RESOLUTION NO. 2024-04
A RESOLUTION OF THE BOARD OF TRUSTEES OF THE WOOD RANCH
PUBLIC INFRASTRUCTURE DISTRICT ESTABLISHING THE TERMS AND
CONDITIONS OF AN ASSESSMENT ORDINANCE FOR THE WOOD
RANCH ASSESSMENT AREA NO. 1 (THE 'ASSESSMENT AREA'),
AUTHORIZING THE EXECUTION OF A DESIGNATION RESOLUTION
AND AN ASSESSMENT ORDINANCE FOR THE ASSESSMENT AREA;
APPROVING THE APPRAISAL FOR THE ASSESSMENT AREA;
AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY TO
THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY
THIS RESOLUTION; AND RELATED MATTERS.
WHEREAS, the Board of Trustees (the 'Board') of the Wood Ranch Public Infrastructure
District (the 'District'), desires to designate an assessment area to be known as the 'Wood Ranch
Assessment Area No. 1' located in the general area as described in the forms of the Designation
Resolution and Assessment Ordinance attached hereto (the 'Assessment Area') for the purpose of
financing the costs of publicly owned infrastructure, facilities or systems, along with other
necessary miscellaneous improvements, and to complete said improvements in a proper and
workmanlike manner (collectively, the 'Improvements') in an amount not to exceed $24,641,000
(including administrative and overhead costs, costs of funding a reserve fund, capitalized interest
related to the proposed bonds and paying costs of issuance in connection with the proposed bonds),
pursuant to the Assessment Area Act, Title 11, Chapter 42, Utah Code Annotated 1953, as
amended (the 'Act'); and
WHEREAS, the Board hereby finds and determines that pursuant to the Act, the
Improvements constitute a publicly owned infrastructure, system or other facility that (i) the
District is authorized to provide or (ii) is necessary or convenient to enable the District to provide
a service that the District is authorized to provide; and
WHEREAS, the Board desires to authorize a Designation Resolution setting forth the
terms, assessments and specific conditions of the Assessment Area in substantially the form
presented to the meeting at which this Resolution was adopted and which is attached hereto as
Exhibit B (the 'Designation Resolution'); and
WHEREAS, the Board also desires to authorize an Assessment Ordinance setting forth the
terms, assessments and specific conditions of the Assessment Area in substantially the form
presented to the meeting at which this Resolution was adopted and which is attached hereto as
Exhibit C (the 'Assessment Ordinance'); and
WHEREAS, the Board also desires to authorize and approve the Appraisal of the
Assessment Area (the 'Appraisal'), in substantially the form presented to the meeting at which
this Resolution was adopted and which is attached hereto as Exhibit D; and
WHEREAS, in order to allow the District flexibility in confirming the details of the
Assessment Area, the properties to be included in the Assessment Area, the assessments to be
levied in the Assessment Area and other terms and conditions needed to finalize the Designation
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Resolution and the Assessment Ordinance, the Board desires to grant to any one of the Chair or
Vice Chair/Treasurer (the 'Designated Officer') the authority to approve the Designation
Resolution and the Assessment Ordinance, and any changes with respect thereto from the forms
which were before the Board at the time of adoption of this Resolution, so long as such changes
are substantially within the parameters described herein and all of the property owners in the final
Assessment Area consent to inclusion in the Assessment Area; and
WHEREAS, 2024 Utah House Bill 13 has authorized public infrastructure districts in the
State of Utah to provide that some or all of the assessments imposed by such districts be paid in
installments over a period of not to exceed 30 years from the effective date of an assessment
resolution with the consent of all surface property owners within the assessment area; and
WHEREAS, the Acknowledgment, Waiver and Consent Agreement(s), in substantially the
form attached hereto as Exhibit E are or will be signed by all surface property owners within the
assessment area and consent to the payment of installments over a period of up to 30 years:
NOW, THEREFORE, BE IT RESOLVED by the Board of Trustees of the Wood Ranch
Public Infrastructure District, as follows:
Section 1. The terms defined or described in the recitals hereto shall have the same
meanings when used in the body of this Resolution.
Section 2. All actions heretofore taken (not inconsistent with the provisions of this
Resolution) by the Board and by the officers of the District directed toward the execution and
delivery of the Assessment Ordinance and Designation Resolution are hereby ratified, approved,
and confirmed.
Section 3. The Designation Resolution, in substantially the form attached hereto as
Exhibit B, is in all respects hereby authorized and approved, and the Chair or Vice Chair/Treasurer
and the Secretary/Clerk or Assistant Secretary/Clerk are hereby authorized and directed to execute
and deliver the same on behalf of the District with final terms as may be established by the
Designated Officer, and with such alterations, changes or additions as may be necessary or as may
be authorized by herein.
Section 4. The Assessment Ordinance, in substantially the form attached hereto as
Exhibit C, is in all respects hereby authorized and approved, and the Chair or Vice Chair/Treasurer
and the Secretary/Clerk or Assistant Secretary/Clerk are hereby authorized and directed to execute
and deliver the same on behalf of the District with final terms as may be established by the
Designated Officer, and with such alterations, changes or additions as may be necessary or as may
be authorized by herein.
Section 5. The Appraisal, in substantially the form attached hereto as Exhibit D, is all
respects hereby authorized, approved and accepted and the Chair, Vice Chair/Treasurer,
Secretary/Clerk, and Assistant Secretary/Clerk and other appropriate officials of the District are
hereby authorized to utilize the Appraisal in connection with the designation of the Assessment
Area and the imposition of assessments within the Assessment Area and as otherwise deemed
appropriate by such officials.
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Section 6. The Chair, Vice Chair/Treasurer, Secretary/Clerk, and Assistant
Secretary/Clerk and other appropriate officials of the District are hereby authorized and directed
to execute and record the Designation Resolution and the Assessment Ordinance, and the
Designated Officer or other appropriate officials of the District, and each of them, are hereby
authorized and directed to execute and deliver for and on behalf of the District any or all additional
certificates, documents and other papers and to perform all other acts they may deem necessary or
appropriate in order to implement and carry out the matters authorized in this Resolution and the
documents authorized and approved herein.
Section 7. The Designated Officer or other appropriate officials of the District are
authorized to make any alterations, changes, deletions, or additions to the Designation Resolution
and the Assessment Ordinance, or any other document herein authorized and approved which may
be necessary to conform the same to the final terms of the assessment bonds to be issued by the
District to finance the Improvements, to correct errors or omissions therein, to complete the same,
to remove ambiguities therefrom, or to conform the same to other provisions of said instruments,
to the provisions of this Resolution or any resolution adopted by the Board or the provisions of the
laws of the State of Utah or the United States. The execution thereof by the Chair or Vice
Chair/Treasurer and the Secretary/Clerk or Assistant Secretary/Clerk on behalf of the District of
the documents approved hereby shall conclusively establish such necessity, appropriateness, and
approval with respect to all such additions, modifications, deletions, and changes incorporated
therein. Minor and non-substantive changes may be made to the Appraisal after the date hereof,
provided such changes shall be approved by the Chair and such approval shall be evidenced by the
acceptance by the Chair of the final Appraisal and further provided that the final Appraisal meets
the requirements of the Act.
Section 8. No party should rely on the adoption of this Resolution as an indication or
approval that the District will issue assessment bonds for the financing of the Improvements. The
proposed Improvements are more particularly described in the Certificate of Project Engineer
attached to the Designation Resolution. The Designated Officer is hereby authorized to determine
if all or some portion of the described Improvements will be financed within the Assessment Area.
Section 9. It is hereby declared that all parts of this Resolution are severable, and if
any section, clause, or provision of this Resolution shall, for any reason, be held to be invalid or
unenforceable, the invalidity or unenforceability of any such section, clause, or provision shall not
affect the remaining sections, clauses, or provisions of this Resolution.
Section 10. All resolutions, orders, and regulations or parts thereof heretofore adopted
or passed which are in conflict herewith are, to the extent of such conflict, hereby repealed. This
repealer shall not be construed so as to revive any resolution, order, regulation, or part thereof
heretofore repealed.
Section 11. This Resolution shall be contingent upon receipt of executed
Acknowledgment, Waiver and Consent Agreement(s), in substantially the form attached hereto as
Exhibit E, from all property owners within the proposed Assessment Area and this Resolution shall
take effect immediately upon receipt of such executed Agreement(s).
PASSED AND APPROVED by the Board of Trustees of the Wood Ranch Public
Infrastructure District, this April 24, 2024.
WOOD RANCH PUBLIC INFRASTRUCTURE
DISTRICT
By:
Gary Langston, Chair
ATTEST:
By:
Rachel McIllece, Secretary/Clerk
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(Here follows other business not pertinent to the above.)
Pursuant to motion duly made and seconded, the meeting of the Board of Trustees of the
District, adjourned.
WOOD RANCH PUBLIC
INFRASTRUCTURE DISTRICT
By:
Gary Langston, Chair
ATTEST:
By:
Rachel McIllece, Secretary/Clerk
4891-3711-2215, v. 3 7
STATE OF UTAH )
: ss.
COUNTY OF SALT LAKE )
I, Rachel McIllece, the undersigned Secretary/Clerk of the Wood Ranch Public
Infrastructure District (the 'District'), do hereby certify:
The foregoing pages are a true, correct, and complete copy of the record of proceedings
of the Board of Trustees (the 'Board') of the District had and taken at a lawful meeting of the
Board on April 24, 2024, commencing at the hour of 1:00 p.m., as recorded in the regular official
book of the proceedings of the Board kept in my office, and said proceedings were duly had and
taken as therein shown, and the meeting therein shown was duly held, and the persons therein
were present at said meeting as therein shown.
All members of the Board were duly notified of said meeting, pursuant to law.
IN WITNESS WHEREOF, I have hereunto set my hand this April 24, 2024.
WOOD RANCH PUBLIC INFRASTRUCTURE
DISTRICT
By:
Rachel McIllece, Secretary/Clerk
4891-3711-2215, v. 3 8
EXHIBIT A
CERTIFICATE OF COMPLIANCE WITH OPEN MEETING LAW
I, Rachel McIllece, the undersigned Secretary/Clerk of the Wood Ranch Public
Infrastructure District (the 'District'), do hereby certify according to the records of the District
in my official possession, and upon my own knowledge and belief, that in accordance with the
requirements of Section 52-4-202, Utah Code Annotated, 1953, as amended, I gave not less than
twenty-four (24) hours public notice of the agenda, date, time and place of the public meeting
held by the Board of Trustees of the District (the 'Board') as follows:
(a) By causing a Notice, in the form attached hereto as Schedule 1, to be posted
on the Utah Public Notice Website (http://pmn.utah.gov) at least twenty-four (24) hours
prior to the convening of the meeting; and
(b) By causing a Notice, in the form attached hereto as Schedule 1, to be posted at
least twenty-four (24) hours prior to the convening of the meeting in a public location in
or near the affected area that is reasonably likely to be seen by (i) residents of the affected
area or (ii) if there are no residents within the affected area, individuals who pass through
or near the affected area.
The Board of the District does not schedule regular meetings and meets on an 'as
needed' basis.
IN WITNESS WHEREOF, I have hereunto subscribed my official signature this April
24, 2024.
WOOD RANCH PUBLIC INFRASTRUCTURE
DISTRICT
By:
Rachel McIllece, Secretary/Clerk
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4891-3711-2215, v. 3 A-2
SCHEDULE 1
NOTICE OF MEETING AND AGENDA
PUBLIC NOTICE AND AGENDA
Wood Ranch Public Infrastructure District
Board of Trustees
Special Meeting
NOTICE IS HEREBY GIVEN THAT THE BOARD OF TRUSTEES OF WOOD RANCH PUBLIC
INFRASTRUCTURE DISTRICT WILL HOLD A MEETING ON WEDNESDAY, APRIL 24, 2024,
AT SNOW JENSEN & REECE, P.C., 912 W. 1600 S., SUITE B-200, ST. GEORGE, UTAH 84770
AT 1:00 pm.
A. Call to Order
B. Public Comments
C. Consent Items
1. Consider approval of the Meeting Minutes from April 9th, 2024.
D. Action Items
1. Consider approval of Resolution 2024-04: A Resolution of the Board The District
Establishing the terms and conditions of an Assessment Ordinance for the Wood Ranch
Assessment Area No. 1 (The 'Assessment Area'), Authorizing The execution of a
Designation Resolution and an Assessment Ordinance for the Assessment Area;
Approving the appraisal for the Assessment area; Authorizing the taking of all other
actions necessary to the consummation of the taking of all other actions necessary to
the consummation of the transactions contemplated by this resolution; and related
matters.
2. Consider approval or ratification of Consultant Agreement with DTA for Special
Assessment Benefit Study.
E. Administrative Non-Action Items
F. Adjourn
The district complies with the Americans with Disabilities Act by providing reasonable accommodations for those in
need of assistance. People requesting accommodation for public meetings should call Jennifer Gowans at 435-628-
3688 at least one full business day before the meeting. This meeting will be simulcast via Zoom so members of the
Board and the public may participate electronically.
Motions relating to any of the items listed above, including final action, may be taken. Meetings may be closed for
reasons allowed by statute.
This meeting can be accessed through Zoom at:
Join Zoom Meeting
https://us06web.zoom.us/j/81390443300?pwd=RWY0Sw7InHgNmbdOBs4PH1afk9kdts.1
Meeting ID: 813 9044 3300
Passcode: 691257
4891-3711-2215, v. 3 B-1
EXHIBIT B
DESIGNATION RESOLUTION
(See Transcript Document No. 03)
4891-3711-2215, v. 3 C-1
EXHIBIT C
ASSESSMENT ORDINANCE
(See Transcript Document No. 04)
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EXHIBIT D
APPRAISAL
(On file with the District)
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EXHIBIT E
ACKNOWLEDGEMENT, WAIVER AND CONSENT AGREEMENT
(See Transcript Document No. 02)
WHEN RECORDED, RETURN TO:
Randall M. Larsen
Gilmore & Bell, P.C.
15 West South Temple, Suite 1450
Salt Lake City, Utah 84101
WOOD RANCH PUBLIC INFRASTRUCTURE DISTRICT
WOOD RANCH ASSESSMENT AREA NO. 1
DESIGNATION RESOLUTION
DATED AS OF APRIL 24, 2024
1
DESIGNATION RESOLUTION
WHEREAS, the Board of Trustees (the 'Board') of the Wood Ranch Public Infrastructure
District (the 'District'), adopted Resolution No. 2024-04 on April 24, 2024, pursuant to which the
Board authorized and approved the form of this Designation Resolution; and
BE IT RESOLVED by the Board of Trustees of the Wood Ranch Public Infrastructure
District, as follows:
Section 1. The Board hereby determines that it will be in the best interest of the District
to designate an area to finance the costs of publicly owned infrastructure, facilities or systems more
specifically described in Section 4 herein, along with other necessary miscellaneous
improvements, and to complete said improvements in a proper and workmanlike manner
(collectively, the 'Improvements'). The Board hereby determines that it is in the best interest of
the District to levy assessments against properties benefited by the Improvements to finance the
costs of said Improvements. The Board hereby finds that pursuant to the Act, the Improvements
constitute a publicly owned infrastructure, facility or system that (i) the District is authorized to
provide or (ii) is necessary or convenient to enable the District to provide a service that the District
is authorized to provide.
Section 2. Pursuant to the Assessment Area Act, Title 11, Chapter 42, Utah Code
Annotated 1953, as amended and the Public Infrastructure District Act, Title 17D, Chapter 4 of
the Utah Code (together, the 'Act'), the owners (the 'Owners') of all properties to be assessed
within the designated assessment area have voluntarily waived, among other things, all notice and
hearing requirements, the right to contest or protest, and the right to have a board of equalization
appointed as set forth in the Act, and have consented to (a) the levy of an assessment against their
property for the benefits to be received from the Improvements, (b) the designation of the
assessment area as herein described, (c) the financing of the Improvements by the District through
the issuance of assessment bonds, including the payment of installments over a period of not to
exceed 30 years, (d) the acquisition and/or construction of the Improvements, and (e) the method
and estimated amount of assessment as set forth herein in accordance with the Acknowledgment,
Waiver and Consent Agreement attached hereto as Exhibit A. The properties to be assessed are
identified by legal description in Exhibit B attached hereto.
Section 3. The District hereby designates an assessment area which shall be known as
the 'Wood Ranch Assessment Area No. 1' (the 'Assessment Area'). A map and depiction of the
Assessment Area is attached hereto as Exhibit C. The District received an appraisal of the
unimproved property (from an appraiser who is a member of the Appraisal Institute) and addressed
to the District verifying that the market value of the property, after completion of the
Improvements, is at least three times the amount of the assessments proposed to be levied against
the unimproved property.
Section 4. The Improvements shall be generally located in and around the map and
depiction area attached hereto as Exhibit C. The District plans to finance the costs of publicly
owned infrastructure, facilities or systems as part of an approximately 635-acre residential and
commercial development (the 'Wood Ranch Development'). The District plans to levy the
2
4865-0387-5735, v. 4
assessments to finance the Improvements within the Wood Ranch Development. The
Improvements are more particularly described as follows:
-Sewer improvements, including, but not limited to, mains, lift stations, manholes
and manhole linings, sewer cleanouts, and laterals (various sizes).
-Water improvements, including but not limited to, mains, valves, tees/crosses,
bends, thrust bonds, fire hydrants, blow offs and appurtenances (various sizes).
-Roads and roadway improvements including, but not limited to, rights of way,
earthwork, curbs, gutters, sidewalks, street signage, centerline monuments, conduit
crossings, street striping, streetlights and mailboxes.
-Storm drain improvements, including but, but not limited to, storm drain pipes,
catch basins, junction boxes, inlets, culverts, cleanouts, trash racks, rip-rap and geotextile
fabric.
As further engineering, costs, efficiencies, or any other issues present themselves, the
District hereby reserves the right to approve reasonable changes to the allocation of expenditures
described above and the location and specifications of the Improvements (but not to the
Improvements) without obtaining the consent of the property owners within the Assessment Area.
Section 5. Pursuant to the Act, the Board has determined to levy assessments to pay
the cost of the Improvements. The assessments are assessed against properties in a manner that
reflects an equitable portion of the benefit of the Improvements as required by the Act (and in any
event the Owners have consented to such manner without reservation) and shall be payable in
annual installments as set forth in the Assessment Ordinance. The District has determined that the
reasonable useful life of the Improvements is at least fifty (50) years and that it is in the District
and the Owners' best interest for certain property owner installments to be paid for over up to
thirty (30) years.
Section 6. The total acquisition and/or construction cost of the Improvements,
including estimated overhead costs, administrative costs, costs of funding reserves, and debt
issuance costs, is estimated at $24,641,000, of which is anticipated to be paid by assessments to
be levied against the properties within the Assessment Area to be benefited by such Improvements,
which benefits need not actually increase the fair market value of the properties to be assessed.
The District expects to finance the cost of the Improvements by issuing assessment bonds (the
'Bonds'). The District currently estimates selling the Bonds at a true interest cost interest rate of
approximately 6.50% per annum, maturing within thirty (30) years of their date of issuance.
Inasmuch as bonds have not been issued, the District notes that the interest rate and annual payment
are only as estimated and not a cap or maximum amount. It is anticipated that the reserve fund
will be initially funded with proceeds of the Bonds. The estimated cost of Improvements to be
assessed against the benefited properties within the Assessment Area are to be initially assessed
using an equivalent residential unit ('ERU') as follows:
Section 7. As set forth in the Assessment Ordinance, the assessment methodology
may, under certain circumstances, be altered in the future.
3
4865-0387-5735, v. 4
Improvements Assessment Assessment Method Assessment Per ERU
All above-described Improvements $24,641,000 ERU $59,667
Section 8. The Board intends to levy assessments as provided in the Act on all parcels
and lots of real property within the Assessment Area to be benefited by the Improvements, and the
Owners of which have executed the Acknowledgment, Waiver and Consent Agreement described
in Section 2 herein. The purpose of the assessment and levy is to finance the cost of the
Improvements, which the District will not assume or pay. The existing planning and zoning
conditions of the District shall govern the development in the Assessment Area.
The Owners have waived the right to prepay the assessment without interest within twentyfive
(25) days after the ordinance levying the assessments becomes effective. A property owner
may prepay the assessment as provided in the Assessment Ordinance. The assessments shall be
levied against properties in a manner that reflects an equitable portion of the benefit of the
Improvements as required by the Act, and in any case, the Owners have consented to such
methodology as provided in Section 11-42-409(5) of the Act. Other payment provisions and
enforcement remedies shall be in accordance with the Act.
A map of the Assessment Area and the location of the Improvements and other related
information are on file in the office of the Secretary/Clerk who will make such information
available to all interested persons.
Section 9. The District will collect the Assessments by directly billing each property
owner rather than inclusion on a property tax notice.
Section 10. A professional engineer has prepared a 'Certificate of Project Engineer,'
attached hereto as Exhibit D, which, among other things, identifies the Improvements to be
constructed and installed and is available upon request from the District. The findings and
determinations set forth in this Resolution are based, in part, upon said Certificate of Project
Engineer.
Section 11. The provisions of the Assessment Ordinance shall govern the levy, payment
and applicable provisions regarding the assessments notwithstanding anything contained herein to
the contrary. As required by Section 11-42-206(3) of the Act, within 15 days of the completion of
this Resolution, the Secretary/Clerk shall (i) record an original or certified copy of this designation
resolution with Salt Lake County and (ii) where applicable, file with the Salt Lake County
Recorder a notice of proposed assessment.
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EXHIBIT A
ACKNOWLEDGMENT, WAIVER AND CONSENT AGREEMENT
4854-9140-0599, v. 3
ACKNOWLEDGMENT, WAIVER AND CONSENT AGREEMENT
This Acknowledgment, Waiver and Consent Agreement (this 'Agreement') is
entered into April 24, 2024, by Wood Ranch Development, LLC, a Utah limited liability
company (the 'Owner').
R E C I T A L S:
1. As of the date hereof, the Owner owns the real property described in Exhibit
A attached hereto (the 'Subject Property'), which constitutes a portion of the property to
be assessed within the Assessment Area described herein.
2. The Owner desires that the Wood Ranch Public Infrastructure District (the
'PID') designate an assessment area pursuant to the Assessment Area Act, Title 11,
Chapter 42, Utah Code Annotated 1953, as amended (the 'Act'), for purposes of
constructing publicly owned infrastructure, facilities or systems along with other necessary
miscellaneous improvements (the 'Improvements'), as more fully described in the
Assessment Ordinance (defined herein).
3. Estimated costs for the Improvements, including estimated overhead costs,
administrative costs, costs of funding reserves, and debt issuance costs, is estimated at
$35,422,823, of which $24,641,000 shall be assessed shall be levied against the properties
benefited within the Assessment Area. The Owner anticipates using other funding to
complete the remainder of the Improvements. If the Assessments and additional funding
are not sufficient to complete the Improvements, the Owner hereby agrees to pay to
complete the Improvements, including, but not limited to, an additional assessment on the
Owner's property without any ability to contest such assessment.
4. Pursuant to the Act, the Board of Trustees of the PID (the 'Board') has or
is expected to approve (i) a Designation Resolution, a copy of which is attached hereto as
Exhibit B (the 'Designation Resolution') designating an assessment area to be known as
the 'Wood Ranch Assessment Area No. 1' (the 'Assessment Area') and (ii) an Assessment
Ordinance for the Assessment Area (the 'Assessment Ordinance'), a copy of which is
attached hereto as Exhibit C, which, among other things, contemplates the reallocation and
adjustment of the Assessments by the PID among subdivided parcels within the
Assessment Area.
5. The Owner and the PID desire to include the Subject Property in the
Assessment Area and to expedite such process by waiving certain statutory procedures as
permitted by the Act for the purpose of accelerating the financing of the Improvements.
NOW, THEREFORE, in consideration of the premises stated herein, the inclusion
of the Subject Property in the Assessment Area, the acquisition, construction and
installation of the Improvements and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the Owner hereby agrees as follows:
Section 1. Representations and Warranties of the Owner. The Owner hereby
represents and warrants that:
4854-9140-0599, v. 3 2
(a) the Owner is the sole owner of the Subject Property identified as
such in Exhibit A attached hereto;
(b) the Owner has taken all action necessary to execute and deliver this
Agreement;
(c) the execution and delivery of this Agreement by the Owner does not
conflict with, violate, or constitute on the part of the Owner a breach or violation
of any of the terms and provisions of, or constitute a default under (i) any existing
constitution, law, or administrative rule or regulation, decree, order, or judgment;
(ii) any corporate restriction or any bond, debenture, note, mortgage, indenture,
agreement, or other instrument to which the Owner is a party or by which the Owner
is or may be bound or to which any of the property or assets of the Owner is or may
be subject; or (iii) the creation and governing instruments of the Owner, if
applicable;
(d) there is no action, suit, proceeding, inquiry, or investigation at law
or in equity by or before any court or public board or body and to which the Owner
is a party, or threatened against the Owner (i) seeking to restrain or enjoin the levy
or collection of the Assessments, (ii) contesting or affecting the establishment or
existence, of the Owner or any of its officers or employees, its assets, property or
conditions, financial or otherwise, or contesting or affecting any of the powers of
the Owner, including its power to develop the Subject Property, or (iii) wherein an
unfavorable decision, ruling, or finding would adversely affect the validity or
enforceability or the execution and delivery by the Owner of this Agreement;
(e) the Owner has not made an assignment for the benefit of creditors,
filed a petition in bankruptcy, petitioned or applied to any tribunal for the
appointment of a custodian, receiver or any trustee or commenced any proceeding
under any bankruptcy, reorganization, arrangement, readjustment of debt,
dissolution or liquidation law or statute of any jurisdiction. The Owner has not
indicated their consent to, or approval of, or failed to object timely to, any petition
in bankruptcy, application or proceeding or order for relief or the appointment of a
custodian, receiver or any trustee;
(f) the Owner is not in default under any resolution, agreement or
indenture, mortgage, lease, deed of trust, note or other instrument to which the
Owner is subject, or by which it or its properties are or may be bound, which would
have a material adverse effect on the development of the Subject Property;
(g) the Owner is in compliance and will comply in all material respects
with all provisions of applicable law relating to the development of the Subject
Property, including applying for all necessary permits;
(h) the Owner hereby consents in all respects to the Improvements and
assessment methodology as described in the Designation Resolution and
Assessment Ordinance, including as provided in the Act;
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(i) the assessment bonds, together with funds of the Owner, will be
sufficient to complete the Improvements in order to achieve finished lots as
contemplated in the Appraisal Report for Wood Ranch Subdivision, prepared by
Colliers International Valuation & Advisory Services, dated January 16, 2024;
(j) each entity comprising the Owner is an affiliate (within the meaning
of the Assessment Ordinance) with respect to each other entity comprising the
Owner; and
(k) the undersigned are authorized to execute and deliver this
Agreement for and on behalf of the Owner.
Section 2. Acknowledgment by the Owner. The Owner on behalf of itself, and
its successors in title and assigns, hereby acknowledges and certifies that:
(a) the undersigned, on behalf of the Owner, are duly qualified
representatives of the Owner with the power and authority to execute this
Agreement for and on behalf of the Owner and have heretofore consulted their own
counsel prior to the execution and delivery of this Agreement;
(b) the Owner has received a copy of the Designation Resolution, the
Assessment Ordinance and any other information necessary to execute this
Agreement;
(c) the consents set forth in Section 3 herein will benefit the Owner by
expediting the assessment process and providing for the financing of the
Improvements by the issuance of assessment bonds;
(d) the Assessments constitute a legal, valid and binding lien on the
Subject Property;
(e) the Assessment Ordinance and the rights of the PID thereunder with
respect to the enforcement of the lien of the Assessments and all other conditions
therein;
(f) the Owner has provided the pertinent information supporting the
estimated cost of the Improvements, the allocation of Equivalent Residential Units
('ERUs') in the Assessment Area, the property description and tax parcel
identifications of the Subject Property and the Assessment Area and the assessment
list attached to the Assessment Ordinance, and the PID is relying on this Agreement
in order to issue its assessment bonds related to the Improvements;
(g) the levy of the Assessments on the Subject Property will not conflict
with or constitute a breach of or default under any agreement, mortgage, lien or
other instrument to which the Owner is a party or to which its property or assets are
subject;
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(h) the Owner further acknowledges and agrees that if for any reason
the Assessments are insufficient to complete the Improvements, the property
owners within the Assessment Area may be responsible for paying any pro-rata
share of additional costs required to complete the Improvements, including, but not
limited to, an additional assessment on their property without any ability to contest
such assessment;
(i) the PID cannot guaranty or predict the interest rates of the
assessment bonds related to the Assessment Area, which will have a direct impact
on the amount of the Assessments;
(j) each parcel of property (including subdivided parcels, if applicable)
within the Assessment Area shall initially have an allocation of ERUs;
(k) the amount of the Assessment on the Subject Property reflects an
equitable portion of the benefit the Subject Property will receive from the
Improvements, but nevertheless, the Owner hereby consents to such Assessment as
provided in Section 11-42-409(5) of the Act; and
(l) the Owner has received consents to the Assessment and issuance of
the assessment bonds described herein from all lienholders on the Subject Property
whose consent is required.
Section 3. Consent by Owner. The Owner, on behalf of itself, and its
successors in title and assigns, hereby consents to:
(a) the inclusion of the Subject Property in the Assessment Area and the
designation of the Assessment Area for the purpose of financing the cost of the
Improvements with assessments to be levied against properties within said
Assessment Area, including the Subject Property, all as described in the
Designation Resolution, the estimated costs of the Improvements, the method of
assessment, and the Assessment Ordinance;
(b) the PID financing the acquisition, construction and installation of
the Improvements through the issuance of assessment bonds as provided in the Act;
(c) the allocation of Assessments as described in Exhibit A hereto and
as further described in the Assessment Ordinance, including the number of ERUs
attributable to each unit type;
(d) aggregation of all Assessments of all properties owned by the same
owner (including an affiliate of such owner) as a single unified assessment against
all properties owned by the same owner, as further described in the Assessment
Ordinance;
(e) all foreclosure remedies of the Subject Property in accordance with
the Act and the Assessment Ordinance;
4854-9140-0599, v. 3 5
(f) not suing or enjoining the levy, collection, or enforcement of the
Assessment levied pursuant to the Assessment Ordinance or in any manner
attacking or questioning the legality of said Assessment levied within the
Assessment Area pursuant to the Assessment Ordinance; and
(g) the District imposing assessments to be paid in installments over a
period of not to exceed thirty (30) years from the effective date of an assessment
resolution.
Section 4. Waiver. The Owner, on behalf of itself, and its successors in title
and assigns, hereby waives:
(a) any and all notice and hearing requirements set forth in the Act;
(b) its rights for contesting, protesting, or challenging the legality or
validity of the equitability or fairness of the Assessments, or the creation and
establishing of the Assessment Area, the adopting of the Assessment Ordinance or
the levy and collection of Assessments pursuant to the Assessment Ordinance,
whether by notice to the PID or by judicial proceedings, or by any other means;
(c) the right to have appointed by the PID a board of equalization and
review which would hear aggrieved property owners and recommend adjustments
in assessments, if deemed appropriate, the right to a hearing before a board of
equalization and review and the right to appeal from any determination of a board
of equalization and review as provided in the Act;
(d) the right to pay cash for its assessment during a cash prepayment
period which would otherwise extend for twenty-five (25) days after the adoption
and publication of the Assessment Ordinance as provided in the Act;
(e) any right to contest its assessment, including but not limited to the
60-day contestability period provided in Section 11-42-106 of the Act;
(f) any right to contest that the Improvements qualify as a publicly
owned infrastructure, system or other facility that (i) the PID is authorized to
provide or (ii) is necessary or convenient to enable the PID to provide a service that
the PID is authorized to provide and the Owner further acknowledges that it has
consulted with counsel regarding the same; and
(g) any other procedures that the PID may be required to follow in order
to designate an assessment area or to levy an assessment as described in the
Designation Resolution and the Assessment Ordinance.
Section 5. Amendment. The Owner hereby acknowledges that bond counsel
will rely on the representations, warranties, acknowledgments, consents, and agreements
herein contained in issuing opinions relating to the levy of the assessments and the issuance
of assessment bonds and consequently agrees that this Agreement may not be amended,
modified, or changed without the prior written consent of the PID and such bond counsel.
4854-9140-0599, v. 3 6
Section 6. Severability. The invalidity or un-enforceability in particular
circumstances of any provision of this Agreement shall not extend beyond such provision
or circumstances and no other provision hereof shall be affected by such invalidity or unenforceability.
Section 7. Headings. The headings of the sections of this Agreement are
inserted for convenience only and shall not affect the meaning or interpretation hereof.
Section 8. Successors and Assigns. This Agreement shall be binding upon the
Owner and its successors and assigns.
Section 9. Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Utah.
Section 10. Counterparts. This Agreement may be executed in several
counterparts, all or any of which may be treated for all purposes as an original and shall
constitute and be one and the same instrument.
Section 11. Defined Terms. Capitalized terms used herein but not otherwise
defined shall have the meanings ascribed to such terms in the Assessment Ordinance.
A-1
EXHIBIT A
TAX ID AND LEGAL DESCRIPTION OF PROPERTY TO BE ASSESSED
Assessment Method and Amount*
Total Assessment $24,641,000
Total ERUs 412.98
Assessment Per ERU $59,667
Unit Type Quantity
Initial
Lien/Lot
ERUs
Per
Unit
Total
Assessment per
Lot Type
Towns/Flats - Shallow 54 $23,000 0.385 $1,242,000
Row 76 30,000 0.503 2,280,000
Alley 62 40,000 0.670 2,480,000
Small Lot 54 45,667 0.765 2,466,000
SFD 1 62 49,333 0.827 3,058,667
SFD 2 61 59,667 1.000 3,639,667
SFD 3 52 69,000 1.156 3,588,000
SFD 4 32 82,000 1.374 2,624,000
SFD 5 10 89,000 1.492 890,000
SFD 6 9 94,667 1.587 852,000
SFD 7 19 51,667 0.866 981,667
Towns/Flats - Standard 21 25,667 0.430 539,000
Total 512
$24,641,000
* Figures have been rounded
Parcels to be Assessed
Parcel
Identification Number Owner Entity
20-27-101-001-4001 Wood Ranch Development, LLC
20-27-101-001-4002 Wood Ranch Development, LLC
20-27-101-001-4003 Wood Ranch Development, LLC
20-28-200-009 Wood Ranch Development, LLC
20-27-176-001 Wood Ranch Development, LLC
Parcel has been subdivided, but no new parcel ID number has been provided. Only includes
portion of such parcel owned by Wood Ranch Development, LLC.
A-2
4854-9140-0599, v. 3
Legal Description
The Assessment Area is more particularly described as follows:
That certain real property located in Salt Lake County, State of Utah and described as
follows:
Beginning at a point on the Westerly Right-of-Way Line of State Road 111 (Bacchus Highway),
said point lies North 00°06'38' West 4244.495 feet along the Quarter Section Line and West
138.346 feet from the South Quarter Corner of Section 27, Township 2 South, Range 2 West, Salt
Lake Base and Meridian and running thence along said State Road 111 (Bacchus Highway) South
08°02'22' West 70.000 feet; thence North 81°57'38' West 427.320 feet to a point on a 515.000
foot radius tangent curve to the right, (radius bears North 08°02'22' East, Chord: North 78°21'39'
West 64.667 feet); thence along the arc of said curve 64.710 feet through a central angle of
07°11'57'; thence North 74°45'41' West 175.572 feet to a point on a 515.000 foot radius tangent
curve to the right, (radius bears North 15°14'19' East, Chord: North 59°50'49' West 265.096
feet); thence along the arc of said curve 268.114 feet through a central angle of 29°49'43'; thence
North 44°55'57' West 62.623 feet to a point on a 515.000 foot radius non tangent curve to the
right, (radius bears North 42°34'23' West, Chord: South 58°45'19' West 202.323 feet); thence
along the arc of said curve 203.647 feet through a central angle of 22°39'24'; thence South
70°05'00' West 303.339 feet to a point on a 455.000 foot radius tangent curve to the left, (radius
bears South 19°55'00' East, Chord: South 69°25'05' West 10.567 feet); thence along the arc of
said curve 10.567 feet through a central angle of 01°19'50'; thence South 21°14'50' East 99.982
feet; thence South 21°07'30' East 20.000 feet to a point on a 329.000 foot radius non tangent
curve to the left, (radius bears South 21°07'30' East, Chord: South 64°13'05' West 53.423 feet);
thence along the arc of said curve 53.482 feet through a central angle of 09°18'50'; thence South
30°26'20' East 100.398 feet; thence South 30°07'30' East 56.000 feet to a point on a 212.000 foot
radius non tangent curve to the right, (radius bears South 30°07'30' East, Chord: North 60°47'06'
East 6.733 feet); thence along the arc of said curve 6.734 feet through a central angle of
01°49'11'; thence South 36°41'34' East 63.678 feet; thence South 19°55'00' East 13.764 feet;
thence North 70°05'00' East 58.813 feet; thence South 19°55'00' East 20.000 feet; thence South
27°48'54' East 77.668 feet to a point on a 268.000 foot radius non tangent curve to the right,
(radius bears South 26°47'56' East, Chord: North 66°38'32' East 32.173 feet); thence along the
arc of said curve 32.192 feet through a central angle of 06°52'56'; thence North 70°05'00' East
88.688 feet to a point on a 268.000 foot radius tangent curve to the right, (radius bears South
19°55'00' East, Chord: North 80°27'25' East 96.515 feet); thence along the arc of said curve
97.044 feet through a central angle of 20°44'50'; thence South 89°10'10' East 113.556 feet to a
point on a 268.000 foot radius tangent curve to the right, (radius bears South 00°49'50' West,
Chord: South 81°57'55' East 67.216 feet); thence along the arc of said curve 67.394 feet through
a central angle of 14°24'29'; thence South 74°45'41' East 235.532 feet to a point on a 639.000
foot radius tangent curve to the left, (radius bears North 15°14'19' East, Chord: South 78°21'39'
East 80.237 feet); thence along the arc of said curve 80.290 feet through a central angle of
07°11'57'; thence South 81°57'38' East 134.509 feet; thence South 08°02'22' West 267.900 feet;
thence North 81°57'38' West 248.525 feet; thence South 15°14'19' West 5.838 feet to a point on
a 270.000 foot radius tangent curve to the right, (radius bears North 74°45'41' West, Chord:
South 18°30'48' West 30.846 feet); thence along the arc of said curve 30.863 feet through a
central angle of 06°32'57'; thence South 21°47'17' West 66.855 feet to a point on a 270.000 foot
radius tangent curve to the right, (radius bears North 68°12'43' West, Chord: South 23°24'04'
West 15.202 feet); thence along the arc of said curve 15.204 feet through a central angle of
03°13'35'; thence South 25°00'51' West 13.402 feet; thence South 25°00'51' West 156.096 feet
A-3
4854-9140-0599, v. 3
to
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