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Home My WebLink About20112803.tiff 9j RESOLUTION RE: APPROVE IMPROVEMENTS AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS, AUTHORIZE CHAIR TO SIGN, AND ACCEPT COLLATERAL FOR USE BY SPECIAL REVIEW PERMIT #1772 - PETERS 313 RANCH, INC., C/O PECAN PIPELINE (RM), INC. 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 June 15, 2011, the Weld County Board of Commissioners approved Use by Special Review Permit #1772, for Peters 313 Ranch, Inc., P.O. Box M, Carpenter, Wyoming 82054, do Pecan Pipeline (RM), Inc., 600 17th Street, Suite 1000N, Denver, Colorado 80202, for an Oil and Gas Support Facility (field office, storage yard, warehouse, 150-foot communication tower, shop, power generation facility, processing plant, gas metering station, truck loading facility and parking) in the A (Agricultural) Zone District, on the following described real estate, to-wit: E1/2 NE1/4 of Section 26, Township 12 North, Range 63 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 Pecan Pipeline (RM), Inc., with terms and conditions being as stated in said agreement, and WHEREAS, the Board has been presented with Performance Bond #SUR0013921 from Argonaut Insurance Company, 225 West Washington, 6th Floor, Chicago, Illinois 60606, in the amount of$677,140.00, 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 Pecan Pipeline (RM), Inc., be, and hereby is, approved. 111111111111111111 III 1111111 III 1111111 III 11111 1111 1111 3803812 11/04/2011 12:26P Weld County, CO 1 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder 9L,J 2011-2803 11- cI ' ( I PL2118 IMPROVEMENTS AGREEMENT- PECAN PIPELINE (RM), INC. PAGE 2 BE IT FURTHER RESOLVED that Performance Bond #SUR0013921 from Argonaut Insurance Company, 225 West Washington, 6th Floor, Chicago, Illinois 60606, in the amount of $677,140.00, 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 WEI,,D COUNTY, COLOADO ATTEST: -",...a.....7-14„, ( l4 arbara Kirkmeyer, hair +�` Weld County Clerk to the Board 'C• #'\\ E L6 an P. Conway, Pro-Tem C j BY: Deputy Cle a to the Board[ 11 (�'r " �!�i� �i —' 1 ;' 4:2 �� F. Gar iie AP VE FORM: �O AP � �%�URI'avid E. Long unty Attorney ougla adernac r Date of signature: 1 I- 1- 11 1IIIIII11111111111III1111111III1111111IIIIIIII III Ill 3803812 2 of 26 1R 0.00 D 0.00 Steve Moreno Clerk& Recorder 2011-2803 PL2118 MEMORANDUM 1861 - 2011 TO: Clerk to the Board WE L R_.e OUNTY DATE: 10/20/2011 FROM: Richard Hastings, Public Works Department SUBJECT: BOCC Agenda Item - Approve Improvements Agreement and Accept Collateral For: Pecan Pipeline - (USR-1772) Request for Approval of Improvements Agreement: The Department of Public Works and the Department of Planning Services received a request from the applicant, Oscar Peters/Pecan Pipeline, Inc., requesting that the Board of County Commissioners consider approving the Improvements Agreement for the Oil and Gas Support Facility (USR-1772), located at CR's 71 and 136.5 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, Oscar Peters/Pecan Pipeline, Inc., requesting that the Board of County Commissioners consider accepting collateral in the form of a Performance Bond—Argonaut Insurance Company (#SUR0013921) in the amount of$677,140.00, 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$677,140.00 for Pecan Pipeline—(USR-1772). pc: Dave Bauer, Public Works Tom Parko, Planning Services M:APLANNING—DEVELOPMENT REVIEW VUSR-Use by Special Review VUSR-1772 Pecan Pipeline AImprovements Agreement\Approve IA& Accept Collateral(USR-1772)-Pecan Pipeline-MEMO.does 2011-2803 pecan pipeline Pecan Pipeline(North Dakota),Inc. 600 Seventeenth Street Suite 1000N Denver CO80202 Rich Hastings Weld County Public Works 1111 H Street Greeley, CO 80632 11-a: CEilUE [ RE: Hereford Ranch Improvement Documents VL OCT 2 0 7011 I!LI Mr. Hastings, WELD COUNTY PUBLIC WORKS DEPT Please find enclosed the following documents: Performance Bond for Board of County Commissioners of Weld County, Colorado Exhibit A Cost Sheet (On Site) Exhibit A Cost Sheet (Off Site) Exhibit B Cost Sheet Time Schedule (On-Site) & (Off-Site) Improvements Agreement According to Policy Regarding Collateral for Improvements — Pecan Pipeline USR-1772 If you have any questions regarding these documents, please contact Matt Hall at 303-253- 4846. Thank You, Sarar 1 ah Maj rs Sr. Operations Assistant energy opportunity growth 1 , IMPROVEMENTS AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS Pecan Pipeline—USR-1772 th THIS AGREEMENT, made and entered into this ' day of Ccober , Ql , by and between the County of Weld, State of Colorado, acting through its Board of County Commissioners, hereinafter called "County," and Pecan Pipeline, Inc., hereinafter called "Property Owner." WITNESSETH: WHEREAS, Property Owner is the owner of, the following described property in the County of Weld, Colorado: E %3 of the NE % of Section 26, Township 12 North, Range 63 West of the 6th P.M., Weld County, Colorado and hereinafter referred to as "the Property," and WHEREAS, County has approved land use permits for an Oil and Gas Support and Service Facility (field office, storage yard, warehouse, 150-foot communication tower, shop, power generation facility, processing plant, gas metering station, truck loading facility and parking) on approximately 80 acres on the above described real property, and the County is currently in the process of considering an Use-by-Special Review for the Property (USR-1772), and WHEREAS, the Property Owner acknowledges that the issuance of USR-1772 is conditional upon Property Owner's performance of the on-site and off-site improvements which are described in this Agreement and depicted in the Plat Map and the set of accepted Construction Plans provided by Property Owner, copies of which shall be attached to this Agreement as they become available and made a part hereof, as Exhibits C and D, respectively, and WHEREAS, the Property Owner acknowledges that it may not engage in any activity described in USR-1772 and/or any activity related to the businesses described above until said improvements have been completed, and cc o va •mm e 03 - '< WHEREAS, the Property Owner agrees that pursuant to the provisions of Weld County c C3 Code Sec. 23-2-290, the failure to commence construction of the improvements outlined herein W 0, d or to commence the use of the Property as approved in USR-1772 within three (3) years of the .7_ o approval of the permit issued under USR-1772, may result in the vacation of USR-1772, upon 3 consideration and order of the Board of County Commissioners, and -N en WHEREAS, the Property Owner agrees that the failure to record the plat within the time g limits imposed by the Weld County Board of County Commissioners, may result in the vacation of USR-1772, upon consideration and order of the Board of County Commissioners, and r =0 Eta O wmm M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan cc imME is Pipeline(USR-1772)IA Final(6-20-11&9-23-11).docx rN =MM 1111UHlll Illllll II�fli!ll IIII 3861787 10/27/2 1 12:46P County, C0 �� of 24 0 0.00 Steve Moreno Clerk & Recorder • WHEREAS, the parties agree that the Property Owner shall provide collateral for all on- site and off-site improvements required by this Agreement when; the Property Owner submits and receives approval of an application for a Grading Permit, Building 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, or at a time determined acceptable by the Board of County Commissioners. NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and covenants contained herein, the parties hereto promise, covenant and agree as follows: A. Required Off-Site Improvements 1.0 Weld County Road 71: The Property Owner shall be responsible for the construction of certain on-site and off-site safety improvements, which shall include: construction of adequate turning radii sixty (60) feet at the main entrances and exits which may extend partially into WCR 71 right-of-way (ROW), drainage and signage installations, as indicated on the accepted Construction Plans. The main entrance improvements will include a double cattle guard set (one right after the other), placed back to back across the entire width of the roadway, to ensure a complete revolution of the truck tires in order minimize the tracking of mud and debris onto the adjacent County road. (See Section D.2.0 of this Agreement). 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 71 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, surveys, utility locates, present and future right-of-way clearances and permits; coordination with oil and gas operators and 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"), 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 must be provided by Property Owner. These Plans, when reviewed and a accepted by the Weld County Engineer, shall be a part of the Plans, which are a part of this - dAgreement. All plans showing work within the County shall be reviewed and accepted by Weld - cc County, prior to the start of construction. For all construction in the County right-of-way, prior to -U Y the issuance of any access permit or right-of-way permit, a construction schedule giving times r.0 and locations of all proposed improvements shall be provided to Public Works for review and — 'o acceptance. �U N � 4.0 Construction Standards: All construction and materials controls for a project and a any designated improvements shall conform to the requirements in effect as the time of the =pzie, completion of the improvements set forth in the "Standard Specifications for Road and Bridge - o Construction" provided by CDOT. 0 a O =O 2 —0 C M:PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline Improvements Agreement Pecan nomrcc Pipeline(USR-1772)IA Final(6-20-11 &9-23-I1).docx cm to MIMI-CO"- 11 1111111 11111 111 1111 -C 3 01787 /2011 12:4 Welt ty, 0 of 24 R 0.00 D 0. teve Moreno Clerk eco'rder 5.0 Traffic Control: Prior to any construction in the County Right-Of-Way and as a condition of issuance of any access permit or Right-Of-Way permit, the applicant shall submit a traffic control plan for County review. During construction, appropriate safety signage shall be posted in accordance with the then current version of the "Manual of Uniform Traffic Control Devices". 6.0 Off-Site Dust Control/Abatement and/or Paving (If Applicable): The Property Owner is required to provide dust abatement along WCR 71 approximately two to five times per year, as determined by the County. County will determine the proportionate share of dust control and/or paving costs to be paid by Property Owner based upon then current Truck Trip ESAL Counts that identify traffic loading due to Property Owner-sourced traffic. The amount and extent of dust control 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. Property Owner shall address all County access issues associated with afore- mentioned haul route. Future County mandated measures may include improvements to the following intersections: WCR 71 and WCR 136.5, WCR 71 and WCR 136, WCR 136 and WCR 77, WCR 136 and WCR 390, or any other intersection 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 number of Truck Trip ESAL Counts 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. 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 8.0 Timing of Improvements: Subject to the provisions of Weld County Code Sec. 72 23-2-290 and any conditions or considerations granted by the Board of County Commissioners, dProperty Owner shall not be required to complete the aforementioned offsite improvements as described in Section A 1.0 until the occurrence of the triggering event for each improvement, c namely the application for the Grading Permit, Building Permit or Right-Of-Way access permit a or the commencement of activities on the property(s). At that time, Property Owner agrees that the required collateral will be posted and all on-site and offsite improvements shall commence .o and shall be completed within the parameters established in Section E.-7.2 and Exhibit B, herein. o =I=3� o mmw 5 9.0 Acceptance of Off-Site Improvements: Upon completion of the off-site --_d N rn improvements, Property Owner shall contact a representative of the Weld County Department of o Public Works and request an inspection of the off-site improvements described in paragraph a o A.1.0-2.0 above. The County's representatives may then initiate the acceptance process set forth _▪ mac �0 3 c 0 M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-I 772 Pecan Pipeline\Improvements Agreement\Pecan r Pipeline(USR-1772)IA Final(6-20-11&9-23-I I).docx mmi mimi III I " III IIIIII III III III IIII aNto N S� r 3 1787 0/2 011 •46P eld Conn , 0 •Immes; of 24 .00 D 0.00 eve Moreno Clerk& Re der in Paragraphs E.6.0, sections 6.1-6.3. 9.1 All references in this Agreement to "Acceptance of Improvements" shall 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: Haul trucks shall enter or exit the site at the approved accesses onto WCR 71. Haul trucks will travel: north on WCR 71 to the Wyoming state border, south on WCR 71 to WCR 136.5 and then west to the terminus of WCR 136.5, and/or south from WCR 136.5 to WCR 136 then east to the intersection of WCR 136 and WCR 390 in the town of Hereford, for further dispersal. 1.2 No haul truck may exceed CDOT required specifications for pounds per axle. 1.3 hi 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 this 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 facility truck trips, utilizes alternate haul routes, the provisions of Paragraph 4.0 of this Section B shall be triggered. - d - P 2.0 Haul Route Signage: (Not Applicable) Y3.0 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 CU O o written amendment of this Agreement. N E g 4.0 Effect of Future Changes to Haul Routes: In the event that County is requested cg by Property Owner or site operator to approve the use of an additional access, new haul route, or Nrn an alternative haul route as a result of a change in Property Owner's site activities and/or truck cry o circulation patterns, and if the alternative or additional access or haul route utilizes any unpaved c portion of County roads, and if County determines that dust control or paving is required on the 'Ira unpaved portion of said haul route roads, Property Owner agrees that dust control or paving 4 =-00 M:\PLANNING—DEVELOPMENT REVIF.WIUSR-Use by Special Review\USR-1772 Pecan Pipeline\Impmvemenls Agreement\Pecan nom N two Pipeline(USR-1772)IA Final(6-20-11 &9-23-I l).docx I II II I I I I I III III III I IIII I 0 80178 7/2011 '46P eld Cou , C --O34O 4 of 24 R 0.00 D 0.00 Steve Moreno Cler & Recorde • measures to protect the public health, safety, and welfare shall be instituted. County will 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 Owner-sourced traffic. The amount and extent of dust control and/or 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 truck hauling to and 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 and usable condition, Property Owner shall pay a proportionate cost of a complete restoration based on the number of Truck Trip ESAL Counts using then current data of truck trips entering or exiting Property Owners' site onto the haul route in the implementation of the above- mentioned improvements. 4.0 Sharing of Road Maintenance Responsibilities with Other Property Owners: It is anticipated that Property Owner and other Property Owners and/or Lessees subject to agreements Nimm cc -o similar to this Agreement will perform the required road maintenance work and will share in the •" equipment, labor, and materials required. Any such sharing arrangement between Property - c, Owner, and other Property Owners and/or Lessees shall be conducted pursuant to separate $ 0 agreements between the Property Owner and other Property Owners and/or Lessees. County o shall approve the Agreements only to determine whether the required 32 improvements/maintenance projects have been adequately addressed. County alone shall -a determine the sufficiency of all road improvement/maintenance projects when completed. y —N 5.0 Violation of Terms of Agreement: If Property Owner does not perform as - g outlined in this Agreement and Exhibits A and B such non-performance will constitute a 0 5 op M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan Pipeline(I15R-177?)IA Final(6-20-11 &9-23-I I).docx III III 1111111 II VIII II III IIII CO �N 1 S -3 1787 10 7/20 12:46 W County, —-m N of 24 R 0. D 0.00 Steve oreno Clerk& Recorder 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-1772 as it now exists or may, from time to time, be amended is a remedy which County may impose. D. On-Site Improvements: 1.0 Landscaping and Fencing 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-1772 plat map. Specifically, Property Owner shall at its own expense, plant, install and/or maintain all grass and other landscaping and re-seeding where applicable as shown on the accepted Construction Plans and USR-1772 plat map. Additionally, the Property Owner shall install and/or maintain fencing to screen the property where applicable as indicated on the accepted construction plans and USR-1772 plat map. In the event any of these improvements may include work extending into State or 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 roadways, 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-1772 Plat Map. The main entrance improvements will include; construction of adequate turning radii at the main site entrances onto WCR 71, an appropriately sized drainage culverts, and a double cattle guard set (one right after the other) across the entire width of the roadway, to ensure a complete revolution of the truck tires to minimize the tracking of mud and debris onto WCR 71. Any other on-site improvements shall be completed as indicated on the accepted Construction Plans for this facility. Property Owner shall be responsible for all maintenance of the onsite improvements. Additional infrastructure improvements will be addressed at the time of application for any future amended USR. Some of these improvements may include work extending into State or County Right-Of-Way in which case a Right-Of-Way or access permit is required. - a) 9 — 3.0 Timing of Improvements: Subject to the provisions of Weld County Code Sec. — cc 23-2-290 and any conditions or considerations granted by the Board of County Commissioners, -cam,; 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 o e permit or an amendment to the existing USR. No grading permit will be released until collateral ia•C' d is posted for all on-site and off-site improvements and the final Construction Plans have been d 0 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 -a_ ti 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 r e on-site improvements, as indicated in Section D. 2.0 above shall be completed within the 0 C M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review USR-1772 Pecan Pipeline\Improvements Agreement\Pecan cc Pipeline(USR-1772)IA Final(6-20-11 &9-23-11).docx 04 co M Ell II co 3 1787 1 27/ 1 12:46 County, of 24 R . 0 0 0.00 Steve Moreno Clerk& Recorder parameters established in Section E. 7.2 and Exhibit B. 4.0 Acceptance of On-Site Improvements: Upon completion of the on-site improvements, Property Owner shall contact the Weld County Department of Planning Services and the Weld County Department of Public Works and request an inspection of the on-site improvements described in Paragraph D.I.0 and D.2.0 above. The County's representatives may then initiate the process for "Acceptance of Improvements" set forth in Paragraphs E.6.0, sections 6.1-6.3. E. General Requirements: 1.0 Engineering Services: Property Owner shall furnish, at its own expense, all engineering services in connection with the design and construction of the improvements identified on the accepted Construction Plans according to the construction schedule set forth in Exhibit"B," both of which are attached hereto and incorporated herein by reference. 1.1 The required engineering services shall be performed by a Professional Engineer and Land Surveyor registered in the State of Colorado, and shall conform to the standards and criteria established by the County for public improvements. 1.2 The required engineering services shall consist of, but not be limited to, surveys, designs, plans and profiles, estimates, construction supervision, and the submission of necessary documents to the County. 1.3 Property Owner shall furnish construction drawings for the road improvements on public rights-of-way or easements and all improvements interior on the Property for approval prior to the letting of any construction contract. 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 r . easements used for the construction of roads to be accepted by the County shall be conveyed to - g the County and the documents of conveyance shall be furnished to the County for recording. CD v Y3.0 Construction: Property Owner shall furnish and install, at its own expense, the d improvements identified on the accepted Construction Plans and USR-1772 Plat Map, be solely — o C.3 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 - g interior to the Property being completed by the dates set forth on Exhibit "B" (On-site), and - cg improvements to public rights-of-way or easements being completed also in accordance with the —a schedule set forth in Exhibit "B" (Off-site). The Board of County Commissioners, at its option, �N o may grant an extension of the time of completion set forth in Exhibit B stated herein upon 0- C application by the Property Owner. mos c, 7 -a • M:\PLANNING-DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan cc Pipeline(USR-l772)IA Final(6-20-11 &9-23-11).docx rN Mill II VIII VIII I1��1111�■■III II 380 "87 0/27/ 11 1 46P eld Conn rr`��,tYY\\\rTT?ynnny f7 f 24 D 0.00 e Moreno Clerk& Recorder v • 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, Property Owner 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. 1 3.3 At all times during said construction, the County shall have the right to test and inspect, or to require testing and inspection of material and work, at Property Owner's expense. Any material or work not conforming to the approved plans and specifications, including but not limited to damages to property adjacent to the construction plan area shall be repaired, removed or replaced to the satisfaction of the County at the expense of Property Owner. 4.0 Release of Liability: Property Owner shall indemnify and hold harmless the 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 design and construction of improvements, and pay any and all judgments rendered against the County on account of any such suit, action or claim, together with all reasonable 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 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 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 Off-Site Improvements: Property Owner shall warranty all improvements to public rights-of-way, (if any), and all privately created and maintained roads — 8 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 o- Y improvement(s). zit; 6.0 Acceptance of On-Site and/or Off-Site Improvements by the County: Upon moo P P - d compliance with the following procedures by the Property Owner, the improvements shall be - g deemed accepted by the County. -3d -a y 6.1 If requested by the Property Owner and approved by the County, portions T.24 of the improvements may be placed in service when completed according ENO =ro to the schedule shown on Exhibit "B," but such use and operation shall r c not, alone, constitute an acceptance of said portions of the improvements. _-Q �C810 8 c p M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline Improvements Agreement3Pecan cc Pipeline(USR-1772)IA Final(6-20-11 &9-23-11).docx III I ' I I I IIII I 11 VII I I 1111 III I I m N r°,0 38 787 /27/ 1 12:4 P d County, =g o of 24 . 0 D 0.00 S Moreno Clerk& Recor 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 Property Owner's engineer, the Property Owner may, as set forth in Paragraph A.9.0, request in writing that the County inspect the improvements and recommend to the Board of County Commissioners that the improvements be accepted and further that the two-year warranty period begin. Upon completion of the two-year warranty period, the County Engineer shall, upon request by the applicant, inspect the subject improvements, and notify the Property Owner of any deficiencies. If any deficiencies are discovered, the Property Owner shall correct the deficiencies. The County Engineer shall reinspect the improvements after notification from the Property Owner that said deficiencies have been corrected. If the County Engineer finds 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 for acceptance of improvements within the USR, the Board of County Commissioners shall fully accept said improvements. 6.3b Upon completion of the construction of the required on-site improvements, and the filing of a Statement of Substantial Compliance, when necessary, by Property Owner's engineer, the 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 that the improvements be accepted and further that the two-year warranty period begin. Upon completion of the two-year warranty period, the c County Engineer and/or the Weld County Department of Planning Services shall, upon request of the Property Owner, inspect the subject ,n improvements, and notify the Property Owner of any deficiencies. If any -C.) deficiencies are discovered, the Property Owner shall correct the �e deficiencies. The County Engineer and /or the Department of Planning Services shall reinspect the improvements after notification from the �0 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 - co shall recommend full acceptance. Upon a receipt of a positive unqualified o 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. ENO O < 9 M:\PLANNING—DEVELOPMENT REVIEW USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan cc Co Pipeline(USR-1772)IA Final(6-20-11&9-23-I I).docx _ NN IIIIIIII II III 'lll IIII II ' . , '� M C - r 380178 10/27/2 1 .46P Weld Coun , CO 9 of 4 R 0.00 . 0 Steve Moreno Clerk& Recorder 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 improvements 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 indentified on the accepted Construction Plans and USR-1772 Plat Map and further enumerated in the costs listed in Exhibit "A," must be equivalent to One-Hundred Percent (100%) of the value of the improvements as shown in this Agreement. Collateral for Off- site improvements that extend partially off-site as mentioned in Section A., 1.0 (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- site collateral amount, if clearly delineated on accepted Construction Plans and differentiated as "Entrance Improvements" on Exhibit "A" On-Site Improvements of this Agreement. This collateral must be submitted to County upon the submission of the Property Owner's application of a grading, building, and/or right-of way permit, and shall be held in total by County as provided in Paragraph E. 7.3 below until all improvements have been completed. 7.3 Warranty Collateral for all on-site and off-site improvements shall be submitted to County and shall be held in total by the County for two (2) years following its written acceptance of the improvement(s). 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 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 10 M'.\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan Pipeline(USR-1772)IA Final(6-20-11&9-23-I I).docx 11101111111111111 III 011111 III lilt I III 11 II III IIII 1381 178 �10/�� 2011 .00 I Con COT. County, CO 1 of 2 0.00 D 0.00 Steve Moreno Clerk& Reco 3803812 11/04/2011 12:26P Weld tV, 12 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder 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. 7.5.1 Road Maintenance Collateral Option(For Materials Haulers): In lieu of cash collateral, with its obligated yearly inflationary cost adjustments, Property Owner may submit funds quarterly to Weld County, at a rate of ten (10) cents per ton, based on the amount of processed material leaving the site. These funds will be escrowed by the County and utilized for roadway repairs specific to the USR's designated haul route. The first payment of funds will be due three months after the initial sale of materials from the USR site. Subsequent quarterly payments will be deposited in the associated escrow account until the USR permit is terminated. Utilization of this collateral option will negate any further obligations of the Property Owner and/or Applicant to participate in any future maintenance and/or improvements projects for the associated Haul Route. Upon vacation of the USR for this facility and following determination by Public Works staff that no immediate repairs are required for the Haul Route, any remaining funds in the escrow account will be returned to the USR Permitee. 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, Building Permit, or Right- of-Way Access Permit prior to commencement of Site Preparation, as herein defined. 7.7.1 No grading or building permits shall be issued for any site related activities, on the property and no Site Preparation shall commence until cost estimates for all improvements are updated and collateral is provided in the amount of One-Hundred percent (100%) of the 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 completed within the time schedule set forth in Exhibit "B", which is attached hereto and made a part of this Agreement. "Site Preparation" shall mean earthwork grading or performance of work, or construction or installation of improvements related to Applicant's operations pursuant to USR-1772 that require a 11 M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan Pipeline(USR-1772)IA Final(6-20-I I &9-23-I 1).docx Iti911,111r11193 �IIIIIIIIIIIIIIIIIIIIIIIIIIIII310/ 6Punry, 3803812 11/04/2011 12:26P Weld County, C01 R 0.00Steve Moreno Clerk& Recorder 13 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder grading or building permit from the County pursuant to the Weld County Code. In the event that the Improvements outlined in this 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. 7.8 Collateral may be in the form of an irrevocable letter of credit (LOC) in an amount equivalent to (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 an LOC: (IRRVEVOCABLE 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.4. 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 amount equivalent to One Hundred Percent (100%) of the value of the improvements set forth in the Improvements Agreement. In the event the applicant is required to warranty the improvements, the applicant shall replace the original deposit with a deposit in the amount of fifteen percent (15%) of the original amount and those funds shall remain available to the County until released by the County at the end of the warranty period. 7.11 The Board of County Commissioners reserves the right to reject collateral which is deemed inappropriate or insufficient, which may be either as collateral in the form of a letter of credit offered by a banking institution which does not have at least a"three star" rating given by Bauer Financial, or as collateral in the form of a performance bond offered by an insurance company which does not have at least a B+ rating given by A.M. Best. The Board further reserves the right to require Property Owner to obtain replacement collateral if the rating of the financial institution providing said collateral drops below the levels stated above. Replacement collateral shall be submitted by Property Owner within sixty (60) days of the Board's notice to Property Owner that the rating has fallen and that the 12 M:PLANNING—DEVELOPMENT REVIEW USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvemencs Agreement Pecan Pipeline(USR-1772)IA Final(6-20-11 &9-23-I1).docx IIIIIII III II II IIII 1 IIIIHID111111111111 III 1111111 III 1111111 Dint! I IIIIII III ill III IIII 7127/2 1 12: 6SteveeMoreno Clld Co & Record. 3803812 11/04/2011 12:26P Weld County, CO 1 of 24 D 0.00 14 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder collateral must be replaced. Property Owner may not terminate existing collateral until replacement 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 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 approved, 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 appropriate, 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. 8.6 The requirements in the paragraphs 8.0 through 8.5 shall be noted in the final Construction Plans. 8.7 Following the submittal of the Statement of Substantial Compliance and written recommendation of acceptance of the improvements by the Weld County Department of Planning Services and the Weld County Department of Public Works, the Property Owner (if Property Owner has supplied any or all of the collateral) may request release of the collateral for the project or portion of the project by the Board. This action will be taken at a regularly scheduled public meeting of the Board. 13 M:\PLANN ING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements Agreement\Pecan Pipeline(USR-1772)IA Final(6-20-I1 &9-23-I I)docx �� Hill II II II f 24 R 0 D 0 IIIIII I'll' lllllll III 111111L"!Ji! UL'i !' 1111 IIIIIII12:26 15 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder 8.8 For all off-site and on-site improvements (including improvements to public rights-of-way or easements), the written request for release of "Project Collateral" shall be accompanied by "Warranty Collateral" in the amount of fifteen percent (15%) of the value of the improvements as shown in this Agreement. However, collateral for improvements fully accepted for maintenance by a responsible governmental entity, special district or utility company will be fully refunded to Property Owner. 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 improvements. If the improvements require 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 o d over the roads affected by this Agreement. All of the terms and conditions set forth in this 02 Agreement shall be binding upon the heirs, executors, personal representatives, successors and - ots a assigns of Property Owner, and upon recording by the County, shall be deemed a covenant running with the land herein described. 0 mm a 10.0 County Engineer: All references in this Agreement to "County Engineer" shall �—,,§ refer to the any individual or individuals appointed by the County Engineer to act on his/her — behalf CD -dy o0 11.0 Violation of Terms of Agreement: If in County's opinion, Property Owner has - o 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 County believes constitute the violation. Property Owner shall have fifteen (15) days -moo —a 14 N M:\PLANNING—DEVELOPMENT REVIEW USR-Use by Special Review\USR-1772 Pecan Pipclinc\Improvements Agreement Pecan CO CV Pipeline(USR-1772)IA Final(6-20-I I&9-23-I IL docx mm M 0 I HIDED IIIII I III III 1787 /27/2 1 1 • Weld C ty, CO 14 of 24 D 0.00 Steve Moreno Clerk& Recorder within which to either cure the violation or demonstrate compliance. If, after fifteen (15) days have elapsed, County believes in good faith that there has been a violation of the terms of this Agreement, County shall initiate proceedings to revoke the permit which is the subject matter of this Agreement. Violations of the terms of this Agreement include violations of the agreements contemplated by Paragraphs C. 4.0 & C. 5.0 of this Agreement, and a failure to enter into such Agreements in a timely manner. F. Termination of Agreement: 1.0 Termination Event: This Agreement shall terminate upon the earliest of the 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- 1772 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-1772 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-1772 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-1772 by New Operator: This r, Agreement shall terminate following County's execution of a new Improvements • Agreement According to Policy Regarding Collateral for Improvements — USR-1772 CD with a new operator who has assumed the operation of the business on the Property °C which business activities are permitted by the then existing USR. --C3 U 2.0 Termination Procedures. 0 0 S lv 2.1 Termination Procedures Following Cessation of Permit Related Activities: d 2 Following the events outlined in paragraph 1.1 above, County shall conduct its annual _ > road inspection. Said road inspection shall be conducted on or before May 31 following y the announcement or determination of the cessation of permit related activities on the N oo Property. The results of the inspection shall be delivered in writing to the Property Owner —-'-o and Operator. If the County determines that pursuant to the terms of this Agreement, the r O Operator must complete any of the improvements and/or road maintenance obligations �N outlined herein, said obligations must be completed within a reasonable period of time —-moo 15 M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1772 Pecan Pipeline\mprovemems Agreement\Pecan to r-pNp N Pipeline(USR-1772)IA Final(6-20-11&9-23-I I).docx I Iiii II 1111111 II III. ii , I II III co r 3 87 10/ 12:46P d County, 1 of 24 R 0.00 D 0.00 Steve Moreno Clerk& Recorder • 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 time as county determines that all of the improvements have been completed. 2.2 Termination Procedures Pursuant to Transfer of Ownership of the Property or Transfer of Operations: If the Property Owner or Operator desires to assign its rights and obligations under this Agreement to a successor Property Owner or 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 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-1772 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-1772 with a Property Owner and Operator. 4.0 Consequence of Termination by Execution of Replacement Improvements Agreement: Following County's execution of an Improvements Agreement According to Policy Regarding Collateral for Improvements — USR-1772 with a successor Property Owner and/or Operator, the predecessor Property Owner and/or Operator shall have no further rights and/or obligations under this Agreement or in USR-1772. 5.0 Consequence of Termination Pursuant to Paragraph E.11.0: In the event that activities related to USR-1772 cease as a result of the revocation of the permit as described in Paragraph E.11.0 of this Agreement, neither Property Owner nor Operator will be released from any of the obligations imposed by the terms of this Agreement only after Property Owner's successful completion of all improvements required under this Agreement or after County 16 M:\PLANNING—DEVELOPMENT REVIEW\USR-Use by Special Review\USR-1 772 Pecan Pipeline\Improvements Agreement\Pecan Pipeline(USR-1772)IA Final(6-20-I1 &9-23-I p.docx 1 111111 11111 1111111 III 1111111 III 1111111 III 111111 III IIII Ljt8l (JIIIIlll2I1LII1eldC!JI1 .1t'1!Lhhh1 3803812 11/04/2011 12:26P Weld County, C01f 24 .00 D 0.00 Steve Moreno Clerk& RecordE 18 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder accesses the collateral to the extent necessary to complete improvements County, in its sole discretion, deems necessary to preserve public interests. G. Governmental Immunity: No term or condition of this agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 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 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. 1111111 IIIII 1111111 III III III 1111111 III 111111 III IIII 3803812 11/04/2011 12:26P Weld County, CO 19 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder 17 M;PLANNING—DEVELOPMENT REVIEW USR-Use by Special Review\USR-1772 Pecan Pipeline\Improvements AgreemeniWecan Pipeline(USR-1772)IA Final(6-20-11 &9-23-I I).docx IIII It'll II� IIIII�ll1�f II II ?8 d 87 10/ /2 12:4 County, 0 of 24 R 0. 0 D 0.00 Steve Moreno Clerk & Re rder IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year first above written. PROPERTY OWNER: —` SIGNATURE �.��\ PRINTED NAME Q SQcke `.,• ��\e``v S TITLE (If Other Than Property Owner) O eto.'t;ca s `►\cm4cA.G4t v-- STATE OF COLORADO ) ss. of.Weicalif ) A 419k The foregoing instrument was acknowledged before me this /7 day of Oc.(roT 2011, by Oscw- ( . 7c..4•r'> / oC�Bcc.1c,�...> ,Me,.,,,.tr . IMy commission Expires: /z/aL/z _......../_.›. BLAKE BUTLER NOTARY PUBLIC BOARD OF COUNTY COMMISSIONERS STATE OF COLORADO WELD COUNTY, COLORADO My Commission Expires Dec.2,2012 77 / , ATTEST: / Barbara Kirkmeye , Chair / CCT 2 4 2011 a ». m Weld County Clerk to the Boa �::or� �:; —G0 ICI \ ,,..QQ{s� IYI `�� U 1 nc BY: ii//,/. s 9 ..,•- Deputy Clerk .s t o Board �"""�mim d y —dN �N oo APPROVED AS TO FORM: o my Attorney um= 7 mi..,O _T ENO 5�pC 18 Sr M:PLANNING-DEVELOPMENT REVIEW VUSR-Use by Special RevienAUSR-1772 Pecan PipelineA Improvements Agreement APecan aia ro IMMI C4 N Pipeline(USR-1772)IA Final(6-20-II &9-23-II).docx P-0 01787 1 11 1 46P eld Conn [ 18 of 24 R 0.00 D 0.00 teve Moreno Clerk& Recorder f EXHIBIT A - Cost Sheet (OFF-SITE) Name of Subdivision,PUD,USR,RE,SPR: HEREFORD RANCH Filing/Case#: USR-1772 Location: E 1/2 NE 1/4 SEC Personnel Contact:Name r �f.-t-ers_ Title(`t-p4imc irrnnyvtrhone -3(}'3 26 888 Intending to be legally bound,the undersi:ned Applicant hereby agrees to provide throughout this facility the following improvements. Improvements (OFF-SITE) (Leave spaces blank where they do not apply) Ouantitv Units Unit Costs($) Estimated Construction Cost is, Site Grading Street Grading Street Base Street Paving Curbs,Gutters,and Culverts Sidewalk Stormwater/Drainage Facilities Retention/Detention Ponds Road Culvert Grass Lined Swale Ditch Improvements Subsurface Drainage Sanitary Sewers/Sewage Facilities Sanitary Sewer Forced Main Erosion Control Measures/BMP's Laterals(house or building connected) Water Supply and Storage Water Mains(includes bore) Fire Hydrants Survey,Street Monuments/Boxes Parking Area Street Lighting Street Names ��1�1��Ii��III IIIIIII III 1111111 II/III Signage& Pavement Marking Fencing Requirements 3803812 11104/2011 12:26P Weld County, C Landscaping 21 i f 26 R.0.00 D 0.00 Steve Moreno Clerk& Recorder — Park Improvements I III ' IIIIIII I II VIII III VIII III _ Telephone Gas87 1 /27/2 12:4 eld Co Electric 9 of 24 . 0 D 0.00 Steve Moreno erk& Recorder Water Transfer Dust Control 1 LS 10,000 10,000 SUB-TOTAL: Engineering and Supervision Costs$ 0 (Testing,inspection,as-built plans and work in addition to preliminary and final plat;supervision of actual construction by contractors) TOTAL ESTIMATED COST OF IMPROVEMENTS AND SUPERVISION $ 10,000 ` L . EXHIBIT A - Cost Sheet (OFF-SITE) - Signature Page The above improvements shall be constructed in accordance with all County requirements and specifications, and conformance with this provision shall be deteunined solely by Weld County,or its duly authorized agent. Said improvements shall be completed according to the construction schedule set out in Exhibit B Ic .By: JET.- N •^� Applicant \ (L eNr ciel ;ca-‘s \ 1�Gtx1C,ev" Date Qe\O'tret , 20 Vs. Title By: Applicant Date ,20 Title (If corporation, to be signed by President and attested to by Secretary,together with corporate seal.) 1 111111 11111 1111111 111111 111111111111111111111111 3803812 11/04/2011 12:26P Weld County, CO 22 of 26 R 0.00 D 0.00 Steve Moreno Clerk& Recorder 1111111 111111111 N111111II VIII I 0 7 10 7/20 12.46 County, of 24 R D 0.00 Steve Moreno Clerk & Recorder M:\AGREEMENTS\Exhibits\Exh A off-site.xls 4' EXHIBIT A - Cost Sheet (ON-SITE) Name of Subdivision,PUD,USR,RE,SPR: HEREFORD RANCH Filing/Case#:USR-1772 Location: E 1/2 NE 1/4 Personnel Contact: Name f7Sc it 1s- Title ( (rte SEC 26 —PWN 12 N �C�° �,fr�G15 Illgf) ,L��Phone 3U3-210e?—�$$K Intending to be legally bound,the undersigned Applicant hereby agrees to provide throughout this facility the following improvements Improvements lI (ON-SITE) (Leave spaces blank where they do not apply) 9uantity Units Unit Costs($) Estimated Construction d Cost ro Site Grading G 72.000 CY 2.25 162.000 Street Grading 0 iiii 4.000 SY 2 8.000 Street Base o Y 4 nnn 4v s 7n ono Street Paving on co N/A --- ___ ___ Entrance Improvements(Per Sec. E.-7.2 ==0 3 EA 2,000 Curbs,Gutters,and Culverts v a a o N/A ___ --- Sidewalk In'.g a, N/A Stormwater/Drainage Facilities m cia Retention/Detention Ponds _=N 72,000 CY 1.25 90,000 N o Road Culvert —'--o 200 LF 60 12,000 am Grass Lined Swale dram,—0 3,000 LF 10 30,000 Ditch Improvements a cm,=, N/A Subsurface Drainage 0 0 �_ ^tL N/A ___ ___ --- Sanitary Sewers/Sewage Facilities aN CO 1 EA 15,000 15,000 Sanitary Sewer Forced Main =o'p N o N/A ___ ___ ___ Erosion Control Measures/BMP's --RN a,000 LF 1.50 12,000 Laterals(house or building connected) N/A Water Supply and Storage m` 1 LS 0 (COMPLETED) a a Water Mains(includes bore) a oo N/A co Fire Hydrants ¢ N/A - - - Survey,Street Monuments/Boxes _o s N/A -__ ___ Parking Area area for110dacres) ca— 48,400 SY 5.0 242,000 c Street Lighting ' =o 0 IT N/A -_- ___ Street Names 5 N/A --- --- -__ Signage& Pavement Marking coN/A o Fencing Requirements ca 10,570 LF 2 21,140 _� Landscaping o 1 LS 15,000 15,000 a Park Improvements r-O N/A --- --- Telephone o N o N/A ___ --_ ___ Gas N o N/A — - --- Electric �� Tr IS 20,000 20,000 El CM Water Transfer — N/A ___ ___ ___ CO S Vim.-. SUB-TOTAL: —of N 647,140 Engineering and Supervision Costs$ 20.000 (Testing,inspection,as-built plans and work in addition to preliminary and final plat;supervision of actual construction by contractors) TOTAL ESTIMATED COST OF IMPROVEMENTS AND SUPERVISION $ 667,140 EXHIBIT A - Cost Sheet (ON-SITE) - Signature Page The above improvements shall be constructed in accordance with all County requirements and specifications, and conformance with this provision shall be determined solely by Weld County,or its duly authorized agent. Said improvements shall(Nll be completed according to the construction schedule set out in Exhibit B By: ©wit., ^ • ,r Applicant (� enca��dJs 1 1�4Nchsev` Date OCkcIIei" 1.S , 20 Vt Title By: Applicant Date ,20 Title (If corporation,to be signed by President and attested to by Secretary, together with corporate seal.) IIIVIII1111111III IIIIII1III1111111III11111 Recorder 2.26P Weld C 18O3 1 2261 R0.001 D 1 0.00 Steve Moreno Clerk 24 III II 1111111 111111 VIII IIII I;I�II 3 787 /27/ 1 • We nty, C 22 of 24 . 0 D 0.00 Steve Moreno Clerk& Recorder M:\AGREEMENTS\Exhibits\Exh A on-site.xls I • EXHIBIT B-Time Schedule(ON-SITE) & (OFF-SITE) Name of Subdivision,PUD,USE,RE,SPR: HEREFORD RANCH FilinglCase#: USR-1772 Location: E 1/2 NE 1/4 SEC 26 TWN 12 N Intending to be legally bound,the undersigned Applicant hereby agrees to provide throughout this facility the following improvements. All improvements shall be completed within 2 years from the date of approval of the final plat. Construction of the umprovements listed in Exhibit A shall be completed as follows: Improvements Time Schedule (Leave spaces blank where they do not apply) ION-SITEI (OFF-SITE] Site Grading 10-15-11 7-15-12 Street Grading 11-01-11 4-01-12 Street Base 11-15-11 4-01-12 Street Paving N/A Curbs,Gutters,and Culverts N/A Sidewalk N/A Stormwater/Drainage Facilities N/A Retention/Detention Ponds 10-15-11 7-15-12 Road Culvert 11-15-11 3-15-12 Grass Lined Swale 10-15-11 7-15-12 Ditch Improvements N/A Subsurface Drainage N/A Sanitary Sewers/Sewage Facilities 11-15-11 5-15-12 Sanitary Sewer Forced Main N/A Erosion Control Measures/BMP's 10-15-11 7-15-12 OR VEGETATION Laterals(house or building connected) N/A Water Supply and Storage COMPLETE Water Mains(includes bore) N/A Fire Hydrants N/A Survey,Street Monuments/Boxes N/A Parking Area 11-15-11 7-15-12 r, Street Lighting N/A l� 9 Street Names N/A g CD CC Signage&Pavement Marking N/A mummom od �eOi m Fencing Requirements 2-15-11 7-15-12 c Landscaping 3-15-11 7-15-12 �V y Park Improvements N/A ` E CI Telephone N/A Gas N/A Elmo co Electric 10-15-11 2-15-12 mmo —moo Water Transfer N/A N/A tttttt� -�O —-moo ec Final Completion Date for Entire Project 7-15-12 Co ttttttt� N =O. WJB7 !2vJ%se1LULder teve Moreno Cler F ' EXHIBIT B - Time Schedule- Signature Page The County, at its option, and upon the request of the Applicant, may grant an extension of time for completion for any particular improvements shown above, upon a showing by the Applicant that the above schedule cannot be met. By: VL�C3.>S��•��1Jn.� Applicant �ll � ©�@Y'�►.*�emo3 I�o a4 es( Date((��`�t`O\. eY `q ,20 `\ Title By: Applicant Date ,20 Title (If corporation,to be signed by President and attested to by Secretary, together with corporate seal.) 1111111 1111111111 1111111�,11111111 1111 0 7 1 7/20 12. d Cou ty, of 24 R . D 0.00 S eve Moreno erk& Recorder 1111111 11111 1111111 111 1111111 111 1111111111 1111111 111111 3803812 11/04/2011 12:26P Weld County, CO 26 of 26 R 0.00 0 0.00 Steve Moreno Clerk& Recorder M:WGREEMENTS\Exhibits\Exh B Time Schedule.xls Yzi; go EO 55 g ,i- i h HI1 12 1i i I i I 86 \ UE g Hit' >" x- 21 j � I— J_ U Q m r L ` � ; W 1 D E ce Q Z �- �----- u' tl oW (9 w O —f— — a o I. 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( § / ) ei e , ° , \ ! j r \ \ _ ; It \ § j Hf V b § a . w > § � w ? ! ; ` I _ \ \ ! - - } k .. . , L Ili ( , . § % [ m< t / § \ >•. ' Q © � n t } \ § p z z § o frwv , ii § r ` $( i I ! , | a | / | §( § 3 § FI1 i \ f . . \ h | ! § | | / q | za Ihth ) | a | ) ae . H1 ) h § | Ltlijj § g Jkhhbhliui/ |k () | ) „ ( h ` | " {6 /) «/ § ® ° \[ \ , § j R! § ! f ` | | \ 8 § . S Lt ` , ! | *e § ) / | > 2 O ! \ 'iv \ \ e EN) k G ; 2 ; % ) / ( i ' [€ x )` ! . \ � » � ( e , / m § c —` / - ` ~ ` ° i ( 7 @ \ . \ &+ � O § q ce / / | ( . ? | \ § | / ! ° � b/ R [ 1 / ) , % / § % | � ig I g & | a b[ / ) ; ik \ § ' I ) / \i § Bond # SUR00139221 PERFORMANCE BOND FOR BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO KNOW ALL PERSONS BY THESE PRESENTS, that Pecan Pipeline (RM) , Inc, 600 17`" St. Suite 1000N, a Corporation, organized under the laws of the State of Delaware, with its principal office located at (address) 1111 Bagby, Sky Lobby 2, Houston, TX 77002, hereinafter called "Principal" , and (name of surety)Argonaut Insurance Company, of (address of surety) 225 W. Washington, 6`" Floor, Chicago, IL 60606, 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 Six hundred seventy-seven thousand one hundred forty Dollars ($677,140) .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 USR 1772, and pursuant to the requirements of,,(paid permit, has entered into an Improvements Agreement, dated OVf. Ig,25A 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 Six hundred seventy-seven thousand one hundred forty Dollars ($677,140) . 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 Obligee 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. I 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 10th day of October, 2011 . Pecan Pipeline (RM) , Inc. Principal Vhf '✓ �. By: Principal Sec et_ /Wi". ess Tit e VP & Treasurer Ass! STfl X17 7f (SEAL) Argonaut Insurance Company rte t1 Witness to Surety Tannis Mat. son, Atto ney-1 -Fact Amy Fowl r 1000 Main Street, Ste. 3000 1000 Main Street, Suite '' • Address Address Houston, TX 77002 Houston, TX 77002 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. Argonaut Insurance Company AS-0026020 225 W. Washington, 6th Floor Chicago, IL 60606 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the Argonaut Insurance Company,a Corporation duly organized and existing under the laws of the State of Illinois and having its principal office in the County of Cook,Illinois does hereby nominate,constitute and appoint: Donald R.Gibson Sandra Parker Tannis Mattson,Melissa Haddick Terri Morrison Gina Rodriguez its true and lawful agent and attorney-in-fact,to make,execute,seal and deliver for and on its behalf as surety,and as its act and deed any and all bonds, '! contracts,agreements of indemnity and other undertakings in suretyship provided,however,that the penal sum of any one such instrument executed hereunder shall not exceed the sum of: $15,000,000.00 This Power of Attorney is granted and is signed and sealed under and by the authority of the following Resolution adopted by the Board of Directors of Argonaut Insurance Company: "RESOLVED,That the President,Senior Vice President,Vice President,Assistant Vice President,Secretary,Treasurer and each of them hereby is authorized to execute powers of attorney,and such authority can be executed by use of facsimile signature,which may be attested or acknowledged by any officer or attorney,of the Company,qualifying the attorney or attorneys named in the given power of attorney,to execute in behalf of,and acknowledge as the act and deed of the Argonaut Insurance Company,all bond undertakings and contracts of suretyship,and to affix the corporate seal thereto." IN WITNESS WHEREOF,Argonaut Insurance Company has caused its official seal to be hereunto affixed and these presents to be signed by its duly authorized officer on the 15th day of September,2008. Argonaut^ Insurance Company J L al ,Jyp By: v-""(ry—J�--� Michael E.Arledge President STATE OF TEXAS COUNTY OF BEXAR SS'. On this 15th day of September,2008 A.D.,before me,a Notary Public of the State of Texas,in and for the County of Bexar,duly commissioned and qualified,came THE ABOVE OFFICER OF THE COMPANY,to me personally known to be the individual and officer described in,and who executed the preceding instrument,and he acknowledged the execution of same,and being by me duly sworn,deposed and said that he is the officer of the said Company aforesaid,and that the seal affixed to the preceding instrument is the Corporate Seal of said Company,and the said Corporate Seal and his signature as officer were duly affixed and subscribed to the said instrument 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 County of Bexar,the day and year first above written. w lIZIKT JIMENEZ Homy Farces.$roe of Tears MyerelitrmE278 b�c�n4ter]0.7011 (Notary Public) I,the undersigned Officer of the Argonaut Insurance Company,Illinois Corporation,do hereby certify that the original POWER OF ATTORNEY of which the foregoing is a full,true and correct copy is still in full force and effect and has not been revoked.IN WITNESS WHEREOF,I have hereunto set my hand,and affixed the Seal of said Company,on the lath day of Del Ober e , // '. Robert Thomat Vice President THIS DOCUMENT IS NOT VALID UNLESS PRINTED ON SHADED BACKGROUND WITH BLUE SERIAL NUMBER[N THE UPPER RIGHT HAND CORNER.IF YOU HAVE QUESTIONS ON AUTHENTICITY OF THIS DOCUMENT CALL(210)321 -8400. Hello