PLANNING COMMISSION REGULAR MEETING SEPTEMBER 20, :00 P.M. Town Board Chambers 301 Walnut Street, Windsor, CO MINUTES

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1 PLANNING COMMISSION REGULAR MEETING SEPTEMBER 20, :00 P.M. Town Board Chambers 301 Walnut Street, Windsor, CO The Town of Windsor will make reasonable accommodations for access to Town services, programs, and activities and will make special communication arrangements for persons with disabilities. Please call (970) by noon on the Thursday prior to the meeting to make arrangements. MINUTES A. CALL TO ORDER Vice-Chairman Tallon called the regular meeting of the Windsor Planning Commission to order at 7:18 p.m. 1. Roll Call Doug Dennison Charles Schinner Victor Tallon Mike McWillliams Tim Annable Town Board Liaison Ken Bennett Also present: Director of Planning Scott Ballstadt Chief Planner Carlin Malone Senior Planner Paul Hornbeck Town Clerk Patti Garcia 2. Review of Agenda by the Planning Commission and Addition of Items of New Business to the Agenda for Consideration by the Planning Commission Mr. Annable moved to approve the agenda as presented; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Dennison, Schinner, Tallon, McWilliams, Annable Nays None 3. Public Invited to be Heard Mr. Tallon opened the meeting for public comment. Cynthia Whitediemand, 647 Clarendon Dr, referenced the recently approved multi-family project in the Windshire Park neighborhood and asked if homeowners who paid lot premiums to be next to a church would be reimbursed for the premiums they paid. She also asked whether or not the setbacks between the multi-family buildings and neighboring single family homes could be increased and what is the timeframe for ground breaking for the project. Mr. Ballstadt responded to the questions, indicating that any lot premiums that were paid would have been part of the private sales contract between the buyer, seller and their real estate representatives. He further responded that the building setbacks were approved with the site plan and they meet the minimum requirements of the Municipal Code. Regarding ground breaking timeframe, Mr. Ballstadt indicated that the site plan is good for one year, so the owners could pull building permits and begin work at any time within that one year period.

2 Page 2 of 19 B. CONSENT CALENDAR* 1. Approval of the minutes of August 16, 2017 DD/MM Schinner abstained. Mr. Dennison moved to approve the consent calendar; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Dennison, Tallon, McWilliams, Annable Nays None Abstained - Schinner C. BOARD ACTION 1. Recommendation to Town Board Windsor Villages at Ptarmigan Master Plan, being an amendment to the Ptarmigan Business Park Subdivision Master Plan and the Lutheran Church Annexation Master Plan JBT Associates LLC applicant/ Steve Steinbicker, Architecture West LLC, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Per Mr. Hornbeck, the applicant, JBT Associates, LLC, represented by Architecture West, is proposing to amend and combine the existing master plans for the Ptarmigan Business Park Annexation and the Lutheran Church Annexation. The subject property is located between Interstate 25 and Larimer County Road 5 (LCR 5), north of State Highway (SH) 392. Adjacent properties to the east of LCR 5 are single family homes within the Ptarmigan Subdivision in unincorporated Larimer County. I-25 is located west of the Master Plan. There is a farm located south of the property on the corner of SH 392 and LCR 5 (known as the Victor View Annexation), while properties to the north are undeveloped/agricultural land (known as Fossil Creek Meadows Annexation). The purpose of this amended master plan is to combine two areas previously master planned separately into one master plan, to modify the land uses depicted, and to modify the planned road network. The Lutheran Church Annexation property was previously under separate ownership and planned for a private school site and residential uses. The properties are now under unified ownership and the private school site planned for the Lutheran Church Annexation is proposed to be replaced with residential uses. The road network is proposed to be modified so that Westgate Drive will be extended north before curving east to connect to the intersection of LCR 32E and LCR 5. An additional connection is shown running east from Westgate Drive to the former Lutheran Church Annexation property and to the off-site Victor View Annexation property to the southeast. The applicant has proposed removing a connection depicted on the existing Master Plan to the property to the northwest, known as the Burnett/Young property. The applicant has stated it is necessary to remove this connection so that the intersection of SH 392 and Westgate Drive continues to function at a satisfactory level of service. Developments are typically required to

3 Page 3 of 19 provide access to adjacent properties to ensure properties do not become landlocked without access and to create a well-connected street network. Given this issue and a number of other transportation concerns of the applicant, nearby property owners, and Town staff, these parties are pursuing utilizing a third party traffic engineering firm to create a master traffic study for the northeast quadrant of the I-25/SH 392 interchange area. The intent is for a neutral third party to provide analysis and recommendation for roadway design in the area, with all parties agreeing to abide by the recommendations. The property falls within the I-25 Corridor Plan, which identifies the area as a Corridor Activity Center (CAC). Allowed uses within the CAC are defined in an intergovernmental agreement (IGA) between the Town of Windsor and the City of Fort Collins. Since the CAC area was envisioned as an activity center with higher intensity commercial, residential, and mixed uses clustered in close proximity to the interchange, single family uses were not allowed. However, the IGA was amended by both Fort Collins and Windsor earlier this year specifically to allow the single family component of this proposal. The amended IGA specifies specific acreage and number of lots devoted to single family uses and preserves a large portion of property for future commercial and multifamily development. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document. Staff recommends that the Planning Commission forward a recommendation of approval of the application subject to the following conditions: 1. All remaining Planning Commission and staff comments shall be addressed; 2. Applicant agrees to construct transportation improvements or pay its equitable pro rata share for transportation improvements as recommended by the master traffic study that are required in order to serve the Property or to accommodate the traffic generated by the development allowed by this Master Plan Amendment; 3. Applicant agrees that Westgate Drive shall connect to County Road 32E as shown on the Master Plan, unless recommended otherwise by the master traffic study; and 4. The street configuration within the Master Plan shall include a connection from Westgate Drive to accommodate traffic to and from the Burnett Young property as shown on the Ptarmigan Business Park Annexation Master Plan (September 13, 1999), unless recommended otherwise by the master traffic study. Staff requested the following be entered into the record: Application and supplemental material Staff memorandum and supporting documents Recommendation Mr. Annable asked who the conflicting parties are related to the traffic study. Mr. Hornbeck stated that there are four major property owners in the quadrant; the applicant, the Burnett Young property along with two additional properties. Mr. Hornbeck noted that there is no formal agreement in place for the traffic study to date but is working through the process.

4 Page 4 of 19 Schinner stated that it appears some of the data is not completed Mr. Ballstadt offered that it s the difference of the two property owner s opinions of the traffic engineering that is being studied. The applicant has met the code requirements and provided their traffic impact study which would argue that the connection from Westgate Drive is not necessary. The third party traffic engineer that will be assessing the project is the same traffic engineer that just completed the Town of Windsor Roadway Improvement Plan. Mr. Annable inquired regarding municipal code or policy to not land lock parcels. Mr. Ballstadt responded that there is language in the subdivision ordinance that property should not be landlocked. There is a current access easement to CR 5 that gives them access which wouldn t be going away with this master plan. How their final access is determined could be through their own subdivision process. Mr. Annable asked what the zoning was on the Burnett Young property. Mr. Hornbeck stated it is zoned General Commercial. Mr. Annable stated he has serious concerns with cutting off access to a property zoned General Commercial. Mr. Schinner asked what the changes are from 1999 to what has been presented. Mr. Hornbeck used a map to identify the differences; Westgate Drive was formerly shown further south, the church annexation site has been replaced with residential and two additional connections were removed. Mr. Schinner stated that there are quite a few traffic alignment changes. Mr. Schinner moved to forward a recommendation of approval of the amended master plan to the Town Board following the four conditions as presented by staff; Mr. Annable seconded the motion. Roll call on the vote resulted as follows: Yeas Dennison, Tallon, McWilliams Nays Schinner, Annable 2. Public Hearing Rezoning Petition Ptarmigan Business Park Subdivision Tracts D, E, F and a portion of Tract G, and all of the Lutheran Church Annexation JBT Associates LLC applicant/ Steve Steinbicker, Architecture West LLC, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Tallon opened the Public Hearing. Mr. Bennett stated, Mr. Chair, for the record I would like to disclose that I am a sitting member of the Town Board, and that I am here in my capacity as non-voting liaison to the Planning Commission. Although I will be present during this public hearing, I will not be giving my opinion or participating in the discussion. I will not let tonight s proceedings influence or affect my review of this matter when it comes before the Town Board. I will make my decision at the Town Board level based only on the evidence presented during the Town Board public hearing.

5 Page 5 of 19 The applicant, JBT Associates, LLC, represented by Architecture West, is requesting to rezone approximately acres within the Ptarmigan Business Park Subdivision and the Lutheran Church Annexation from General Commercial (GC) to Residential Mixed Use (RMU). The property proposed for rezoning consists of Tracts D, E, F, and a portion of Tract G of Ptarmigan Business Park Subdivision and the entirety of the Lutheran Church Annexation. The subject property is located west of Larimer County Road 5, north of State Highway 392. Adjacent properties to the east of LCR 5 are single family homes within the Ptarmigan Subdivision in unincorporated Larimer County. Areas to the west of the rezoning include undeveloped/agricultural land within the Ptarmigan Business Park with Limited Industrial (IL) zoning that are not a part of this rezoning request. A farm is located south of the proposed rezoning on the corner of SH 392 and CR 5, while properties to the north are undeveloped/agricultural land. The purpose of this rezoning is to allow for single family and multi-family development, which will require additional applications for a major subdivision plat and site plan. As described in the previous agenda item, an amended Master Plan for the property depicts up to 116 single family and/or patio home lots and up to 207 multifamily units. The property falls within the I-25 Corridor Plan, which identifies the area as a Corridor Activity Center (CAC). Allowed uses within the CAC are defined in an intergovernmental agreement (IGA) between the Town of Windsor and the City of Fort Collins. Since the CAC area was envisioned as an activity center with higher intensity commercial, residential, and mixed uses clustered in close proximity to the interchange, single family uses were not allowed. However, the IGA was amended this year by both Fort Collins and Windsor specifically to allow the single family component of this project. The amended IGA specifies specific acreage and preserves a large portion of property for future commercial and multifamily development. The applicant s representatives held a neighborhood meeting on July 31, 2017, at Windsor Severance Fire Rescue Station # 3. There were approximately twenty neighbors in attendance. To date, there have been no additional public comments on this proposal. The meeting summary was included in the packet materials. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document. Staff recommended the Planning Commission forward a recommendation of approval of the rezoning petition and ordinance to Town Board subject to all Planning Commission and staff comments being addressed. Staff requested the following be entered into the record: Application and supplemental material Staff memorandum and supporting documents All testimony taken during the public hearing

6 Page 6 of 19 Recommendation Dick Wander, 5104 Nelson Ct, asked for the timeline for construction, will LCR 5 be widened in that timeframe, what are the height of the proposed residences, and what are the price of the homes. Steve Steinbicker, Architecture West, representing the Ptarmigan project, indicated that they had hoped to begin construction next spring, but it is now more likely they will be under construction in the fall of 2018 or spring of He further explained some of the LCR 5 improvements that will be required of the project and indicated that the homes will be priced in accordance with the market. Mr. Ballstadt indicated that the maximum height of the single family homes is 35-feet. Allie Benight, 5132 Augusta Trail, indicated that she has concerns about the increased traffic on LCR 5 and asked if the applicant would be willing to increase the height of the existing wall along the east side of LCR 5. Mr. Steinbicker indicated that there may be codes that restrict what can be done but they would look into that. Mr. Annable moved to close the public hearing; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon Nays McWilliams 3. Recommendation to Town Board Rezoning Petition Ptarmigan Business Park Subdivision Tracts D, E, F, and a portion of Tract G and all of the Lutheran Church Annexation JBT Associates LLC applicant/ Steve Steinbicker, Architecture West LLC, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Hornbeck had nothing further to add. Mr. Schinner requested to have staff show a map of the area before and after rezoning. Mr. Annable stated there needs to be a blend of residential and commercial and asked how much commercial there would be; he noted concern that there would be too much residential compared to commercial. Mr. Hornbeck stated that the Town Board shared some of the same concerns when amending the IGA with Fort Collins and noted that the study shows that there is a need for more rooftops to bring in more commercial. Mr. Ballstadt stated that Westgate Drive is the primary arterial through the property and will accommodate the commercial traffic from CR 5 to the commercial area without having to go through the residential neighborhood.

7 Page 7 of 19 The Planning Commission discussed the uses allowed in the proposed rezone area, the amount of commercial permitted and the number of building permits issues for residential and commercial. Mr. Schinner moved to forward the recommendation of approval to the Town Board of the rezone subject to all Planning Commission and staff comments being addressed; Mr. Dennison seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Dennison, Tallon Nays McWilliams, Annable Motion carried 4. Recommendation to Town Board South Hill Subdivision 6 th Filing Final Site Plan Brad Florin, The Falls Apartments at Water Valley, applicant/jon Sweet, TST Inc. Consulting Engineers, applicant s representative Staff presentation: Carlin Malone, Chief Planner Per Ms. Malone, the applicant, Mr. Brad Florin of The Falls Apartments at Water Valley, has submitted a final site plan application, known as South Hill Subdivision 6 th Filing, Lot 1 Site Plan (also referred to as The Falls Apartments at Water Valley ). The site plan encompasses approximately 5.9 acres and is zoned Residential Mixed Use (RMU). A height review to allow an increase in the maximum height from 35 feet to 40 feet to allow for a three-story building in the RMU zoning district was reviewed by the Planning Commission and Town Board and approved on August 14, 2017 (Resolution No ), subject to final site plan approval. Additionally, the applicant has submitted a minor subdivision which has been administratively reviewed concurrently with the site plan. The Town Board will consider the South Hill 6 th Filing, Lot 1 Final Site Plan request on September 25, Ms. Malone reviewed the site characteristics which include: one three-story 55,338-square foot multi-family residential building with attached and detached garages; 120 multi-family units; 182 parking spaces, including 42 detached garage spaces, 48 semi-attached garage; spaces, and 92 open-air parking spaces, with four accessible parking spaces; 21.9% of the site will be building coverage; 49.4% of the site to be HOA maintained open space and landscaping; 28.7% of the site to be HOA maintained private drives and parking areas; centrally located recreational area, including a pool, putting green, cabana, barbeque area, and garden bed area for residents; cart barn for golf carts with pathway to golf course; and sidewalk connections throughout the site, to adjacent roadways and trail system along 7 th Street. Building characteristics include:

8 Page 8 of 19 architectural concrete block and both vertical and horizontal lap siding as predominant façade materials; stone treatment around the base of buildings and columns, gables to break up roofline; heavy timber truss detailing on exterior of gables; architectural bronze metal parapet caps, gutters and downspouts; covered decks, porches, and decorative entryways; decorative garage doors with windows; architectural composition shingles; and roof-top mechanical equipment screened behind flat roof parapets. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document. Staff recommended that the Planning Commission forward to the Town Board a recommendation of approval of the final site plan, subject to all remaining Planning Commission and staff comments being addressed. Staff requested the following be entered into the record: Application and supplemental material Staff memorandum and supporting documents Recommendation Any testimony entered during the public meeting Mr. Annable moved to forward to the Town Board the recommendation of approval of the final site plan subject to all Planning Commission and staff comments being addressed; Mr. Dennison seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Dennison, Tallon, McWilliams, Annable Nays None. Motion carried 5. Public Hearing Conditional Use Grant to allow oil and gas facilities Labue Farm Annexation- Milkshake Pad Erin Mathews, Extraction Oil and Gas, LLC, applicant/aaron Demo, Baseline Engineering, applicant s representative/martin Lind, Vima Partners, LLC, property owner Staff presentation: Carlin Malone, Chief Planner Mr. Tallon opened the Public Hearing. Mr. Bennett stated, Mr. Chair, for the record I would like to disclose that I am a sitting member of the Town Board, and that I am here in my capacity as non-voting liaison to the Planning Commission. Although I will be present during this public hearing, I will not be giving my opinion or participating in the discussion. I will not let tonight s proceedings influence or affect my review of this matter when it comes before the Town Board. I will make my decision at the Town Board level based only on the evidence presented during the Town Board public hearing.

9 Page 9 of 19 Per Ms. Malone, the applicant, Extraction Oil and Gas, is requesting a Conditional Use Grant (CUG) to allow oil and gas facilities in the O zone district for an existing oil and gas site known as the Milkshake Pad, located on the western boundary of the Labue Farm Annexation. Oil and gas facilities are allowed as a conditional use in all zoning districts, per Section of the Town s Municipal Code, Oil and Gas Facilities. The Conditional Use Grant for oil and gas has three conditions for mitigation: 1) Visual requirements 2) Landscaping 3) Floodplain requirements. Ms. Malone stated that this site is not in a floodplain and reviewed the other two conditions related to the application. The site is 2.48 acres of a 155-acre portion of Labue Farm Annexation property, which remains unsubdivided. The property is situated north of Crossroads Boulevard/CR 62 and an existing industrial business in Weld County, zoned A (Agriculture) with a Weld County Use by Special Review (USR) for a construction and concrete storage business, and north of the Raindance Truck Loadout Facility (CUG approved on June 12, 2017). The subject site is east of the CR 15 alignment (vacated right-of-way) and the Raindance PUD, south of undeveloped land zoned O and Hilltop Subdivision, and west of undeveloped land and future public school site currently zoned O. The applicant is requesting allowance of 23 additional wells for the Milkshake Pad, which will be reconfigured and redesigned with the existing pad, as well as the adjacent Pavistma South well pad. Currently, the existing pad contains 17 wells with associated production area, tank batteries, and facilities. There will be expansion of the berming around the exterior of the site. The existing access road from the site, south to Crossroads Boulevard, will remain. The applicant anticipates that the wells will be drilled in one phase and the completion process will be done in one phase. Oil and gas production will utilize pipelines, which will reduce the amount of truck traffic; however, there will be hauling associated with the operation. The proposed hauling route for the subject site will be from the site to the property s access point on Crossroads Boulevard/CR 62 and CR 15 alignment, and west on Crossroads Boulevard to I-25 or east on Crossroads Boulevard to CR 17, south on CR 17 to State Highway 34. Truck traffic would primarily occur during daylight hours and the applicant has stated that heavy truck hauling periods will avoid the peak times of school and to the best of their ability, avoid commuter traffic. Staff s recommended conditions of approval include the terms of the proposed truck hauling route and hauling periods. It is anticipated that temporary sound walls will be utilized during drilling and completions operations in conjunction with the screening berm along the north and east sides of the location to mitigate noise and visual impacts. Currently the screening berm is constructed along the north and east sides of the location. Production facilities on this site will be powered by

10 Page 10 of 19 electricity, which eliminates the noise that would otherwise be created by the standard diesel generators. Berms are proposed around the entire site, with the temporary exception of the access road area (south side). Berm along the south side of the site will be completed once drilling operations are complete. The berm height will vary from 10 to 20 feet in height. Landscaping of the berms will be completed by the developer of the Raindance PUD and occur with the development, prior to the development of the residential lots. Additionally, included in staff s recommended conditions of approval, is a condition that the applicant utilizes the quiet fleet technology for this site. Ms. Malone noted that the future middle school site is located 1,306 feet from the pad site. The required notifications were made and on Tuesday, August 15, 2017, the applicant s representatives held a neighborhood meeting at the Windsor-Severance Fire Station No. 1, 100 7th Street in Windsor. There were eight residents in attendance (neighborhood meeting summary notes are included in the packet materials). Ms. Malone reviewed the conditions for the oil and gas CUG including the Town s standard conditions. 1. All remaining Planning Commission and staff comments are addressed. 2. The truck hauling route shall remain in accordance with Exhibit A, unless otherwise approved by the Town. 3. Heavy truck hauling (overweight loads) shall avoid before and after school traffic (7:30 a.m. 8:15 a.m. and 2:45 p.m. - 3:30 p.m.) 4. Other truck hauling will use best efforts to avoid school zones and minimize traffic congestion. 5. All landscape screening shown on plan shall be started no later than 60 days after the final flowback phase. 6. Sound walls shall be setback a minimum of 30 feet from any permanent trails or other public amenity. The Town s standard conditions of approval for oil and gas facilities, with amendments, as noted: 1. Prior to the commencement of drilling, the applicant shall submit comprehensive Drilling and Site Improvement Plans for review and approval by the Town. Such plans shall address initial drilling activities, initial installation of site improvements and details, and on-going perpetual maintenance of the subject site including, but not limited to, the following: a. Site access plan. The Drilling and Site Improvement Plans and supplemental information shall address site access points and haul routes for review and approval. b. Public street clean-up and tracking prevention. The Drilling and Site Improvement Plans and supplemental information shall include a tracking pad for review and approval. c. Site grading. The Drilling and Site Improvement Plans and supplemental information shall address site grading, including any earth berms for emergency containment. d. Site lighting. The lighting plan shall include details regarding site lighting fixtures and locations. The lighting plan shall limit lighting reasonably necessary to illuminate areas

11 Page 11 of 19 for ongoing night-time operations, safety, and security. The use of full cut off lighting fixtures is required and such fixtures may not be installed higher than fifteen feet above ground to mitigate light pollution. e. Temporary screening. The applicant shall install a buffer to screen the initial drilling activities and installation of site improvements from surrounding neighborhoods and streets. The temporary buffer/sound walls shall enclose the drilling operations to provide screening and noise mitigation barriers in the direction of nearby homes, as appropriate. f. Permanent screening. Given the close proximity to residential neighbors, the Drilling and Site Improvement Plans shall depict proposed long-term screening materials including landscaping, earth berms and any other screening methods to mitigate visual impacts. g. Fencing. The Drilling and Site Improvement Plans shall depict fencing of the perimeter of the site. Fencing materials shall be reviewed for approval by the Town based upon the character of the surrounding neighborhood. The applicant has stated that there will not be any fencing at the site. h. Oil and gas equipment. (1) The applicant shall utilize electric motors in order to mitigate the noise impacts to the neighboring properties. (2) The applicant shall ensure that the wells and tanks are of the minimum size required to satisfy present and future functional requirements to mitigate visual impacts. (3) Low profile tanks shall be utilized and shall be installed in the least visible manner possible. (4) All tanks and equipment shall be painted to blend-in with the surrounding landscape. i. Air quality. (1) The applicant shall comply with all applicable rules of the Environmental Protection Agency (EPA). (2) The applicant shall install and operate an emissions control device (ECD) capable of reducing Volatile Organic Compound (VOC) emissions on the subject oil and gas equipment in accordance with Colorado Oil and Gas Conservation Commission (COGCC) and/or the Colorado Department of Public Health and Environment (CDPHE) rules and regulations. (3) The applicant shall submit to the Town copies of all air emissions reporting as required by the COGCC and/or the CDPHE s Air Pollution Control Division. j. Water quality. (1) The applicant shall ensure that any hydrocarbon discharges from the site comply with all state and federal water quality requirements. Any hydrocarbon discharges shall be properly reported to COGCC, and remediated according to COGCC requirements in all cases. Reportable hydrocarbon discharges shall also be reported to the Windsor Local Government Designee (LGD). (2) The applicant shall provide test results from Groundwater Baseline Sampling and Monitoring required by COGCC Rule 318A.e(4) to the Town. (condition updated 10/28/13 to reflect updated COGCC rule)

12 Page 12 of 19 k. Emergency containment. The secondary containment berm surrounding all storage vessels shall be designed and constructed to contain a minimum of 110% of the volume of the largest vessel located within the containment area or to State of Colorado standards, whichever requirements are more stringent. l. Waste disposal. The applicant shall submit to the Town copies of all waste management reports as required by the COGCC and/or the CDPHE rules and regulations. m. The following certification blocks shall be included on the Drilling and Site Improvement Plans: (1) A signed owner s acknowledgement certification block. (2) A signed drilling operator s acknowledgement certification block. n. The following notes shall be included on the Drilling and Site Improvement Plans: (1) (1) The applicant shall comply with all rules and regulations of the Colorado Oil and Gas Conservation Commission (COGCC). (2) The applicant shall comply with all rules and regulations of the Colorado Department of Public Health and Environment (CDPHE). (3) The applicant shall maintain on-going compliance with all conditions of the Town and Windsor-Severance Fire Rescue. (4) The facilities shall be kept clean and otherwise properly maintained at all times. (5) If access to the site is proposed from a Town of Windsor street, such access point(s) shall require approval from the Town of Windsor Engineering Department and any required access improvements, street clean-up, tracking pads, etc., shall be addressed accordingly. 2. The applicant shall pay the associated road impact fee for oil and gas wells prior to the issuance of the oil and gas conditional use grant zoning certificate. Staff requested the following be entered into the record: Application and supplemental material Staff memorandum and supporting documents Recommendation All testimony entered during the public meeting Mr. Tallon opened the meeting for public comment. Karen Speed, 8310 Cherry Blossom Drive, provided packets of information to the Planning Commission members and had the following questions: 1) Where is all of the water to be used in this development originating? 2) At what location is the flowback water being disposed? 3) At what location will the radioactive filter socks be disposed? 4) Where are the oil-based drill tailings being disposed? It is an approved site for legally handling hydro-carbon-based disposal? 5) Can you disclose the physical address of the farmland that will be utilized to dispose of the water-based drilling fluids and drill cuttings? 6) Will you please disclose the information in Exhibit E of which was to be attached according to Section 20(a), line 3 of the agreement document between Extraction and the surface owner that references insurance on the project?

13 Page 13 of 19 Blane Thingelstad, representing Extraction Oil & Gas, th Street, Denver, CO, responded to the questions. Mr. Thingelstad addressed the general concerns regarding cuttings from the wells stating that there are two types of cuttings. There are cuttings used for surface casing which is the first 1500 feet of the hole that is drilled with water or a foam-based fluid and are disposed of at an approved disposal facility, such as a land farm. The balance of the hole is drilled with a fluid which is an emulsion of water and some oil based fluids that are used to keep the pipe lubricated and are disposed at an approved solid waste disposal site similar to landfill. The water is from local sources which could be from ponds, lakes. The water would need to be leased or augmented for industrial use. There is a process to go through to assure that agricultural water and industrial water is being used appropriately. Water brokers are used to coordinate the purchasing of water rights for industrial use. There are a variety of sources in the area for surface water and surface water distribution. Mr. Thingelstad addressed the question regarding flowback water stating there are two main disposal companies in the area that are used; NGL Water Solutions and Expedition Water Solutions which both have adequate disposal wells and are regulated through the COGCC. Regarding the filter socks and solid waste disposal, it was noted that any solid waste goes to the landfill. Mr. Dennison asked which disposal company is being used. Mr. Thingelstad stated that they have contracts with both companies. Mr. Tallon requested the physical address of the farmland that will be utilized to dispose of the water-based drilling fluids and drill cuttings. Mr. Thingelstad stated that he could get that information and Mr. Tallon requested that he forward that information to those who had requested it during the meeting. Mr. Annable moved to close the public hearing; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None 6. Recommendation to Town Board Conditional Use Grant for oil and gas facilities Labue Farm Annexation-Milkshake Pad Erin Mathews, Extraction Oil and Gas, LLC, applicant/aaron Demo, Baseline Engineering, applicant s representative/martin Lind, Vima Partners, LLC, property owner Staff presentation: Carlin Malone, Chief Planner Ms. Malone had nothing further to add.

14 Page 14 of 19 Mr. Schinner asked why only trucks with a heavy, overweight load as a restriction was identified. Per Ms. Malone, this was done to eliminate smaller trucks, such as pick-up trucks. Mr. Schinner felt that gross weight would be a better gauge and requested better clarification at Condition #3. Mr. Thingelstad stated that in other locations they have used the term to reference an over-sized or a permit [by Colorado Department of Transportation] load. Ms. Malone stated that conditions 1-6 were specific to this application. Planning Commission recommended to amend condition #3 to reference permit load for clarification. Mr. Dennison moved to forward a recommendation of approval to Town Board with the approved conditions set forth by staff and changing Condition 3 to from heavy truck hauling to permitted loads; Mr. Schinner seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None Mr. Thingelstad provided the legal description for the surface cuttings land farm Section 11, 8 north, 66 west, north half of the northeast quarter. 7. Public Hearing Rezoning Petition Valley Center Subdivision Lots A & B Alan Highstreet, Agrifab Colorado, applicant/ Mike Maurer, Olsson Associates, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Tallon opened the Public Hearing. Mr. Bennett stated, Mr. Chair, for the record I would like to disclose that I am a sitting member of the Town Board, and that I am here in my capacity as non-voting liaison to the Planning Commission. Although I will be present during this public hearing, I will not be giving my opinion or participating in the discussion. I will not let tonight s proceedings influence or affect my review of this matter when it comes before the Town Board. I will make my decision at the Town Board level based only on the evidence presented during the Town Board public hearing. Per Mr. Hornbeck, the applicant, Mr. Alan Highstreet of Agrifab Colorado, represented by Mr. Mike Maurer of Olsson Associates, is requesting to rezone lots A and B of the Valley Center Subdivision. The lots total approximately 3.86 acres and are requested to be rezoned from General Commercial (GC) to Limited Industrial (IL). The purpose of the rezoning is to allow for the construction of three buildings containing office/warehouse uses, a project that is being concurrently site planned. The subject properties are vacant properties, previously home to buildings that were destroyed in the 2008 tornado. The properties to the north are zoned Limited Industrial, while the properties to the east and west are zoned General Commercial. The property to the south across Eastman Park Drive is also zoned General Commercial. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document.

15 Page 15 of 19 The applicant s representatives held a neighborhood meeting on August 17, 2017, at the Windsor Community Recreation Center. There was one neighbor in attendance. The discussion notes were included with the packet materials. One additional public comment on the proposal had been received. The owner of Mark s Funeral Home east of the rezoning expressed concerns about having industrial uses adjacent to the funeral home and potential visual impact on people attending funeral services viewing industrial uses. Staff has requested the applicant provide a privacy fence on the associated site plan to address this concern. Staff recommended that the Planning Commission forward a recommendation of approval of the rezoning petition and ordinance to the Town Board subject to all remaining Planning Commission and staff comments being addressed Mr. Tallon opened the meeting to public comment to which there was none. Mr. Schinner moved to close the public hearing; Mr. Annable seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None 8. Recommendation to Town Board Rezoning Petition Valley Center Subdivision Lots A & B Alan Highstreet, Agrifab Colorado, applicant/ Mike Maurer, Olsson Associates, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Hornbeck had nothing further to add. Mr. Annable moved to forward a recommendation of approval to the Town Board of the Rezoning Petition as presented, subject to Planning Commission and staff comments; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None 9. Site Plan Presentation Valley Center Subdivision Lots A & B Alan Highstreet, Agrifab Colorado, applicant/ Mike Maurer, Olsson Associates, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Per Mr. Hornbeck, the applicant, Mr. Alan Highstreet of Agrifab Colorado, represented by Mr. Mike Maurer of Olsson Associates, is proposing a new site development in the Valley Center Subdivision. The site is currently zoned General Commercial (GC) but is proposed to be rezoned to Limited Industrial (I-L). A minor subdivision is also under review to create three lots out of the existing two lots. The site was formerly occupied by buildings that were destroyed by

16 Page 16 of 19 the tornado in Three buildings are proposed with this development, with multiple tenant spaces available in each building. Overall development characteristics include: total lot area of 3.86 acres; three buildings sized 8,513 square feet, 12,686 square feet, and 14,773 square feet; 57 parking spaces; and approximately 27% landscaped area. Building details include: metal siding; synthetic stone wainscot; and overhead bay doors on the rear of each building. Additional site details were provided in the staff PowerPoint which was included in the packet materials. The current presentation is intended for the Planning Commission s information. Should the Planning Commission have any comments or concerns pertaining to this project, please refer such comments to staff during the presentation so that they may be addressed during staff s review of the project. The site plan will be reviewed and approved administratively by staff; however, if the project review process reveals issues that cannot be resolved between the applicant and staff, the site plan will be brought back to the Planning Commission for review. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document. Alan Highstreet, representing the applicant, noted that a Homeowners Association will be maintaining the roads. 10. Public Hearing Final Major Subdivision Village East 7 th Filing Larry S. Buckendorf, Village East Investments, LLC, applicant/ Morgan Kidder, Village East Investments, LLC, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Tallon opened the Public Hearing. Mr. Bennett stated, Mr. Chair, for the record I would like to disclose that I am a sitting member of the Town Board, and that I am here in my capacity as non-voting liaison to the Planning Commission. Although I will be present during this public hearing, I will not be giving my opinion or participating in the discussion. I will not let tonight s proceedings influence or affect my review of this matter when it comes before the Town Board. I will make my decision at the Town Board level based only on the evidence presented during the Town Board public hearing.

17 Page 17 of 19 Per Mr. Horneck, the applicant, Mr. Larry Buckendorf, Village East Investments, LLC, represented by Mr. Morgan Kidder, Village East Investments, LLC, has submitted a final major subdivision plat, known as Village East Subdivision, 7 th Filing. The subdivision encompasses approximately one acre and is zoned Residential Mixed Use (RMU). This subdivision is platting seven lots that are currently contained in two tracts in the Village East Subdivision. The lots could not be platted with the original subdivision because of their proximity to oil and gas operations. The oil and gas wells have since been capped and abandoned, allowing the lots to be platted at this time. The applicant held a neighborhood meeting on June 28, 2017, in accordance with Chapter 16, Article XXXI of the Municipal Code. There were approximately five neighbors in attendance. The neighborhood meeting notes for discussion topics and responses were part of the packet materials. The application is consistent with various goals of the Comprehensive Plan as well as the Vision 2025 document. Staff recommended Planning Commission forward to Town Board a recommendation of approval of the final major subdivision as presented, subject to all remaining Planning Commission and staff comments being addressed. Mr. Tallon opened the meeting for public comment to which there was none. Mr. Annable moved to close the public hearing; Mr. McWilliams seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None 11. Recommendation to Town Board Final Major Subdivision Village East 7 th Filing Larry S. Buckendorf, Village East Investments, LLC, applicant/ Morgan Kidder, Village East Investments, LLC, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Mr. Hornbeck had nothing further to add and requested the following be entered into the record: Application and supplemental materials Staff memo and supporting documents Recommendation Mr. Annable moved to forward a recommendation of approval to the Town Board of the Final Major Subdivision as presented, subject to Planning Commission and staff comments; Mr. Schinner seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None

18 Page 18 of Site Plan Presentation Raindance Subdivision Tracts W, Y, & CC Raindance Welcome Center & Covered Bridge David Nelson & Martin Lind, Raindance Land Company, LLC, applicant/ Tom Siegel, Water Valley Land Company, applicant s representative Staff presentation: Paul Hornbeck, Senior Planner Per Mr. Hornbeck, the applicants, Mr. David Nelson and Mr. Martin Lind of Raindance Land Company, LLC, represented by Mr. Tom Siegel, Water Valley Land Company, LLC, are proposing a new site development in the Raindance Subdivision. The site is currently zoned Planned Unit Development (PUD) with an underlying zoning of Residential Mixed Use (RMU). The proposed development includes a welcome center and subdivision entry features, including a covered bridge. In addition to this site plan, the development will require a minor subdivision to consolidate the multiple tracts into a single tract. According to the application materials, the welcome center is primarily intended as a sales center for homes in the Raindance development and secondarily as a community space that can hold up to 120 occupants. The welcome center features: an approximately 4,800 square foot building; 22 parking spaces; and outdoor spaces featuring farmland and orchards, lawn space, and small gathering spaces The subdivision entry features include large ponds crossed by a covered bridge and a variety of open lands, including agricultural, ornamental, and open space areas. The covered bridge is an entry feature that will be built by the developer and maintained by the Metro District. The covered bridge is a purely ornamental feature built on top of standard roadway with culverts that will allow water to pass beneath. Since the covered bridge will be built over a public roadway maintained by the Town, an agreement is being negotiated between the Town and developer to protect the Town against liability and maintenance of the covered structure. Additional site details were provided in the PowerPoint included in the packet. The current presentation was intended for the Planning Commission s information. Should the Planning Commission have any comments or concerns pertaining to this project, please refer such comments to staff during the presentation so that they may be addressed during staff s review of the project. The site plan will be reviewed and approved administratively by staff; however, if the project review process reveals issues that cannot be resolved between the applicant and staff, the site plan will be brought back to the Planning Commission for review. 13. Election of Planning Commission Secretary for the remainder of the 2017 calendar year Staff presentation: Scott Ballstadt, Director of Planning Mr. Ballstadt stated that with the resignation of Commissioner Harding, who was acting secretary at the time, the Planning Commission needs to elect a new secretary for the remainder of the 2017 calendar year. Commissioner Doug Dennison was nominated.

19 Page 19 of 19 Mr. Tallon moved to appoint Doug Dennison as Planning Commission secretary for the remainder of the 2017 calendar year; Mr. Annable seconded the motion. Roll call on the vote resulted as follows: Yeas Schinner, Annable, Dennison, Tallon, McWilliams Nays None D. COMMUNICATIONS 1. Communications from the Planning Commission Mr. Dennison stated that he would not be able to attend the next Planning Commission meeting. 2. Communications from the Town Board liaison Mr. Bennett remarked on the comments heard during the Planning Commission meeting regarding transportation, roadways and traffic patterns, the comprehensive plan, single-family home permits, and the citizen survey the one thing the Town Board hears from Windsor residents is that they like the small town feel and that the Board understands that traffic patterns are a key component of that. This is a critical issue for Windsor and he sees it as a challenge and an opportunity. Mr. Bennett noted that the Roadway Improvement Plan that had been approved the by the Town Board should be reviewed by interested parties. Staff will be sharing their recommendation on prioritization of the Plan which will include criteria regarding road counts. 3. Communications from the staff Ms. Malone stated that a Planning Tech had been hired who started on Monday and a new Senior Planner would be starting the following Monday. Mr. Hornbeck stated that four commercial permits had been submitted in 2017 to date. Mr. Ballstadt reported that he will be presenting a community development report at the next meeting and noted that the Town Board will be recommending appointment of two new alternates to the Planning Commission at their meeting on Monday night. It was also noted that APA conference attendees should get in touch with Carlin with any questions and that attendees to the upcoming code meetings should RSVP to Mr. Ballstadt. E. ADJOURN Upon a motion duly made, the meeting was adjourned at 9:25 p.m. Patti Garcia, Town Clerk