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Home My WebLink About20260289 RECEIVED FEB 0 4 2026 - 111b***- TOWN OF OCHBUI 7 ELD COUNTY 'i MISSIONERS LOC H BU I E 703 WELD COUNTY ROAD 37 LOCHBUIE,COLORADO 80603 PHONE:(303)655-9308 FAx(303)655-9312 February 2,2026 IN COMPLIANCE WITH THE PROVISIONS OF SECTION 31-12-108(2)C.R.S.,please find enclosed a copy of the Notice published and will be published in the Brighton Blade on January 29th and the following three subsequent weeks,together with a copy of the Resolution and Petition concerning the annexation to the Town of Lochbuie of territory therein described and approved on January 20,2026 by the Town of Lochbuie Board of Trustees.The provisions of annexation laws of the State of Colorado require that such mailing be made to the Board of County Commissioners of the County,the County Attorney and to each Special District or School District having territory within the area to be annexed. Sincerely, 44'14 141-1412 ( Heather Bowen Town Clerk Enclosures: Notice of Hearing Map of Proposed Annexation Executed Annexation Petition Resolution 2026-04 re:Substantial Compliance&Setting Public Hearing Date CC. Pl_LOEkrrvo\ Crc TP1-tv)eaS(Sh1 ub\tc_ uJ Pto C-141 tiD 1 v-A.4\tr-.A\sR>cAsp,Low1zc,>tvngv3 ba\ ‘1/I01to ba1ts \\aus 2026-0289 i 1/2 21202 6 5:02:C3 PM 44611, Proposed Annexation - Dirt Factory to the Town of Lochbuie L r{ + R b i pit': - i A v i 4 1._.,.-,,.._. ., 1•.,., e ztet: .75- c , _u .;t-:'---N-.., 4. +r _ t BAl.•,. r: / ..._ Y..7 i. ,.rwL.�,:- rs.,-..,...+..;.esa«..'.wr4gf...3n-ym. Scale: 1:14070 Data!ayes that appear on tNs map may or may A lo . es not be accurate,currPub,or otherwise reliable DISCLAIMER This product has been developed solely for Internal use only byW eld County.The GIS database,application;and data In the product is sutiect to constant lunge and the accuracy and completeness cannot be and is not guaranteed The designation of lots or parcels or land uses in the database does not imply that the lots or parcels wen legally hasated or that the land uses comply with applicable State or Local law UNDER NO CIRCUMSTANCE SHAD ANY PART THE PRODUCT BE USED FOR FINAL DESIGN PURPOSES. WELD COUNTY MARES NO WARRANTIES OR GUARANTEES,EITHER EXPRESSED OR MPUED AS TO THE COMPLETENESS,ACCURACY,OR CORRECTNESS OF SLOI PRODUCT,NOR ACCEPTS ANY UABILUTY,ARISING FROM ANY INCORRE,^T,INCOMPLETE OR MISLEADING INFORMATION CONTAINED THEREIN. whether the proposed annexation as described in the Petition cornpfies with Section 30 ofArti- cle II of the Colorado Constitution and C.R.S. §§31-12-104 and 105,or such parts thereof, as may be required to establish eligibility for annexation under Part 1 of Chapter 31,Article 12 of said statutes.Any person may appear at this public hearing and present evidence and testimony related to the proposed annexation of the Property Into and by the Town. sectIon 1 The Town Clerk shall publish a Notice of Public Hearing once a week for four successive weeks in a newspaper of general circulation in the area proposed to be annexed, Public Notice with the first publication of such notice to be at least thirty days prior to the date of the hearing. NOTICE OF PUBLIC HEARING Section 4 The Town.ME aid Town Attomey NOTICE IS HEREBY GIVEN that a Petition are hereby directedlOWtl such actions, for Annexation of real property to and by including making anylepiilBrips,as are nec- the Town of Colorado(Town)has essay to comply with state law governing the been sub •_ Town and found to be process for annexing the Property. in substantial - with the applicable provisions of law.The Town's Board of Trust- Section 5 This Resolution shall be effective ees has adopted a Resolution setting a public immediately upon adoption. hearing to be held on Tuesday,March 3,2026 at 6:30 p.m.,ores soon as thereafter possible, ADOPTED THIS 20TH DAY OF JANUARY at the Lochbuie Town Hall,703 WCR37,Loch- 2026. buie,Colorado 60603 to detain**Whether the proposed annexation,as 6i the TOWN OF LOCHBUIE,COLORADO Petition for Annexation, Section 30 of Article II of the Constitution Jamie Jeffery and C.R.S.§§31-12-104 and SW or such Jamie Jeffery,Mayor parts thereof,as may be required -establish eligbility for annexation under Puitlof Chapter ATTEST: 31,Article 12 of said statutes. By:Heather Bowert i The Petition forAnnexation includes an annex- Heather Bowen,Town Clerk ahoy agreement that categorizes the property contemplated for annexation within the Town's EXHustik' Mixed Use zone district,as established by the Town of Lochbuie's Municipal Code. SCOTTS MIRACLE GRO ANNEXATION Any person may appear at this public hearing LEGAL DESCRIPTION and present evidence and testimony related to the proposed annexation of the Property Into A PARCEL OF LAND SITUATED IN THE and by the Town. SOUTHWEST AND NORTHWEST 1/4 Aof the Resolution is attached hereto. QF SECTION 29,TOWNSHIP 1 NORTH, copy RANGE 65 WEST OF THE 6TH PRINCIPAL Given tAi2Dlh dayof Janus 2026 • MERIDIAN,COUNTY OF WELD STATE OF January, COLORADO,BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: Heather COMMENCING AT THE SOUTHWEST 1/4 Town Clerk CORNER OF SAID SECTION 29 BEING A TOWN OF LOCHBUIE FOUND 2.5'ALUMINUM CAP'PLS 23027' FROM WHENCE THE WEST 114 CORNER COUNTIES OF WELD AND ADAMS OF SAID SECTION 29 BEING A FOUND STATE OF COLORADO 2.5'ALUMINUM CAP'PLS 38060'BEARS RESOLUTION NO.2026-04 NORTH 00'13'53'EAST,A DISTANCE OF 2654.03 FEETWITHALLBEARINGS HEREIN RELATIVE THERETO; A RESOLUTION OF THE BOARD OF THENCE NORTH 00°13'53'EAST ALONG TRUSTEES OF THE TOWN OF LOCHBUIE, THE WEST LINE OF THE SOUTHWEST COLORADO FINDING SUBSTANTIAL 1/4 OF SAID SECTION 29,A DISTANCE COMPLIANCE OF A PETITION TO ANNEX OF 1312.11 FEET TO THE SOUTHWEST REAL PROPERTY WITH THE APPLICABLE CORNER OF THE LAND DESCRIBED IN PROVISIONS OF CHAPTER 31,ARTICLE RECEPTION NUMBER 3290520; 12 OF THE COLORADO REVISED T THENCE NORTH 89'41 78'EAST ALONG UTES AND SETTING A PUBLIC IMMIOG THE SOUTH LINE OF SAID LAND DE- REGARDING SAME SCRIBED IN RECEPTION NUMBER WHEREAS,the Town of Lochbuie,Colorado 32D0620,A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID LAND (Town)is a statutory town acting through its DESCRIBED IN RECEPTION NUMBER Board of Trustees(Board)with power to annex 3290520 AND THE POINT OF BEGINNING; real property under Chapter 12,Article 12 of THENCE NORTH 00'13'53'EAST PARR(,: the Colorado Revised Statutes;and LEL WITH AND 30.00 FEET EAST OF-ThE' WEST LINE OF SAID SOUTHWEST I ;A WHEREAS,on January 13,2026,the oweees DISTANCE OF 1312.02 FEET TO A of real property,the Dirt Factory,a Gobi db 30.00 FEET SOUTHAND 30.00 -t. Limited Liability Company(Petitioner),submit OF THE WEST 1/4 CORNER - ?Y ted to the Town a written petition requesting the SECTION 29; annexation of certain real property into and by •"THENCE NORTH00°13'34'EASTPARALLEL the Town('Petition'),as further described in lrB AND 30.00 FEET EAST OF THE EX- ExeA(-Prcperty'),and has provided copies '` D WEST UNE OF THE NORTHWEST of aych Petfron to the Town's Clerk and the IM OF SAID SECTION 29,A DISTANCE ltrAn's$c6rd;and OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION WHEREAS,the Prop erty which is the subject NUMBER 4423589: of the Petition consists of approximately THENCE NORTH 89°30'11"EAST ALONG 52.006 acres situated,lying and being in SAID SOUTH LINE OF THE LAND DE- the County of Weld,State of Colorado,as SCRIBED IN RECEPTION NUMBER described in the Petition,and generally located 4423589,A DISTANCE OF 1858.08 FEET at the Northeast corner of County Road 37 and TO THE WESTERLY LINE OF THE LAND West 1-76 Frontage Road;and DESCRIBED AS'JAMES H.KILKER RIGHT OF WAY'RECORDED WITH COOT IN PROJ- WHEREAS,the Board has reviewed the ECT NUMBER 1 076-1(48)DATED 09/1977; Petition and finds the proposed Petition sub- THENCE SOUTH 36'54'43'WEST ALONG atentielly complies with C.R.S.§§31-12-104 THE WESTERLY LINE OF SAID'JAMES H. end 31-12-105,or such parts thereof as may KILKER RIGHT OF ANAY',A DISTANCE OF be required to establish eligibility under Part 2484.68 FEET; 1 of Chapter 31,Article 12 of saio statutes. THENCE SOUTH 42°3728'WEST ALONG THE WESTERLY LINE OF SAID'JAMES H. NOW,THEREFORE,BE TT RESOLVED KILKER RIGHT OF WAY',A DISTANCE OF by the Board of Trustees of the Town of 201.00 FEET; Lochbuie,Colorado that: THENCE SOUTH 36°54'43'WEST ALONG THE WESTERLY LINE OF SAID'JAMES H. Section 1 That the foregoing recitals and KILKER RIGHT OF WAY',A DISTANCE OF findings are incorporated herein as findings 170.00 FEET; and conclusions of the Town's Board. THENCE NORTH 53°05'12'WEST,A DIS- Section$ The Board makes the follow in TANCE OF 170.29 FEET TO THE POINT OF findings9 BEGINNING. and conclusions: CONTAINING 2,265,374 SQUARE FEET OR 52.006 ACRES OF LAND MORE OR LESS. a. The Board finds the proposed Petition sub- stantially complies with C.R.S.§§31-12-104 Legal Notice No.BSB4304 and 31-12-105,or such parts thereof as may First Publication:January 29,2026 be required to establish eligibility under Par Last Publication:February 19,2026 1 of Chapter 31,Article 12 of said statutes; Publisher.Brighton Standard Blade b. That the Petition proposes annexation of the following Property,as described Exhibit A (attached); c. That annexation proceedings be initiated upon the Petition for annexation d.The Town Board shall hold a public hearing / 4, SCOTTS MIRACLE-GRO ANNEXATION TO THE TOWN OF LOCHBUIE,WELD COUNTY,COLORADO A PART OF THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29,TOWNSHIP I NORTH,RANGE 65 WEST OF THE 6TH P.M., LOCHBUIE,CLORADO 52.006 ACRES TOWN APPROVAL CRNBRWL NOTFS AEMA'(1pN PROPERTY DESCRIPTION THIS IS TO CERTIFY THAT M SCOTTS MIRACLE-CAD ANNEXATION TO THE TOWN I NOTICE;ACCORDING TO COLORADO LAW YOI MUST COMMENCE ANY LEGAL ACTION BASED Know ALL M THESE NE BY SE PRESENTS AT UNDERNGNED.BEING THE SOLE OrLCCHBGE WAS APRROW°Co ME__DAY OF_____�20_ UPON ANY DEFECT IN THIS SURVEY MTHN THREE TEARS AFTER YOU FIRST DISCOVER SUCH OWNERS,N PEE SIMPLE O ALL THAT REAL PROPERTY DESCRIBED AS FOLLOWS. BY ORDNANCE NO 2_ AND]HAT THE NATOR Or DIE OR N OF DEFECT.N NO EVENT,MAY ANY ACTION BASED UPON ANY DEFECT N THIS SURVEY BE OOBAE ON BEHALF Crf THE TOWS Cr LOCHBUIE HEREBY ACKNO YM ADGES SAID COENCFD MORE THAN TEN TEARS PEON THE DATE OF CERTIFICATION SHORN HEREON. A vAPGFL OF LAND SITUATED IN THE SMITHIES,AND NORMWEST 1/A OF 29 TOWNSHIP 1 NORTH,RANGE 65 WEST OF THE 6TM PRINCIPALPRINCIPALNN ANNEXATION MAR W UPON WCH THIS CERTIFICATE IS ENDORSED FORR ALL SERIGAN,COUNTY OF WELD STATE Of COLHR000.BETG MARE PARTICULARLY NMCATED THEREON. FALCON SURVEN CrNG,INC.RECOAMENDS ALL INTERESTED PARTIES RETAN THE SERVICES A COMPETENT INDIEDIJAL TO CONSULT PERINENT DOCUMENTS FOR SPECIFIC DEVELOPMENT DESCRIBED AS FOLLOWS: RESTRICTIONS AND CRITERIA RB WONT APPLY TO SUBJECT PARCEL.FALCON SURVEYING, MAYOR --------- INC.AND THE SURVEYOR OF RECORD ASSUME NO RESPONSIBILITY FOR TIE ZONING aMu[NCING AT THE SOUTHWEST 1/4 CORNER OF SAID SECTION 29 RE.A RESTRICTIONS UPON ME SUBJECT PROPERTY FOUND 2.5"ALGANUM CAP'PUS I.1027''Rom INENC£M NEST t/A CORNER 3. FALCON SURVEYING DOES NOT CONTRACT UNITY LOCATE SERNCESS AND ARE NOT LISTED OF SAID SECTION 29 BENG A FOUND 2.5"ALUMINUM CAP"ALL .I6060"BEARS ON C.R.S 9-1.}tTT AS A PARTY THAT CAn REDDEST N1 WILIER,LOCATE WINCESMA N 00,3'53"EAST.A DISTANCE Cr 2654.03 FEET NTH ALL BEARINGS HEREIN TO. --_------_-- ONLY M PROPERTY OWNER(S)OR ENGINEERS MAY CONTACT 511 TO REQUEST WILT, RELATIVE THERETO. LOCATE SERVICES BORED UTILITIES AND/OR PIPE LIMES ARE SNORE PER VISIBLE SURFACE THENCE NORTH 001J'53"EAST ALONG M VEST LIME OF THE SOUTHWEST,/A EVIDENCE AND UNITY PLANS ADDITIONAL UTILITIES N USE OR ABANDONED.WORT EXIST ON,WEAR OR CROSSING THE SUBJECT PROPERTY LACKING EXCAVATION.THE E Cr SAD SECTION RR A DISTANCE OF 1312,11 FEET TO THE SOUTW,EST CORNER LOCATION OF UNDERGROUND FEATURES CANNOT BE ACCURATELY.COMPLETELY NO ND Or M END DESCRIED IN RECEPTION NUYBCP J2p0520 RELIABLY DEPICTED.WERE ADDITIONAL OR MORE DETAILED INFORMATION IS REWIRED. THENCE ED.THE NORTH BpY1'26"EAST ALONG NETH SOU LIME Or SAID SAID LA DESCRIBED ENT IS ADVISED THAT EXCAVATION MAY BE NECESSARY.M ONT EXPRESSN4 A LEGAL RECEPTION NURSER J290l20.A DISiARCE Cr SOW FEET i0 MC 0 THE i CLIENT OPINION AS TO THENFR M O, SWP OR NATURE DF POTENTIAL OVERHANGS,THE LONER OF SAID LAND DESCRIBED N RECEPTION NUMBER J21)0520 ANPOIND M DYCNOCAT O ALL UNITY POLE CROSS-MEMBERS AND/OR OVERHANGS SHOWN HEREON ITEM O BEGINNING SURVBYOR'S(PR1119('AEE ARE LOCATED TO NE BEST Of WR AMU,AND ARE APPROXIMATE,!µCON SURVETNG.INC.AND THE MINCE NORM DOtJ'SJ"EAST PARALLEL BETA AND 3p.OR FEET EAST O NE I JEFFREY J. CAENNA,DO HEREBY STATE THAT A REGISTERED LAND FAILURE TO NOTE RELOCATION Cr NON-VISIBLE UTILITIES.OF RECORD sHALL NOT BE LIABLE FOR NE LOCATION or OR iHF OUST LINE OF NAB SHOTNWST 1/4, t T SURVEYOR LICENSED UNDER THE LARS OF THE STATE OF COLORADO.THAT THIS UT.00 FEET SON AND 30.00 FEET EASTOF THE NEST OF CORNER SNO ANNEXATION NAP O THE LAND DESCRIBED N THE PROPERTY DESCRIPTION IS A A FALCON SURVEYING.INC.DOES NOT NAVE THE EXPERTISE TO ADDRESS THE MINERAL SECTION 29: TRUE.CORRECT AND COMPLETE ANNEXATION MAP O NE LAND AS LAB OUT, RIGHTS FALCON SURVEYING.A INC ECOMNENDS ALL NTERESTED PARTIES RETAIN A MINCE NORTH 00.13.14.EAST PARALLEL NTH AND 30.00 FEET EAST O THE PLATTED,DEDICATED AND SALON KNEEN.TOM BEST O MY FRA O. MINERAL RIGHTS EXPERT TO ADDRESS THESE NATTERS FALCON SURVEYING.NC.AND M EXTENDED WEST LIME O THE NOREWEST 1/6 O SAID SECTION 29.A DISTANCE CCRMATION,AND BELIEF.THATSUCK ANNEXATION MAP WAS MADE FROM AN SURVEYOR O RECORD ASSUME NO RESPGNSBIUTY FOR THE MINERAL RIGHTS UPON TRS O.0.07 FEET TO THE SMITH LINE O M LAND DESCRIBED N RECEPTION ACCURATE SURVEY O SAID PROPERTY BY ME AND UNDER Al SERNSON AND TRACT OFLAND. NLMINFT 44235e9; CORRECTLY SNOWS THE LOCATION AND DIMENSIONS O THE LOTS.EASEMENTS THENCE NORTH 69"J0'„"EAST ALONG SAO Sou.L.Or THE LAND DESCRIBEDC D STREETS Cr SAID SUBDIVISION AS NE SANE ARE STAINED ON LOON THE 5. THE SURVEYOR CANNOT EXPRESS A LEGAL OPINION AS TO THE OMESM RP OR NATURE Or RECEPTION NUNER 4235 A DISTANCE Or1ASR FEET TO THE WESTERLY GROUND N COMPLIANCE NTH STATE REGULATIONS GOVERNING THE VI SUBDIVISION POTENTIAL ENCROACHMENTS PER ALTA/PEPS 2021 MNRAN STANDARDS,SECTIONS 58v R L.OF THE AN LD DESCRB AS S'JAMES N.KNNER RIGHT T OrWAY RECORDED OF LAND AND THAT IT[DARKS RAN CBS 30-33.3-209 ME ANNEXATION S.C.XLO MAN SOWS AT LEAST 1/6TH Or PERIMETER AREA CrANNEVATIOE TERRITORY IS 1H COOT M PROJECT NURSER 1 0]6-II60)DATED O/1p)]; CONTIGUOUS NN EXISTING TO LIMITS. 6. ALL DISTANCES USED ARE M U.S SURVEY FEET THENCE SIDIJM.M36'AS'MSt ALONG M WESTERLY LINE Cr SAD"JAPES H. RN XRDER PONT O WAY,A DISTANCE Cr 2454.66 FEET; IN 55 WEREO I HAVE SET NY HAND AND SEAL TINS__DAY O ] OASIS Cr BEARINGS ME CPS DERIVED WEST LINE O THE souNNEST,/A O SECTION MNCE SOUTH 421I29'WEST ALONG NE WESTERLY UNE O SAD'JAMES H. —_--ID- 29.TORNSHN 1 NORTH,RANCE 65 OUST or THE6TH PRHCPAL MERIDIAN AS RNENCED NICKER RIGHT OF WAY,A DISTANCE OF 2O OR FEET; f BY A FOUND 2.5'ALUMINUM CAP'PLS 23027'BEING THE SOUTHWEST 1/6 CORER O EEN RIGHT OF WAY.UTH T3 A DIST ANCE OF WE ALONG HE WESTERLY RC Y LIN OF SAID"JAPES H. / SAD SECTION 29 FROM NONCE A FOUND 2.5"ALUMNUM CAP"KS 36050'BENG THE WEST 1/4 CORNER OFNO SAID SECTION 29 BEARS RM OFK Op}J'S3'EAST,A DISTANCE THENCE NORTH 539512"WEST,A DISTANCE Cr 170.29 FEET TO THE PONT O ��// 2654.03 FEET NTH ALL BEARNGS HEREIN RELATIVE THERETO. BEGINNING. TIC GeADO�n�NO-- CONTAINING 2.265.374 SOUARE FEET OR 52.006 ACRES O LAND MORE OR LESS. 3.,63 OWNER'S APPROVAL AND CF.RTIFICATF NE NAN 5EEROAP0X or Tw'E BLAND DESCSC THAN SOX RIB NN. nVELANC REAUSED AID),LDMNAND ro MORE BE LAID OUT AND ANNExED UNDER M PANE:SCOTTS MIRADLE-GRO ANNETATI N. IN WITNESS THEREOF.1/WE HAVE HEREUNTO SET OUR HANDS AND SEALS THIS ___DAY OF SIGNATURE O OWNER --- EMUS ERNST.PET FACTORY LLC --- STATE O COLORADO 1 TOWN O LOCNOUIE )SS WELD COUNTY ) TIE FOREGOING INSTRUMENT WAS ACKNOWLEDGED BEFORE YE MIS____DAY MY COMxSSON EXPIRES. NOTARY PUBLIC --��--------- 1 5 1 SHEET 1 OF 2 11940 INS,256H AVENUE EbSU�,CAR006o2,5 0 m� fURwEVOR DIRT FACTOR LLC. VERYU011 PEAK ENGINEERING LLC FALCON SULRVEYNG INC. FALCON w,URAT/N RLv 5605 W 32ND AVENUE s SEA CENTER DINE,NM FLOOR v9a W.25M AVE SIIIK�Mis WOW I,EN: GOLDEN CO eM02 1iWAILADS RANCOR CO BDI29 LAKEWOOD.CO e0215 CHNS ERNST BRAN KRONEN,PE,PLS JEFFREY YACKENNA PS MAIN .cm 1 owt T:. 1 ow Ho Ii411 (303)327-4460 (730)402-6070 (303)202-1560 NE R 1,169 UM,.1}p/25 IJR 1,....0: r SCOTTS MIRACLE-GRO ANNEXATION TO THE TOWN OF LOCHBUIE,WELD COUNTY,COLORADO A PART OF THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29,TOWNSHIP 1 NORTH,RANGE 65 WEST OF THE 6TH P.M., 12A2 1/4 COMM 5rr20_21„_RAVE LOCHBUIE,COLORADO `a0 sbe2oe5D...UN s ai Bo BOX maTMRrs]ti4`MYNA 2 ruRuut RCA! 'as 25Y3r 02 B.L.ND Box 52.006 ACRES a .Rm"LINFRA0127 Mc 5D.5 r TOM OF ? mY m�lcouY3'r ROAD ae rn••]• _ _ _ _ 0 MD MORON C.w. COUNTY ROAD au — t�— -''+_ :Zto "10 TQaOC Rlw]�r n{Y_ — B j Dr 9EARNGS — ('' —--- -- 17 "" p1E MWAY S� -4?: —...- - .-:NOp1]5]'E =.°,1(Y) 1 I � MTlYY frM --- — — -- N(EP13'33`E 1312.02'HI:�:.� _ .►t/leA.ns-16. low /RI ws. y.? o♦ � — 1 — �S 4 ....a-_ NOcei x uo.orra) sio.arER)`� _ g sv 0 1 ) � 3�8s ��fi/ ddi Sxd" aE 'q 4OW spy R6 gpA Y- oNN 11 , N N ‘`, .. ''' ‹,',. 'Ct''\\ LIAI v�'\� `.\\ \\ \ g \ \ \ gi p '� r� \ \ "7,..... Ra4.,,,,,,i: I. N ill _¢ znAr �� R � ,"L� - v ps ::10 * efA \ per?\,\ oEsi. ^ \ 'y` \R� t !i:ozi..,1° ii cn kl gR :!0:: AFA i s €A �a4 \ a ,,,,,,.,,,NNi, \ .,:,,,.,,,,, N N NI 2N liN°q \ FY \ a % tRa \ I \ `Y o, R. PRE y so:A � v� v v ' vv R i v h,b 'rr,b N\ x SHEET 2 OF 2 a., I N N )s\ 0.� ..„ "" \ S wwNUE 8 CO 150215 ow'NE O03''ELOPPJE: pHOW®t SURVEYOR \. N\\ \` �\ OAR }2p2r 360 � MO FACTORY uC. KRYLNO RAN ,CO 201 TME[ SURV SURVE INC N s( \ 156176 G •J2ND AVENUE 5 SxEA CENTER DRIVE 4 ROM 0040 M 25M AVE _// .\ �` pN]M IRKGOLDEN CO aD402 ,AfA1LANDs RANCx CO pOtM ER000,CO a0315 � ,� C„RIS ERNS] BRIAN 4ROY0Eix PE.aS JEr3REY YACRE1NA.a5 .1100.10.....R CRAM or � !«DF. a (303)327-4460 (720)402-6070 (b3)202-t5E0 N `tip\ colt or rtu p 0I25 I2.2R.-8 8,cc.0 N )" Annexation Petition January 13, 2026 To: The Mayor and Town Board of Trustees of Lochbuie, Colorado The undersigned, in accordance with the Municipal Annexation Act of 1965, Part 1, Article 12, Title 31, Colorado Revised Statutes, as amended, hereby petitions the Town Board of the Town of Lochbuie, Colorado for the annexation of the following described unincorporated territory located in the County of Weld, State of Colorado: For legal description, see Exhibit"A" attached hereto and incorporated herein by reference. In support of said Petition, your Petitioner alleges as follows: 1. It is desirable and necessary that the above-described unincorporated territory be annexed to the Town of Lochbuie, Colorado. 2. The requirements of C.R.S. 31-12-104, as amended, exist or have been met: (a) Not less than one-sixth of the perimeter of the area proposed to be annexed is contiguous with the Town of Lochbuie; (b) It is desirable and necessary that the area is annexed into the Town of Lochbuie; (c) The eligibility requirements and limitation have been met or addressed with regard to the annexation; (d) A community of interest exists between the area proposed to be annexed and the Town of Lochbuie; 3. The requirements of Section 31-12-105, C.R.S., as amended, exist or have been met, including the following: (a) In establishing the boundaries of the territory to be annexed, no land held in identical ownership, whether consisting of one tract or parcel of real estate or two or more contiguous tracts or parcels of real estate, has been divided into separate parts or parcels without the written consent of the landowner; and (b) In establishing the boundaries of the area proposed to be annexed, no land held in identical ownership, whether consisting of one tract or parcel of real estate or two or more contiguous tracts or parcels of real estate comprising twenty (20) acres or more which, together with the buildings and improvements situated thereon, has a valuation for assessment in excess of $200,000 for ad valorem tax Lochbuie Annexation Petition 1 purposes for the year next preceding the annexation has been included without the written consent of the landowners; (c) That no annexation proceedings have been commenced for the annexation of part or all of the subject property to another municipality; (d) The proposed annexation would not have the effect of extending a municipal boundary more than three (3) miles in any direction from any point of such municipal boundary in any one year; and 4. The signers of this Petition waive any right to election pursuant to Section 20, Article X of the Colorado Constitution before a district can impose property tax levies and special assessments. 5. The signers of this Petition consent to the inclusion of the property into the applicable special districts, as appropriate and outlined in the Annexation agreement dated March 24, 2025. 6. The signers of this Petition comprises 100% of the landowners in the area and own 100% of the territory included in the area proposed to be annexed, exclusive of streets and alleys, and of any land owned by the Town. 7. The mailing address of each signer and the date of signing of each signature are all shown on this Petition. All Petitioners can be reached by mail at the following address: PO Box 466, Golden, CO 80402 8. The legal description of the property proposed to be annexed is attached hereto as Exhibit "A" and by reference made a part hereof. 9. Accompanying this Petition are the additional items as requested in the Town of Lochbuie Annexation Checklist: (a) Annexation Map, with information as outlined in in the Checklist. (b) Concept Plan Map, with information as outlined in in the Checklist. (c) Proof of Ownership, reflected in the current title commitment. (d) Property Tax Statement (e) Annexation Impact Report (f) Consistency with Town Comprehensive Plan, narrative provided. (g) Water Rights, Water Rights Report and documentation provided. (h) Zoning of Property to be Annexed, no new zoning is Lochbuie Annexation Petition 2 i requested. Zoning is Mixed Use as outlined in the Annexation Agreement, signed March 24, 2025. (i) Annexation Assessment Report, with information as outlined in in the Checklist. (j) Annexation Agreement, signed. Petitioner(s) hereby request(s) that the Town of Lochbuie, Colorado approve the annexation of the area proposed to be annexed. Date: /f/3/0d ?-L Date: / //5 /Z 6 Date: Date: STATE OF COLORADO ) ) ss. COUNTY OF JEFFERSON ) The foregoing instrument was acknowledged before this 1 3 day of r/U' un t,I , 20,a. by k . y,olYh.. S (It Notary Public My commission expires: a L,,►+� 4 -�� CINDY L EDWARDS NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20204007121 ..aregbARY 242 2028 Lochbuie Annexation Petition 3 Exhibit A—Annexation Petition Legal Description ANNEXATION PROPERTY DESCRIPTION KNOW ALL MEN BY THESE PRESENTS THAT THE UNDERSIGNED, BEING THE SOLE OWNERS, IN FEE SIMPLE OF ALL THAT REAL PROPERTY DESCRIBED AS FOLLOWS: A PARCEL OF LAND SITUATED IN THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29, TOWNSHIP 1 NORTH. RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN. COUNTY OF WELD STATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5 "ALUMINUM CAP "PLS 23027" FROM WHENCE THE WEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5" ALUMINUM CAP "PLS 36060" BEARS NORTH 00'13'53" EAST, A DISTANCE OF 2654.03 FEET WITH ALL BEARINGS HEREIN RELATIVE THERETO; THENCE NORTH 00'13'53" EAST ALONG THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 1312.11 FEET TO THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN RECEPTION NUMBER 3290520; THENCE NORTH 89'41'26" EAST ALONG THE SOUTH LINE OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520, A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520 AND THE POINT OF BEGINNING; THENCE NORTH 0013'53" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE WEST UNE OF SAID SOUTHWEST 1/4, A DISTANCE OF 1312.02 FEET TO A POINT 30.00 FEET SOUTH AND 30.00 FEET EAST OF THE WEST 1/4 CORNER OF SAID SECTION 29; THENCE NORTH 00'13'34" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE EXTENDED WEST UNE OF THE NORTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589; THENCE NORTH 89'30'11" EAST ALONG SAID SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589, A DISTANCE OF 1858.08 FEET TO THE WESTERLY LINE OF THE IAND DESCRIBED AS "JAMES H. KILKER RIGHT OF WAY" RECORDED WITH CDOT IN PROJECT NUMBER 1 076-1(48) DATED 09/1977; THENCE SOUTH 36'54'43" WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 2484.66 FEET; THENCE SOUTH 42'37'28" WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY". A DISTANCE OF 201.00 FEET; THENCE SOUTH 36'54'43" WEST ALONG THE WESTERLY UNE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 170.00 FEET; THENCE NORTH 53'05'12" WEST, A DISTANCE OF 170.29 FEET TO THE POINT OF BEGINNING. CONTAINING 2.265,374 SQUARE FEET OR 52.006 ACRES OF LAND MORE OR LESS, Lochbuie Annexation Petition 4 TOWN OF LOCHBUIE COUNTIES OF WELD AND ADAMS STATE OF COLORADO RESOLUTION NO.2026-04 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF LOCHBUIE, COLORADO FINDING SUBSTANTIAL COMPLIANCE OF A PETITION TO ANNEX REAL PROPERTY WITH THE APPLICABLE PROVISIONS OF CHAPTER 31, ARTICLE 12 OF THE COLORADO REVISED STATUTES AND SETTING A PUBLIC HEARING REGARDING SAME WHEREAS,the Town of Lochbuie, Colorado(Town)is a statutory town acting through its Board of Trustees (Board)with power to annex real property under Chapter 12, Article 12 of the Colorado Revised Statutes; and WHEREAS,on January 13,2026,the owners ofreal property,the Dirt Factory,a Colorado Limited Liability Company (Petitioner), submitted to the Town a written petition requesting the annexation of certain real property into and by the Town ("Petition"), as further described in Exhibit A ("Property"), and has provided copies of such Petition to the Town's Clerk and the Town's Board ; and WHEREAS, the Property which is the subject of the Petition consists of approximately 52.006 acres situated, lying and being in the County of Weld, State of Colorado, as described in the Petition, and generally located at the Northeast corner of County Road 37 and West I-76 Frontage Road; and WHEREAS, the Board has reviewed the Petition and finds the proposed Petition substantially complies with C.R.S. §§ 31-12-104 and 31-12-105, or such parts thereof as may be required to establish eligibility under Part 1 of Chapter 31,Article 12 of said statutes. NOW, THEREFORE, BE IT RESOLVED by the Board of Trustees of the Town of Lochbuie,Colorado that: Section 1. That the foregoing recitals and findings are incorporated herein as findings and conclusions of the Town's Board. Section 2. The Board makes the following findings and conclusions: a. The Board finds the proposed Petition substantially complies with C.R.S. §§31-12-104 and 31-12-105, or such parts thereof as may be required to establish eligibility under Part 1 of Chapter 31,Article 12 of said statutes; b. That the Petition proposes annexation of the following Property, as described Exhibit A(attached); c. That annexation proceedings be initiated upon the Petition for annexation I Page 2 d. The Town Board shall hold a public hearing on the proposed annexation at the Board meeting to be held on Tuesday, March 3, 2026 at 6:30 p.m., or as soon as thereafter possible, at the Lochbuie Town Hall, 703 WCR 37, Lochbuie Colorado 80603 to determine whether the proposed annexation as described in the Petition complies with Section 30 of Article II of the Colorado Constitution and C.R.S. §§ 31-12-104 and 105, or such parts thereof, as may be required to establish eligibility for annexation under Part 1 of Chapter 31, Article 12 of said statutes. Any person may appear at this public hearing and present evidence and testimony related to the proposed annexation of the Property into and by the Town. Section 3. The Town Clerk shall publish a Notice of Public Hearing once a week for four successive weeks in a newspaper of general circulation in the area proposed to be annexed, with the first publication of such notice to be at least thirty days prior to the date of the hearing. Section 4. The Town staff and Town Attorney are hereby directed to take all such actions, including making any legal filings, as are necessary to comply with state law governing the process for annexing the Property. Section 5. This Resolution shall be effective immediately upon adoption. ADOPTED THIS 20TH DAY OF JANUARY 2026. TOWN OF LOCHBUIE, COLORADO • Jam effery, Ma or diitI ATTEST: - ,‘,OF.LO0 :g.' 0 •��y�_ By: M G , Heather Bowen, Town Clerk :*: / * /974 Page 3 EXHIBIT A SCOTT'S MIRACLE GRO ANNEXATION LEGAL DESCRIPTION A PARCEL OF LAND SITUATED IN THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29,TOWNSHIP 1 NORTH, RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF WELD STATE OF COLORADO,BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5 "ALUMINUM CAP "PLS 23027" FROM WHENCE THE WEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5" ALUMINUM CAP "PLS 36060"BEARS NORTH 00°13'53" EAST, A DISTANCE OF 2654.03 FEET WITH ALL BEARINGS HEREIN RELATIVE THERETO; THENCE NORTH 00°13'53" EAST ALONG THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 1312.11 FEET TO THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN RECEPTION NUMBER 3290520; THENCE NORTH 89°41'26" EAST ALONG THE SOUTH LINE OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520, A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520 AND THE POINT OF BEGINNING; THENCE NORTH 00°13'53" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE WEST LINE OF SAID SOUTHWEST 1/4, A DISTANCE OF 1312.02 FEET TO A POINT 30.00 FEET SOUTH AND 30.00 FEET EAST OF THE WEST 1/4 CORNER OF SAID SECTION 29; THENCE NORTH 00°13'34" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE EXTENDED WEST LINE OF THE NORTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589; THENCE NORTH 89°30'11" EAST ALONG SAID SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589, A DISTANCE OF 1858.08 FEET TO THE WESTERLY LINE OF THE LAND DESCRIBED AS "JAMES H. KILKER RIGHT OF WAY" RECORDED WITH CDOT IN PROJECT NUMBER 1 076-1(48)DATED 09/1977; THENCE SOUTH 36°54'43" WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 2484.66 FEET; THENCE SOUTH 42°37'28" WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY",A DISTANCE OF 201.00 FEET; THENCE SOUTH 36°54'43" WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 170.00 FEET; THENCE NORTH 53°05'12" WEST, A DISTANCE OF 170.29 FEET TO THE POINT OF BEGINNING. CONTAINING 2,265,374 SQUARE FEET OR 52.006 ACRES OF LAND MORE OR LESS. TOWN OF LOCHBUIE LOCHBUIE 703 WELD COUNTY ROAD 37 LOCHBUIE,COLORADO 80603 PHONE:(303)655-9308 FAX:(303) 655-9312 February2, 2026 RECEIVED Board of County Commissioners FEB 09 2026 1150 O Street PWELD COUNTY O Box758 COMMISSIONERS Greeley, CO 80631 RE:Annexation Impact Report for the Scotts Miracle-Gro Annexation Board of County Commissioners: In accordance with the requirements of the Municipal Annexation Act of 1965, as amended, the following constitutes the annexation impact report("AIR")for the Scotts Miracle-Gro Annexation ("Subject Property"). The legal description of the property to be considered for annexation to the Town of Lochbuie ("Town") is as follows: Legal Description of Subject Property: A PARCEL OF LAND SITUATED IN THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29, TOWNSHIP 1 NORTH, RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF WELD STATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5 "ALUMINUM CAP "PLS 23027" FROM WHENCE THE WEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5"ALUMINUM CAP "PLS 36060" BEARS NORTH 00°13'53" EAST,A DISTANCE OF 2654.03 FEET WITH ALL BEARINGS HEREIN RELATIVE THERETO; THENCE NORTH 00°13'53" EAST ALONG THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 1312.11 FEET TO THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN RECEPTION NUMBER 3290520; THENCE NORTH 89°41'26" EAST ALONG THE SOUTH LINE OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520, A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520 AND THE POINT OF BEGINNING; cc.So(",%VLCLE-IMr\`SF)CmL l-rk'>CI SCSf,� 1CI41 tV—OrI PI Se)taV.C,DkIZ(-1)Ma?s aoau _ isq oa 1 »\arc THENCE NORTH 00°13'53" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE WEST LINE OF SAID SOUTHWEST 1/4, A DISTANCE OF 1312.02 FEET TO A POINT 30.00 FEET SOUTH AND 30.00 FEET EAST OF THE WEST 1/4 CORNER OF SAID SECTION 29; THENCE NORTH 00°13'34" EAST PARALLEL WITH AND 30.00 FEET EAST OF THE EXTENDED WEST LINE OF THE NORTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589; THENCE NORTH 89°30'11" EAST ALONG SAID SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589, A DISTANCE OF 1858.08 FEET TO THE WESTERLY LINE OF THE LAND DESCRIBED AS "JAMES H. KILKER RIGHT OF WAY" RECORDED WITH CDOT IN PROJECT NUMBER 1 076-1(48) DATED 09/1977; THENCE SOUTH 36°54'43"WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 2484.66 FEET; THENCE SOUTH 42°37'28"WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 201.00 FEET; THENCE SOUTH 36°54'43"WEST ALONG THE WESTERLY LINE OF SAID "JAMES H. KILKER RIGHT OF WAY", A DISTANCE OF 170.00 FEET; THENCE NORTH 53°05'12"WEST, A DISTANCE OF 170.29 FEET TO THE POINT OF BEGINNING. CONTAINING 2,265,374 SQUARE FEET OR 52.006 ACRES OF LAND MORE OR LESS. (the"Subject Property"). The Subject Property consists of approximately 52.006 acres and is generally located west of 1-76, east of County Road 39, and south of County Road 6. Pursuant to § 31-12-108.5, C.R.S., the following information is submitted to the Board of County Commissioners: 1. An annexation map identifying the Subject Property and the adjacent territory is enclosed herewith (the"Annexation Map"), and is made a part of this AIR. (a) The Annexation Map shows the boundaries (present and proposed) of the Town of Lochbuie in the vicinity of the proposed annexation. (b) The Annexation Map shows the present streets in the vicinity of the proposed annexation. All streets located within the Subject Property will be private streets. The annexation will extend the Town of Lochbuie's street network to include those County roads shown in the Annexation Map. At the time of annexation, the Town will not provide water or sewer services, but will provide Police, Public Works, and other municipal services. There are currently no water utilities east of County Road 37, and no sewer utilities within 500 feet of the Subject Property.The annexation agreement outlines that when those services are in WCR 39 along the western property boundary,the project will connect to those services and pay the appropriate tap fees at the time connection is made. (c) The subject property currently has two small residential structures.The existing land use pattern surrounding the Subject Property is comprised of vacant land, agricultural, and light industrial uses. The proposed land use pattern is anticipated to be a mixed-use district per the Town of Lochbuie "Future Land Use Map" Figure 4-1. Figure 4-1 Future land Use Map 141xa1 Rsuea.mrl IRRI OsIYb P. essiOrs)M tY'FWI Mu►fa.nOy Nsrdrmd(WRI is MIaad-&JM Peu) el NeOetop rood Conarpttsi NC I 111 Rapral Comoonad(RC) ..; Adis+✓(h di Pblk(P) Ca a it Pompon Amos(p061 IOW ••-••- _•.—•_— ••�.•— _— .i MIN tembwO Tam o Carndor Ler ma 1 4 ON114MMaq/�RuMrrn* t1IFIMNARN Mmi co locsTam�earmry C locMws Plrewp Awe t a _ ' ` j Met r,u„o,psity elm s Cj Count'rouikOrry a - Ra1loae s! * suds.Y11aoa. s • s m I s s .r► is vnoauc s ` i *► AIL-- wee wIM. > r I „....e......v.tiiii%4 , ir s3 . rf :b1. _I ry /• • rw�lRit1 , ::„„. I Y i • I . f ; I .�..o..�..�..�..�......J (2) A copy of the annexation agreement is enclosed. (3) Following the effective date of the annexation, the Town will provide municipal law enforcement, code enforcement, public works, and other municipal services (collectively, "Municipal Services")to the Subject Property. (4) Municipal Services will be extended and provided to the Subject Property and will be financed from the Town's general fund or other available revenues. (5) The Subject Property is currently within the boundaries of the following districts: AIMS Junior College District; Central Colorado Water District; Central Colorado Water Subdistrict; High Plains Library District; Hudson Fire District; School District RE3J-Keenesburg; and West Adams Conservation District. (6) As the Subject Property is proposed to be a business, the new facility will create approximately 35 full time and 30 part time jobs in the community.This may result in new residents and subsequent school-age children. This concludes the AIR for the Subject Property. Please contact me for any follow-up information you may need. Sincerely, Paula Mehle, Acting Director of Community Development pmehle@lochbuie.org 303-990-5782 Enclosures: Annexation Map Annexation Agreement SCOTTS MIRACLE-GRO ANNEXATION TO THE TOWN OF LOCHBUIE, WELD COUNTY, COLORADO A PART OF THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29,TOWNSHIP 1 NORTH,RANGE 65 WEST OF THE 6TH P.M., LOCHBUIE, CLORADO 52.006 ACRES TOWN APPROVA(, GENERAL NOTES ANNEXATION PROPERTY DESCRIPTION THIS is TO CERTIFY THAT THE SCOTTS WRACLE-GRO ANNEXATION TO THE TOWN 1 NOTICE: ACCORDING TO COLORADO LAW YOU MUST COMMENCE ANY LEGAL ACTION BASED KNOW ALL MEN BY THESE PRESENTS THAT THE UNDERSIGNED, BEING THE SOLE OF LOCHBUIE WAS APPROVED ON THE____DAY CF - 20__ UPON ANY DEFECT IN THIS SURVEY WITHIN THREE YEARS AFTER YOU FIRST DISCOVER SUCH OWNERS, IN FEE SIMPLE OF ALL THAT REAL PROPERTY DESCRIBED AS FOLLOWS: BY ORDINANCE NO____ _ AND THAT THE MAYOR OF THE TOWN OF DEFECT. IN NO EVENT, MAY ANY ACTION BASED UPON ANY DEFECT IN THIS SURVEY BE LOCHBUIE ON BEHALF OF THE TOWN OF LOCHBUIE HEREBY ACKNOWLEDGES SAID COMMENCED MORE THAN TEN YEARS FROM THE DATE OF CERTIFICATION SHOWN HEREON A PARCEL OF LAND SITUATED UI THE SOUTHWEST AND NORTHWEST 1/4 OF ANNEXATION MAP UPON WHICH THIS CERTIFICATE IS ENDORSED FOR All PURPOSES INDICATED THEREON 2 FALCON SURVEYING, INC RECOMMENDS ALL INTERESTED PARTIES RETAIN THE SERVICES OF SECTION 29,COUNTY Or 1 NORTH,RANGE 65 WEST OF THE 6TH PRINCIPAL A COMPETENT INDIADUµ 10 CONSULT PERTINENT DOCUMENTS FOR SPECIFIC DEVELOPMENT DESCRIBE,COUNTY WELD STATE CF COLORADO.BEING MORE PARTICULARLY _ _ RESTRICTIONS AND CRITERIA WHICH MIGHT APPLY TO SUBJECT PARCEL.FAI CON SURVEYING, DESCRIBED AS FOLLOWS. MAYOR INC. ANO THE SURVEYOR OF RECORD ASSUME NO RESPONSIBILITY FOR THE ZONING CCMMENC'NG AT THE SOUTHWEST I/4 CORNER OF SAID SECTION 29 BENG A RESTRICTONS UPON DIE SUBJECT PROPERTY. FOUND 2 5 "ALUMINUM CAP "PLS 23027"FROM WHENCE PIE WEST 1/4 CORNER _-_ 3 FALCON SURVEYING DOES NOT CONTRACT UTILITY LOCATE SERVICES AND ARE NOT LISTED OF SAID SECTION 29 BEING A FOUND 2.5"ALUMINUM CAP"PIS 3606U' BEARS ONC-R.S. 9-1 5-101 AS A PAR T1 THAT CAN REQUEST en UTILITY LOCATE SERVICES NORTH 00'13'S3"EAST, A DISTANCE OF 765403 FEET WITH ALL BEARINGS HEREIN TOWN CLERK ONLY THE PROPERTY OWNER(5)CV ENCJNEERS MAY CONTACT 811 TO REQUEST UTILITY RELATPIE THERETO; LOCATE SERVICES BURIED UTILITIES AND/OR PPE LINES ARE SHOWN PER VISIBLE SURFACE EVIUCNCE AND UTILITY PLANS. ADDITIONAL UTILITIES,IN USE OR ABANDONED.MIGHT EXIST THENCE NORTH 00'1 J'S3'EAST ALONG THE WEST LINE O THE TH EST CORNER 1/4 ON, NEAR OR CROSSING THE SUBJECT PROPERTY. LACKING EXCAVATION. THE EXACT OF SAID SECTION C29,RI A DISTANCENRECEPTION OF 1.112.11 FEET TO THE SOUTHWEST LOCATION Of UNDERGROUND FEATURES CANNOT BE ACCURATELY.COMPLETELY AND Cr THE LAND DESCRIBED IN RECEP TIQY NUMBER 3290520. RELIABLY DEPICTEO. WHERE ADDITIONAL OR MORE DETAREO INFORMATION IS REQUIRED, THE THENCE NORTH 8941'20'EAST ALONG DIE SOUTH LINE OF SAID LAND DESCRIBED CLIENT IS ADVISED THAT EXCAVATION MAY BE NECESSARY WITHOUT EXPRESSING A LEGAL RI RECEPTION NUMBER 3290520, A DISTANCE OF 30.00 FEET TO THE SOUTHEAST OPINION AS TO THE OWNERSHIP OR NATURE OF THE POTENTIAL OVERHANGS. THE CORNER OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520 AND NNE SURVEYOR'S CERTIFICATE DIMENSIONS OF ALL UTILITY POLE CROSS-MEMBERS AND/OR OVERHANGS SHOWN HEREON POINT OF BEGINNING: ARE LOCATED TO THE BEST OF OUR ABILITY AND ARE APPROXIMATE FALCON SURVEYING. INC AND THE`SURVEYOR OF RECORD SHALL NOT BE LIABLE FOR THE LOCATION OF OR THE THENCE NORTH 0013.53"EAST PARALLEL 1NM AND 30.00 FEET EAST OF THE I.JEFFREY J. MACKENNA. DO HEREBY STATE THAT I AM A REGISTERED LAND FAILURE TO NOTE THE LOCATION IF NON-VISIBLE UTILITIES WEST LINE OF SAID SOUTHWEST 1/4,A DISTANCE OF 1312.02 FEET TO A POINT SURVEYOR LICENSED UNDER THE LAWS OF THE STATE OF COLORADO. THAT Nos .10.00 FEET SOUTH AND 30.00 FEET FAST OF THE WEST 1/4 CORNER OF SAID ANNEXATION MAP OF DIE LAND DESCRIBED IN 111E PROPERTY DESCRIPTION IS A 4 FALCON SURVEYING.INC DOES NCI HAVE THE EXPERTISE TO ADDRESS THE LINEHAL SECTION 29: TRUE.CORRECT AND COMPLETE ANNEXATION MAP OF THE LAND AS LAID OUT, RIGHTS.FALCON SURVE WIG,INC.RECOMMENDS ALL INTERESTED PARTIES RETAIN A THENCE NORTH 00'13'34"EAST PARALLEL WITH AND 3000 FEET EAST Or DIE PLATTED.DEDICATED AND SIIONN HEREON, TO THE BEST OF MY KNOWLEDGE, MINERAL MITTS EXPERT 10 ADDRESS THESE MATTERS FALCON SURVEYING,INC. AND THE EXTENDED WEST LINE OF THE NORTHWEST 1/4 OF SAID SECTION 29, A DISTANCE INFORMATION, AND BELIEF. THAT SUCH ANNEXATION MAP WAS MADE FROM AN SURVEYOR OF RECORD ASSUME NET RESPONSIBLITY FOR THE MINERAL RIGHTS UPON THIS OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION ACCURATE SURVEY OF SAID PROPERTY BY ME AND UNDER MY SUPERVISION AND TRACT OF LAND NUMBER 4423589; CORRECTLY SHOWS THE LOCATION AND DIMENSIONS OF THE LOTS.EASEMENTS ANU STREETS O SAID SUBDIVISION AS THE SAME AKE STAKED ON UPON THE 5 THE SURVEYOR CANNOT EXPRESS A LEGAL OPINION AS TO THE OWNERSHIP OR NATURE OF THENCE NORTH E 1'EAST ALONG SAID SOUTH LINE OF THE LAND DESCRIBED GROUND IN COMPLIANCE SOUTH STATE REGULATIONS GOVERNING THE SUBDIVISION POTENTIAL ENCROACHMENTS PER.ALTA/NSPS 2021 MINIMUM STANDARDS, SECTIONS 5.B.V& IN E OFFPHE NUMBER E AS A'JAMES OF ER RIGHTGH FEET TO THE WESTERLY OF LAND,AND THAT IT COMPLIES WiM C.RS 38-33.3-209 THE ANNEXATION S.CII.O LINE ME LAND DESCRIBED "JADES H. KILKER OF WAY'RECORDED MAP SHOWS AT LEAST 1/6TH OF PERIMETER AREA OF ANNEXATION TERRITORY IS WITH COOT IN PROJECT NUMBER I 076-1(48)DATED 0 ; CONTIGUOUS WITH EXISTING TOWN LIMITS. 6 ALL DISTANCES USED ARE IN U S SURVEY FEET THENCE SOUTH 36 AY".3"WEST ALONG T24 WESTLRIY LINE OF SAID'JAMES N KILKER RIGHT OF WAY,A DISTANCE OF 2484.66 FEET; IN WITNESS WHEREOF I HAVE SET MY HAND AND SEAL THIS DAY OF 7. BASIS OF BEARINGS: THE CPS DERIVED WEST UNE OF THE SOUTHWEST 1/4 OF SECTION THENCE SOUTH 4217'28"WEST ALONG THE WESTERLY LINE OF SAID"JAMES TT / 29, TOWNSHIP I NORTH, RANGE 65 WEST OF THE 61H PRINCIPAL MERIDIANAS EVIDENCED KILKER RIGHT OF WAY,A DISTANCE OF 201 00 FEET; / NY A FOUND 2.5' ALUMINUM CAP"PLS 23027"BEING THE SOUTHWEST I/4 CORNER OF THENCE SOUTH 36.54'43' WEST ALONG THE WESTERLY LINE OF SAID"JAMES II. /`' 1;/j`d.".�i„ caft, SAID SECTION 29 FROM WHENCE A FOUND 2.5' AIUTAINUM CAP'PLS 36060.BEING THE KILKER RIGHT OF WAY, A DISTANCE OF I70.00 FEET; i�++ tii WEST I/I CORNER O' SAID SECTION 29 BEARS NORTH OO'I J'SS"EAST,A DISTANCE Or THENCE NORTH 53'05'12" WEST, A DISTANCE OF 170,29 FEET TO THE POINT OF �f —� - % 2654.03 FEET WITH ALL BEARINGS HEREIN RELATIVE THERETO. BEGINNING. / A00 ... ..'• AL YA1 RVEYO7 N0. 34183 CONTAINING 2,265,374 SQUARE FEET OR 52,006 ACRES OF LAND MORE OR LESS, ,Yr7:; 'V OWNER'S APPROVAL AND CERTIFICATE HE UNDERSIGNED,BEING MORE THAN 50X O THE LANOOWNER(S),OWNING MORE THAN 50X OF ME LAND DESCRIBED HEREIN.HAVE CAUSED SAW LAND TO BE LAW OUT AND ANNEXED UNDER THE NAME. SCOTTS MIRACLE-GRO ANNEXATION. IN WITNESS WHEREOF, I/WE HAVE HEREUNTO SET OUR HANDS AND SEALS THIS ____DAY OF SIGNATURE OF OWNER: — CHRIS ERNST, DIRT FACTORY LLC STATE OF COLORADO ) TOWN OF LOCHBUIE )SS WELD COUNTY ) THE FOREGOING INSTRUMENT WAS ACKNOWLEDGED BEFORE ME THIS ____DAY OF —_ MY COMMISSION EXPIRES: NOTARY PUBLIC I Li 9 SHEET 1 OF 2 9940 WEST 25TH AVENUE LAKEWOOD, CO 80215 303-202-1560 OWNER/DEVELOPER: ENGINEER SURVEYOR SI WWW.FALCONSURVEYIN G.COIN DIRT FACTORY LLC. VERMILION PEAK ENGINEERING LLC FALCON SURVEYING INC. nil TAIL 0,/07/76 KVA. 15605 W 32ND AVENUE 1745 SHEA CENTER DRIVE, 4TH FLOOR 9940 W 25TH AVE w�� GOLDEN, CO 80402 HIGHLANDS RANCH, CO 80129 LAKEWOOD, CO 80215 SING 1st fEV@ RFVC CHRIS ERNST BRIAN KROMBEIN, PE, PLS JEFFREY MACKENNA, PLS DRAWN BY: CAC 1 CHKTI BY:JJM JOB NO.230411 (303) 327-4460 (720) 402-6070 (303) 202-1560 OAIL OF FKLD SIIBYEY 04/N4/10 2.b411 ANNEx.0'AG SCOTTS MIRACLE-GRO ANNEXATION TO THE TOWN OF LOCHBUIE,WELD COUNTY, COLORADO (_ 1Tri A PART OF THE SOUTHWEST AND NORTHWEST 1/4 OF SECTION 29,TOWNSHIP 1 NORTH,RANGE 65 WEST OF THE 6TH P.M., —a., v C1Ktledi SFCP9-114-R69W N0131NAS" I/. 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"....:N. \' �\ \\ N 303-202-1560 DIRT FACTORY LLC, VERMILION PEAK ENGINEERING LLC FALCON SURVEYING INC. \\ 1a \'`'` WWW.FALCONSURVEnN4COM GOLDEN,15605 W 32ND AVENUE HIGHLANDS1745 SHEA CENTER DRIVE, 4TH FLOOR 9940 W. 25TH AVE \ T N. \-`, ^•\\ \ o RANCH, CO 80129 JEFFREY LAKEWOOD, CO MACKENNA,80215 'ANNEXATION NO 2" �\ �\ m CO 80402JEFFRE PLS RED NO 2310644 "N, \ \ !r p�� DATE:Ol/07/26 REVA: CHRIS ERNST BRIAN KROMBEIN, PE, PLS \ \ \ NI NGuc REVS: REVA (303) 327-4460 (720) 402-6070 (303)202-1560 \\ DRAWN BO: CAC ' CHK'D BY:JJM JOB NO,230411 OAR K R[1.0 SLINKY.O4/04/25 7Z04I1"ANNEX DWG 5037774 Pages: 1 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO uII 11)rdI'J li411y,t AM'IA 11111 This Annexation Agreement is an updated and re-recorded version of the Annexation Agreement for Scotts Miracle-Gro Annexation by and between The Town of Lochbuie and Dirt Factory, LLC,oridinally dated March 24, 2025, and originally recorded with the Weld County, Colorado Clerk and Recorder's office on March 26, 2025, at Reception No 5018765. This re-recorded Annexation Agreement is intended to replace and supercede the Annexation Agreement described above. ANNEXATION AGREEMENT FOR SCOTTS MIRACLE-GRO ANNEXATION by and between THE TOWN OF LOCHBUIE and DIRT FACTORY, LLC • 006 26/2025 09 P3 AM R Fse:$543.00 Carly Koppes, CVI:ilierfidOli'ciiIaniyit;taki iIII �1 ikh Y , 1I 111 ANNEXATION AGREEMENT FOR SCOTTS MIRACLE-GRO ANNEXATION by and between THE TOWN OF LOCHBUIE and DIRT FACTORY, LLC 548JT10.4 5037774 Pages: 3 of 107 06/26/2025 09:13 AM R Fee.$543.00 Carly Koppes, Clerk and Recorder 1 C 111I IMl�.rlL'ULi��liE�f ��;III ,BLS,tai Wd �I II This ANNEXATION AGREEMENT ("Agreement") is made and entered into as of Moxtv, 2St" ,2025,by and between DIRT FACTORY,LLC,a Colorado limited liability company ("Developer"), and THE TOWN OF LOCHBUIE, a municipal corporation of State of Colorado(the"Town") (together,the"Parties"). RECITALS A. As of the Effective Date, Norah Bishop, Catherine Newton, Karen K. Beier, and Dale A. Beier("Owners")each holds fee title to one hundred percent of such person's portion of certain real property located in Weld County as more particularly described in Exhibit A,attached hereto and incorporated herein by reference("Annexation Property"or"Property"). B. Developer' has contracted with Owners to purchase the Property, upon which Developer intends to construct a soil mixing and bagging facility("Project"). C. Developer desires to have the Property annexed into and be subject to the jurisdiction of the Town, upon and subject to the terms and conditions set forth herein,all of which conditions are agreeable to Developer. D. Upon acquiring ownership of the Property, Developer intends to file a Petition to annex the Property to the Town. E. The Parties desire to include in this Agreement certain provisions,understandings and agreements regarding the Property and its annexation. F. The Town Board of Trustees has determined that it is in the best interest of the Town to annex the Property,to provide certain municipal services thereto,and to receive revenues from the Property upon the terms and conditions contained herein. THEREFORE,in consideration of the recitals,promises,mutual covenants and agreements herein contained,the Parties agree as follows: 1. Annexation. The annexation of the Annexation Property shall be in accordance with the Colorado Municipal Annexation Act of 1965,as amended,the Lochbuie Municipal Code ("Code")and all applicable laws. 2. Purpose. The purpose of this Agreement is to set forth the terms and conditions for the annexation and the entitlement of the Property. Unless otherwise expressly provided to the contrary herein, all conditions contained herein are in addition to any and all requirements of the Code, as amended. I For purposes of this Agreement, "Developer" means Dirt Factory, LLC, a Colorado limited liability company,having a legal address of 15605 W 32nd Ave, Golden, CO 80401, and who is duly organized, validly existing, and in good standing under the laws of the State of Colorado, and is authorized to do business in the State of Colorado. 1 5037774 Pages: 4 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 111111PArl k4f Ch l'rlLh G IN'tiN I4i' rir1IN 11111 3. Consent to Annexation. Developer hereby consents to the annexation of the Property subject to the terms of this Agreement. 4. Zoning. Zoning of the Property shall be considered simultaneously with the Petition for Annexation by the Town as allowed by the Colorado Municipal Annexation Act of 1965.Developer consents to the zoning of the Property as follows: (a) Developer consents to the base zoning of the Property to(MU) Mixed Use zoning in accordance with the Town's established zoning designation. (b) Because the zoning of property in Colorado constitutes legislative action by a municipality, nothing in this Agreement shall be construed to be an agreement, commitment,or contract binding the Town to approval of any specific zoning. Nothing in this Paragraph shall constitute or be interpreted as a waiver or abrogation of the Town's legislative, governmental, or police powers to later rezone the Property to promote and protect the health, safety and general welfare of the Town or its inhabitants. 5. Application of Town Laws. Except as expressly provided herein, all Town ordinances,regulations,policies,and procedures, all requirements contained in the Code,currently in effect and as the same may be amended from time to time, shall be applicable to the use and development of the Property, upon annexation. 6. Water Services. The Town will provide water services to the Annexation Property in accordance with the Code, if Developer or the then-current owner of the Annexation Property satisfies all requirements of the Code. 7. Sewer Services. The Town will provide wastewater utility services to the Annexation Property in accordance with the Code,if Developer or the then-current owner of the Annexation Property satisfies all requirements of the Code. 8. Storm Water Drainage Services. The Town will not provide storm drainage utility services to the Annexation Property. 9. Other Services. Upon annexation, the Town shall provide all customary public safety (but excluding fire protection) and public roadway and maintenance services to the Annexation Property,to the same extent and upon the same terms and conditions as such services are provided to other properties throughout the Town. 10. Special Districts. The Town will allow the formation of a special district on the Property,or the inclusion of the Property to an existing special district,to finance the construction of public improvements, subject to the applicable provisions of the Code. (a) Developer shall submit a proposed service plan for the proposed special district, or a service plan amendment for the existing special district, and the Town shall review and timely act upon such service plan and the organization of the special district in accordance with C.R.S., § 32-1-204.5,and any other applicable state statutes. 2 5037774 Pages: 5 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel, Clerk and Recorder, Weld County CO 1111 relE111kl�k11'�G 111:011111MIIIIIKl ilk IIIII 11. Special District Inclusion.Upon annexation or upon thirty(30)days'written notice of the Town to Developer,as determined by the Town,Developer shall initiate an action necessary to assure inclusion of the Annexation Property into the Hudson Fire Protection District (if the Property is not yet within one or more of these district), and any other special districts as determined by the Town. 12. Special District Exclusion. (a) Upon annexation, Developer will initiate and diligently pursue actions necessary to assure exclusion of the Annexation Property from any and all special districts that provide municipal services to the Annexation Property of a type described in sections 6 and 7; provided, however, that Developer shall not be required to complete any such exclusion until such time that the Town is able to actually provide such services to the Annexation Property. (b) Upon annexation,the Town may, at its option,initiate actions necessary to assure exclusion of the Property from any and all special districts that provide municipal services to the Annexation Property of a type described in sections 6 and 7. The Developer shall bear the related costs and legal fees for said exclusion,including any amounts as may be required to pay to any special district to effectuate exclusion, if the exclusion proceedings are initiated within 12 months of the effective date of the annexation. 13. Special Provisions. (a) Annexation Petition Submission. No later than thirty (30) days after Developer closing on the Property, Developer shall submit a complete, sufficient, and irrevocable petition for annexation of the Property to the Town using the Town's standard form annexation petition. Notwithstanding anything to the contrary set forth in this Agreement, in no event shall the annexation take effect prior to Developer's receipt of a certificate of occupancy for the Project from the County of Weld(the"County"). (1) Limited Power of Attorney. Concurrently with submission of such annexation petition, Developer shall execute and deliver to the Town a non- revocable limited power of attorney (the "Limited Power of Attorney") in substantially the form attached as Exhibit C, empowering and irrevocably authorizing and appointing the Town Clerk of the Town of Lochbuie, as lawful • attorney-in-fact, on behalf of Developer, to sign any annexation petition and accompanying maps along with all other agreements, consents, or similar documents thereby binding Developer to all of the terms and provisions of any petition and map for all intents and purposes as if the Developer had signed said petition and map, provided such petition, map, agreements, consents and similar documents shall all be consistent with the terms and conditions of this Agreement. This Limited Power of Attorney shall not be affected by the disability of the principal, nor shall the appointment preclude the Town from undertaking any other available action, which may be necessary to enforce the provisions of this Agreement. Notwithstanding the limitation set forth in Section 31-12-107(8) C.R.S. 3 06 26 2025 09:P13 AM R Fee:$543.00 KoPPes, Clerk and� r, Wed County , CO III I rO1�1��+,��4j R�1 ii1i'IIViVniMifiiii 11111 (b) Failure to Adopt Annexation Ordinance. (1) If the Town Board of Trustees fails to adopt an ordinance annexing the Property,then the following shall occur: a. The Town shall take all necessary and appropriate actions to repeal any resolution accepting and finding substantial compliance of the Petition, which will include the agreement and acknowledgement that the Town rejects the Petition, has no interest in annexing the Property at this time, and has not at any time annexed the Property into the Town; b. The Town shall execute and deliver to Developer a disclaimer of interest attached hereto as Exhibit B, which Developer may then record with the Weld County Clerk and Recorder;and c. The Town will execute and deliver to Developer any other document or instrument reasonably requested by them in order to evidence that annexation proceedings are not pending, or that the Annexation Property is not, and has never been,annexed into the Town. (2) Effect of Failure to Annex. Upon the Town Board of Trustees' completing one or more of the actions described in subsection (1) above, this Agreement shall automatically terminate and shall be void and of no further effect, subject, however, to the provisions of Section 13(e) which shall survive termination. (c) Existing County Approvals. (1) The Parties acknowledge that Developer has received conditional approval of a Zoning Permit for Certain Uses in Ag Zone("ZPAG")/site plan("Site Plan")from the County for the Project. Developer shall not be required to waive or release any prior ZPAG/Site Plan approval granted or acquired in the County as a condition of annexation of the Property into the Town; provided, however, that the ZPAG/Site Plan approval is final and valid(has not lapsed)and Developer has satisfied all conditions of ZPAG/Site Plan approval and all obligations under and is in compliance with this Agreement at the time the Town Board of Trustees approves annexation of the Property. Furthermore, the Town acknowledges that any use that lawfully existed prior to annexation of the Property may continue after the effective date of annexation, subject to the Code. (2) As a condition of development of the Project, except as otherwise set forth in this Agreement,the Property must be developed in accordance with the ZPAG/Site Plan and in compliance with all applicable procedural and substantive requirements of the Code existing at that time. The Parties acknowledge that contemporaneously with any future platting of the Property, Developer and the Town may enter into an agreement for the redevelopment of the Property. 4 5037774 Pages: 7 of 107 08/26/2025 09:13 AM R Fee:6543.00 Carly Koppes, Clerk and Recorder, Weld County , CO •III 1110'nlil+n1NIC!!'r4,101$1101I(11i%114 II III (3) Project Expansion. Developer both acknowledges and agrees that, after the annexation of the Property becomes legally effective, the Town has the discretion under Section 19-1-210 of the Code to determine whether any change to the Site Plan requires an amendment to the Site Plan. If the Town determines that a change to the Site Plan requires an amendment to the Site Plan, Developer must apply for and obtain from the Town approval of an amendment to the Site Plan, prior to undertaking any construction. (4) Changes to County-approved Site Plan After the annexation of the Property becomes legally effective, site plan approval in accordance with Section 19-1-210 of the Code shall be required prior to construction of new buildings, structures,facilities(above-ground or underground)or parking areas not otherwise contained in the Site Plan,or substantial alterations to proposed buildings,facilities (above-ground or underground),parking areas, or loading areas set out in the Site Plan. (d) Use Tax Reimbursement. Developer shall reimburse the Town for the total amount of use tax revenue lost to the Town due to the Project being constructed within the County("Use Tax Reimbursement")as follows: (1) Amount. The Use Tax Reimbursement shall be calculated at a rate of 2%of the total value of the actual cost of all building and construction materials used for and incorporated into the Project,in accordance with Section 4-5-30 of the Code. Because the Project will be permitted through and built in the County at a future date,the initial determination of the Use Tax Reimbursement shall be made using the Use Tax Deposit(defined below). The final determination of the Use Tax Reimbursement shall be made at the time of reconciliation to determine if the use tax due is more or less than the prepaid Use Tax Deposit. a. Use Tax Deposit.Developer shall first remit the preliminary estimate of use taxes in the amount of$83,000.00, which is based on the total costs of all construction and building materials for the Project as indicated in the building permit Developer submits to the County multiplied by the 2% Town use tax rate ("Use Tax Deposit"). Developer acluowledges and agrees that the amount stated in the Use Tax Deposit is just an estimate and shall not be construed as limiting the actual amount of the Use Tax Reimbursement for the Project based on reconciliation. b. Reconciliation. Within 60 days of the County's issuance of a certificate of occupancy or the date of final inspection of the Project, whichever occurs later,Developer shall submit to the Town:(i)the final job cost accounting record(or other accounting or billing documents)that show the actual total cost of construction; (ii)the project invoice(s) showing the final total project price billed to Developer; (iii) copies of subcontractor affidavits and purchase invoices showing any county taxes paid; and(iv) a worksheet computing the total Town use tax due and owing, based on the total cost of materials and their delivery costs purchased by Developer's 5 5037774 Pages: 8 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III e ��i bilifli ill' 4tliwi I'RAW AUktlk 11111 contractor(s) and subcontractor(s), plus the total cost of fabrication labor performed by Developer's contractor(s) and subcontractor(s), multiplied by the 2%Town use tax rate("Reconciliation Report'). c. Underpayment. If the actual use tax due is greater than the Use Tax Deposit (underpayment) then the difference must be remitted within 30 days of the date Developer submits the Reconciliation Report. Developer will be allowed to remit this difference without penalty and interest provided it is remitted within the 30-day period. Any additional unpaid use tax amount due is subject to a late filing penalty of 15% and interest shall begin to accrue on such amount after the 30-day period until paid. d. Overpayment-refund request. If the actual use tax due is less than the Use Tax Deposit (overpayment), Developer may request the difference as a refund.To claim a refund,Developer must submit a copy of the County building permit and a job cost report,profit and loss statement, or other summary document supporting the amount of materials used. If any work on the Project was performed by subcontractors, subcontractor affidavits must be provided. (2) Timing of submission of Use Tax Deposit. Within ten (10) days of the Developer closing on the Property and the Town's issuance of the Temporary Access Permit as set forth in Section 13(e)(3) below, pursuant to the terms and conditions of a separate escrow agreement, mutually agreed to by Developer, escrow agent and the Town, Developer shall submit to an escrow account the Use Tax Deposit. The escrow agreement shall set forth instructions to the escrow agent to disburse the entire Use Tax Deposit funds to the Town upon Developer's receipt of a Certificate of Occupancy from the County for the Project or eighteen (18) months after the Effective Date of this Agreement,whichever occurs first. (e) Access. (1) Historical Access. The Annexation Property consists of two parcels of land: one having a Parcel ID# of 1473-29-0-00-044, comprising approximately 47.6 acres more or less ("Larger Parcel") and the other having a Parcel ID# of 1473-29-0-00-043, comprising approximately 4.4 acres ("Smaller Parcel"). The Larger Parcel is improved with a single-family residence and associated farm outbuildings ("Larger Parcel Improvements")and used for wheat farming while the Smaller Parcel is improved with a single-family residence and associated farm outbuildings("Smaller Parcel Improvements") and has been hobby farmed over the past few years. Regarding historical access to the Property from abutting Town- owned rights-of-way as of the Effective Date, subject to the permanent and temporary access granted by the Town in Sections 13(e)(2)-(4) below, the Parties agree as follows: 6 5037774 Pages: 9 of 107 06/25/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO 11111 a. access to WCR 39 from the Larger Parcel consists of an existing 25-foot drive for the purpose of accommodating pedestrian and vehicular ingress and egress from the Larger Parcel Improvements to WCR 39, but only to the extent necessary and suitable to support existing residential and farming cultivation uses on the Larger Parcel as of the Effective Date; b. access to the Frontage Road from the Larger Parcel consists of an existing 20-foot drive for the purpose of accommodating pedestrian and vehicular ingress and egress from the Larger Parcel Improvements to the I-76 Frontage, but only to the extent necessary and suitable to support existing residential and farming cultivation uses on the Larger Parcel as of the Effective Date; c. access to WCR 39 from the Smaller Parcel consists of an existing 25-foot drive for the purpose of accommodating pedestrian and vehicular ingress and egress from the Smaller Parcel Improvements to WCR 39, but only to the extent necessary and suitable to support existing residential and farming cultivation uses on the Smaller Parcel as of the Effective Date; d. No Vested Rights. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT DEVELOPER HAS NO CLAIM OR ENTITLEMENT TO RECEIVE ANY PARTICULAR ACCESS OR WIDTH OF ACCESS FROM THE TOWN NOR ANY RIGHT OF ACCESS TO WCR 39 OR THE I-76 FRONTAGE ROAD TO SERVE THE POTENTIAL MAXIMUM DEVELOPMENT OF THE PROPERTY UNDER THIS AGREEMENT; e. the historical access described herein shall automatically terminate upon one or more of the following events occurring:(i)Developer begins constructing the Project; (ii) the Town grants any new permanent access to a Town street; (iii) a change in or expansion of the existing uses on the Property; (iv) upon new development or redevelopment of the Property;(v)any change in the frequency or intensity of use of the historical access by vehicular traffic as a result of a change in the form,mode or types of vehicles predominantly accessing the Property; or.(vi)any modification of access to accept different or additional turning movements; f If,at any time after the Effective Date,Developer determines not to undertake the development of the Project on the Property due to economic infeasibility,casualty or condemnation,changes in law that affect the financing or development of the Project,or any other reason that makes Developer's ability to complete its anticipated Project practically impossible or unduly burdensome,then Developer has and shall continue to have the right to historical access as described above; and 7 5037774 Pages: 10 of 107 06/26/2025 09:13 AA R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 111111MOLi41114:11013FAIWININIMiii 11111 g. This provision shall survive termination of this Agreement. (2) Permanent Access for Frontage Road. The Town will grant continued permanent access to the Interstate 76 Frontage Road (the "Frontage Road")for the Project on the Property at the access point depicted on the Site Plan, even if the Property is never annexed to the Town, subject to the following conditions: a. Within five (5)days of executing this Agreement,Developer shall execute and deliver to the Town the Permanent Street Access Permit Application attached as Exhibit D; b. Within five(5)days of executing this Agreement,Developer shall execute and deliver to the Town the Right-of-Way Access Permit Agreement attached as Exhibit E; and c. Developer undertakes and completes the Project. Additional access points to the Frontage Road for the Project shall be determined and provided by the Town in accordance with the applicable provisions,standards, and criteria of the Lochbuie Street Access Code and State Highway Access Code. (3) Temporary Construction Access to WCR 39. Prior to execution of this Agreement, the Town issued a temporary access permit (the "Temporary Access Permit"), attached as Exhibit F, for the purposes stated therein. The Temporary Access Permit shall commence upon the date as specified in the permit (the "Commencement Date") and shall terminate one (1) calendar year after the Commencement Date;(2)thirty(30)days after Developer's receipt of a certificate of occupancy or jurisdictional equivalent from the County;or(3)conversion of the Temporary Access Permit to Permanent Access in accordance with Section 13(e)(4) below,whichever occurs first. Unless and until the Temporary Access Permit converts to a Permanent Access Permit(defined below)in accordance with Section 13(ex4)below,Developer shall not have a right to permanent, continued direct access to WCR 39 to develop and serve the Project, and the Town reserves the right to restrict access from the Property to WCR 39. Developer expressly acknowledges that historical access to WCR 39 as described in subsection(e)(1)above terminates once Developer begins constructing the Project. If for any reason the Temporary Access Permit never converts to a Permanent Access Permit in accordance with Section 13(ex4) below, then upon completing the Project, Developer will make such repairs or take such other action as may be necessary to restore WCR 39 to a condition comparable to its condition prior to Developer constructing the Project, including but not limited to the reseeding and replanting of any disturbed areas in a manner reasonably satisfactory to the Town, correction of any subsidence, and restoration of any other improvements or conditions impacted by Developer's activities. 8 5037774 Pages: 11 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO (4) Conversion of Temporary Access Permit. The Town will allow for the Temporary Access Permit to be converted into a permanent access permit(the "Permanent Access Permit") even if the Property is never annexed into the Town and, upon conversion, thereby grant continued permanent access to WCR 39 for the Project at the two (2) access points depicted on the Site Plan, subject to and contingent upon satisfaction of all the following conditions: a. Developer pays the Road Impact Fee described in Section 1(e)of the Right-of-Way Access Permit Agreement; b. If the Town fails to adopt an ordinance annexing the Property, Developer pays the Annual Permit Fee described in Section 1(f)(1)of the Right-of-Way Access Permit Agreement; c. Developer pays the Use Tax Reimbursement described in Section 13(d); d. Developer pays all fees required under the Temporary Access Permit; e. Developer executes and delivers this Agreement; f Developer executes and delivers the Public Improvements Agreement attached as Exhibit G; g. Developer submits a valid, irrevocable petition for annexation of the Property signed by it in accordance with the Municipal Annexation Act of 1965 together with a valid, duly-executed, irrevocable limited power of attorney as described in Section 13(a)(1)above; h. Developer fully performs the Public Improvements Agreement; i. Upon the earlier to occur of (i)the installation and completion of the final one and one-half inch (1.5') minimum top lift of asphalt paving for WCR 39, or(ii) receipt of the Certificate of Occupancy for theProject, the four (4) internal acres on the Property depicted on the Site Plan as "compacted earth" shall be treated to mitigate fugitive dust, runoff and mud tracking off-site and onto WCR 39 and other roads within the jurisdictional boundaries of the Town; j. Developer agrees the Traffic Impact Study dated November 1, 2024, prepared by LSC Transportation Consultants, Inc. and associated with this Project ("TIS"), shall be the record for the anticipated traffic to and from the Property. The Town shall use good faith efforts to work with the Developer if questions or issues arise from traffic associated with the Project and is materially different than what is reflected in the TIS. At such time as improvements are made to various Town rights-of-way and 9 5037774 Pages: 12 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO III N��lW1�K�df 1IWINrP114I111211 111111RM 111111 intersections, the information in the TIS may need to be reviewed and updated upon mutual agreement from the Town and the Developer. Developer provides proof of a certificate of occupancy for the Project issued by Weld County; 1. Developer furnishes to the Town 100% full engineering design plans for that segment of WCR 39 between the Property and WCR 6 to be designed as a collector roadway 80 feet in width and according to Town-adopted standards; and m. Developer has otherwise satisfied all obligations under and is in material compliance with Sections 13(e)(3)(h), 13(eX3)(j)and 13(hX8) of this Agreement. Upon the conversion of the Temporary Access Permit to a Permanent Access Permit in accordance with this section, the Town Administrator shall execute the amendment to that certain Right-of-Way Access Permit Agreement adding the two (2)WCR 39 access points to the Permanent Access Permit. (f) Right of First Refusal (Water Rights). Developer represents that there are appurtenant to the Property certain surface and/or groundwater"water rights"that will be owned by Developer upon acquiring the Property, as more particularly described on Exhibit H, attached hereto and made a part of this Agreement (the "Water Rights"). Developer further represents that the Water Rights constitute all of the water rights appurtenant to the Property acquired by Developer with the Property. (1) Grant of Right of First Refusal. Subject to Developer becoming the owner of record of the Property and the Property's annexation into the Town, Developer hereby agrees to grant to the Town a right of first refusal to acquire any portion of the Water Rights owned by Developer. (2) Exercise of Right of First Refusal. Developer will not sell the Water Rights, or any part thereof, without first offering it to the Town for purchase, in accordance with this Section 13(f). The right of first refusal granted to the Town shall be honored by Developer and exercised in the following manner: a. If,at any time,Developer elects to place the fee title interest in the Water Rights for sale to a third party, or Developer receives a bona fide third-party offer to purchase or otherwise acquire title to the Water Rights,or any part thereof,any contract which may be entered into between Developer and such bona fide purchaser shall specifically provide that the transaction shall be subject to the right of first refusal set forth in this Agreement. b. In the event that Developer enters into such contract with a bona fide third-party purchaser, the Town shall have the prior right to purchase and acquire title to the Water Rights, or the portion thereof 10 5037774 Pages: 13 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly KoPPes. Clerk and Recorder, Weld County , CO 1 hlrtVA4114111111 described in such contract, upon the same terms and conditions as therein provided or, at Developer 's option, for cash, except in the event the Water Rights are to be conveyed or purchased in conjunction with a transfer of the Annexation Property; in such case where the fee title interest in the Water Rights is to be conveyed or purchased in conj unction with the sale or purchase of the fee title interest in the Annexation Property, the Town shall have the prior right to dedication of the Water Rights without having to acquire the Annexation Property with the Water Rights, and if the Town exercises the right of first refusal under such circumstances,Developer shall be required to execute and deliver a Dry- Up covenant as part of the proposed dedication and conveyance of the Water Rights to the Town. In either case, the Water Rights are to remain with the Property such that when the Project is able to connect to the Town's water/wastewater infrastructure, in accordance with this Agreement, the Water Rights may be dedicated to the Town as part of the Town's requirements for connection in Sections 6,7 and 1 3(e)(3)(f)and 13(e)(3)(g) hereof. c. Developer shall submit to the Town a duplicate original of an executed contract with the bona fide purchaser, together with duplicate originals executed by Developer of a contract between Developer and the Town, containing the same terms and conditions as the purchase and sale contract with the third-party bona fide purchaser, except as provided in paragraph(b)above. If,after the receipt of such documents,the Town shall fail to exercise its right of first refusal by signing and returning to Developer within 60 days of receipt, a signed copy of said contract, Developer shall have the right to conclude the proposed sale and conveyance on the same terms and conditions, and no other, as in the contract with the bona fide third-party purchaser. d. The Town's failure to exercise its right of first refusal,or its written disclaimer of such right,shall be deemed a waiver and cancellation of such right of first refusal if the proposed sale and conveyance to the same bona fide third-party purchaser is consummated. If the proposed sale and conveyance to the same bona fide third-party purchaser is not consummated,the right of first refusal herein set forth shall not be deemed waived or cancelled, but shall remain in full force and effect. The Town's failure to exercise, or disclaimer of, such right with respect to any transfer of less than all of the Water Rights shall not be deemed a waiver of such right with respect to that part of the Water Rights owned by Developer after such transfer. e. This right of first refusal shall apply to all transactions involving a conveyance of title to the Water Rights, or any portion thereof, except for any foreclosure sale or deed in lieu transfer, including but not limited to a purchase,an exchange,or any other transfer of an interest in the Water Rights for consideration. 11 5037774 Pages: 14 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 11111 1NCIfil IR/AAlf iXAIVO KI NUPPIlyi, II 111 (3) Non-Transferability. This Right of First Refusal shall be deemed a right extended solely and exclusively to the Town and to no third parties whether or not affiliated with the Town. The Town shall not convey or assign, in whole or in part,any of its rights associated with this Agreement to any person or third-party without Developer 's prior written consent, which shall not be unreasonably withheld. (g) Mandatory Connection.Developer shall connect to the Town's water utility when municipal water or sanitary sewer facilities are available within WCR 39 adjacent to the western side of the Property; provided, however, the Town Board of Trustees adopts an ordinance annexing the Property in accordance with the terms of this Agreement. New water and sewer tap permits shall be required and tap fees shall apply at the time of connection. The new water and sewer taps fees for such permits shall be computed based on the provisions of the Code in effect at the time of connection. (h) Development. (1) Fencing. Prior to receipt of the Certificate of Occupancy for the Property, Developer will install an opaque perimeter fence along the perimeter of the Property of significant height so as to effectively screen internal operations and storage of materials from view. (2) Undergrounding. All overhead powerlines on the Property along the Frontage Road and/or WCR 39 shall be placed underground. Such underground powerline installation will be done by United Power and Developer will pay United Power directly for the costs and expenses of such underground powerline installation. (3) ADA. Developer shall work with the County to provide an accessible route between the right-of-way and the main building entrance, per Section 24-1-40(Definition of"Access")of the Weld County Code,as applicable. (4) Drainage. All mulch, fill, dirt, and/or soil piles that are not located within the four (4) internal acres on the Property depicted on the Site Plan as "compacted earth" shall be placed and kept at all times on top of raised concrete slabs or platforms to minimize run-off and to assist with drainage. (5) Impact Fees. Within ten (10) days of the Town's issuance of the Temporary Access Permit as set forth in Section 13(e)(3) above, Developer shall pay the Town's nonresidential impact fees for the Project at such rate as established in the impact fee schedule adopted by the Town Board currently in effect as of the date of payment. Pursuant to the terms and conditions of a separate escrow agreement, mutually agreed upon by Developer, escrow agent and the Town, Developer shall submit to an escrow account the nonresidential impact fees. The escrow agreement shall set forth instructions to the escrow agent to disburse the impact fee funds to the Town upon Developer's receipt of a Certificate of Occupancy from the County for the Project or eighteen (18) months after the 12 5037774 Pages: 15 of 107 06/26/2025 09:13 AID R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO lIII rank!Vign , Tkrirli 1ht�61Y1Y4 III III Effective Date of this Agreement,whichever occurs first. (6) Architectural Design. Developer shall, at a minimum, develop and construct the building on the Property equivalent to the elevations depicted in Exhibit I. In addition, Developer shall enhance the design by incorporating additional architectural features, such as vertical articulation in the wall structures on the façade facing WCR 39. (7) Building Inspection Services. Developer shall be permitted to rely upon and utilize Weld County building inspectors for all building inspection services related to the Project and shall be responsible for all payments to Weld County for such services. Developer shall submit to the Town for review (but not more often than once a month)a copy of the Weld County inspection card for the Project. Developer, if requested by the Town, shall provide other appropriate supporting documentation for each report. Weld County shall retain ultimately responsibility for performing all required inspections and issuing and approving all required permitting and occupancy certificates related to the Project. (8) Air Quality Monitoring and Best Management Practices. The Project shall,at all times, comply with the Air Pollutant Emissions Notice(APEN) and air quality permit issued by the State of Colorado CDPHE Air Pollution Control Division and the information provided to the Weld County Environmental Health Services. Uses on the Property shall comply with the Colorado Air Quality Commission's air quality regulations.A non-regulatory air quality and fugitive dust mitigation program, endorsed by the Town Administrator, to include best management practices will be developed and documented with the Town and Developer. The plan will be implemented by the Developer. The Developer will pay the costs for baseline data acquisition and ongoing monitoring. (i) Easement Dedication. As a condition of furnishing future utility services to the Property or upon sixty (60) days' written notice of the Town to Developer following annexation of the Property, as determined by the Town, Developer at its sole cost and expense, shall dedicate and convey to the Town, via a final plat or by a separate written easement agreement or dedication deed, any easements or other real property interest(s) for the construction,maintenance and operation of any required on-site or off-site public or utility improvements necessary to ensure the Project or Property will be served or to ensure development of adequate water and sewer facilities. (j) Land Dedication. Developer further agrees that upon annexation or upon sixty (60) days' written notice of the Town to Developer following annexation, as determined by the Town, Developer shall convey to the Town, by special warranty deed, in fee simple absolute,free and clear of all liens and encumbrances,a strip of land ten feet (10') in width for additional future right-of-way for WCR 39. In connection with any future subdivision or redevelopment of the Annexation Property, the Town may require additional dedications of rights-of-way for public streets necessary to serve the subdivided or developed Annexation Property. 13 5037774 Pages: 16 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel, Clerk and Recorder, Weld County , CO R!CINVIN iK �� II 14. Breach and Remedies. (a) If a Party defaults in the performance of its obligations under this Agreement, the Party asserting breach by another Party will provide such breaching Party with thirty (30) days' written notice of the asserted breach and the non-breaching Parry's intent to take remedial action in accordance with this Section 14,and the Party asserted to be in breach of this Agreement will have thirty(30)days after receipt of such notice within which to cure such breach. (b) The sole and exclusive remedies of Developer against the Town for any uncured breach of this Agreement shall be limited to breach of contract claims and any necessary actions to ensure continued access to and from the Property in accordance with Section 13(e) of this Agreement. (c) The Town's remedies for any uncured breach of this Agreement include,but are not limited to,the following: (1) The refusal to issue any building permit or certificate of occupancy; (2) The refusal to issue any Permanent or Temporary Access Permit; (3) The revocation of any Temporary or Permanent Access Permit previously issued; (4) A demand that the security given for the completion of any public improvements be paid or honored; and (5) Any other remedy available at law. 15. Notices. All notices, demands or other documents required or desired to be given to either party under this Agreement shall be made in writing and shall be deemed effective upon receipt and shall be personally delivered or mailed by certified mail as follows: If to the Town: Town Administrator Town of Lochbuie 703 WCR 37 Lochbuie, Colorado 80603 With a required copy to: M.Keith Martin, Widner Juran LLP Town Attorney 13133 E.Arapahoe Road, Suite 100 Centennial,Colorado 80112 If to the Developer: 14 5037774 Pages: 17 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 1Ii1 kirAlP k 1`&F11'MMirif 1141I II1 Dirt Factory,LLC Attn: 15605 W. 32nd Avenue Golden,Colorado 80402 With a required copy to: Nelnet Real Estate Ventures, LLC Attn:Andrew Lempka 121 S 13th Street, Suite 100 Lincoln,NE 68508 Often Johnson Robinson Neff&Ragonetti,P.C. Attn: Thomas J. Ragonetti 950 17th Street, Suite 1600 Denver, Colorado 80202 16. Cooperation. This Agreement is the product of the voluntary and cooperative effort of the Parties and shall not be construed or interpreted against either Party solely on the basis of that Party having drafted any portion of this Agreement. 17. Future Acts.Following execution ofthis Agreement,the Parties covenant and agree that they will cooperate with each other in accomplishing the terms, conditions and provisions of the Agreement, and will execute such additional documents as necessary to effectuate the Agreement. 18. Binding Effect of Agreement. This Agreement shall inure to the benefit of and be binding upon the successors and the assigns of the respective Parties. The Parties'respective rights and obligations set forth in this Agreement shall constitute covenants that shall run with the land. 19. Third Parties. The covenants, stipulations and agreements contained in this Agreement are and shall be for the sole and exclusive benefit of the parties hereto and their respective successors and assigns, and nothing in this Agreement,express or implied, is intended nor shall be construed of confer upon or give any other person any rights,remedy or claim under or by reason of the Agreement. The Town shall not be obligated or liable under the terms of this Agreement to any person or entity not a party hereto. Further,the Town shall not be bound by any contracts or conditions that Developer may negotiate with third parties related to matters set forth in this Agreement. 20. Police Power. Nothing contained in the Agreement shall constitute or be interpreted as a repeal of existing Codes or ordinances or as a waiver or release of the Town's legislative, governmental or police powers to promote and protect, the health, safety, morals or general welfare of the municipality or its inhabitants. This Agreement shall not prohibit the enactment by the Town of any tax, fee, ordinance, resolution, rule, or regulation which is of uniform and general application. 15 5037774 Pages: 18 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Kopp's, Clerk and Recorder, Weld County , CO 11111 l��1�+i &isIf ilt ali�l r.Yl Eak'Arrilyinllvi 111111 21. No Partnership or Agency. Notwithstanding any language in this Agreement, neither party shall be deemed a member, partner or joint venture of each other and neither party shall be responsible for the debts or liabilities of the other nor the other's contractor or agent. 22. Venue. This Agreement is being executed and delivered and is intended to be performed in the State of Colorado, and the laws of Colorado shall govern the validity, construction,enforcement,and interpretation of this Agreement. Exclusive jurisdiction and venue for resolution of any dispute arising hereunder shall be in the District Court for Weld County, Colorado. 23. Attorney's Fees. In the event that it is necessary to initiate legal proceedings to enforce the provisions of this Agreement, the non-prevailing party shall be responsible for all reasonable legal expenses and costs incurred by the prevailing party, including reasonable attorney's fees. 24. Effective Date. This Agreement shall be effective and binding upon the Parties immediately upon the date on which the Agreement is signed and delivered by the Parties, regardless of whether the Agreement is executed prior to the effective date of an ordinance annexing the Property. 25. Entire Agreement. This Agreement including the Exhibits and Recitals, which are incorporated herein,set forth the entire agreement of the Parties concerning the annexation. There are no promises, terms, conditions,or obligations other than those contained herein that exist with respect to the annexation. This Agreement shall supersede all other provisions, communications, representations, or agreements, either verbal or written, between the Parties with respect to the annexation and the economic incentives. 26. Waiver Limitations. A written waiver by either party to this Agreement of the breach of any term or provision of this Agreement shall not operate or be construed as a waiver or any subsequent breach by another party. 27. Headings. The headings of the sections or subsections of this Agreement are only for the convenience and reference of the Parties and are not intended to define, limit,or describe the scope or intent of this Agreement 28. Severability. If any part,term or provision of this Agreement is held by any court of competent jurisdiction to be illegal, invalid or unenforceable, the validity of the remaining provisions shall not be affected,and the rights and obligations of the Parties shall be construed and enforced as if the Agreement did not contain the particular part, term or provision held to be invalid, and the Parties shall cooperate to cure any such defect 29. No Other Vested Property Rights. It is understood and agreed by the Parties that no vested property rights are granted by this Agreement. Except as provided in Section 13, the Developer represents to the Town that there are no vested rights to the Annexation Property from the County of Weld or any other governmental entity. Subject to and except as provided in Section 13, Developer hereby waives and releases any prior vested rights,including historical access to 16 5037774 Pages: 19 of 107 06/26/2025 09:13 All R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County . CO IIII1 AIR �K�h+� CICKVIMiliallienliUI Ill WCR 39,which may have been so granted or acquired in Weld County upon the legal effectiveness of the annexation of the Property. 30. Disconnection. No right or remedy of disconnection of the Annexation Property from the Town shall accrue from this Agreement,other than that provided by C.R.S. §§ 31-12-119 or -501. In the event the Annexation Property or any portion thereof is disconnected from the Town at the Developer's request, the Town shall have no obligation to serve the disconnected Annexation Property. 31. Referendum. If the annexation of the Annexation Property or any portion thereof is challenged by a referendum, all provisions of the Agreement, together with the duties and obligations of each party, shall be suspended pending the outcome of the referendum election. If the referendum challenge to the annexation results in disconnection of the Annexation Property from the Town,then this Agreement shall be null and void and of no further effect, except for the terms and conditions of Section 13(e)which shall continue in full force and effect following such termination. If the referendum challenge fails,then the Developer and the Town shall continue to be bound by this Agreement. 32. Court Order. In the event that the annexation of the Property or any portion thereof is voided by Final Action("Final Action"means that no appeal can be made or the time to appeal has expired) of a court of proper jurisdiction (such Final Action not being associated with referendum or initiative matters), the Town and the Developer shall cooperate to cure any legal defects cited by the court or that resulted in disconnection of the Annexation Property, and immediately upon such cure this Agreement shall be deemed to be an agreement to annex the Property to the Town pursuant to the Colorado Municipal Annexation Act of 1965. The Developer shall reapply for annexation when the Annexation Property becomes eligible for annexation as determined by the Town. 33. Recordation. This Agreement shall be recorded in the records of the Clerk and Recorder of Weld County, State of Colorado. 34. Counterparts. This Agreement may be executed by one or more Parties to this Agreement on any number of separate counterparts. Each counterpart shall be deemed to be an original, and all such counterparts taken together shall be deemed to constitute one and the same instrument. Signature pages may be delivered by electronic mail to each party as electronically imaged signatures such as .pdf files or by any other method which complies with the Uniform Electronic Transactions Act,C.R.S. §§ 24-71.3-101 et seq. (e.g.,www_docusign.com). IN WITNESS WHEREOF, the Parties have executed this Agreement on theaLday of Moi,Ch. ,2025. [Remainder of page left intentionally blank—Signature Pages to follow] 17 5037774 Pages: 20 of 107 06/26/2025 09:13 All R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III Kf++?IKIAU IIYVIIVEILhiliki/FAMYI I II ill DEVELOPER: DIRT FACTORY, LLC, a Colorado limited liability company By. STATE OF COLORADO ) )ss. COUNTY OF ) The foregoing Annexation Agreement was signed and sworn to before me by � �� ZLVisA- , as AtaQ- ,of Dirt Factory, LLC this all day of WiQrCGI_, 2Q2f Witness my hand and official seal. otaryi is Officia Signature) ARIELLE SAWYER NOTARY PUBLIC MIME OF COLORADO rP121 1 C p Cam/. -rec L NOTARY ID 02947 K (.� 1� MY COMMISSION EXPIRES M/25/2028 (Title of office) o//as/Zap (Commission Expiration) [Remainder of page left intentionally blank—Signature Pages to follow] 18 5037774 Pages: 21 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO gill NAM it E 11144 NXtili! IPA IMAM 11111 TOWN OF LOCHBUIE,a Colorado municipal corporation • By: ,1‘, JamieUeffery, Ma t,,0 ATTEST: Deputy Town Clerk 19 5037774 Pages: 22 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO III gird NM MUM'111T y I1C:181' 1101 Exhibit A LEGAL DESCRIPTION Parcel A: (1338 County Road 39) All that part of Section Twenty-Nine(29),Township One(1)North,Range Sixty-Five(65)West of the Sixth Principal Meridian, County of Weld, State of Colorado, described as follows: That part of the Southwest Quarter(SW'/4)of Section Twenty-Nine(29) lying North and West of the Right-of-Way for existing U.S. Highway Number Six, And The South 810 feet of the Northwest Quarter(NW 1/4)of Section Twenty-Nine(29)lying North and West of the Right-of-Way for existing U.S. Highway Number Six,except the West 198 feet of said South 810 feet, all in Township One (1) North, Range Sixty-Five (65)West of the Sixth Principal Meridian, County of Weld,State of Colorado. Also known as: A parcel of land situated in the Southwest and Northwest' of said Section 29,Township 1 North,Range 65 West of the 6th Principal Meridian,County of Weld,State of Colorado, being more particularly described as follows: Commencing at the Southwest'/4 corner of said Section 29 being a found 2.5"Aluminum Cap "PLS23027"from whence the West' corner of said Section 29 being a found 2.5"Aluminum Cap"PLS 36060" bears North 00°13'53" East, a distance of 2654.03 feet with all bearings herein relative thereto; Thence North 00°13'53" East along the West line of the Southwest'/4 of said Section 29, a distance of 1312.11 feet to the Southwest corner of the land described in Reception Number 3290520; Thence North 89°41'26" East along the South line of said land described in Reception Number 3290520, a distance of 30.00 feet to the Southeast corner of said land described in Reception Number 3290520 and the Point of Beginning; Thence North 00°13'53"East along the East line of said land described in Reception Number 3290520, a distance of 1312.02 feet to a point 30.00 feet South and 30.00 feet East of the West' corner of said Section 29; Thence parallel and 30.00 feet South of the South line of the North 1/2 of said Section 29 North 89°30'11"East, a distance of 228.02 feet; 5037774 Pages: 23 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes. Clerk and Recorder, Weld County ' CO IIIIII Min ?Ma NM Id 1914:6111A 11111 Thence North 00°13'34" East along the East line of the land described in Book 1120, Page 96, a distance of 840.07 feet to the South line of the land described in Reception Number 4423589; Thence North 89°30'11" East along said South line of the land described in Reception Number 4423589, a distance of 1630.06 feet to the Westerly line of the land described as "James H. Kilker Right of Way" recorded with CDOT in Project Number 1 076-1 (48) Dated 09/1977; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 2484.66 feet; Thence South 42°37'28"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 201.00 feet; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 170.00 feet; Thence North 53°05'12"West,a distance of 170.39 feet to the point of beginning. County of Weld, State of Colorado. p rcal B: (1568 County Road 39) A part of the SW'/4 of the NW%and of the N W%of the SW%of Section 29,Township 1 North, Range 65 West of the 6th P.M., being more particularly described as follows: Beginning at the West quarter corner of said Section 29; thence N00°45'01"E on an assumed bearing along the West line of the NW 144 of said Section 29, a distance of 810 feet; thence S89°59'36" E parallel with the East/West centerline of said Section 29, a distance of 258 feet; thence S00°45'01"W parallel with the West line of the NW 1/4 a distance of 840 feet, said point being 30 feet South of said East/West centerline; thence N 89°56'36"W parallel with said centerline a distance of 258.00 feet to a point on the West line of the SW% of said Section 29; thence N00°45'01"E along said West line a distance of 30 feet to the true point of beginning. County of Weld, State of Colorado. 5037774 Pages: 24 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO ■��k!�1 N�Wf �Mi� VINCALIffNinhiliali4, 11 III EXHIBIT B DISCLAIMER OF INTEREST IN REAL PROPERTY THIS DISCLAIMER OF INTEREST IN REAL PROPERTY ("Disclaimer") is made by THE TOWN OF LOCHBUIE, a municipal corporation of State of Colorado (the "Town"), effective as of the 25 day of ter , 2024. RECITALS A. Pursuant to Resolution No. 24-XXX dated as of [INSERT DATE] (the "Substantial Compliance Resolution"), the Town accepted a Petition for Annexation of the real property described and shown in Exhibit A, attached hereto and incorporated herein by this reference ("Annexation Property"), to be known as the Scotts Miracle-Gro Annexation, and determined it to be in substantial compliance with C.R.S. § 31-12-107(1), thereby formally initiating annexation proceedings with respect to the Annexation Property. B. The Town and the [INSERT NAME] (the "Petitioner") entered into an Annexation Agreement dated as of the date of the Substantial Compliance Resolution (the "Annexation Agreement"), pursuant to which the Town and the Petitioner agreed that if the Town Board of Trustees failed to adopt an ordinance annexing the Annexation Property, the Town would repeal the Substantial Compliance Resolution and execute and record this Disclaimer, evidencing that the Annexation Property is not, and has never been, annexed into the Town. C. On [INSERT DATE] the Town Board of Trustees considered an ordinance ("Annexation Ordinance")to annex the Annexation Property and failed to adopt it,and the Town is executing this Disclaimer in accordance with the terms of the Annexation Agreement. DISCLAIMER NOW THEREFORE, the Town hereby (a) disclaims any and all claim right, title or interest it may have in the Annexation Property and (b) certifies and agrees that the Annexation Property is not, and has never been, annexed into the Town. Exhibit C Form of Limited Power of Attorney LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that as of the 25 day of March, 2025 ("Effective Date"), the undersigned, DIRT FACTORY, LLC, a Colorado limited liability company (the "Owner"), the owner of the real property commonly described as 1338 and 1568 County Road 39, Brighton,Colorado 80603,as more particularly described in Exhibit A,attached hereto and incorporated herein by this reference (the "Property"), has made, constituted and appointed,and by these presents does hereby irrevocably make, constitute and appoint the TOWN CLERK OF THE TOWN OF LOCHBUIE, a municipal corporation of State of Colorado (the "Agent"), as the true and lawful attorney for the Owner and in its name, place and stead for the limited purpose: Pursuant to the terms of that certain Annexation Agreement for Scotts Miracle-GO Annexation by and between the Town of Lochbuie and Dirt Factory,LLC dated on or about the same date hereof("Annexation Agreement"), in the event the Owner fails or refuses to execute any annexation petition and accompanying maps along with all other agreements, consents, or similar documents in accordance with the Annexation Agreement, the Owner hereby authorizes and appoints the Town Clerk of the Town of Lochbuie, as Owner's lawful attorney-in-fact, to sign, execute, deliver, file and record any petition and map along with all other agreements, consents, or similar documents thereby binding Owner to all of the terms and provisions of any map, agreements, consents, or similar documents for all intents and purposes as if the Owner had signed said petitions, maps and all other agreements, consents, or similar documents, consistent with the terms of the Annexation Agreement. This Limited Power of Attorney shall not be affected by the disability, in competency, or incapacity of the principal, nor shall the appointment preclude the Agent from undertaking any other available action, which may be necessary to enforce the provisions of this Agreement. THIS POWER OF ATTORNEY IS STRICTLY LIMITED TO ACTIONS CONNECTED WITH THE PROPERTY AS REFERENCED HEREIN AND MAY ONLY BE EXERCISED BY THE TOWN TO THE EXTENT SPECIFICALLY AUTHORIZED UNDER THE TERMS OF THE ANNEXATION AGREEMENT. Except as may otherwise be limited herein, generally giving and granting unto the Agent full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done with respect to the foregoing, as fully, for all intents and purposes, as the Owner might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that the Agent or its substitute shall lawfully do or cause to be done by virtue hereof. The undersigned releases and discharges Agent acting in good faith from any civil liability and from all claims or demands of all kinds whatsoever by the undersigned, and its successors and assigns arising out of the acts, forbearances, or omissions of my Agent, except for willful misconduct or gross negligence. This protection extends to Agent's successors, and assigns. g037774 Pages: 25 o f 107 08/25/2025 09:13 AM R F.Ie. 543.00 CO Carly KoPPos Clerk and Recorder, Weld County III 1��r1Q I�.��M �l��liD'+RGtiih��t+t't il �Y��/Illl 5037774 Pages: 26 of 107 06/26/2025 09:13 An R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III EiriiitiveiION i A}N 11111 Agent may resign by executing a written resignation delivered to the undersigned or, if the principal is mentally disabled or incapacitated, by delivery to any person with whom the principal is residing or who has the principal's care and custody. If Agent is unwilling or unable to act with respect to any provision of this limited power of attorney, Agent shall appoint, in writing, an alternative Town of Lochbuie official to serve as Special Agent as with respect to the provision. Agent may revoke this appointment at will. A Special Agent may exercise all powers granted by this limited power of attorney unless expressly limited elsewhere in this power of attorney or by the instrument appointing the Special Agent. A Special Agent may resign at any time by delivering written notice of resignation to Agent. Notice of resignation will be effective under the terms of the notice. No person who relies in good faith on the authority of Agent under this power of attorney will incur any liability to the principal, its heirs, successors, and assigns. Any party dealing with Agent may conclusively rely upon an affidavit or certificate of Agent that: the authority granted to Agent under this power of attorney is in effect; Agent's actions are within the scope of Agent's authority under this power of attorney; The principal was competent when the principal executed this power of attorney; Principal has not revoked this power of attorney; and Agent is currently serving as Agent. Principal understand that this power of attorney is an important legal document. Before executing this power of attorney, principal's attorney explained the following information to it: The power of attorney provides Agent with powers to annex real property into the Town of Lochbuie under the terms of the annexation agreement. This limited power will exist for an indefinite period unless and until the purpose of the limited power of attorney is fully accomplished pursuant to the specific provisions in the power of attorney. The Principal does not have the power to revoke or terminate this limited power of attorney at any time. This Limited Power of Attorney may be executed in any number of counterparts, each of which when executed will be an original (even if a copy transmitted electronically or by email), but such counterparts will together constitute one and the same instrument. [Signature pages to follow] 5037774 Pages: 27 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, 4e1d County CO IIIIMINISMIUMLIPIVelet1041411111 IN WITNESS WHEREOF, the undersigned have executed and delivered this Limited Power of Attorney to be effective as of date first set forth above. OWNER: DIRT FACTORY, LLC, a Colorado limited liability company By:ARES LL s 4gef By: _ Print Name: l ri c Title: 14,4-3-.•t.yy-V►z._- Wité/t41/ s �rr Print Name: ,)(lc ti V L 4ioId STATE OF COLORADO ) COUNTY OF by �The for oing instrument was acknowledged before me this 7 day of ' lA vC� , 2025, hv CSJ✓k 5 ,as Manager of ARES LLC,Manager of Dirt Factory,LLC. lattatcLLY.k (sign name) [NOTARY SEAL] DEBORAH L EVANS NOTARY PUBLIC-STATE OF COLORADO NOTARY ID19974004903 MY COMMISSION EXPIRES APR 19, 2025 5037774 Pages: 28 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO 1111 PAIN IN 41I liiii KURA I'il 01117114 III III EXHIBIT A Lejial Description Parcel A(1338 County Road 39) THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF WELD, STATE OF COLORADO,AND IS DESCRIBED AS FOLLOWS: ALL THAT PART OF SECTION TWENTY-NINE (29), TOWNSHIP ONE (1) NORTH, RANGE SIXTY- FIVE(65)WEST OF THE SIXTH PRINCIPAL MERIDIAN,COUNTY OF WELD,STATE OF COLORADO, DESCRIBED AS FOLLOWS: THAT PART OF THE SOUTHWEST QUARTER (SW 1/4) OF SECTION TWENTY-NINE (29) LYING NORTH AND WEST OF THE RIGHT-OF-WAY FOR EXISTING U.S.HIGHWAY NUMBER SIX, AND THE SOUTH 810 FEET OF THE NORTHWEST QUARTER(NW 1/4)OF SAID SECTION TWENTY-NINE (29)LYING NORTH AND WEST OF THE RIGHT-OF-WAY FOR EXISTING U.S.HIGHWAY NUMBER SIX,EXCEPT THE WEST 198 FEET OF SAID SOUTH 810 FEET, ALL IN TOWNSHIP ONE(1)NORTH, RANGE SIXTY-FIVE(65) WEST OF THE SIXTH PRINCIPAL MERIDIAN,COUNTY OF WELD, STATE OF COLORADO. AS SURVEYED LEGAL DESCRIPTION: A PARCEL OF LAND SITUATED IN THE SOUTHWEST AND NORTHWEST 1/ 4 OF SECTION 29, TOWNSHIP 1 NORTH,RANCE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF WELD, STATE OF COLORADO,BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5 "ALUMINUM CAP "PLS 23027" FROM WHENCE THE WEST 1/4 CORNER OF SAID SECTION 29 BEING A FOUND 2.5" ALUMINUM CAP "PLS 3606D"BEARS NORTH 00°13'53" EAST,A DISTANCE OF 2654.03 FEET VIHH ALL BEARINGS HEREIN RELATIVE THERETO; THENCE NORTH 00°13'53" EAST ALONG THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 29, A DISTANCE OF 1312.11 FEET TO THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN RECEPTION NUMBER 3290520; THENCE NORTH 89°41'26" EAST ALONG THE SOUTH LINE OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520,A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520 AND THE POINT OF BEGINNING: THENCE NORTH 00°13'53" EAST ALONG THE EAST LINE OF SAID LAND DESCRIBED IN RECEPTION NUMBER 3290520,A DISTANCE OF 1312.02 FEET TO A POINT 30.00 FEET SOUTH AND 30.00 FEET EAST OF THE WEST 1 /4 CORNER OF SAID SECTION 29; 5037774 Pages: 29 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO FOW L WL� r � ,+��rr, r�IMYt+ II I THENCE PARALLEL AND 30.00 FEET SOUTH OF THE SOUTH LINE OF THE NORTH 1/2 OF SAID SECTION 29 NORTH 89'30'11"EAST,A DISTANCE OF 228.02 FEET; THENCE NORTH 00°13'34"EAST ALONG THE EAST LINE OF THE LAND DESCRIBED IN BOOK 1120, PAGE 96, A DISTANCE OF 840.07 FEET TO THE SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589; THENCE NORTH 89°30'11" EAST ALONG SAID SOUTH LINE OF THE LAND DESCRIBED IN RECEPTION NUMBER 4423589, A DISTANCE OF 1630.06 FEET TO THE WESTERLY LINE OF THE LAND DESCRIBED AS "JAMES H. KILKER RIGHT OF WAY" RECORDED WITH CDOT IN PROJECT NUMBER 1 076-1(48)DATED 09/1977; THENCE SOUTH 36°'54'43"WEST ALONG THE WESTERLY LINE OF SAID"JAMES H.KILKER RIGHT OF WAY",A DISTANCE OF 2484.66 FEET; THENCE SOUTH 42°37'28"WEST ALONG THE WESTERLY LINE OF SAID"JAMES H.KILKER RIGHT OF WAY",A DISTANCE OF 201.00 FEET; THENCE SOUTH 36°54'43"WEST ALONG THE WESTERLY LINE OF SAID"JAMES H.KILKER RIGHT OF WAY",A DISTANCE OF 170.00 FEET; THENCE NORTH 53°05'12"WEST,A DISTANCE OF 170.39 FEET TO THE POINT OF BEGINNING. CONTAINING 2,073,849 SQUARE FEET OR 47.609 ACRES OF LAND MORE OR LESS. Parcel B (1568 County Road 391 A PART OF THE SW'/ OF THE NW'/ AND OF THE NW' OF THE SW'/ OF SECTION 29,TOWNSHIP 1 NORTH, RANGE 65 WEST OF THE 6TH P.M., BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS, BEGINNING AT THE WEST QUARTER CORNER OF SAID SECTION 29; THENCE N00°45'01"E ON AN ASSUMED BEARING ALONG THE WEST LINE OF THE NW% OF SAID SECTION 29, A DISTANCE OF 810 FEET; THENCE S89°59'36"E PARALLEL WITH THE EAST /WEST CENTERLINE OF SAID SECTION 29, A DISTANCE OF 258 FEET; THENCE S00°45'01 "W PARALLEL WITH THE WEST LINE OF THE NW '/ A DISTANCE OF 840 FEET. SAID POINT BEING 30 FEET SOUTH OF SAID EAST /WEST CENTERLINE; THENCE N89°56'36"W PARALLEL WITH SAID CENTERLINE A DISTANCE OF 258.00 FEET TO A POINT ON THE WEST LINE OF THE SW'/ OF SAID SECTION 29; THENCE N00°45'01"E ALONG SAID WEST LINE A DISTANCE OF 30 FEET TO THE TRUE POINT OF BEGINNING.COUNTY OF WELD, STATE OF COLORADO. EXHIBIT D — TOWN OF — - LOCHBUIE I permit Fee: $150.00 I PERMANENT REVOCABLE RIGHT-OF-WAY ACCESS PERMIT APPLICATION PROCESSING IS 14 DAY MINIMUM FOR ALL PERMANENT ACCESS PERMITS. WHEN UNDERSIGNED BY AN AUTHORIZED TOWN REPRESENTATIVE,THE TOWN OF LOCHBUIE ISSUES THIS PERMANENT REVOCABLE RIGHT-OF-WAY ACCESS PERMIT WITHIN THE CORPORATE BOUNDARIES OF THE TOWN OF LOCHBUIE,COLORADO, SUBJECT TO COMPLIANCE WITH ALL CONDITIONS OF PERMIT AS SET FORTH HEREIN. Date: Permit Number:To be filled out by Town 2 Applicant/Permittee Name: Property Address: o Ls CProperty Owner: Town Street/Mile Marker or Point/Side: m a Description of Project: my=—+ Beginning Work Date: _ Resident Notification Method and Date:N/A o r o Permit Duration and Expiration Date: • ram mLL0s g Location: a �~ Access to Provide Permanent Access to: t� Y 'W- - ci Please submit the following repuired information.checking the boxes that apply: Qm a Construction Traffic Control Plan ❑Yes ❑ No 0 N/A Overweight/Oversized Vehicle Permit ❑ Yes 0 No 0 N/A Weld County ZPAG Permit 0 Yes 0 No 0 N/A �m5- 1 TOWN OF - - LOCHBUIE_ CDOT Access Permit Application El Yes ❑ No ❑ N/A Public Improvement Plans ❑ Yes ❑ No ❑ N/A Upon signing this Permit,the Permittee agrees to the terms and conditions and referenced attachments contained herein.All construction shall be completed in an expeditious and safe manner.The permitted access shall be completed in accordance with the terms and conditions of the Permit. The Permittee shall notify Town to fill out with the Public Works Department,at(303) Town to fill out at least 48 hours prior to commencing use of permit. The person signing as the Permittee must be the owner or legal representative of the Property served by the permitted access and have full authority to accept the Permit and its terms and conditions. 2 Permittee Signature: Print Name: Date: Co-Permittee Signature: Print Name: Date: a°J r— mN m ryinas THIS PERMIT IS NOT VALID UNLESS SIGNED BY A DULY AUTHORIZED REPRESENTATIVE OF THE DEPARTMENT OF ° 20 r°r^ PUBLIC WORKS •• mas Signature: Print Name: Title: Date: ova"S elt d-•m� WU B �N >._ 5110411. 2 5037774 Pages 32 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO lIIINPI.r111' iCr r +r.F7 1Ci {lliiir /11117111411111 * r) b °a 0 0 "T o • 4 o• @ Cr ►-1 3 ?: 0. e• we o @ a. a e o 3 ~e �o < • 0 b e� A sz Oz. M Z � W e9 .O 0 ZL o as o e, 0 0 "'. • 0 w A ti eo e 0 @ 0 a 0 0 0 ee a 5018765 03/26/2025 03:12 PM Page 29 of 86 Exhibit E-Right of Way Access Permit Agreement Perm'meat Street Access Permit Application#: RIGHT-OF-WAY ACCESS PERMIT AGREEMENT (I-76 Frontage Road Access—Dirt Factory LLC ZPAG) THIS RIGHT-OF-WAY ACCESS PERMIT AGREEMENT ("Agreement") is made as of this 2c day of Mayan. ,2025,by and between the Town of Lochbuie,a Colorado statutory municipality ("Town") and Dirt Factory, LLC, a Colorado limited liability company ("Permittee"). 1. Permittee is hereby granted permission to have an access to the public rights-of-way under the jurisdiction of the Town,as the issuing authority("Issuing Authority"),at the location noted below. The access shall be constructed,maintained and used in accordance with the Access Permit ("Access Permit")issued to Permittee by the Issuing Authority,this Agreement, and any and all applicable ordinances, rules and regulations of the Town, and any and all applicable state and federal laws. (a) Location: one point, approximately 1,890 feet north of the intersection of Weld County Road 39 & I-76 Frontage Road on the west side of the I-76 Frontage Road("Permitted Access"),and as more particularly depicted on the site plan attached hereto as Exhibit A. (b) Access to Provide Service to: Full Movement (as defined in that certain Traffic Impact Study prepared.by LSC Transportation Consultants, Inc.,, dated November 1, 2024 (the "TIS")) access with egress only access movement for vehicles associated with the soil bagging and shipping facility and associated 60,000 square foot office building for Hyponex Corporation, as subsidiary of Scotts Miracle-Gro ("Project"), to be situated on two parcels of real property, each having a Parcel ID # of 1473-29-0-00-044 and 1473-29-0-00-043, respectively, located in Section 25,TN 1N,R 57W,Weld County, Colorado,and commonly known as 1338 WCR 39 and 1568 WCR 39,Brighton,CO 80603("Property"). (c) Permitted Users. Permittee's and its tenant's employees, contractors, agents, and representatives ("Permitted Users")may use the Permitted Access,provided that all such uses shall be within the scope of this Agreement. (d) Application Fee_ Permittee shall pay to the Town a non-refundable $500.00 application fee. (e) Road Impact Fee. Permittee shall pay to the Town an industrial user road impact fee for impacts to the intersection at I-76 Frontage and County Road 2(including an interchange and roundabout)as identified and calculated by the Town traffic engineer using sound engineering principles and judgment("Road Impact Fee").The Road Impact Fee will be calculated based on the Property's percentage share of the overall traffic impact to such intersection, as determined by the amount of the Project's traffic to be carried at such intersection shown in Permittee's TIS as of the date of the Access Permit. Accordingly, concurrently with execution of this Agreement, Permittee shall remit payment in the amount of$40,000.00.Pursuant to the terms and conditions of a separate escrow agreement,mutually agreed upon by Developer,escrow agent and the Town, Developer shall submit to an escrow account the Road Impact Fee. The escrow agreement shall 1 5037774 Pages: 33 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes. Clerk and Recorder, Weld County , CO 5018765 03/26/2025 03:12 PM Page 30 of 86 set forth instructions to the escrow agent to disburse the entire Road Impact Fee to the Town upon Developer's receipt of a Certificate of Occupancy from the County for the Project, or eighteen (18)months from the effective date of this Agreement,whichever occurs first. (f) Annual Permit Fee. (1) Permittee shall be required to remit the Annual Access Permit Fee (as defined below) only if the Town Board of Trustees fails to adopt an ordinance annexing the Property in accordance with the terms and conditions of that certain annexation agreement between Developer and the Town executed concurrently herewith. (2) As additional consideration for the Town amending this Agreement to grant additional access points off Weld County Road 39 under the Access Permit and for Permittee's use of the Permitted Access in accordance with this Agreement during the Initial Term or any Renewal Term,Permittee agrees to pay to the Town an annual sum of $45,000 in current funds ("Annual Access Permit Fee"), payable on the 30'' day of January for each year that the Property is not annexed and Permittee continues to use the Permitted Access for the Project. If the Project is completed by January 2026, such that the Permitted Access is not in effect for the Project until such later date,the Annual Access Permit Fee shall be prorated and paid in a lump sum equal to$3,750.00 times the number of months remaining in the year. The Annual Access Permit Fee shall automatically be adjusted by 5% annually or the increase, if any, in the Denver-Aurora-Lakewood Consumer Price Index for All Urban Consumers (CPI-U) over the preceding year, whichever is greater. Permittee's performance of the obligations set forth in this subsection 1(f)(2)is subject to and contingent upon the Town Board of Trustees failing to adopt an ordinance annexing the Property. (g) Reciprocal Access Only. Permittee acknowledges and agrees that the Permitted Access is limited and restricted in that it is being issued for the entire Property and shall only be reciprocal or shared access for all development within the Property.Future division of the Property into smaller lots or parcels will require all future smaller lots or parcels to use the Permitted Access only,unless the Town grants a different access arrangement.Any and all improvements,building, or structures now or hereafter situated on the Property will only be accessible through the Permitted Access,regardless of whether the Property is further subdivided or consolidated,unless the Town grants a different access arrangement.The Permitted Access shall not constitute separate dedicated access points for individual buildings, facilities or lots within the development or the Property.No future additional access points will be granted from this Property or portions of this Property,onto I-76 Frontage because of division of ownership. (h) Conditions Precedent The Access Permit and the effectiveness of this Agreement are not valid unless and until all of the following conditions precedent are satisfied: (1) this Agreement is mutually executed by the Parties; (2) Permittee undertakes and completes the Project on the Property; 5037774 Pages: 34 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO 5018765 03/26/2025 03:12 PM Page 31 of 86 (3) the Access Permit is signed by a duly authorized representative of the Issuing Authority;and (4) Permittee has paid all fees required under this Agreement. 2 This Agreement hereby replaces all previous access permit(s) for this ownership, which now become null and void;provided,however,prior to any amendment to this Agreement adding the WCR 39 access points to the definition of Permitted Access, the temporary access permit to and from WCR 39 shall remain in full force and effect. 3. No Estate Created or Conveyed. It is the express intent of the Parties that the Permitted Access granted herein does not convey an estate,interest, or claim in or to the public rights-of- way,and that the Permittee's use of the Access Permit does not create a license coupled with any property interest in or claim to the public rights of way. 4. Permit Term;Expiration;Revocation. (a) Initial Term. The initial term of the Access Permit shall begin on the date the Issuing Authority issues the Access Permit and expire on the first anniversary date of the date of Access Permit issuance(the"Initial Term"). (b) Renewal Term. The Access Permit will automatically renew for up to forty (40) successive one (1) year terms ("Renewal Term"), each Renewal Term commencing upon expiration of the Initial Term or any Renewal Term and expiring one(1)year from the then-current term, unless earlier terminated pursuant to this Agreement or Permittee gives the Town written notice of non-renewal at least thirty days prior to the expiration of the then-current term. The Initial Term and any Renewal Term may be together referred to as the"Term." (c) Permit Expiration. The Access Permit shall be considered expired if:(1)the access is not under construction within forty-five(45)days of the Access Permit issue date or before the expiration of any authorized extension;(2)the Project is abandoned;or(3)Permittee changes the frequency or intensity of the use of the Property or makes additions to the Property or Project so as to increase the level of service necessary or results in a change in the form,mode, or types of vehicles predominately accessing the Property. When the Permittee is unable to commence construction within forty-five (45) days after the Access Permit issue date, the Permittee may request an extension from the Issuing Authority. No more than two(2)one (1)-year extensions may be granted under any circumstances. If the access is not under construction within three(3) years from date of issue, the Access Permit will be considered expired. Any request for an extension must be in writing and submitted to the Issuing Authority before the Access Permit expires.The request should state the reasons why the extension is necessary, when construction is anticipated, and include a copy of page 1 (face of permit) of the Access Permit. Extension approvals shall be in writing. To reestablish an Access Permit that has expired, Permittee may begin again with the application procedures_ An approved Notice to Proceed, automatically renews the Access Permit for the period of the Notice to Proceed. 5037774 Pages: 35 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 11111 Mita 4111471Vik 1141)0 (Af ilk 111111 5018765 03/26/2025 03:12 PM Page 32 of 86 (d) Revocation. The Access Permit may be revoked by the Issuing Authority if: (1)at any time the Permitted Access and its use violate any parts of the Access Permit,this Agreement, and any and all applicable ordinances,rules and regulations of the Town; (2)Permittee abandons its use and operation of the Project;or(3)Permittee changes the frequency or intensity of the use of the Property or makes additions to the Property or Project so as to increase the level of service necessary or results in a change in the form, mode, or types of vehicles predominately accessing the Property. (e) Changes in Access Use. It is the responsibility of the Property owner and Permittee to ensure that the use of the access to the Property is not in violation of the Access Permit, this Agreement, or any and all applicable local, state and federal laws. The terms and conditions of any Access Permit are binding upon all assigns,successors-in-interest,heirs and occupants.If any significant changes are made or will be made in the use of the Property which will affect access operation,traffic volume and or vehicle type,the Permittee or Property owner shall contact the Issuing Authority to determine if a new access permit and modifications to the access are required. (f) Summary suspension. Issuing Authority may summarily suspend the Access Permit and immediately order closure of the access when its continued use presents an immediate threat to the public health,safety,and welfare_ 5. Use o f Permitted Access. (a) The Permitted Access shall be completed in accordance with the Access Permit issued to Permittee by the Issuing Authority, this Agreement, and any and all applicable ordinances, rules and regulations of the Town, and any and all applicable state and federal laws prior to being used. (b) Compliance with Laws. Permittee shall use the Access Permit and Permitted Access,and construct and maintain the Permitted Access,in compliance with the Access Permit, this Agreement, and all local (including all ordinances and/or code provisions as adopted by the Town from time to time), state and federal laws as well as all Town rules, regulations and requirements relating to the construction of the Permitted Access and any work to be performed within public rights-of-way. 6. Construction. (a) Construction may not begin until a Notice to Proceed is approved. (b) The Permittee shall notify the individual or the office specified on the Access Permit or Notice to Proceed at least two working days prior to any construction within public right-of-way.Construction of the Permitted Access shall not proceed until both the Access Permit and the Notice to Proceed are issued. Permittee shall complete the following construction improvements in an expeditious and safe manner and shall be finished within ninety(90)days of the Access Permit issue date,if not already completed: all those permanent access improvements illustrated in Exhibit A. A construction time extension not to exceed 30 working days may be faead 5037774A Pages: 36 of 107 06/26/2025 09:13 AM R Fee:$$43.00 Carl), Koppes, Clerk and Recorder, Weld County CO 11111PIIA/1t/1111) 1111 1111Li �Lw,� �r INIA 11111 5018765 03/26/2025 03:12 PM Page 33 of 86 requested from the individual or office specified on the Access Permit The Permitted Access must be improved and reconstructed no more than forty(40)feet wide. (c) The construction of the Permitted Access and its appurtenances as required by the terms and conditions of the Access Permit or this Agreement shall be completed at the expense of the Permittee. (d) All materials used in the construction of the Permitted Access within the public right-of-way become public property.Any materials removed from the public right-of-way will be disposed of only as directed by the Issuing Authority (e) The Issuing Authority may inspect the Permitted Access during construction and upon completion to ensure that all terms and conditions of the Access Permit are met Inspectors are authorized to enforce the conditions of the Access Permit during construction and to halt any activities within public right-of-way that do not comply with the provisions of the Access Permit, that conflict with concurrent public right-of-way construction or maintenance work,that endanger public right-of-way, natural or cultural resources protected by law, or the health and safety of workers or the public. (f) Prior to using the Permitted Access, the Permittee is required to complete the construction according to the terms and conditions of the Access Permit.Failure by the Permittee to abide by all Access Permit terms and conditions shall be sufficient cause for the Issuing Authority to initiate action to suspend or revoke the Access Permit and close the access.If in the determination of the Issuing Authority the failure to comply with or complete the construction requirements of the Access Permit create a right-of-way safety hazard, such shall be sufficient cause for the summary suspension of the Access Permit If the Permittee wishes to use the access prior to completion, arrangements must be approved by the Issuing Authority and included in the Access Permit. The Issuing Authority may order a halt to any unauthorized use of the Permitted Access pursuant to its police powers. Reconstruction or improvement of the Permitted Access may be required when the Permittee has failed to meet required specifications of design or materials. If any construction element fails within two years due to improper construction or material specifications, the Permittee shall be responsible for all repairs. Failure to make such repairs may result in suspension of the Access Permit and closure of the access_ (g) The Permittee shall provide construction traffic control devices at all times during access construction, in conformance with the M.U.T.C.D. as required by section 42- 4-104, C.RS., as amended. (h) The Permittee shall ensure that a copy of the Access Permit is available for review at the construction site at all times. The Access Permit may require the contractor to notify the individual or office specified on the Access Permit at any specified phases in construction to allow the field inspector to inspect various aspects of construction such as concrete forms,subbase,base course compaction,and materials specifications.Minor changes and additions may be ordered by the Issuing Authority's field inspector to meet unanticipated site conditions. 5 g037774 Pages: 37 of 107 06/26/2025 09:13 AM R Fee:$543.00 iII County , COiiMnfiitI MI.16#11uI r 114. 111111 5018765 03/26/2025 03:12 PM Page 34 of 86 (i) The Permitted Access shall be constructed in a manner that shall not cause water to enter onto the roadway or shoulder,and shall not interfere with the existing drainage system on the right-of-way or any adopted Town drainage plan. (j) Within 24 hours of completion of any construction necessitated by the Access Permit or this Agreement, Permittee shall notify the Public Works Department and request an inspection. Permittee will be notified in writing of any deficiencies within ten (10) days of the inspection and shall correct those deficiencies within thirty (30) days of issuance of the written notification. 7. Maintenance. The Permittee, its heirs, successors-in-interest, assigns, and occupants of the Property serviced by the Permitted Access shall be responsible for meeting the terms and conditions of the Access Permit,the repair and maintenance of the Permitted Access beyond the edge of the roadway including any cattle guard and gate,and the removal or clearance of snow or ice upon the Permitted Access even though deposited on the Permitted Access in the course of Town snow removal operations.The Town will keep access culverts clean as part of maintenance of the roadway drainage system. However, the Permittee is responsible for the repair and replacement of any access-related culverts within the right-of-way. The Town will maintain the roadway including auxiliary lanes and shoulders,except in those cases where the Permitted Access installation has failed due to improper access construction and/or failure to follow Access Permit requirements and specifications, in which case the Permittee shall be responsible for such repair. Any significant repairs such as culvert replacement, resurfacing, or changes in design or specifications,requires authorization from the Issuing Authority. 8. Damage and Restoration. Permittee shall fairly and reasonably compensate the Town for the actual costs of performing any work required to repair and remediate damage to the Town's roadways,including any damage to any Town installations, appurtenances,structures,utilities or improvements on,under,or adjacent to thereto,caused by Permittee's use of the Town's roadways in connection with the Access Permit(excepting normal,ordinary wear and tear). 9. Indemnification. By accepting the Access Permit, Permittee agrees to save, indemnify, defend and hold harmless to the extent allowed by law, the Issuing Authority, its officers, and employees from suits, actions, claims of any type or character brought because of injuries or damage sustained by any person arising out of or resulting from: (a)the Permittee's use of the Access Permit during the construction of the Permitted Access; (b) the Permittee's use of the Permitted Access under the.Access Permit;or(c)the Permittee's performance of this Agreement. Permittee agrees to investigate,handle,respond to,and to provide defense for and defend against any such liability,claims or demands at its sole expense, or, at the option of the Town, agrees to pay the Town or reimburse the Town for the defense costs incurred by the Town in connection with any such liability, claims or demands. Permittee also agrees to bear all other costs and expenses related thereto,including court costs and attorney fees,whether or not any such liability, claims or demands alleged are groundless,false or fraudulent. 10. Governmental Immunity. The Parties hereto understand and agree that the Town is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or any other rights, immunities and protections provided by the Colorado 6 ' 5037774 Pages: 38 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 11111 J1 1Phlie51 1 P1111/ M.1friMilri11ti 11111 5018765 03/26/2025 03:12 PM Page 35 of 86 Governmental Immunity Act,C.R.S. §§24-10-101 et seq.,as may be amended,or those otherwise available to the Town,its officers or its employees. 11. Entire Agreement This Agreement constitutes the entire agreement between the Parties and supersedes all other prior and contemporaneous agreements, representations, and understandings of the Parties regarding the subject matter of this Agreement No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by the Parties. No representations or warranties whatever are made by any Party to this Agreement except as specifically set forth in this Agreement or in any instrument delivered pursuant to this Agreement 12. Insurance. Permittee agrees to procure, and maintain at all times throughout the Initial Term and any Renewal Term, at its own cost, a policy or policies of insurance sufficient to insure against, claims, demands, and other obligations assumed by Permittee pursuant to Access Permit or this Agreement Such insurance policy shall at a minimum include comprehensive general liability insurance with a combined single limit for bodily injury and property damages of not less than$1,000,000,including contractual liability insurance covering the insuring provisions of this Agreement and the performance by Permittee of the indemnification obligation set forth herein. The policy shall contain a severability of interests provision, and shall include the Town and the Town's officers, employees and contractors as additional insureds to the extent of the liabilities assumed by Permittee herein. A Certificate of Insurance evidencing insurance required by this Agreement shall by delivered to the Town within 30 days following the Town's request and thereafter at least 3 0 days prior to the expiration of such policy. The Town,although named as an additional insured, shall nevertheless be entitled to recover under such policy for any loss occasioned to it, its agents or its employees, notwithstanding any act or omission or Permittee. Such policies shall provide that they may not be terminated or amended except after thirty (30) days' written notice thereof to Town. All such insurance shall be written as primary policy,not contributing to and not in excess of coverage that the Town may carry. Such insurance may be written by additional premises endorsement on any master policy of insurance carried by Permittee which may cover other property in addition to the Permitted Access. 13. Anrnlicable Law and Venue. The laws of the State of Colorado and applicable federal, state and local laws,rules, regulations and guidelines shall govern this Agreement Any action arising out of this Agreement shall be brought in a court of competent jurisdiction in Weld County, Colorado. 14. Amendment. This Agreement may not be amended except in writing by mutual agreement of the Parties, nor may rights be waived except by an instrument in writing signed by the Party charged with such waiver. 15. Headings. The headings of the sections of this Agreement are inserted for reference purposes only and are not restrictive as to content. 16. Binding Effect. Each and every one of the benefits and burdens of this Agreement shall inure to and be binding upon the respective successors and permitted assigns of the Parties. 5037774 Pages: 39 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County . CO 11111 MVP 1��E 1,111+'I'r lMIN RChY.PNWEItiild 11111 5018765 03/26/2025 03:12 PM Page 36 of 86 17. Assignment. Permittee may not assign or transfer this Agreement or any of the rights or privileges therein granted,without the prior,express written consent of the Town,which shall not be unreasonably withheld,conditioned,or delayed. Such consent, if granted by the Town, shall be conditioned upon the assignee's assumption, in writing in a form acceptable to Town, of all of Permittee's obligations set forth herein. 18. Severability of Provisions. If any one or more of the provisions of this Agreement shall be held by court of competent jurisdiction in a final judicial action to be void, voidable, or unenforceable,such provision(s)shall be deemed severable from the remaining provisions of this Agreement and shall not affect the legality,validity,or constitutionality of the remaining portions of this Agreement. Each Party hereby declares that it would have entered into this Agreement and each provision hereof regardless of whether any one or more provisions may be declared illegal, invalid, or unconstitutional. IN WITNESS WHEREOF,the Parties have duly executed this Agreement, effective the day and year first above written. TOWN OF LOCHBUIE, COLORADO,a Colorado statutory municipality APPROVED BY: R 4, 1,661.&T TITLE/OFFICIAL: U D r DATE:_03) a-y J Boa S PERMI flEE ACCEPTANCE: DIRT FACTORY, LLC, a Colorado limited liabil• company ..-/\_ APPROVED BY: r'L TITLEJOFFICIAL: .,/}.cj,,11-- DATE: !)el z X/ a a Z 5037774 Pages: 40 of 107 06/26/2025 09:13 RM R Fee3543.0Carly 0 / lr1 �� '1 LPM irlifil1Aril �I III I8 5018765 03/26/2025 03:12 PM Page 37 of 86 EXHIBIT A TO RIGHT-OF-WAY ACCESS PERMIT AGREEMENT Site Plan [To be inserted) 5037774 Pages: 41 of 107 06/26/2025 09:13 AM R Fee:$543.00 _Carly Koppel, Clerk and Reoorder, Weld County CO �� Oi'I_ 1nt 5018765 03/26/2025 03:12 PM Page 38 of 86 EXHIBIT A RIGHT-OF-WAY ACCESS PERMIT AGREEMENT Site Plan idor Fig ..... .. .,___________„/ , .,ii ! y 0 ',' ',1:.,-°' 1//,,,:": ,. ., // ;:„, pt, , --‹--.•_.,' i ;,. /-. ,/-'-----;____--------fy / '-_''1�/ // �///jam �/ r; .4. • „,, 11----__,-- -, n // / i!�� gli. r FA 10\ / / / -/ 7/ 0 \ H, 1 ' I\A4/ //7/k/ Pit t; t , 4. i : %\\1/ ir. 111 .Li'l // ,' r , Atm i r , \N-----/ *. 1 0 :.,.„,. /// il , x \ ,, J//' i'*•t, - I 1; ! T .!i'i liltJ1" i iii Phi i l ,i.Ib lib ell ! .1 p' a j�-t� i 'Car _fit SCOTTS MIRACLE-GRO Main I.MOMS MIRY _ y��q= N d a —II 1 WELD COW'reWED COW(TY.W D7�LN! a :` 5037774 Pages: 42 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III F1 K qi 1111401141.01:10.7=11141I 111 Exhibit F Temporary Access Permit 5037774 Pages: 43 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 1111 MN N r�f1.11141Nrit'd O« II��'.i1F101141I III 5037774 Pages: 44 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County . CO 41011144 111111 TOWN OF LOCHBUIE parts of this permit The Town and its duly appointed agents and employees shall be held harmless against any action for personal injury or property damage sustained by reason of the exercise of the permit. Please check all that apply: Construction Traffic Control Plan Attached(required) ® Yes ❑ No Overweight/Oversized Vehicle Permit Attached(required) ❑ Yes ® No Weld County Permit Attached(required) ® Yes ❑ No Upon signing this Permit,the Permittee agrees to the terms and conditions and referenced attachments contained herein.All construction shall be completed in an expeditious and safe manner.The permitted access shall be completed in accordance with the terms and conditions of the Permit. o The Permittee shall notify with the Public Works Department,at(303) at least 48 hours prior to commencing use of permit. m CO wo co The person signing as the Permittee must be the owner or legal representative of the Property served by the permitted access and have full authority to accept the Permit and its terms and conditions. rn co-- N.) cn Perm(ttee Signature: Print Name: Date: �. dAI-A:3 31 z'// Zo Z5'-- cn Co-Permittee Signature: Print Name: Date: -u THIS PERMIT IS NOT VALID UNLESS SIGNED BY A DULY AUTHORIZED REPRESENTATIVE OF THE DEPARTMENT OF PUBLIC WORKS Signature: Print Name: Title: Date: 5018765 03/26/2025 03:12 PM Page 40 of 86 Conditions of Permit. This Permit may be revoked if any of the following conditions are not met and maintained. 1. Please refer to this Permit number #TA25-001 in all communications and correspondence. READ ALL ADDITIONAL STANDARD REQUIREMENTS ON THE ATTACHED ACCESS PERMIT AGREEMENT AND OTHER TERMS AND CONDITIONS ON THESE ATTACHED SHEETS. A COPY OF THIS PERMIT INCLUDING ALL TERMS AND CONDITIONS MUST BE ON THE JOB SITE WITH THE CONTRACTOR. 2. This Permit is for Full Movement(as such term is defined in that certain Traffic Impact Study prepared by LSC Transportation Consultants, Inc, dated November 1,2024(the "TIS"))access with egress only access movement for vehicles associated with the soil bagging and shipping facility to the I-76 Frontage Road and Full Turn Movement(as defined in the TIS) access along WCR 39. 3. Each access point width shall be limited to promote a one-way access in-bound or out-bound at each access point as depicted by the arrows set forth in the attached diagrams. 4. Permittee shall famish to the Town a final traffic impact study and complete construction drawings/documents,plans and specifications for the Project that are approved by Weld County(the"Construction Plans"). 5. The issuance of this Permit shall only entitle or authorize the Permittee to use the designated access points on WCR 39 to perform site prep or overlot grading performed under a county-issued grading/erosion control permit. This Permit shall not authorize Permittee to use the designated access points on WCR 39 to perform any construction- related activity or work on the Property unless and until the date upon which condition#6 below is satisfied. The Town reserves the right to revoke or restrict temporary access to the two designated access point on the I-76 Frontage Road if Permittee does not satisfy condition#6 within ten(10)days of issuance of this Permit 6. Within ten(10) days of the Permittee closing on the property and issuance of this Permit, Permittee shall: • Reimburse the Town for the total costs incurred by the Town's consultants in reviewing Permittee's applications for both temporary and permanent access and Permittee's ZPAG development application submitted through Weld County, plus an additional 15%to cover Town administrative costs; • Submit to the Town a duly executed Annexation Agreement, attached hereto as Exhibit A; • Pursuant to the terms and conditions of a separate escrow agreement, mutually agreed upon by P ermittee, escrow agent and the Town, and that certain Annexation Agreement attached hereto as Exhibit A, submit to an 5037774 Pages: 45 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 11111 ferweli alar.9%11711l1.110101M11/::14, 111111 5018765 03/26/2025 03:12 PM Page 41 of 86 escrow account the Use Tax Deposit The escrow agreement shall provide that the escrow agent shall disburse the entire Use Tax Deposit funds to the Town upon Developer's receipt of a Certificate of Occupancy from the County for the Project, or the eighteen (18)months after the Effective Date of the Annexation Agreement,whichever occurs first the Use Tax Deposit shall be released to the Town; • Pursuant to the terms and conditions of a separate escrow agreement, mutually agreed upon by Permittee, escrow agent and the Town, and that certain Annexation Agreement attached hereto as Exhibit A, submit to an escrow account the non-residential impact fees_ The escrow agreement shall provide that the escrow agent shall disburse the non-residential impact foes to the Town upon Developer's receipt of the Initial Acceptance for the first phase of the Public Improvements for the Project from the Town; • Submit to the Town a duly executed Right-of-Way Agreement, attached hereto as Exhibit B; and • Submit to the Town a duly executed Public Improvements Agreement, attached hereto as Exhibit C. 7. Upon Permittee's compliance with condition #6 above, this Permit shall authorize Permittee to use the designated access points on WCR 39 to perform construction-related activity or work on the Property. 8. The designated access points on WCR 39 shall only be used for construction access purposes with the vehicular volume using the access during peak hours not to exceed 30 vehicles per hour. 9. Permittee must install a CDOT Vehicle Tracking Pad(M-208-1)to mitigate the effects of mud and other debris being tracked onto WCR 39 or I-76 Frontage Road. Should debris tracking onto WCR 39 or the I-76 Frontage Road become a problem, the Town will contact Permittee who shall clean WCR 39 or the I- 76 Frontage Road within 24 hours of contact. 10. Safe traffic conditions (according to Town standards) must at all times be maintained on WCR 39 and the I-76 Frontage Road adjoining and adjacent to the Property. 11. Adequate sight distance triangles for vehicles entering and exiting the Property at all permitted temporary access points must be maintained. Sight distance requirements shall meet the latest AASHTO standards. 12. The use must not result in unsafe pedestrian crossings of adjacent roads or unsafe or inconvenient traffic backups on WCR 39, I-76 Frontage Road,WCR 4 or WCR 6 from vehicles trying to enter the Property. 13. The permitted accesses must not result in Town receipt of an unreasonable 5037774 Pages: 46 of 107 06/26/2025 09:13 All R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 1111 f 7I i, 11111 5018765 03/26/2025 03:12 PM Page 42 of 86 number of resident complaints of inconvenience due to traffic backup or safety issues caused by vehicles entering/exiting the Property. 14. Permittee agrees to procure, and maintain at all times throughout the duration of this Permit, at its own cost, a policy or policies of insurance sufficient to insure against, claims, demands, and other obligations assumed by Permittee pursuant to this Permit. Such insurance policy shall at a minimum include comprehensive general liability insurance with a combined single limit for bodily injury and property damages of not less than $1,000,000, including contractual liability insurance covering the insuring provisions of this Permit The policy shall contain a severability of interests provision, and shall include the Town and the Town's officers, employees and contractors as additional insureds to the extent of the liabilities assumed by Permittee. A Certificate of Insurance evidencing insurance required by this Permit shall by delivered to the Town within 30 days following the Town's request and thereafter at least 30 days prior to the expiration of such policy. The Town, although named as an additional insured, shall nevertheless be entitled to recover under such policy for any loss occasioned to it, its agents or its employees,notwithstanding any act or omission or Permittee. Such policies shall provide that they may not be terminated or amended except after thirty(30)days' written notice thereof to Town. All such insurance shall be written as primary policy, not contributing to and not in excess of coverage that the Town may carry. Such insurance may be written by additional premises endorsement on any master policy of insurance carried by Permittee which may cover other property in addition to the Permitted Access. 15. Any damage to any present right-of-way facilities including traffic control devices shall be repaired immediately at no cost to the Town and prior to continuing any other work. Any mud or other material tracked or otherwise deposited on the roadway shall be removed daily or as ordered by any Town representative. Removal shall be achieved using a pickup broom or a vacuum. Washing of the pavement is not allowed due to potential environmental concerns. 16. Areas of roadway disturbed during use of this Permit shall be restored to their original condition to insure property drainage and erosion control prior to final accepance. 17. Backing maneuvers within and into WCR 39 or the I-76 Frontage Road are strictly prohibited. 18. This Permit shall commence on the date of issuance noted above("Commencement Date")and shall terminate:(a)one(1) calendar year after the Commencement Date;(b)thirty (30)days after final completion of the Project;or(c)some other time and/or date as specified in an agreement between the Town and Permittee,whichever occurs first 5037774 Pages: 47 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clark and Recorder, Weld County , CO 1111 E iNIVIAfrliK>w}JCNV L /11011iiii 11111 ma Yw111itivra Mnm111ti1 k1i'I!M1 '!b 4IJ"nM Ill DO ATuno3 pm 'JepJooea pug NJeTD 'sedda) ATJe3 00'£bSt:e40A ?l WU £1;60 SZOZ/9Z/90 LOT 6O 8b :Sa60d bLLL£OS /, / • r 8 I ' ! ail t /' I ; I / II f 4 /, , i ,/' ' img iii 'A , I! I,, 11Pill$ 1 il , it j '`7. 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Camay Wray•review *earl•.• r.••••••••••00 C..O•.r••••r•.•w•••.r•Nr• •a�•rr•.•.w•••••r••/••••••••••n••rrarl•a•r• O.•r.•rM••Yrwr.as••rIMMr•rr.aer•••..Irrrrr•w•.r r/ araNMtr•ae•rar•I rr•OM aol•rrw w[sram.•••a _,•r•F 1w•�.wme•:rarra...aa merleeram mawes raear•r•• eter.ue.r••arerearrr/rrr, airun.rerrs/•••w.•rr•a+•a•1r.rtammereeeber reed ww.•w.•.a.wa.wr•rw.6•a.r�w... - .rr••r.wrrerrr••w.•e rwae rrrr••a .•erwemer rr.w�rwrraeepr.eaarrrra••�r �"'�rw •b MI I •UV rrrrlrr•rr••rrw••rrr By eve IAA N16•r.. w1�•4C.it•1•w••••••a rre••••r•w.•arrralrr••e r6rr 012 r••ar r arrrer0a•ar101.•010e00•000Y••rra•6•r a•r•••.wrr•••••w••1•wr•• =Mg•Y•a•rl r c2=7 y/a*1e r rise m•ire 431610,• CONTACTS >TAi SHEET INDEX M6+m my r•.r.d r - __- _ _-. - Ti TMIM@LMMTNMM i rI awnrrre wane ilia cOnimaC �..6- �, - rarainiameill _.= OWNER/DEVELOPER MN irrecr/ OPAL MON `e,IM MMe•MMUVO _ OM Miww IAA 00201■ILOM M.I= NOON/lkie rO1K�' WM WO R .Ir10leM•tl1011e0r4W R O� N�l G , r el lw•OlM M.S. a1M IIIIMMI MOI•P IMMO•oraworalse aR•R ST WMDI O<NWa6 LII MMAVI .MKOW ; (IM IBIrOM•M11.IIOIMIIM[1d111 MMITI IIIC .•.�.• ,.•, .• , e•M MICOM•l1NM-W nownsoCTOSTiMOINMR 6r M•r nape•aY••r•1 Te••. add OOa/IIM -a - --- - wmrvE MCII1dT SITE LO I G SIMNEYOR 1011 5_inS IMMIL®1= MM.•G ltwa6r MEW TIC (SIN eMMIaN IC ..._._ Mete.r..we.•r•a....ea..ea..se..e•.a- 1r a�. MM OW earl El,arrMx anaeT dada•Or•s MA AVM A1.'r' CO latte Man MIL MOD CO an.IAD r c1.1M m 1p6 '.O`.O NM oO :OT rrmlr &MI MOlnvlaM+NNIsIMMIICMw ,pM�MIM•1•� _ - 1 Rae IM.NiPM• aria aMMira01 wale La.IM.IMO kW MI MS kW w•C!•n a•�a•r�iG-- rrr ' wtel PIE e�I ` UM MMNMMMMOIM NI OVINIMS Ii41e tit ••MOM•1MI ua 5MMO_101M W UMMNIIUN WI IMMOYIM M `��-- IIrM10M �r NS M•�RM W IMMINO/tM Mlr•IMIMT _..__. .. r. - �/IQj•• weNeMt • MM. III I eau. Iim�`iM IMMMIITIK NORM .rillm a OMOMOT T.001 5037774 Pag®s: 49 of 107 A 05/26/2025 09:13 AM R Fee:$543.00 Clerk Recorder■LIT MON iryna L iHu".,, I.is and Wald County , CO II III YY1Y4'1VJHY r#1 ice„NOTES [ I t> -,n,gw IMMO,.MY p:aM=.,..o<w..aa,mca a. I gip,) ii • •, s. �A p��tad w...n a,mra m. `�,� • d ta,a sa i -- 'r..<.. m N Qi am mRr Pooa a,.mt,im:an ) , - \ .a'`;. - ', .�Ct{WO C wawa Mt,a:uReR f 1t.-.. 0=RIM r .°,,;'... a... r yyy IEIEmum •0.. .•e DIO pr an nr a 6' `e. 73N C' tM O i Qa n pa,awa.N. ct g3 ` m a .0„7o Ms!®..ma I 'i•1a;; 10 O 0 LLJ pNsar.a J 40YYY,ZOR.uND 1 @arm,mama Q r 'As -N p,aao rod OM a WA. m P.- S. � � n\ � W _/- * MEI - _�nm rt aOt al w paur 2LL o - n E., CC 11BM! MOM ` MM. 0 C 7 p.�ta, w I CI) �w - I1 Ma Man p.r ma au (.I 7Z 1 . p.atea ma.R,O. 0 o 0 tr.a...aR U— WWI ME s, p ®wd,a.r+. V)s 3 3 0 p aac.e.e,MAMA sma,WM) i1EMI , '. , • . "•-:•. p n,ae NO.woo mauls ee,. \ Osr,awtoaq •.` ` K as r OMR KW IN nym ill • - , `.mar_ - i. CI Naar rM MS Rs ta.a ON ma - _- -. _ t7 `a r.,mraa tea®awr as rE lit . . oASO �..', . l_ C r.f- p u. as alaal�O.IM. Il��t"�"t' �) '/••�.-- - •� ,/ ;`t. (p— ontoon ar.a I / rI , O p..Rttar Mtn OIL • +a_S. I ��Mw��t' i -i /' , , • , 'N. 1! ems t ewe re=we at ©,as t me smut a am ° 'I °a it •`� • ,", � ,� o 1,111101 -s-^:: O. O 'O �. n . O .1,41 � �1 �'•� t: i rq, ~•t�,. O � --IIOO,O ., V me SW rig now 1.61.4 Tannin MOM Ignillill 00 0 0 t 0 00 0 + 000000000 r �i/� 0000 fl CS MEI C3' a,a.w• �r �a_.-tt. _ . a SIIE PLAN -._a�=s -•+:•,. 5018765 03/26/2025 03:12 PM Page 43 of 86 PUBLIC IMPROVEMENTS AGREEMENT SCOTTS MIRACLE-GRO ANNEXATION This PUBLIC IMPROVEMENTS AGREEMENT ("Agreement") is entered into as of the 243 day of V.\Aov- ,2025 by and between the TOWN OF LOCHBUIE,Colorado a municipal corporation of Weld and Adams Counties, State of Colorado ("Town") and DIRT FACTORY LLC,a Colorado limited liability company("Developer")Town and Developer are referred to singularly as a"Party"and jointly as the"Parties."This Agreement shall be effective upon the date it is recorded. RECITALS A. Norah Bishop, Catherine Newton, Karen K. Beier, and Dale A. Beier ("Owners") each holds fee title to one hundred percent of such person's portion of the real property as described in attached Exhibit A(the"Property"). B. Developer has contracted with Owners to purchase the Property,upon which Developer intends to construct a soil mixing and bagging facility(the"Project"). C. Weld County conditionally approved ZPAG24-0004 Site Plan, attached hereto and incorporated herein by this reference as Exhibit B (the "Site Plan"). The Site Plan identifies the development of the Property along with access to Weld County Road(WCR) 39 and the I-76 Frontage Road for the Project at the access points depicted on the Site Plan and other certain improvements necessary to serve the development. D. Developer and the Town entered into that certain Annexation Agreement,dated 1Y' V-'n ' c�2S which requires Developer to enter into this Agreement and to construct certain public improvements and facilities,both onsite and offsite of the Property, in exchange for the Town granting permanent access to WCR 39 from the Property. E. _As a condition of the Town's approval of an access permit granting permanent access to WCR 39 and for the Property to be developed according to the Site Plan,the Town requires the construction by Developer of certain public improvements and facilities, both onsite and offsite of the Property,including those improvements shown on the Site Plan and any Plans (as defined below) approved by the Town for the Property as set forth in this Agreement in the Schedule of Improvements in Exhibit C(the"Public Improvements"). F. The purpose of this Agreement is to establish the obligations of Developer to construct and warrant the quality of the Public Improvements which are required as a condition of the Town granting permanent access to WCR 39,which is necessary for Developer to develop the Property according to the Site Plan. NOW THEREFORE, in consideration of the foregoing premises and the covenants, promises and agreements of all the parties hereto, to be kept and performed by each of them, IT IS AGREED: 1 5037774 Pages: 51 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel, Clerk and Recorder, Weld County , CO •ii kireireliK Uuu"r 11,1UM1h4+b hri li!1,211.nib 111111 5018765 03/26/2025 03:12 PM Page 44 of 86 1. IMPROVEMENTS REQUIRED—SECURITY. 1.1 Construction of Improvements.Developer shall:(a)design and construct all public improvements described in Exhibit C, to be attached hereto and incorporated herein by this reference', in accordance with(i)the terms and provisions of this Agreement; (ii)all applicable standards, rules and regulations of the Town, including the Town's Design Standards and Construction Specifications for Public Improvements as adopted ("Standards and Specifications")and existing on the Effective Date(collectively,the"Town Regulations");and (iii) construction documents,plans and specifications all as approved by the Town Engineer(the "Plans")(collectively referred to as the"Construction Standards");(b)maintain and repair the Public Improvements until Final Acceptance(as that term is used in Section 2.12 below)by the Town pursuant to the terms of this Agreement; and(c)convey the Public Improvements to the Town in accordance with Section 5 of this Agreement. Developer shall submit to the Town, in conjunction with its Plans, a complete Schedule of Improvements within the timeframe specified in Section 22, below. Upon approval of the Plans, the Town-approved Schedule of Improvements will be attached to this document as Exhibit C and shall be incorporated herein by this reference. Omission of any improvements from Exhibit C does not relieve Developer from responsibility for furnishing,constructing,and installing all Public Improvements required to serve the Project. 1.2 Completion of Public Improvements. Except for the final one and one-half inch (1.5")top lift of asphalt paving of WCR 39, which shall be installed in accordance with Section 3.1 below,issuance of Certificate of Initial Acceptance(as that term is used in Section 2.9 below) for the Public Improvements must be awarded within two(2)years of the Effective Date of this Agreement unless the Town extends the time for compliance by executing a written amendment to this Agreement In the event Developer does not obtain a certificate of Initial Acceptance within such two(2)year period, the Town also reserves the right to restrict access to the Property from abutting rights-of-way or draw upon the Performance Guaranty,as defined in Section 1.5,to ensure timely completion of the Public Improvements or to complete some or all of the Public Improvements. In the event that no work has commenced on the Public Improvements within eighteen(18) months after the Effective Date, the Town may elect at its discretion to revoke any temporary construction access permits or permanent access permits granted to Developer and return any Performance Guaranty to Developer rather than drawing upon such Performance Guaranty and constructing the Public Improvements. 1.3 Payment of Contractors,Materials,and Laborers. Developer shall be responsible for the costs of design,installation,materials and testing of all Public Improvements. Developer shall timely make payments of all amounts due to persons supplying labor,materials or services in connection with the Public Improvements,and to any persons who may otherwise be entitled to assert a lien upon the Property or Public Improvements by virtue of Section 38-22-101, et seq., C.R.S. In the event that any person asserts a lien upon the Property or Public Improvements by virtue of Section 38-22-101,et seq., C.R.S.after Final Acceptance,Developer will indemnify and defend the Town with respect to the claimed lien, and shall further immediately take any and all 'Exhibit C will show in detail or describes the Public Improvements that Developer shall be responsible for constructing,and the costs therefor("Schedule of Improvements")_ 2 5037774 Pages: 52 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO ► 11111 5018765 03/26/2025 03:12 PM Page 45 of 86 steps as are necessary to remove the lien from any Public Improvements regardless of the merits of the claimant of the lien;provided, however,that if a mechanic's lien is filed,Developer may, within sixty(60)days of the filing thereof,bond over any such mechanic's lien pending removal thereof from title to the Public Improvements. 1.4 Restriction on Granting Permanent Access to WCR 39. 1.4.1 The Town will not issue or grant Developer any permanent access permit(s) to WCR 39 at either of the two access points depicted on the Site Plan for the Property or any buildings,dwelling units,or structure on the Property until the date upon which the Town issues a Certificate of Initial Acceptance for all Public Improvements. This restriction shall run with the land and shall extend to and be binding upon the heirs, executors, legal representatives,successors and assigns of the Owner and Developer. 1.5 Construction Cost Estimate. Exhibit C contains,for each Public Improvement,an engineer's estimate of all costs and expenses associated with the construction and completion of each and all Public Improvements to be constructed by Developer to include a cost contingency of an additional fifteen percent (15%) of the total estimated construction costs in accordance with this Agreement("Improvements Costs"). The sole purpose of said Improvements Costs estimate is to determine the amount of security to secure Developer's Improvement Guarantee obligations as set forth in Section 1.6 and must be revised when requested by the Town Administrator to reflect actual costs. 1.6 Security for Improvements.Developer shall furnish to the Town, at the Owner's expense, a good and sufficient guarantee for construction of the Public Improvements, securing Developer's performance and completion of the Public Improvements("Improvement Guarantee"). 1.6.1 Amount of Improvement Guarantee.The amount of the Improvement Guarantee shall equal the Improvements Costs plus an additional 15% to cover Town administrative costs to install and maintain the Public Improvements in the event that Developer fails to meet its obligations under this Agreement. 1.6.2 Form of Improvement Guarantee. Any Improvement Guarantee shall be in the form of a cash escrow or an Irrevocable Letter of Credit issued by a federally or state- chartered bank with offices in Colorado, or similar security instrument in form and substance acceptable to the Town in its sole and absolute discretion, ensuring the satisfactory completion of the Public Improvements. 1.6.3 Phasing.Where the Developer and the Town have agreed to a phasing of the Public Improvements,the required Improvement Guarantee for a phase shall be delivered to and accepted by the Town prior to the commencement of construction of the Public Improvements for that particular phase. 1.6.4 The Improvement Guarantee will be provided to the Town at the date upon which the Town approves the Plans pursuant to Section 22, and shall be kept in full force and 3 5037774 Pages: 53 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel. Clerk and Recorder, Weld County Co ��1 �1tY1�K 11W:'I LI�YL�4Nkl rll��r�L' i II III 5018765 03/26/2025 03:12 PM Page 46 of 86 effect until Developer completes the work and the Town issues the Certificate of Final Acceptance for each phase of the Public Improvements. The Town shall release any such Improvement Guarantee upon Initial Acceptance,less amounts the Town may retain as set forth in Section 2.11 to guarantee Developer's fulfillment of its repair or replacement obligations as set forth in Section 2.11. 1.6.5 At least ninety(90)calendar days prior to the expiration date of the Improvement Guarantee, the Developer shall extend or modify the Improvement Guarantee to provide the Town with an Improvement Guarantee with a term and amount sufficient to cover the time and cost for completing any remaining obligations,including warranty obligations,of the Developer under this Agreement.The Developer's failure to provide such an amended form of Improvement Guarantee prior to said ninety (90) day period shall constitute a failure to perform in accordance with this Agreement and shall give the Town the right to proceed immediately to liquidate the existing Improvement Guarantee. 1.6.6 Deficient Guarantee Conditions. In the event a) the Developer fails to extend or replace the letter of credit at least sixty(60)days prior to expiration of such letter of credit, b) the letter of credit is set to expire, c)the Town receives notice that the letter of credit will not be renewed,d)the entity issuing the letter of credit becomes non-qualifying,e)the letter of credit,in the sole determination of the Town,is at risk of being lost as a guarantee, because of an error,defect or discrepancy in the instrument or being lost as a guarantee,or because of the issuing entity's creditworthiness,f)prior to.completion of all obligations of the Developer under this Agreement,the bank issuing a letter of credit elects not to renew the letter of credit pursuant to the letter of credit automatic renewal provisions,or g) the cost of the Public Improvements is reasonably determined by the Town to be greater than the amount of surety or security provided (collectively, "Deficient Guarantee Conditions"),Developer will provide the Town a good and adequate,as determined solely by the Town, new substitutional Improvement Guarantee. The failure to provide such substitutional Improvement Guarantee within 30 days of the occurrence of any of the Deficient Guarantee Conditions shall constitute a material breach of this Agreement for which the Town may draw upon the Improvement Guarantee in the full amount, and shall also be subject to revocation of access to WCR 39 or the Frontage Road by the Town. 1.7 Obtaining Required Permits. If the construction, installation, maintenance, or location of the Public Improvements shall require any digging or other excavation in the Town's public rights-of-way, then a Town right-of-way or other grading/development permit shall be required, and Developer shall apply for and obtain from the Town such permits and pay any standard and customary permit fees and taxes. The Town shall respond to the Developer's requests for permits in the ordinary course of its business. As a condition of obtaining any required permit that involves digging or other excavation in the public rights-of-way, Developer shall physically identify the horizontal and vertical locations of any other existing underground utility or other facilities in the public rights-of-way in the proximity of the proposed work area and illustrate such locations on the Plans. Such drawings shall be provided to the Town with each request for a supplemental site license. Construction shall not begin until written confirmation of the acquisition of all necessary permits from the Town. A 5037774 Pages: 54 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel, Clerk and Recorder, Weld County , CO �ll P.1(0111��I1iKIL ` �lii��'�� ' lino 5018765 03/26/2025 03:12 PM Page 47 of 86 2. CONSTRUCTION STANDARDS;ACCEPTANCE PROCEDURES. 2.1 Engineering and Consulting Services. Developer agrees to furnish, at its expense, all necessary engineering and consulting services relating to the design and construction of the Public Improvements. These services shall be performed by or under the supervision of a Registered Professional Engineer and/or Registered Land Surveyor, or other professionals as appropriate, licensed by the State of Colorado, and in accordance with applicable Colorado law. The design services shall include inspection services deemed necessary by the Town. 2.2 Plan Submission and Acceptance. Developer shall furnish to the Town the required fees and complete Plans,including a phasing plan,for all Public Improvements by no later than August 1,2025. The Town shall issue its written acceptance or rejection of said Plans as expeditiously as reasonably possible. Said acceptance or rejection shall be based upon the standards and criteria for Public Improvements as established by the Town, and the Town shall notify Developer of all deficiencies which must be corrected prior to acceptance. All deficiencies shall be corrected and said Plans shall be resubmitted to and accepted by the Town prior to construction. 23 Licensing of Contractors and/or Subcontractors.Developer shall ensure that all contractors and/or subcontractors employed by the Developer to make the applicable Public Improvements shall be licensed by the Town or other applicable jurisdiction before any work on the Public Improvements is commenced. The Developer shall at all times promptly make payments of all amounts due to the persons or entities supplying labor,materials or services in connection with the Public Improvements. 2.4 Testing and Inspection. Testing and inspection of the construction and materials shall be in accordance with the Town's current Standards and Specifications. In addition,Developer shall utilize, at its own expense, a licensed and registered testing company, to perform all testing of materials or construction that may be required by the Town.Developer shall furnish copies of test results to the Town on a timely basis for review and acceptance prior to commencement or continuation of that particular phase of construction. At all times during construction of the Public Improvements for each phase,Town shall have the right,but not the duty,to inspect the materials and workmanship in order to ascertain conformance with the Construction Standards. Developer shall reasonably cooperate and assist the Town in gaining appropriate access to the areas designated for inspection. Developer shall follow the procedures below regarding the inspection of installation of any Public Improvements: 2.4.1 Developer will contact the Engineering Division a minimum of24 hours in advance. Except Town of Lochbuie holidays, inspection services are provided Monday through Friday, from 8:00 a.m. to 4:00 p.m. During the hours listed above, inspections shall be scheduled with the Engineering Division. Requests for inspection services beyond the hours listed above shall be submitted a minimum of 48 hours in advance in writing to the Town Engineer for acceptance.Developer shall reimburse the Town for all direct costs of the after-hours inspection services. If the request is denied, the work shall not proceed before or after the hours listed above. S 5037774 Pages: 55 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO Eiii�l��M K��r��cwtii , �, r�<<��r i�� , 11111 5018765 03/26/2025 03:12 PM Page 48 of 86 2.42 If the Town Engineer finds fault with the installation, he or she may,at his or her discretion, stop work until corrections are made. 2.4.3 The Town shall be contacted immediately if Developer encounters unforeseen conditions or circumstances that will delay completion of any of the Public Improvements. 2.4.4 The Town will inspect the site,as necessary,to keep familiar with the progress of the Project 2.5 Rifts-of-way,Easements.Should the approved Plans show that construction of the Public Improvements will require additional rights-of-way to be acquired,then prior to beginning such construction Developer shall acquire at its own expense and convey to the Town all necessary land, rights-of-way and easements required by the Town for the construction of the proposed improvements related to the Project. Developer is only obligated to acquire that portion of land, rights-of-way and easements necessary for the construction of Public Improvements, roads and utilities required by this Agreement. All such conveyances shall be free and clear of liens, taxes and encumbrances and shall be by Special Warranty Deed or easement in a form and substance acceptable to the Town. All title documents shall be recorded by the Town at Developer's expense. Developer shall also furnish,at its own expense,an ALTA title insurance policy for all interest(s) so conveyed,subject to acceptance by the Town. 2.6 Dust and Erosion Control. During the period of construction and prior to the paving of the streets or private property within and outside of the Property, Developer shall be responsible for using proper dust and erosion control in accordance with Colorado Department of Public Health and Environment ("CDPHE") standards and further be responsible for maintaining the streets in such a manner that they may be traveled upon with safety in accordance with CDPHE standards and regulations. To the extent applicable,Developer shall be responsible for obtaining all permits as required by the United States Corps of Engineers, CDPHE, and the Town with respect to air quality,.stormwater quality,and erosion control. 2.7 Trash,Debris,Mud. Developer agrees that during construction of the Public Improvements and the Project, Developer will take appropriate steps necessary to control trash, debris and wind or water erosion within the Property. If the Town determines that said trash, debris or wind or water erosion causes substantial damage or injury or creates a nuisance,Developer agrees to abate the damage or nuisance condition no later than twenty-four(24)hours after written notification by the Town. Developer also agrees to take any and all reasonable steps necessary to prevent the transfer of mud or construction debris, including but not limited to, mud,rock, portable toilets, dumpsters, and construction materials of any type,from the construction site onto public rights- of-way and to immediately remove or clean such mud and debris from public rights-of-way after notification by the City. If Developer fails to take any corrective action, Town may abate the nuisance and/or correct any damage or injury without notice to Developer,at Developer's expense. All costs and expenses incurred by the Town in abating any nuisance or correcting any damage shall be paid by Developer to the Town in full within thirty(30)days after written demand by the Town. 2.8 Operation of Construction Equipment. The operation of construction equipment outside 6 5037774 Pages: 56 of 107 06/26/2025 09:13 AM R Fee;$543.00 Carly Koppes, Clerk and Recorder, Weld County Co III k��11 1I'Y 1f�L'�I�b 11'�ILu,'rl t,171.SaPINhl!II 11111 5018765 03/26/2025 03:12 PM Page 49 of 86 an enclosed structure shall be prohibited on weekdays between the hours of 7:00 p.m. and 7:00 a.m. With the prior written approval of the Town, the operation of such equipment outside an enclosed structure may be permitted on weekend days and legal holidays between the hours of 8:00 a.m. and 4:00 p.m. The Town may alter the hours of operation for good cause_ All construction activities shall operate in accordance with all Town codes, ordinances, and policies in regards to sound and noise. 2.9 Initial Acceptance. 2.9.1 No later than ten (10) days after each phase of the Public Improvements are complete, Developer shall submit to the Town "as built" drawings of the Public Improvements in a form as defined in the Town's current Standards and Specifications, proposed documents of conveyance to the Town of the Public Improvements, and a statement certifying that the Public Improvements are fully complete,have been fully paid for,and Developer has fully paid all persons or entities having furnished labor or materials for the design and construction of the Public Improvements.Developer shall also request for an inspection to be performed by the Town. If Developer does not request this inspection within ten(10)days of completion of the Public Improvements,the Town may conduct the inspection without the approval of Developer. 2.9.1.1 Required As-Built Plans. As-built drawings shall be prepared under the direction of a Colorado registered professional engineer, certifying that the constructed Public Improvements are in substantial conformance with the Construction Standards or that any material deviations have received prior written approval from the Town. The engineer's certification may be based in part on surveys by a Colorado registered land surveyor and a certified letter from the project's geotechnical inspector. The legal description of all utility service lines shall be prepared by a registered land surveyor at the Developer's sole expense. 2.9.2 The Town agrees to commence said inspections and to diligently prosecute such inspection to completion. Upon inspection and finding of satisfactory completion of the Public Improvements in compliance with the Construction Standards,the Town shall promptly issue a written"Certificate of Initial Acceptance"in the form attached hereto as Exhibit D. 2.9.3 If the Public Improvements are not satisfactory, the Town shall provide written notice to Developer of all the repairs,replacements, construction or other corrective work required to receive Initial Acceptance. Developer shall complete all needed repairs, replacements, construction or other work within thirty (30) days of said notice, weather permitting. After Developer completes the repairs, replacements, construction or other work required,Developer shall request a re-inspection of such work to determine if Initial Acceptance can be granted,and the Town shall provide written notice to Developer of the acceptability or unacceptability of such work prior to proceeding to complete any such work at Developer's expense. If Developer does not complete the repairs, replacements, or other work required within thirty(30) days of said notice, Town may: (a) draw upon the Improvements Guarantee and,at the Town's discretion, secure completion,repair or replacement of any incomplete or non-conforming Public Improvements;(b)pursue repair 7 5037774 06/26/2025 09:P13 AM R Fee:$543as: 57 of ?00 Carly 11 Clerk'and 1W fr;;1FJRAV II �,�CY1d 111111 5018765 03/26/2025 03:12 PM Page 50 of 86 or replacement of the Public Improvements,at the Developer's expense, either by bid or negotiated price; (c)order suspension of temporary construction access permits or revoke permanent access permits until completion or repair or replacement of any incomplete or defective Public Improvements; and/or(d)pursue any other legal remedies available to it at law or which may be appropriate under applicable Town regulations. 2.9.4 The Town agrees to provide a Certificate of Initial Acceptance or Rejection within ten (10)business days following completion of the Town inspection. 2.9.5 No permanent access permits for WCR 39 shall be issued by the Town for the Property prior to Initial Acceptance of the Public Improvements. 2.10 General Warranty. Developer warrants that all Public Improvements hereunder will be free from defects, including but not limited to, defects of materials, workmanship or design, of good quality, and that the Public Improvements otherwise fully comply with the Construction Standards. 2.11 Repair/Replacement Warranty. 2.11.1 For the purposes of this Agreement,the term "Warranty Period"means a period of twenty-four(24)months from the date of Initial Acceptance and applies to the Public Improvements that will be dedicated to the Town for ownership and maintenance. If the Warranty Period ends in the time period from November to March, the period shall automatically be extended through the end of April. 2.11.2 Subject to Section 3.1 below,during the Warranty Period,Developer shall warrant and guarantee all Public Improvements. Under this warranty,Developer agrees to repair or replace, at its own cost and expense and under the direction of the Town, any Public Improvements or portions thereof which fail or are defective,unsound,or unsatisfactory because of materials or workmanship,or which are not in conformity with Construction Standards or(b)due to damage that may be done to the Public Improvements during the Warranty Period, except such damage that is directly attributable to Town equipment or personnel.The Warranty Period shall be extended for up to two(2)years following Initial Acceptance of any completed repairs to or replacements of the Public Improvements made by Developer during the Warranty Period, including but not limited to repairs or replacements necessitated by damage due to construction traffic or activities. 2.11.3 Following Initial Acceptance of the Public Improvements,the Town will release the applicable Improvement Guarantee for each phase of the improvements,less twenty- five percent(25%)of the portion of the Improvements Cost as shown on Exhibit C(the "Repair/Replacement Guaranty"). 2.11.4 The Repair/Replacement Guaranty shall provide security for the costs of repairing and/or replacing the Public Improvements during the applicable Warranty Period,and in defending or removing claims of unpaid laborers,material suppliers and/or subcontractors who may attempt to assert a lien upon the Public Improvements. 5037774 Pages: 58 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III Eirdrell kreilikril1t i'Ai I Igiiinivi 11111 5018765 03/26/2025 03:12 PM Page 51 of 86 2.11.5 In the event that any substantial repair or replacement is required to any of the Public Improvements during the applicable Warranty Period and such repair or replacement is not made after thirty (30) days from mailing of a written notice to Developer requesting repairs or such additional time as Developer and the Town may agree to,but not to exceed ninety(90)days,the Town,may: 2.11.5.1 Draw upon the Repair/Replacement Guaranty and, at the Town's discretion, secure repair or replacement of any incomplete or non-conforming Public Improvements; 2.11.5.2 Pursue repair or replacement of the Public Improvements, at the Developer's expense,either by bid or negotiated price; 2.11.5.3 Deny or revoke permanent access permits to WCR 39 or the Frontage Road until completion or repair or replacement of any incomplete or defective Public Improvements; and 2.11.5.4 Pursue any other legal remedies available to it at law or which may be appropriate under applicable Town regulations. 2.11.6 In the event that emergency repairs are required, as solely determined by the Town,the Town may immediately complete such emergency work or repairs and invoice the Developer the Town's actual costs. Developer shall reimburse the Town within sixty (60)days after receiving written notification or repair and supporting documentation from the Town. 2.12 Final Acceptance. At least thirty(30)days before the applicable Warranty Period elapses, or as soon thereafter as weather permits, Developer shall submit a written request for Final Acceptance of the Public Improvements.The Town shall conduct a final inspection of the Public Improvements as soon as is reasonably practicable, and if such Improvements fully conform to the Construction Standards,and if all repairs as are needed have beenmade to bring the same into such conformance, the Town shall issue a "Certificate of Final Acceptance" signifying final approval of the Public Improvements. If Developer does not correct all deficiencies and make repairs identified in said inspection to Town's satisfaction within thirty(30)days after receipt of said notice, or such additional time as Developer and the Town may agree to,but not to exceed ninety(90)days,the Town may exercise its rights to secure performance as is provided in Section 2.11.5 of this Agreement. Upon expiration of the applicable Warranty Period, Developer shall request release of the applicable Repair/Replacement Guaranty by written notice, and the Town shall release the applicable Repair/Replacement Guaranty,provided no liens have been filed and not released with respect to the Public Improvements. 2.13 Reimbursement to Town. In the event the Town exercises its right to secure completion of construction, repairs, replacements, or other work to the Public Improvements using funds other than the Improvement Guarantee, Developer shall reimburse the Town within sixty (60) days after receipt of written demand and supporting documentation from the Town.If Developer fails to reimburse Town,then Developer shall be in default of this Agreement. 9 5037774 Pages: 59 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO M'JG Ft#I'311I,2kIOW 11111 5018765 03/26/2025 03:12 PM Page 52 of 86 2.14 Maintenance of the Improvements After Final Acceptance. The Town shall maintain and repair the Public Improvements after Final Acceptance. Notwithstanding any contrary provision in this Agreement, upon Final Acceptance of the Public Improvements, Developer will be considered released and discharged from any obligations or liability under Section 2.12 of this Agreement. 3. ADDITIONAL DEVELOPMENT STANDARDS 3.1 Final Asphalt Top Lift for WCR 39. The final one and one-half(1.5)inch top lift of asphalt paving for WCR 39 shall be installed by the Developer after the initial two(2)- year warranty period has expired. In the event that construction of all water and sanitary sewer mains and appurtenant facilities within WCR 39 that may be built in connection with the development of nearby properties is not complete at such time, then Developer shall pay to the Town a cash fee-in-lieu-of such construction obligation in an amount equal to: (i) 100% of the cost to have a contractor install the Final Asphalt Top Lift for WCR 39 adjusted for inflation since the date of execution ofthi s Agreement to reflect current dollars as of the date of payment plus(ii)a 15%administrative charge for the cost of the Town's plan review and project management.Following such payment,Developer shall be relieved of any further obligation to contribute to or otherwise construct such work. 3.1.1 The Final Asphalt Top Lift shall also have a two (2)-year warranty period as set forth in Section 2.11. 3.2 WCR 39 and Frontage Road Streetlight. Developer will design and construct the streetlight and related appurtenances and equipment at the corner of WCR 39 and the Frontage Road based on the Plans. The streetlight shall be completed prior to the issuance of any certificates of occupancy from Weld County for the Project identified in the Site Plan. Such streetlight installation will be done by United Power and Developer will pay United Power directly for the costs and expenses of such streetlight installation. 3.3 No Vested Rights. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT DEVELOPER HAS NO CLAIM OR ENTITLEMENT TO RECEIVE WATER OR WASTEWATER UTILITY SERVICES FROM THE TOWN OR RIGHT TO CAPACITY IN THE TOWN'S WATER OR WASTEWATER SYSTEMS TO SERVE THE POTENTIAL MAXIMUM DEVELOPMENT OF THE PROPERTY OR FUTURE SUBDIVISION PHASES. Developer acknowledges and agrees that no vested property rights are granted by this Agreement. Further,Developer hereby waives and releases any common law vested rights,whether known or unknown, suspected or unsuspected, contingent or fixed, relating to water service or capacity or wastewater treatment and conveyance capacity,which Developer may or might hereafter have or acquire against the Town arising from or relating to the granting of any land-use approvals. 4. LIABILITY LIMITATIONS—HOLD HARMLESS 4.1. Non-Liability. Developer acknowledges that the Town's review and approval of the Plans is done in furtherance of the general public health, safety and welfare, and that no specific relationship with,or duty of care to the Developer or third parties is assumed by such review and 10 5037774 Pages: 60 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO IIIII itk�k�toCLv'INIA %i iiildf a t 1%i, 11111 5018765 03/26/2025 03:12 PM Page 53 of 86 approval, or immunity waived, as more specifically set forth in the Colorado Governmental Immunity Act. 4.2 Indemnification. Developer agrees to save, indemnify, defend, and hold harmless the Town from any claims brought by any third party against the Town which are attributable to any act or omission of the Developer, its employees, agents, contractors, subcontractors, and consultants with respect to: (i)the construction and installation of the Public Improvements; and (ii)performing this Agreement Developer further agrees to indemnify,defend and hold harmless the Town from any loss or liability,including damages for inverse condemnation,the Town may have or suffer on account of any change in the direction,nature, quality,or quantity of historical drainage flow resulting from the development of the Property or from the construction of streets, water mains, and/or storm sewers on the Property. Developer shall bear all reasonable costs of investigation and litigation,including reasonable attorney fees incurred by the Town in defending such claim. This indemnification does not extend to claims of willful misconduct or negligence brought by any third party against the Town which is attributable to any act or omission of the Town. Developer's indemnification obligations under this Section 4.2 shall be a continuing obligation and shall not expire with the termination of this Agreement 43 Insurance_ Developer and its contractors performing work in constructing the Public Improvements shall at all times hereunder have and maintain in full force and effect comprehensive liability insurance,providing general liability, and comprehensive automobile liability insurance. Developer's architect and engineer responsible for work in the right-of-way shall also carry professional liability insurance. The policies shall name the Town and its agents, officials and employees as additional insureds and shall provide coverage for the liability risks identified at Section 4.2 hereof, and shall not be less than$387,000 for any injury to one person in any single occurrence, or $1,000,000 for any injury to two or more persons in any single occurrence. Developer and contractors shall at all times fully comply with the Colorado Workmen's Compensation Act and shall ensure that each of its contractors and subcontractors are in full compliance with the Act Developer shall submit certificates of insurance in compliance with the standards set forth above. Nothing herein shall be construed to relieve or discharge Developer of its liability to the Town under the terms of this Agreement should Developer for any reason fail to procure and maintain anyrequired insurance in sufficient amounts.Failure on the part of the Owner to procure or maintain policies providing the required coverages, conditions and minimum limits shall constitute a default under this Agreement,and if said default is not cured within ten(10)days of written notice by the Town to the Owner, the Town may procure or renew any such policy or any extended reporting period thereto,and may pay any and all premiums in connection therewith and all monies so paid by the Town shall be repaid by the Owner to the Town upon demand, or the Town may offset the cost of the premiums against any monies due to the Owner from the Town. 5. OWNERSHIP OF IMPROVEMENTS Subject to this Agreement and to the provisions of any Town Regulations relating to the Town's acceptance of the Public Improvements herein, the Owner shall convey to the Town all o f the Public Improvements at the time of Initial Acceptance thereof, free and clear of all liens, encumbrances and restrictions. All improvements made upon Town property or Town rights-of- 11 5037774 Pages: 61 of 107 06/26/2025 09:13 AM R Fee:$543,00 Carly Koppes, Clerk and Recorder, Weld County , CO K ALI 111111 5018765 03/26/2025 03:12 PM Page 54 of 86 way or Town easements shall,after acceptance by the Town,be and remain the sole and exclusive property of the Town,free and clear from any and all claims by the Owner or others. 6. DEFAULT AND REMEDIES. 6.1 Breach of Agreement. In the event that either Party should fail to timely comply with any of the terms, conditions, covenants and undertakings hereof such non-compliance shall be cured and brought into compliance within 30 days of written notice of breach by the other Party. Such notice will specify the conditions of default. If such default is not of a type that can be cured within such 3 0-day period and the defaulting Party gives written notice to the non-defaulting Party within such 30-day period that it is actively and diligently pursuing such cure, the defaulting Party will have a reasonable period of time given the nature of the default following the end of such 30-day period to cure such default,provided that such defaulting Party is at all times within such additional time period actively and diligently pursuing such cure and provided further that in no event will such cure period exceed a total of six months. The Town may after the cure period withhold any additional permits,certificates,or provision of new utility fixtures or service only upon reasonable cause. For any default that is not cured as described above,the non-defaulting Party may pursue any other remedy at law or in equity which may be appropriate under the Town's Regulations,the applicable laws and legal standards of the State of Colorado or the United States before any court of competent jurisdiction, including remedies which may be available against the Improvement Guarantee or Repair/Replacement Guaranty. Such remedies shall be cumulative. 6.2 Legal Expenses. In the event that it is necessary to initiate legal proceedings to enforce the provisions of this Agreement,the non-prevailing Party shall be responsible for all reasonable legal expenses and costs incurred by the prevailing Party. 6.3 Venue. Venue for any legal proceedings shall be in the County of Weld,State of Colorado. 6.4 Developer Remedy; Limitation of Liability: Waiver. The parties agree, and Developer expressly acknowledges and agrees,that Developer's sole remedy in the event of i)the Town's failure or refusal to inspect completed Public Improvements within the time frame specified in Section 2.9;ii)the Town's failure or refusal to issue Initial Acceptance or Final Acceptance as set forth in Sections 2.9 and 2.12,respectively;iii) the Town's failure or refusal to perform any other obligation under this Agreement; or(iv)any delay on the part of the Town in inspecting completed Public Improvements, issuing Initial or Final Acceptance, or performing any other obligation under this Agreement,shall be the equitable remedies of specific performance or injunctive relief. THE TOWN SHALL NOT HAVE ANY LIABILITY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, OR OTHER DIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE,INCLUDING EXEMPLARY AND PUNITIVE DAMAGES,OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT. THE ALLOCATIONS OF LIABILITY IN THIS SECTION REPRESENT THE AGREED, BARGAINED-FOR UNDERSTANDING OF THE PARTIES. THE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, WHETHER IN TORT, CONTRACT OR OTHERWISE, AND 12 5037774 Pages: 62 of 107 06/26/2025 09:13 AM R Fee:$543.00 Ca ly Koppes, Clerk and l �.r111i1�K�#��:rt1h��cr��ti�Weld 1III iNl�++rl� �J�+�IYL 11111 5018765 03/26/2025 03:12 PM Page 55 of 86 REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. OWNER AND DEVELOPER HEREBY WAIVES ANY AND ALL CLAIMS FOR MONETARY DAMAGES WHICH OWNER AND DEVELOPER MAY OR MIGHT HEREAFTER ACQUIRE AGAINST THE TOWN FOR LOSS OR DAMAGE ARISING FROM THIS AGREEMENT. 7. GENERAL PROVISIONS. 7.1 Recordation. This Agreement shall be recorded by the Town,at Developer's expense,in the office of the Weld County Clerk and Recorder. 7.2 No Waiver. Nothing herein shall constitute or be interpreted as a waiver or repeal of existing codes or ordinance or the Town's legislative, governmental or police powers,nor shall this Agreement prohibit the enactment by the Town of any fees or any other ordinances which are of uniform or general application. 7.3 Third Party Beneficiaries. This Agreement will not be construed as or deemed to be an agreement for the benefit of any third Party or parties, and no third Party or Parties will have any right of action hereunder for any cause whatsoever. 7.4 No Joint Venture or Partnership.No form of joint venture or partnership exists between the Town and Developer, and nothing contained in this Agreement will be construed as making the Town and Developer joint ventures or partners. 7.5 Assignability. This Agreement may not be assigned or delegated by the Developer without the written consent of the Town. No assignment shall release the Developer from performance of any duty,obligation, or responsibility unless such release is clearly expressed in such written document of assignment. Prior to approving any release of the Developer,the Town may,at its sole discretion,require the Party assuming any duty,obligation, or responsibility of the Developer to provide to the Town written evidence of financial or other ability to meet the particular duty, obligation or responsibility being assumed by the Party. Town consent to assignment shall not be unreasonably withheld or delayed so long as assignee is financially capable of complying with the requirements for security for construction of Improvements, as set forth in Section 1.6 hereof.The Town Administrator is authorized to approve assignments. 7.6 Merger and Ratification. This Agreement constitutes the entire understanding and agreement of the Parties, integrates all of the terms and conditions mentioned therein and incidental thereto,and supersedes all negotiation orprevious agreements between the parties with respect to all or any part of the subject matter hereof.All waivers or amendments ofthis Agreement mustbemade in writing and signed by the appropriate authorities of the Town and the Developer. 7.7 Expenses. Except as otherwise provided in this Agreement,each Party hereto will bear its respective costs and expenses associated with entering into,implementing and enforcing the terms of this Agreement. 13 5037774 Pages: 63 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO liNIIMP L;1111110. II III 5018765 03/26/2025 03:12 PM Page 56 of 86 7.8 Attorney's Fees. If any action is filed or maintained by any Party in relation to this Agreement, the prevailing Party will be awarded its reasonable costs and attorneys fees,which rights will survive the termination of this Agreement. 7.9 Severability.If any term,provision,covenant or condition of this Agreement is held by a competent jurisdiction to be invalid, void or unenforceable,the remaining provisions of this Agreement will,unless amended or modified by mutual consent of the Parties,continue in full force and effect so long as enforcement of the remaining provisions would not be inequitable to the Party against whom they are being enforced under the facts and circumstances then pertaining. 7.10 Further Assurances.Each Party will execute and deliver to the other all such other further instruments and documents as may be reasonably necessary to carry out this Agreement in order to provide and secure to the other Parties the full and complete enjoyment of its rights and privileges under this Agreement. 7.11 Notices.Any notice or communication required under this Agreement between the parties must be in writing and may be given either personally or by registered or certified mail, return receipt requested. If given by registered or certified mail, the same will be deemed to have been given and received on the first to occur of(i) actual receipt by any of the addressees designated below as the Partyto whom notices are to be sent,or(ii)five days after a registered or certified letter containing such notice,properly addressed,with postage prepaid,is deposited in the United States mail. If personally delivered, a notice will be deemed to have been given when delivered to the Party to whom it is addressed. Any Party hereto may at any time, by giving written notice to the other Party hereto as provided in this Section, designate additional persons to whom notices or communications will be given, and designate any other address in substitution of the address to which such notice or communication will be given. Such notices or communications will be given to the parties at their addresses set forth below: It to the Town: Town Administrator Town of Lochbuie 703 WCR 37 Lochbuie, Colorado 80603 With a required copy to: M.Keith Martin,Widner Juran LLP Town Attorney 13133 E Arapahoe Road, Suite 100 Centennial,CO 80112 If to the Developer. Dirt Factory,LLC 14 5037774 Pages: 64 of 107 06/26/2025 09:13 API R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County Co •iii10P�r��F� �a�111�r+u¢,�r�r�11E� 101r ;F , 11111 5018765 03/26/2025 03:12 PM Page 57 of 86 Attn: 15605 W.32°d Ave. Golden,CO 80402 With a required copy to: Nelnet Real Estate Ventures,LLC Attn:Andrew Lempka 121 S. 13th Street, Suite 100 Lincoln,NE 68508 Often Johnson Robinson Neff&Ragonetti,P.C. Attn:Thomas J.Ragonetti 950 17th St., Ste. 1600 Denver,CO 80202 7.12 Counterparts.This Agreement may be executed by one or more Parties to this Agreement on any number of separate counterparts. Each counterpart shall be deemed to be an original, and all such counterparts taken together shall be deemed to constitute one and the same instrument. Signature pages may be delivered by electronic mail to each Party as electronically imaged signatures such as .pdf files or by any other method which complies with the Uniform Electronic Transactions Act, C.R.S. §§24-71.3-101 et seq. (e.g.,www.docusign.com). 7.13 Exhibits. Unless the context otherwise indicates,any capitalized terms in any Exhibit to this Agreement will have the same meanings as defined in this Agreement. 5037774 Pages: 65 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppas, Clerk and Recorder, Weld County , CO 11I11 r.rrANIPIII'MIC RANI'riligl i.11114 Ill H 15 5018765 03/26/2025 03:12 PM Page 58 of 86 IN WITNESS WHEREOF,the Parties have executed this Agreement the day and year written above. TOWN: ATTEST: TOWN OF LOCIiBUIE, a municipal corporation Deputy Town Clerk Ma r DEVELOPER: DIRT FACTORY, LLC, a Colorado lirpitled liability company By: STATE OF CD 10 r4dc ) )ss. COUNTY OF we,14 ) The foregoing instrumen was acknowledged before me this Qthis aiday of m4fek;2025, byf 4+Iq 144 r i of (OCIQ,14.1`Q WITNESS my hand and official seal. ARIELLE SAWYER NOTARY PUBUC bli� STATE OF COLORADO o MY 2007 COMMMSSION EXPIRES NOTARY ID RE 15/2028 5037774 Pages: 66 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO 11111 16 5018765 03/26/2025 03:12 PM Page 59 of 86 EXHIBIT A LEGAL DESCRIPTION 5037774 Pages: 67 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO loi kirda+ON.rAMIIIVUX Pli��t � II ii 17 5018765 03/26/2025 03:12 PM Page 60 of 86 LEGAL DESCRIPTION Parcel A; (1338 County Road 39) All that part of Section Twenty-Nine(29),Township One(1)North, Range Sixty-Five(65)West of the Sixth Principal Meridian,County of Weld, State of Colorado,described as follows: That part of the Southwest Quarter(SW'/4)of Section Twenty-Nine(29)lying North and West of the Right-of-Way for existing U.S. Highway Number Six, And The South 810 feet ofthe Northwest Quarter(NW 1/4)of Section Twenty-Nine(29)lying North and West of the Right-of-Way for existing U.S.Highway Number Six,except the West 198 feet of said South 810 feet, all in Township One(1) North,Range Sixty-Five (65) West of the Sixth Principal Meridian, County of Weld,State of Colorado. Also known as: A parcel of land situated in the Southwest and Northwest'% of said Section 29,Township 1 North,Range 65 West of the 6th Principal Meridian,County of Weld, State of Colorado,being more particularly described as follows: Commencing at the Southwest'%corner of said Section 29 being a found 2.5"Aluminum Cap "PLS 23027"from whence the West'%corner of said Section 29 being a found 2.5"Aluminum Cap"PLS 36060" bears North 00°13'53"East, a distance of 2654.03 feet with all bearings herein relative thereto; Thence North 00°13'53" East along the West line of the Southwest'%of said Section 29, a distance of 1312.11 feet to the Southwest corner of the land described in Reception Number 3290520; Thence North 89°41'26" East along the South line of said land described in Reception Number 3290520, a distance of 30.00 feet to the Southeast corner of said land described in Reception Number 3290520 and the Point of Beginning; Thence North 00°13'53"East along the East line of said land described in Reception Number 3290520, a distance of 1312.02 feet to a point 30.00 feet South and 30.00 feet East of the West'%corner of said Section 29; Thence parallel and 30.00 feetSouth of the South line of the North' of said Section 29 North 89°30'11"East,a distance of 228.02 feet; 5037774 Pages: 68 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 111INPR Rrdt AN,ctilctilM k'uMMIAl 11111 5018765 03/26/2025 03:12 PM Page 61 of 86 Thence North 00°13'34" East along the East line of the land described in Book 1120, Page 96, a distance of 840.07 feet to the South line of the land described in Reception Number 4423589; Thence North 89°30'11" East along said South line of the land described in Reception Number 4423589, a distance of 1630.06 feet to the Westerly line of the land described as "James H. Kilker Right of Way" recorded with CDOT in Project Number 1 076-1 (48) Dated 09/1977; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 2484.66 feet; Thence South 42°37'28"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 201.00 feet; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 170.00 feet; Thence North 53°05'12"West, a distance of 170.39 feet to the point of beginning. County of Weld, State of Colorado. parcel B: (1568 County Road 39) A part of the SW'%of the NW%and of the N W'A of the SW%of Section 29,Township 1 North, Range 65 West of the 6th P.M.,being more particularly described as follows: Beginning at the West quarter corner of said Section 29; thence N00°45'01"E on an assumed bearing along the West line of the NW'A of said Section 29, a distance of 810 feet; thence S89°59'36" E parallel with the East/West centerline of said Section 29, a distance of 258 feet; thence S00°45'01"W parallel with the West line of the NW'/a a distance of 840 feet,said point being 30 feet South of said East/West centerline; thence N 89°56'36"W parallel with said centerline a distance of 258.00 feet to a point on the West line of the SW'/a of said Section 29; thence N00°45'01"E along said West line a distance of 30 feet to the true point of beginning. County of Weld, State of Colorado. 5037774 Pages: 69 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO liii FAH �r�ai ��,Tt 1r r�,� II iii 5018765 03/26/2025 03:12 PM Page 62 of 86 EXHIBIT B SITE PLAN _ ;,,�; r/ /;If%. -- %/ - .•/ ; . �/. :Y �I • �/. �/ // / / _-; 1 ; /// , i T � / ,' //f/' / 1:r �� / ! jf}(/!J/,J/// ////i 03, - , ` /� 2 //// „'�,. i , Ali 1\\ \\*\.//// /1.4/1:\74:''* // /j IT if , ///./f i . <i Yf\ I /Y , a i FM . � � -V I it �- FA;146' , • L - O 1 , , ,. .J .,. ,„ ,,,;„, ,,, , ... . • A L.,__/i /// / ,/ ,. . ,. . 7 ti, :.• ,....,.... / 1) 1 o c, E. c ;1�i=. VI: .lf.i ,� ! ,Ii,j ]]4 r ;- ilk!! ;i5 'I'!: ;ph ii�Ii E — j4; ,t O; ; 11 SCOTTS MIRACLE-GR0ig mopes $N i ` liaMRDC0IMYMA07►LN/ - I N9D Warr.eo I►AOB•ia 5037774 Pages: 70 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO ill Nr.4101114,411KIIVICW f«l'k «h7l1LIr dill , 11111 5018765 03/26/2025 03:12 PM Page 63 of 86 EXHIBIT C ENGINEER'S COST ESTIMATE IMPROVEMENTS WITH ASSOCIATED COST ESTIMATES,PHASING PLAN,AND SCHEDULE ENGINEER'S ESTIMATE OF COST OF PUBLIC IMPROVEMENTS SCOTTS MIRACLE-GRO MIXING&BAGGING FACILITY January 8,2025 Item Cost WCR 39 roadway improvements $375,000 1-76 Frontage Road improvements $105,000 Sidewalk along property frontage at WCR 39 $55,000 Curb and gutter along property frontage at WCR 39 $50,000 Underground of overhead utilities along WCR 39 $150,000 Future fiber conduit and pull boxes along property frontage at WCR 39 $36,000 Street light at Interaction of WCR 39 and 1-76 Frontage Road $50.000 Total $821,000 rKR04;‹,<.... za. 34294 •••F do �- 5037774 Pages: 71 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppas, Clark and Recorder. Weld County , CO III MrdfAtn rd'Alit ualartio IIIonNJitimi 1 uI III 5018765 03/26/2025 03:12 PM Page 64 of 86 EXHIBIT D NOTICE OF CONSTRUCTION ACCEPTANCE/FINAL ACCEPTANCE TOWN OF LOCHBUIE [SCOFFS MIRACLE-GROI The listed Improvement(s)under the Public Improvements Agreement—("Agreement")between the TOWN OF LOCHBUIE, COLORADO ("Town"), and DIRT FACTORY, LLC ("Developer")have been reviewed and found to qualify for Construction Acceptance and/or Final Acceptance, as set forth in chart as follows: IMPROVEMENT CONSTRUCTION FINAL DATE DESCRIPTION ACCEPTANCE ACCEPTANCE WARRANTY DATE DATE EXPIRATION Per the Public Improvements Phasing Plan, approved by the Town's Public Works & Utilities Director,the Date of Construction Acceptance of the Improvements,or portion thereof designated above,is the basis for commencement of the DURATION of applicable warranties required by the Agreement. The Warranty Period is defined in the Agreement as commencing with Construction Acceptance and continuing for twenty-four (24) months from the Date of Construction Acceptance. This form shall govern the date of Construction Acceptance, Date of Final Acceptance,and Date of Warranty Expiration. Notes: Issued by: For the Town of Lochbuie: Engineer Printed Name: Date Issued: 20 06 26/2025 09:P13 AM R Fee$5403700 Carly Koppes, Clerk and Recorder, Weld County CO 1III kifiri Y�1NidelW��Nht��1ii1iJfIlininnIW 11111 5018765 03/26/2025 03:12 PM Page 65 of 86 Exhibit G • Public Improvement Agreement PUBLIC IMPROVEMENTS AGREEMENT SCOTTS MIRACLE-GRO ANNEXATION This PUBLIC IMPROVEMENTS AGREEMENT ("Agreement") is entered into as of the 2'� day of iNkow'J". , 2025 by and between the TOWN OF LOCHBUIE,Colorado a municipal corporation of Weld and Adams Counties, State of Colorado ("Town") and DIRT FACTORY LLC, a Colorado limited liability company("Developer") Town and Developer are referred to singularly as a"Party"and jointly as the "Parties."This Agreement shall be effective upon the date it is recorded. RECITALS A. Norah Bishop, Catherine Newton, Karen K. Beier, and Dale A. Beier ("Owners") each holds fee title to one hundred percent of such person's portion of the real property as described in attached Exhibit A(the"Property"). B._ Developer has contracted with Owners to purchase the Property, upon which Developer intends to construct a soil mixing and bagging facility(the"Project"). C. _Weld County conditionally approved ZPAG24-0004 Site Plan, attached hereto and incorporated herein by this reference as Exhibit B (the "Site Plan"). The Site Plan identifies the development of the Property along with access to Weld County Road(WCR) 39 and the I-76 Frontage Road for the Project at the access points depicted on the Site Plan and other certain improvements necessary to serve the development. D. Developer and the Town entered into that certain Annexation Agreement, dated MQ ccl\ 2S 2025 which requires Developer to enter into this Agreement and to construct certain public improvements and facilities,both onsite and offsite of the Property, in exchange for the Town granting permanent access to WCR 39 from the Property. E._ As a condition of the Town's approval of an access permit granting permanent access to WCR 39 and for the Property to be developed according to the Site Plan,the Town requires the construction by Developer of certain public improvements and facilities, both onsite and offsite of the Property,including those improvements shown on the Site Plan and any Plans (as defined below) approved by the Town for the Property as set forth in this Agreement in the Schedule of Improvements in Exhibit C(the"Public Improvements"). F. The purpose of this Agreement is to establish the obligations of D eveloper to construct and warrant the quality of the Public Improvements which are required as a condition of the Town granting permanent access to WCR 39,which is necessary for Developer to develop the Property according to the Site Plan. NOW THEREFORE, in consideration of the foregoing premises and the covenants, promises and agreements of all the parties hereto,to be kept and performed by each of them,IT IS AGREED: 1 5037774 Pages: 73 of 107 06/26/2025 09:13 All R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 5018765 03/26/2025 03:12 PM Page 66 of 86 1. IMPROVEMENTS REQUIRED—SECURITY. 1.1 Construction of Improvements.Developer shall: (a)design and construct all public improvements described in Exhibit C, to be attached hereto and incorporated herein by this reference,in accordance with(i)the terms and provisions of this Agreement;(ii)all applicable standards, rules and regulations of the Town, including the Town's Design Standards and Construction Specifications for Public Improvements as adopted ("Standards and Specifications")and existing on the Effective Date(collectively,the"Town Regulations");and (iii) construction documents,plans and specifications all as approved by the Town Engineer(the "Plans")(collectively referred to as the"Construction Standards");(b)maintain and repair the Public Improvements until Final Acceptance(as that term is used in Section 2.12 below)by the Town pursuant to the terms of this Agreement; and(c) convey the Public Improvements to the Town in accordance with Section 5 of this Agreement Developer shall submit to the Town, in conjunction with its Plans,a complete Schedule of Improvements within the timeframe specified in Section 2.2, below. Upon approval of the Plans, the Town-approved Schedule of Improvements will be attached to this document as Exhibit C and shall be incorporated herein by this reference. Omission of any improvements from Exhibit C does not relieve Developer from responsibility for furnishing,constructing,and installing all Public Improvements required to serve the Project. 1.2 Completion of Public Improvements. Except for the final one and one-half inch (1.5")top lift of asphalt paving of WCR 39, which shall be installed in accordance with Section 3.1 below,issuance of Certificate of Initial Acceptance(as that team is used in Section 2.9 below) for the Public Improvements must be awarded within two(2)years of the Effective Date of this Agreement,unless the Town extends the time for compliance by executing a written amendment to this Agreement In the event Developer does not obtain a certificate of Initial Acceptance within such two (2) year period, the Town also reserves the right to restrict access to the Property from abutting rights-of-way or draw upon the Performance Guaranty,as defined in Section 1.5,to ensure timely completion of the Public Improvements or to complete some or all of the Public Improvements. In the event that no work has commenced on the Public Improvements within eighteen (18)months after the Effective Date, the Town may elect at its discretion to revoke any temporary construction access permits or permanent access permits granted to Developer and return any Performance Guaranty to Developer rather than drawing upon such Performance Guaranty and constructing the Public Improvements. 1.3 Payment of Contractors,Materials. and Laborers. Developer shall be responsible for the costs of design,installation,materials and testing of all Public Improvements. Developer shall timely make payments of all amounts due to persons supplying labor,materials or services in connection with the Public Improvements,and to any persons who may otherwise be entitled to assert a lien upon the Property or Public Improvements by virtue of Section 38-22-101, et seq., C.R.S. In the event that any person asserts a lien upon the Property or Public Improvements by virtue of Section 38-22-101, et seq., C.R.S.after Final Acceptance,Developer will indemnify and defend the Town with respect to the claimed lien, and shall further immediately take any and all 1 Exhibit C will show in detail or describes the Public Improvements that Developer shall be responsible for constructing,and the costs therefor("Schedule of Improvements"). 2 5037774 Pages: 74 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County Co lIII rdrillII eta�� 'i INT%I 11111 5018765 03/26/2025 03:12 PM Page 67 of 86 steps as are necessary to remove the lien from any Public Improvements regardless of the merits of the claimant of the lien;provided,however,that if a mechanic's lien is filed,Developer may, within sixty(60)days of the filing thereof, bond over any such mechanic's lien pending removal thereof from title to the Public Improvements. 1.4 Restriction on Granting Permanent Access to WCR 39. 1.4.1 The Town will not issue or grant Developer any permanent access permit(s) to WCR 39 at either of the two access points depicted on the Site Plan for the Property or any buildings,dwelling units,or structure on the Property until the date upon which the Town issues a Certificate of Initial Acceptance for all Public Improvements. This restriction shall run with the land and shall extend to and be binding upon the heirs, executors, legal representatives, successors and assigns of the Owner and Developer. 1.5 Construction Cost Estimate. Exhibit C contains,for each Public Improvement,an engineer's estimate of all costs and expenses associated with the construction and completion of each and all Public Improvements to be constructed by Developer to include a cost contingency of an additional fifteen percent (15%) of the total estimated construction costs in accordance with this Agreement("Improvements Costs"). The sole purpose of said Improvements Costs estimate is to determine the amount of security to secure Developer's Improvement Guarantee obligations as set forth in Section 1.6 and must be revised when requested by the Town Administrator to reflect actual costs. 1.6 Security for Improvements.Developer shall furnish to the Town, at the Owner's expense, a good and sufficient guarantee for construction of the Public Improvements, securing Developer's performance and completion of the Public Improvements("Improvement Guarantee"). 1.6.1 Amount of Improvement Guarantee.The amount of the Improvement Guarantee shall equal the Improvements Costs plus an additional 15% to cover Town administrative costs to install and maintain the Public Improvements in the event that Developer fails to meet its obligations under this Agreement. 1.6.2 Form of Improvement Guarantee. Any Improvement Guarantee shall be in the form of a cash escrow or an Irrevocable Letter of Credit issued by a federally or state- chartered bank with offices in Colorado, or similar security instrument in form and substance acceptable to the Town in its sole and absolute discretion, ensuring the satisfactory completion of the Public Improvements. 1.6.3 Phasing.Where the Developer and the Town have agreed to a phasing of the Public Improvements, the required Improvement Guarantee for a phase shall be delivered to and accepted by the Town prior to the commencement of construction of the Public Improvements for that particular phase. 1.6.4 The Improvement Guarantee will be provided to the Town at the date upon which the Town approves the Plans pursuant to Section 2.2, and shall be kept in full force and 3 5037774 Pages: 75 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , Co 11111 KRIParrllA5 rir13/1411PABIlilitirik 11111 5018765 03/26/2025 03:12 PM Page 68 of 86 effect until Developer completes the work and the Town issues the Certificate of Final Acceptance for each phase of the Public Improvements. The Town shall release any such Improvement Guarantee upon Initial Acceptance, less amounts the Town may retain as set forth in Section 2.11 to guarantee Developer's fulfillment of its repair or replacement obligations as set forth in Section 2.11. 1.6.5 At least ninety(90)calendar days prior to the expiration date of the Improvement Guarantee, the Developer shall extend or modify the Improvement Guarantee to provide the Town with an Improvement Guarantee with a term and amount sufficient to cover the time and cost for completing any remaining obligations,including warranty obligations,of the Developer under this Agreement.The Developer's failure to provide such an amended form of Improvement Guarantee prior to said ninety (90) day period shall constitute a failure to perform in accordance with this Agreement and shall give the Town the right to proceed immediately to liquidate the existing Improvement Guarantee. 1.6.6 Deficient Guarantee Conditions. In the event a) the Developer fails to extend or replace the letter of credit at least sixty(60)days prior to expiration of such letter of credit, b) the letter of credit is set to expire, c) the Town receives notice that the letter of credit will not be renewed,d)the entity issuing the letter of credit becomes non-qualifying,e)the letter of credit,in the sole determination of the Town, is at risk of being lost as a guarantee, because of an error,defect or discrepancy in the instrument or being lost as a guarantee,or because of the issuing entity's creditworthiness,f)prior to completion of all obligations of the Developer under this Agreement,the bank issuing a letter of credit elects not to renew the letter of credit pursuant to the letter of credit automatic renewal provisions,or g) the cost of the Public Improvements is reasonably determined by the Town to be greater than the amount of surety or security provided (collectively, "Deficient Guarantee Conditions"),Developer will provide the Town a good and adequate,as determined solely by the Town, new substitutional Improvement Guarantee. The failure to provide such substitutional Improvement Guarantee within 30 days of the occurrence of any of the Deficient Guarantee Conditions shall constitute a material breach of this Agreement for which the Town may draw upon the Improvement Guarantee in the full amount, and shall also be subject to revocation of access to WCR 39 or the Frontage Road by the Town. 1.7 Obtaining Required Permits. If the construction, installation, maintenance, or location of the Public Improvements shall require any digging or other excavation in the Town's public rights-of-way, then a Town right-of-way or other grading/development permit shall be required, and Developer shall apply for and obtain from the Town such permits and pay any standard and customary permit fees and taxes. The Town shall respond to the Developer's requests for permits in the ordinary course of its business. As a condition of obtaining any required permit that involves digging or other excavation in the public rights-of-way, Developer shall physically identify the horizontal and vertical locations of any other existing underground utility or other facilities in the public rights-of-way in the proximity of the proposed work area and illustrate such locations on the Plans. Such drawings shall be provided to the Town with each request for a supplemental site license. Construction shall not begin until written confirmation of the acquisition of all necessary permits from the Town. 4 5037774 Pages: 76 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County Co III (r10IA@.itIil, iii i1lhi(L1WY44 11111 5018765 03/26/2025 03:12 PM Page 69 of 86 2. CONSTRUCTION STANDARDS;ACCEPTANCE PROCEDURES. 2.1 Engineering and Consulting Services. Developer agrees to furnish, at its expense, all necessary engineering and consulting services relating to the design and construction of the Public Improvements. These services shall be performed by or under the supervision of a Registered Professional Engineer and/or Registered Land Surveyor, or other professionals as appropriate, licensed by the State of Colorado, and in accordance with applicable Colorado law. The design services shall include inspection services deemed necessary by the Town. 2.2 Plan Submission and Acceptance. Developer shall furnish to the Town the required fees and complete Plans,including a phasing plan,for all Public Improvements by no later than August 1,2025. The Town shall issue its written acceptance or rejection of said Plans as expeditiously as reasonably possible.Said acceptance or rejection shall be based upon the standards and criteria for Public Improvements as established by the Town, and the Town shall notify Developer of all deficiencies which must be corrected prior to acceptance. All deficiencies shall be corrected and said Plans shall be resubmitted to and accepted by the Town prior to construction. 23 Licensing of Contractors and/or Subcontractors.Developer shall ensure that all contractors and/or subcontractors employed by the Developer to make the applicable Public Improvements shall be licensed by the Town or other applicable jurisdiction before any work on the Public Improvements is commenced. The Developer shall at all times promptly make payments of all amounts due to the persons or entities supplying labor,materials or services in connection with the Public Improvements. 2.4 Testing and Inspection. Testing and inspection of the construction and materials shall be in accordance with the Town's current Standards and Specifications. In addition,Developer shall utilize, at its own expense, a licensed and registered testing company, to perform all testing of materials or construction that may be required by the Town.Developer shall furnish copies of test results to the Town on a timely basis for review and acceptance prior to commencement or continuation of that particular phase of construction. At all times during construction of the Public Improvements for each phase,Town shall have the right,but not the duty,to inspect the materials and workmanship in order to ascertain conformance with the Construction Standards. Developer shall reasonably cooperate and assist the Town in gaining appropriate access to the areas designated for inspection. Developer shall follow the procedures below regarding the inspection of installation of any Public Improvements: 2.4.1 Developer will contact the Engineering Division a minimum of 24 hours in advance. Except Town of Lochbuie holidays, inspection services are provided Monday through Friday, from 8:00 a.m. to 4:00 p.m. During the hours listed above, inspections shall be scheduled with the Engineering Division. Requests for inspection services beyond the hours listed above shall be submitted a minimum of 48 hours in advance in writing to the Town Engineer for acceptance.Developer shall reimburse the Town for all direct costs of the after-hours inspection services. If the request is denied,the work shall not proceed before or after the hours listed above. 5 06 28/2025 09:P13 AM R Fee$540700 1111101/1 P11 i+l,��101.K�1?1101 7i',1uHir��PYsi 11111 5018765 03/26/2025 03:12 PM Page 70 of 86 2.4.2 If the Town Engineer finds fault with the installation, he or she may, at his or her discretion,stop work until corrections are made. 2.4.3 The Town shall be contacted immediately if Developer encounters unforeseen conditions or circumstances that will delay completion of any of the Public Improvements. 2.4.4 The Town will inspect the site, as necessary,to keep familiar with the progress of the Project. 2.5 Rights-of-way,Easements.Should the approved Plans show that construction of the Public Improvements will require additional rights-of-way to be acquired, then prior to beginning such construction Developer shall acquire at its own expense and convey to the Town all necessary land, rights-of-way and easements required by the Town for the construction of the proposed improvements related to the Project. Developer is only obligated to acquire that portion of land, rights-of-way and easements necessary for the construction of Public Improvements, roads and utilities required by this Agreement. All such conveyances shall be free and clear of liens, taxes and encumbrances and shall be by Special Warranty Deed or easement in a form and substance acceptable to the Town. All title documents shall be recorded by the Town at Developer's expense. Developer shall also furnish,at its own expense,an ALTA title insurance policy for all interest(s) so conveyed, subject to acceptance by the Town. 2.6 Dust and Erosion Control. During the period of construction and prior to the paving of the streets or private property within and outside of the Property,Developer shall be responsible for using proper dust and erosion control in accordance with Colorado Department of Public Health and Environment("CDPHE")standards and further be responsible for maintaining the streets in such a manner that they may be traveled upon with safety in accordance with CDPHE standards and regulations. To the extent applicable,Developer shall be responsible for obtaining all permits as required by the United States Corps of Engineers, CDPHE, and the Town with respect to air quality,stormwater quality,and erosion control. 2.7 Trash.Debris,Mud. Developer agrees that during construction of the Public Improvement and the Project, Developer will take appropriate steps necessary to control trash, debris and wind or water erosion within the Property. If the Town determines that said trash, debris or wind or water erosion causes substantial damage or injury or creates a nuisance,Developer agrees to abate the damage or nuisance condition no later than twenty-four(24)hours after written notification by the Town. Developer also agrees to take any and all reasonable steps necessary to prevent the transfer of mud or construction debris, including but not limited to, mud, rock,portable toilets, dumpsters, and construction materials of any type, from the construction site onto public rights- of-way and to immediately remove or clean such mud and debris from public rights-of-way after notification by the City. If Developer fails to take any corrective action, Town may abate the nuisance and/or correct any damage or injury without notice to Developer,at Developer's expense. All costs and expenses incurred by the Town in abating any nuisance or correcting any damage shall be paid by Developer to the Town in full within thirty(30)days after written demand by the Town. 2.8 Operation of Construction Equipment The operation of construction equipment outside 6 5037774 Pages: 78 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Kopp. Clerk and Recorder, Weld County , CO III I0r11iAIL I01NiVkil AMU 111111 5018765 03/26/2025 03:12 PM Page 71 of 86 an enclosed structure shall be prohibited on weekdays between the hours of 7:00 p.m. and 7:00 a.m. With the prior written approval of the Town, the operation of such equipment outside an enclosed structure may be permitted on weekend days and legal holidays between the hours of 8:00 a.m. and 4:00 p.m. The Town may alter the hours of operation for good cause. All construction activities shall operate in accordance with all Town codes,ordinances, and policies in regards to sound and noise. 2.9 Initial Acceptance. 2.9.1 No later than ten (10) days after each phase of the Public Improvements are complete, Developer shall submit to the Town "as built" drawings of the Public Improvements in a form as defined in the Town's current Standards and Specifications, proposed documents of conveyance to the Town of the Public Improvements, and a statement certifying that the Public Improvements are fully complete,have been fully paid for,and Developer has fully paid all persons or entities having furnished labor or materials for the design and construction of the Public Improvements.Developer shall also request for an inspection to be performed by the Town. If Developer does not request this inspection within ten(10)days of completion of the Public Improvements,the Town may conduct the inspection without the approval of Developer. 2.9.1.1 Required As-Built Plans. As-built drawings shall be prepared under the direction of a Colorado registered professional engineer, certifying that the constructed Public Improvements are in substantial conformance with the Construction Standards or that any material deviations have received prior written approval from the Town. The engineer's certification may be based in part on surveys by a Colorado registered land surveyor and a certified letter from the project's geotechnical inspector. The legal description of all utility service lines shall be prepared by a registered land surveyor at the Developer's sole expense. 2.9.2 The Town agrees to commence said inspections and to diligently prosecute such inspection to completion. Upon inspection and finding of satisfactory completion of the Public Improvements in compliance with the Construction Standards,the Town shall promptly issue a written"Certificate of Initial Acceptance"in the form attached hereto as Exhibit D. 2.9.3 If the Public Improvements are not satisfactory, the Town shall provide written notice to Developer of all the repairs,replacements,construction or other corrective work required to receive Initial Acceptance. Developer shall complete all needed repairs, replacements, construction or other work within thirty (30)days of said notice, weather permitting. After Developer completes the repairs, replacements, construction or other work required,Developer shall request a re-inspection of such work to determine if Initial Acceptance can be granted,and the Town shall provide written notice to Developer of the acceptability or unacceptability of such work prior to proceeding to complete any such work at Developer's expense. If Developer does not complete the repairs,replacements, or other work required within thirty (30) days of said notice,Town may: (a) draw upon the Improvements Guarantee and, at the Town's discretion, secure completion, repair or replacement of any incomplete or non-conforming Public Improvements; (b)pursue repair 7 5037774 Pages: 79 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO ��I Ig1 tlieli .'irOf li nNielM fully 1I III 5018765 03/26/2025 03:12 PM Page 72 of 86 or replacement of the Public Improvements, at the Developer's expense, either by bid or negotiated price; (c) order suspension of temporary construction access permits or revoke permanent access permits until completion or repair or replacement of any incomplete or defective Public Improvements; and/or(d)pursue any other legal remedies available to it at law or which may be appropriate under applicable Town regulations. 2.9.4 The Town agrees to provide a Certificate of Initial Acceptance or Rejection within ten(10)business days following completion of the Town inspection. 2.9.5 No permanent access permits for WCR 39 shall be issued by the Town for the Property prior to Initial Acceptance of the Public Improvements. 2.10 General Warranty. Developer warrants that all Public Improvements hereunder will be free from defects, including but not limited to, defects of materials, workmanship or design, of good quality, and that the Public Improvements otherwise fully comply with the Construction Standards. 2.11 Repair/Replacement Warranty. 2.11.1 For the purposes of this Agreement,the term"Warranty Period"means a period of twenty-four(24)months from the date of Initial Acceptance and applies to the Public Improvements that will be dedicated to the Town for ownership and maintenance.If the Warranty Period ends in the time period from November to March, the period shall automatically be extended through the end of April. 2.11.2 Subject to Section 3.1 below,during the Warranty Period,Developer shall warrant and guarantee all Public Improvements. Under this warranty, Developer agrees to repair or replace, at its own cost and expense and under the direction of the Town, any Public Improvements or portions thereof which fail or are defective,unsound, or unsatisfactory because of materials or workmanship,or which are not in conformity with Construction Standards or(b)due to damage that may be done to the Public Improvements during the Warranty Period, except such damage that is directly attributable to Town equipment or personnel.The Warranty Period shall be extended for up to two(2)years following Initial Acceptance of any completed repairs to or replacements of the Public Improvements made by Developer during the Warranty Period,including but not limited to repairs or replacements necessitated by damage due to construction traffic or activities. 2.11.3 Following Initial Acceptance of the Public Improvements, the Town will release the applicable Improvement Guarantee for each phase of the improvements,less twenty- five percent(25%)of the portion of the Improvements Cost as shown on Exhibit C(the "Repair/Replacement Guaranty"). 2.11.4 The Repair/Replacement Guaranty shall provide security for the costs ofrepairing and/or replacing the Public Improvements during the applicable Warranty Period,and in defending orremoving claims of unpaid laborers,material suppliers and/or subcontractors who may attempt to assert a lien upon the Public Improvements. 8 5037774 Pages: 80 of 107 06/26/2025 09:13 AM R Fse.$543.00 Carly Knives, Clark and Recorder, Meld County , CO 11111 t�� «;JNli�ti1Q�l�'ki��4�4191)g iR1b iI 111 5018765 03/26/2025 03:12 PM Page 73 of 86 2.11.5 In the event that any substantial repair or replacement is required to any of the Public Improvements during the applicable Warranty Period and such repair or replacement is not made after thirty (30) days from mailing of a written notice to Developer requesting repairs or such additional time as Developer and the Town may agree to,but not to exceed ninety(90)days,the Town,may: 2.11.5.1 Draw upon the Repair/Replacement Guaranty and, at the Town's discretion, secure repair or replacement of any incomplete or non-conforming Public Improvements; 2.11.5.2 Pursue repair or replacement of the Public Improvements, at the Developer's expense,either by bid or negotiated price; 2.11.5.3 Deny or revoke permanent access permits to WCR 39 or the Frontage Road until completion or repair or replacement of any incomplete or defective Public Improvements;and 2.11.5.4 Pursue any other legal remedies available to it at law or which may be appropriate under applicable Town regulations. 2.11.6 In the event that emergency repairs are required, as solely determined by the Town,the Town may immediately complete such emergency work or repairs and invoice the Developer the Town's actual costs. Developer shall reimburse the Town within sixty (60)days after receiving written notification orrepair and supporting documentation from the Town. 2.12 Final Acceptance. At least thirty(30)days before the applicable Warranty Period elapses, or as soon thereafter as weather permits, Developer shall submit a written request for Final Acceptance of the Public Improvements_The Town shall conduct a final inspection of the Public Improvements as soon as is reasonably practicable, and if such Improvements fully conform to the Construction Standards,and if all repairs as are needed have been made to bring the same into such conformance, the Town shall issue a "Certificate of Final Acceptance" signifying fmal approval of the Public Improvements. If Developer does not correct all deficiencies and make repairs identified in said inspection to Town's satisfaction within thirty(30)days after receipt of said notice, or such additional time as Developer and the Town may agree to,but not to exceed ninety(90)days,the Town may exercise its rights to secure performance as is provided in Section 2.11.5 of this Agreement. Upon expiration of the applicable Warranty Period, Developer shall request release of the applicable Repair/Replacement Guaranty by written notice,and the Town shall release the applicable Repair/Replacement Guaranty,provided no liens have been filed and not released with respect to the Public Improvements. 2.13 Reimbursement to Town. In the event the Town exercises its right to secure completion of construction, repairs, replacements, or other work to the Public Improvements using funds other than the Improvement Guarantee, Developer shall reimburse the Town within sixty(60) days after receipt of written demand and supporting documentation from the Town.If Developer fails to reimburse Town,then Developer shall be in default of this Agreement. 9 5037774 Pages: 81 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 1111 h��s>fGM1111N,r�r�I�.� �WLr,�E�i kENIV,V'II i 11111 5018765 03/26/2025 03:12 PM Page 74 of 86 2.14 Maintenance of the Improvements After Final Acceptance. The Town shall maintain and repair the Public Improvements after Final Acceptance. Notwithstanding any contrary provision in this Agreement, upon Final Acceptance of the Public Improvements, Developer will be considered released and discharged from any obligations or liability under Section 2.12 of this Agreement 3. ADDITIONAL DEVELOPMENT STANDARDS 3.1 Final Asphalt Top Lift for WCR 39. The final one and one-half(1.5) inch top lift of asphalt paving for WCR 39 shall be installed by the Developer after the initial two(2)- year warranty period has expired. In the event that construction of all water and sanitary sewer mains and appurtenant facilities within WCR 39 that may be built in connection with the development of nearby properties is not complete at such time, then Developer shall pay to the Town a cash fee-in-lieu-of such construction obligation in an amount equal to: (i) 100% of the cost to have a contractor install the Final Asphalt Top Lift for WCR 39 adjusted for inflation since the date of execution of this Agreement to reflect current dollars as of the date of payment plus(ii)a 15% administrative charge for the cost of the Town's plan review and project management.Following such payment,Developer shall be relieved of any further obligation to contribute to or otherwise construct such work. 3.1.1 The Final Asphalt Top Lift shall also have a two (2)-year warranty period as set forth in Section 2.11. 3.2 WCR 39 and Frontage Road Streetlight. Developer will design and construct the streetlight and related appurtenances and equipment at the corner of WCR 39 and the Frontage Road based on the Plans. The streetlight shall be completed prior to the issuance of any certificates of occupancy from Weld County for the Project identified in the Site Plan. Such streetlight installation will be done by United Power and Developer will pay United Power directly for the costs and expenses of such streetlight installation. 3.3 No Vested Rights. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT DEVELOPER HAS NO CLAIM OR ENTITLEMENT TO RECEIVE WATER OR WASTEWATER UTILITY SERVICES FROM THE TOWN OR RIGHT TO CAPACITY IN THE TOWN'S WATER OR WASTEWATER SYSTEMS TO SERVE THE POTENTIAL MAXIMUM DEVELOPMENT OF THE PROPERTY OR FUTURE SUBDIVISION PHASES. Developer acknowledges and agrees that no vested property rights are granted by this Agreement. Further,Developer hereby waives and releases any common law vested rights,whether known or unknown, suspected or unsuspected, contingent or fixed, relating to water service or capacity or wastewater treatment and conveyance capacity,which Developer may or might hereafter have or acquire against the Town arising from or relating to the granting of any land-use approvals. 4. LIABILITY LIMITATIONS—HOLD HARMLESS 4.1. Non-Liability. Developer acknowledges that the Town's review and approval of the Plans is done in furtherance of the general public health, safety and welfare, and that no specific relationship with,or duty of care to the Developer or third parties is assumed by such review and 10 5037774 Pages: 82 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO ■n!V r 1M.trJ'.IWC WI i i'1k' iiiiiIi'11Yk4 11111 5018765 03/26/2025 03:12 PM Page 75 of 86 approval, or immunity waived, as more specifically set forth in the Colorado Governmental Immunity Act. 42 Indemnification. Developer agrees to save, indemnify, defend, and hold harmless the Town from any claims brought by any third party against the Town which are attributable to any act or omission of the Developer, its employees, agents, contractors, subcontractors, and consultants with respect to: (i)the construction and installation of the Public Improvements; and (ii)performing this Agreement. Developer further agrees to indemnify,defend and hold harmless the Town from any loss or liability,including damages for inverse condemnation,the Town may have or suffer on account of any change in the direction,nature,quality, or quantity of historical drainage flow resulting from the development of the Property or from the construction of streets, water mains, and/or storm sewers on the Property. Developer shall bear all reasonable costs of investigation and litigation,including reasonable attorney fees incurred by the Town in defending such claim. This indemnification does not extend to claims of willful misconduct or negligence brought by any third party against the Town which is attributable to any act or omission of the Town. Developer's indemnification obligations under this Section 4.2 shall be a continuing obligation and shall not expire with the termination of this Agreement. 4.3 Insurance. Developer and its contractors performing work in constructing the Public Improvements shall at all times hereunder have and maintain in full force and effect comprehensive liability insurance,providing general liability, and comprehensive automobile liability insurance. Developer's architect and engineer responsible for work in the right-of-way shall also carry professional liability insurance. The policies shall name the Town and its agents, officials and employees as additional insureds and shall provide coverage for the liability risks identified at Section 4.2 hereof, and shall not be less than$387,000 for any injury to one person in any single occurrence, or $1,000,000 for any injury to two or more persons in any single occurrence. Developer and contractors shall at all times fully comply with the Colorado Workmen's Compensation Act and shall ensure that each of its contractors and subcontractors are in full compliance with the Act. Developer shall submit certificates of insurance in compliance with the standards set forth above. Nothing herein shall be construed to relieve or discharge Developer of its liability to the Town under the terms of this Agreement should Developer for any reason fail to procure and maintain any required insurance in sufficient amounts.Failure on the part of the Owner to procure or maintain policies providing the required coverages,conditions and minimum limits shall constitute a default under this Agreement,and if said default is not cured within ten(10)days of written notice by the Town to the Owner,the Town may procure or renew any such policy or any extended reporting period thereto,and may pay any and all premiums in connection therewith and all monies so paid by the Town shall be repaid by the Owner to the Town upon demand, or the Town may offset the cost of the premiums against any monies due to the Owner from the Town. 5. OWNERSHIP OF IMPROVEMENTS Subject to this Agreement and to the provisions of any Town Regulations relating to the Town's acceptance of the Public Improvements herein, the Owner shall convey to the Town all of the Public Improvements at the time of Initial Acceptance thereof, free and clear of all liens, encumbrances and restrictions. All improvements made upon Town property or Town rights-of- 11 5037774 Pages: 83 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppec, Clerk and Recorder, Weld County , CO 11111 P��1c+lAK' 111'ii101011010Mill'iirliNi i 11111 5018765 03/26/2025 03:12 PM Page 76 of 86 way or Town easements shall,after acceptance by the Town,be and remain the sole and exclusive property of the Town, free and clear from any and all claims by the Owner or others. 6. DEFAULT AND REMEDIES. 6.1 Breach of Agreement. In the event that either Party should fail to timely comply with any of the terms, conditions, covenants and undertakings hereof, such non-compliance shall be cured and brought into compliance within 30 days of written notice of breach by the other Party. Such notice will specify the conditions of default. If such default is not of a type that can be cured within such 30-day period and the defaulting Party gives written notice to the non-defaulting Party within such 30-day period that it is actively and diligently pursuing such cure,the defaulting Party will have a reasonable period of time given the nature of the default following the end of such 30-day period to cure such default,provided that such defaulting Party is at all times within such additional time period actively and diligently pursuing such cure and provided further that in no event will such cure period exceed a total of six months. The Town may after the cure period withhold any additional permits,certificates,or provision of new utility fixtures or service only upon reasonable cause. For any default that is not cured as described above, the non-defaulting Party may pursue any other remedy at law or in equity which may be appropriate under the Town's Regulations,the applicable laws and legal standards of the State of Colorado or the United States before any court of competent jurisdiction, including remedies which may be available against the Improvement Guarantee or Repair/Replacement Guaranty. Such remedies shall be cumulative. 6.2 Legal Expenses. In the event that it is necessary to initiate legal proceedings to enforce the provisions of this Agreement,the non-prevailing Party shall be responsible for all reasonable legal expenses and costs incurred by the prevailing Party. 6.3 Venue. Venue for any legal proceedings shall be in the County of Weld,State of Colorado. 6.4 Developer Remedy; Limitation of Liability; Waiver. The parties agree, and Developer expressly acknowledges and agrees, that Developer's sole remedy in the event of i)the Town's failure or refusal to inspect completed Public Improvements within the time frame specified in Section 2.9;ii)the Town's failure or refusal to issue Initial Acceptance or Final Acceptance as set forth in Sections 2.9 and 2.12,respectively;iii) the Town's failure or refusal to perform any other obligation under this Agreement;or(iv)any delay on the part of the Town in inspecting completed Public Improvements, issuing Initial or Final Acceptance, or performing any other obligation under this Agreement,shall be the equitable remedies of specific performance or injunctive relief. THE TOWN SHALL NOT HAVE ANY LIABILITY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, OR OTHER DIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE,INCLUDING EXEMPLARY AND PUNITIVE DAMAGES,OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT. THE ALLOCATIONS OF LIABILITY IN THIS SECTION REPRESENT THE AGREED, BARGAINED-FOR UNDERSTANDING OF THE PARTIES. THE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, WHETHER IN TORT, CONTRACT OR OTHERWISE, AND 12 5037774 Pages: 84 of 107 06/26/2025 09:13 AIM R Fee:$543.00 Carly Koppes. Clerk and Recorder, Weld County CO 1111 10.111 11,0ttiIMA MliC«4nnitini411111 5018765 03/26/2025 03:12 PM Page 77 of 86 REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. OWNER AND DEVELOPER HEREBY WAIVES ANY AND ALL CLAIMS FOR MONETARY DAMAGES WHICH OWNER AND DEVELOPER MAY OR MIGHT HEREAFTER ACQUIRE AGAINST THE TOWN FOR LOSS OR DAMAGE ARISING FROM THIS AGREEMENT. 7. GENERAL PROVISIONS. 7.1 Recordation. This Agreement shall be recorded by the Town,at Developer's expense,in the office of the Weld County Clerk and Recorder. 7.2 No Waiver. Nothing herein shall constitute or be interpreted as a waiver or repeal of existing codes or ordinance or the Town's legislative, governmental or police powers, nor shall this Agreement prohibit the enactment by the Town of any fees or any other ordinances which are of uniform or general application. 7.3 Third Party Beneficiaries. This Agreement will not be construed as or deemed to be an agreement for the benefit of any third Party or parties,and no third Party or Parties will have any right of action hereunder for any cause whatsoever. 7.4 No Joint Venture or Partnership. No form of joint venture or partnership exists between the Town and Developer, and nothing contained in this Agreement will be construed as making the Town and Developer joint ventures or partners. 7.5 Assignability. This Agreement may not be assigned or delegated by the Developer without the written consent of the Town. No assignment shall release the Developer from performance of any duty,obligation,or responsibility unless such release is clearly expressed in such written document of assignment. Prior to approving any release of the Developer,the Town may, at its sole discretion,require the Party assuming any duty, obligation, or responsibility of the Developer to provide to the Town written evidence of financial or other ability to meet the particular duty, obligation or responsibility being assumed by the Party. Town consent to assignment shall not be unreasonably withheld or delayed so long as assignee is financially capable of complying with the requirements for security for construction of Improvements, as set forth in Section 1.6 hereof The Town Administrator is authorized to approve assignments. 7.6 Merger and Ratification. This Agreement constitutes the entire understanding and agreement of the Parties, integrates all of the terms and conditions mentioned therein and incidental thereto,and supersedes all negotiation orprevious agreements between the parties with respect to all or any part of the subject matter hereof. All waivers or amendments of this Agreement must bemade in writing and signed by the appropriate authorities of the Town and the Developer. 7.7 Expenses. Except as otherwise provided in this Agreement, each Party hereto will b ear its respective costs and expenses associated with entering into,implementing and enforcing the terms of this Agreement 13 5037774 Pages: 85 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO liii lM10N,41itIIo,rM1t1' L'# !' I:Ovi I' If III 5018765 03/26/2025 03:12 PM Page 78 of 86 7.8 Attorney's Fees. If any action is filed or maintained by any Party in relation to this Agreement, the prevailing Party will be awarded its reasonable costs and attomey's fees,which rights will survive the termination of thisAgreement. 7.9 Severability.If any term,provision, covenant or condition of this Agreement is held by a competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement will,unless amended or modified by mutual consent of the Parties, continue in full force and effect so long as enforcement of the remaining provisions would not be inequitable to the Party against whom they are being enforced under the facts and circumstances then pertaining. 7.10 Further Assurances. Each Party will execute and deliver to the other all such other further instruments and documents as may be reasonably necessary to carry out this Agreement in order to provide and secure to the other Parties the full and complete enjoyment of its rights and privileges under this Agreement. 7.11 Notices.Any notice or communication required under this Agreement between the parties must be in writing and may be given either personally or by registered or certified mail, return receipt requested. If given by registered or certified mail, the same will be deemed to have been given and received on the first to occur of(i) actual receipt by any of the addressees designated below as the Party to whom notices are to be sent,or(ii)five days after a registered or certified letter containing such notice,properly addressed,with postage prepaid,is deposited in the United States mail. If personally delivered, a notice will be deemed to have been given when delivered to the Party to whom it is addressed.Any Party hereto may at any time, by giving written notice to the other Party hereto as provided in this Section, designate additional persons to whom notices or communications will be given,and designate any other address in substitution of the address to which such notice or communication will be given. Such notices or communications will be given to the parties at their addresses set forth below: It to the Town: Town Administrator Town of Lochbuie 703 WCR 37 Lochbuie,Colorado 80603 With a required copy to: M.Keith Martin,Widner Juran LLP Town Attorney 13133 E.Arapahoe Road, Suite 100 Centennial, CO 80112 If to the Developer: Dirt Factory,LLC 14 5037774 Pages: 86 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 11111 MrdIV411.470',Jl4i1tf4K1k1va1lik7,JYg y7Y14 11111 5018765 03/26/2025 03:12 PM Page 79 of 86 Attn: 15605 W. 32e8 Ave. Golden, CO 80402 With a required copy to: Nelnet Real Estate Ventures,LLC Atkin:Andrew Lempka 121 S. 13th Street, Suite 100 Lincoln,NE 68508 Otten Johnson Robinson Neff&Ragonetti,P.C. Attn:Thomas J.Ragonetti 950 17tb St., Ste. 1600 Denver,CO 80202 7.12 Counterparts.This Agreement may be executed by one or more Parties to this Agreement on any number of separate counterparts. Each counterpart shall be deemed to be an original, and all such counterparts taken together shall be deemed to constitute one and the same instrument. Signature pages may be delivered by electronic mail to each Party as electronically imaged signatures such as .pdf files or by any other method which complies with the Uniform Electronic Transactions Act,C.R.S. §§24-71.3-101 et seq. (e.g.,www.docusign.com). 7.13 Exhibits. Unless the context otherwise indicates,any capitalized terms in any Exhibit to this Agreement will have the same meanings as defined in thisAgreement. 5037774 Pages: 87 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO NVI ANd:itilJ I' ' IIITI 1'1RIAVINitiVIi 11111 15 5018765 03/26/2025 03:12 PM Page 80 of 86 IN WITNESS WHEREOF,the Parties have executed this Agreement the day and year written above. TOWN: ATTEST: TOWN OF LOCHBUIE, a municipal corporation • B . By: Deputy Town Clerk Ma r DEVELOPER: DIRT FACTORY,LLC, a Colorado limited liability company By: STATE OF CD IO Vitt]J ) )ss. COUNTY OF Q�1 c ) The foregoing instrumen was acknowledged before me this 04day of ma'2025, byrAW4(.}4otw k ellof I CV bb u..‘ . WITNESS my hand and official seal. M1ELLE SAWYER ROSARY s of pa o Mt NOTARY ID 20084002847 MY COMMISSION DXPIRES 01292028 5037774 Pages: 88 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk end Recorder, Weld County CO till IKtr rQi1%KI,4 :15 N i�lir�h� Coon 1111 16 5018765 03/26/2025 03:12 PM Page 81 of 86 EXHIBIT A LEGAL DESCRIPTION 5037774 Pages: 89 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppel, Clerk and Recorder, Weld County CO 1111 k��11e1iali,i inilla rl IIi�J�L��I��+I rR iN li iI II I 17 5018765 03/26/2025 03:12 PM Page 82 of 86 LEGAL DESCRIPTION Parcel A: (1338 County Road 39) All that part of Section Twenty-Nine(29),Township One(1)North,Range Sixty-Five(65)West of the Sixth Principal Meridian, County of Weld, State of Colorado, described as follows: That part of the Southwest Quarter(SW Y4)of Section Twenty-Nine(29)lying North and West of the Right-of-Way for existing U.S. Highway Number Six, And The South 810 feet of the Northwest Quarter(NW 1/4)of Section Twenty-Nine(29)lying North and West of the Right-of-Way for existing U.S.Highway Number Six,except the West 198 feet of said South 810 feet, all in Township One (1) North, Range Sixty-Five (65)West of the Sixth Principal Meridian, County of Weld,State of Colorado. Also known as: A parcel of land situated in the Southwest and Northwest IA of said Section 29,Township 1 North,Range 65 West of the 6th Principal Meridian,County of Weld,State of Colorado,being more particularly described as follows: Commencing at the Southwest%corner of said Section 29 being a found 2.5"Aluminum Cap "PLS 23027"from whence the West'/4 corner of said Section 29 being a found 2.5"Aluminum Cap"PLS 36060" bears North 00°13'53" East, a distance of 2654.03 feet with all bearings herein relative thereto; Thence North 00°13'53" East along the West line of the Southwest IA of said Section 29, a distance of 1312.11 feet to the Southwest corner of the land described in Reception Number 3290520; Thence North 89°41'26" East along the South line of said land described in Reception Number 3290520,a distance of 30.00 feet to the Southeast corner of said land described in Reception Number 3290520 and the Point of Beginning; Thence North 00°13'53"East along the East line of said land described in Reception Number 3290520, a distance of 1312.02 feet to a point 30.00 feet South and 30.00 feet East of the West Y4 corner of said Section 29; Thence parallel and 30.00 feet South of the South line of the North Y/2 of said Section 29 North 89°30'11"East, a distance of 228.02 feet; 5037774 Pages: 90 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 111111Y j I ndel1ili.':' I'=fiNt 4 M11hil R10:/11r 111111 5018765 03/26/2025 03:12 PM Page 83 of 86 Thence North 00°13'34" East along the East line of the land described in Book 1120, Page 96, a distance of 840.07 feet to the South line of the land described in Reception Number 4423589; Thence North 89°30'11" East along said South line of the land described in Reception Number 4423589, a distance of 1630.06 feet to the Westerly line of the land described as "James H. Kilker Right of Way" recorded with CDOT in Project Number 1 076-1 (48) Dated 09/1977; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 2484.66 feet; Thence South 42°37'28"West along the Westerly line of said"James H. Kilker Right of Way'; a distance of 201.00 feet; Thence South 36°54'43"West along the Westerly line of said"James H. Kilker Right of Way", a distance of 170.00 feet; Thence North 53°05'12"West,a distance of 170.39 feet to the point of beginning. County of Weld, State of Colorado. Parcel B:(1568 County Road 39) A part of the SW%of the NW'/4 and of the N W'%of the SW%of Section 29,Township 1 North, Range 65 West of the 6th P.M.,being more particularly described as follows: Beginning at the West quarter corner of said Section 29; thence N00°45'01"E on an assumed bearing along the West line of the NW% of said Section 29, a distance of 810 feet; thence S89°59'36" E parallel with the East/West centerline of said Section 29, a distance of 258 feet; thence S00°45'01"W parallel with the West line of the NW%a distance of 840 feet,said point being 30 feet South of said East/West centerline; thence N 89°56'36"W parallel with said centerline a distance of 258.00 feet to a point on the West line of the SW% of said Section 29; thence N00°45'01"E along said West line a distance of 30 feet to the true point of beginning. County of Weld, State of Colorado. 5037774 Pages: 91 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes Clerk and Recorder, Weld County CO ■III PAOLOIX'w lultrtiklommiiiirti I II 5018765 03/26/2025 03:12 PM Page 84 of 86 EXHIBIT B SITE PLAN 4-7 11'. .l.. •''.. 0 i / . -. 7.,-' -----% _____-------. ,Il / MI ., "AO , i -- ,,,-' __ 1 11 i!! -‘/it/ 7 7:/);// ,`, '111 II 1,.) ,v —_' i / • //7-.------ 2,1"..,i- ... ‘ ,c__-....-- --- / ,// 1: _ / / f i .-/ ra f� / / / i ' 1�Cr'�s l ;, \` / / , ;1„ ,:ili// / ! II a di � Yy Ili � 1 443f .01; 1 � 4 N 1 t -47, s I% a o ® * 10 iq' .lip 'lna�S �`et� ti: i 'ii) !jail 411 Rini 4S 1 I 17i Ii• itlig III io911 e 1 i fI P.if IIgl l� l if ' 411I1 I Wai�:L. Li �,' . i s P!,t I :rs�,ug !' SO S MIR CLE-GRO 5037774 Pages: 92 of 107 06/26/2025 09:13 API R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County . CO III I r 1101110111I4ATAIa IIi0S,0/601:{1i14111111 \ EXHIBIT C ENGINEER'S COST ESTIMATE IMPROVEMENTS WITH ASSOCIATED COST ESTIMATES, PHASING PLAN,ANDSCHEDULE Public Improvements Phasing Plan The work included in the Public Improvements Agreement for the Scotts Miracle-Gro project are as follows. The work can be found on the Public Improvement Plans, sheets C19 of 26 through C26 of 26, dated 1.06.25, by Vermilion Peak Engineering LLC. The phases are listed in no particular order. A brief description and associated cost that is held in escrow follow the description of each phase. Phase 1 - WCR 39 and 1-76 Frontage road improvements, Curb and gutter along Property frontage at WCR 39. • This work includes the cut and fill and grading required along WCR 39 and the widening area of the 1-76 Frontage road. The work also includes all work associated with the road base, asphalt and striping. The curb and gutter work associated with WCR 39 is included in this phase. • The total cost of this phase of the work is $530,000. Phase 2 - Future fiber conduit and pull boxes along property frontage at WCR 39 and Sidewalk along property frontage at WCR 39. • This work includes the installation of the 2" conduit at pull boxes along the western property frontage adjacent to WCR 39. The conduit and pull boxes are shown on the civil engineering drawings. The sidewalk adjacent to WCR 39 is also included in this phase of the project. Neither the conduit of the sidewalk can be installed until after United Power have completed the undergrounding of the overhead utilities along the western edge of the property. Once the utility undergrounding is completed, this phase of the Public Improvements will be completed. • The total cost of this phase of the work is $91,000. Phase 3 - Underground overhead utilities along frontage at WCR 39. • This work is to be done by United Power and paid for by the developer. The work includes taking all overhead powerlines and putting them underground. • The total cost of this phase of the work is $150,000. Phase 4 - Streetlight at intersection of WCR 39 and 1-76 Frontage road. • This work is to be done by United Power and paid for by the developer. The work includes installing a streetlight at the corner of WCR 39 and the 1-76 Frontage road. The type and style of lighting was provided to the developer by the Town and is shown on detail 2 of sheet C17 of 26. • The total cost of this phase of the work is $50.000. 5037774 Pages: 93 of 107 06/26/2025 09:13 AM R Fee:6543.00 Carly Koppes, Clerk and Recorder, Weld County , CO 1111 NAM/ k '.11A 11111 ENGINEER'S ESTIMATE OF COST OF PUBLIC IMPROVEMENTS SCOTTS MIRACLE-GRO MIXING&BAGGING FACILITY January 8, 2025 Item Cost WCR 39 roadway improvements-Phase 1 $375,000 1-76 Frontage Road improvements- Phase 1 $105,000 Sidewalk along property frontage at WCR 39- Phase 2 $55,000 Curb and gutter along property frontage at WCR 39 Phase 1 $50,000 Underground of overhead utilities along WCR 39-Phase 3 $150,000 Future fiber conduit and pull boxes along property frontage at WCR 39 Street- Phase 2 $36,000 light at intersection of WCR 39 and 1-76 Frontage Road Phase' $50,000 Total $821,000 IIUlVJJ7;..44r 'Y 34294 ; .1111K- 5037774 Pages: 94 of 107 0oicoic025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO NM l��1f'1��Y� ',�ir�I vor.w1 �tYPiAtliii 111111 5018765 03/26/2025 03:12 PM Page 86 of 86 EXHIBIT D NOTICE OF CONSTRUCTION ACCEPTANCE/FINAL ACCEPTANCE TOWN OF LOCHBUIE [SCOTTS MIRACLE-GRO] The listed Improvement(s)under the Public Improvements Agreement—("Agreement")between the TOWN OF LOCHBUIE, COLORADO ("Town"), and DIRT FACTORY, LLC ("Developer")have been reviewed and found to qualify for Construction Acceptance and/or Final Acceptance,as set forth in chart as follows: IMPROVEMENT CONSTRUCTION FINAL DATE DESCRIPTION ACCEPTANCE ACCEPTANCE WARRANTY DATE DATE EXPIRATION Per the Public Improvements Phasing Plan, approved by the Town's Public Works & Utilities Director,the Date of Construction Acceptance of the Improvements,or portion thereof designated above,is the basis for commencement of the DURATION of applicable warranties required by the Agreement. The Warranty Period is defined in the Agreement as commencing with Construction Acceptance and continuing for twenty-four (24) months from the Date of Construction Acceptance. This form shall govern the date of Construction Acceptance, Date of Final Acceptance,and Date of Warranty Expiration. Notes: Issued by: For the Town of Lochbuie: Engineer Printed Name: Date Issued: 20 5037774 Pages: 95 of 107 06/26/2025 09:13 All R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County CO 11111PJ MINA/KM.IlltrNkF,1F1d/311101114411111 EXHIBIT H Water Rights Dirt Factory, LLC has the following water rights associated with the Property: 1 . 1 Share of Burlington-Barr Land and Ditch Company represented by Certificate No. 004121 ("Burlington-Barr Share"), owned by the Developer, but leased to the Farmers Reservoir and Irrigation Company (FRICO) in a 50- year lease. 2. 1 Share of the Farmers Reservoir and Irrigation Company (FRICO) represented by Certificate No. N9094 ("FRICO Share"), leased from FRICO for the Burlington-Barr Land and Ditch Company described above, permitting withdraw of water from the Beebe Seep Canal for non-potable uses on the Property. Upon expiration of the 50-year Lease with FRICO, Dirt Factory, LLC's rights to the FRICO Share shall terminate, and all rights to the Burlington-Barr Share shall revert to Dirt Factory, LLC; 3. Well Permit 107530-A ; and 4. Well Permit 162562-A 5037774 Pages: 96 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes. Clerk and Recorder, Weld County . CO lIII NIMILin'f'aliltIMMJL1DUNIA17?I 11111 5037774 Pages: 98 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Kopper, Clerk and Recorder, Weld County , CO III NraiKrfil:AIM,RhMrMMIi'.IIitYIlk I II on rrJa pagnotan ruff ncloor rr grogfailf mmr�rrf rJc�.�r. rJi l�r n� osm S 5 i 0 Co ! UJ CC Id a N 5 �. a 0 COD � t rA e4 0 c § c,u' LU11. mMCI Cc. 1WIPN11Cs4MMIra CgLDLnJ e Z W v. © = O v V' O S o a t0V 5 Z F6 5 CI Q5 S C5 ElIMr rJEE?nc1�JE PraPLIMEMEMEINEMIEWJEIFJP RPLIE NEMIMnlar rMEnr EINIEMINEM O FOR VALUE RECEIVED hereby sell, assign and transfer unto ( )shares of the capital stock represented by the within certificate, and. hereby irrevocably constitute and appoint to transfer who said stock on the books of the within named comany, with full power of substitution in the premises WITNESS hand and seal this day of ,A.D.20 STOCKHOLDER(S) SIGNATURE In the presence of, 5037774 Pages: 97 of 107 06/26/2025 09:13 AM R Fee:$543.00 4 ,, ` Carly Koppes, Clerk and Recorder, Weld County CO '''', Illl l�F N kiiiiIf.'i�1��1��J' hilliiCIl{�INNit lik till VZil jr ,, \C; r ` \v r (' , VI -t , � , \tM jIv� lik �z� � `. 9094 INCORPORATED UNDER THE LAWS OF COLORADO 1�0 �' , '+" �,,,t, ....`-;.; No. N Na of Shares +'",''' Z�je jfarmtr anb 3frrIation QCompanp Capital Stock - 10,500 Shares .2;( , so L 1" DIRT FACTORY,SUBJECT TO THE ACADEMY BANK AS FIRST MORTGAGEE -, T T THIS IS TO CERTIFY, Thatlk ONE AND No ONE-HUNDREDTHS(1.00) ' '. (w�, is the owner of `h ^'`l' '�°"' '`I "�shares of the capital stock of THE FARMERS RESERVOIR AND IRRIGATION COMPANY,transferable only on the books of the ! corporation by the owner in person or by attorney,upon surrender of this certificate properly endorsed. }f� • Each share of said stock entitles the record holder thereof to an equal pro rata share of the water supply of this Company's I Irrigation System available from the division of said System to which this stock is or may allocated,not exceeping ten(10)acre feet per annum,subject to the provisions of its articles of incorporation and by-laws and any amendments thereof,and to such rules and ill .;..;; regulations as may from time to time be adopted by its Board of Directors. ;l am"' ,1 IN WITNESS WHEREOF, THE FARMERS RESERVOIR AND IRRIGATION COMPANY has caused this certificate : ,ey,, 111,4, 11•11. :�.,i ,' vp1F( /''�i to be signed by its duly authorized officers,and to be sealed with the seal of the corporation, •- `�5�' 'Q'pi0%y at Denver:: u, , Colorado, this 3 day of FEBRUARYra , A.D. 20 25 '.i'sN - = r n PPORATE `;Tom_T THE FARMERS RESERVOIR AND GATION COMPANY, ,it..., s. , ' ,� _ .. 'RICO = O= ,, -to 4 1 = Attest: '-"f �� . •,, sEAL = Z By .:G.ltr,[�t...�.Y.1�}� ,�e,,�� nr '.,,3 0 . PRESIDENT. ,0, , ........../.. '. Nak:a..ex,41... LI 1.)1-4: L...-..le...0 !-,,,...... - "� ATTRIBUTABLE TO TIE SHARE MUST BE LEASED TO FRICO FOR FRICO'S SUBLEASE IN { max, WATER + FR1CO's SOLE DISCRETION. I k r ii It is hereby stated that,by virtue of its By-laws(and/or its Articles of Incorporation),the right to a lien upon the share or shares l, t�.. • \• of stock represented by this certificate issued by said corporation,for any assessments levied by or any other indebtedness that may at '`-�' t;,;, i!. any time be due the corporation on account of such stock,is expressly reserved in its favor, and that there shall be no transfer and the "'` y1;I " ' transfer is restricted to the share or shares of stock hereby represented until all such assessments and indebtedness due at the time of "�- "1"' ' �,k said transfer are paid. A. '4.:' �,,Y ,AS, .4 , <;• ' cp � ' #, ki.I1': 'i 55 r,,. vri- 4- ,,` ; _ `1. c i p. ii, ` }. . 5037774 Pages: 99 of 107 / /3v 06/26/2025 09:13 rill R Fee:$543.00 Carly NIIPA N4110:and r ri3/Weld �111MAiPIlli ii ii I _ - ;, Certificate of Use 1128 Certificate No. DIRT FACTORY, SUBJECT TO THE ACADEMY BANK AS FIRST MORTGAGEE Holder: �'J This Certificate extends to the holder hereof the following: j\ 1. The terms of that certain agreement between The Farmers Reservoir and Irrigation Company and the Burlington Extension l Ditch Company,dated the 7"day of February,2000 end to each of the Certificate holders Individually. 2. That the Certificate holders ,• t o've the water allocated upon 1.00 shares of the Burlington Ditch Reservoir and Land deity '�te along the East and West Bielington flitches without payment toward or assessment •costsc ditches ,l ) of for th nd malrttenan e�gt.the 1 \ 1 1 That the right of carriage of Budington'Ofich Reservoir and Land Company water to the holders of these Certificates of Use shall be deemed to be an appurtenance to the lands owned or irrigated by the holder or the holder's successor or assign and shall be a covenant running with the lands benefited hereby. l i'\ 4. The right to permit the carriage of additional water through the East or West Burlington Ditch system(Inclusive of the transfer of .,y S J additional water into the Speer or Neres Canals)shall be subject to the first and prior right to the capacity of the canals to deliver 111 water to the holders of these Certificates of Use. ' 5. The rights conferred hereby shall be assignable and shall Inure to the benefit of the s d s of the holder. 1', 3RD FEBRUARY 2025 "rf':: �� C� T <<' Dated this day of �\‘‘` wOlk '.i, v `) The Farmers Reservoir and irrigation Company �� COR PnKHj� I. BY: 'IX s S�EALO , ,/ Its: President .. Attest: ',' ' '/.L -cl a`i`,_`.,,, tilt,,, 5037774 Pages: 100 of 107 06/26/2025 09:13 Arl R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , Co 111 Firiggilla41dl2411A tiM tillIiiE iibilivi 11111 Certificate of Use 1130 Certificate No. °1 Holder: THE FARMERS RESERVOIR AND IRRIGATION COMPANY This Certificate extends to the holder hereof the following: V 1. The terms of that certain agreement sen The Farmers Reservoir and Irrigation Company and the Burlington Extension ,r Ditch Company,dated the r day of F ry,2000, extend to each of the Certificate holders Individually: 2. That the Certificate holder 1s now a,•••- 1.00 ,tip fly to have the water allocated upon shares of the Burlington Ditch Reservoir and Land delvered to ‘ s headgate along the East and West Burlington D without payment toward or assessment of costs for the opera • ,• maintenance of the ditches. 3. That the right of carriage of tau 'lZ•tch Reservoir and Land Company water to th- s of these Certiflcatus of Use shall 11") be deemed to be an appurt .+ a lands owned or irrigated by the holder or • • •0,successor or assign and shall be •covenant running with th nds silted hereby. qb c 4 The right to permit the carriage additional water through the East or West : ingtoritch system(Inclusive of the transfer of �' additional water into the Speer or Neres Canals)shall be subject to the first a L ght to the capacity of the canals to deliver water to the holders of these Certificates of Use. 5. The rights conferred hereby shalt be assignable and shall Inure to the benefit of the heirs,successors and assigns of the holder. 3qRD FEBRUARY 2025I • ��'% Dated thIP day of ��v�IR ct 1 The Farmers Reservoir and Irrigation Company Q` N. � v,; COpcoRpTE=p a•-,A Attest: _ • �,,`�til A�dta •�` y —a—'tc.roc_- /) �rrr�dt++ , f 11 c) i `?•� '�. v..r'" �r '/"'��. it ."''--E !: ; - ". ,: \ z \\'- , �,' '/ a.F� -.rl3 .c.•n. Y......,-4v. .,i.:a- w ao-_— f..steY_ .: ..._ r. .::,.,:, :,...,.is..,..... ..,,,,,.: ',::': _ $ ! • t .. a f fir ' r,1er,11 :1:1"-rriam— , k n 2 AL ':' �, Ba 1 y ,` , , ( ( 4 k,.. ,R 1fl TfABLE TO T HIS SH a RY, ).1.0 FOR USE BY DIRT . / J 3. 1 .t� id lin c.. • �f E I� E�}�` !� =,.a-�e �1 p s tiro .�a f& �/ 1 L .-.,.:\\1/, e • L - ; � ,,`; , f4�2 THE FARMERS RESERVOIR AND IRRIGATION COMPANY �( ✓ r R .f XJ,/ � �./�1IflX��71.1: i ��. — ONE AND O ONE-HUNDREDTHS(1.00) - • -- ` f� k' t.'� :'1I < SDI ��ia oo�� a�rdtrfc,1- :.-' ) � Y -; / ,� P�il`��/'�P/�t��ZG�.oYr/i ithh!��D,o�i��lfi a�//lrs�:,.I 2 .. 0 , / .. niii#000-4/4re,07,-ezizde,',o/1;., 4:1,1 -`r i1�e!'LIQ�' f'I'f�'l'�'s�?• y ,: i ' t j IN WITNESS WHEREOF,�ZPidfr Y�G7�tolith`0n. it el c,-far// i / .'l Idad! l - X '' `+, '' / ;'�/ � .df/G'1� �,0t7✓�'�/• �J � arc �i.�o�.'� ��l(1r S 5 s,�•- ) i ,r Y `/ ` .1.... .. .....�.. _.. -,.� Yy".,? `3.., �"y, f..,�-�. 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V y,s,':%4* kk � �' L i �� ' v ° rAn -gubBA ; • itrk \V : "• �� ,t('i o;..-0 m \'N‘s'k i \!‘11 i . '. . ‘':.• °,Z\ t's ....4, like i ,ii , . . . . , ,. , „.,, „ ,N,. ,.. fli. ,- I-,j ' i ..i f-1-I 1 (Y.-4,C4'.\' • --- , re— i all1111. . ._f - , ..,. .z. t \. :24 , , , ; ,, ,,t • ,. ;, III � ; :,.. . ...T....,,,..„,„,_ _. e � � � \i, k‘ 4, . ' '' h l � 'a �rTe3urifrx., - 4. rvotr.a �� a Y m. '... t ..,. 1 k , k ......,,, „...,,,...-,..-7„....,,--,.,•...„.„.„-,. ...,.. ___. „._....... ..,_,..--. 1; ,....., F- .' k\‘ N. k 1 , ::.,,, THE F,�x es vnrwrro venrG ,` 7HA31YNM 30WYNO ANYN0 YN3W39NY7NiNONO/NN31W > ', `Q� Y m�--x '�� Thy: � �i•" .I INONlIMHY?N011NYdANJA3Nl'31tNJ!ll1HD03N11030Y! .-�i:1$ S w '.�St :'„' #.., , MINN')HallamSY 3WYN 3Nl NUM ON0dSSNN001SAW '�� /4 {4 1N3NNOISSY SIMI JO 3NfJ1N/S 3N1.37110N 7. , � k i1 ,�,_ Ma1 �:• -.C ` �: � r 1 "1-) a_-z .�7—. ..a-�. s.,.. a�wf..,n^.'. 'y,�`V4, 1 ' i ►N T T T T TITII T TIT-#-iiT1Tl T T T T T+ '-; : -•,,, \j " , V -..-,,,\,,i y_ :11."K "'.4k" 3:P'�i...7Gai.�.}1a Q...;i.�?r--h .tiw-?s,""» »., .:%.—.AA.w•• e2 — � _.•. •-_.{, >Ya t.. gx+4.,. ` i N. 1 _ t4; �\ , ' r �F ;4t. w a. ' < . >_< �' 4 ( P f) . Bur ' . .i""t- ,1"" -1.13F2j ( ( r,. 5 .....y. . .. .., . ) 7 f ,! � e t v F' ...I .an.'•.� _ �.__....m T .. ... '•mil'T�� 7' • V w- • , ,d -- ,s \\\^�l as I e ,. i�l ��w.;u•, ?'1,,,, 'r` T DIRT FACTORY• ,SUBJECT TO THE ACADEMY BANK AS FIRST MORTGAGEE, ! ,.) 'J ;' +1 ter ; �� -_......._----.-. _- _..-. - - /6 ,, 0,', 1 2te7.;/' It, x I i s !E ONE AND No ONE-HUNDREDTHS(1.00)((i1/4,„(.C — �' > ' ' :� )'N Ni;),/ V i I "5 f(' 7 ' '' l !`�'�Y'l� /1Z. n fir , y /�) e IN WITNESS WHEREOF. Pam, �G7 'OIYl�IO�li.iura 4 CY � C� .l if0�1 �? i _ ,fir 3 ivtarC+ q G r// -I ,.e v,,,. ''''. } / i /l '` ndri o 'f/ r .. .,, • • T.'', r. - r ' ' •rr. '.'A'b4 'ta ''''' 4ti�,a r. ( \ . ` / k(7 •�,� r -...•. 1 .Tw r . .� .r v'' f.",""e i+l ad i ,�t'K 7,y w„erf•' .�F.r�al`X-,ar, :•1 i ` .�4b•t .�.rev. 1' 2 ' 1: -�. Z '' ..-s'�o;'.rM�cttws.• GT,r.,..,__-.,^ K•-._ .. " t'� _' ' / r ,i? s,•'3••i%wr 4az _ .: 1`rw+ i +�4qPd e.S� .'u+ -i al r(.%mot.'V;3n:v.4.9 .oiA:.Ner ai.dr,>..'it..r > N. o.>e.0.^.K+,3�totos A,ti4,5a� a1 .4.t" ,+D.a ;or :'tir.:. tet`oO.:?i.k.roob,1.s:,gee Sd.1F:[tra,,..sdt':C0Y,.�LJ ,,� rr l ..4' .._._ ir ,, \s.,. \ s X ^s.....,./. ,,_.� . .,'. \ /f. / -1.� 5037774 Pages: 103 of 107 \ ::.++'� -- �.,�✓. � i •ti':t = \ 06/26/2025 09:13 AM R Fee:E543.00 ; Carly Koppes, Clerk and Recorder, Weld County , Co fpaocs roe — 1III NIIIIRVO KlgiaISdIMA'Erf fw ,1:1§114110filiv 11111 �T�lnl�i1711TIT}ZL� fI— 7�11 1 i1 `, 1 - .4_1, -r.. - 3e. -'g.;+- s, .r4 . Nimac t'r'.'" '�dn i 4 -.�— �� ' �. ;a� °'i"+y"- NOTICE.THE SIGNATURE OF TNIS ASSIGNMENT • �ryY�e ``° yam ' ^1 MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE "F' s •� a..,.r sy ate, I -f PACE OF THE CEATf/CATE,/NEVERYMRT[Y/LAN WITHOUT F'I aP,",.�"` , �"` i j - '"I I"� A[TEAAflONORENLAR6£AfEMT.0.RARY CHANGE WHATEVER. v '' j\ c 4 Z .' If 7, 3 V., ? l� � 'mac .l 0 3I ,7,-„,..,,,,,„..,...,,,,-,,,,.,.._.„.,..,:: „_.....,-,., _•A t% .14" '. — , • e h r . .� T� xk J- t,e -I* *3f .t. ,.. • , f�J J�Nv� 1r. 4$n 2 - ' ' . - ' - 'i 1' i\j,, '.1 i, , ,,, -,..„....„,\ J. L' 3iJL m. . \ ,`� ' �a e _ 4. W 3 ; a a Qf VV.GI•• Ai. ± tit, ^ , - #. (IN v3 • �l •,..._. la _A s K � y'd a .404 '‘''' ' ' eiv'''''',..Ati:.;.14.:11:;:t:......i1:=t;',: -. 4 . . ',1' 4.1 i i ' i ...)s-kk, ,,, i,,,,, .. • i . eg .iNfets rN2 + `Ql ,n\ +• ale"u" y•s.- '� N. 1\ I 35)1 j+ FI °+ ylH-a Change of Owner Name/Contact Information (for use by the well COLOR A D O Division of Water Resources owner or the well owner's Department of Natural Resources attorney/authorized agent) Order Permit 107530-Receipt 9066209 Number: 57209 Number: -A Number. Date Submitted: 5/9/2025 5:03:56 PM eForm Change of Owner Name/Contact Information(for use by the well owner Name: or the well owner's attorney/authorized agent) Well Identification • Permit No 107530 • Suffix N/A • Replacement Suffix A Well Address • This is for information only and does not affect the permitted well location. Address • Address 1338 Weld COUNTY ROAD 39 • City Brighton • State Colorado • Zip 80603 Owners and Agents • Well Owners: it Name Mailing Address Phone Email 1 DIRT FACTORY,LLC(FACTORY.DIRT) 15605 W 32ND AVE..GOLDEN,CO 80401 303.327-4445 ASHLEY.LEM ONO COLCON-DEV.COM • Authorized Agents or Attorneys: I Type Name Mailing Address Phone Email 1 ATTORNEY HROP(HAM RE,AUSTIN) 188 INVERNESS DR.WEST,STE.430 ENGLEW000,CO 80112 303-779-0200 AHAM RE@ HROPLAW.COM Signature and Certification 1 I (we) have read the statements made herein, know their contents,and state that they are true to my(our) knowledge. Pursuant to Section 24-4-104(13)(a)C.R.S.,the making of false statements herein constitutes perjury in the second degree and is punishable as a class 1 misdemeanor. 2. I (we)claim and say that I am (we are)the owner(s),an authorized agent of the well owner(s),or listed attorney of the well owner(s)of the well permit described above,know the contents of the statements made herein,and state that they are true to my(our) knowledge.This filing is made pursuant to C.R.S.37-90-143. 3. I(we)understand that filing a Change of Owner Name/Contact Information form is for contact information purposes only.This action does not convey real property. • I have read and agree to the Terms and Conditions listed above Yes • Organization: N/A • Name: AUSTIN HAMRE • Email Address: AHAMRE@HROPLAW.COM 5037774 Pages: 105 of 107 06/26/2025 09:13 AM R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO III MVP""ill:MEiC16111rlgiN'ratGr iiiii 11111 Change of Owner Name/Contact Information (for use by the well go C O L O R A D O Division of Water Resources owner or the well owner s aeG>lmenl d Natural Aesourm attorney/authorized agent) Order 57210 Permit 162562-Receipt 0332877E Number: Number: -A Number: Date 5/9/2025 5:23:09 PM Submitted: eForm Change of Owner Name/Contact Information (for use by the well Name: owner or the well owner's attorney/authorized agent) Well Identification • Permit No 162562 • Suffix N/A • Replacement Suffix A Well Address • This is for information only and does not affect the permitted well location. Address • Address 1568 WELDCOUNTY ROAD 39 • City Brighton • State Colorado • Zip 80603 Owners and Agents • Well Owners: N Name Mailing Address Phone Email 1 DIRT FACTORY.LLC(FACTORY.DIRT) 15605 W 32ND AVE,GOLDEN.CO 80401 303-327-4445 ASHLEY.LEMONSCOLCON-DEV.COM 2 DIRT FACTORY,LLC(FACTORY,DIRT) 15605 W 32ND AVE.GOLDEN.CO 80401 303-327.444S ASHLEY.LEMON8PCOLCON-DEV.COM • Authorized Agents or Attorneys: Si Type Name Mailing Address Phone Email 1 ATTORNEY HROP(HAMRE,AUSTIN) -188 INVERNESS DR.WEST,STE.430 ENGLEWOOD.CO 80112 303-779-0200 AHAMRE@HROPLAW.COM Signature and Certification 1 I (we) have read the statements made herein,know their contents,and state that they are true to my(our)knowledge. Pursuant to Section 24-4-104(13)(a)C,R.S„the making of false statements herein constitutes perjury in the second degree and is punishable as a class 1 misdemeanor. 2. I (we)claim and say that I am (we are)the owner(s),an authorized agent of the well owner(s),or listed attorney of the well owner(s)of the well permit described above,know the contents of the statements made herein,and state that they are true to my(our) knowledge. This filing is made pursuant to C.R.S.37-90-143. 3. I (we) understand that filing a Change of Owner Name/Contact Information form is for contact information purposes only.This action does not convey real property. • I have read and agree to the Terms and Conditions listed above Yes • Organization: N/A • Nome: AUSTIN HAMRE • Email Address: AHAMRE@HROPLAW.COM 5037774 Pages: 106 of 107 06/28/2025 09:13 AM R F•e:9543.00 Carly Koppes, Clerk and Recorder, Weld County , CO ■III Kan kiNcilartornmiky,14,1 mu,~II it II EXHIBIT I I _ I ..... = _ w w U .___a: U - N N i.4 __ _i_______ _- - - - _ Cit _ -: _ IN o 01 . Il _ .... ". IV---- ELE. ® (:), _ _ _ _...: __ ® 0 - _,,, ,-...---__ Al �� 1 -1 --I -1 m = m =— , = rn r — r _ _ D 1 : I rTl �� G -1 D D - Z o a 5037774 Pages: 107 of 107 06/26/2025 09:13 Aid R Fee:$543.00 Carly Koppes, Clerk and Recorder, Weld County , CO •IIIKIIR4ViliV1t1+irl 41h1' r'ikil NI ''i1114 Ill III PNwRCT RTIE SCOTTS MIRACLE-GRO 4.24202S t ARES.LLC SOIL BAGGING FACILITY PANECTW. 14143 DENVER WEST PARKWAY, SLATE 000 OTUY W TTTIA 2207 .4iiii, GOLDEN, COLORADO 90401 ELEVATIONS r 303 309.1190I t 303.309.1197 k Hello