HomeMy WebLinkAbout20112804.tiff St'
RESOLUTION
1j
RE: APPROVE IMPROVEMENTS AGREEMENT ACCORDING TO POLICY REGARDING
COLLATERAL FOR IMPROVEMENTS, AUTHORIZE CHAIR TO SIGN, AND ACCEPT
COLLATERAL FOR USE BY SPECIAL REVIEW PERMIT #1708 - LONE STAR, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, on October 28, 2009, the Weld County Board of Commissioners approved
Use by Special Review Permit #1708, for Lone Star, LLC, c/o Jim Lee, 1701 North
Highway 385, Andrews, Texas 70714, for an Oil and Gas Support Facility (Class II — oilfield
waste disposal facility) in the A (Agricultural) Zone District, on the following described real
estate, to-wit:
Part of the N1/2 N1/2 NW1/4 of Section 18,
Township 3 North, Range 64 West of 6th P.M.,
Weld County, Colorado
WHEREAS, pursuant to certain Conditions of Approval, the Board has been presented
with an Improvements Agreement According to Policy Regarding Collateral for Improvements
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, and Lone Star, LLC, with terms and conditions being as stated
in said agreement, and
WHEREAS, the Board has been presented with Performance Bond #K08480291 from
Westchester Fire Insurance Company, 436 Walnut Street, P.O. Box 1000, Philadelphia,
Pennsylvania 19106, in the amount of $520,000.00, and
WHEREAS, after review, the Board deems it advisable to approve said agreement and
accept said Performance Bond as stated above, copies of which are attached hereto and
incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Improvements Agreement According to Policy Regarding
Collateral for Improvements between the County of Weld, State of Colorado, by and through the
Board of County Commissioners of Weld County, and Lone Star, LLC, be, and hereby is,
approved.
tlll 111114 [IjlIIIIII IIIIII IIIII III IIill IIII I
381295612/19/2011
1111111111111111111111111111IIII 1111111III IIIII IIII IIII 12: Se Weld County, &
1 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
3813701 12/22/2011 12:21P Weld County, CO
1 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder P� 2011-2804
c �
PL2031
IMPROVEMENTS AGREEMENT- LONE STAR, LLC
PAGE 2
BE IT FURTHER RESOLVED that Performance Bond #K08480291 from Westchester
Fire Insurance Company, 436 Walnut Street, P.O. Box 1000, Philadelphia, Pennsylvania 19106,
in the amount of$520,000.00 be and hereby is, accepted.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 24th day of October, A.D., 2011.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLQIUDO
ATTEST: G' 42A.4 ma)-1t-e
$Barb �G(ara Kirkmeyer,/Chair /
Weld County Clerk to the Board /7
/II n e\` /_ / can P. C.'way, Pro-Tem (�
BY: •—leiw A_L44 I` ' 4�/'
Deputy Clerk to the Boar: 11,.
`� • I( : I . �,,if . G is
APPOW/E RM: `
4kb�• war
E. Long
u y Attorney e
ug a Rademacher
Date of signature: 11- 1- 11
IIII IIIf DIEM IIII IIIII III IIII IIIII
38 6 12/19/2 4P Wel 0
2 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
1111111 IIIII 1111111111111111 IIII 1111111 III IIIII IIII IIII
3813701 12/22/2011 12:21P Weld County, CO
2 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
2011-2804
PL2031
MEMORANDUM
1861 - 2011
TO: Clerk to the Board
WI E L ' -C 0 •N T Y DATE: 11/20/2011
I�I FROM: Richard Hastings, Public Works Department
SUBJECT: BOCC Agenda Item - Approve Improvements
Agreement and Accept Collateral For:
Lone Star, LLC - (USR-1708)
Request for Approval of Improvements Agreement:
The Department of Public Works and the Department of Planning Services received a request
from the applicant, Harvey Greenwood/Select Energy Services-Sole Member of Lone Star, LLC.,
requesting that the Board of County Commissioners consider approving the Improvements
Agreement for the Oil and Gas Support Facility (USR-1708), located at CR's 49 and 34.
Weld County Public Works Department reviewed the above-mentioned signed original document
and observed the following:
• All Public Works related items, of the"Improvements Agreement According To Policy
Regarding Collateral For Improvements", are found to be acceptable.
Request for Acceptance of Collateral:
The Department of Public Works and the Department of Planning Services received a request
from the applicant, Harvey Greenwood/Select Energy Services., requesting that the Board of
County Commissioners consider accepting collateral in the form of a Performance Bond -
Westchester Fire Insurance Company (#K08480291) in the amount of$520,000.00, for the above-
mentioned Improvements Agreement.
Recommendation:
The Department's of Public Works and Planning Services are recommending approval of the
Improvements Agreement According To Policy Regarding Collateral For Improvements and the
acceptance of collateral, in the amount of$520,000.00 for Lone Star, LLC—(USR-1708).
pc: Dave Bauer, Public Works
Chris Gathman, Planning Services
C:\Documents and Settings\dbechler\Local Settings\Temporary Internet Files\Content.Outlook\HDO4AU84\Approve IA Accent(`nllateral(I ISR-
1708)-Lone Star LLC-MEMO.docx 2011-2804
IMPROVEMENTS AGREEMENT ACCORDING TO
POLICY REGARDING COLLATERAL FOR IMPROVEMENTS
LONE STAR, LLC
USR-1708
THIS AGREEMENT, made and entered into this 14th day of October, 2011, by and
between the County of Weld, State of Colorado, acting through its Board of County
Commissioners, hereinafter called "County," and Lone Star LLC, hereinafter called "Property
Owner" by its sole member, Select Energy Services, LLC.
WITNESSETH:
WHEREAS, Property Owner is the owner of, the following described property in the
County of Weld, Colorado:
Part of the N2N2NW4of Section 18, T3N, R64W of
the 6th P.M., Weld County, Colorado
hereinafter referred to as "the Property," and
WHEREAS, Property Owner has acquired land use permits from County for an Oil and Gas
Support Facility (Class II - Oilfield Waste Disposal Facility) on approximately 37.3 acres on the
above described real property, and the County is currently in the process of considering a Use-
by-Special Review for the Property
(USR-1708), and
"WHEREAS, the Property Owner acknowledges that the issuance of USR-1708 is conditional
upon Property Owner's performance of the on-site and/or off-site improvements which are
described in this Agreement and depicted in the Plat Map and the set of accepted Construction
Plans provided electronically by Property Owner, copies of which shall be attached to this mm
Agreement as they become available and made a part hereof, as Exhibit A, and
o
WHEREAS, Property Owner acknowledges that it may not engage in any activity described in m"
USR-1708 and/or any activity related to the businesses described above until said improvements
have been completed, and a$
�d
WHEREAS, the parties agree that Property Owner shall provide collateral for all on-site and off- —
site improvements required by this Agreement when the Property Owner submits and receives a.
approval of an application for a Grading Permit or for a Right-Of-Way Permit for construction of
accesses and work within the County and/or State of Colorado Right-Of-Way. -
-r
NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and
covenants contained herein, the parties hereto promise, covenant and agree as follows: N.
a cm rl
A. Required Off-Site Improvements o
=N-
a C'
—r
1.0 Weld County Road 34: The Property Owner shall be responsible for the —fit
C:Documents and Settings\Nancy.Muchmore\Local Settings\Temporary Internet Files\Content.Outlook\90871 NVX\USR-1708
Page 1 of 18 L61! Shl2ttWeIdWco IIII �O/� a9 I O//
3 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
construction of certain on-site and off-site safety improvements which shall include: construction
of adequate turning radii sixty (60) feet, drainage and signage installations at the main entrance
from WCR 34, as indicated on the accepted Construction Plans. The main entrance
improvements will include; #1-asphalt paving a minimum of(300 x 24) feet into the site from
County Road 34 or #2-asphalt paving a minimum of(100 x 24) feet into the site from County
Road 34 and construction of a double cattle guard set (back to back) to ensure complete
revolution of the truck tires over the cattle guard.
Property Owner shall be responsible for construction of a paved northbound acceleration lane
and a northbound right turn deceleration lane on WCR 49 at the intersection with WCR 34.
Granting of any new point of access may generate additional obligations with County for Off-
Site Improvements and the need to post additional "Road Maintenance Collateral".
2.0 Road Improvements Responsibilities: Property Owner is solely responsible for all
designated improvements, as specified above in Section A.1.0, on WCR 34 and WCR 49, and for
any construction improvements mandated by the County, and for all expenses associated
therewith. These responsibilities include, but are not limited to the following: design, survey,
utility locates, present and future right-of-way clearances and permits, coordination with oil and
gas operators and facilities, affected railroad facilities and affected irrigation facilities, traffic
control, and project safety during construction. Property Owner shall obey all applicable
regulations issued by the Occupational Safety and Health Administration (hereinafter "OSHA"),
CDOT, Colorado Department of Public Health and Environment, (hereinafter "CDPHE") and
other regulatory agencies.
3.0 Engineering Design and Construction Plans: All engineering designs and
Construction Plans provided by Property Owner shall include, at a minimum, ingress/egress
entrance intersection layouts, existing and proposed grading, drainage designs, storm drainage
pipe sizings and inverts, a cross section of the base/asphalt, approach roads, and adequate turning
radii, and pavement markings. In addition a geotechnical asphalt pavement design to
o accommodate heavy truck traffic, prepared by a Professional Engineer licensed to practice in
— Colorado, is required for the WCR 34 and WCR 49 improvements. These Plans, when reviewed
e- rc and accepted by the Weld County Engineer, shall be a part of the Plans, which are a part of this
-C Agreement. All plans showing work within the County shall be reviewed and accepted by Weld
—, County prior to the start of construction. For all construction in the County right-of-way, prior to
g g the issuance of any access permit or right-of-way permit, a construction schedule giving times
d `o and locations of all proposed improvements shall be provided to Public Works for review and
—3 d acceptance.
4.0 Construction Standards: All construction and materials controls for a project and
o any designated improvements shall conform to the requirements in effect at the time of the
arc completion of the improvements set forth in the "Standard Specifications for Road and Bridge
�N Construction"provided by CDOT.
-N0
—N
"cc 5.0 Traffic Control: Prior to construction in the County and/or State right-of-way and
b N as a condition of issuance of any access permit or right-of-way permit, the applicant shall submit
—3 o a traffic control plan for County review. During construction, signage shall be posted in
-M. accordance with the then current version of the"Manual of Uniform Traffic Control Devices".
r and eptheec\Nanry Muchmore\Local Settings\Temporary Internet Files\Content.Outlook\90811NVX\USR-1708
I
II 1
2956 12/1 11
11 12.34P ONO D IEEE'
iII.docx vagezoris
4 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
6.0 Off-Site Dust Control/Abatement and/or Paving (If Applicable): County will
determine the proportionate share of dust control and/or paving costs to be paid by Property
Owner. The proportional share is based upon the ESAL calculation method to determine the
impacts of traffic volumes created by the Property Owner (or their contractors, clients, tenants,
or customers). The amount and extent of dust control and paving measures will be determined
by site-specific conditions at the time, as determined exclusively by County personnel. In order
to accurately determine percentage of Property Owner haul truck traffic, the County reserves the
right to install traffic counters on the driveway(s) of their facility. The percentage of haul truck
traffic utilizing County roads in the vicinity of the site attributable to Property Owner (or their
contractors, clients, tenants, or customers) activities will be determined by traffic counts
conducted by the County on the primary and requested alternate or revised haul routes. The
County will have sole responsibility for determination of the percentage of truck traffic on all
affected roads.
7.0 Future Improvements: Future improvements to the haul route(s) may be required
by County for reasons related to: changes in site activity or truck circulation patterns and
numbers, roadway classification changes, and newly permitted facilities affecting the haul route
traffic usage. Future CDOT or County-mandated measures may include improvements to the
intersections of WCR 34 and WCR 49, WCR 34 and WCR 53, or any other intersections or
roadways then utilized by Property Owner as a result of the establishment of a new haul route.
Property Owner shall pay a proportionate cost share based on the ESAL calculation method
using then current data on the haul route in the implementation of the above-mentioned
improvements County personnel alone shall make all determinations regarding the gathering of
and use of traffic data when making decisions regarding cost sharing.
The Property Owner shall pay a proportional share based on the ESAL calculation method to
install a paved southbound left turn lane on WCR 49 at WCR 34 once the Department of Public
a Works determines that the roadway improvement is necessary.sass d The Property Owner shall pay a proportional share based on the ESAL calculation method to
Ira, pave WCR 34 between WCR 51 and WCR 53 when traffic counts equal 300 vehicles per day
(VPD).
�0 g 8.0 Timing of Improvements: Property Owner shall not be required to complete the
rara- o aforementioned offsite improvements as described in Section A 1.0 until the occurrence of the
area3 d triggering event for each improvement, namely the application for the grading permit or Right-
ness 0
Of-Way access permit resulting from the commencement of activities on the property(s). At that
o time, Property Owner agrees that the required collateral will be posted and all on-site and offsite
ffe,
improvements shall be completed within the parameters established in Section E.-7.2 and Exhibit
. c B, herein.
N
C.c 9.0 Acceptance of Off-Site Improvements: Upon completion of the off-site
gesi o improvements, Property Owner shall contact a representative of the Weld County Department of
to N Public Works and request an inspection of the off-site improvements described in Paragraph
1 o A.1.0-2.0 above. The County's representatives may then initiate the acceptance process set forth
— in in Paragraphs E.6.0, sections 6.1-6.3.
9.1 All references in this Agreement to "Acceptance of Improvements" shall
IIIIII I IIIIIII II I IIIIII gs'Settin \Temporary Internet Files\Content.Outlook\908J 1 NVXSR-1708\U
IIIII �I ,CTI Ldocx Page 3 of I8
381295 12/ /20 12:3 P—WE(d Coun
5 of 0 R 0.0 D 0.00 Steve Moreno Clerk& Recorder
refer to the County confirming completion of said improvement(s)
according to the accepted Construction Plans. By accepting any
improvement, the County does not thereby accept said improvement for
purposes of future maintenance, nor does the County accept any present or
future responsibilities or obligations relative to these improvements.
B. Haul Routes:
1.0 Established Haul Routes:
1.1 Exiting or entering the site: WCR 34 between the intersections of WCR 49
and WCR 53.
1.2 Any deviation or proposed change to the haul route described under B 1.1
shall follow the procedure found under B.4.0.
1.3 No haul truck may exceed CDOT required specifications for pounds per
axel.
1.3 In unusual or rare occasions, if particular projects mandate deviation from
the above-mentioned haul route for a limited period of time (which is
defined in the Agreement as a period of not more than thirty days), which
shall be established by County at the time that the deviation is allowed. If
County approves such deviation, trucks will utilize paved county roads
whenever possible. A deviation from the established Haul route lasting
more than thirty (30) days or requests for two or more deviations within a
twelve month period shall be subject to the terms of Paragraph 4.0 of this
Section B. In the event that haul truck traffic, in excess of 15% of the daily
C o facility truck trips, utilizes alternate haul routes, the provisions of
— o Paragraph 4.0 of this Section B shall be triggered.
c
mm s 2.0 Haul Route Signage: Property Owner shall install haul route signs at all exit
r points of the Property which can be clearly seen by drivers leaving the facility and which clearly
-o depict County approved haul routes.
3.0 No Deviation from Permitted Haul Routes: No deviation in the use of any roads
d other than those specifically authorized for use in this Agreement is permitted without the prior
N ti written amendment of this Agreement.
--O
=—O
4.0 Effect of Future Changes to Haul Routes: In the event that County is requested
by Property Owner or site operator to approve the use of an additional access, new haul route, or
c9
0 an alternative haul route as a result of a change in Property Owner's site activities and/or truck
c9 cc circulation patterns, and if the alternative or additional access or haul route utilized any unpaved
=,o portion of County roads, and if County determines that dust control or paving is required on the
unpaved portion of said haul route roads, Property Owner agrees that dust control or paving
—- to measures to protect the public health, safety, and welfare shall be instituted. County will
m
determine the proportionate share of dust control and/or paving costs to be paid by Property
Owner based upon then current truck trip counts that identify traffic loading due to Property
C:\Documents and Settings\Nancy.Muchmore\Local Settings\Temporary Internet Files\Content Outlook\908JI NVX\USR-I 708
• __�.__�.,i,,,vu I _Peu.ced I4f1CTI l.docx Page 4 of 18
iL !!ieihhh12oii1!hhh1weiuc!unhh1jhhh1 III!
6 of 20 R 0.00 0 0.00 Steve Moreno Clerk& Recorder
Owner-sourced traffic. The amount and extent of dust control and paving measures will be
determined by site-specific conditions at the time, as determined exclusively by County
personnel.
C. Road Maintenance Requirements:
1.0 Obligation to Maintain Current and Future Haul Routes: Property Owner agrees
to excavate, repair, or patch any damage on current or future haul route roads, which in the sole
opinion of County has been created by heavy truck hauling from the Property. Should Property
Owner's site activities and/or should Property Owner's truck circulation patterns change in the
future so that County approves an alternate haul route, and all or a significant portion of Property
Owner's sourced traffic no longer utilizes the above-described haul route and instead utilizes
other portions of County roads, Property Owner shall cooperate with County in maintenance of
said roads. The type and method of repair will be determined by the County Engineer or his
representative, and shall require a written amendment to this Agreement executed by County and
Property Owner. All repairs shall commence within thirty (30) days of receipt of Weld County's
written notice.
2.0 Annual Road Inspection: County will conduct a road inspection annually with the
cooperation of Property Owner and all other Property Owners and/or Lessees who are required
by County to participate in road improvement/maintenance agreements. As a result of the annual
inspection, County, in its sole discretion, shall determine actual conditions and shall further
determine what road improvement/maintenance work is to be performed during that construction
season.
3.0 Future Road Replacement: At any time in the future, if, in the opinion of County,
road damage increases beyond the point that repair of damage cannot maintain the road in a safe
9 and usable condition, Property Owner shall pay a proportionate cost of a complete restoration
d based on the number of then current truck trips entering or exiting Property Owner's site onto the
°C haul route.
4.0 Sharing of Road Maintenance Responsibilities with Other Property Owners: It is
warm G�.i g anticipated that Property Owner and other Property Owners and/or Lessees subject to agreements
o similar to this Agreement will perform the required road maintenance work and will share in the
Sg d equipment, labor, and materials required. Any such sharing arrangement between Property
o-i Owner and other Property Owners and/or Lessees shall be conducted pursuant to separate
N N agreements between the Property Owner and other Property Owners and/or Lessees. County
r ca shall approve the Agreements only to determine whether the required
-- improvements/maintenance projects have been adequately addressed. County alone shall
N c determine the sufficiency of all road improvement/maintenance projects when completed.
Irma ENO
ENO
r cc 5.0 Violation of Terms of Agreement: If Property Owner does not perform as
$ outlined in this Agreement and Exhibits A and B, such non-performance will constitute a
o violation of Property Owner's land use permits granted by County, and County will take
whatever remedial measures it deems necessary against Property Owner. In addition to any other
remedy available to the County in law or equity, a failure to comply with this Agreement shall be
considered grounds for setting a probable cause hearing according to the procedures described in
Section 2-4-40 of Weld County Code. Revocation of USR-1708 as it now exists or may, from
III I III IIII III Milli
Settlings\Temporary Internet Files\Content.0u[Iook\908JINVX\USRI708
!ll III )CT I I.docx Page 5 of IS
38 956 / 2011 . 4P Weld ty, CO
7 of 20 R 00 D 0.00 Steve Moreno Clerk& Recorder
time to time, be amended is a remedy which County may impose.
D. On-Site Improvements:
1.0 Landscaping Requirements: Property Owner shall landscape and/or maintain the
landscaping and re-seeding of the property where applicable as shown on the accepted
Construction Plans and USR-1708 plat map. Specifically, Property Owner shall at its own
expense, plant, install and maintain all trees, grass and shrubs and other landscaping and
reseeding where applicable as shown on the accepted Construction Plans and USR-1708 plat
map. Additionally, the Property Owner shall install and maintain fencing to screen the property
where applicable as indicated on the accepted Construction Plans and USR-1708 plat map. In
the event any of these improvements may include work extending into the County Right-of-Way
in which case a Right-Of-Way or access permit is required.
2.0 On-Site Grading, Drainage Facilities and Paving: Property Owner shall, at its
sole expense, grade and/or pave, if applicable, specified roadway portions, accesses, easements
and parking areas, and install accepted drainage and signage components, adjacent to or within
the interior portion of the property in accordance with the directives of the Weld County
Department of Public Works and Department of Planning Services, as further described in the
accepted Construction Plans and USR-1708 plat map. The main entrance improvements will
include; a paved vehicle tracking pad, extending from WCR 77 through the traffic flow lanes
(entrance and exit) of the unloading area, or supply a tracking pad from the unloading area with
two cattle guards placed back-to-back across the entire width on the exit lane, including the
paved access entrance to ensure a complete revolution of the truck tires and to minimize the
tracking of mud and debris onto WCR 77. No paving of the entrance lane will be required if the
o
second option above is utilized. Any other on-site improvements shall be completed as indicated
o on the accepted Construction Plans for this facility. Property Owner shall be responsible for all
car) maintenance of the onsite improvements. Refer to Section A., paragraph 1.0 of this agreement
.r o oa for specific paving requirements extending into the facility site from WCR 77. Additional
U
nInfrastructure improvements will be addressed at the time of application for any future amended
USR. Some of these improvements may include work extending into County Right-Of-Way in
- dwhich case a Right-Of-Way or access permit is required.
O
� N
3.0 Temporary Improvements: The following improvements are needed to mitigate
_ y temporary offloading activities (defined as acceptance of oil field waste water for storage and/or
WrIM N o injection for a period of 6 months starting on the date of execution of this Agreement) as
r o requested by the Property Owner:
pro
r
N2 3.1 Completion of construction of the onsite stormwater detention pond as
-N o shown on the approved construction plans and,
T c• c
N 3.2 Completion of the construction of the temporary spill containment berm
arm-cl
o around the temporary storage tanks with capacity for capture of 150
=C'"• ° percent (one hundred and fifty percent) of the volume of the largest tank
plus freeboard capacity to also capture a volume of stormwater equal to a
3-inch rain storm over the bermed area.
3.3 The Applicant shall prevent the tracking of mud or other debris from their
I IIII I VIII IIII , 6I IIII al 4OCrii doempomrylntemetFiles\Con[entOutlonA\908JINVXUe6ofI
40C'CI Ldocx Page 6 0(IR
381 1 /19/ 11 3 eld Coun
8 of 20 R . 0 D 0.00 Steve Moreno Clerk& Recorder
site onto the County roadways. In the event mud or other debris is tracked
onto the roadway, the Applicant shall provide street sweeper or other
appropriate removal of the nuisance.
4.0 Timing of Permanent Improvements: Property Owner shall not be required to
initiate the landscaping requirements until the occurrence of the triggering event for all
improvements, namely the approval of the grading permit by the County. No grading permit will
be released until collateral is posted for all on-site and off-site improvements and the final
Construction Plans have been submitted to and accepted by the Department of Public Works.
Access and/or Right-Of-Way permits might also be required prior to approval of the grading
permit. Grading shall not commence until Construction Plans are accepted. Any alterations to
the accepted Construction Plans must be accepted in writing by the County Planning and Public
Works Departments. At that time, and unless otherwise amended, Property Owner agrees that all
landscaping and other on-site improvements, as indicated in Section D. 2.0 above shall be
completed within the parameters established in Section E. 7.2 and Exhibit B.
4.1 Timing of Temporary Improvements: Property Owner shall complete
construction of the on-site improvements described in Section D.3 of this
Agreement prior to commencement of the temporary offloading activities
5.0 Acceptance of On-Site Improvements: Upon completion of the on-site
improvements, Property Owner shall contact the County Department of Planning Services and
the County Department of Public Works and request an inspection of the on-site improvements
described in Paragraph D.1.0 and D.2.0 above. The County's representatives may then initiate
the process for "Acceptance of Improvements" set forth in Paragraph E. 6.0, sections 6.1-6.3.
E. General Requirements:
mmi
0 1.0 Engineering Services: Property Owner shall furnish, at its own expense, all
ac engineering services in connection with the design and construction of the improvements
-0 identified on the accepted Construction Plans according to the construction schedule set forth in
'�_a Exhibit"B," both of which are attached hereto and incorporated herein by reference
"O g
1.1 The required engineering services shall be performed by a Professional
Engineer and Land Surveyor registered in the State of Colorado, and shall
Cad conform to the standards and criteria established by the County for public
nu)
improvements.
mim P
=NO
mro 1.2 The required engineering services shall consist of, but not be limited to,
o c surveys, designs, plans and profiles, estimates, construction supervision,
IMEM
N o and the submission of necessary documents to the County.
ENmim O
N
o1.3 Property Owner shall furnish construction drawings for the road
—,�" improvements on public rights-of-way or easements and all improvements
OD MIME "ainterior on the Property for approval prior to the letting of any construction
CO CO
contract.
I VIII III IIIIIII IIII I'I'I IIII VIII III III II II al
40SettingsCT1 Ldoc Temporary Internet Files\ContenLOutlooA\908J1NV Pagc7 of 18
381 1
d Cou ,
321191 Mo Clerk&Recorder
20 0 p 0.00 Steve
2.0 Rights-of-way and Easements: Before commencing the construction of any
improvements herein agreed upon for public rights-of-way or easements, Property Owner shall
acquire, at the sole expense of Property Owner, good and sufficient rights-of-way and easements
on all lands and facilities traversed by the proposed improvements. All such rights-of-way and
easements used for the construction of roads to be accepted by the County shall be conveyed to
the County and the documents of conveyance shall be furnished to the County for recording.
3.0 Construction: Property Owner shall furnish and install, at its own expense, the
improvements identified on the accepted Construction Plans and USR-1708 Plat Map, be solely
responsible for the costs listed on Exhibit "A", and described in parts A and D of this agreement,
which are attached hereto and/or incorporated herein by reference, with the improvements
interior to the Property being completed by the dates set forth on Exhibit "B" (On-Site), and
improvements to public rights-of-way or easements being completed also in accordance with the
schedule set forth in Exhibit "B" (Off-Site). The Board of County Commissioners, at its option,
may grant an extension of the time of completion set forth in Exhibit B stated herein upon
application by the Property Owner.
3.1 Said construction shall be in strict conformance to the plans and drawings
accepted by the County and the specifications adopted by the County.
3.2 Property Owner shall employ, at its own expense, a qualified testing
company previously approved by the County to perform all testing of
materials or construction; and shall furnish copies of test results to the
County. If County discovers inconsistencies in the testing results, RMCC
shall employ at its expense a third party qualified testing company
approved by County. Such third party shall furnish the certified results of
all such testing to the County.
9
d 3.3 At all times during said construction, the County shall have the right to
°C test and inspect, or to require testing and inspection of material and work,
o Y at Property Owner's expense. Any material or work not conforming to the
accepted plans and specifications, to include but not limited to damages to
- o property adjacent to the construction plan area shall be repaired, removed
9 0 or replaced to the satisfaction of the County at the expense of Property
• 5 Owner.
� d
4.0 Release of Liability: Property Owner shall indemnify and hold harmless the
N
-r S County from any and all liability loss and damage County may suffer as a result of all suits,
actions or claims of every nature and description caused by, arising from, or on account of said
c
—o design and construction of all off-site improvements, and pay any and all judgments rendered
� • o against the County on account of any such suit, action or claim, together with all reasonable
Inc:1w expenses and attorney fees incurred by County in defending such suit, action or claim whether
the liability, loss or damage is caused by, or arises out of the negligence of the County or its
officers, agents, employees, or otherwise except for the liability, loss, or damage arising from the
OD o
o intentional torts or the gross negligence of the County or its employees while acting within the
scope of their employment. All contractors and other employees engaged in construction of the
improvements shall maintain adequate worker's compensation insurance and public liability
1111 11 111 1111 1111 11 11111 1111111111 Settings\CTI I docz Temporary Internet Files\ContentOutlook\908JI W Page 8 of 18
nry, C
38 956 2/1 201 12' 4P
of 20 0.00 0 Steve Moreno Clerk Recorder
insurance coverage, and shall operate in strict accordance with the applicable laws and
regulations of the State of Colorado governing occupational safety and health.
5.0 Warranty of On-Site and/or Off-Site Improvements: Property Owner shall
warranty all improvements to public rights-of-way (if any), and all privately created and
maintained roads or rights-of-way, or easements, and all on-site improvements for a period of
two (2) years. The warranty period shall begin only after the County's execution of a written
acceptance of the improvement(s).
6.0 Acceptance of On-Site and/or Off-Site Improvements by the County: Upon
compliance with the following procedures by the Property Owner, the improvements shall be
deemed accepted by the County.
6.1 If requested by the Property Owner and approved by the County, portions
of the improvements may be placed in service when completed according
to the schedule shown on Exhibit "B," but such use and operation shall
not, alone, constitute an acceptance of said portions of the improvements.
6.2 County may, at its option, issue building permits for construction for
which the improvements detailed herein have been started but not
completed according to the schedule shown on Exhibit "B," and may
continue to issue building permits so long as the progress of work on the
USR improvements in that phase of the USR is satisfactory to the County,
and all terms of this Agreement have been faithfully kept by Applicant.
6.3a Upon completion of the construction of the required off-site
improvements, and the filing of a Statement of Substantial Compliance by
mom o Property Owner's engineer, Property Owner may, as set forth in Paragraph
cc A.9.0, request in writing that the County inspect the improvements and
a 0°+f recommend to the Board of County Commissioners that the improvements
a" be accepted and further that the two-year warranty period begin. Upon
o completion of the two-year warranty period, the County Engineer shall,
a upon request by the applicant, inspect the subject improvements, and
a d notify Property Owner of any deficiencies. If any deficiencies are
discovered, the Property Owner shall correct the deficiencies. The County
rn Engineer shall reinspect the improvements after notification from Property
t•o Owner that said deficiencies have been corrected. If the County Engineer
T o finds that the improvements are constructed according to County
standards, he or she shall recommend full acceptance. Upon a receipt of a
—S positive unqualified written recommendation from the County Engineer
N •
o for acceptance of improvements within the USR, the Board of County
.,.Ncc
Commissioners shall fully accept said improvements.
o
N
O
�0 6.3b Upon completion of the construction of the required on-site
m r improvements, and the filing of a Statement of Substantial Compliance,
when necessary, by Property Owner's engineer, Property Owner may, as
set forth in Paragraph D.4.0, request in writing that the County inspect the
improvements and recommend to the Board of County Commissioners
Settings\Temporary Internet Files\Content.Outlook\908J I NV X\USR-1708
VIII I VIII' IIII III III I III IIII )CTI I.docx Page of 18
381 6 1 11 1 4 eld Col rrr!!![[[pyy, CO
11 of 20 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
that the improvements be accepted and further that the two-year warranty
period begin. Within thirty (30) days after completion of the two-year
warranty period, the County Engineer and/or the Weld County Department
of Planning Services shall, upon request of Property Owner, inspect the
subject improvements, and notify Property Owner of any deficiencies. If
any deficiencies are discovered, Property Owner shall correct the
deficiencies. The County Engineer and /or the Department of Planning
Services shall reinspect the improvements after notification from Property
Owner that said deficiencies have been corrected. If the County Engineer
and/or Department of Planning Services find that the improvements are
constructed according to County standards, he or she shall recommend full
acceptance. Upon a receipt of a positive unqualified written
recommendation from the County Engineer and/or the Department of
Planning Services for acceptance of improvements within the USR, the
Board of County Commissioners shall fully accept said improvements.
7.0 General Requirements for Collateral:
7.1 County requires Property Owner to provide collateral to guaranty all of
Property Owner's obligations under this Agreement: (1) Project Collateral
for completion of all improvement described in this Agreement shall be
provided separately for on-site improvements and off-site improvements;
(2) Warranty Collateral required for all improvements during the warranty
phase; and (3) Road Maintenance Collateral (If Applicable) to be kept in
place for the life of the permit.
7.2 Project Collateral submitted to Weld County to guarantee completion of
the improvements identified on the accepted Construction Plans and
O USR-1708 Plat Map and further enumerated in the costs listed in Exhibit
"A", must be equivalent to One-Hundred percent (100%) of the value of
Eoan the improvements as shown in this Agreement. Collateral for Off-Site
" improvements that extend partially off-site as mentioned in Section A.1.0
c (if any) or D.2.0 of this Agreement that include only improvements
involving turning radii and approaches can be included as part of the On-
o Site collateral amount, if clearly delineated on accepted Construction
NNE=3 Plans and differentiated as "Entrance Improvements" on Exhibit "A" On-
a 0-v, Site Improvements of this Agreement. Such collateral shall be provided to
—-O.4c
the County on the dates set forth herein and shall be held in total by
- c County as provided in Paragraph E. 7.3 below until all improvements have
r c been completed.
ENO
=N� 7.3 Warranty Collateral for all on-site and off-site improvements shall be
r°C submitted to County and shall be held in total by the County for two (2)
years following its written acceptance of the improvement(s).
e 5
go
N CJ 7.4 In the event Property Owner fails to adequately complete and/or repair
"
improvements associated with this Improvements Agreement, County will
access, in its sole discretion, Project or Warranty Collateral to the extent
III 'Hill
VIII, _ ,_ III_ IIII ettings\Temporary Internet Files\ContenL Outlook\908JINVXge 10 0708
Ill���fff---,��I�tt��.�tlr.,l I� -TI gsATe Page 10 of 18
38 956 2/1 011 Weld unty, CO
12 of 20 0.00 D 0.00 Steve Moreno Clerk& Recorder
necessary to complete said improvements or repairs in order to preserve
public interest.
7.5 Road Maintenance Collateral shall be submitted to County upon the
release of the warranty collateral by the Board of County Commissioners.
Road Maintenance Collateral is held for use on roads associated with the
designated haul route. The amount of the collateral required for road
maintenance shall be established by the Weld County Department of
Public Works based upon its determination of the anticipated expenses,
and its determination of the amount shall be final. Road maintenance
collateral shall be held by County as long as this Agreement is in effect
and returned to the Property Owner upon vacation of associated land use
agreement or permit. The Road Maintenance Collateral will only be
accessed by the County, if upon notification to Property Owner of required
roadway repairs; Property Owner fails to perform said repairs. If any of
this collateral shall be collected by County, Property Owner shall replace
the amount, plus interest, within six (6) months.
7.6 Road Maintenance Collateral shall be adjusted annually, during the month
of January, for inflation. The first adjustment shall be made no less than
twelve months after, and in no event later than twenty-four months from
the execution of this Agreement. The adjustment shall be equal to the
inflation rate based on the "Colorado Construction Cost Index Report" as
published by the Colorado Department of Transportation.
7.7 Acceptable Project Collateral shall be submitted when the Property
Owner submits an application for the Grading Permit or Right-of-Way
o Right-Of-Way Access Permit prior to commencement of Site Preparation,
as herein defined
saoae
I ? 7.7.1 No grading or building permits shall be issued for any site related
5 o activities, on the property and no Site Preparation shall commence
irm o d until cost estimates for all improvements are updated and collateral
is provided in the amount of One-Hundred percent (100%) of the
--3 then current value of the improvements to be completed, and the
development plans are revised to comply with all current County
standards, policies and regulations. The improvements shall be
o completed within the time schedule set forth in Exhibit"B", which
pro is attached hereto and made a part of this Agreement. "Site
N o Preparation" shall mean earthwork grading or performance of
—N o work, or construction or installation of improvements related to
r°C Applicant's operations pursuant to USR-1708 that require a
mo " grading or building permit from the County pursuant to the Weld
o County Code. In the event that the Improvements outlined in this
;,r Agreement and Exhibit A are not completed within one year of the
execution of this Agreement Weld County may require Property
Owner to obtain current cost figures for one or more of the
Improvements.
Temporary Internet Files Content.Outlook\908J I NV X\USR-1708
1 III III 1 11III11 11111 z Page 11 of
3 56 011 Weld, CO
13 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
7.8 Collateral may be in the form of an irrevocable letter of credit (LOC) in an
amount equivalent to one-hundred percent (100%) of the total value of the
improvements set forth in the Improvements Agreement and the Plat; the
LOC shall be subject to the requirements of Weld County Code Section 2-
3-30 B. The Property Owner shall utilize only a County approved form
when obtaining a LOC: (IRREVOCABLE STANDBY LETTER OF
CREDIT FOR BOARD OF COUNTY COMMISSIONERS OF WELD
COUNTY, COLORADO). A copy of said form shall be provided to
Applicant upon request.
7.9 Collateral may be in the form of a surety bond given by a corporate surety
authorized to do business in the State of Colorado in an amount equivalent
to one hundred percent (100%) of the value of the improvements set forth
in the Improvements Agreement and the Plat. The surety bond shall
conform to and be subject to the requirements of Weld County Code
Section 2-3-30 B.2. The Property Owner shall utilize only a County
approved form when obtaining a surety bond: (PERFORMANCE BOND
FOR BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY,
COLORADO). A copy of said form shall be provided to Applicant upon
request.
7.10 Collateral may be in the form of a cash deposit made with the Board in an
E amount equivalent to One-Hundred Percent (100%) of the value of the
ins 0
improvements set forth in the Improvements Agreement. In the event the
cc applicant is required to warranty the improvements, the applicant shall
Iss o.s replace the original deposit with a deposit in the amount of fifteen percent
ism B▪ p,
(15%o) of the original amount and those funds shall remain available to the
dCounty until released by the County at the end of the warranty period.
ara▪ 2 7.11 The Board of County Commissioners reserves the right to reject collateral
age which is deemed inappropriate or insufficient, which may be either as
:7
collateral in the form of a letter of credit offered by a banking institution
o which does not have at least a"three star" rating given by Bauer Financial,
a▪ s o or as collateral in the form of a performance bond offered by an insurance
S a company which does not have at least a B+ rating given by A.M. Best.
=t� The Board further reserves the right to require Property Owner to obtain
ENO
;▪ —
cc replacement collateral if the rating of the financial institution providing
N said collateral drops below the levels stated above. Replacement collateral
shall be submitted by Property Owner within sixty (60) days of the
Eire 0
c.d Board's notice to Property Owner that the rating has fallen and that the
collateral must be replaced. Property Owner may not terminate existing
collateral until replacement of collateral has been secured.
8.0 Request for Release of Collateral: Collateral shall be released in accordance with
the provisions of Weld County Code Section 2-3-30.C. Prior to release of collateral for the entire
project or for a portion of the project by Weld County, the Property Owner must present a
Statement of Substantial Compliance from an Engineer registered in the State of Colorado. The
Settings\Temporary Internet Ffles\Content.Outlook\908J 1 NVX\USR-1708
1111 EH1 III liii 1111 1111 1)CTI I docx Page 12 of 18
3812, 5 1 9/201 ' 4P Weld nty, CO
14 of 2 0.00 D 0.00 Steve Moreno Clerk& Recorder
Statement of Substantial Compliance shall state that the project or a portion of the project has
been completed in substantial compliance with accepted plans and specifications documenting
the following:
8.1 The Property Owner's Engineer or his representative has made regular
on-site inspections during the course of construction and the Construction
Plans utilized are the same as those accepted by Weld County.
8.2 For the improvements to public rights-of-way or easements, test results
must be submitted for all phases of this project as per Colorado
Department of Transportation (CDOT) Schedule for minimum materials
sampling, testing and inspections found in CDOT Materials Manual.
8.3 "As-built" plans shall be submitted at the time the letter requesting release
of collateral is submitted. The Property Owner's Engineer shall certify
that the project "as-built" is in substantial compliance with the plans and
specifications as accepted, or that any material deviations have received
prior written acceptance from the County Engineer.
8.4 The Statements of Substantial Compliance must be accompanied, if
applicable, by a letter of acceptance of maintenance and responsibility by
the appropriate utility company, special district or town for any utilities.
8.5 A letter must be submitted from the appropriate Fire Authority, if
applicable, indicating the fire hydrants are in place in accordance with the
approved plans. The letter shall indicate if the fire hydrants are operational
and state the results of fire flow tests.
m 9
8.6 The requirements in the paragraphs 8.0 through 8.5 shall be noted in the
cc
say final Construction Plans.
_0
-
8.7 Following the submittal of the Statement of Substantial Compliance and
go
o = written recommendation of acceptance of the improvements by the Weld
=9 d
o County Department of Planning Services and the Weld County
Department of Public Works, the Property Owner (if Property Owner has
CO supplied any or all of the collateral) may request release of the collateral
�Ny for the project by the Board. This action will be taken at a regularly
•=cm.
scheduled public meeting of the Board.
� o
r_ro
o0 8.8 For all off-site and on-site improvements (including improvements to
ENO
— o public rights-of-way or easements), the written request for release of N
C r "Project Collateral" shall be accompanied by "Warranty Collateral" in the
r$ amount of fifteen percent (15%) of the value of the improvements as
m o shown in this Agreement. However, collateral for improvements fully
CO accepted for maintenance by a responsible governmental entity, special
district or utility company will be fully refunded to Property Owner.
ings\Temporary Internet Files\Content.Outlook\908J I NVX\USR-1708
IIII III II VIII III ,L„ I III 1 I docx Page 13 of 18
38 _56 /2011 Weld Co 1ty, CO
15 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
8.9 Following the written request for release of the "Warranty Collateral", the
Weld County Department of Planning Services and the Weld County
Department of Public Works County shall inspect the on-site and/or off-
site improvements. If the improvements need mitigation or further repairs
are required, said work must be completed prior to the conclusion of the
Warranty period. The "Warranty Collateral" shall be released to the
Property Owner following the expiration of the warranty period upon final
written acceptance by the Board of County Commissioners.
8.10 "Road Maintenance Collateral" (If Applicable) for roads associated with
the designated haul route shall be maintained as long as the USR is active.
It shall be adjusted annually by the inflation rate based on the "Colorado
Construction Cost Index Report" as published by the Colorado
Department of Transportation. Road Maintenance Collateral shall be
adjusted annually, during the month of January, for inflation. The First
adjustment shall be made no less than twelve months after, and in no event
later than twenty-four months from the execution of this Agreement.
9.0 Successors and Assigns: This Agreement may not be delegated, transferred or
assigned in whole or in part by Property Owner without the express written consent of County
and the written agreement of the party to whom the obligations under this Agreement are
assigned. Consent to a delegation or an assignment will not be unreasonably withheld by County.
In the event of sale of the Property, County may agree to release Property Owner in whole or in
part from obligations under this Agreement. County's rights and obligations under this
Agreement shall automatically be delegated, transferred or assigned to any municipality which,
by and through annexation proceedings, has assumed jurisdiction and maintenance responsibility
over the roads affected by this Agreement. All of the terms and conditions set forth in this
;, Agreement shall be binding upon the heirs, executors, personal representatives, successors and
o assigns of Property Owner, and upon recording by the County, shall be deemed a covenant
running with the land herein described.
— oo
-o
_ 10.0 County Engineer: All references in this Agreement to "County Engineer" shall
o refer to any individual or individuals appointed by the County Engineer to act on his/her behalf.
o 11.0 Violation of Terms of Agreement: If in County's opinion, Property Owner has
2
- g violated any of the terms of this Agreement, County shall notify Property Owner of its belief that
if, the Agreement has been violated and shall state with specificity the facts and circumstances
-Nwhich County believes constitute the violation. Property Owner shall have fifteen (15) days
o within which to either cure the violation or demonstrate compliance. If, after fifteen (15) days
=•,—o have elapsed, County believes in good faith that there continues to be a violation of the terms of
�$o this Agreement, County shall initiate proceedings to revoke the permit which is the subject
=N6 matter of this Agreement. Violations of the terms of this Agreement include violations of the
mem °C agreements contemplated by Paragraphs C.4.0 & C.5.0 of this Agreement, and a failure to enter
mim
mmor N into such Agreements in a timely manner.
WraM O
r° F. Termination of Agreement:
1.0 Termination Event: This Agreement shall terminate upon the earliest of the
tongs\Temporary Internet Files\Content Outlook\908JlNVX\USR-1708
I II III' lit II NNI,I IIIII I III III I TI I docx Page 14 of 18
38 9 /19/20 34P 1h ntV, C
16 of 20 R 0.00 D 0.00 Steve Moreno Clerk& ecorder
following events:
1.1 Cessation of all Permit Related Activities: Termination of this Agreement
shall occur upon Operator's complete cessation of all activities permitted under USR-
1708 or any amendments thereto. A partial cessation of activities shall not constitute a
Termination of this Agreement, nor shall County's issuance of a partial release constitute
a Termination. Operator shall provide written notice to Property Owner and County of
said cessation of activity, which County shall then verify. If written notice is not provided
to County, Termination of this Agreement shall not occur until County has determined
that the Use by Special Review is inactive, which shall be three (3) years following
County's observance of the cessation of activities, as provided in Sec. 23-2-200.E of the
Weld County Code.
1.2 Execution of Replacement "Improvements Agreement According to
Policy Regarding Collateral for Improvements — USR-1708 by New Property Owner:
This Agreement shall terminate following County's execution of a new Improvements
Agreement According to Policy Regarding Collateral for Improvements — USR-1708
with a new Property Owner who has purchased the Property, and intends to make use of
the rights and privileges available to it through the then existing USR.
1.3 Execution of Replacement "Improvements Agreement According to
Policy Regarding Collateral for Improvements — USR-1708 by New Operator: This
Agreement shall terminate following County's execution of a new Improvements
Agreement According to Policy Regarding Collateral for Improvements — USR-1708
with a new operator who has assumed the operation of the business on the Property
which business activities are permitted by the then existing USR.
P_
2.0 Termination Procedures:&Zig- m 2.1 Termination Procedures Following Cessation of Permit Related Activities:
si Following the events outlined in paragraph 1.1 above, County shall conduct its annual
- g road inspection. Said road inspection shall be conducted on or before May 31 following
9 0=ma
c the announcement or determination of the cessation of permit related activities on the
Tr;2 Property. The results of the inspection shall be delivered in writing to the Property Owner
s� d and Operator. If the County determines that pursuant to the terms of this Agreement, the
—�"' Operator must complete any of the improvements and/or road maintenance obligations
ro outlined herein, said obligations must be completed within a reasonable period of time
s thereafter, but in no event later than six (6) months following the determination that
permit related activities have ceased. Collateral shall not be released by County until such
War.0•4=o time as county determines that all of the improvements have been completed.
No
s et
sTa 2.2 Termination Procedures Pursuant to Transfer of Ownership of the
SrN
Property or Transfer of Operations: If the Property Owner or Operator desires to assign
ail O,ti its rights and obligations under this Agreement to a successor Property Owner or
—"r Operator, the Property Owner or Operator shall, prior to the transfer, provide County with
a written Notice to Transfer, stating the date of transfer, and identifying the party to
whom the transfer shall be made. Following receipt of the Notice to Transfer, County
shall inspect the improvements required under the terms of this Agreement to determine
deal Settings\7"emporary Internet Files\Content.Outlook\908JINVX\USR-1708
AIM III II VIII VIII I 1111 111 II
I 140CTI Ldoex Page 15 of IS
3812 6 12 /2011 12. W C ntv,
17 o 20 0.00 D 0. 0 Steve Moreno Clerk ecor er
whether the improvements have been completed. If the improvements have not been
completed, the Property Owner and/or Operator shall either complete the improvements
or post collateral equal to the cost of the completion of the improvements, if such
collateral is not in place. If collateral is available at the time, County shall hold a hearing
to determine whether the collateral should be called upon to pay County or a contractor
of the County to complete the improvements. County shall also inspect the road(s) which
are covered by this Agreement to assess the current condition of the road(s) and
determine whether Operator and/or Property Owner would be required to perform road
maintenance within the following twelve months had the Agreement not been assigned. If
road maintenance is, in the opinion of County, required, Property Owner and/or Operator
shall be required to either perform the road maintenance or to post collateral equal to the
cost of said maintenance. County shall not execute a new Improvements Agreement
According to Policy Regarding Collateral for Improvements — USR-1708 with a
successor Property Owner and/or Operator prior to the performance of the road
maintenance or the posting of collateral for said maintenance, unless the new Property
Owner and/or Operator posts collateral for the required maintenance.
3.0 Consequence of Termination by Cessation of Permit Related Activities:
Following County's confirmation that Property Owner and/or Operator has/have ceased all
permit related activities and has/have completed previously uncompleted Improvements and or
completed any required road maintenance, County shall release Property Owner and/or Operator
from all further obligations under this Agreement. No Further permit related activities shall be
permitted unless and until approved by County following execution of a new Improvements
Agreement According to Policy Regarding Collateral for Improvements — USR-1708 with a
Property Owner and Operator.
4.0 Consequence of Termination by Execution of Replacement Improvements
o Agreement: Following County's execution of an Improvements Agreement According to
d Policy Regarding Collateral for Improvements — USR-1708 with a successor Property Owner
toand/or Operator, the predecessor Property Owner and/or Operator shall have no further rights
c
and/or obligations under this Agreement or in USR-1708.
r.
-� d 5.0 Consequence of Termination Pursuant to Paragraph E.11.0: In the event that
— o activities related to USR-1708 cease as a result of the revocation of the permit as described in
.0 Paragraph E.11.0 of this Agreement, neither Property Owner nor Operator will be released from
m.d y any of the obligations imposed by the terms of this Agreement only after Property Owner's
�cTxr,o successful completion of all improvements required under this Agreement or after County
o accesses the collateral to the extent necessary to complete improvements County, in its sole
r o discretion, deems necessary to preserve public interests.
N o G. Governmental Immunity: No term or condition of this agreement shall be construed or
=r cc interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections
....re,' or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as
o applicable now or hereafter amended.
sr,en
my-
H. Enforcement: If, in the County's opinion, Property Owner has violated any of the terms
of this Agreement, County shall notify property Owner of its belief that the Agreement has been
violated and shall state with specificity the facts and circumstances which the County believes
al Settings\Temporary Internet Files\ContentOutlook\908J I NVX\USR-1708
III
III III VIII Hill VIII I IIII 4OCT1l.docx Page 16 of 18
g 19/201 12:3 Id Con CO
of 20 R 0.00 D Steve o CI R order
constitute violation. Property Owner shall have thirty (30) days within which to either cure the
violation or demonstrate compliance. If, after thirty (30) days have elapsed, County believes in
good faith that a violation of the terms and conditions of this Agreement still exists (despite
cure), County may enforce by any legal means, including, but not limited to, legal action for
equitable or monetary relief filed in the Weld District Court, execution upon submitted collateral
(if applicable), and/or administrative action of the County to suspend or revoke the underlying
land use permit or approval pursuant to the procedural provisions of Section 2-4-40 of the Weld
County Code. Violations of the terms and conditions of this Agreement include, but are not
limited to, violations of the agreements Property Owner must enter into as required by this
Agreement, and/or failure to enter into such agreements in a timely manner.
I. No Third Party Beneficiary Enforcement: It is expressly understood and agreed that the
enforcement of the terms and conditions of this Agreement, and all rights of action relating to
such enforcement, shall be strictly reserved to the undersigned parties, and nothing contained in
this Agreement shall give or allow any claim or right of action whatsoever by any other person
or entity not included in this Agreement. It is the express intention of the undersigned parties that
any person or entity, other than the undersigned parties, receiving services or benefits under this
Agreement shall be an incidental beneficiary only.
J. Authority to Sign: Each person signing this Agreement represents and warrants that he or
she is duly authorized and has legal capacity to execute and deliver this Agreement. Each party
represents and warrants to the other that the execution and delivery of the Agreement and the
performance of such party's obligations hereunder have been duly authorized and that the
Agreement is a valid and legal agreement binding on such party and enforceable in accordance
with its terms. If requested by the County, Property Owner shall provide the County with proof
of Property Owner's authority to enter into this Agreement within five (5) days of receiving such
request.
1 111111VIII11111\1lit 1,21\Ill lle 111llll�l111!ir er
3813701 1212212011
00
19 of 20 R 0.00 D 0.
Steve Moreno Cler
III I III
12956 i2 9/2011 t 4P Weld
1 of 20 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
C1Documents and Settings\Nancy.Muchmore\Local Settings\Temporary Internet Files\Content Outlook\908.11 NVX\OSR-1708
ImprovemntsAgreement-LoneStarSelect 2011 -Revised 14OCTI I.docx Page 17 of 18
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
on the day and year first above written.
PROPERTY OWNER:
LONE STAR, LLC
By: Select Energy Services, LLC
Its: Sole Member
BY:
r Mattso
Title: Executive
�Vice President & CFO
Subscribed and sworn to before me this /'7/day of 0 c bev , -200/1
--------i
NANCY A.MUCRMORE OtaC PUb11C
titr CO h1�4!SSION EXPIRES y
July 8,2013
.:'.�_. BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST:
ct, tiz _ , ,,, / L c,L___
, ,, A_ cv -
Barbara Kirkmeypr, Chair
0I 2 4t711
Weld County Clerk to the oar au rr.) q
1111111111111111111111111111 liii 1111111 III 1111111111111
i 3813701 12/22/2011 12:21P Weld County, CO
BY: LlZGN. ` 20 of 20 R 0.00 D 0.00 Steve Moreno Clerk& Recorder
Deputy Clerk t the Board "- 7
APPROVED AS TO FORM: ��
County Attorney
1111
111
IIII IIII III u II III II tings\Temporary Internet Files\Content Outlook\908JINVXge 18 0708
'IV ltt[�yy■,y --•,GG!I000 fngs\Tx Page 18 of 18
38 956 12/1 011 • eld Coun
20 of 20 .00 D 0.00 Steve Moreno Clerk & Recorder
c7C//- &a?O
4d SELECT
October 7,2011
David Bauer, P.E., CFM
Weld County Engineer—Development
Weld County Public Works
P.O. Box 758
Greeley, CO 80632
Re: Improvements Agreement According to Policy Regarding Collateral for
Improvements; Lone Star, LLC—USR-1708 (the"Agreement")
Dear Mr. Bauer:
Effective as of August 8, 2011, Select Energy Services, LLC ("Select") acquired 100% of
the membership interests of Lone Star, LLC, a Colorado limited liability company. In
connection with its business, Select will operate on the Real Property, as defined in the
Agreement, owned by Lone Star, LLC. Further, Select accepts the development standards and
conditions of approval as defined in the USR-1708 Resolution.
If you have any questions or require additional information, please contact Harvey
Greenwood at(720) 378-5120.
SELECT ENERGY SERVICES, LLC
By: °�-td
I
C %' ogars
Vi - P - ident Water Solutions
cc: Harvey Greenwood (via e-mail)
PO Box 1715 • Gainesville, TX 76241 • Office: 940-668-1818 • Fax: 940-612-2334 • www.selectenergyservices.com
Cr-a-Cie
Bond No. 808480291
PERFORMANCE BOND FOR
BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO
KNOW ALL PERSONS BY THESE PRESENTS, that (name)Select Energy
Services, LLC, (address) 1500 Post Oak Blvd. , Suite 400, Houston, Texas
77056, a (corporation, limited liability company, etc. )Limited
Liability Corporation, organized under the laws of the State of
Delaware, with its principal office located at (address) 1400 Post Oak
Blvd. , Suite 400, Houston, Texas 77056, hereinafter called "Principal",
and (name of surety)Westchester Fire Insurance Company, of (address of
surety)436 Walnut Street, P. 0. Box 1000, Philadelphia, PA 19106,
hereinafter called "Surety" are held and firmly bound unto Board of
County Commissioners of Weld County, Colorado, on behalf of Weld
County, Colorado, hereinafter called "Obligee" in the full and penal
sum of Five Hundred Twenty Thousand and No/100 Dollars ($520, 000.00) ,
lawful money of the United States for the payment of which well and
truly made, we bind ourselves, our heirs, administrators, successors
and assigns, jointly and severally, firmly by these presents.
WHEREAS, the above-bound Principal has obtained or is about to
obtain from the Obligee a land use permit, namely (insert the specific
permit and number - USR, SPR etc) USR 1708 , and pursuant to the
requirements of said permit, has entered into an Improvements
Agreement, dated October 28, 2011, with Obligee, and
WHEREAS, The Improvements Agreement requires Principal to obtain
a performance bond in an amount equal to the total cost of the
improvements for which Principal is responsible and naming Obligee as
beneficiary, and
WHEREAS, the value of improvements for which Principal is
responsible equals Five Hundred Twenty Thousand and No/100,
($520,000.00) .
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if
Principal shall well, truly and faithfully perform its duties, and all
of its undertakings, covenants, terms, and conditions as set forth in
the Improvements Agreement, and if Principal shall satisfy all claims
and demands set forth in said agreement, and shall fully indemnify and
save harmless Obilgee from all costs and damages which it may suffer by
reason of Principal' s failure to perform as agreed, and shall reimburse
and repay Obligee all outlay and expense which Obligee may incur in
making good any default, then this obligation shall be null and void;
PROVIDED FURTHER, that if Principal shall default in any of its
obligations set forth in the Improvements Agreement, and thereafter
fail to fully indemnify and save harmless Obilgee from all costs and
damages which it may suffer by reason of said default, this obligation
shall remain in full force and effect;
PROVIDED FURTHER, that Surety, for value received hereby stipulates and
agrees that no change, extension of time, alteration or addition to the
terms of the Improvements Agreement to the work to be performed
thereunder, shall in any way affect its obligations on this bond, and
it does hereby waive notice of any such change, extension of time,
alteration or addition to the terms of the Improvements Agreement.
PROVIDED FURTHER, this bond is NONCANCELLABLE, and shall renew
annually automatically, from the date of this bond until its release by
Obligee, to guarantee that Principal shall well, truly and faithfully
perform its duties, and all of the undertakings, covenants, terms, and
conditions set forth in the Improvements Agreement, and any extensions
thereof which may be granted by Obligee with or without notice to
Surety.
The parties to this Performance Bond acknowledge that through the
Improvements Agreement, Obligee reserved the right to require Principal
to obtain a different Performance Bond from a financial institution
other than Surety in the event that the rating of Surety by AM Best
falls below a B+ rating.
IN WITNESS WHEREOF, this instrument is executed in four (4)
counterparts, each one of which shall be deemed an original, this 1st
day of October, 2011.
Select Energy Services, LLC
Principal
By:
Pr n ipa Secretary/Witness Ti
(SEAL)
Westchester Fire Insurance Company
By:
ITannis Mats. , Wi, n_ss a- Terri L. Morrison, Attorney-in-Fact
to Surety
1000 Main Street, Suite 300
Houston, Texas 77002 436 Walnu Street, P. O. Box 1000,
Philadelphia, PA 19106
Address Address
N/A N/A
Address Address
IMPORTANT: Surety company executing bond must appear on the Treasury
Department's most current list (Circular 570 as amended) and be
authorized to transact business in the State of Colorado.
Bond must be accompanied with Attorney-in Fact' s authority from the
surety company certified to include the date of the bond.
(-T
Power of WESTCHESTER FIRE INSURANCE COMPANY
Attorney
Know all men by these presents:That WESTCHESTER FIRE INSURANCE COMPANY,a corporation of the Commonwealth of Pennsylvania pursuant to the
following Resolution;adopted by the Board of Directors of the said Company on December II,2006,to wit
'RESOLVED,thai the following authorizations relate to the execution,for and on behalf of the Company,of bonds undertakings,recognizences;commis and other unnen comnuuiienu of the Company
entered:mto the ordinary count ofbusinesa leach a'Wntten Commitment').
(I) Each of the Chairmen,the President and the Vice Presidents of the Company is hereby authorized to executeany Wnuen Commitment for and on behalf of the Company,under the seal of the Company or
otherwise
(2) Each daily appointed attorney-intact of the Company is hereby authorized toexecute any Wnrten Commitment for and on behalf of the Company,ender the seal of the Company or otherwise,to the extent that
such apron is authorized by the grain of powers provided for in such persons written appointment as such ebonies n-fact.
(3) Each of the Chairmen the President and the Vice Presidents of the Company is hereby authorized,for end on behalf of the Company t0 appoint in writing any person the attorney no-fact of the Company with
gull power end auahorip to execute.for and on behalf of the Company,under the seal of the Company or othe vise,such Written Commitments of the Company as may be specified in such written
appointment,which specification waxy be by general type or class of Whiten Commitments or by specifcauon of me or more particular Written Commitments
fa) Each of the Chairman the Pressed and Vice President of the Company in heeby euthonced,for and on behalf of the Company,to delegate in'sums any other officerofthe Company the authority to
execute,for and on behalf of the Company,order the Company's seal or otherwise,such Wnrten Commitments of the Company as are specified in such wrinen delegation,which specification may be by
general type or class of W nnen Commltimnt or by specification of one or more particular Written Commitment.
(5) The signature of any officer or other person executing any Written Commitment or appomrment Or delegation punuanl to this Resolution,and the seal of the Company:may be affixed by facsimile on such
Wnnen Commitment or wneam appointment or delegation,:
FURTHER RESOLVED,that the foregoing Resolution shall not he deemed to be exclusive statement of the powers and authority of officers,employees and other persons to act for and on behalf of the
Company,and such Resolution shell not bloat or otherwise:affect the exercise of any such power or authoniy otherwise validly granted or nested.
Does hereby nominate,constitute and appoint Donald R Gibson,Gina Rodriguez,Joe Martinez,Melissa Haddick,Sandra R Parker,Tannis Mattson,Terri L Morrison,
all of the City of HOUSTON,Texas,each individually if there be more than one named,its true and lawful attorney-in-fact,to make,execute,seal and deliver on its
behalf,and as its act and deed any and all bonds,undertakings,recognizances,contracts and other writings in the nature thereof in penalties not exceeding Twenty Five
million dollars&zero cents($25,000,000.00)and the execution of such writings in pursuance of these presents shall be as binding upon said Company,as fully and
amply as if they had been duly executed and acknowledged by regularly elected officers of the Company at Its principal office,
IN WITNESS WHEREOF,the said Stephen M Haney,Vice-President,has hereunto subscribed his name and affixed the Corporate seal of the said WESTCHESTER
FIRE INSURANCE COMPANY this 20 day of January 2011.
WESTCHESTER FIRE INSURANCE COMPANY
41,
, , ,At m
Stephen It Haney,Vice President
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF PHILADELPHIA ss.
On this 20 day of January,AD.2O11 before me,a Notary Public of the Commonwealth of Pennsylvania in and for the County of Philadelphia came Stephen
M.Haney,Vice-President of the WESTCHESTER FIRE INSURANCE COMPANY to me personally known to be the individual and officer who executed the
preceding instrument,and he acknowledged that he executed the same,and that the seal affixed to the preceding instrument is the corporate seal of said Company;that
the said corporate seal and his signature were duly affixed by the authority and direction of the said corporation,and that Resolution,adopted by the Board of Directors
of said Company,referred to in the preceding instrument,is now in force.
IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed my official seal at the City of Philadelphia the day and year first above written.
4441
_ xr�
�>s ,.\ COIIMOKYI{ALIMO/MaIIiNLkAa�w
fIol n}fit. M �r 'Ol!
t 16 'b Piet Littler. IMP r
I-^l '�Yaa 4;71,P� zr CNd
.sap Y! Mib�Mlat Naaarr PsnsiM a.I,the undersigned Assistant Secretary of the WESTCHESTER FIRE INSURANCE COMPANY,do hereby certify that the original POWER OF ATTORNEY,of
which the foregoing is a substantially true and correct copy,is in full force and effect : • 2�I
In witness whereof,I have hereunto subscribed my name as Assistant Secretary,and affixed the corporate seal of the Corporation, •this' day o -��'�L-JI I
•y
y 6
• Wdl;bnL Keliy.KoMM•4 4457'
THIS POWER OF ATTORNEY MAY NOT BE USED TO EXECUTE ANY BOND WITH AN INCEPTION DATE AFTER January 2O,2017
S
o
z
ir
II THE BACK OF THIS DOCUMENT LISTS VARIOUS SECURITY FEATURES ll THAT WILL PROTECT AGAINST COPY COUNTERFEIT AND ALTERATION.
i }� « " E E ry 4715 Innovation Drive
,I Fort Collins, CO 80525
lip LAMP RYNEARSON _ DEC , 2 ion 970.226.0342 F
& ASSOCIATES j 970.226.0879 F
WELD COUN fY PUBLIC WORKS DEPT www.LRA-inc.com
Project: USR#1708—Lonestar SWD Facility Project no.: 0208037.01
Location: WCR 34 and WCR 49 Date: December 12, 2011
To: Dave Bauer If enclosures are not as noted, please
Weld County Dept.of Public Works inform us immediately.
1111 H Street
Greeley, CO 80631 If checked below, please:
X acknowledge receipt of enclosures
return enclosures to us
we transmit: X herewith under separate cover via:
per your request
for your: X approval distribution to parties information
review&comment records use
the following: drawings shop drawing prints samples
specifications shop drawing reproducibles product literature
change order X documents
rev. action
copies date no. description code
1 12-12-2011 ORIGINAL Improvements Agreement(Signed) b
John Tuffe, PE,LEED®AP
Senior Project Manager
[PI 970.226.0342
action code: a. action indicated on item transmitted FJ 970.226.0879 I larks
John.Tufte@LRA-Inc.com
b. no action required
4715 Innovation Drive,Suite 100 LAMP RYNEARSON
c. for signature and return to this office Fort Collins,Colorado 80525
& ASSOCIATES
remarks: www.LRA-Inc.com
David, ENGINEERS SURVEYORS PLANNERS
Included with this transmittal is an original copy of the improvements agreement for Lonestar. Please confirm your receipt of this
copy with an e-mail so that we can make sure that you have received this copy for your files and recording.
Thank you so much for�hhe.
John Tufte, PE //dig?
copies to: /Harvey Greg oo elect Energy Services From: John Tufte, PE
john.tufte@LRA-inc.com
Hello