HomeMy WebLinkAbout990398.tiff EXHIBIT N - LEGAL RIGHT TO ENTER
Please see the attached letter agreement with the property owner.
Andesite Mining Proposal for the Del Camino Pit -MLRB 112 Permit
EXHIBIT
2z
990398
•
AMENDMENT, RESTATEMENT AND ASSIGNMENT OF
LEASE AGREEMENT
THIS AMENDMENT, RESTATEMENT AND ASSIGNMENT OF LEASE
AGREEMENT(the "Lease"), is made and entered into effective the 1"day of July, 1998, by and
between RADEMACHER FAMILY PARTNERSHIP, LLLP, a Colorado limited liability limited
partnership, whose mailing address is c/o Raymond L. Rademacher,P.O. Box 8329, Longmont,
Colorado 80501 (hereinafter called "LESSOR"), and ANDESITE ROCK COMPANY,a Colorado
corporation, whose mailing address is P.O. Box 5829, Sioux Falls, South Dakota 57117-5829
(hereinafter called "LESSEE"), with respect to the following facts:
A. Rademacher Family Partnership, Ltd., a Colorado limited partnership("Rademacher"),
and Construction Aggregates, Inc., a Colorado corporation ("Aggregates"), entered into that
certain Mining Lease-Sand and Gravel, dated June 27, 1988 (the "Aggregates Lease"), pursuant
to which Aggregates leased from Rademacher the exclusive right to mine, remove and market all •
sand, gravel and overburden from certain real property located in Weld County, Colorado, more
particularly described therein, for a term of five(5) years, together with the right and option to
extend the term thereof for an additional five (5) years.
_ B. The Aggregates Lease was recorded on September 8, 1988 in Book 1208 on Film 1830
_ at Reception No. 02154894 in the records of the Office of the Clerk and recorder for Weld
County, Colorado(the "Official Records").
C. The Aggregates Lease was duly extended for an additional five (5) years by written
notice from Aggregates to Rademacher, which extension notice was recorded on July 21, 1994 in
• Book 1451 on Film 2031 at Reception No. 02398685 in the Official Records.
D. Pursuant to that certain Addendum To Mining Lease - Sand and Gravel (the
"Aggregates Addendum"), dated January 25, 1994, and recorded July 21, 1994 in Book 1451 on
Film 2032 at Reception No. 02398686 of the Official Records, the Aggregates Lease was amended F.
in order, among other things, to extend the term of the Aggregates Lease until April 2, 1999, to
expand the scope of the Aggregates Lease to certain additional real property, also located in Weld
County, Colorado, to grant an additional five (5) year renewal option, to establish the royalty
payments during the extended term, to provide for the establishment of a reclamation escrow
account, and to permit LESSEE hereunder to operate and carry out the mining activities on the
leased premises. The Aggregates Lease, as amended by the Aggregates Addendum, is collectively
referred to in this Lease as the "Original Lease."
E. Pursuant to the requirements of the Aggregates Addendum, Rademacher and
Aggregates entered into a Deposit Account Agreement, dated April 2, 1994 (the "Escrow
Agreement"), pursuant to which a ten cent($0.10)per ton reclamation allowance was to be, and
has been, deposited into an escrow account(Account No, 736147)established at First National
Bank of Longmont(the "Escrow Account").
F. Pursuant to that certain Contract For Sale of Partnership Interest, Eva Rademacher sold
all of her interest in and to Rademacher to Rademacher Family Partnership Limited Partnership.
G. As of the date hereof, the Original Lease is in full force and effect, and covers
approximately ninety (90)acres of that certain real property more particularly described on Exhibit
A attached hereto and made a part hereof(the "Original Leased Premises").
H. On or about February 10, 1998, Rademacher changed its name and its form of business
entity to Rademacher Family Partnership, LLLP, a Colorado limited liability limited partnership
(LESSOR herein).
CKM\55601@95022.03 1
— ANDESr-1RADEMACNER
Amendmem/Remmemcm/Amignment of Lau Agreement
within thirty (30)days after the date the written request for mediation is received by the
recipient party, the Dispute shall be decided by arbitration in accordance with the then
effective Construction Industry Arbitration Rules of the AAA, subject to the modifications set
forth herein. In no event shall the Demand for arbitration be made after the date when
institution of legal or equitable proceedings based on such Dispute would be barred by the
applicable statutes of limitation. Any arbitration arising out of or relating to this Lease, or the
breach thereof, may include by consolidation,joinder or in any other manner, any other
entities or persons who are substantially involved in a common question of fact or law.
Appropriate clauses may be included in all agreements between LESSEE and any of its
contractors to provide for the consolidation of arbitrations and the joinder of entities or persons
involved in a common question of fact or law. To the extent not prohibited by its contracts
with others, the claims and disputes of LESSOR and LESSEE, and others involved with the
mining and processing operations on the Leased Premises, concerning a common question of
- - fact or law, may be heard by the same arbitrator(s) in a single proceeding. Any award rendered
by the arbitrator(s)shall be final and binding, and judgment upon the award rendered by the
arbitrator(s)may be entered in any court having jurisdiction thereof. •
(c) Location. All mediation and arbitration proceedings shall be held in Boulder
County, Colorado or such other place as LESSOR and LESSEE may jointly designate in
writing.
29. Entire Agreement: This Lease, together with the Exhibits attached hereto and
the Escrow Agreement, and any other documents executed in connection herewith, constitute
the entire agreement between LESSOR and LESSEE with respect to the subject matter hereof,
and supersede and replace all prior agreements, understandings and negotiations, oral or
written.
30. Effective Date: The term "effective date" or "effective date of this Lease" shall
mean the date first above set forth, regardless of the date that this Lease shall be executed by
the parties. Until the effective date, the Original Lease shall remain in full force and effect.
31. Severability: In the event that a court of competent jurisdiction shall enter a final judgement holding any material provision of this Lease invalid, the remainder of this Lease
shall remain unaffected and in full force and effect.
32. Governing Law: Except to the extent that federal law shall govern, this Lease
shall be interpreted and enforced in accordance with the laws and judicial decisions of the State
of Colorado.
IN WITNESS WHEREOF, the parties hereto have executed this lease on the date.•.:::.:.:.:.:
and year first above written.
f
LESSOR: LESSEE: . . . _ . . . . . .
RADEMACHER FAMILY PARTNERSHIP, LLLP, ANDESITE ROCK COMPANY,
a Colorado limited liability limited partnership a Colorado co tion
t^
By:
Title:
CKMu5wi 2s5d22.03 17
ANDESRFIRADEMACHER
AmendmendRestalement/Assignment of Lease Agreement
STATE OF COLORADO )
)ss. : i: : : : : : :.:
COUNTY OF dl )
The above and fofff'going instrument was knowledged before me this ,2 5 day of
(1�J�tf%( , 1998, by [' R„ pp,,;/AIrW gtn`efal partner of Rademacher Family
Plartne ship, LLLP, a olo o limited liability limited partnership, LESSOR.
vU Witness my hand and official seal.
My commission expires:,.(' .�a.;;;;; ... . .. ,jei
. . .
J
Notaiiii��"``y PPP blic
(Seal)
jaunq U,44.91)
STATE OF efitittattnft )
)ss.
COUNTY OF 1J/ // ,A%t )
The above and foregoing instrument was acknowledged before me this a7�4 day of
t [ , 1998, by 72,4,4, f Ef/z/ST as .9i1E—32.0E-7r7- of
Ande ite Rock Company, a Colorado corporation, LESSEE.
Witness my hand and official seal.
My commission expires: S[, z�
"14otary Public
(Seal)
CPA l55601\285422.03 18
ANDESITE/RADEMACHER
--- Amendment/Restatement/Assignment of Lase Ameement
LONGMONT TITLE COMPANY...
(303) 651-1401 Metro 443-1011
DATE: June 17, 1998 Our Ref: 24176
Your Ref: Rademacher Family Partnership
- TO: Rocky Mountain Consultants
Attn: Betty Soleck
LONGMONT'S ONLY LOCALLY OWNED TITLE COMPANY
SERVING BOULDER, LARIMER AND WELD COUNTIES
Form No.1342(CO-87)
lSS AMER1C
ft-
% fit®
FIRST AMERICAN TITLE COMPANY
INFORMATION
The Title Insurance Commitment isa legal contract between you and the company.It is issued
to show the basis on which we will issue a Title Insurance Policy to you.The Policy will insure you
against certain risks to the land title,subject to the limitations shown in the Policy.
The Company will give you a sample of the Policy form, if you ask
The Commitment is based on the land title as of the Commitment Date.Any changes in the
land title or the transaction may affect the Commitment and the Policy.
The Commitment is subject to its Requirements, Exceptions and Conditions.
THIS INFORMATION IS NOT PART OF THE TITLE INSURANCE COMMITMENT.
TABLE OF CONTENTS
Page
AGREEMENT TO ISSUE POLICY 1
SCHEDULE A
1. Commitment Date 2
2. Policies to be Issued, Amounts and Proposed Insureds 2
3. Interest in the Land and Owner 2
4. Description of the Land 2
SCHEDULE B-1 — Requirements 3
SCHEDULE 8-2 — Exceptions 4
CONDITIONS other side 1
YOU SHOULD READ THE COMMITMENT VERY CAREFULLY.
If you have any questions about the Commitment,please contact the Issuing office.
�3 J3 'h
Form No.1343(Co-go)
ALTA Plain Language Commitment
COMMITMENT FOR TITLE INSURANCE
ISSUED BY
LONGMONT TITLE COMPANY
850 23RD AVENUE
SUITE E
LONGMONT, CO 80501
•
agent for
FIRST AMERICAN TITLE INSURANCE COMPANY
AGREEMENT TO ISSUE POLICY
FIRSTAMERICAN TITLE INSURANCECOMPANY,referred to in thisCommitment astheCompany,
through its agent,identified above,referred to in this Agreement as the Agent,agrees to issue a policy to
you according to the terms of this Commitment When we show the policy amount and your name as the
proposed insured in Schedule A,thisCommitment becomes effective as of the Commitment Date shown
in Schedule A.
If the Requirements shown in this Commitment have not been met within six months afterthe Corn-
mitment date,our obligation under thisCommitment will end.Also our obligation under thisCommitment
will end when the Policy is issued and then our obligation to you will be under the Policy.
Our obligation under this Commitment is limited by the following:
The Provisions in Schedule A.
The Requirements in Schedule B-1.
The Exceptions in Schedule B-2.
The Conditions on the reverse side of this page
This Commitment is not valid without SCHEDULE A and Sections 1 and 2 of SCHEDULE B.
First American Title Insurance Company
BY
PRESIDENT % ... IpfU9�hrt
f 2 r^ • n 7
'n SEPTEMBER 24.
BY 64,72/24-. C /51,4.o ran, d 1968 a l
ii' 111 �.r '• �
Y
„ tiroale.
BY " CC&UNTERSIGNED •
NOTICE TO PROSPECTIVE BUYERS
OF SINGLE FAMILY RESIDENCES
(PURSUANT TO INSURANCE REGULATION 89-2)
A. "GAP" PROTECTION
When First American Title Insurance Company or its authorized agent, (hereinafter referred to as "Com-
pany"), is responsible for recording or filing the legal documents creating the estate or interest to be insured in
a single family residence and for disbursing funds necessary to complete the transaction, the Company shall
be responsible for any deeds, mortgages, lis-pendens, liens or other title encumbrances which first appear in
the public records subsequent to the Effective Date of the Commitment but prior to the Effective Date of the
Policy, provided the following conditions are satisfied prior to the Company's disbursement of the funds:
1. Properly executed documents creating the estate or interest are in the possession of the Company.
2. A fully executed Affidavit and Indemnity form signed by the seller and satisfactory to the Com-
pany is in the possession of the Company.
No Coverage will be afforded against deeds,mortgages,lis-pendens,liens or other title encumbrances ac-
tually known to the proposed insured prior to or at the time of recordation of the documents.
Public Records as used herein means those records established under state statutes for the purpose of
imparting constructive notice of deeds, mortgages, lis-pendens, liens or other title encumbrances to purchasers for
value and without knowledge.
S. MECHANICS' LIEN PROTECTION
If you are a buyer of a single family residence, you may request coverage against loss because of
unrecorded claims asserted by construction, labor or material suppliers against your home.
If no construction, improvements or major repairs have been undertaken on the property to be purchased
within six months prior to the Date of the Commitment, the requirements to obtain coverage for unrecorded
liens will be payment of the appropriate premium and the execution by the seller of an Affidavit and Indemnity
form satisfactory to the Company.
If there have been construction, improvements or major repairs undertaken on the property to be pur-
chased, within six months prior to the Date of the Commitment, the requirements to obtain coverage for
unrecorded liens will include: disclosure of certain construction information;financial information as to the seller,the
builder and/or the contractor;payment of the appropriate premium;fully executed Indemnity Agreements satis-
factory to the Company; and, any additional requirements as may be necessary after an examination of the
aforesaid information by the Company.
No coverage will be given under any circumstances for labor or material for which you have contracted or
agreed to pay.
NOTHING HEREIN CONTAINED WILL BE DEEMED TO OBLIGATE THE COMPANY TO PROVIDE ANY
OF THE COVERAGES REFERRED TO HEREIN UNLESS THE ABOVE CONDITIONS ARE FULLY
SATISFIED.
7cl
3(Commitment Notice) /%0.' 1 '?
Colorado
Form No. 1344-A (CO-87) Blank
ALTA Plain Language Commitment
SCHEDULE A
1. Commitment Date: 05-29-98 8:00 A.M.
Commitment No. 24176
2. Policy or Policies to be issued:
(a) Owners Policy
Proposed insured:
(b) Loan Policy
Proposed insured:
$
COMMITMENT ONLY
(C) Proposed insured:
3. The Fee Simple interest in the land described in this Commitment is owned, at the
Commitment Date by The Rademacher Family Partnership, LTD.
4. The land referred to in this Commitment is described on Schedule C.
Form No. 1344-B1 (CO-87) Owners Plain Language
ALTA Plain Language Commitment
SCHEDULE B - Section 1
Requirements
The following requirements must be met:
(a) Pay the agreed amounts for the interest in the land and/or for the mortgage to be
insured.
(b) Proper instrument(s) creating the estate or interest to be insured must be executed and
duly filed for record, to wit:
The following documents satisfactory to us must be signed, delivered and recorded:
None;
996'_3 9S'
SCHEDULE B - SECTION 2
Exceptions
Any policy we issue will have the following exceptions unless they are taken care of to our
satisfaction:
1. Taxes and Assessments, not certified to the Treasurer's Office.
2. Any facts, rights, interests or claims which are not shown by the public records, but
which could be ascertained by an inspection of the land or by making inquiry of persons in
possession thereof.
3. Easements, or claims of easements, not shown by the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area,
encroachments, and any facts which a correct survey and inspection of the land would
disclose, and which are not shown by the public records.
5. Any lien, or right to a lien, for services, labor or material heretofore or hereafter
furnished, imposed by law and not shown by the public records.
6. Any and all unpaid taxes, assessments and unredeemed tax sales.
7. Any water rights or claims or title to water, in, or under the land.
8. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the
issuance thereof.
9. The lien of any unpaid taxes or assessments against said land, if any. No examination has been made.
10. A right of way for public highway over a portion of said land as granted to Weld
County by instruments recorded March 31, 1938 in Book 1024 at pages 101 and 146.
The route of said easement is more particularly described in said instrument.
11. A perpetual right and easement to construct a creek channel change over a portion of
said land as granted to Weld County and The Department of Highways, State of Colorado by
instrument recorded April 20, 1953 in Book 1354, Page 565.
The route of said easement is more particularly described in said instrument.
12. A perpetual right and easement to construct and maintain a irrigation ditch over a
portion of said land as granted to Weld County and The Department of Highways, State of
Colorado by instrument recorded April 20, 1953 in Book 1354, Page 566.
The route of said easement is more particularly described in said instrument.
13. Rights of access over said land as granted to the Department of Highways, State of
Colorado by instrument recorded April 15, 1958 in Book 1500, Page 557 and January 6,
1971 in book 638, Reception No. 1559974.
14. A electric transmission or distribution line right of way over a portion of said land as
granted to Union Rural Electric Association, Inc., by instruments recorded April 24, 1968 in
Book 594 as Reception No. 1515674; March 6, 1969 in book 606 as Reception No.
1528370; April 3, 1969 in Book 608 as Reception No. 1529538; March 19, 1970 in Book
622 as Reception No. 1544033; November 5, 1971 in Book 656 as Reception No.s 1578178
and 1578179.
15. An easement as granted to Mountain States Telephone and Telegraph Company by
instrument recorded May 4, 1970 in Book 625 as Reception No. 1546578.
The route of said easement is more particularly described in said instrument.
16. An Oil and Gas Lease, and any and all assignments thereof, dated August 22, 1970,
executed by Albert Rademacher and Eva Rademacher, as Lessor, and The Anschutz
Corporation, Inc., as Lessee, for a term of five years, recorded October 14, 1970 in Book
634, Reception No. 1556077.
17. A right of way over of portion of said land as granted to Panhandle Eastern Pipe Line
Company by instrument recorded November 15, 1984 in Book 1049 as Reception No.
1988623 and Partial Release of right of way set forth in instrument recorded May 2, 1995 in
book 1490 as Reception No. 2436496.
18. A right of way over a portion of said land as granted to K N Front Range Gatherings
-- Co. by instrument recorded May 2, 1995 in Book 1490 as Reception No. 2436495.
The route of said easement is more particularly described in said instrument.
19. A right of way over a portion of said land as granted to United Power, Inc. by
instrument recorded October 26,1 995 in Book 1516 as Reception No. 2461219.
The route of said easement is more particularly described in said instrument.
20. Terms, Provisions and Conditions as contained in a mining lease by and between
Rademacher Family Partnership, LTD. and Construction Aggregates, Inc. by instrument
recorded September 8, 1988 in Book 1208 as Reception No. 2154894 and Addendum
recorded July 21, 1994 in Book 1451 as Reception No. 2398686.
21. Such rights as may exist in said land lying within County Roads 7 and 24 1/2.
22. Such rights as may exist in said land lying within Idaho Creek.
SCHEDULE C
The land referred to in this commitment is situated in the State of Colorado and is described
as follows:
The South Half of Section 3, in Township 2 North, of Range 68 West of the 6th P.M., Weld
County, Colorado.
Except parcels of land as conveyed by instruments recorded in Book 12, Page 82; Book
1200, Page 55; Book 1354, Page 564; Book 1392, Page 516; Book 1408, Page 333; Book
1500, Page 553; Book 537 under Reception No. 1459173; Book 572, Reception No.
1493893; Book 584, Reception No. 1505840; Book 605, Reception No. 1526535 corrected
by book 609, Reception No. 1531360; Book 605, Reception No. 1527013; Book 610
Reception No. 1532469; Book 638, Reception No. 1559975; Book 666, Reception No.
1588488 and Book 670, Reception No. 1592181.
Form No, 1755
Commitment,Conditions and Stipulations
•
COMMITMENT
Conditions and Stipulations
1. The term "mortgage," when used herein, shall include deed of trust, trust deed, or other security instrument.
2. If the proposed Insured has or acquires actual knowledge of any defect, lien, encumbrance,adverse claim or other
matter affecting the estate or interest or mortgage thereon covered by this Commitment other than those shown
in Schedule B hereof, and shall fail to disclose such knowledge to the Company in writing,the Company shall be
relieved from liability for any loss or damage resulting from any act of reliance hereon to the extent the Company
is prejudiced by failure to so disclose such knowledge. !f the proposed Insured shall disclose such knowledge to
the Company, or if the Company otherwise acquires actual knowledge of any such defect, lien, encumbrance,
adverse claim or other matter, the Company at its option may amend Schedule B of this Commitment accordingly,but such amendment shall not relieve the Company from liability previously incurred pursuant to paragraph 3 of
these Conditions and Stipulations.
3. Liability of the Company under this Commitment shall be only to the named proposed Insured and such parties
included under the definition of Insured in the form of policy or policies committed for and only for actual loss
incurred in reliance hereon in undertaking in good faith (a) to comply with the requirements hereof, or (b) to
eliminate exceptions shown in Schedule B, or (c) to acquire or create the estate of interest or mortgage thereon
covered by this Commitment. In no event shall such liability exceed the amount stated in Schedule A for the
policy or policies committed for and such liability is subject to the Insuring provisions, exclusion from coverage,
and the Conditions and Stipulations of the form of policy or policies committed for in favor of the proposed
Insured which are hereby incorporated by reference and are made a part of this Commitment except as expressly —
modified herein.
4. Any claim of loss or damage, whether or not based on negligence, and which arises out of the status of the title
to the estate or interest or the lien of the insured mortgage covered hereby or any action asserting such claim,
shall be restricted to the provisions and conditions and stipulations of this Commitment.
Hello