HomeMy WebLinkAbout20091549.tiffRESOLUTION
153
RE:
APPROVE LONG-TERM ROAD MAINTENANCE AND IMPROVEMENTS AGREEMENT
AND AUTHORIZE CHAIR TO SIGN - VESTAS BLADES AMERICA, 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, the Board has been presented with a Long -Term Road Maintenance and
Improvements Agreement between the County of Weld, State of Colorado, by and through the
Board of County Commissioners of Weld County, and VESTAS Blades America, Inc., commencing
upon full execution, with further terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Long -Term Road Maintenance and Improvements Agreement between
the County of Weld, State of Colorado, by and through the Board of County Commissioners of
Weld County, and VESTAS Blades America, Inc., be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 6th day of July, A.D., 2009.
ATTEST:
Wel. ounty Clerk to the Boar
BY.
AP
Date of signature
the Board
0O
EL
o ty Attorney
EXCUSED
ARD OF COUNTY COMMISSIONERS
OUNT CS`.ORADO
nine ^ F. Garcia, Chair
ougl.,s Radema her, Pro-Tem
David E. Long
AMID VIII IIIIII IIII 1111111 IIII IIIIII III (IIII IIII IIII
3638029 07/23/2009 12:00P Weld County, CO
1 of 14 R 0.00 ID 0.00 Steve Moreno Clerk & Recorder
(/d-t1HJ
2009-1549
PL1989
(7)— 2—C
COUNTY OF WELD, STATE OF COLORADO
LONG-TERM ROAD MAINTENANCE AND
IMPROVEMENTS AGREEMENT
THIS AGREEMENT is made and entered into this 6th day of July, 2009, by and between
the County of Weld, State of Colorado, and shall apply to any successor municipality that has
annexed the facility and rights -of -way, hereinafter collectively referred to as, "COUNTY," and
VESTAS Blades America, Inc. (USR-1676), and shall include and apply to its successors and
assigns, hereinafter collectively referred to as, "VESTAS."
WITNESSETH:
WHEREAS, VESTAS and/or their representatives have acquired a land use permit from
the COUNTY for the VESTAS manufacturing plant and a transload (trucking and rail) facility
(hereinafter referred to as the "VESTAS facility") on approximately 178 acres located in part of
Section 29, Township I North, Range 66 West of the 6` P.M., Weld County, Colorado, with a
legal description being: part of the NW '/, lying East of Union Pacific Railroad; North % of
SW '/4, East of the railroad also part of the NE '/4, SW '/; and a portion of Lot B of AmRE-1058
being part of the NE' /4, SW %4, together with a portion of the NW '/. SE' /4, Section 29, TIN,
R66W of the 6`h P.M., Weld County, Colorado, and
WHEREAS, the VESTAS facility will generate a significant amount of additional
vehicles and heavy truck traffic for an extended period of time, and
WHEREAS, the COUNTY and VESTAS are desirous of agreeing to terms involving
haul routes and control arising from such additional traffic.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
hereinafter set forth, COUNTY and VESTAS, and their successors and assigns mutually agree as
follows:
HAUL ROUTES: VESTAS shall identify and restrict any heavy truck haulage
from the VESTAS facility according to the following haul routes:
A. East -bound heavy haul trucks shall approach the VESTAS facility from
State Highway 85 and/or Weld County Road (WCR) 27, utilizing WCR 6,
and enter the VESTAS facility via the approved accesses on WCR 6.
Hauling on WCR 6 east of the VESTAS facility is prohibited.
B. Heavy haul trucks exiting the VESTAS facility shall exit the VESTAS
facility via the approved accesses on WCR 6 and travel West -bound on
WCR 6 to WCR 27 and State Highway 85. Hauling on WCR 4 east of the
VESTAS facility is prohibited.
1111111 11111111111111111111111111111111111 11111 IIII IIII
1 3638029 07/23/20(19 12:00P Weld County, CO
2 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recorder
/5V:
C. East- and west -bound employee traffic shall enter/exit the VESTAS
facility directly onto WCR 4 and WCR 6 via the approved access points
on WCR 4 and WCR 6.
D. No heavy haul trucking shall be allowed to enter or exit east from the
VESTAS facility onto any COUNTY roads not approved as specified in
this Agreement.
2. DUST CONTROL: VESTAS shall perform the following dust control measures
on certain COUNTY roads:
A. When the increased traffic generated by the VESTAS facilities on the
COUNTY roads listed in Section B, below (the "Subject Roads"), results
in dust levels that exceed standards as determined by the Weld County
Health Department, VESTAS shall apply a dust suppression chemical
(Magnesium Chloride or Calcium Chloride) on the Subject Roads. Prior
to VESTAS'S first application of a dust suppression chemical on any
Subject Road, the COUNTY shall deliver to VESTAS traffic counts
evidencing the increase in traffic on the Subject Roads greater than their
baseline counts set forth below. These traffic counts shall be accumulated
over a period of time that is consistent with COUNTY practice and is
sufficient in duration to identify and measure a sustained increase in
traffic.
Subject Road Baseline Counts: Baseline traffic counts prior to initiation
of activities at the VESTAS facilities were taken by Weld County Public
Works over a three day period in September 2007. As is transportation
industry (AASHTO) and standard engineering practice, traffic counts are
reported as Annual Average Daily Traffic (AADT). The traffic counts on
the Subject Road are as follows:
• WCR 29 between WCR 6 and WCR 8: 62 AADT
• WCR 31 between WCR 4 and WCR 6: 128 AADT
• WCR 6 between WCR 29 and WCR 31: 186 AADT
The 2007 traffic counts above shall be utilized as the baseline, pre-
VESTAS traffic counts on the Subject Roads in determining the
percentage increases due to VESTAS facility traffic impacts for dust
control obligations under this agreement. These estimates establish a
baseline for each of the Subject Roads; any increase in traffic on a Subject
Road shall be measured from the applicable baseline ("Baseline").
B. Subject Roads: Roads subject to the need for dust control due to increased
traffic associated with the VESTAS facilities include Weld County Road
(WCR) 29, between WCR 6 and WCR 8, a distance of one mile;
WCR 31, between WCR 4 and WCR 6, a distance of one mile; and east of
2 MID 11111
3638029 07/23/2009 12:00P Weld County, CO
3 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recorder
the facilities on WCR 6 to WCR 31, a distance of approximately 7915
feet. COUNTY reserves the right to add roads to this list if it is apparent
that they are being used for access to the VESTAS facilities. Prior to
adding any roads to this list, the COUNTY must provide hard evidence to
VESTAS that there is a sustained increase in traffic on any such road and
such sustained increase is directly attributable to accessing the VESTAS
facilities. Any such evidence must include baseline traffic counts and
traffic counts allegedly attributable to the increase in traffic associated
with the VESTAS facilities. COUNTY agrees not to add any roads for
which it is unable to demonstrate such a correlation.
C. Dust suppression chemicals shall be applied by VESTAS as needed as
determined by COUNTY, not being less than twice a year. Dust
suppression chemicals shall be applied to the graveled roadways for a
distance of no less than 300 feet in front of all existing homes or as per the
COUNTY determines. VESTAS shall be responsible for the cost of
chemical dust treatment of the Subject Roads only to the extent
attributable to the increase in traffic generated by the VESTAS facilities
(i.e., as to each Subject Road, the increase in traffic generated by the
VESTAS facilities above the Baseline). The COUNTY shall be liable for
the remainder. This allocation of cost based on traffic counts in excess of
the applicable Baseline shall be applied to each and every Subject Road.
Without limiting the generality of the foregoing and by way of example
only, assuming a traffic count of 200 vehicles per day on a Subject Road
requires Vestas to initiate dust suppression activities, such threshold is
met, and the Baseline for that Subject Road is 100 vehicles per day,
VESTAS shall apply dust suppression chemicals in accordance herewith
and shall be liable for 50% of the costs as to that Subject Road. The
COUNTY shall be liable for the remainder of the costs as to that Subject
Road.
The COUNTY shall be notified no less than five (5) days prior to
chemical application in order to properly prepare the road surface to
receive the chemical. As a cost saving measure, VESTAS has the option
to request substitution of paving for chemical dust control on any or all of
the Subject Roads by providing that request in writing to the Department
of Public Works.
D. VESTAS shall pave a Subject Road when the traffic count for that Road
exceeds 350 vehicles per day on two successive counting events spaced no
closer than 30 days apart or when the average of 3 successive count events
exceeds 350 vehicles per day. Such traffic counts shall be made by
COUNTY and shared with VESTAS at least thirty (30) days prior to the
commencement of any paving. Options for paving shall include recycled
asphalt (RAP). The design of the paved road improvements, including but
not limited to, thickness of road base materials, asphalt/RAP mix design
3
111111 11111 111111 1111 BEE/III111111 III11111 it IIII
3638029 07/23/2009 12:OOP Weld County, CO
4 of 14 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
and thickness, shall be subject to COUNTY approval. Either private
contractors (complying with COUNTY permit requirements) or COUNTY
materials and equipment may be utilized for paving projects. VESTAS
shall pay its proportional share of the costs of paving the Subject Roads
according to the increases in traffic attributed to the VESTAS facilities.
Cost sharing for paving on Subject Roads shall be determined based on
increases in vehicle traffic above historic background levels as determined
by traffic counts conducted by the COUNTY. For example, on a Subject
Road with a pre-VESTAS Average Daily Traffic Count ("ADT") of 100
that is found to have a post-VESTAS ADT of 250, the 150 additional
vehicles represents 60% of the traffic, VESTAS would be responsible for
60 percent of the cost of paving. The remaining portion of the cost of
paving the Subject Roads shall be paid by COUNTY immediately upon
invoice by VESTAS.
3. COLLATERAL: General Requirements for Collateral:
A. The value of all collateral submitted to COUNTY to guarantee completion
of the dust control activities and improvements listed in Exhibit "A," must
be equivalent to One -Hundred percent (100%) of the value of the dust
control activities and improvements as shown in this Agreement.
B. Acceptable collateral shall be first submitted to the COUNTY when the
traffic counts warrant the commencement of dust suppression activities by
VESTAS in accordance herewith. There shall be no submission of
acceptable collateral by VESTAS until the applicable underlying
contingent obligation (i.e., dust suppression or improvement activities)
becomes absolute as determined in accordance herewith.
C. Collateral to 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; the LOC shall be subject to the
requirements of Weld County Code Section 2-3-30 B. VESTAS shall
utilize the following form when obtaining a LOC: IRREVOCABLE
STANDBY LETTER OF CREDIT FOR BOARD OF COUNTY
COMMISSIONERS OF WELD COUNTY, COLORADO. A form of the
LOC is attached hereto as Exhibit B and are incorporated herein by
reference.
D. 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.
E. In the event VESTAS has posted acceptable collateral in connection with
its dust suppression activities and becomes obligated to pave a Subject
Road in accordance herewith, the amount of existing collateral posted with
the County to secure performance of dust suppression activities
4
111111111111 111111 IIII 1111111 IIII 111111 III VIII IIII IIII
3638029 07/23/2009 12:00P Weld County, CO
5 of 14 R 0.00 I0 0.00 Steve Moreno Clerk & Recorder
attributable to this particular Subject Road may be applied toward the
overall collateral obligation arising in connection with the construction of
RAP on this particular Subject Road. VESTAS shall have no obligation to
replace any acceptable collateral relative to its dust suppression activities
that was applied pursuant to the foregoing.
4. REQUEST FOR RELEASE OF COLLATERAL:
A. Collateral shall be released in accordance with the provisions of Weld
County Code Section 2-3-30.C. Prior to release of collateral, Vestas must
present a Statement of Substantial Compliance that the project or a portion
of the project has been completed in substantial compliance with approved
plans and specifications as determined by the Weld County Department of
Public Works.
B. Following the submittal of the Statement of Substantial Compliance and
written recommendation of acceptance of the improvements by the
County, Vestas 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.
C. For improvements to public rights -of -way or easements, the request for
release of 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 excluding improvements fully accepted for
maintenance by the responsible governmental entity, special district or
utility company. The warranty collateral shall be released to Vestas
following the expiration of the warranty period upon final written
acceptance by the Board of County Commissioners.
5. ENFORCEMENT: Either party may seek enforcement of the terms of this
Agreement in a court of competent jurisdiction in the State of Colorado. Failure
of either party to perform any of its respective obligations hereunder by reason of
acts of God, strike, or acts of any governmental agency or authority having
jurisdiction over matters set forth herein shall excuse timely performance of such
obligations, but such performance shall resume as soon as reasonably practical.
The parties may, however, mutually consent to excuse a party from performing
any obligation required herein, in whole or in part, upon a showing that
performance has been rendered impracticable by reason of force majeure. No
provision of this Agreement shall be deemed to bar the COUNTY from seeking
appropriate judicial relief. Neither the existence of other remedies identified in
this Agreement nor the exercise thereof shall be deemed to bar or otherwise limit
the right of the COUNTY to recover monetary damages for violations by
VESTAS, or to seek and obtain judicial enforcement of VESTAS' obligations by
means of specific performance, injunctive relief or mandate, or any other remedy
at law or in equity. The COUNTY specifically does not, by any provision of this
5
I IIIIII 11111 DIM IIII1111111III'IIII'IIII(IIIIIIIIIIII
3638029 07/23/2009 12:OOP Weld County, CO
6 of 14 R 0.00 ID 0.00 Steve Moreno Clerk & Recorder
Agreement, waive any right, immunity, limitation or protection otherwise
available to the COUNTY, its officers, officials, agents, or employees under
federal, State, or local law.
6. ENTIRE AGREEMENT: This instrument embodies the entire agreement of the
parties with respect to the subject matter hereof There are no promises, terms,
conditions, or obligations other than those contained herein; and this Agreement
shall supersede all previous communications, representations, or agreements,
either verbal or written, between the parties hereto. No modification to this
Agreement shall be valid unless agreed to in writing by the parties hereto.
7. BINDING EFFECT: This Agreement shall inure to the benefit of and be binding
upon the parties hereto and their successors in interest. Any successor or assign
of VESTAS assuming ownership of the property permitted under USR-1676, or
assuming responsibility of operations at the VESTAS facility, shall also assume
the responsibility of complying with the terms and obligations of this Agreement.
8. NO THIRD -PARTY ENFORCEMENT: It is expressly understood and agreed
that 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 their successors, and assigns in the event that any portion of the
project is annexed into an adjacent municipality, and nothing contained in this
Agreement shall give or allow any claim or right of actions whatsoever by any
other person not included in this Agreement. It is the express intention of the
undersigned parties than any entity other than the undersigned parties receiving
services or benefits under this Agreement shall be deemed an incidental
beneficiary only.
9. NO WAIVER OF IMMUNITIES: No portion of this agreement shall be deemed
to constitute a waiver of any immunities the parties or their officers or employees
may possess, nor shall any portion of this agreement be deemed to have created a
duty of care which did not previously exist with respect to any person not a party
to this agreement.
10. SEVERABILITY: If any term or condition of this agreement shall be held to be
invalid, illegal or unenforceable, this agreement shall be construed and enforced
without such a provision, to the extent this agreement is then capable of execution
within the original intent of the parties.
ROAD PAVING STANDARDS: All construction and material control for road
paving shall be in accordance with the current Standard Specifications for Road
and Bridge Construction, as supplemented or revised, provided by the Colorado
Department of Transportation. During and following construction, signage shall
be posted in accordance with the most current Manual or Uniform Traffic Control
Devices.
6
11111111111111111 III' 11111111111 111111III 1111111111111
3638029 07/23/2009 12:00P Weld County, CO
7 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recordei
12. INDEMNIFICATION: To the extent authorized by law, VESTAS agrees to
indemnify, save, and hold the COUNTY or the successor municipality harmless
from and against any and all claims, damages, losses, and judgments, which may
be suffered or incurred by it as a consequence of any breach by VESTAS, its
successors and assigns, of its obligations and duties as set forth in this Agreement.
13. NO JOINT VENTURE OR PARTNERSHIP: By entering into this Agreement,
the parties do not intend, either expressly or implicitly, to create a joint venture or
partnership. Except as provided herein, neither party shall have the right or
authority to act for, or on behalf of, or to enter into any obligations which are
binding on the other party to this Agreement.
14. NOTICES: All notices to be given under this Agreement shall be in writing and
delivered in person, or mailed by certified or registered U.S. Mail, or sent by a
nationally recognized overnight delivery service, to the party to receive such
notice at the following addresses:
COUNTY:
Weld County Board of Commissioners
P.O. Box 758
Greeley, CO 80632
VESTAS:
Vestas Blades America, Inc.
11 140 Eastman Park Drive
Windsor, CO 80550
With a copy to:
Nolte Engineering
8000 South Chester Street, Suite 200
Centennial, CO 80112
Attention: Mr. Bob Bowell, Construction Manager
All notices shall be effective upon receipt by the party to receive such notice, or
by the third day following deposit of said notice in U.S. Mail, or the first day
following deposit of acknowledgment of refusal of delivery of said notice.
7
111111111111111111 IIII 1111111 IIII 111111 III 11111 IIII IIII
3638029 07/23/2009 12 00P Weld County, CO
8 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recorder
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement the day
and year first above written.
VESTAS BLADES AMERICA, INC.
ATTEST/id
:
Weld County Clerk to the
B
Deputy C -rk to the Boa
By:
Ole reben Bo Li p Jakobsen
President
WELD COUNTY. COLORADO
By:
William F. Garcia, Chairman
Board of County Commissioners of
Weld County
JUL - 6 2008
8
1111111 11111 111111 OMNI lIII IIII
3638029 07/23/2009 12:00P Weld County, CO
9 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recorder
EXHIBIT "A"
Vestas USR-1676:
Location: WCR 29, between WCR 6 and WCR 8, WCR 31, between WCR 4 and WCR 6, and
WCR 6 east of the facilities to WCR 31, a distance of approximately 7915 feet.
Intending to be legally bound, the undersigned Vestas hereby agrees to provide throughout this
Use By Special Review, the following improvements. (Leave spaces blank where they do not
apply.)
Improvements
Estimated
Unit Cost Construction Cost
Street grading
Street base
Street paving (RAP assumed) $170,000/mile $595,000.1
Magnesium Chloride or Calcium $60,000/mile/applicationz
Chloride dust treatment
Storm sewer facilities
Ditch improvements
Subsurface drainage
Sanitary sewers
Trunk and forced lines
Mains
On -site sewage facilities
On -site water supply and storage
Water mains (includes bore)
Fire hydrants
Survey and street monuments and boxes
Road culvert
Grass lined swale
Gas
Electric
Water transfer
Safety improvements
SUB -TOTAL:
Engineering and Supervision Costs $
(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 $ 595,000.
This is subject to cost allocation with the COUNTY pursuant to the above Agreement.
This is subject to cost allocation with the COUNTY pursuant to the above Agreement.
9
11111 111111 1111 111111III111111III III'
3638029 07/23/2009 12:00P Weld County, CO
10 of 14 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
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 be completed according to the construction schedule set out in
Exhibit B.
By:
Applicant
Title
Date: . 20
(If corporation, to be signed by President and attested to by Secretary, together with corporate
seal.)
10
1 111111 11111 111111 11111111111 IIII 111111 III IIIIII III IIII
3638029 07/23/2009 12:OOP Weld County, CO
11 of 14 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
EXHIBIT "B"
IRREVOCABLE STANDBY LETTER OF CREDIT FOR
BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO
Date
Beneficiary:
BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO
915 Tenth Street
Greeley, Colorado 80631
Attn: Clerk to the Board
Company Name
Company Address
Company Address
Ladies and Gentlemen:
Effective immediately, at the request of and on behalf of (Name of Company), we
hereby issue this Letter of Credit # for (Number of Dollars) ($ ) in favor
of the Board of County Commissioners of Weld County, Colorado, (hereinafter "Beneficiary").
This Letter of Credit is issued to permit (Name of Company) to meet the requirements of
the (Insert Full Name and Date of Agreement), (hereinafter "Improvements
Agreement"). This amount may be drawn on at our office located at (Address of Bank).
We hereby undertake to honor your sight draft drawn on us bearing upon its face the clause:
"Drawn under the Bank of Letter of Credit Number , dated ", when
accompanied by the following:
1. The original of this Letter of Credit and any subsequent amendments, if any; and
2. Original of Beneficiary's statement purportedly manually signed by a member of the
Board of County Commissioners of Weld County, Colorado stating one or more of the
following:
a. "The Board of County Commissioners of Weld County, Colorado hereby certifies
that it is entitled to draw US Dollars (Written Amount of Withdrawal) ($ ) under the
Bank of (Name of Bank), Letter of Credit Number dated because
(Name of Company) has defaulted on its obligations under the (Insert full name
of Improvements Agreement), by (State Nature of Default).
b. "The Board of County Commissioners of Weld County, Colorado hereby certifies
that it is entitled to draw US Dollars (Written Amount of Withdrawal) ($ ) under Bank
of (Name of Bank), Letter of Credit Number dated because (Name of
11
111111 11111 111111 1111 INA 111111 III IBM IIII
3638029 07/23/2009 12:OOP Weld County, CO
12 of 14 R 0.00 0 0.00 Steve Moreno Clerk & Recorder
Company) has not, to the satisfaction of the Board of County Commissioners of Weld County,
Colorado, within sixty (60) days of the expiration date of this Letter of Credit replaced or
renewed this Letter of Credit."
The above statements are acceptable if presented in the form of a Resolution formally adopted
by the Board of County Commissioners of Weld County, Colorado. Additionally, a copy of one
or both of the above statements may be submitted by facsimile transmission or by electronic
mail, if said transmission source can be verified by us.
3. It is a condition of this Irrevocable Letter of Credit that it be considered automatically
extended without amendment for additional periods of one year from the present or any future
expiration date unless we notify you, the Beneficiary, in writing, not less than ninety (90) days
before such date that we elect not to extend this Letter of Credit for such additional term. This
notice will be set to the address herein sent by certified mail, return receipt requested. Upon your
receipt of said notice, you may draw on us at sight for the balance remaining under this Letter of
Credit within the then applicable expiration date.
4. Partial drawings under this Letter of Credit are permitted.
5. For purposes of the Letter of Credit, (Name of Company) shall be deemed in
default if one or more of its obligations under the (Full Name of Improvements
Agreement and Date of Agreement) is/are not met within the time frame(s) set forth in said
Improvements Agreement.
6. This Credit shall be transferable, as directed by an authorized representative of the Board
of County Commissioners of Weld County, Colorado, in compliance with Article 48 of UPC
500.
We hereby promise you that a draft drawn under and in compliance with the terms and
conditions of this Letter of Credit will be duly honored by us if presented at this office or by
registered mail on or before the current expiration date, currently (Expiration Date), or
any future applicable expiration date as described herein.
Draft presentation before 10:00 a.m. Mountain Standard Time on any Business Day shall be
honored before 5:00 p.m. on the same Business Day by wire transfer in immediately available
funds to any account designated by an authorized representative of Board of County
Commissioners of Weld County, Colorado, (or any other reasonable means specified by said
authorized representative). Draft presentation between 10:00 a.m. and 5:00 p.m. Mountain
Standard Time on any Business Day shall be honored before 5:00 p.m. on the following Business
Day by wire transfer in immediately available funds to any account designated by an authorized
representative of Board of County Commissioners of Weld County, Colorado, (or any other
reasonable means specified by said authorized representative). As used in this Credit, the term
"Business Day" shall mean a day other than Saturday or Sunday or any day in which Banking
Institutions in the State of Colorado are authorized or required by law to close.
12
111111 VIII IIIIII IIII III1111 IIII 111111 III IIIIII III IIII
3638029 07/23/2009 12:00P Weld County, CO
13 of 14 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
This Letter of Credit sets forth in full the terms of our undertaking, and such undertaking shall
not in any way be modified, amended, amplified or limited by reference to any document,
instrument or agreement referred to herein or to which this Letter of Credit relates.
Except to the extent terms hereof are inconsistent with its provisions, in which case this Letter of
Credit shall govern, this Letter of Credit is subject to the Uniform Customs and Practice for
Documentary Credits (1993 Revision), the International Chamber of Commerce Publication No.
500.
Yours truly,
Name
Authorized Officer
Name of Bank
Address
Address
Tel No
F
13
111111 11111 11110 11111111111 IIII 111111 III 111111 III IIII
3638029 07/23/2009 12:00P Weld County, CO
14 of 14 R 0.00 D 0.00 Steve Moreno Clerk & Recorder
Esther Gesick
From:
Sent:
To:
Cc:
Subject:
Christine,
Esther Gesick
Friday, July 10, 2009 9:46 AM
'Christine Hoth'; Bruce Barker
Kim Ogle; Richard Hastings; Donna Bechler; Joel Rosenstein; Kjmr Lundo Jakobsen; 'Jane
Vandal Ausum'; Sharon Kahl
RE: Vestas/Weld County Signed documents
Thanks for your speedy work on this. The On -Site Improvements Agreement is scheduled for
consideration by the Commissioners on Monday, July 13th. Once both Agreements and
Resolutions are signed, we will return one original of each of the agreements and a copy of
the signed Resolutions.
Thanks again for your assistance!
Esther E. Gesick
Deputy Clerk to the Board
Weld County, Colorado
915 10th Street
Greeley, CO 80631
(970)356-4000 X4226
(970)352-0242 (fax)
Original Message
From: Christine Hoth [mailto:CHoth@sennlaw.com]
Sent: Friday, July 10, 2009 8:15 AM
To: Esther Gesick; Bruce Barker
Cc: Kim Ogle; Richard Hastings; Donna Bechler; Joel Rosenstein; Kjr Lundo Jakobsen; 'Jane
Vandal Ausum'
Subject: RE: Vestas/Weld County Signed documents
Esther and Bruce,
My apologies for the oversight of the signature on page 10.
Attached is a pdf signed copy from Mr. Jakobsen signed on page 10 on behalf of Vestas.
Please let me know if you require anything further.
Regards,
Chris Hoth
Christine Rothe Hoth
Attorney
SENN VISCIANO P.C.
1801 California #4300
Denver CO 80202
Phone: (303) 298-1122
Fax: (303) 296-9101
Email: CHoth@SennLaw.com
www.SennLaw.com
This electronic mail transmission and any accompanying documents contain information
belonging to the sender which may be confidential and legally privileged. This information
is intended only for the use of the individual or entity to whom this electronic mail
1
transmission was sent as indicated above. Any disclosure, copying, distribution, or action
taken in reliance on the contents of the information contained in this transmission is
strictly prohibited. If you have received this transmission in error, please delete the
message and notify us by calling 303-298-1122 or e -mailing choth@sennlaw.com.
DISCLOSURE UNDER IRS CIRCULAR 230: Any tax advice contained in this communication (including
any attachments) is not intended or written to be used, and may not be used, by a taxpayer
for the purpose of avoiding tax penalties under United States federal tax laws or promoting,
marketing or recommending to another party any tax related transaction or matter addressed
herein.
Original Message
From: Esther Gesick [mailto:egesick@co.weld.co.us]
Sent: Thursday, July 09, 2009 5:03 PM
To: Bruce Barker
Cc: Kim Ogle; Richard Hastings; Christine Hoth; Donna Bechler
Subject: RE: Vestas/Weld County Signed documents
Bruce,
It's page 10 of this agreement (approved back on 7/6/09) that is lacking signature on both
the originals and the .pdf version. I am providing a cc: copy of this message for Christine
Hoth to request that they print out the scanned blank page, have it signed by Ole Jakobsen,
scan and e-mail us that page to complete this document.
Thanks!
Esther E. Gesick
Deputy Clerk to the Board
Weld County, Colorado
915 10th Street
Greeley, CO 80631
(970)356-4000 X4226
(970)352-0242 (fax)
Original Message
From: Bruce Barker
Sent: Thursday, July 09, 2009 2:16 PM
To: Esther Gesick
Subject: FW: Vestas/Weld County Signed documents
Importance: High
One of these is the signed "On -site Agreement."
Original Message
From: Esther Gesick
Sent: Thursday, July 09, 2009 10:58 AM
To: Kim Ogle; Bruce Barker
Cc: Richard Hastings; 'Donna Bechler'
Subject: Vestas Agreements
Kim,
2
Two duplicate original Long -Term Road Maintenance and Improvements Agreements (approved on
7/6/09) arrived; however, the applicant failed to sign Exhibit A. Bruce said he has a .pdf
of a signature which we can use.
Secondly, two duplicate original Improvements Agreement According to Policy Regarding
Collateral for On -Site Improvements arrived; however, the postal delivery did not include the
original Letter of Credit. Was it supposed to come separately?
The Resolution is drafted and we've listed this matter on the Agenda for Monday, pending
delivery of the collateral.
Esther E. Gesick
Deputy Clerk to the Board
Weld County, Colorado
915 10th Street
Greeley, CO 80631
(970)356-4000 X4226
(970)352-0242 (fax)
Original Message
From: Christine Hoth [mailto:CHoth@sennlaw.com]
Sent: Tuesday, July 07, 2009 7:29 AM
To: Bruce Barker
Cc: Joel Rosenstein; Bob Bowell (bob.bowell@nolte.com)
Subject: Vestas/Weld County Signed documents
Importance: High
Bruce,
Attached are copies of the two agreements signed by Vestas.
By the email below, you can see the tracking number for the overnight delivery of originals.
Please call with any questions.
Regards,
Chris
Christine Rothe Hoth
Attorney
SENN VISCIANO P.C.
1801 California #4300
Denver CO 80202
Phone: (303) 298-1122
Fax: (303) 296-9101
Email: CHoth@SennLaw.com <http://console.mxlogic.com/redir/?Ief8IETd79JBBd-
UVOcSjDdqymo92jUgfQN0-
lcrwjyucDRI1Z0qz6Iu1UurLOoVcsCejd7ar1KVKNeI0oaFY87WoVsSe7f6zBdwQsCQkS73hOepspvdIK6MPZ9Xj05Y20
Qg2lmUjb6y0Qg34ycfgd425rdG_2t3s_3VU3zg9JYSOOC_ssyyrbZOkFvGVLH7>
www.SennLaw.com
<http://console.mxlogic.com/redir/?5xNV5B6VEVdIIFLT7e9CM0lfx0_j7bUrLOOVcsCejd7ar1KVKNeI0oaFY8
7WoVsSe7f6zBdwQsCQkS73hOepspvdIK6MPZ9Xj05YZ0Qg21mUjb6y0Qg34ycfgd425rdG_2t3s_3VU3zgpJYS00C_ssy
yrbZOkFvGVLH7>
This electronic mail transmission and any accompanying documents contain information
belonging to the sender which may be confidential and legally privileged. This information
is intended only for the use of the individual or entity to whom this electronic mail
transmission was sent as indicated above. Any disclosure, copying, distribution, or action
taken in reliance on the contents of the information contained in this transmission is
strictly prohibited. If you have received this transmission in error, please delete the
3
message and notify us by calling 303-298-1122 or e -mailing choth@sennlaw.com
<http://console.mxlogic.com/redir/?Ief8IETd79JBBd-UVNc5jDdgymO9ZjUgfQNO-
lcrwjyucDRIlZ0gz6Iu1UurLOoVcsCejd7ar1KVKNeIOoaFY87WOVs5e7f6zBdwQsCQk573hOepspvdIK6MPZ9Xj05YZO
Qg2lmUjb6y0Qg34ycfgd425rdG_2t3s_3VU3zr9JYSOOC_ssyyrbZOkFvGVLH7> .
DISCLOSURE UNDER IRS CIRCULAR 230: Any tax advice contained in this communication (including
any attachments) is not intended or written to be used, and may not be used, by a taxpayer
for the purpose of avoiding tax penalties under United States federal tax laws or promoting,
marketing or recommending to another party any tax related transaction or matter addressed
herein.
From: Jane Vandal Ausum [JAVA@vestas.com]
Sent: Tuesday, July 07, 2009 1:58 AM
To: Christine Hoth; Kjr LundO Jakobsen; bob.bowell@nolte.com; Joel Rosenstein
Cc: Ole Preben Borup Jakobsen
Subject: Signed documents
Dear all
Attached please find the 2 documents duly signed by Mr. Ole Borup Jakobsen. Both documents
are made in 2 originals and will be sent to Bruce Barker in Greeley today by UPS with
tracking number 1Z 513 A49 04 9321 3111.
Yours sincerely / Med venlig hilsen
Jane Vandal Ausum
Executive Secretary
Vestas Blades A/S
T: +45 9730 6665
F: +45 9730 6623
M: +45 22669292
java@vestas.com
<http://console.mxlogic.com/redir/?5xNV5B6VEVdIIFLT7e9CM0hDWj5DbUrLOoVc5Cejd7arhKVKNeIOoaFY87
WoVsSe7f6zBdwQsCQkS73hOepspvdIK6MPZ9Xj05YZ0Qg21mUjb6y0Qg34ycfgd425rdG_2t3s_3VU3zr1JYSOOC_ssyy
rbZOkFvGVLH7>
Company reg. name: Vestas Blades A/S.
This e-mail is subject to our e-mail disclaimer statement.
Please refer to www.vestas.com/legal/notice
<http://console.mxlogic.com/redir/?5xNV5B6VEVdIIFLT7e9CM0hDWjSDbUvV7jYxm5HurLOoVc5Cejd7arhKVK
NeI0oaFY87WoVsSe7f6zBdwQsCQkS73hOepspvdIK6MPZ9Xj05YZOQg21mUjb6y0Qg34Ycfgd425rdG_2t3s_3VU3zrVJ
YSOOC_ssyyrbZOkFvGVLH7>
4
Esther Gesick
From:
Sent:
To:
Cc:
Subject:
Esther Gesick
Friday, July 10, 2009 9:46 AM
'Christine Hoth'; Bruce Bather
Kim Ogle; Richard Hastings; Donna Bechler; Joel Rosenstein; Kjaer Lunde Jakobsen; 'Jane
Vandal Ausum'; Sharon Kahl
RE: Vestas/Weld County Signed documents
Christine,
Thanks for your speedy work on this. The On -Site Improvements Agreement is scheduled for
consideration by the Commissioners on Monday, July 13th. Once both Agreements and
Resolutions are signed, we will return one original of each of the agreements and a copy of
the signed Resolutions.
Thanks again for your assistance!
Esther E. Gesick
Deputy Clerk to the Board
Weld County, Colorado
915 10th Street
Greeley, CO 80631
(970)356-4000 X4226
(970)352-0242 (fax)
Original Message
From: Christine Hoth [mailto:CHoth@sennlaw.com]
Sent: Friday, July 10, 2009 8:15 AM
To: Esther Gesick; Bruce Barker
Cc: Kim Ogle; Richard Hastings; Donna Bechler; Joel Rosenstein; Kjmr Lunde Jakobsen; 'Jane
Vandal Ausum'
Subject: RE: Vestas/Weld County Signed documents
Esther and Bruce,
My apologies for the oversight of the signature on page 10.
Attached is a pdf signed copy from Mr. Jakobsen signed on page 10 on behalf of Vestas.
Please let me know if you require anything further.
Regards,
Chris Hoth
Christine Rothe Hoth
Attorney
SENN VISCIANO P.C.
1801 California #4300
Denver CO 80202
Phone: (303) 298-1122
Fax: (303) 296-9101
Email: CHoth@Sennlaw.com
www.SennLaw.com
[.e 11
,,;(74.‘rd
This electronic mail transmission and any accompanying documents contain information
belonging to the sender which may be confidential and legally privileged. This information
is intended only for the use of the individual or entity to whom this electronic mail
1
Hello