HomeMy WebLinkAbout20071170.tiff RESOLUTION
RE: APPROVE SALE OF REAL ESTATE TO NORTH RANGE BEHAVIORALHEALTHAND
AUTHORIZE CHAIR TO SIGN ANY NECESSARY DOCUMENTS
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,Weld County currently owns property located adjacent to the north Weld County
Business Park, and
WHEREAS,North Range Behavioral Health,a Colorado non-profit corporation(hereinafter,
North Range Behavioral Health), desires to purchase said property, which is more specifically
described and shown in the attached Exhibit"A", and
WHEREAS,North Range Behavioral Health plans to build a facility on said property and
thereafter be used as a clinic to provide mental health services serving primarily Weld County
residents for the next ten (10) year period, and
WHEREAS,after review,the Board deems it advisable to authorize and approve the sale
of the real estate described in the attached Exhibit"A"to North Range Behavioral Health, for the
consideration as described in the agreement for such sale.
NOW,THEREFORE,BE IT RESOLVED by the Board of County Commissioners of Weld
County,Colorado,that the Sale of Real Estate described in the attached Exhibit"A"be, and hereby
is authorized and approved for the consideration as described in the agreement for such sale which
has been presented to the Board.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign any and all necessary documents to effectuate the sale.
2007-1170
PR0029
fig1/1'7, N�16//Cia�fJ D'-iy �7
SALE OF REAL ESTATE TO NORTH RANGE BEHAVIORAL HEALTH
PAGE 2
The above and foregoing Resolution was,on motion duly made and seconded, adopted by
the following vote on the 25th day of April, A.D., 2007.
BOAR. OF COUNTY COMMISSIONERS
WEL COUNTY, COLORADO
ATTEST: Lift*
�
.a ' D.lid E. Long, Chair
Weld County Clerk to the Bo t61 t$petit
74,}9FUSED
"�I� m Jerk -Tem r
Deputy CIeriCto the Board
William F. Garcia
APPROVED As_TQ-F EXCUSED
/
Robert D. Masden
ounty Attorney - 2
Douglas ademache
Date of signature: ' /c7.0 7 J\
2007-1170
PR0029
SPECIAL WARRANTY DEED
THIS DEED, Made this 25th day of April, 2007,between the County of Weld, a body politic and
corporate of the State of Colorado, by and through the Board of County Commissioners of the
County of Weld,grantor, and whose legal address is 915 10th Street,Greeley, Colorado 80631,and
North Range Behavioral Health, a Colorado non-profit corporation, whose address is 1306 11th
Avenue, Greeley, Colorado 80631, grantee:
WITNESSETH, That the grantor(s), for and in consideration of the sum of ten DOLLARS
($10.00),the receipt and sufficiency of which is hereby acknowledged,has granted,bargained,sold
and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto the
grantee(s), its heirs and assigns forever, all the real property, together with improvements, in any,
statute, lying and being in the County of Weld, State of Colorado, to wit:
The real property described and shown in the attached Exhibit "A."
TOGETHER with all and singular the hereditaments and appurtenances thereto belonging,or
in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues
and profits thereof, and all the estate, right, title, interest, claim and demand whatsoever of the
grantor either in law or equity, of, in and to the above bargained premises with the hereditaments
and appurtenances:
TO HAVE AND TO HOLD the said premises above bargained and described with the
appurtenances, unto the grantee, its heirs and assigns forever. The grantor for itself, its heirs and
personal representatives or successors, does covenant and agree that it shall and will WARRANT
AND FOREVER DEFEND the above bargained premises in the quiet and peaceable possession of
the grantee, its heirs and assigns, against all and every person or persons claiming the whole or any
part thereof, by, through or under the grantor.
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IN WITNESS WHEREOF, the grantor has executed this deed on the date set forth above.
COUNTY OF WELD, a body corporate and
�® politic of the STATE OF COLORADO, by
���� and through the BOARD OF COUNTY
61 ' `OMMISSIONERS OF THE COUNTY OF
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ATTEST: ' J LD
e y.uty Clerk to the Board 1661 l
%,+t
f avid E. Long, Chairman , APR 2 5 2007
STATE OF COLORADO )
) ss.
County of Weld County )
The forgoing instrument was acknowledged before me thisg5 Tray of April,2007,by David
E. Long, Chairman, Board of County Commissioners of the County of Weld, a body corporate and
politic of the State of Colorado.
Witness my hand and official seal.
.ff?P 'B..S,.
O:NOTARY:�;,114 4141/41.4 e s'AP_A
t u;,•,?UBLi ,
My commission expires: `9�oFP '
My Commission EspiresApril 70,2008
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Exhibit "A"
All of the real property described as follows:
Township 6 North, Range 65 West, 6`h P.M., Weld County
Section 31: Tract B of Weld County Business Park,a Planned Unit Development,being part
of the NE '/<
Lot 2, of Amended Tract B Minor Subdivision
Weld County Business Park P.U.D.
City of Greeley, County of Weld, Colorado
Recorded April 6, 2007
Reception No. 3467231
111111111111111111111111111111111111111 I I 111111 11111111
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46i
DEED OF TRUST
THIS DEED OF TRUST, dated April 25, 2007, between North Range Behavioral Health, a
Colorado non-profit corporation, whose address is 1306 11th Avenue, Greeley Colorado 80631, and
the PUBLIC TRUSTEE of the County or City and County in which the property described below is
situated, in the State of Colorado,
Witness:
The grantor, Board of County Commissioners of Weld County, (hereinafter referred to as he),
to secure a promissory note or notes, hereinafter referred to in the singular, dated April 25, 2007, for
the total principal sum of Four hundred and three thousand, three hundred and eighty-four and
20/100 dollars, ($403,384.20), payable to the order of the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, the beneficiary herein, whose address
is 915 Tenth Street, Greeley, Colorado 80631, after the date thereof, with no interest thereon and
subject to the provisions and conditions for forgiveness as set forth in said promissory note, does
hereby grant and convey unto said Public Trustee the following described property, situate in the
County of Weld, State of Colorado, to wit:
The real property described and shown in the attached Exhibit "A."
TO HAVE AND TO HOLD the same together with all its appurtenances, in trust
nevertheless, that in case of default in the payment of said note or any part thereof, or in the
performance of any covenants hereinafter set forth, then upon the beneficiary(note holder) filing
notice of election and demand for sale, said Public Trustee, after advertising notice of said sale
weekly, for not less than four weeks, in some newspaper of general circulation in said county, shall
sell said property in the manner provided by law in effect at the time of filing said notice and
demand, at public auction for cash, at any proper place designated in the notice of sale. Out of the
proceeds of said sale said Trustee shall retain or pay first all fees, charges and costs and all moneys
advanced for taxes, insurance and assessments, or on any prior encumbrance, with interest thereon,
and pay the principal then due on said note, rendering the overage (if any) unto the grantor; and after
the expiration of the time of redemption, said Trustee shall execute and deliver to the purchaser a
deed to the property sold. The beneficiary may purchase said property or any part thereof at such
sale.
The grantor covenants that at the time of delivery of these presents, he is seized of said
property in fee simple, and that said property is free of encumbrances, except: No exceptions.
The grantor also covenants that all buildings will be insured with a company approved by the
beneficiary for fire and extended coverage in an amount equal to the unpaid balance of said note with
loss payable to the beneficiary, will deliver a copy of the policy to the beneficiary, and will pay all
taxes and assessments against said property and amounts due on prior encumbrances. If grantor shall
fail to pay insurance premiums, taxes, or amounts due on prior encumbrance, the beneficiary may
pay the same and all amounts shall become additional indebtedness due hereunder, and in case of
foreclosure, grantor will pay all attorney's fees incurred by the beneficiary.
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Should the beneficiary hereunder be made a party to any action affecting this deed of trust or
the title to said property, the grantor agrees that all court costs and a reasonable attorney's fee paid by
the beneficiary shall become additional indebtedness due hereunder, and the grantor does hereby
release and waive all claims in said property as a homestead exemption or other exemption now or
hereafter provided by law.
It is agreed that in case of default in payment of said principal or a breach of any of the
covenants herein, then said principal sum hereby secured may at the option of the beneficiary
become due and payable at once, anything in said note to the contrary not withstanding and
possession of said property will thereupon be delivered to the beneficiary, and on failure to deliver
such possession the beneficiary shall be entitled to a receiver for said property, who may be
appointed by any court of competent jurisdiction.
Whenever used herein the singular number shall include the plural, the plural the singular,
and the use of any gender shall be applicable to all genders. All of the covenants herein shall be
binding upon the respective heirs, personal representatives, successors, and assigns of the parties
hereto.
Executed the day and year first above written.
NORTH RANGE BEHAVIORAL HEALTH
By: _1� 4f /l/a
Wayne . Maxwell, Executive Director
STATE OF COLORADO )
) ss.
County of Weld )
The foregoing instrument was acknowledged Argityy of April, 2007, by:
Wayne A. Maxwell, Executive Director, N ral Health.
WITNESS my hand and official seal
:EP( f1 erei 4
I Ni o -
t J. ic
My commission expires: /O 7 0
When recorded return to: n+ycmw�vres 10-07-2008
Bruce T. Barker
Weld County Attorney
P.O. Box 1948
Greeley, Colorado 80632
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Exhibit "A"
All of the real property described as follows:
Township 6 North, Range 65 West, 6th P.M., Weld County
Section 31: Tract B of Weld County Business Park, a Planned Unit Development,being part
of the NE %4
Lot 2, of Amended Tract B Minor Subdivision
Weld County Business Park P.U.D.
City of Greeley, County of Weld, Colorado
Recorded April 6, 2007
Reception No. 3467231
111111111111111111111111111111111111111 III 11111 1111 I I I I
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462
PROMISSORY NOTE WITH PROVISION FOR FORGIVENESS
$403,384.20 Greeley, Colorado
April 25, 2007
The undersigned, North Range Behavioral Health, a Colorado non-profit corporation, hereinafter
referred to as "Maker", hereby promises to pay to the order of the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, the sum of four
hundred and three thousand, three hundred and eighty-four and 20/100 dollars ($403,384.20), to
be repaid without interest in ten (10) equal annual installments, due and payable commencing
one year from the making of this Note, and continuing each year thereafter until full and final
payment is made, as reflected in the attached Exhibit "A". Each annual payment will be excused
if, and only if, on the anniversary date, the Maker is the legal and equitable owner of the real
estate described and shown in the attached Exhibit "B" (hereinafter referred to as "the real
estate") for the purpose of conducting the business of providing mental health services primarily
to Weld County residents, and the Maker has been continuously the owner and occupant and user
throughout the proceeding 365 days. The principal balance shall be reduced by the amount of
any excused payment. Notwithstanding the forgoing provision, if the Maker ceases to own the
real estate, or if the real estate has not been used for the proceeding 365 days for the purpose of
conducting the business of providing mental health services primarily to Weld County residents,
or if the real estate is the subject of a "prohibited" transfer, as defined herein, at any time before
April 25, 2018, the entire balance of this Note shall become due and payable immediately.
For purposes of this Note, a "prohibited" transfer includes the sale or other transaction involving
the conveyance of the legal or equitable title or interest to the real estate, effective immediately or
effective at a future date, and includes an option to purchase exercisable at any time before April
• d 25, 2018. A "prohibited" transfer does not include:
a
e 1. The creation of a lien or encumbrance subordinate to the Deed of Trust securing S.
"Y this Note;
;42
0 2. The transfer of title by devise or descent, or by operation of law upon the death of
3 a joint tenant; or
CL 3. A sale or other transfer to which the Board of County Commissioners of the
County of Weld consents to in writing. Notwithstanding any other provision of
o
g this paragraph, said Board of County Commissioners shall have no right to declare
oc a default if the County of Weld, State of Colorado and the transferee mutually
agree in writing to the assumption of the indebtedness by the transferee.
o
as
¢ This Note may be subordinated to another mortgage for the purpose of financing.
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The Maker hereby acknowledges that the County of Weld, State of Colorado, by and through the
Board of County Commissioners of Weld County has transferred to it the real estate with current
market value as of the date of the signing of this Note in the amount shown above, for the
purpose of the development of a business located on said real estate, and that one of the
conditions for forgiveness of this Note is that the Maker continues to own the real estate and
continues to occupy and use the real estate for the purpose of conducting the business of
providing mental health services, for at least ten(10) years from the date of the Note. The
undersigned further acknowledges that one of the purposes of this Note and the Deed of Trust
given to secure it is to assure compliance with such conditions. The undersigned further
acknowledges that the transfer of the hereinafter described real estate to it constitutes sufficient
and adequate consideration for this Note.
The indebtedness evidenced by this Note is secured by a Deed of Trust, dated April 25, 2007,
and, until released, said Deed of Trust contains additional rights of the note holder. The real
estate subject to this Note and the Deed of Trust securing it is identified as follows:
The real property is described and shown in the attached Exhibit "B".
NORTH RANGE BEHAVIORAL HEALTH
By: (0 it-e. we
Wayne it Maxwell, Executive Director
SUBSCRIBED AND SWORN to before me this - sway of April, 2007.
WITNESS my hand and official seal: A,"
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My commission expires: /0/706 ���9j•.. Q�J
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Page 2 of 2 Pages
9VC7 - 1170
Exhibit "A"
Original Balance: $403,384.20
Year Payment Date Balance after Payment
April 25, 2007 to April 25, 2008 April 25, 2008 $363,045.78
April 25, 2008 to April 25, 2009 April 25, 2009 $322,707.36
April 25, 2009 to April 25, 2010 April 25, 2010 $282,368.94
April25 , 2010 to April 25, 2011 April 25, 2011 $242,030.52
April25, 2011 to April25, 2012 April25, 2012 $201,692.10
April 25, 2012 to April 25, 2013 April 25, 2013 $161,353.68
April 25, 2013 to April 25, 2014 April 25, 2014 $121,015.26
April 25, 2014 to April 25, 2015 April 25, 2015 $ 80,676.84
April 25, 2015 to April 25, 2016 April 25, 2016 $ 40,338.42
April 25, 2016 to April 25, 2017 April25, 2017 $ 0
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Exhibit "B"
All of the real property described as follows:
Township 6 North, Range 65 West, 6th P.M., Weld County
Section 31:Tract B of Weld County Business Park,a Planned Unit Development,being part
of the NE 'A
Lot 2, of Amended Tract B Minor Subdivision
Weld County Business Park P.U.D.
City of Greeley, County of Weld, Colorado
Recorded April 6, 2007
Reception No. 3467231
1111111 11111 1111111111 111111111111111 I I 11111 1111111
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111111111111111111IIIIIIII! 111111111111III11111IIIIPill
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Recording Requested By,
And After Recording, Return To:
WELLS FARGO BANK,
NATIONAL ASSOCIATION
5801 W. 11th Street
Greeley, Colorado 80634
Attn: Ehren Hunter
SUBORDINATION AGREEMENT
(DEED OF TRUST)
NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE
REAL PROPERTY DESCRIBED HEREIN BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN
THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT.
THIS SUBORDINATION AGREEMENT (this "Agreement") is entered into as of June 15, 2007, by
and among North Range Behavioral Health, a Colorado non-profit corporation,the owner of the real
property described below("Owner"), the County of Weld, State of Colorado, by and through the Board of
County Commissioners of Weld County,the present owner and holder of the deed of trust and promissory
note first identified below("Beneficiary"), and WELLS FARGO BANK, NATIONAL ASSOCIATION
("Bank").
RECITALS
A. North Range Behavioral Health executed a deed of trust dated as of April 25, 2007, to the
Public Trustee of the County of Weld, as Trustee, and for the benefit of Beneficiary (the "Subordinated
Deed of Trust"), to secure a promissory note dated as of April 25, 2007, in the principal amount of
$403,384.20 and payable to County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, which Subordinated Deed of Trust was recorded on May 3, 2007, at
Reception No. 3473461 of the Official Records of the Clerk and Recorder for Weld County, Colorado, and
covers the real property described on Exhibit A attached hereto and incorporated herein by this reference
(the"Property").
B. North Range Behavioral Health has executed a Financing Agreement, dated as of June
1, 2007 (the "Financing Agreement"), in favor of the Weld County(the"County"), and the County has
executed a Revenue Bond (North Range Behavioral Health Project) Series 2007, dated June 1, 2007 (the
"Bond"),for the sum of$3,500,000.00, with the final maturity being June 15, 2027, payable to the order of
the Wells Fargo Bank, N.A., as the current Registered Owner of the Bond, and which is or will be secured
by a deed of trust covering the Property (the "Bank Deed of Trust").
C. As a condition to Bank making, or continuing to extend credit under, the Financing
Agreement and the Bond, Bank requires that the security of the Bank Deed of Trust therefor be
unconditionally and at all times remain a lien or charge on the Property prior and superior to the lien or
charge of the Subordinated Deed of Trust thereon, and that Beneficiary specifically and unconditionally
subordinates the lien or charge of the Subordinated Deed of Trust to the lien or charge of the Bank Deed
of Trust.
C-530CO.DOC(Rev.04/05) -1-
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NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agrees as follows:
1. SUBORDINATION.
(a) The Bank Deed of Trust and any and all extensions, renewals, modifications or
replacements thereof shall be and at all times remain a lien or charge on the Property prior and superior
to the lien or charge of the Subordinated Deed of Trust.
(b) Beneficiary acknowledges that Bank would not make, or continue to extend credit under,
the Financing Agreement and the Bond without this Agreement.
(c) Beneficiary intentionally and unconditionally waives, relinquishes and subordinates the
priority and superiority of the lien or charge of the Subordinated Deed of Trust to the lien or charge on the
Property of the Bank Deed of Trust(including liens and charges thereunder securing all future advances
of the Bank Loan and other advances contemplated thereunder), and Beneficiary understands that in
reliance upon and in consideration of this waiver, relinquishment and subordination, specific loans and
advances are being and will be made by Bank and, as a part and parcel thereof, specific monetary and
other obligations are being and will be entered into which would not be made or entered into but for said
reliance upon this waiver, relinquishment and subordination.
(d) Beneficiary has placed an endorsement on the promissory note secured by the
Subordinated Deed of Trust that the Subordinated Deed of Trust has, by this instrument, been
subordinated to the lien or charge of the Bank Deed of Trust.
(e) Beneficiary acknowledges that it has such information with respect to the Bank Loan, and
all of the loan documents executed in connection therewith, including without limitation the above-
described promissory note, as Beneficiary deems necessary in order to make the subordination provided
herein. Beneficiary further agrees that Bank, in making disbursements under the Financing Agreement, is
under no obligation or duty to, nor has Bank represented that it will, see to the application of such
proceeds by the person or persons to whom Bank distributes such proceeds, and any application or use
of such proceeds for purposes other than those for which they were intended shall not defeat the
subordination contained herein in whole or in part.
(f) This Agreement constitutes the whole and only agreement between the parties hereto
with regard to the subordination of the lien or charge of the Subordinated Deed of Trust to the lien or
charge of the Bank Deed of Trust; there are no agreements(written or oral)outside or separate from this
Agreement with respect to the subject matter hereof; and all prior negotiations with respect thereto, if any,
are merged into this Agreement. This Agreement shall supersede and cancel, but only insofar as would
affect the priority between the Subordinated Deed of Trust and the Bank Deed of Trust, any prior
agreements as to such subordination, including without limitation,those provisions, if any, contained in
the Subordinated Deed of Trust which provide for the subordination of the lien of the Subordinated Deed
of Trust to the lien of a deed of trust or mortgage affecting the whole or any part of the Property.
2. MISCELLANEOUS.
(a) Notices. All notices, requests and demands which any party is required or may desire to
give to any other party under any provision of this Agreement must be in writing delivered to each party at
the address set forth below its signature, or to such other address as any party may designate by written
notice to all other parties. Each such notice, request and demand shall be deemed given or made as
follows: (i) if sent by hand delivery, upon delivery; (ii) if sent by mail, upon the earlier of the date of receipt
or three (3) days after deposit in the U.S. mail,first class and postage prepaid; and (iii) if sent by telecopy,
upon receipt.
C-530_CO.DOC(Rev.04/05) -2-
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(b) Costs, Expenses and Attorneys' Fees. If any party hereto institutes any arbitration or
judicial or administrative action or proceeding to enforce any provisions of this Agreement, or alleging any
breach of any provision hereof or seeking damages or any remedy, the losing party or parties shall pay to
the prevailing party or parties all costs and expenses, including reasonable attorneys' fees (to include
outside counsel fees and all allocated costs of such prevailing party's in-house counsel), expended or
incurred by the prevailing party or parties in connection therewith, whether incurred at the trial or
appellate level, in an arbitration proceeding or otherwise, and including any of the foregoing incurred in
connection with any bankruptcy proceeding (including without limitation, any adversary proceeding,
contested matter or motion brought by Bank or any other person) relating to Owner, Beneficiary or any
other person or entity.
(c) Further Assurances. At the request of any party hereto, each other party shall execute,
acknowledge and deliver such other documents and/or instruments as may be reasonably required by the
requesting party in order to carry out the purpose of this Agreement, provided that no such document or
instrument shall modify the rights and obligations of the parties provided herein.
(d) Successors: Assigns: Amendment. This Agreement shall be binding upon and inure to
the benefit of the heirs, executors, administrators, legal representatives, successors and assigns of the
parties. This Agreement may be amended or modified only in writing signed by all parties hereto.
(e) Severability of Provisions. If any provision of this Agreement shall be held to be
prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such
prohibition or invalidity, without invalidating the remainder of such waiver or other provision or any
remaining provisions of this Agreement.
(f) Counterparts. This Agreement may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute and be construed as one and
the same instrument.
(g) Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Colorado.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above
written.
OWNER: BANK:
WELLS FARGO BANK,
NORTH RANGE BEHAVIORAL HEALTH NATIONAL ASSOCIATION
By: &der- 47r-^e,6' By:
Title: Executive Director Title: Vice President
Address: 1306 11th Avenue Address: 5801 W. 11th Street
Greeley, CO 80631 Greeley, CO 80634
C-530_CO.DOC(Rev. 04/05) -3-
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NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH MAY ALLOW THE
PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OF
WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND.
BENEFICIARY:
COUNTY OF WELD, STATE OF COLORADO,
By and through the Board of County Commissioners of Weld County
By:
Title:
Address: 915 10th Street
Greeley, CO 80632
STATE OF COLORADO
) ss.
COUNTY OF WELD
The foregoing instrument was acknowledged before me this j5 day of June 2007 by Wayne
Maxwell, as Executive Director of North Range Behavioral Health, a nonprofit corporation.
V44T,NESS'my hand and official seal.
Notary Public for the State of Colorado
rL � , \\., :
i
Twy Commission-'Expires:
o/a4lo9
STATE OF COLORADO
ss.
COUNTY OF WELD
The foregoing instrument was acknowledged before me this day of June 2007 by
, a Vice President, of Wells Fargo Bank, N.A., a national banking association.
WITNESS my hand and official seal.
[SEAL]
Notary Public for the State of Colorado
My Commission Expires:
C-530_CO.DOC(Rev. 04/05) -4-
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(b) Costs, Expenses and Attorneys' Fees. If any party hereto institutes any arbitration or
judicial or administrative action or proceeding to enforce any provisions of this Agreement,or alleging any
breach of any provision hereof or seeking damages or any remedy,the losing party or parties shall pay to
the prevailing party or parties all costs and expenses, including reasonable attorneys'fees (to include
outside counsel fees and all allocated costs of such prevailing party's in-house counsel), expended or
incurred by the prevailing party or parties in connection therewith, whether incurred at the trial or
appellate level, in an arbitration proceeding or otherwise, and including any of the foregoing incurred in
connection with any bankruptcy proceeding (including without limitation, any adversary proceeding,
contested matter or motion brought by Bank or any other person) relating to Owner, Beneficiary or any
other person or entity.
(c) Further Assurances. At the request of any party hereto, each other party shall execute,
acknowledge and deliver such other documents and/or instruments as may be reasonably required by the
requesting party in order to carry out the purpose of this Agreement, provided that no such document or
instrument shall modify the rights and obligations of the parties provided herein.
(d) Successors; Assigns; Amendment. This Agreement shall be binding upon and inure to
the benefit of the heirs, executors, administrators, legal representatives, successors and assigns of the
parties. This Agreement may be amended or modified only in writing signed by all parties hereto.
(e) Severability of Provisions. If any provision of this Agreement shall be held to be
prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such
prohibition or invalidity, without invalidating the remainder of such waiver or other provision or any
remaining provisions of this Agreement.
(f) Counterparts. This Agreement may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute and be construed as one and
the same instrument.
(g) Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Colorado.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above
written.
OWNER: BANK:
WELLS FARGO BANK,
NORTH RANGE BEHAVIORAL HEALTH NATIONAL A IATION
By: By:
Title: Executive Director Titl : Ass s nt Vice President
Address: 1306 11th Avenue Address: 5801 W. 11th Street
Greeley, CO 80631 Greeley, CO 80634
C-530 CO.DOC(Rev.04/05) -3-
1 IHIll 11111 111111 11111 1111 11111 1111111 III 11111 1111 I H I
• 3484712 06/20/2007 12:19P Weld County, CO
6 of 9 R 46.00 D 0.00 Steve Moreno Clerk & Recorder
NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH MAY ALLOW THE
PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OF
WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND.
BENEFICIARY:
COUNTY OF WELD, STATE OF COLORADO,
By and through the Board of County Commissioners of Weld County
By:
Title:
Address: 915 10th Street
Greeley, CO 80632
STATE OF COLORADO
) ss.
COUNTY OF WELD
The foregoing instrument was acknowledged before me this day of June 2007 by Wayne
Maxwell, as Executive Director of North Range Behavioral Health, a nonprofit corporation.
WITNESS my hand and official seal.
[SEAL)
Notary Public for the State of Colorado
My Commission Expires:
STATE OF COLORADO
ss.
COUNTY OF WELD
84 p -04' g instrument was acknowledged before me this (c day of June 2007 by
E y" ,r ante:. : P. :r ant Vice President, of Wells Fargo Bank, N.A., a national banking association.
e rrr
i i tS ipy y:nd and official seal.
/
•
YOUT6DNERY; i
iO,
o
‘1 'OF CO, -9 Notary Public for a State op,C orado
1
M�1E1 11s�' : es:
1 J5J01
C-530_CO.DOC(Rev.04/05) -4-
. 1111111 11111 MINIIIM' III X111111 II I II III II II N
3484712 06/20/2007 12:19P Weld County, CO
7 of 9 R 46.00 D 0.00 Steve Moreno Clerk & Recorder
NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH MAY ALLOW THE
PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OF
WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND.
BENEFICIARY:
COUNTQF WELD, STATE OF COLORADO,
By and tkough t e Bo4rd County Commissioners of Weld County
By: , ct /�
Title: a l Cv&yn/n ,s s ; oJ 4.s
Address: 91510' St et
Greeley, CO 8Q 32
STATE OF COLORADO
) ss.
COUNTY OF WELD
The foregoing instrument was acknowledged before me this day of June 2007 by Wayne
Maxwell, as Executive Director of North Range Behavioral Health, a nonprofit corporation.
WITNESS my hand and official seal.
[SEAL]
Notary Public for the State of Colorado
My Commission Expires:
STATE OF COLORADO
) ss.
COUNTY OF WELD
The foregoing instrument was acknowledged before me this day of June 2007 by
, a Vice President, of Wells Fargo Bank, N.A., a national banking association.
WITNESS my hand and official seal.
[SEAL]
Notary Public for the State of Colorado
My Commission Expires:
C-530_CO.DOC(Rev. 04/05) -4-
•
1111111 11111 111111 11111 IIII 111111111111 III 11111 IIII IIII
3484712 06/20/2007 12:19P Weld County, CO
8 of 9 R 46.00 0 0.00 Steve Moreno Clerk & Recorder
STATE OF COLORADO
) ss.
COUNTY OF WELD ) L
The foregoing instrument was acknowledged before me this 1`1111 day of June, 2007, by David
Long, as Chairman of the Board of County Commissioners of Weld County, Colorado, a political
subdivision.
WITN 7. . and official seal.
& f N0TARYO�3 70-1i E�L1l,' Yfin"(
\PUBUG; ;/ Not a Public for the tate of Co orado
[NOTARIAL S..43,, c '.
My cornmiSSl 8 p11 vs
C-530_CO.DOC(Rev. 04/05) -5-
HID 11111 111111111111111111111111111 III 11111 IIII in
3484712 06/20/2007 12:19P Weld County, CO
9 of 9 R 46.00 D 0.00 Steve Moreno Clerk& Recorder
EXHIBIT A
TO
SUBORDINATION AGREEMENT
(DEED OF TRUST)
Legal Description of Property:
Township 6 North, Range 65 West,6'" P.M.,Weld County
Lot 2,Weld County Business Park Amended Tract B Minor Subdivision
City of Greeley, County of Weld, Colorado
Page 1 of 1
Stephanie Arries
From: Linnea Simons [Isimons@celaw.com]
Sent: Tuesday, June 12, 2007 8:21 AM
To: Stephanie Arries
Cc: bkline@kvfirm.com; JOHN RATTLE
Subject: RE: Wells Fargo financing for North Range Behavioral Health
Attachments: C-530_CO.doc
Hi Stephanie -
Attached is the final, completed Subordination Agreement for the Wells Fargo transaction with North Range
Behavioral Health. Brent Kline needs to receive an executed copy by June 14, 2007. His contact info is below.
Please call or email me with any questions. Linnea Simons
Brent J. Kline, Esq.
Kline Alvarado Veio, P.C.
1775 Sherman Street
Suite#1790
Denver,Colorado 80203
bkline@kvfirm.com
Linnea M. Simons
Caplan and Earnest LLC
The Confidence of Trusted Counsel ®
1800 Broadway, Suite 200
Boulder, CO 80302-5289
303-448-6717 (direct dial)
303-995-4480 (mobile)
303-443-8010 (main office)
Isimons@celaw.com
6/12/2007
Hello