reimburse the person or entity for the value, or cost, whichever is less, of the work- in-kind, as determined by this Board of Directors, with or without interest. Section 10. The Clerk is hereby directed to publish a notice (the "Notice') of the Hearing pursuant to Section 6061 of the Government Code in a newspaper of general circulation published in the area of the Community Facilities District. Such publication shall be completed at least seven days prior to the date of the Hearing. The Clerk is further directed to mail a copy of the Notice to each of the landowners and registered voters, if any, within the boundaries of the Community Facilities District at least 15 days prior to the Hearing. The Notice shall contain the text or a su nmary of this Resolution, the time and place of the Hearing, a statement that the testimony of all interested persons or taxpayers will be heard, a description of the protest rights of the registered voters and landowners in the proposed Community Facilities District and a description of the proposed voting procedure for the election required by the Act. Section 11. Except to the extent limited in any bond resolution or trust indenture related to the issuance of bonds, the Board of Directors hereby reserves to itself all rights and powers set forth in Section 53344.1 of the Act(relating to tenders in full or partial payment). Section 12. The Clerk is hereby authorized and directed to transmit copies of this Resolution to the Town Council of the Town of Truckee. 3 DOCSOC1 0459 8 6012 2 02 5-00 1 0 ADOPTED and APPROVED by the Board of Directors of the Truckee Donner Public Utility District on June 16, 2004, TRUCKEE DONNER PUBLIC UTILITY DISTRICT President of the Board of Directors ATTEST: District Clerk 4 DOCSOC/1045986v3/22925-0010 APPENDIX A LIST OF FACILITIES It is intended that the District will finance all or a portion of the costs of the following: I. Acquisition or construction of the following public improvements: a. water distribution and supply and fire suppression facilities including: 1. 24" water pipeline connecting Sanders Well to the Fiberboard under-crossing; ii. water source (well) development including surveys, design, drilling, pump installation,building construction and connection to water system; iii. water distribution system serving all residential and commercial properties within District; iv. all other water facilities required to service properties within District; b. electrical supply and distribution facilities including: i. electrical infrastructure installed for service to residential and commercial parcels within the boundaries of the District including design, conduit, trenching, transformers and installation of cabling; ii. electrical facilities fees; in. all other electrical facilities required to service properties within District; C. public roadways, roundabouts and other road improvements including but not limited to medians, curbs, gutters, sidewalks, traffic signals, street signage, street lighting, pavement striping and any associated landscaping and erosion control; d. public plazas, including non-conforming signage; e. public access parks and trails; f. sanitary sewer facilities; i. sewer lift station including but not limited to wet wells, mechanical, electrical, pumping and building systems; ii. onsite sanitary facilities connecting residential and commercial parcels to lift station; iii. all other sanitary facilities required to service residential and commercial parcels within the boundaries of the District; g. storm drains and flood control facilities including but not limited to v—ditches, culverts, and infiltration ponds; h. wetlands and mitigation associated with construction of any public facility; A-1 DOCSOC/1045986v372 292 5-00 1 0 i. natural gas, telephone, electric, and telecommunications facilities, excluding such facilities to be owned by shareholder owned utility companies regulated by the California Public Utilities Commission, but including trenching and appurtenant work and improvements; j. relocation of any existing public improvements or utility improvements required in connection with any of the items described in(a)through (i) above; and k. any other public improvements (not inconsistent with the foregoing) identified in accordance with the Development Agreement between the Truckee Donner Public Utility District and Gray's Crossing,LLC pertaining to the Gray's Crossing development project; 2. Any soft cost associated with the design and construction of the above described improvements including but not limited to engineering, environmental review, inspection, surveying and staking, and environmental mitigation. A-2 DOCSOC/I 045986v3/22925-0010 .................................... _ APPENDIX B RATE AND METHOD OF APPORTIONMENT TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT No. 04-1 (GRAY'S CROSSING RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX A Special Tax applicable to each Assessor's Parcel in the Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing) [herein "CFD No. 04-1"] shall be levied and collected according to the tax liability determined by the Board of Directors or its designee, through the application of the appropriate amount or rate for Taxable Property, as described below. All of the property in CFD No. 04-1, unless exempted by law or by the provisions of Section G below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to the CFD unless a separate Rate and Method of Apportionment is adopted for the annexation area. A. DEFINITIONS The terms hereinafter set forth have the following meanings: "Acre" or "Acreage" means the land area of an Assessor's Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor's Parcel Map, the land area shown on the applicable Final Map or other parcel map recorded with the County. "Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, (commencing with Section 53311), Division 2 of Title 5 of the California Government Code. "Administrative Expenses" means any or all of the following: the fees and expenses of any fiscal agent or trustee (including any fees or expenses of its counsel) employed in connection with any Bonds, and the expenses of the TDPUD carrying out its duties with respect to CFD No. 04-1 and the Bonds, including, but not limited to, levying and collecting the Special Tax, the fees and expenses of legal counsel, charges levied by the County Auditor's Office, Tax Collector's Office, and/or Treasurer's Office, costs related to annexing property into the CFD, costs related to property owner inquiries regarding the Special Tax, amounts needed to pay rebate to the federal government with respect to the Bonds, costs associated with complying with any continuing disclosure requirements for the Bonds and the Special Tax, and all other costs and expenses of the TDPUD in any way related to the establishment or administration of the CFD. "Administrator" means the person or firm designated by the TDPUD to administer the Special Tax according to this Rate and Method of Apportionment of Special Tax. TDPUD CFD No. 04-I I June 3, 2004 DOCSOC10459860122925-0010 "Affordable Unit" means any Unit within CFD No. 04-1 which is subject to (i) a deed-restricted cap limiting the appreciation that can be realized by the owner of the Unit for thirty (30) years, or (it) another such deed restriction that replaces the 30-year appreciation cap in future years. In the Fiscal Year after the Fiscal Year in which the deed-restriction on an Affordable Unit expires, such Unit shall be taxed as Single Family Detached Property or Single Family Attached Property, as applicable. "Assessor's Parcel" or "Parcel" means a lot or parcel, including an airspace parcel for a condominium unit or Loft Unit, shown on an Assessor's Parcel Map with an assigned Assessor's Parcel number. "Assessor's Parcel Map" means an official map of the County Assessor designating parcels by Assessor's Parcel number. "Association Property" means any property within the CFD that is owned by a homeowners association, excluding such property under the pad or footprint of a Unit. Association Property shall also include property designated as open space in a recorded Final Map whether or not such property has yet been dedicated to a homeowners association, public agency, or private land trust. "Board of Directors" or`Board" means the Board of Directors of the TDPUD. "Bonds" means bonds or other debt (as defined in the Act), whether in one or more series, issued, insured or assumed by CFD No. 04-1 related to public infrastructure and/or improvements that are authorized to be funded by CFD No. 04-1. "Building Square Footage" means the total gross square footage of the floor area of a non-residential building determined by calculating the combined floor area contained within the building's exterior walls including the area of an addition where floor area is increased. Parking areas and exterior walkways shall not be included in the calculation of Building Square Footage. "Capitalized Interest" means funds in any capitalized interest account available to pay debt service on Bonds. "Center for the Arts Property" means the property on which a building permit has been issued for construction of the "Center for the Arts" required pursuant to the Development Agreement, subject to the limitation set forth in Section G below. "CFD Formation" means the date on which the Resolution of Formation to form CFD No. 04-1 was adopted by the Board of Directors. "Church Property" means, in any Fiscal Year, any Parcel in CFD 04-1 that meets both of the following criteria: (i) the Parcel is owned by a religious organization which is exempt from ad valorem property tax, and (ii) a building permit has been issued for construction of a building on the Parcel that will be used solely as a place of worship. The amount of Church Property within the CFD shall be subject to the limitation set forth in Section G below. "County" means the County of Nevada. TDPUD CFD No. 04-1 2 June 3, 2004 DOCSOC110459860122925-0010 "Developed Property" means, in any Fiscal Year, the following: for Single Family Detached Property, all parcels for which a Final Map was recorded prior to May 1 of the preceding Fiscal Year • for Single Family Attached Property, all parcels for which a building permit for new construction of a residential structure was issued prior to May 1 of the preceding Fiscal Year • for Golf Course Property, all Parcels that make up the Golf Course Property if the certificate of occupancy for the proshop or clubhouse associated with the golf course was issued at least twenty-four (24) months in advance of May 1 of the preceding Fiscal Year • for Non-Residential Property, all parcels for which a building permit for new construction of a non-residential structure (which may include Loft Units) was issued prior to May 1 of the preceding Fiscal Year "Development Agreement" means the Development Agreement executed between the Town and Gray's Crossing LLC on March 25,2004. "Excess Public Property" means the acres of Public Property that exceed the acreage exempted in Section G below. In any Fiscal Year in which a Special Tax must be levied on Excess Public Property pursuant to Step 5 in Section E below, Excess Public Property shall be those Assessor's Parcel(s) that most recently became Public Property based on the dates on which Final Maps recorded creating such Public Property or, if an Assessor's Parcel became Public Property other than through a Final Map, as determined by the Administrator. "Expected Affordable Units" means a total of 36 Units within CFD No. 04-1 that are expected to be Affordable Units. If, in any Fiscal Year, the Administrator identifies a total number of Affordable Units within CFD No. 04-1 that exceeds 36 Units, only the first 36 Units for which building permits were issued shall remain exempt from the Special Tax pursuant to Section G below. Affordable Units for which permits are issued after building permits for the 36 Expected Affordable Units have been issued shall be taxed as follows: (i) based on the size of the lot if the Unit is Single Family Detached Property, as Single Family Attached Property if the Unit meets the definition set forth for such property below, or(in) as a Loft Unit if the Unit is located above a retail establishment. "Expected Land Uses" means the total number of Units and size of SFD Lots expected to be constructed within the CFD as determined from time to time by the Administrator after applying the steps in Section D below. At CFD Formation, the Expected Land Uses were those expected to be reflected in the Tentative Map. The Expected Land Uses at CFD Formation are summarized in Attachment 1 hereto; the Administrator shall update Attachments 1 and 2 each time a change occurs to the land use plans for property in the CFD. TDPUD CFD No. 04-1 3 June 3,2004 DOCSOC110459860122925-0010 "Expected Maximum Special Tax Revenues" means the amount of annual revenue that would be available if the Maximum Special Tax was levied on the Expected Land Uses. The Expected Maximum Special Tax Revenues as of CFD Formation are shown in Attachment 1 of this Rate and Method of Apportionment of Special Tax. "Final Bond Sale" means the last series of Bonds that will be issued on behalf of CFD No. 04-1 (excluding any Bond refundings), as determined in the sole discretion of the TDPUD. "Final Map" means a final map, or portion thereof, recorded by the County pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) that creates individual lots on which building permits for new construction may be issued without further subdivision and for which no further subdivision is anticipated pursuant to the Tentative Map. "Fiscal Year" means the period starting July 1 and ending on the following June 30. "Fitness Facility Property" means any Assessor's Parcels within the CFD that meets both of the following criteria (i) a building permit has been issued for construction of a swim or fitness facility on the Parcel, and (ii) based on the size of the Parcel, no other buildings can be constructed on the Parcel. "Fractional Unit" means a single family detached unit or a single family attached unit for which multiple owners may each purchase a fractional share of ownership (also referred to as a timeshare unit by the California Department of Real Estate). "Golf Course Property" means any property within CFD No. 04-1 that is used as a golf course, including but not limited to, a driving range, clubhouse, pro shop, parking, outbuildings, and other golf-related amenities. Golf Course Property shall also include any property within the CFD that is used or expected to be used for a swim and/or fitness facility if such facility is located on the same Assessor's Parcel as the clubhouse, pro shop or other golf-related buildings. `Lodging Unit' means a unit that is (i) offered for rent to the general public on an overnight or limited stay basis, as defined in the Development Agreement, and (ii) constructed within the geographic area labeled Neighborhood Commercial in Attachment 2. If Fractional Units are built within the Neighborhood Commercial area, all such units shall be taxed at the same rate as other Units of Single Family Attached Property within the CFD. "Loft Unit" means a residential Unit located above and attached to a commercial establishment, which shall not under any circumstance include a residential Unit within which the owner of such Unit operates an at-home business operation. "Maximum Special Tax" means the greatest amount of Special Tax that can be levied on an Assessor's Parcel in any Fiscal Year determined in accordance with Section C below, as may be adjusted pursuant to Step 3 in Section D below. "Non-Residential Property" means, in any Fiscal Year, all Parcels of Taxable Property which are not Single Family Detached Property, Single Family Attached Property, Golf Course Property, Loft TDPUD CFD No. 04-I 4 June 3, 2004 DOCSOC11045986v3122925-0010 Units, Association Property, Excess Public Property, or Undeveloped Property. As discussed below, Loft Units shall be taxed separately from the non-residential Building Square Footage on the Parcel. "Proportionately" means, for Developed Property, that the ratio of the actual Special Tax levied in any Fiscal Year to the Maximum Special Tax authorized to be levied in that Fiscal Year is equal for all Assessor's Parcels of Developed Property, and for Undeveloped Property that the ratio of the actual Special Tax to the Maximum Special Tax is equal for all Assessor's Parcels of Undeveloped Property. "Public Property" means any property within the boundaries of CFD No. 04-1 that is owned by the federal government, the State of California, the County, the Town, the TDPUD, or other public agency. "Rental Property" means, in any Fiscal Year, all Parcels within the CFD for which a building permit was issued for construction of a residential structure with multiple Units that share common walls, all of which are offered or are expected to be offered for rent to the general public and/or employees. Fractional Units and Loft Units within the CFD shall at no time be categorized as Rental Property. Lodging Units shall also be categorized as Rental Property for purposes of this Rate and Method of Apportionment of Special Tax. "SFD Lot" means an individual residential lot, identified and numbered on a recorded Final Map, on which a building permit has been or is permitted to be issued for construction of a single family detached unit without further subdivision of the lot and for which no further subdivision of the lot is anticipated pursuant to the Tentative Map. "Single Family Attached Property" means, in any Fiscal Year, all Parcels of Developed Property for which a building permit was issued for construction of a residential structure consisting of two or more Units that share common walls and are offered or expected to be offered as for-sale units, including, but not limited to, such residential structures that meet that statutory definition of a condominium contained in Civil Code Section 1351. "Single Family Detached Property" means, in any Fiscal Year, all Parcels of Developed Property for which a building permit was issued or is permitted to be issued for construction of a Unit that does not share a common wall with another Unit, including detached Fractional Units. "Special Tax" means a Special Tax levied in any Fiscal Year to pay the Special Tax Requirement. "Special Tax Requirement" means the amount necessary in any Fiscal Year to: (i) pay principal and interest on Bonds which is due in the calendar year that begins in such Fiscal Year; (it) create and/or replenish reserve funds for the Bonds; (in) cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year or, based on existing delinquencies in the payment of Special Taxes, are expected to occur in the Fiscal Year in which the tax will be collected; (iv) pay Administrative Expenses; and (v) pay the costs of public improvements and public infrastructure authorized to be financed by CFD No. 04-1. The amounts referred to in clauses (i) and (it) of the preceding sentence may be reduced in any Fiscal Year by: (i) interest earnings on or surplus balances in funds and accounts for the Bonds to the extent that such earnings or balances are TDPUD CFD No. 04-I 5 June 3, 2004 DOCSOC110459860122925-0010 available to apply against debt service pursuant to a Bond indenture, Bond resolution, or other legal document that sets forth these terms; (ii) proceeds received by CFD No. 04-1 from the collection of penalties associated with delinquent Special Taxes; and (iii) any other revenues available to pay debt service on the Bonds as determined by the Administrator. "Taxable Property" means all of the Assessor's Parcels within the boundaries of CFD No. 04-1 which are not exempt from the Special Tax pursuant to law or Section G below. "Tax Zone" means one of the two mutually exclusive geographic areas defined below and identified in Attachment 2 of this Rate and Method of Apportionment of Special Tax, and any subsequent Tax Zones created to contain property annexed into the CFD after CFD Formation. "Tax Zone #I" means the geographic area that is specifically identified in Attachment 2 of this Rate and Method of Apportionment of Special Tax as Tax Zone#I. "Tax Zone#2" means the geographic area that is specifically identified in Attachment 2 of this Rate and Method of Apportionment of Special Tax as Tax Zone #2. "TDPUD" means the Truckee Donner Public Utility District. "Tentative Map" means the tentative subdivision map for the Gray's Crossing Planned Development approved by the Town on February 5, 2004. "Town" means the incorporated Town of Truckee. "Undeveloped Property" means, in any Fiscal Year, all Parcels of Taxable Property within the CFD that are not Developed Property. "Unit" means (i) for Single Family Detached Property, an individual single-family detached unit, (ii) an individual Loft Unit, and (iii) for Single Family Attached Property, an individual residential unit within a duplex, triplex, fourplex,townhome, or condominium structure. B. DATA FOR ANNUAL ADMINISTRATION On or about Judy I of each Fiscal Year, the Administrator shall identify the current Assessors Parcel numbers for all Parcels of Taxable Property. The Administrator shall also determine: (i) whether each Assessor's Parcel of Taxable Property is Developed Property or Undeveloped Property, (ii) for Developed Property, which Parcels are Single Family Detached Property, Single Family Attached Property, Loft Units, Golf Course Property and Non-Residential Property, (iii) for Parcels of Single Family Attached Property, the number of Units on each Parcel, (iv) for Single Family Detached Property,the size of each residential lot within Final Maps that have been recorded, (v) whether there are Parcels of Rental Property, Excess Public Property, or Parcels with Affordable Units, and (vi) the Special Tax Requirement. For Single Family Attached Property, the number of Units shall be determined by referencing the site plan, condominium plan, or other development plan. For Non-Residential Property that includes Loft Units, the Administrator shall reference the condominium map or other such development plan TDPUD CFD No. 04-1 6 June 3, 2004 DOCSOC/1045986v3/22 92 5-0 0 1 0 to determine the Building Square Footage, or if such map or plan is not available, the Administrator shall determine the Building Square Footage associated with the Loft Units and subtract the square footage thereof from the total Building Square Footage to determine the square footage that will be subject to the Maximum Special Tax for Non-Residential Property. If, in any Fiscal Year, an Assessor's Parcel includes both Developed Property and Undeveloped Property, the Administrator shall determine the Acreage associated with the Developed Property, subtract this Acreage from the total Acreage of the Assessor's Parcel, and use the remaining Acreage to calculate the Special Tax that will apply to Undeveloped Property within the Assessor's Parcel. In addition, the Administrator shall, on an ongoing basis, monitor whether changes in land use have been proposed that will affect the Expected Land Uses and whether Final Maps that have been proposed for approval by the Town are consistent with the Expected Land Uses. If changes to the Expected Land Uses are proposed, the Administrator shall apply the steps set forth in Section D below. C. MAXIMUM SPECIAL TAX 1. Single Family Detached Property The Maximum Special Tax for Single Family Detached Property for Fiscal Year 2004-05 is shown in Table 1 below: TABLE 1 TDPUD CFD No.2004-1 Maximum Special Tax for Single Family Detached Property Maximum Special Tar in Maximum Special Tax Tax Zone#1 in Tax Zone#2 Type of Pro er Lot Size Fiscal Year 2004-05 * Fiscal Year 2004-05 Single Family Greater than $3,300 per $4,125 per Detached Propertv 22,000 s uare feet SFD Lot SFD Lot Single Family 20,001 to 22,000 $3,200 per $4,000 per Detached Property square feet SFD Lot SFD Lot Single Family 18,001 to 20,000 $3,100 per $3,875 per Detached Property square feet SFD Lot SFD Lot Single Family 16,001 to 18,000 $3,000 per $3,750 per Detached Property s uare feet SFD Lot SFD L,ot Single Family 14,001 to 16,000 $2,900 per $3,625 per Detached Property s uare feet SFD Lot SFD Lot Single Family 12,001 to 14,000 $2,800 per $3,500 per Detached Property square feet SFD Lot SIT)Lot Single Family 8,000 to 12,000 $2,700 per $3,375 per Detached Property square feet SFD Lot---7 SFD Lot Single Family Less than $1,800 per $1,800 per Detached Property ( 8 000 square feet SFD Lot SFD Lot TDPUD CFD No. 04-1 7 Jane 3, 2004 DOCSOC110459860122925-0010 On July 1, 2005 and on each July I thereafter, the Maximum Special Taxes shown in Table 1 above shall be increased by an amount equal to two percent (2%) of the amount in effect for the prior Fiscal Year. The square footage of SFD Lots shall be determined by reference to County Assessor's Parcel Maps or, to the extent such Maps do not reflect square footage of the SIT) Lots, by reference to the lot size summary provided by the engineering firm that produced the Final Map. 2. Single Family Attached Property The Maximum Special Tax for Single Family Attached Property for Fiscal Year 2004-05 is $I,800 per Unit. On July 1, 2005 and on each July 1 thereafter, this Maximum Special Tax shall be increased by an amount equal to two percent (2%)of the amount in effect for the prior Fiscal Year. 3. Loft Units 'The Maximum Special Tax for Loft Units for Fiscal Year 2004-05 is $1,200 per Unit. On July 1, 2005 and on each July 1 thereafter, this Maximum Special Tax shall be increased by an amount equal to two percent(2%) of the amount in effect for the prior Fiscal Year. 4. Non-Residential Property The Maximum Special Tax for Non-Residential Property for Fiscal Year 2004-05 is $2.50 per square foot of Building Square Footage. On July 1, 2005 and on each July 1 thereafter, this Maximum Special Tax shall be increased each Fiscal Year thereafter by an amount equal to two percent(2%) of the amount in effect the prior Fiscal Year. 5. Golf Course Property The Maximum Special Tax assigned to Golf Course Property for Fiscal Year 2004-05 is $200,000. On July 1, 2005 and on each July I thereafter, this Maximum Special Tax shall be increased each Fiscal Year thereafter by an amount equal to two percent(2%) of the amount in effect the prior Fiscal Year. If the Golf Course Property is fully contained within one Assessor's Parcel, the Maximum Special Tax identified above shall be collected from the Parcel. If the Golf Course Property is spread over more than one Assessor's Parcel, the following steps shall be applied in the first Fiscal Year in which the Golf Course Property is Developed Property to determine the Maximum Special Tax to be assigned to each Parcel: Step 1: Multiply the total Maximum Special Tax assigned to the Golf Course Property by fifty percent(50%); Step 2: Determine the combined Acreage of all Assessor's Parcels on which the clubhouse, pro shop, driving range, parking lot, and other outbuildings are located; TDPUD CFD No. 04-1 8 June 3,2004 DOCSOC110459860122925-0010 Step 3: Divide the amount determined in Step 1 by the Acreage identified in Step 2 to calculate a per-acre Special Tax; Step 4: Multiply the per-acre Special Tax calculated in Step 3 by the Acreage of each Assessor's Parcel on which the clubhouse, pro shop, driving range, parking lot, and other outbuildings are located to calculate the Maximum Special Tax for each of the Parcels; Step 5: Determine the combined Acreage of all Assessor's Parcels of Golf Course Property that were not included in the Acreage calculated in Step 2 above; Step 6: Divide the amount determined in Step I by the Acreage calculated in Step 5 to calculate a per-acre Special Tax; Step 7: Multiply the per-acre Special Tax calculated in Step 6 by the Acreage of each Assessor's Parcel included in the figure determined in Step 5 to calculate the Maximum Special Tax for each of the Parcels. The Maximum Special Tax determined for each Assessor's Parcel of Golf Course Property pursuant to the steps set forth above shall be increased on July I of the following Fiscal Year, and on each July I thereafter,by an amount equal to two percent(2%) of the amount in effect the prior Fiscal Year. If an Assessor's Parcel of Golf Course Property is further subdivided or otherwise reconfigured, the Maximum Special Tax assigned to the Parcel shall be allocated to the new Parcels on an Acreage basis. 6. Undeveloped property The Maximum Special Tax for Undeveloped Property for Fiscal Year 2004-05 is $17,500 per Acre. On July 1, 2005 and on each July I thereafter, this Maximum Special Tax shall be increased by an amount equal to two percent(2%) of the amount in effect for the prior Fiscal Year. D. BACK-UP FORMULA The Maximum Special Taxes set forth in Section C above were calculated based on the Expected Land Uses at CFD Formation. The Administrator shall review Tentative Map revisions and other changes to the land uses within the CFD and compare the revised land uses to the Expected Land Uses to evaluate the impact on the Expected Maximum Special Tax Revenues. In addition, the Administrator shall review Final Maps to ensure they reflect the number and size of SFD Lots that were anticipated in the Tentative Map. If, prior to the Final Bond Sale, a change to the Expected Land Uses (a "Land Use/Entitlement Change") is proposed that will result in a reduction in the Expected Maximum Special Tax Revenues, no action will be needed pursuant to this Section D as long as the reduction in Expected Maximum Special Tax Revenues does not reduce debt service coverage on outstanding Bonds below the amount committed to in the Bond documents. Upon approval of the Land Use/Entitlement Change, the Administrator shall update Attachment I to show the reduced Expected Maximum TDPUD CFD No. 04-1 9 June 3,1004 DOCSOC/10459860122925-0010 Special Tax Revenues, and the reduced Expected Maximum Special Tax Revenues shall be the amount used to by the TDPUD to make future decisions with respect to Bonds. If a proposed Land Use/Entitlement Change would reduce the debt service coverage required on outstanding Bonds or if the Land Use/Entitlement Change is proposed after the Final Bond Sale, the following steps shall be applied: Step I: By reference to Attachment 1 (which will be updated by the Administrator each time a Land Use/Entitlement Change has been processed according to this Section D), the Administrator shall identify the Expected Maximum Special Tax Revenues for CFD No. 04-1; Step 2: The Administrator shall calculate the Maximum Special Tax revenues that could be collected from property in the CFD if the Land Use/Entitlement Change is approved; Step 3: If the amount determined in Step 2 is higher than that calculated in Step 1, the Land Use/Entitlement Change may be approved without further action. If the revenues calculated in Step 2 are less than those calculated in Step 1, and if: (a) The landowner does not withdraw the request for the Land Use/Entitlement Change that was submitted to the Town; or (b) Before approval of the Land Use/Entitlement Change, the landowner requesting the Land Use/Entitlement Change does not prepay a portion of the Special Tax for the CFD in an amount that corresponds to the lost Maximum Special Tax revenue, as determined by applying the steps set forth in Section tI below; then, the amount of the prepayment determined in Step 3.b shall be allocated on a per-acre basis and included on the next property tax bill for all Assessor's Parcels within the property affected by the Land Use/Entitlement Change. The amount allocated to each Assessor's Parcel shall be added to and, until paid, shall be a part of, the Maximum Special Tax for the Assessor's Parcel. If multiple Land Use/Entitlement Changes are proposed at one time (which may include approval of multiple Final Maps at one time), the Administrator may consider the combined effect of all the Land Use/Entitlement Changes to determine if there is a reduction in Expected Maximum Special Tax Revenues that necessitates implementation of Step 3.b. If, based on this comprehensive analysis, the Administrator determines that there is a reduction in Expected Maximum Special Tax Revenue, and all of the Land Use/Entitlement Changes are being proposed by the same land owner, the Administrator shall determine the required prepayment (pursuant to Step 3.b) by analyzing the combined impact of all of the proposed Land Use/Entitlement Changes. Notwithstanding the foregoing, if the Administrator analyzes the combined impacts of multiple Land Use/Entitlement Changes, and the Town subsequently does not approve one or more of the Land Use/Entitlement Changes that was proposed, the Administrator shall once again apply the three steps set forth above to TDPUD CFD No. 04-1 10 Jane 3,2004 DOCSOC110459860122925-0010 determine the combined impact of those Land Use/Entitlement Changes that were approved simultaneously by the Town. If, based on the comprehensive analysis, the Administrator determines that there is a reduction in Expected Maximum Special Tax Revenue, and the Land Use/Entitlement Changes are not all being proposed by the same land owner, the Administrator shall consider the proposed Land Use/Entitlement Changes individually to determine the required prepayment from each owner. E. METHOD OF LEVY OF THE SPECIAL TAX Each Fiscal Year, the Administrator shall determine the Special Tax Requirement to be collected in that Fiscal Year,and the Special Tax shall be levied according to the steps outlined below. Step 1: The Special Tax shall be levied Proportionately on each Parcel of Developed Property within the CFD that is Single Family Detached Property, Single Family Attached Property, or a Loft Unit up to 100% of the Maximum Special Tax for each Parcel for such Fiscal Year until the amount levied on such Developed Property is equal to the Special Tax Requirement Prior to applying any Capitalized Interest that is available in the CFD accounts. Step 2: If additional revenue is needed after Step I, and after applying Capitalized Interest to the Special Tax Requirement, the Special Tax shall be levied Proportionately on each Parcel of Developed Property within the CED that is Non-Residential Property up to 100% of the Maximum Special Tax for such Developed Property for such Fiscal Year determined pursuant to Section C. Step 3: If additional revenue is needed after Step 2, the Special Tax shall be levied Proportionately on each Parcel of Developed Property within the CFD that is Golf Course Property up to 100% of the Maximum Special Tax for such Developed Property for such Fiscal Year determined pursuant to Section C. Step 4: If additional revenue is needed after Step 3, the Special Tax shall be levied Proportionately on each Assessor's Parcel of Undeveloped Property within the CFD, up to 100% of the Maximum Special Tax for Undeveloped Property for such Fiscal Year determined pursuant to Section C. Step 5: If additional revenue is needed after Step 4, the Special Tax shall be levied Proportionately on each Parcel of Association Property within the CFD, up to 100% of the Maximum Special Tax for Undeveloped Property for such Fiscal Year determined pursuant to Section C. Step 6: If additional revenue is needed after Step 5, the Special Tax shall be levied Proportionately on each Assessor's Parcel of Excess Public Property, exclusive of property exempt from the Special Tax pursuant to Section G TDPUD CFD No. 04-1 11 June 3. 2004 DOCSOC11045986v3122925-0010 below, up to 100% of the Maximum Special Tax for Undeveloped Property for such Fiscal Year determined pursuant to Section C. F. COLLECTION OF SPECIAL TAX The Special Taxes for CFD No. 04-1 shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that prepayments are permitted as set forth in Section H below and provided further that the TDPUD may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner, and may collect delinquent Special Taxes through foreclosure or other available methods. The Special Tax for Fractional Units may be billed either directly to individual fractional share owners or to a homeowners association, which shall then bill the individual fractional share owners; non-payment of Special Taxes billed by the homeowners association shall result in interest and penalties, and the fractional ownership shall be subject to foreclosure proceedings as set forth in the Bond covenants. The Special Tax shall be levied and collected until principal and interest on Bonds have been repaid, TDPUD's costs of constructing or acquiring authorized facilities from Special Tax proceeds have been paid, and all administrative expenses have been reimbursed. However, in no event shall a Special Tax be levied after Fiscal Year 2043-44. Pursuant to Section 53321 (d) of the Act, the Special Tax levied against a Parcel used for private residential purposes shall under no circumstances increase more than ten percent(10%) as a consequence of delinquency or default by the owner of any other Parcel or Parcels and shall, in no event, exceed the Maximum Special Tax in effect for the Fiscal Year in which the Special Tax is being levied. G. EXEMPTIONS Notwithstanding any other provision of this Rate and Method of Apportionment of Special Tax, no Special Tax shall be levied on up to 42.2 acres of Public Property, 237.7 acres of Association Property, 2 acres of property on which Lodge Units have been or, based on building permits that have been issued, are expected to be built, 0.67 of an acre of Center for the Arts Property, Fitness Facility Property, and 4 acres of Church Property. A separate amount of public acreage may be exempted each time property annexes into CFD No. 04-1, and such additional exemption shall only apply to property within the annexation area. A Special Tax may be levied on Excess Public Property pursuant to Step 5 of Section E; however, a public agency may prepay or cause the prepayment of the special tax obligation on land conveyed to it that would be classified as Excess Public Property. In addition, no Special Tax shall be levied in any Fiscal Year on Rental Property or Affordable Units. H. PREPAYMENT OF SPECIAL TAX The following definitions apply to this Section H: "Outstanding Bonds" means all Previously Issued Bonds which remain outstanding, with the following exception: if a Special Tax has been levied against, or already paid by, an TDPUD CFD No. 04-1 12 June 3, 2004 DOCSOC110459860122925-0010 _ . .. _ Assessor's Parcel making a prepayment, and a portion of such Special Tax will be used to pay a portion of the next principal payment on the Bonds that remain outstanding (as detennined by the Administrator), that next principal payment shall be subtracted from the total Bond principal that remains outstanding, and the difference shall be used as the amount of Outstanding Bonds for purposes of this prepayment formula. "Previously Issued Bonds" means all Bonds that have been issued on behalf of the CFD prior to the date of prepayment. "Public Facilities Requirements" means either $24,000,000 in 2004 dollars, which shall increase on January 1, 2005. and on each January 1 thereafter by the percentage increase, if any, in the construction cost index for the San Francisco region for the prior twelve (12) month period as published in the Engineering News Record or other comparable source if the Engineering News Record is discontinued or otherwise not available, or such other number as shall be determined by the TDPUD to be an appropriate estimate of the net construction proceeds that will be generated from all Bonds that have been or are expected to be issued on behalf of CFD No. 2004-1. The Public Facilities Requirements shown above may be adjusted or a separate Public Facilities Requirements identified each time property annexes into CFD No. 04-1; at no time shall the added Public Facilities Requirement for that annexation area exceed the amount of public improvement costs that are expected to be supportable by the Maximum Special Tax revenues generated within that annexation area. In addition, the Public Facilities Requirement may be adjusted if the total number of Units authorized to be constructed within the CFD is increased by the Town; this adjustment to the Public Facilities Requirement shall not exceed the amount of public improvement costs that are expected to be supportable by the Maximum Special Tax revenues generated by the additional number of Units approved by the Town. "Remaining Facilities Costs" means the Public Facilities Requirements (as defined above), minus public facility costs funded by Outstanding Bonds (as defined above), developer equity, and/or any other source of funding. The Special Tax obligation applicable to an Assessor's Parcel in the CFD may be prepaid and the obligation of the Assessor's Parcel to pay the Special Tax permanently satisfied as described herein, provided that a prepayment may be made only if there are no delinquent Special Taxes with respect to such Assessor's Parcel at the time of prepayment. An owner of an Assessor's Parcel intending to prepay the Special Tax obligation shall provide the TDPUD with written notice of intent to prepay. Within 30 days of receipt of such written notice, the TDPUD or its designee shall notify such owner of the prepayment amount for such Assessor's Parcel. Prepayment must be made not less than 75 days prior to any redemption date for Bonds to be redeemed with the proceeds of such prepaid Special Taxes. The Prepayment Amount shall be calculated as follows: (capitalized terms as defined below): Bond Redemption Amount plus Remaining Facilities Amount plus Redemption Premium plus Defeasance Requirement plus Administrative Fees and Expenses TDPUD CFD No. 04-I 13 June 3, 2004 DOCSOC/10459860122925-0010 less Reserve Fund Credit equals Prepayment Amount As of the proposed date of prepayment, the Prepayment Amount shall be determined by application of the following steps: Step 1. Compute the total Maximum Special Tax that could be collected from the Assessor's Parcel prepaying the Special Tax in the Fiscal Year in which prepayment would be received by the TDPUD or, in the event of a prepayment pursuant to Step 3.b in Section D, compute the amount by which the Maximum Special Tax revenues would be reduced by the Land Use/Entitlement Change and use the amount of this reduction as the figure for purposes of this Step I. Step 2. Divide the Maximum Special Tax from Step 1 by the then-current Expected Maximum Special Tax Revenues for the CFD. Step 3. Multiply the quotient computed pursuant to Step 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the "Bond Redemption Amount"). Step 4. Compute the current Remaining Facilities Costs (if any). Step 5. Multiply the quotient computed pursuant to Step 2 by the amount determined pursuant to Step 4 to compute the amount of Remaining Facilities Costs to be prepaid (the "Remaining Facilities Amount'. Step 6. Multiply the Bond Redemption Amount computed pursuant to Step 3 by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed (the 'Redemption Premium'. Step 7. Compute the amount needed to pay interest on the Bond Redemption Amount starting with the first Bond interest payment date after which the prepayment has been received until the earliest redemption date for the Outstanding Bonds, which, depending on the Bond offering document, may be as early as the next interest payment date. Step 8: Compute the amount of interest the TDPUD reasonably expects to derive from reinvestment of the Bond Redemption Amount plus the Redemption Premium from the first Bond interest payment date after which the prepayment has been received until the redemption date for the Outstanding Bonds. Step 9: Take the amount computed pursuant to Step 7 and subtract the amount computed pursuant to Step 8 (the "Defeasance Requirement"). TDPUD CFD,)Vo. 04-1 14 June 3, 2004 DOCSOCl7045986v3112925-0070 Step 10. Determine the costs of computing the prepayment amount, the costs of redeeming Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the "Administrative Fees and Expenses"). Step 11. If and to the extent so provided in the indenture pursuant to which the Outstanding Bonds to be redeemed were issued, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the "Reserve Fund Credit'. Step 12. The Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 3, 5, 6, 9, and 10, less the amount computed pursuant to Step 11 (the "PrepayrnentAniount"). A partial prepayment may be made in an amount equal to any percentage of full prepayment desired by the parry making a partial prepayment. The Maximum Special Tax that can be levied on an Assessor's Parcel after a partial prepayment is made is equal to the Maximum Special Tax that could have been levied prior to the prepayment, reduced by the percentage of a full prepayment that the partial prepayment represents, all as determined by or at the direction of the Administrator. L INTERPRETATION OF SPECIAL TAX FORMULA The TDPUD reserves the right to make minor administrative and technical changes to this document that do not materially affect the rate and method of apportioning Special Taxes. In addition, the interpretation and application of any section of this document shall be left to the TDPUD's discretion. Interpretations may be made by the TDPUD by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this Rate and Method of Apportionment of Special Tax. TDPUD CFD No. 04-1 15 June 3. 2004 DOCSOC11045986v3122925-0010 ATTACHMENT EXPECTED LAND USES AND EXPECTED MAXIMUM SPECIAL TAX REVENUES AT CFI)FORMATION Number of Maximum Special Expected Tax Total Expected Lots/Units/ Per Unit/ Maximum Expected Land Uses Acres/ Square Foot, Special Tax Building FY 2004-05 * Revenues * S uare Feet TAX ZONE#1 i SFD Lots Greater than 22,000 Square Feet 2 $3,300 per SFD Lot $6,600 SFD Lots, 20,001 to 22,000 Square Feet 4 $3,200 per SFD Lot $12,800 SFD Lots, 18,001 to 20,000 Square Feet 12 $3,100 per SFD Lot $37,200 SFD Lots, 16,001 to 18,000 Square Feet 32 $3,000 per SFD Lot $96,000 SFD Lots, 14,001 to 16,000 Square Feet 46 $2,900 per SFD Lot $133,400 SFD Lots, 12,001 to 14,000 Square Feet 5 $2,800 per SFD Lot $14,000 SFD Lots, 9,000 to 12,000 Square Feet 0 $2,700 per SFD Lot $0 SFD Lots Less than 8,000 Square Feet 61 1 $1,800 per SFD Lot $109,800 TAX ZONE#2 I SFD Lots Greater than 22,000 Square Feet 10 $4,125 per SFD Lot $41,250 SFD Lots, 20,001 to 22,000 Square Feet 7 $4,000 per SFD Lot $28,000 SFD Lots, 18,001 to 20,000 Square Feet 19 $3,875 per SFD Lot $73,625 i SFD Lots, 16,001 to 18,000 Square Feet 100 $3,750 per SFD Lot $3755000 SFD Lots, 14,001 to 16,000 Square Feet 118 $3,625 per SFD Lot $427,750 SFD Lots, 12,001 to 14,000 Square Feet 43 $3,500 per SFD Lot $150 500 SFD Lots, 8,000 to 12,000 Square Feet 10 $3,375 per SFD Lot $33,750 SFD Lots Less than 8,000 Square Feet 0 $1,800 per SFD Lot $0 Single Family Attached Units 107 $1,800 per Unit $192,600 Loft Units 21 $1,200 per Unit $25,200 i Non-Residential Building Square Footage 40,700 $2.50 per square foot $101,750 N/A Golf Course N/A $20Q 000 Total Expected Maximum Special Tax Revenues $2,059,225 *Figures are shown in fiseal year 2004-05 dollars and will escalate two percent(2%)per year thereafter. DOCSOC/1 045 98 6 01 22 92 5-001 0 ATTACHMENT 2 TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT NO. 04-1 (GRAY'S CROSSING) IDENTIFICATION OF TAX ZONES TDPUD CFD No. 04-1 June 3, 2004 DOCSOC11045986v3122925-0010 IDENTIFICATION OF TAX ZONES FOR PROPOSED COMMUNITY FACILITIES DISTRICT NO.04-1 +� ra RE o (GRAY'S CROSSING) SITE TRUCKEE DONNER PUBLIC UTILITY DISTRICT a COUNTY OF NEVADA STATE OF CALIFORNIA tRtlq(EE VICSNITY MAP r fi} I .h n CjB AEC �q Y I 1� KC n LEGEP t RS Y.(Single Fam,ky Residential) o t4" RM{{Muhl-Pan,Iy Residential) o CN(Neighborhood Commercial) v, N RFC(Recreation) N L 05(Open Space) ZONE I x R o ZONE L .7� vLnrumal%s �s .•r.:r� v EN6TNEIR&NG,IPK. t} en o`a�Owu"w::'g:urwol; " .`mnu` e.�:'o°.",e, SHEET f OF 1 q RESOLUTION NO._ RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT DECLARING ITS INTENTION TO INCUR BONDED INDEBTEDNESS IN THE AMOUNT NOT TO EXCEED $35,000,000 WITHIN PROPOSED TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT NO. 04-1 (GRAY'S CROSSING) WHEREAS, pursuant to a resolution adopted on the date hereof (the "Companion Resolution"), this Board of Directors has instituted proceedings to form Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing) (the "Community Facilities District") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act") in order to finance (i)the cost of purchasing, constructing, expanding, improving or rehabilitating the facilities listed on Appendix A to the Companion Resolution, and all appurtenances and appurtenant work associated with the foregoing (collectively the "Facilities") and (ii) the incidental expenses to be incurred in connection with financing the Facilities, including costs associated with the creation of the Community Facilities District and the issuance of bonds, the establishment and replenishment of bond reserve and special reserve funds(the"Incidental Expenses"); and WHEREAS, this Board of Directors estimates that the amount required to finance the Facilities and Incidental Expenses is approximately $35,000,000: and WHEREAS, in order to finance the Facilities and Incidental Expenses, subject to the satisfaction of all applicable requirements of law, this Board of Directors intends to authorize the issuance of bonds in the maximum aggregate principal amount of $35,000,000, the repayment of which is to be secured by special taxes levied in accordance with the Act on all property in the Community Facilities District, other than those properties exempted from taxation in the rate and method of apportionment set forth in Appendix B to the Companion Resolution; NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct. Section 2. It is necessary to incur bonded indebtedness within the boundaries of the Community Facilities District in an amount not to exceed $35,000,000 to finance certain of the costs of the Facilities and Incidental Expenses,as permitted by the Act. Section 3. The indebtedness will be incurred for the purpose of financing the costs of the Facilities and the Incidental Expenses, including,but not limited to, the funding of reserve funds for the bonds, the financing of costs associated with the issuance of the bonds and all other costs and expenses necessary to finance the Facilities which are permitted to be financed pursuant to the Act. Section 4. It is the intent of this Board of Directors to authorize the sale of bonds in one or more series, in the maximum aggregate principal amount specified in Section 2, and at a maximum interest rate not in excess of 12 percent per annum, or a higher rate not in excess of the DOCSOC/1045989v2/22925-0010 maximum rate permitted by law at the time that the bonds are issued. The term of the bonds of each series shall be determined pursuant to a resolution of this Board of Directors authorizing the issuance of the bonds of such series, but such term shall in no event exceed 40 years from the date of issuance of the bonds of such series, or such longer term as is then permitted by law. Section 5. A public hearing (the "Hearing") on the proposed debt issue shall be held at 7:00 p.m., or as soon thereafter as practicable, on July 21, 2004, in the board room of this Board of Directors, 11570 Donner Pass Road, Truckee, California 96160. Section 6. At the time and place set forth in this Resolution for the Hearing, any interested persons, including all persons owning land or registered to vote within the Community Facilities District, may appear and be heard. Section 7. The Clerk of the Truckee Donner Public Utility District is hereby directed to publish a notice (the "Notice") of the Hearing pursuant to Section 6061 of the Government Code in a newspaper of general circulation published in the area of the Community Facilities District. Such publication shall be completed at least seven days prior to the date of the Hearing. ADOPTED and APPROVED by the Board of Directors of the Truckee Donner Public Utility District on June 16, 2004. TRUCKEE DONNER PUBLIC UTILITY DISTRICT By: President of the Board of Directors ATTEST: District Clerk DOCSOC/7045987v2/2 2 9 25-00 1 0