NOTICE OF SPECIAL MEETING STERLING RANCH COMMUNITY AUTHORITY BOARD DOUGLAS COUNTY, COLORADO

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1 NOTICE OF SPECIAL MEETING STERLING RANCH COMMUNITY AUTHORITY BOARD DOUGLAS COUNTY, COLORADO NOTICE IS HEREBY GIVEN that the Board of Directors of Sterling Ranch Community Authority Board (the CAB ), Douglas County, Colorado, will hold a special meeting on Tuesday, November 20, 2018 at the hour of 11:30 a.m. at the offices of CliftonLarsonAllen LLP, 8390 E. Crescent Parkway, Suite 275, Greenwood Village, CO At this meeting the Board will take up regular business of the Authority as reflected on the agenda attached, and any other matters as may come before the Board. These meetings are open to the public. This notice is given by order of the Board of Directors of the Authority. STERLING RANCH COMMUNITY AUTHORITY BOARD DOUGLAS COUNTY, COLORADO By: /s/ Denise Denslow Manager

2 STERLING RANCH COMMUNITY AUTHORITY BOARD CAB SPECIAL MEETING AGENDA Board of Directors: Term Expires: James Yates, President (representing Sterling Ranch Colorado MD No. 2) January 15, 2019 Harold R. Smethills, Jr., Vice President (representing Sterling Ranch Colorado MD No. 1) January 15, 2020 Diane H. Smethills, Treasurer (representing Sterling Ranch Colorado MD Nos. 3 7) January 15, 2020 Denise Denslow, Secretary N/A 8 VACANCIES Date: Time: Location: November 20, 2018 Tuesday 11:30 a.m. CliftonLarsonAllen LLP 8390 E. Crescent Parkway Suite 275 / Second Floor Greenwood Village, CO CALL TO ORDER / DECLARATION OF QUORUM 2. DISCLOSURE OF CONFLICTS OF INTEREST 3. REVIEW AND APPROVE AGENDA AND MEETING LOCATION; APPOINT ACTING SECRETARY FOR MEETING, IF NECESSARY 4. PUBLIC COMMENTS 5. UTILITY MATTERS 6. LEGAL MATTERS A. Acknowledge Appointment of David Little as a Representative of Sterling Ranch Colorado Metropolitan District No. 1 to the Board of Directors of the CAB, for a 4 year term ending on November 20, 2022

3 Page 2 of 12 B. Acknowledge Re Appointment of James L. Yates as a Representative of Sterling Ranch Colorado Metropolitan District No. 2 to the Board of Directors of the CAB, for a 4 year term ending on January 15, 2023 C. SECOND READING Discuss and Consider Approval of Revisions to Rules & Regulations; Review and Consider Adoption of Resolution No Resolution of the Board of Directors of the Sterling Ranch Community Authority Board Amending its Rules and Regulations Compilation to Update and Conform the Provisions, Fees, Policies and Procedures Set Forth in These Documents (to be distributed) D. Work Orders and Change Orders to Consider for Approval and/or Ratification of Approval under Existing Master Service Agreements: 1. BrightView Landscape Development, Inc. a. Ratify Approval of Filing No. 1, Change Order No. 9, for 2 Year Landscape and Irrigation Maintenance for a Reduction in Budgeted Amount of ($410,112.00) b. Ratify Approval of Filing No. 1, Change Order No. 10, for Hydrant Meter Reading Payments from June 2018 through July 2018 for an Increase in Budgeted Amount of $ c. Ratify Approval of Filing No. 1, Change Order No. 100, for 2 Year Landscape and Irrigation Maintenance for an Increase in Budgeted Amount of $410, d. Ratify Approval of Filing No. 1, Change Order No. 101, for 2 Year Landscape and Irrigation Maintenance for an Increase in Budgeted Amount of $2, Dewberry Engineers, Inc. a. Ratify Approval of Master Service Agreement for Denver Water and Aurora Water Conduit Crossing Evaluation between the CAB and Dewberry Engineers, Inc. (enclosed) b. Ratify Approval of Filing No. General, Work Order No. 1 To Perform Pipe Loading Analysis and Recommendations for Proposed Waterton Road Crossing for an Anticipated Budget Amount of $13,480 (enclosed)

4 Page 3 of Matrix Design Group, Inc. a. Approve Filing No. 2, Change Order No. 2 to Work Order No. 7 Construction Administration Services for Titan Road and Roxborough Park Road Intersection for an Increase in Budgeted Amount of $20,500 (enclosed) 4. PCS Group, Inc. a. Approve Filing No. 5, Work Order No. 1 Planning and Landscape Architectural Services for Filing No. 5 for an Anticipated Budget Amount of $70, (enclosed) b. Approve Filing No. General, Work Order No. 2 Landscape Master Plan Design and Entitlements for an Anticipated Budget Amount of $99, (enclosed) 5. Woodley Architectural Group, Inc. a. Approve Filing No. 1, Change Order No. 2 to Work Order No. 1 Increase in Budget for Universal, Ascent Village, and Prospect Village Design Guidelines for an Increase in Budgeted Amount of $33, (enclosed) E. Change Orders to Consider for Approval and/or Ratification of Approval under Existing Awarded Contracts: 1. Advanced Concrete Construction, Inc. a. Approve Filing No. 2, Change Order No. 3 Trunk and In Tract Cold Weather Blanketing, WTSC, and Subgrade for an Increase in Budgeted Amount of $17, (enclosed) 2. Martin Marietta Materials, Inc. a. Approve Filing No. 2, Change Order No. 7 Trunk Traffic Signal Poles & Striping for a Decrease in Budgeted Amount of ($15,750.22) (enclosed) b. Approve Filing No. 2, Change Order No. 4, for Reductions to Motor Court Paving and Motor Court ABS Island; and Increase to Minor Collector Addition to Pavement Design, Additional 1 HBP, Design Change from 7 HBP to 7.5 HBP on Plateau Creek Lane, General Conditions, P&P Bond, and Builder s Risk Insurance, for a Total Increase in Budgeted Amount of $29, (enclosed) c. Approve Filing No. 2, Change Order No. 5, for Saw Cut, Removal of Asphalt Pavement, Subgrade Prep, Temp Paving, Shouldering, Additional Re Mob for Shouldering, General Conditions, P&P Bond, Builder s Risk Insurance, and a Reduction of Pay App for Temp/Col Weather Paving, for a Total Increase of $20, (enclosed) d. Approve Filing No. 2, Change Order No. 6, for a Reduction to: Trunk, General Conditions, P&P Bond, and Builder s Risk Insurance, for a Decrease in Budgeted Amount of ($14,080.22) (enclosed)

5 Page 4 of 12 F. Status Update of Removal/Hauling of Defective Fencing and Installation of New Fencing G. Ratify Approval of Agreement for Design of a Providence Recreation Center Located in Sterling Ranch between the CAB and EV Studio, LLC a. Review and Consider Approval of Change Order No. H. Review and Consider Approval of Project Cost Sharing Agreement between the CAB and Dominion Water & Sanitation District with Black & Veatch Corporation for an Amount of $20,000 (enclosed) I. Ratify approval of request to Sterling Ranch LLC for extension of the CAB s Taxable Limited Revenue Promissory Note, Series 2016, in the principal amount of $84,000,000, and the CAB s Taxable Subordinate Limited Service Fee Revenue Promissory Note, Series 2016, in the principal amount of $21,000,000 (enclosures copies of notes) J. Review and consider approval of First Amendment to Subdivision Improvements Agreement and Intergovernmental Agreement for Sterling Ranch Filing No. 4A by and between Sterling Ranch Development Company, the Sterling Ranch Community Authority Board, Dominion Water & Sanitation District, Roxborough Water and Sanitation District, and the Board of County Commissioners of the County of Douglas (enclosure)

6 Page 5 of 12 K. Review and consider approval of In Tract Improvements Agreement Sterling Ranch Filing 4A Superblock by and among First American Title Insurance Company, DFH Mandarin, LLC, and the CAB (to be distributed) L. Review and consider approval of Service Agreement (Project Management Services / Filing 4A Superblock) by and between the CAB and Terra Causa Capital, LLC (to be distributed) M. Review and consider approval of Funding Agreement / Filing 4A Superblock Improvements by and between Sterling Ranch Development Company and the CAB (to be distributed) 1. Review and consider approval of Escrow Agreement by and between Sterling Ranch Development Company, the CAB, and First American Title Insurance Company (to be distributed) N. Discuss and authorize preparation and execution of necessary conveyancing deeds from Sterling Ranch Development Company to the CAB (to be distributed) O. Review and consider approval of Master License Agreement (Rampart Easement Sterling Ranch) by and between the City of Aurora, Colorado, acting by and through its Utilities Enterprise, and the CAB (enclosure)

7 Page 6 of 12 P. Review and consider approval of Fifth Amendment to Subdivision Improvements Agreement and Intergovernmental Agreement for Sterling Ranch Filing No. 1 by and between Sterling Ranch Development Company, the Sterling Ranch Community Authority Board, Dominion Water & Sanitation District, Roxborough Water and Sanitation District, and the Board of County Commissioners of the County of Douglas (to be distributed) Q. Review and consider approval of First Amendment to Subdivision Improvements Agreement and Intergovernmental Agreement for Sterling Ranch Filing No. 2 by and between Sterling Ranch Development Company, the Sterling Ranch Community Authority Board, and the Board of County Commissioners of the County of Douglas (to be distributed) R. Review and consider approval of Access Easement from the City of Aurora, Colorado to the CAB (enclosure) S. Review and consider approval of Bargain and Sale Deed between Sterling Ranch Development Company and the CAB (conveying Tracts A E, Sterling Ranch Filing No. 4A to the CAB) (enclosure) T. Review and consider ratifying approval of License Agreement by and between Public Service Company of Colorado and the CAB (enclosure)

8 Page 7 of 12 U. Review and consider ratifying approval of First Amendment to Construction Disbursement Agreement Castle Rock Pipeline Project, by and between Dominion Water & Sanitation District, the CAB, UMB Bank, n.a., and CliftonLarsonAllen LLP (enclosure) V. Review and consider ratifying approval of Escrow Agreement (for trunk improvements) among the CAB, First American Title Insurance Company, Richmond American Homes of Colorado, Inc., Taylor Morrison of Colorado, Inc., and TriPointe Homes, Inc. (enclosure) W. Review and consider ratifying approval of Escrow Agreement (for CAB security obligations) among the CAB, First American Title Insurance Company, and Sterling Ranch Development Company (enclosure) X. Review and consider ratifying approval of Escrow Agreement (re CAB platting escrow account) among the CAB, First American Title Insurance Company, and Sterling Ranch Development Company (enclosure) Y. Ratify approval of October 31, 2018 written notice to Siemens Industry, Inc. terminating the provision of all GIS Services by Siemens to the CAB (enclosure) Z. Review and consider approval of Amendment to Sublease Agreement between the CAB and Sterling Ranch Craft Beverages, LLC (to be distributed)

9 Page 8 of 12 AA. Review and consider approval of Amendment to Sublease Agreement between the CAB and Join Me, LLC, d/b/a Atlas Coffees (to be distributed) BB. Review and consider approval of Facilities Funding and Reimbursement Agreement between the CAB and Sterling Ranch, LLC (to be distributed) CC. Consider approval of acceptance of assignment of responsibility for coordination and installation of Site Improvement Plan improvements identified in the Site Improvement Plan Improvements Agreement for Public/Private Development Specific to Sterling Ranch Filing No. 4A, 1 st Amendment (Filing No. 4A Superblock) between Sterling Ranch Development Company and the Board of County Commissioners of the County of Douglas DD. Discuss and Consider engagement of Winzenburg, Leff, Purvis, & Payne LLP as Covenant Enforcement Counsel (to be distributed) 7. FINANCIAL MATTERS A. Review and Consider Ratifying Approval of Claims Totaling $3,045,658.17, Represented by Check Numbers 1162 through 1167, 1170 through 1214 (enclosed) B. Review and Consider acceptance of Unaudited Financial Statements for the perios ending September 30, 2018 (enclosed)

10 Page 9 of 12 C. Discuss and authorize ACH and/ or wire payment methods for invoices from Capital Consultants Management Corporation D. Review and Consider Approval of Cost Certification No. 9 for Filing No. 2 for Sterling Gulch Improvements, Titan & Roxborough Road, and Titan & Moore Road, in the Amount of $1,351,292.24, Dated November 5, 2018, for the Period of October, 2018, Submitted by CORE Consultants, Inc. for the Following Pay Applications (enclosed): 1. Review and Consider Approval of Pay Application No. 9 for R.E. Monks Construction Company, LLC in the Amount of $126, for the Period Ending October 24, 2018 (included with Cost Cert) 2. Review and Consider Approval of Pay Application No. 7 for Iron Woman Construction & Environmental Services, LLC in the Amount of $900, for the Period Ending October 24, 2018 (included with Cost Cert) 3. Review and Consider Approval of Pay Application No. 3 for Martin Marietta in the Amount of $182, for the Period Ending October 18, 2018 (included with Cost Cert) 4. Review and Consider Approval of Pay Application No. 3 for Advanced Concrete Construction in the Amount of $141, for the Period Ending October 25, 2018 (included with Cost Cert) E. SECOND READING: Conduct Public Hearing to Consider Amending 2018 Budget; Consider Adoption of Resolution No , Resolution of the Sterling Ranch Community Authority Board to Amend the 2018 Budget (enclosed) F. SECOND READING: Conduct Public Hearing to Consider Adoption of 2019 Budget; Consider Adoption of Resolution No to Adopt 2019 Budget and Appropriate Sums of Money (enclosures)

11 Page 10 of 12 G. Review and Consider Approval of Engagement Letter with Haynie & Company for 2018 Audit Preparation Services (enclosed) 8. BOARD MATTERS A. Discuss Overall Staffing 9. CONSTRUCTION MATTERS / Tim Mangnall A. Status of Acceptance by Douglas County of Infrastructure B. Construction Updates C. Status Update on GeoLens 10. MANAGEMENT MATTERS / Tom Martinez A. General Updates B. Discuss Issuing Credit Card(s) to employees

12 Page 11 of 12 C. Discuss issues regarding budgeting for winter watering of landscaping 11. ADMINISTRATIVE MATTERS A. Review and Consider Approval of Minutes of the October 15, 2018 Work Session, Minutes of the October 16, 2018 Work Session, and Minutes of the October 16, 2018 Regular Meeting (enclosures) B. Review and Consider Approval of Adoption of Resolution No , Resolution Establishing Regular Meeting Dates, Time and Location, and Designating Locations for Posting of 72 Hour and 24 Hour Notices (enclosed) C. Discuss requirements of section ,C.R.S., and direct staff regarding compliance for 2019 (District Transparency Notice) D. Confirm Quorum for Next Board Meeting to be Held Tuesday, December 18, 2018 at 3:00 p.m. at the Offices of CliftonLarsonAllen LLP, 8390 E. Crescent Parkway, Suite 275, Greenwood Village, CO E. Other 12. EXECUTIVE SESSION, IF NECESSARY

13 Page 12 of ADJOURNMENT NEXT SCHEDULED BOARD MEETING Tuesday, December 18, :00 p.m. CliftonLarsonAllen LLP 8390 E. Crescent Pkwy., Suite 275 Greenwood Village, CO REGULAR BOARD MEETING SCHEDULE December 18, 2018 DEFERRED/PENDING ITEMS: 1. Discuss Ownership of Water Meters (early 2019) 2. Discuss Records Retention / Custodian of Records 3. Discuss Amending Employee Handbook (Employee Manual) / Performance Review (for December) 4. Discuss Proposal with GeoLens for Reduction of Work

Clifton LarsonAllen. Accountant's Compilation Report. Board of Directors Old Ranch Metropolitan District El Paso County, Colorado

Clifton LarsonAllen. Accountant's Compilation Report. Board of Directors Old Ranch Metropolitan District El Paso County, Colorado Clifton LarsonAllen CliftonLarsonAllen LLP CLAconnect.com Accountant's Compilation Report Board of Directors Old Ranch Metropolitan District El Paso County, Colorado Management is responsible for the accompanying