CT2019-2792 Contract

• Contract/PO #: CT2019-2792
• Contractor Name: Arabian Acres Metropolitan District
• Contract Type: Loan
• Loan Projects - Doc Type: Contract Documents

Borrower's Authorizing Resolution(s) or Ordinance (attached as Appendix 4) and incorporated
herein, include the authority to enter into this Loan Contract.
10. BOND COUNSEL'S OPINION LETTER
Prior to the final execution of this Contract the Borrower shall submit to t e CWCB a letter from
its bond counsel stating that it is the attorney's opinion that:
A. The Contract has been duly executed by officers of the Borrower I o are duly elected or
appointed and are authorized to execute the Contract and to bind the orrower; and
B. The Resolutions (or Ordinances) of the Borrower authorizing the ex:cution and delivery of
the Contract were duly adopted by the governing bodies of the Borro er; and
C. There are no provisions in the Borrower's articles of incorporation or bylaws or any state or
local law that prevent this Contract from binding the Borrower; and
D. The Contract will be valid and binding against the Borrower if ente ed into by the CWCB
subject to typical limitations related to bankruptcy, police powe and creditor's rights
generally; and
E. The Borrower was formed and is operated as a water activity ent:rprise pursuant to the
provisions of C.R.S. 37-45.1-101,et. seq.,and is a government-owne business authorized to
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issue its own revenue bonds and receiving fewer than 10% of annual revenue in grants from
all Colorado state and local governments combined within the meaning of Article X, Section
20 of the Colorado Constitution.
11. PLEDGE OF REVENUES
The Borrower irrevocably(but not exclusively)pledges to the CWCB,for the purpose of repaying
the Total Loan Amount,the Pledged Revenues,in such amount as is necessary to make each annual
payment due under this Contract. Such pledge of the Pledged Revenues is on parity with the debt
identified in Section 5 of Appendix 1 (Schedule of Existing Debt)and any additional indebtedness
that may be secured by the Pledged Revenues in the future that is incurred in accordance with
Section 11.E., hereof, and together with the Existing Parity Debt, shall be the Borrower's "Parity
Indebtedness."
A. Segregation of Pledged Revenues. The Pledged Revenues shall be accounted for and
maintained in an account separate from other Borrower revenues at all times. The Pledged
Revenues shall be used first to pay debt service on the Total Loan Amount and all other Parity
Indebtedness on an equal basis and thereafter may be used for any ar_d all other expenses.
B. Establish Security Interest. The Borrower has duly executed Security Agreement,
(attached as Appendix 5)and incorporated herein,to provide a securi y interest to the CWCB
in the Pledged Revenues. The lien of this Contract on the Pledg d Revenues shall have
priority over all other competing claims with respect to the Pledged evenues,except for the
parity lien on the Pledged Revenues of any Parity Indebtedness.
C. Assessment Covenant. Pursuant to its statutory authority and as permitted by law, the
Borrower shall take all necessary actions consistent therewith during he term of this Contract
to establish, levy and collect rates, charges and fees as described in ppendix 5, in amounts
sufficient to pay this loan as required by the terms of this Contract d the Promissory Note,
to cover all expenditures for operation and maintenance and emerg cy repair services, and
to maintain adequate debt service reserves.
Contract Number:CT2019-2792 Page 8 of 19 Version 0119