HomeMy WebLinkAbout20251986.tiffResolution
Approve Purchase and Sale Agreement for Right -of -Way and Temporary
Construction Easement for County Roads 13 and 54 Intersection Roundabout
Project, and Authorize Chair to Sign Any Necessary Documents — Public Service
Company of Colorado, an Xcel Energy Company
Whereas, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
Whereas, the Board has been presented with a Purchase and Sale Agreement for
Right -of -Way and Temporary Construction Easement for the County Roads 13 and 54
Intersection Roundabout Project between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department
of Public Works, and Public Service Company of Colorado, an Xcel Energy Company,
commencing upon full execution of signatures, with further terms and conditions being as
stated in said agreement, and
Whereas, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
Now, therefore, be it resolved by the Board of County Commissioners of Weld County,
Colorado, that the Purchase and Sale Agreement for Right -of -Way and Temporary
Construction Easement for the County Roads 13 and 54 Intersection Roundabout Project
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Public Works, and Public
Service Company of Colorado, an Xcel Energy Company, be, and hereby is, approved.
Be it further resolved by the Board that the Chair be, and hereby is, authorized to sign
said agreement and any necessary documents.
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Carly Koppes, Clerk and Recorder, Weld County , CO
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cc•. Pw(c.fw/mit'D/sW, cn(A5), 2025-1986
(ac r(cp/G°/rte) EG0083
07/14/9-5
Purchase and Sale Agreement for Right -of -Way and Temporary Construction Easement
for County Roads 13 and 54 Intersection Roundabout Project — Public Service Company
of Colorado, an Xcel Energy Company
The Board of County Commissioners of Weld County, Colorado, approved the above
and foregoing Resolution, on motion duly made and seconded, by the following vote on
the 14th day of July, A.D., 2025:
Perry L. Buck, Chair: Aye
Scott K. James, Pro-Tem: Aye
Jason S. Maxey: Aye
Lynette Peppler: Excused
Kevin D. Ross: Excused
Approved as to Form:
Bruce Barker, County Attorney
Attest:
Esther E. Gesick, Clerk to the Board
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2025-1986
EG0083
Uni-vack 04013S
July 9, 2025
Weld County Public Works
(970) 400-3750
1 11 1 H St., P.O. Box 758
Greeley, CO 80632
Mrs. Esther Gesick, CTB
1 150 O Street
Greeley, CO 80632
Re: Public Service Company of Colorado Purchase and Sales Agreement for ROW on
the CR 54/13 Roundabout Project
Dear Mrs. Gesick,
Please place the attached purchase and sale agreement (PSA) on the BOCC agenda.
The PSA outlines the responsibilities for the County's purchase of ROW and a temporary
construction easement from the Public Service Company of Colorado within the
project limits of the CR 54 and CR 13 Roundabout project.
A waiver valuation was done by the County's on -call ROW agent. The property being
acquired as ROW is 2,093 square feet and the property being acquired for the
temporary construction easement is 1,917 square feet. The total purchase price for the
ROW and easement is $3,120.
The County Attorney's office has reviewed the agreement.
Public Works has included the ROW and easement acquisition in its 2025 budget.
I will attend the BOCC meeting to answer any questions the BOCC may have.
Sincerely,
A-1.
Clay Kimmi
Senior Engineer
Public Works Department
2025-1986
-74 � E coS3
PURCHASE AND SALE AGREEMENT
(Sale in Lieu of Condemnation)
THIS PURCHASE AND SALE AGREEMENT ("Agreement") is made as of the Effective Date,
as defined below, by and between PUBLIC SERVICE COMPANY OF COLORADO, a Colorado
corporation ("Seller") whose address is Right of Way Department, Attn: Senior Manager, 1123 W 3`d
Ave, Denver, CO 80223, and WELD COUNTY, COLORADO, a body corporate and politic under the
laws of the State of Colorado ("Purchaser") whose address is 1150 O Street, P.O. Box 758, Greeley,
Colorado 80632.
RECITALS
A. Pursuant to Article 6 of Title 38, Colorado Revised Statutes, Purchaser has the power of
eminent domain (otherwise referred to as condemnation power) to acquire private property for public
purposes. Purchaser has determined that acquisition and development of the Property is necessary and is
in the public interest and necessary for public use. In lieu of requiring Purchaser to exercise its
condemnation power to acquire the Property, Seller hereby agrees to sell the Property to Purchaser and
Purchaser agrees to acquire the Property pursuant to the terms and conditions set forth in this Agreement.
The Property conveyed herein is being acquired by Purchaser and shall be used by Purchaser for a public
purpose.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which
are acknowledged, Seller and Purchaser agree as follows:
Article 1.
Definitions.
As used in this Agreement, the following terms have the meanings set forth below:
1.1 Agreement. This Agreement, including the following exhibits attached hereto and hereby
made a part hereof:
Exhibit A: Property Description
Exhibit B: Form of Quitclaim Deed In Lieu of Condemnation
Exhibit C: Form of Property Access Agreement
1.2 Closing. The transfer of title to the Property to Purchaser, the payment to Seller of the
Purchase Price, and the performance by each parry of the other obligations on its part then to be performed,
all of which shall be deemed to occur concurrently in accordance with Article 4.
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1.3 Closing Date. The Closing shall occur at the offices of Title Company on such date and at
such time as the Seller and Purchaser agree after the end of the Feasibility Period. Unless otherwise agreed
by Seller and Purchaser, the Closing Date shall be no later than thirty (30) days following the end of the
Feasibility Period or the date the Indenture Release arrives at the offices of the Title Company, whichever
is later.
1.4 Effective Date. The earliest date by which each party has executed and delivered to the
other a counterpart of this Agreement as indicated by the dates shown on the parties' respective sioature
pages.
1.5 Environmental Law. Any federal, state, or local laws (including common laws), statutes,
regulations, ordinances, codes, orders, or decrees issued or promulgated by any governmental authority
relating to the prevention of pollution, preservation and restoration of environmental quality, protection
of human health, the environment and natural resources (including air, surface water, groundwater or
land), or the release, use, generation, handling, storage, treatment, transportation, or disposal of Hazardous
Substances, including, without limitation, the Toxic Substances Control Act (15 U.S.C. § 2601, et seq.),
the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. §§ 9601 et
seq.), the Solid Waste Disposal. Act, as amended by the Resource Conservation and Recovery Act (42
U.S.C. § 6901, et. seq.) the Hazardous Material Transportation Act, (49 U.S.C. § 6901, et seq.), the Federal
Water Pollution Control Act, (33 U.S.C. § 1251, et seq.), and the Clean Air Act, (42 U.S.C. § 7401, et
seq.), and applicable state counterparts, and their implementing regulations, all as amended.
1.6 Feasibility Period. The time period commencing on the Effective Date and ending
ninety (90) days after the Effective Date, unless extended by mutual agreement of the parties.
1.7 Hazardous Substances_ Any pollutants, contaminants, toxic or hazardous or extremely
hazardous substances, materials, wastes, constituents, compounds, chemicals, or other materials that are
listed in, regulated by, or may form the basis of any liability under, any Environmental Law.
1.8 Indenture. The indenture document(s) identified in Article 7.
1.9 Indenture Release. The document by which Seller obtains the release of the Property from
the lien of the Indenture as set forth in Article 7.
1.10 Liability or Liabilities. Any and all, direct or indirect, demands, claims, notices of
violations, notices of probable violations, filings, investigations, administrative proceedings, actions,
causes of action, suits, other legal proceedings, judgments, assessments, damages, deficiencies, taxes,
penalties, fines, obligations, responsibilities, liabilities, payments, charges, losses, costs, and expenses of
any kind or character (whether known or unknown, fixed or unfixed, conditional or unconditional, based
on negligence, strict liability, or otherwise, choate or inchoate, liquidated or unliquidated, secured or
unsecured, accrued, absolute, contingent, or other legal theory), including, any legal or other costs and
expenses incurred in connection with investigating or defending any of the foregoing, and all amounts
paid in settlement of any of the foregoing.
1.11 "Intentionally Omittedl
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1.12 Property. The real property legally described on Exhibit A attached hereto, except for the
"Reserved Interests" as defined below and subject to the express terms and conditions set forth in this
Agreement. Exhibit A is subject to revision and/or replacement upon completion of the Survey, if any,
and approval of the revised legal description by Seller and Purchaser.
1.13 Purchase Price. The Purchase Price shall be the total amount to be paid by the Purchaser
for the Property as specified in the Article entitled "Purchase Price."
1.14 Reserved Interests. As defined in Article 8.
1.15 Surve . The survey of the Property, if any, obtained by Purchaser pursuant to Section 5.2.
1.16 Title Commitment. The title insurance commitment, if any, obtained by Purchaser with
respect to the Property pursuant to Section 5.3.
1.17 Title Company. Fidelity National Title, 8055 East Tufts Avenue, Suite 900, Denver,
Colorado 80237.
1.18 Title Policy. An ALTA Owner's Policy of Title Insurance issued pursuant to the Title
Commitment, if any.
Article 2.
Purchase and Sale.
Seiler hereby agrees to sell, and Purchaser hereby agrees to purchase, upon and subject to the terms
and conditions hereinafter set forth, the Property.
Article 3.
Purchase Price.
The Purchase Price shall be Three Thousand One Hundred Twenty and no/100 Dollars
($3,120.00), to be paid by Purchaser in immediately available funds at Closing.
Article 4.
Preconditions to Closing and Closing,.
4.1 Purchaser's Preconditions to Closing. Purchaser aclrnowledges and agrees it is
undertaking the expense and obligations related to this Agreement, and its inspection of the Property, at
its own risk and that Seller's and Purchaser's Preconditions to Closing may not be satisfied. In addition
to other preconditions set forth in this Agreement, preconditions to Purchaser agreeing to close, unless
otherwise waived by the Purchaser, are:
(a) The Indenture Release has been executed and delivered to the Title Company and
is available for recording as part of Closing.
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(b) Possession of the Property is ready for transfer to Purchaser as provided in
Section 4.7.
4? Seller's Preconditions to Closing. A precondition to Seller agreeing to close is that
Purchaser agrees that all real property interests are transferred subject to this Agreement and the
following:
(a) All real property shall be transferred "as -is, where -is, and with faults," and such
disclaimer language may be included in any quitclaim deed.
(b) All real property shall be transferred subject to the Reserved Interests as set firth
in the Quitclaim Deed attached hereto as Exhibit B and incorporated herein.
(c) Seller's obligation to close the transaction described in this Agreement shall be
subject to Seller's obtaining the Indenture Release.
(d) Purchaser shall have provided evidence (obtained by Purchaser without expense to
Seller) satisfactory to Seller that: (i) the Property has been legally subdivided or is otherwise a legally
conveyable parcel under applicable governmental regulations, and (ii) the transaction will not result in
Seller's remaining parcel, with all existing improvements, being in violation of applicable zoning
ordinances.
(e) All environmental liabilities and obligations of the Parties with respect to the
Property shall be as provided in Article 6.
4.3 Seller's Closing Deliveries. At Closing, subject to payment by Purchaser ofthe Purchase
Price and performance of Purchaser's other obligations under this Agreement, Seller shall execute,
acknowledge (where appropriate), and deliver to Purchaser the following, each dated as of the Closing
Date:
(a) A fully executed Quitclaim Deed conveying to Purchaser the Property, subject only
to Reserved Interests (the "Deed") substantially in the form attached hereto as Exhibit B and incorporated
herein.
(b) An affidavit of Seller regarding liens, judgments, tax liens, bankruptcies, parties in
possession, mechanics' or material suppliers' liens and other matters affecting title to the Property in
customary form as may be reasonably required by Title Company to delete the so-called "standard
exceptions" (1-4) from the Title Policy; provided, however, Seller shall not be required to certify or
indemnify the Title Company for matters not specifically represented or warranted by Seller herein.
(c) All reasonable and customary documents and instnunents which (i) Purchaser or
Title Company may reasonably determine are necessary to transfer the Property to Purchaser subject only
to the Reserved Interests, (ii) Purchaser or Title Company may reasonably determine are 'necessary to
evidence the authority of Seller to enter into and perform this Agreement and the documents and
instruments required to be executed and delivered by Seller pursuant to this Agreement, (iii) Title
Company may require as a condition to issuing the Title Policy, or (iv) may be required of Seller under
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applicable law, including but not limited to a FIRPTA Certificate indicating that Seller is not a "foreign
person" as defined in Internal Revenue Code Section 1445(f)(3).
(d) A settlement statement consistent with this Agreement, if requested by either party
in writing.
(e) Evidence of the executed Indenture Release ready for recording with the Deed.
4.4 Purchaser's Closing, Deliveries. At Closing, subject to delivery by Seller of the fully
executed Deed and Indenture Release and performance of Seller's other obligations under this Agreement,
Purchaser shall cause the following to be delivered to Seller:
(a) The Purchase Price shall be payable by Purchaser by electronic funds transfer of
immediately available funds on the Closing Date.
(b) All normal and customary documents and instruments, each executed and
acknowledged (where appropriate) by Purchaser, which (i) Seller or Title Company may reasonably
determine are necessary to evidence the authority of Purchaser to enter into and perform this Agreement
and the documents and instruments required to be executed and delivered by Purchaser pursuant to this
Agreement, or (ii) may be required of Purchaser under applicable law.
(c) A settlement statement consistent with this Agreement executed by Purchaser, if
requested by either party in writing.
(d) Evidence that the Property has been legally subdivided or is otherwise a legally
conveyable parcel under applicable governmental regulations.
4.5 Closing. Escrow. The sale and purchase of the Property shall be closed through an escrow
with Title Company. Purchaser and Seller shall deposit with the Title Company their respective Closing
deliveries described in Sections 4.3 and 4.4, with appropriate instructions for recording and disbursement
consistent with this Agreement. If the preconditions to Closing have not been met by December 31, 2025
and such failure is not the result of a default by either party, this Agreement shall terminate, and all items
held in the Closing escrow shall be returned to the applicable party and this Agreement shall be null and
void and of no further force or effect_ If the preconditions to Closing are not met by December 31, 2025
as the result of a failure of performance by either party, then the rights of the parties under this Agreement
shall be governed by Article 11 hereof.
4.5 Closing Adjustments. The following adjustments shall be made at Closing:
(a) Seller represents that it is unit assessed and that real property taxes for the Property
cannot be prorated. Seller shall pay when due all real property taxes for the Property imposed for the
period up to and including the date of Closing, and Purchaser shall be responsible for any real property
taxes for the Property imposed after Closing. In the event Purchaser receives a tax bill for the Property for
some or all taxes due from Seller pursuant to this Agreement, Seller shall remit the full amount of taxes
due to Purchaser within twenty (20) days following its receipt of the tax bill. In the event Seller receives
a tax bill for the Property for some or all taxes due from Purchaser pursuant to this Agreement, Purchaser
Sale in Lieu PSA March 2023 5
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shall remit the full amount of taxes due to Seller within twenty (20) days following its receipt of the tax
bill.
(b) Seller shall pay in full all special assessments that are due and payable prior to the
Closing. Any other special assessments (and charges in the nature of or in lieu of such assessments) levied,
pending or constituting a lien with respect to any of the Property shall be prorated as of the Closing Date,
with Seller paying those allocable to the period prior to the Closing Date and Purchaser being responsible
for those allocable subsequent thereto.
(c) Purchaser shall pay the documentary fee required in connection with the recording
of the Deed.
(d) Purchaser will pay the cost of recording the Deed.
(e) If Purchaser elects to obtain a Title Policy, Purchaser will pay the premium for the
Title Policy. Purchaser will also pay the cost of any lender's title insurance, any charge for the deletion of
exceptions, and any endorsements desired by Purchaser or required by its lender.
(f) Purchaser shall pay 100% of any escrow fee and/or Closing fee payable to Title
Company with respect to the transaction contemplated by this Agreement.
(g) Purchaser shall pay all costs and expenses incurred by Seller, including, but not
limited to, attorneys' fees, survey costs, and environmental site assessment costs incurred in connection
with this transaction.
4.7 Possession. Seller shall deliver possession of the Property to Purchaser on the Closing Date,
subject to the Permitted Exceptions and the Reserved Interests.
Article 5.
Feasibility Period.
5.1 Access to Property. During the Feasibility Period, subject to execution and delivery of, and
compliance with the terms and conditions of, a Property Access Agreement in the form attached hereto as
Exhibit C and provisions of this Article 5, Purchaser, through its employees, agents, consultants and
contractors, shall have the right to enter onto the Property for the purpose of conducting, at Purchaser's
sole expense, non-invasive visual site inspections necessary for acquisition and development analysis,
including a Phase I environmental site assessment in accordance with the standards developed therefor by
the American Society of Testing Methods ("ASTM") and referred to as ASTM E: 1527-13 as amended
("Phase I Assessment"). Purchaser shall not conduct any invasive tests on the Property prior to the Closing
Date without the prior written consent of Seller. Purchaser shall deliver copies of any reports generated
as a result of the site inspection regarding the Property within five (5) business days after receiving them,
but in any event not later than five (5) business days prior to the last day of the Feasibility Period, if
Purchaser has received the reports or results by that date.
5.2 Optional Survey. During the Feasibility Period, Purchaser may, at its sole cost and expense,
obtain a survey of the Property prepared and certified by a registered land surveyor licensed in Colorado.
The survey shall conform to the current "Minimum Standard Detail Requirements for Land Title Surveys"
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adopted by the American Land Title Association and the National Society of Professional Surveyors_ If
Purchaser obtains a survey of the Property, Purchaser shall have such survey certified to Seller and provide
Seller a copy of the survey at no charge within five (5) business days of receipt thereof. Purchaser shall
take title to the Property subject to all matters identified on any survey of the Property.
5.3 Optional Title Commitment. At any point during the Feasibility Period, Purchaser may, at
its sole cost and expense, obtain a title commitment for the Property. If Purchaser obtains a title.
commitment, Purchaser shall provide a copy of the title commitment to Seller within five (5) business
days after receipt thereof. Purchaser shall take the Property subject to all matters identified on any title
commitment for the Property as of Closing, except as otherwise contemplated herein, including the release
by Seller by Closing of the Indenture and any other monetary liens not caused by Purchaser_
Article 6.
As -Is Condition of Property and Release.
6.1 Condition of Property -
(a) Purchaser recognizes that there are risks associated with buying
real estate and agrees to make its own investigation concerning the Property and rely
on such findings without any representation or warranty from Seller or any real
estate broker or other agent representing or purporting to represent Seller. The
Property is sold by Seller and acquired by Purchaser "as -is, where -is, with all faults"
with no right of set-off or reduction in the purchase price, and except as explicitly set
forth in this agreement, the Property is being conveyed by Seller to Purchaser without
representation, covenant or warranty of any kind, express or implied, either oral or .
written, statutory, common law or otherwise, made by Seller or any agent or
representative of Seller with respect to the physical or structural condition of the
Property, or with respect to the compliance of the Property or its operation with any
laws, ordinances or regulations of any government or other body. Purchaser
acknowledges and agrees that Seller has not made and does not make, and Purchaser
hereby waives and releases any claim against Seller arising out of, any
representations, warranties or covenants of any kind or character whatsoever,
whether express or implied, with respect to warranty of condition, safety, income
potential, operating expenses, uses, habitability, tenantability, or suitability for any
purpose, merchantability, or fitness of the Property for a particular purpose, all of
which warranties Seller hereby expressly disclaims.
(b) Except for Seller's express representations and warranties
contained in this agreement or in any other document executed in connection with the
transaction, Seller has not and will not make any representation or warranty
regarding any matter or circumstance relating to Environmental Law, the release of
Hazardous Substances in, on or under the Property, or the protection of human
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health, safety, natural resources or the environment, or any other environmental
condition of the Property, and nothing in this agreement or otherwise shall be
construed as such a representation or warranty. Subject to any express
representation or warranty made by Seller in this agreement, Purchaser shall be
deemed to be taking the assets "as is" and "where is" with all faults for purposes of
the environmental condition, and Purchaser is relying entirely upon information and
knowledge obtained from its own investigation, experience, or personal inspection of
the Property.
(c) Purchaser expressly assumes at Closing all environmental and
other risks and liabilities with respect to the Property, including but not limited to
any liability of any kind arising in any way from the presence or historic operations
on the Property and any remaining environmental conditions that could potentially
impact the soil or groundwater, or air at, under or above the Property) whether such
liability is imposed by statute or derived from common law, including but not limited
to liabilities arising from Environmental Law.
6.2 Release. From and after Closing, Purchaser, its successors, assigns, agents and
representatives hereby agree to hold harmless, waive, release and forever discharge Seller, its parent,
affiliates, subsidiaries, officers, directors, employees, shareholders, contractors, successors, agents,
insurers, and representatives from all Liabilities, whether known or unknown, to the extent caused by or
arising out of or resulting from the environmental condition of the Property or arising under any
Environmental Law, whether such Liabilities are imposed by statute, or derived from common law, and
all other comparable federal, state or local environmental, conservation or protection laws, rules or
regulations relating to Hazardous' Substances on, under, or originating from the real property or interest
being conveyed. Purchaser hereby further releases and discharges Seller from any and all rights which
Purchaser may have to assert Liabilities against Seller in connection with or arising out of the
environmental condition of the Property as of the Closing Date. All provision of this Article 6 shall survive
Closing and shall not be deemed merged into any instrument of conveyance delivered at Closing.
Article 7.
Indenture Release.
As of the Effective Date of this Agreement, Purchaser acknowledges that the Property is subject
to the Seller's Indenture to Morgan Guaranty Trust Company of New York dated as of October 1, 1993
and recorded on October 1, 1993 in the Office of the Clerk and Recorder of Weld County, Colorado, in
Book 1406 at Page 1 (Reception No. 2354434), as modified and supplemented of record from time to time
(the "Indenture"). Seller acknowledges and affirms that Purchaser's obligation to close the transaction
described in this Agreement is conditioned upon Seller's obtaining a release ("Indenture Release") of the
Property from the Indenture in recordable form. Seller shall apply for the Indenture Release following the
Effective Date of this Agreement. In the event Seller does not obtain the Indenture Release, for any reason,
before the end of the Feasibility Period, Purchaser may elect, at its discretion, to terminate this Ageement,
and the Agreement shall be null and void and of no further force or effect, and all parties shall be relieved
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of all liabilities and obligations hereunder. In the event Seller obtains the Indenture Release in accordance
with the foregoing, then the contingency herein shall be deemed satisfied.
Article 8.
Reserved Interests.
The deed delivered at Closing shall reserve to Seller easements for the maintenance of, and access
to, utility improvements which are now, or may hereafter be, located on the property owned by Seller as
set forth in the Deed (the "Reserved Interests"). Nothing in this Agreement shall require Seller to abandon
or in any manner forfeit its Reserved Interests in the future without just compensation, or to pay for any
future relocation or modification of the Facilities (as defined in the deed) to accommodate development
of the Property or adjacent property. In the event Purchaser sells, assigns, conveys or in any manner
transfers the Property, such transfer shall be subject to the Reserved Interests. It is understood and agreed
that if Purchaser or its successors or assigns requests the relocation or modification of any of the Facilities
located on the Property, such relocation or modification shall be at the expense of Purchaser or its
successors or assigns and not Seller. In the event of a relocation, Seller may require a replacement
easement on terms substantially equivalent to the Reserved Interests.
Article 9.
Condemnation.
If prior to Closing eminent domain proceedings are commenced or threatened against any material
portion of the Property, Seller shall immediately give notice thereof to Purchaser, and Purchaser at its
option (to be exercised within fifteen (15) days after Seller's notice) may either (a) terminate this
Agreement, in which event the Agreement shall be null and void and of no further force or effect, and all
parties shall be relieved of all liabilities and obligations hereunder, or (b) proceed to Closing and receive
at Closing either a credit against the Purchase Price in the amount of the award, in the case of a completed
eminent domain proceeding, or an assignment of all rights in eminent domain, in the case of a pending
eminent domain proceeding. Prior to Closing, Seller shall not designate counsel, appear in, or otherwise
act with respect to any eminent domain proceedings, or commence any repair or restoration resulting
therefrom, without the consent of Purchaser.
Article 10.
Brokers.
Each of the parties represents to the other that such party has not incurred or agreed to pay any
brokerage commission or finder's fee in connection with this transaction.
Article 11.
Termination by Seller and Default.
11.1 Termination by Seller. Subject to Purchaser's right to terminate this Agreement as provided
herein including, but not limited to termination pursuant to Aricle 5, Article 7, or Article 9, in the event
Purchaser fails to perform its obligations pursuant to this Agreement, Seller shall be entitled to terminate
this Agreement upon occurrence of an uncured default by Purchaser.
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11.2 Default. In the case of any default by Purchaser which continues for a period of ten (10)
days after Seller notifies Purchaser in writing of such event (except for a default consisting of Purchaser's
failure or refusal to close, for which no notice will be required), Seller's exclusive remedies shall be
termination of this Agreement. In the case of any default by Seller which continues for a period often (10)
days after Purchaser notifies Seller in writing of such event (except for a default consisting of Seller's
failure or refusal to close, for which no notice will be required), upon Purchaser's option, Purchaser may
terminate this Agreement. Purchaser also shall have the right to seek specific performance of this
Agreement, provided that any action therefor is commenced within six (6) months after such right arises.
Purchaser and Seller expressly waive any right to recover damages from the other party.
Article 12.
Assignability.
Purchaser shall not assign this Agreement or any of its rights or obligations hereunder to any other
person or entity without the prior written approval of the Seller.
Article 13.
Notices.
Any notice, consent, waiver, request or other communication required or provided to be given
under this Agreement shall be in writing and shall be sufficiently given and shall be deemed given when
delivered personally or when mailed by certified or registered mail, return receipt requested, postage
prepaid, or when dispatched by nationally recognized overnight delivery service, in any event, addressed
to the party's address as follows:
To Seller:
Public Service Company of Colorado
Right of Way Department
Attn: Senior Manager
1123 W 3rd Ave
Denver, CO 80223
With a copy to: Xcel Energy Service, Inc.
ATTN: Legal Services, Real Estate
CO1453-04-MCB
3500 Blake St.
Denver, CO 80205
And courtesy copy to: joseph.dirago@fisherbroyels.com
If to Purchaser: Clayton Kimmi
Weld County Public Works
1150 O Street, P.O. Box 758,
Sale in Lieu PSA March 2023
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Carly Koppes, Clerk and Recorder, Weld County , CO
Ntirlikh10.1ki III II
Greeley, Colorado 80632
ckimmi@weld.gov
Any notice given in any other manner shall be effective only when the individual to whose attention the
notice was to be directed actually becomes aware of the notice. Any party may change its address for
notices or copies of notice by ten (10) days' prior written notice to the other parry, given as herein
provided.
Article 14.
Miscellaneous.
14.1 Entire Agreement; Right to Extend Performance; Modification. This Agreement embodies
the entire agreement and understanding between Seller and Purchaser, and supersedes any prior oral or
written agreements, relating to this transaction. This Agreement may not be amended, modified or
supplemented except in writing executed by both Seller and Purchaser. No term of this Agreement shall
be waived unless done so in writing by the party benefited by such term.
14:2 No Merger. The terms of this Agreement shall survive and be enforceable after the Closing
and shall not be merged therein.
14.3 Governing Law. This Agreement shall be construed under and governed by the laws of the
State of Colorado_ In the event of a legal dispute between the parties, the parties agree that the Weld
County District Court shall have exclusive jurisdiction to resolve said dispute.
14.4 Severability. If any term of this Agreement or any application thereof shall be invalid or
unenforceable, the remainder of this Agreement and any other application of such term shall not be
affected thereby.
14.5 Construction. The rule of strict construction shall not apply to this Agreement. This
Agreement shall not be interpreted in favor of or against either Seller or Purchaser merely because of their
respective efforts in preparing it.
14.6 Captions, Gender, Number and Langna9-e of Inclusion. The article and section headings in
this Agreement are for convenience of reference only and shall not define, limit or prescribe the scope or
intent of any term of this Agreement. As used in this Agreement, the singular shall include the plural and
vice versa, the masculine, feminine and neuter adjectives shall include one another, and the following
words and phrases shall have the following meanings: (i) "including" shall mean "including but not
limited to", (ii) "terms" shall mean "terms, provisions, duties, covenants, conditions, representations,
warranties and indemnities", (iii) "any of the Property" shall mean "the Property or any part thereof or
interest therein", as the case may be, (iv) "rights" shall mean "rights, duties and obligations",
(v) "liabilities" shall mean "liabilities, obligations, damages, fines, penalties, claims, demands, costs,
charges, judgments and expenses, including reasonable attorneys' fees", (vi) "incurred by" shall mean
"imposed upon or suffered or incurred or paid by or asserted against",(vii) "applicable law" shall mean
"all applicable Federal, state, county, municipal, local or other laws, statutes, codes, ordinances, rules and
regulations", (viii) "about the Property" shall mean "in , on, under or about the Property", (ix) "operation"
Sate in Lieu PSA March 2023 11
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1111 I iiiCtI «ID 4111144L1Z; I "111
shall mean "use, non-use, possession, occupancy, condition, operation, maintenance or management", and
(x) "this transaction" shall mean "the purchase, sale and related transactions contemplated by this
Agreement."
14.7 Binding, Effect. This Agreement shall inure to the benefit of and shall bind the respective
heirs, executors, administrators, successors and assigns of Seller and Purchaser.
14.8 Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be an original, but all of which together shall constitute one instrument.
14.9 Recordina. Neither party shall record this Agreement.
14.10 Conflict of Interest by Public Official. Seller represents that to its actual knowledge, no
officer or employee of Purchaser is either directly or indirectly a party to or in any manner interested in
the subject matter of this Agreement, except as such interest may arise as a result of the lawful discharge
of the responsibilities of such elected official or employee.
14.11 No Personal Liability. No board member, director, officer, agent or employee of either
Purchaser or Seller shall be charged personally or held contractually liable by or to the other party under
any term or provision of this Agreement or because of any breach thereof or because of its or their
execution, approval or attempted execution of this Agreement.
14.12 Approval. This Agreement, and each and every one of its provisions and terms, is expressly
subject to, and shall not be or become effective or binding on Purchaser or the Seller until approved by
the Purchaser's Board of Commissioners, if required, and until the sale of the Property is approved by the
Public Utilities Commission of Colorado, if required.
14.13 Electronic Signatures and Electronic Records. Each party consents to the use of electronic
signatures on this Agreement and any document executed in connection with this Agreement, other than
the deed to be delivered by Seller at Closing. The parties agree not to deny the legal effect or enforceability
of this Agreement solely because it is in electronic form or because an electronic record was used in its
formation. The parties agree not to object to the admissibility of this Agreement in the form of an
electronic record, a paper copy of an electronic documents, or a paper copy of a document bearing an
electronic signature, on the grounds that it is an electronic record or an electronic signature or that it is not
in its original form or is not an original.
14.14 Nondiscrimination. In connection with the performance of work under this Agreement,
Seller agrees not to refuse to hire, discharge, promote or demote, or to discriminate in matters of
compensation against any person otherwise qualified, solely because of race, color, religion, national
origin, gender, age, military status, sexual orientation, gender variance, marital status or physical and
mental disability; and the Seller further agrees to insert the foregoing provision in all subcontracts
hereunder.
14.15 Seller Fees and Expenses. Purchaser shall pay all of Seller's out of pocket costs, fees and
expenses related to this Agreement and the transaction contemplated hereby, including attorney fees and
survey costs, at Closing, or upon the earlier termination or expiration of this Agreement. This provision
shall survive termination and expiration of this Agreement.
Sale in Lieu PSA Match 2023 12
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Carly Koppes, Clerk and Recorder, Weld County , CO
Lk 11111
IN WITNESS WHEREOF, the parties have set their hands and affixed their seals on the dates set
forth in their respective acknowledgments below.
PURCHASER:
WELD COUNTY, COLORADO, a body corporate and
politic under the laws of the State of Colorado
ATTEST: �� ;4.
By: g6915n
Name: oustan Aragon
Title: Deputy Clerk to the Board
Approved as to form:
By:
Name: Adria Schiel
Title:Assistant County Attorney
By:CPiv
Name Pens
Title: Chair
Buck
[Seller signature on next page]
Sate in Lieu PSA March 2023 13
JUL 1 4 2025
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Carly Koppes, Clerk and Recorder, Weld County , CO
MiliNir% Will K11 O41 1111
20•25-Iq�'(P
SELLER:
PUBLIC SERVICE COMPANY OF COLORADO, a
Colorado co nom/
Name. Adam Pe a
Its: Sr_ Manager, Permits and Right of Way
Xcel Energy Services, Inc., as
Authorized Agent for Public Service Company of
Colorado
Sale in Lieu PSA March 2023
14
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Carly Koppes, Clerk and Recorder, Weld County , CO
���� RICIPIT I liiiilti, MbNa lihI rilittii ii 1� ��
EXHIBIT "A"
PROJECT CODE: 24989
PROJECT NUMBER: STU C030-085
PARCEL NUMBER: RWE-04
DATE: April 04, 2024
LEGAL DESCRIPTION
A tract or parcel of land No. RWE-04 of the Department of Transportation, State of Colorado, Project Code 24989, Project
Number STU C030-085, containing 3,095 square feet (0.071 acres), more or less, being a part of the Northwest One -Quarter
(NW1/4) of Section 30, Township 5 North, Range 67 West of the Sixth Principal Meridian (6 P.M.), County of Weld, State of
Colorado, being a portion of that warranty deed filed in the Weld County Clerk and Recorders office under reception No.
1804393, Dated September 26, 1979 and being more particularly described as follows:
COMMENCING at the Northwest Corner of said Section 30; Thence South 68°55'31" East, a distance of 138.94 feet, to a point
on the Easterly line of said warranty deed description and being the POINT OF BEGINNING.
1. Thence departing said Easterly line South 89°58'57" West, a distance of 60.49 feet;
2. Thence South 55°59'39" West, a distance of 35.78 feet;
3. Thence South 00°24'36" West, a distance of 60.00 feet, to a point on the Southerly line of said warranty deed
description;
4. Thence along said Southerly line, South 89°58'57" West, a distance of 10.00 feet, to a point on the Easterly Right -of -
Way line of Weld County Road 13, and described in Road Viewers report filed in the Weld County Clerk and Recorders
office under reception No. 46959, dated February 13, 1893;
5. Thence departing said Southerly line and along said Easterly Right -of -Way line, North 00°24'36" East, a distance of
100.00 feet, to a point on the Southerly Right -of -Way line of Weld County Road 54 and described in Quit Claim deed
filed in the Weld County Clerk and Recorders office under reception No. 56647, dated June 18, 1895;
6. Thence departing said Easterly Right -of -Way line and along said Southerly Right -of -Way line, North 89°58'57" East, a
distance of 100.00 feet, to a point on the Easterly line of said warranty deed;
7. Thence departing said Southerly Right -of -Way line and along said Easterly line, South 00°24'36" West, a distance of
20.00 feet to the POINT OF BEGINNING.
The above -described parcel contains 3,095 sf. (0.071 ac.), more or less.
Basis of Bearings: The North line of the Northwest One -Quarter of Section 30, Township 5 North, Range 67 West of the Sixth
Principal Meridian, County of Weld, State of Colorado. From the Northwest Corner of said section 30, being monumented by A
No. 6 rebar with a 2.5 -inch aluminum cap stamped LS 17662, in a monument box at the West end, to the North One -Quarter
corner of said section 30, being monumented by A No. 6 rebar with a 2.5 -inch aluminum cap stamped LS 17662, in a monument
box at the East End, as Bearing North 89°58'57" East, a distance of 2562.37 feet, being a Grid Bearing of the Colorado State
Plane Coordinate System, North Zone, North American Datum 1983/2011, with all other bearings contained herein relative
thereto.
For and on behalf of Weld County
Daniel R. Holmes, PLS 38213
(970) 304-6496
Weld County Public Works Dept.
1111 H Street
Greeley, CO 80632
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Carly Koppes, Clerk and Recorder, Weld County , CO
II
EXHIBIT B
After recording, return to:
QUITCLAIM DEED IN LIEU OF CONDEMNATION
PUBLIC SERVICE COMPANY OF COLORADO, a Colorado corporation whose street
address is Right of Way Department, Ann: Senior Manager, 1123 W 3`d Ave, Denver, CO 80223
("Grantor"), for Ten Dollars ($10.00) and other valuable consideration, in hand paid, hereby sells
and quitclaims to Weld County, Colorado, a body corporate and politic under the laws of the State
of Colorado ("Grantee") whose address is, 115OO Street, P.O. Box 758, Greeley, Colorado 80632,
the real property in Weld County, Colorado, described in Exhibit I attached hereto and
incorporated herein, with all its appurtenances (the "Property"), but EXCEPTING AND
RESERVING UNTO GRANTOR and its successors and assigns the easements, rights and
interests in the Property ("Reserved Interests") that are described on Exhibit 2 attached hereto and
incorporated herein.
By accepting and recording this deed, Grantee further agrees with Grantor as :Follows:
(1) Pursuant to Article 6 of Title 38, Colorado Revised Statutes, Grantee has the power
of eminent domain (otherwise referred to as condemnation power) to acquire private property for
public purposes: Grantee has determined that acquisition and development of the Property is
necessary and is in the public interest and necessary for public use. In lieu of requiring Grantee to
exercise its condemnation power to acquire the Property, Grantor has agreed to convey the
Property to Grantee and Grantee has agreed to acquire the Property, upon all of the terms,
covenants and conditions of this Quitclaim Deed. Grantee hereby stipulates and agrees that the
Property conveyed herein shall be used by Grantee for a public purpose and that all parcels created
by this conveyance (including the Property and any larger parcel from which the Property is
subdivided) are properly created and conform to all applicable laws, ordinances and regulations
regarding the subdivision of property.
(2) The Property is sold by Grantor and acquired by Grantee "As -Is, Where- Is, With
All Faults" with no right of set-off or reduction in the purchase price and without representation,
covenant, or warranty of any kind, express or implied, either oral or written, statutory, common
law or otherwise, made by Grantor or any agent or representative of Grantor with respect to the
physical or structural condition of the Property or with respect to the compliance of the Property
or its operation with any laws, ordinances or regulations of any government or other body (except
as provided in the last paragraph of this Section 2). Grantee acknowledges and agrees Grantor has
not made and does not make, and Grantee waives and releases, any representations, warranties or
covenants of any kind or character whatsoever, whether express or implied, with respect to
B-1 5041041 Pages: 18 of 31
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11111 111111
warranty of condition, safety, income potential, operating expenses, uses, habitability, tenant
ability, or suitability for any purpose, merchantability, or fitness of the Property for a particular
purpose, all of which warranties Grantor hereby expressly disclaims. Further, Grantor has not
made any representation or warranty regarding any matter or circumstance relating to
Environmental Law, the release of Hazardous Substances in, on or under the property, or the
protection of human health, safety, natural resources or the environment, or any other
environmental condition of the property, and nothing in this deed or any related agreement shall
be construed as such a representation or warranty, and Grantee shall be deemed to be taking the
assets "as is" and "where is" with all faults for purposes of the environmental condition, and
Grantee has relied entirely upon information and knowledge obtained from its own investigation,
experience, or personal inspection of the Property.
(3) Grantee expressly assumes all environmental and other liabilities with respect to
the property including but not limited to any liability of any kind arising in any way from the
presence or historic operations on the property and any remaining environmental conditions that
could potentially impact the soil or groundwater, soil gas at, under or above the property whether
such liability is imposed by statute or derived from common law, including but not limited to
liabilities arising from environmental law. To the extent permitted by Colorado law, Grantee, its
successors, assipas, agents and representatives hereby agree to hold harmless, waive, release and
forever discharge Grantor, its parent, affiliates, subsidiaries, officers, directors, employees
shareholders, contractors, successors, agents insurers, and representatives from all Liabilities,
whether known or unknown, to the extent caused by or arising out of or resulting from the
environmental condition of the Property or arising under Environmental Laws whether such
Liabilities are imposed by statute, or derived from common law, and all other comparable federal,
state or local environmental, conservation or protection laws, rules or regulations relating to
Hazardous Substances on, under, or originating from the real property or interest being conveyed
following the date hereof. Grantee hereby further releases and discharges Grantor from any and
all Liabilities which Grantee may have against Grantor in connection with or arising out of the
environmental condition of the Property as of the date hereof
(4) In this deed the following capitalized terms have the following meanings:
Environmental Law. Any federal, state, or local laws (including common laws),
statutes, regulations, ordinances, codes, orders, or decrees issued or promulgated by any
governmental authority relating to the prevention of pollution, preservation and
restoration of environmental quality, protection of human health, the environment and
natural resources (including air, surface water, groundwater or land), or the release, use,
generation, handling, storage, treatment, transportation, or disposal of Hazardous
Substances, including, without limitation, the Toxic Substances Control Act (15 U.S.C.
§ 2601, et seq.), the Comprehensive Environmental Response, Compensation, and
Liability Act (42 U.S.C. §§ 9601 et seq.), the Solid Waste Disposal Act, as amended by
the Resource Conservation and Recovery Act (42 U.S.C. § 6901, et. seq.) the Hazardous
Material Transportation Act, (49 U.S.C. § 6901, et seq.), the Federal Water Pollution
Control Act, (33 U.S.C. § 1251, et seq.), and the Clean Air Act, (42 U.S.C. § 7401, et seq.),
and applicable state counterparts, and their implementing regulations, all as amended.
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Carly Koppes, Clerk and Recorder, Weld County , CO
11111 1M1111,410040Wf1,F1:01WINONIAMILlii 111111
Hazardous Substances. Any pollutants, contaminants, toxic or hazardous or
extremely hazardoussubstances, materials, wastes, constituents, compounds, chemical ls,
or other materials that are listed in, regulated by, or may form the basis of any liability
under, any Environmental Law.
Liability or Liabilities. Any and all, direct or indirect, demands, claims, notices of
violations, notices of probable violations, filings, investigations, administrative
proceedings, actions, causes of action, suits, other legal proceedings, judgments,
assessments, damages, deficiencies, taxes, penalties, fines, obligations, responsibilities,
liabilities, payments, charges, losses, costs, and expenses of any kind or character (whether
known or unknown, fixed or unfixed, conditional or unconditional, based on negligence,
strict liability, or otherwise, choate or inchoate, liquidated or unliquidated, secured or
unsecured, accrued, absolute, contingent, or other legal theory), including, any legal or
other costs and expenses incurred in connection with investigating or defending any of the
foregoing, and all amounts paid in settlement of any of the foregoing_
Signed and delivered as of , 2025.
PUBLIC SERVICE COMPANY OF
COLORADO, a Colorado corporation
By _
Adam Pena
Manager, Permits and Right of Way
Xcel Energy Services, Inc., as
Authorized Agent for Public Service
Company of Colorado
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Carly Koppes, Clerk and Recorder, Weld County , CO
DOW Id till
STATE OF COLORADO )
CITY AND ) ss.
COUNTY OF DENVER )
The foregoing instrument was acknowledged before me this day of
2025, by Adam Pena as Manager, Permits and Right of Way, Xcel Energy Services, Inc., as
Authorized Agent of Public Service Company of Colorado, a Colorado corporation.
My commission expires:
Witness my hand and official seal.
Notary Public
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Carly Koppes, Clerk and Recorder, Weld County , CO
VIII FartiildIlifilli+tNN! Lredil hEiciK4i R4111111
EXHIBIT "A"
PROJECT CODE: 24989
PROJECT NUMBER: STU C030-085
PARCEL NUMBER: RWE-04
DATE: April 04, 2024
LEGAL DESCRIPTION
A tract or parcel of land No. RWE-04 of the Department of Transportation, State of Colorado, Project Code 24989, Project
Number STU C030-085, containing 3,095 square feet (0.071 acres), more or less, being a part of the Northwest One -Quarter
(NW1/4) of Section 30, Township 5 North, Range 67 West of the Sixth Principal Meridian (6 P.M.), County -of Weld, State of
Colorado, being a portion of that warranty deed filed in the Weld County Clerk and Recorders office under reception No.
1804393, Dated September 26, 1979 and being more particularly described as follows:
COMMENCING at the Northwest Corner of said Section 30; Thence South 68°55'31" East, a distance of 138.94 feet, to a point
on the Easterly line of said warranty deed description and being the POINT OF BEGINNING.
1: Thence departing said Easterly line South 89°58'57" West, a distance of 60.49 feet;
2. Thence South 55°59'39" West, a distance of 35.78 feet;
3. Thence South 00°24'36" West, a distance of 60.00 feet, to a point on the Southerly line of said warranty deed
description;
4. Thence along said Southerly line, South 89°58'57" West, a distance of 10.00 feet, to a point on the Easterly Right -of -
Way line of Weld County Road 13, and described in Road Viewers report filed in the Weld County Clerk and Recorders
office under reception No. 46959, dated February 13, 1893;
5. Thence departing said Southerly line and along said Easterly Right -of -Way line, North 00°24'36" East, a distance of
100.00 feet, to a point on the Southerly Right -of -Way line of Weld County Road 54 and described in Quit Claim deed
filed in the Weld County Clerk and Recorders office under reception No. 56647, dated June 18, 1895;
6. Thence departing said Easterly Right -of -Way line and along said Southerly Right -of -Way line, North 89°58'57" East, a
distance of 100.00 feet, to a point on the Easterly line of said warranty deed;
7. Thence departing said Southerly Right -of -Way line and along said Easterly line, South 00°24'36" West, a distance of
20.00 feet to the POINT OF BEGINNING.
The above -described parcel contains 3,095 sf. (0.071 ac.), more or less.
Basis of Bearings: The North line of the Northwest One -Quarter of Section 30, Township 5 North, Range 67 West of the Sixth
Principal Meridian, County of Weld, State of Colorado. From the Northwest Corner of said section 30, being monumented by A
No. 6 rebar with a 2.5 -inch aluminum cap stamped LS 17662, in a monument box at the West end, to the North One -Quarter
corner of said section 30, being monumented by A No. 6 rebar with a 2.5 -inch aluminum cap stamped LS 17662, in a monument
box at the East End, as Bearing North 89°58'57" East, a distance of 2562.37 feet, being a Grid Bearing of the Colorado State
Plane Coordinate System, North Zone, North American Datum 1983/2011, with all other bearings contained herein relative
thereto.
For and on behalf of Weld County
Daniel R. Holmes, PLS 38213
(970) 304-6496
Weld County Public Works Dept.
1111 H Street
Greeley, CO 80632
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Carly�IKopoes, Clll1elIrlIk and
Recorder,
Weld
' ICounty , CO
,III III���I�� MACKI Irl. � � � 1■TI LIf111 � N&
Exhibit 2 to Quitclaim Deed
(Reserved Interests)
Grantor (also referred to as "PSCo") reserves to itself and its successors and assigns the following
Reserved Interests:
1. A perpetual, non-exclusive easement for the transmission and distribution of electricity,
for the transmission and distribution of natural gas and communication signals, and the
repair, like kind replacement and maintenance of existing utility facilities, both
overhead and underground, including poles, pipes and other supports of whatever
materials; together with braces, guys, anchors, cross -arms, cables, conduits, wires,
conductors, manholes, transformers, and other fixtures, devices, and appurtenances
used or useful in connection therewith (collectively the "Facilities") on, over, under,
and across the following described premises (the "Easement Area"):
The Property identified in Exhibit A to the Quitclaim Deed
2. All of Grantor's right, title and interest in and to the existing Facilities and any future
Facilities.
3. The right and authority in PSCo, its successors, licensees, lessees, contractors, or
assigns, and its and their agents and employees to (1) enter at all times upon said
Property to survey, mark and sigh the Easement Area or the Facilities, construct, install,
operate, repair, remove, replace with similar Facilities, reconstruct, alter, relocate,
patrol, inspect, improve, enlarge, remove, and maintain the Facilities; (2) have full
right and authority to cut, fell, remove, trim, or otherwise control (including without
limitation by applying herbicides in accordance with applicable laws, rules and
regulations), all trees, brush, and other growth which might interfere with or endanger
the Facilities; (3) permit the joint use by others of rights of way and conduit for similar
purposes and for such other uses as may be required by law; and (4) have reasonable
access to, and ingress and egress for personnel, equipment and vehicles over and across
said Property in connection with PSCo's exercise of its rights associated with the
Facilities.
4. The right to prohibit the erection, placement or presence of buildings, structures, signs,
wells and other objects by Grantee, or by anyone claiming under Grantee, without the
prior written consent of Grantor, including trees, shrubs and fences that will or may be
an unreasonable interference with Grantor's Reserved Interests. Grantee, for itself and
its successors and assigns, agrees it will not perform any act within the Easement Area
that may unreasonably interfere with or endanger the Facilities and further agrees that
its use of the Property shall be consistent with the Reserved Interests. It is understood
and agreed that if Grantee requests the relocation or modification of any of the Facilities
located within the Easement Area, such relocation or modification shall be at the
expense of Grantee.
B-6
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Carly Koppes, Clerk and Recorder, Weld County , CO
XCEL ENERGY/PUBLIC SERVICE COMPANY OF COLORADO HIGH
VOLTAGE ELECTRIC TRANSMISSION LINE CLEARANCE
REQUIREMENTS
FOR YOUR SAFETY
When working near or under a high voltage electric transmission line, it must be assumed the
transmission line is energized, and any workers may not be closer than twenty feet (20') in any
direction to the energized transmission lines or conductors. The Xcel Eneru/Public Service
Company of Colorado Electric Transmission Line Operations Department must be contacted at
303- 883-0089 or 303-638-4085 a minimum of 31 days in advance to arrange for a Patrolman to
be on site during any construction work within an electric transmission line right-of-way. Safety
provisions will allow for operations in accordance with Occupational Safety and Health Act
requirements.
When determined to be necessary, the Electric Transmission Line Patrolman will arrange for an
outage of the electric lines. Any outage is a day-to-day situation, with the Patrolman on the job
site at all times. When the Patrolman has arranged for an outage, any workers must be no closer
than three feet (3') in any direction from the de -energized lines or conductors. There is a fee
charged when an electrical clearance is required or the patrolman is on site for more than four
hours.
Under NO circumstances may work be started within twenty feet (20') in any direction of the
transmission lines or conductors without clearance from the Patrolman. It is the responsibility of
the party in charge of the work or contractor to notify the Patrolman whenever starting and
ending the work.
When an encroachment of any electric transmission line right-of-way is proposed, it is
necessary to request a review of all details to ensure compliance with the National Electric
Safety Code. Approved encroachments shall be documented with a fully executed License
Agreement.
PLAN AHEAD AND FOLLOW THESE INSTRUCTIONS -IT COULD SAVE A. LIFE
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11111 PAO wdIikfNih M A 4rh II II1
EXHIBIT C
PROPERTY ACCESS AGREEMENT
This Agreement is made and effective this i eday of 2025, by and
between Weld County, Colorado, a body corporate and politic under a laws of the State
of Colorado ("Purchaser"), and Public Service Company of Colorado ("PSCo"), a
Colorado corporation.
Recitals
A. Purchaser and PSCo are parties to that certain Purchase and Sale Agreement
(the "Agreement") dated as of , 2025, relating to PSCo's sale and
Purchaser's purchase of certain real pro erty identified in Exhibit A (the "Property").
B. Pursuant to Section 5.1 of the Ageement, Purchaser has requested PSCo's
permission for its authorized employees and representatives to enter the Property to
perform a non-invasive site assessment.
C. PSCo is willing to provide Purchaser with such access under the terms and
conditions set forth in this Agreement.
Agreement
1. Purchaser and its designated employees, contractors or agents shall be
granted access to the Property under this Agreement only for the purpose of conducting a
Phase I environment study and a non-invasive site assessment (the "Work"). This
Agreement is specifically limited in its scope of activities to be conducted. The persons
performing the Work will be subject to PSCo's reasonable approval, prior to any entry onto
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the Property. Further, Purchaser shall provide PSCo with written notice of its intention to
enter the Property at least five (5) business days prior to entering.
2. Purchaser agrees to pay all costs and expenses associated with the Work.
Purchaser shall repair and restore any damage done to the Property and/or to any portions
therefore resulting from or arising out of the Work and upon completion of the Work shall
restore the Property to its condition as existed immediately prior to the entry by the
Purchaser.
3. This Agreement shall terminate upon the sooner of December 31, 2025 or
completion of the Work. Any provision of this Agreement shall survive termination if
context so requires including without limitation the indemnities provided for in paragraph
4 hereof and the insurance provisions provided for in paragraph 8.
4. To the extent authorized by law, Purchaser, its contractors and agents shall
defend, indemnify, protect and hold PSCo harmless from and against any and all costs,
expenses (including, but not limited to, reasonable attorney fees, consultant and expert
witness fees), damages, claims, actions, suits, judgments, fines, penalties or liabilities for
personal injury, death, property damage, environmental contamination or natural resource
damages arising or allegedly arising in any way as a result of the Work or presence on the
Property of Purchaser or the presence or acts of any of its agents, contractors, consultants
or employees (including, but not limited to, mechanics' lien claims); provided, however,
that such indemnity shall not extend to any such costs, damages, claims, actions, suits,
fines, judgments, penalties or liabilities arising solely out of the discovery of any existing
condition on the Property, except to the extent such condition is exacerbated by Purchaser,
and provided further that the Purchaser shall be responsible for the proper treatment and
disposal of all samples taken with respect to the Property. Purchaser does not hereby waive
any of the immunities, limitations of liability or defenses provided by the common law,
any statute, or the Colorado Governmental Immunity Act, CRS 21-10-101 et seq.
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5. Purchaser shall obey all PSCo written rules and regulations made known to
it prior to its entry as well as reasonable oral instructions related to safety as such are made
known to Purchaser during its presence on the Property.
6. Purchaser assumes all liability for any breach of the terms of this Agreement
by Purchaser and any of Purchaser's employees, agents and contractors. Purchaser agrees
and understands that any unauthorized use or disclosure of the Confidential Information
shall cause substantial harm to PSCo and that PSCo will not have an adequate remedy at
law for such breach of the terms of this Agreement. Therefore, this Agreement may be
enforced in equity by specific performance, temporary restraining order and/or injunction.
The rights to such equitable remedies shall be in addition to all other rights or remedies
which PSCo may have under this Agreement or under applicable law. The prevailing parry
in any dispute hereunder shall be entitled to recover its costs and expenses, including
reasonable attorneys' fees.
7. At all times while on the Property, Purchaser shall be accompanied by a
PSCo representative, unless otherwise authorized by PSCo in advance. Purchaser shall
provide PSCo with a copy of any completed report or document describing the results or
conclusions arising from the Work as soon as such report is completed_ Delivery of such
reports or documents are without any representation or warranty. Upon issuance of any
final reports, Purchaser shall deliver to PSCo all prior drafts and other documentsgenerated
pursuant to the Work within its possession or control, all without representation or
warranty. PSCo hereby requests, pursuant to CRS 24-72-204(30)(a)(IV), and Purchaser
agrees to maintain all information and documents (including final reports) generated as a
result of the Work as strictly secret and confidential and will not disclose such information
or documents to any third party without the express written consent of PSCo or as required
by Iaw, except to lenders, attorneys, and consultants to the extent necessary to complete
Purchaser's diligence and entitlement activities and perform its obligations hereunder, and
subject to such third party's agreement to maintain the information as confidential. PSCo
agrees that to the extent Purchaser's refusal to disclose such information or documents is
challenged by any person pursuant to CRS 24-72-204(5), PSCo shall be responsible for
defense of said challenge and for any award of damages or attorney fees arising therefrom.
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Confidential Information shall be disseminated within the Purchaser's organization and
within third party organizations on a "need to know" basis only. Purchaser will deliver to
PSCo all copies of any reports, documents describing the results or conclusions arising
from or related to the Work, and any and all other documents, writings or records
discussing the Work and the results or conclusions.
8. Purchaser and any of its agents, contractors or consultants performing the
Work shall take out and maintain, at their own expense, at least the following insurance:
Employer's Liability insurance with limits of $100,000 per occurrence for each bodily
injury claim, $100,000 per occurrence for each bodily injury caused by disease claim, and
$500,000 aggregate for all bodily injuries caused by disease claims; Commercial General
Liability insurance policy with limits of $1,000,000 for each occurrence, $1,000,000 for
each personal and advertising injury claim, $2,000,000 products and completed operations
aggregate, and °$2,000,000 policy aggregate; Business Automobile Liability with limits of
$1,000,000 combined single limit applicable to all owned, hired and non- owned vehicles
used in performing work on the Property.
9. Purchaser shall be solely responsible for ensuring that all of its agents,
contractors, consultants, and employees comply with the requirements of this Agreement.
10. This Agreement shall be govemed, construed and enforced in accordance
with the laws of the State of Colorado.
11. This Agreement sets forth the entire agreement and understanding of the
parties with respect to the Work contemplated hereby and supersedes all prior agreements,
arrangements and understandings relating to the subject matter hereof.
12. This Agreement shall bind upon and inure to the benefit of the parties hereto
and their permitted successors and assigns.
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13. This Agreement may be amended, modified, superseded or canceled, and
any of the terms or covenants hereof may be waived, only by written instrument executed
by the parties hereto or, in the case of waiver, by the party waiving compliance.
14. The failure of PSCo at any time or times to require performance of any
provision hereof shall in no manner affect its right later to enforce the same. No waiver
by PSCo of the breach of any terms or covenant contained in this Agreement, whether by
conduct or otherwise, in any one or more instances shall be deemed to be construed as
further or continuing waiver of any such breach or a breach of any other term or covenant
of this Agreement.
IN WITNESS WHEREOF, the parties hereto, intending to be bound hereby, have
caused this Agreement to be executed by their officers, duly authorized, as of the day and
year first above written.
PURCHASER:
WELD COUNTY, COLORADO, a body
corporate and politic under the laws of
the State of Colorado
By:
Name:
Title:
ATTEST:
By:
Name:
Title:
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PaPgrAIVIligIY' L' IMIYAMMINirki III III
Approved as to form:
By:
Name:
Title:
[Seller signature on next page]
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VIII igil:CI Mi4irOVIV VOA IMI 4141A lily) 111111
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PSCo:
PUBLIC SERVICE COMPANY OF
COLORADO, a Colorado corporation
By:
Name: Adam Pena
Its: Manager, Permits and Right of Way
Xcel Energy Services, Inc., as
Authorized Agent for Public Service
Company of Colorado
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EXHIBIT F
Weld County
Project Code: 24989
FAIR MARKET VALUE
Project No.: STU C030-085
WAIVER VALUATION
Parcel No.: RWE-04, TE-04
Owner Name: Public Service Company of Colorado
Location: WCR 13 &t WCR 54 Roundabout
County: Weld
Brief description of subject and taking: The subject property is 0.207 acre parcel located in Weld County and is used for
gas utilities. The acquisitions entail one right of way purchase totaling 0.071 acres and one temporary easement totaling
0.044 acres. See attached land comparison chart for the derived price per acre.
Land/Site Value Part Taken
Parcel or Easement # (except TE)
Area SF or AC
$/Unit
Easement Burden %
RWE-04
0.071 ac
$39,000/ ac
100%
$ 2,769.00
$
$
$
Total Land
$2,769.00
Improvements Value Part Taken:
Describe Below
Contributory Value: Per Unit Basis or Lump Sum Basis
$
$
1+ Total Improvements
+ $
TE
Purpose
Area SF or AC
$/Unit
x % rate of return x duration
TE-04
Temporary Easement for
Construction
0.044 ac
$39,000
/ac
20% (2 years)
$ 343.20
Damages (Cost to Cure). Describe and quantify: N/A. Surface to be restored
as a part of the project.
$
+Total Temporary Easements
and Damages (Cost to Cure)
+ $ 343.20
= Total Compensation Estimate
= $ 3,120.00 (R)
Has the owner or designated representative accompanied the County's representative during inspection of the property?
❑ Yes Date
® No Describe efforts made: A meeting was offered to the landowner when the NO1 was mailed but the landowner
did not respond. Additional efforts will be made when the offer letter is delivered.
Signed (Waiver Valuation Preparer
Date:2/3/25
The dollar amount above is approved as Just Compensation by:
(Weld County Project Manager)
Date: 2/4/2025
cc: Project Devebpment Branch — Right of Way Program- original
Region ROW
Previous editions are obsolete and may not be used
CDOT Form #919
Version 2016-12
EXHIBIT F
Basis of Valuation
The unit price was derived from the analysis of an appraisal report completed by CBRE on this Project.
LAND SALES ADJUSTMENT GRID
Subject Comp No. 1 Comp No, 2 Comp No. 3 Comp No. 4 Comp No. 5 Comp No. 6
Grantor
Grantee
Date of Sole
Address
City, State
Usable Acres
Actual Sale Price
Capital Adjustment
Adjusted Sale Price
Unit Price
Fairmeadows Arthur P Chugwater Rolling T
GGAL, LLC Kadoko !!C Liquidation Garcia Creek LLC livestock, LLC
Trust
Aggregate
Tricycle lane Sunset Little Platte Industries Hunt Brothers
LG Everist, Inc
Texas LLC Industrial !LC Form, LLC Land Properties, Inc
Company, Inc.
Jon -24 Jun -23 Aug -22 Mar -22 Oct -21 May -21
Northwest North side of
Comer of Hwy 52, North
County Line side of Weld
Road and E CR 18, East
Lorimer County side of Weld
Road 18 CR 25
16543 Weld
County Road
23
16797 Weld Weld County
1507 E 8th 1 1283 County County Rood Rood 394 @
Street Road 40 5 25 Weld County
Road 35
Johnstown, CO Fort CuOplon, Platteville, CO Greeley, CO Platteville, CO Platteville, CO LaSalle, CO
O 225.920 4;23 544 77.000 85.166 140 680 287 4150 149.114
$15,900,000 53,420,000 $3,000,000 $3,700.000 59,000,000 13,503,900
SO SO SO 5450,000 So SO
S15.900 S3 420 3,000,000 53,250,000 $9;000,1000 13,503,900
Per Acre $37,540 $44 416 $35 225 523,102 531,343 S23,498___
Property Rights Conveyed
Financing
Conditions of Sale
Market Conditions ime) 8% 5% 9% 16'0
20%
23%
26%
1/Acre $39`417 $48,413 $40,861 $27 722 $38 552 $29 607
Location 15°=e -10% 10% -10% 10°6 10%
Size
Access
Functional Utility
Amenities
Topography
Stage of Development
Functional Utility -10% -10% -10% -10% -10% -10%
10%
Net Adjustment
Indicated Unit Value 529,563 538.730 540,861 522,178 534.697 $29,607
Estimated Unit Value $39,000
-25% -20% 096 -20% -10% 0%
cc: Project Development Branch - Right of Way Program - original
Region ROW
Previous editions are obsolete and may not be used
CDOT Form #919
Version 2016-12
EXHIBIT F
Subject Property:
E
Owner. DUBIK SERVICE CO Of C010
Account - Darte1
Agar
Subdivision:
Section IC Tornship iii Range: 5'A►
�rd'ct
. t 'V1 ,' s f
cc: Project Development Branch — Right of Way Program - original CDOT Form #919
Region ROW Version 2016-12
Previous editions are obsolete and may not be used
Contract Form
Entity Information
Entity Name* Entity ID*
PUBLIC SERVICE COMPANY OF @00020329
COLORADO
Contract Name
PURCHASE AND SALE AGREEMENT FOR ROW ON THE
CR 54/13 ROUNDABOUT
Contract Status
CTB REVIEW
Q New Entity?
Contract ID
9735
Contract Lead
CKIMMI
Contract Lead Email
CKimmi@weld.gov
Parent Contract ID
Requires Board Approval
YES
Department Project #
GR-70
Contract Description*
PURCHASE AND SALES AGREEMENT BETWEEN WELD COUNTY AND PUBLIC SERVICE COMPANY OF COLORADO FOR
3,095 FEET OF ROW FOR THE CR 54/13 ROUNDABOUT PROJECT.
Contract Description 2
Contract Type*
AGREEMENT
Amount*
$ 3,120.00
Renewable*
NO
Automatic Renewal
NO
Grant
NO
IGA
NO
Department
PUBLIC WORKS
Department Email
CM-
PublicWorks@weld.gov
Department Head Email
CM-PublicWorks-
DeptHead@weld.gov
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
D.GOV
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Requested BOCC Agenda Due Date
Date* 07/10/2025
07/14/2025
Will a work session with BOCC be required?*
HAD
Does Contract require Purchasing Dept. to be
included?
NO
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase
Contract Dates
Effective Date
Termination Notice Period
Contact Information
Review Date*
07/09/2025
Committed Delivery Date
Renewal Date
Expiration Date*
12/31/2027
Contact Info
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
Approval Process
Department Head Finance Approver Legal Counsel
.CURTIS HALL CHERYL PATTELLI BYRON HOWELL
DH Approved Date Finance Approved Date Legal Counsel Approved Date
07/09/2025 07/10/2025 07/10/2025
Final Approval
BOCC Approved Tyler Ref #
AG 071425
BOCC Signed Date Originator
CKIMMI
BOCC Agenda Date
07/14/2025
Hello