HomeMy WebLinkAbout20250078.tiffUse by Special Review (USR) Application
Planning Department Use: Date Received:
Amount $ Case # Assigned:
Application Received By: Planner Assigned:
P roperty Information
Is the property currently in violation? 21 No / ■ Yes Violation Case Number:
Parcel Number: 1 0 5 3 _ 2 4
S ite Address: 40.303315, -104.50689
_ 0 _ 0
0 _ 0 0 8
Legal Description: 8908 ALL 24 4 64
Section: 24 , Township 4N N, Range 64W W Zoning District: KERSEY RURALAcreage: 61.4
Within subdivision or townsite? O No / ■ Yes Name:
Water (well permit # or water district tap #): N/A
Sewer (On -site wastewater treatment system permit # or sewer account #): N/A
Floodplain • No / rA Yes Geological Hazard ► No / • Yes Airport Overlay CZ No / • Yes
P roject
U SR Use being applied for: 10MW Solar garden
N ame of proposed business: Pivot Solar 45 LLC / Pivot Solar 55 LLC
P roperty Owner(s) (Attach additional sheets if necessary.)
N ame: Colorado State Land Board
Company: Colorado State Land Board
Phone #: (303) 866-3454
Email: N/A
Street Address: 1127 Sherman St
City/State/Zip Code: Denver, CO 80203
APPLICANT/AUTHORIZED AGENT (Authorization Form must be included if there is an Authorized Agent)
N ame: Caitlin O'mara
Company: Pivot Energy
Phone #: 888) 734-3033 Email:
cait.omara@pivotenergy.net
Street Address: 1601 Wewatta St, Ste 700
City/State/Zip Code: Denver, CO 80202
I (We) hereby depose and state under penalties of perjury that all statements, proposals, and/or plans submitted with
or contained within the application are true and correct to the best of my (our) knowledge. All fee owners of the property
must sign this application. If an Authorized Agent signs, an Authorization Form signed by all fee owners must be
included with the application. If the fee owner is a corporation, evidence must be included indicating the signatory has
the legal authority to sign for the corporation.
CaS OrfreaA.
Signature
Caitlin O'Mara
07/05/24
Date
Signature Date
Print Print
01/24
9
Acknowledgement of
Authorization
By signing and delivering this Acknowledgement of Authorization (this "Acknowledgement"), the Colorado
State Board of Land Commissioners (the "Land Board"), the undersigned owner of real property in Weld
County, Colorado, hereby acknowledge(s) that Pivot Energy, solely in connection with and subject to the Solar
Planning Lease No.115444 attached hereto as Exhibit A (the "Lease"), is authorized by the Land Board to carry out
the following activities with respect to the property described in the Lease:
applying for and obtaining any and all permits and approvals issued by Weld County;
requesting inspections to be performed by Weld County staff;
• providing access to the property;
• handling of official documents pertaining to the property, such as Certificates of Occupancy;
solely to the extend such activities pertain to the activities expressly authorized in the Lease.
Description of property subject to the Lease:
Township 4 North Range 64 West, Section 24,LW2. 320 acres
The Land Board's acknowledgement as provided herein is limited to those activities expressly authorized by the Lease and
Pivot Energy's use of the property as authorized in the Lease. Land Board does not authorize Pivot Energy to take any
action not expressly authorized in the Lease, and the Land Board does not authorize Pivot Energy to act for or on behalf of
the Land Board or the State of Colorado. The Land Board may revoke this Acknowledgement at any time by terminating
the underlying Lease or providing notice of revocation to the Weld County Planning & Building Departments.
Owner signatures:
X
r
David S. Rodenberg, Real Estate Po tfolio ,Age or the Colorado State Land Board
Date:
2421/ 1*
Subscribed and sworn to before me this (7 = day of TC/cbridtivul , 20 2'f by
DeLuca S Rix-I-LOS/3j4-al Nit . My commission expires
?04ctsj0 k� bt (#m ,. LoAct 1d
izeit
Notary Public
f‘Ar 9- 202-7
) '
CAFUL tRE -RUTH ST ITT
tUDTARY PUBLIC
STATE OF COLORADO
NO GARY ID 20154021187
MY COMMISSION EXPIRES OS/29/2027
Exhibit A
Solar Planning Lease No. 115444
[attached]
DocuSign Envelope ID: D1601ABC-B062-4D1 D-B19A-4EDAF8BC1665
STATE OF COLORADO
STATE BOARD OF LAND
COMMISSIONERS
SOLAR ENERGY PLANNING LEASE NO. 115444
THIS LEASE is entered into on 01/01/2024 by and between the State of Colorado, acting through its State
Land Board of Land Commissioners ("State Land Board"), whose address is 1127 Sherman Street, Suite 300,
Denver, CO 80203, and PIVOT ENERGY DEVELOPMENT LLC ("Lessee", whether one or more), whose address is:
1750 15TH STREET SUITE 400 DENVER CO 80202.
1. DESCRIPTION OF THE PREMISES
The State Land Board teases to the Lessee and Lessee teases from the State Land Board, exclusively for the
purposes indicated below, the trust lands, in the County of , Colorado, more particularly described in
Exhibit A attached hereto and made apart hereof (the "Premises") and subject to all existing easements
and right-of-ways of third parties, and the rights of existing surface and mineral lessees and surface
patentees, and further subject to the terms, conditions, and agreements set out in this Lease.
2. CONDITION OF LEASED PREMISES
Lessee represents that Lessee has had an opportunity to inspect the Premises prior to entering into this
tease, and Lessee accepts the Premises in their present condition and acknowledges that the Premises are
in all respects suitable for the purposes permitted. The State Land Board disclaims any and all obligation
to provide access to the Premises across adjacent land or to fence, make any repairs to or construct any
improvements upon the Premises, and the State Land Board does not warrant that the Premises are
suitable for the permitted purposes. Lessee acknowledges that it is solely responsible for performing its
own due diligence and for becoming fully familiar with the condition of the land and any applicable
restrictions, uses, or other conditions that might affect its development or use for a particular purpose.
3. USE OF THE LEASED PREMISES
The use of the Premises shalt be limited to wind and solar energy development studies. Lessee shalt not
produce for sale any power under this Lease. Lessee shall have the right of access only for the purpose
of determining the feasibility of wind energy and solar energy conversion to electrical power, including
studies of wind speed, wind direction, solar insolation, air temperature and other related and relevant
meteorological data; extracting soil samples, for the purpose of determining the feasibility of installing
wind turbines, solar panels and related power generation facilities, meteorological towers, and solar
measurement equipment; and undertaking any other activities that Lessee reasonably determines are
necessary, useful or appropriate to accomplish the foregoing, including the right of ingress to and egress
from the Premises by means of existing roads and lanes.
No activities are allowed or shall commence on the Premises without first obtaining written approval of
the State Land Board for such activities. Lessee must provide information to the State Land Board
sufficient for the State Land Board to determine and evaluate Lessee's proposed work activities,
including but not limited to the location and number of meteorological towers and the full extent of all
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activities that wilt occur on or impact the surface. The State Land Board may require changes to
Lessee's proposed work activities.
4. LEASE TERM
This tease is effective for the term of Three (3) years, being until the 12/31/2027, (the "Initial Term")
subject to the covenants and agreements herein.
The Lessee may terminate this Lease prior to the expiration of the Term. The Lessee shalt provide the
State Land Board with a written notice of early termination at least thirty (30) days prior to the intended
date of early termination ("Early Termination Date") . Upon the State Land Boards receipt of such notice,
this Lease shall terminate and Lessee shall be released from all obligations under this Lease other than
those obligations that expressly survive such termination, cancellation or relinquishment.
There shall be no refunds of any previously paid rental regardless of early termination. Lessee shalt not be
obligated to pay any future rental for subsequent years under this tease provided that the Early
Termination Date occurs prior to the subsequent Anniversary Date (defined below). In no event shall this
provision release the Lessee from paying any rental due to the State Land Board prior to the Early
Termination Date.
5. EXTENSION TERM
The State Land Board and the Lessee may agree to an extension of this tease for a period up to one (1)
additional year (the "Extension Term") on terms and conditions set forth by the State Land Board and
agreed to by both parties provided a notice of intent to enter into such extension shall be given in writing
to the State Land Board no later than ninety (90) days prior to the expiration of the Initial Term. In the
notice of intent, Lessee may request a reduction in the area of the Premises to be teased during the
Extension Term. Lessee may not reduce the size of the teased Premises by less than contiguous tracts of
approximately 160 acres or Governmental lot corresponding to a quarter section. The State Land Board
shalt determine the new rental rate during the Extension Term to reflect a reduction in the size of the
leased Premises; however, the rental amount shall not be less than $2,000 per year. The initial term and
any extension term are collectively referred to herein as the "term."
6. RENTAL
The rental amount for each year shall be as follows:
Year 1: $4,800.00
Year 2: $5,120.00
Year 3: $5,440.00
Rental shall be paid to the Lessor in advance of the date this lease commences and upon each
Anniversary Date thereafter. The "Anniversary Date" shall mean the date one-year after this lease is
entered into, and each subsequent one-year date thereafter during the Term. Lessee shall pay the rental
at the office of the State Land Board of Land Commissioners, Denver, Colorado.
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7. EXCLUSIVE RIGHT TO NEGOTIATE SOLAR ENERGY AND PRODUCTION LEASE
A. Exercise of Exclusive Right to Negotiate Solar Energy Production Lease
Lessee may at any time within the term of the lease exercise an Exclusive Right to Negotiate Solar
Energy Production Lease by giving the State Land Board at least ninety (90) days written notice of
intent to enter into such lease on the Premises, or a portion of the Premises. The State Land Board
and Lessee will make a good faith effort to negotiate the Solar Energy Production Lease.
B. Exclusive Right to Negotiate Lease
This lease does not guarantee Lessee a Solar Energy Production Lease, only the exclusive right to
negotiate with and request approval from the State Land Board for a Solar Energy Production Lease
during the Term of this lease, subject to the terms and conditions contained herein and subject to
the approval of the State Land Board.
C. Conditions
Lessee must provide and have in place the following information, documentation, permits, plans,
approvals, etc., and provide the same to the State Land Board as a condition of and before the State
Land Board will consider allowing the exercise of the Exclusive Right to Negotiate and the granting of a
Solar Energy Production Lease.
i. Project Plans that include:
a) the timing of solar energy development from feasibility studies and planning to
construction and operations,
b) capital cost projections,
c) the proposed use for each tract of state land,
d) maps and plats that indicate the project area, the state sections, and the location of solar
panels, access roads, overhead and underground electrical transmission lines, electrical
transformers, energy storage facilities, telecommunications equipment, power generation
facilities, meteorological towers and solar measurement equipment, control buildings,
maintenance yards, and other related facilities and equipment, and,
e) any other land use plans required to develop the project, including the transmission
component from the solar farm to the interconnect.
ii. Financial information and documentation that demonstrates a) the financial wherewithal and
creditworthy record of the project developer, b) experience in developing large wind and/or
solar energy projects, c) compliance with the requirements and laws necessary to do business in
the State of Colorado, and, d) financial arrangements and partnerships in place to accomplish the
required capital investment.
iii. Estimates of revenue the state may realize as a result of this land use.
iv. Details regarding the marketing and sale of the electricity, including information on existing or
potential power purchase agreements.
v. Information and documentation indicating compliance with all federal, state, county, and local
government land use laws, rules, regulations, permits, codes, and ordinances, including the
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status of the appropriate county land use permit, a copy of which must be provided to the State
Land Board.
vi. Environmental analyses and studies that are required by any federal, state, or county agency or
regulation, including but not limited to the study of the impacts to avian and raptor activity and
evidence of efforts to work cooperatively with and mitigate or resolve issues and concerns raised
by the Colorado Division of Wildlife.
vii. Information regarding other work performed or to be performed to ensure that the project is
constructed and operated in such a manner as to avoid or minimize potential impacts to sensitive
plant and animal wildlife resources.
D. One -Year Notice to Other Lease Holders
Lessee acknowledges by signing of this tease that they realize the Premises may have active
agricultural leases and/or other use leases at present and the State Land Board is required to give a
one-year notice of cancellation of any part or all of the agricultural tease prior to the construction
of permanent solar generation facilities if the Lessee determines through their planning process to
request a Solar Energy Production Lease and proceed with construction of permanent facilities.
8. BOND
If the Lessee intends to disturb the surface or subsurface of the property for any reason during the term of
this Planning Lease, the Lessee shall execute a bond (or other sureties as may be approved by the State
Land Board) at the time this lease is executed by the parties in an amount to be determined based on the
intended disturbance. The bond shall guarantee restoration or/and revegetation of the Premises to a
native grassland condition or to such other conditions as may be approved by the State Land Board. The
bond shall consist of cash, bank certificate of deposit, or other sureties as may be approved by the State
Land Board. However, if the bond is other than cash, the bond must be in a form that wilt guarantee
payment in cash to the State Land Board upon receipt by any bank or insurance company of written
demand by the State Land Board, without further condition. Lessee shall commence restoration work not
less than six months prior to the expiration of this lease. The State Land Board shalt return the bond to
the Lessee if and when it deems that the Premises have been restored or revegetated to the required
conditions.
9. GOVERNMENTAL IMMUNITY
Liability for claims or injuries to persons or property arising from the negligence of the State of Colorado,
its departments, institutions, agencies, boards, officials, and employees is controlled and limited by the
provisions of the Governmental Immunity Act, C.R.S. § 24-10-101 et seq., and the risk management
statues, C.R.S. § 24-30-1501 et seq., as amended. No term or condition of this Lease will be construed or
interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or
other provisions, of the Governmental Immunity Act as applicable now or hereafter amended.
10. INDEMNIFICATION
Lessee assumes all liability arising from the use, occupation or control of the Premises by Lessee under
this Lease. This assumption includes, but is not limited to, liability for all personal injuries (including
death) and environmental and property damage and destruction. Lessee agrees to defend, indemnify and
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hold harmless the State Land Board from and against any and all liabilities, tosses, damages, liens,
expenses, claims, demands, debts, obligations, fines, penalties, suits or actions, judgments, and costs of
any kind whatsoever arising from the use, occupation or control of the Premises, caused by any act,
omission or neglect of Lessee, or Lessee's employees, agents, guests, invitees, contractors or assigns.
Lessee further agrees to indemnify the State Land Board for any costs, including costs of suit and fees for
consultants, experts, and attorneys, incurred by the State Land Board in terminating or canceling,
enforcing obligations or defending itself against any matter arising under this Lease caused or permitted
by lessee or Lessee's employees, agents, guests, invitees, contractors or assigns. This provision shall
survive termination, cancellation or relinquishment of this Lease and any cause of action by the State
Land Board to enforce it shalt not be deemed to accrue until the State Land Board's actual discovery of
said liability, claim, toss, damage, or exposure. This indemnity is in addition to any other indemnity
provided for in this Lease. Lessee will not be responsible for any liability caused by persons granted other
uses of the Premises by the State Land Board.
11. INSURANCE
Lessee, at its sole cost and expense, shalt during the entire term of this Lease procure, pay for and keep
in full force and effect an occurrence based general liability insurance policy from an insurance carrier
licensed to do business in Colorado, in an amount not less than one million dollars ($1,000,000.00) per
occurrence and two million dollars ($2,000,000.00) aggregate. Lessee, at its sole cost and expense, shalt
during the entire term of this Lease procure, pay for and keep in full force and effect a property
insurance policy from an insurance carrier licensed to do business in Colorado covering alt insurable
improvements owned by the State Land Board located on the Premises in an amount not less than
necessary to cover the replacement cost. All policies shall name the State Land Board as an additional
insured, shall provide that the coverage is primary and noncontributory over any other insurance coverage
available to the State Land Board, its agents and employees and shall include a clause waiving all rights of
recovery, under subrogation or otherwise against the State Land Board, its agents and employees. Failure
to buy and maintain the required insurance is a default of this Lease. Before starting work under this
Lease, Lessee shall, at the State Land Board's request, furnish a certificate of liability insurance,
referencing the lease number and reflecting the above requirements. The State Land Board may alter any
requirements of this section to meet the requirements of the Colorado Governmental Immunity Act or any
requirements determined by the Colorado Office of Risk Management.
12. CONSTRUCTION OF IMPROVEMENTS
A. No improvement shall be placed on the Premises by the Lessee without prior written authorization of
the State Land Board. Lessee may request in writing, permission to construct temporary
improvements related to planning and research for potential solar energy development. The State
Land Board will consider such requests and respond in writing of approval or denial of the request
and any additional terms if any. Such written authorization shall not be unreasonably denied. Lessee
shall provide any designs, construction plans or building specifications requested by the State Land
Board when the State Land Board is considering authorization of improvements. Improvements
placed upon the Premises by the Lessee with the State Land Board's written authorization shall be
referred to herein as "Authorized Improvements".
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B. Upon the termination of this tease, and provided Lessee is not then in breach of or in default under this
tease, all Authorized Improvements and other property of Lessee shalt, at the Lessee's option, either be
removed by Lessee without damage to the Premises or sold by Lessee to a subsequent lessee pursuant
to paragraph 21 of this tease.
C. All Authorized Improvements or property not so removed or sold within thirty (30) days after
termination of this tease shall be deemed abandoned and may, at the State Land Board's option, be
removed by the State Land Board at the Lessee's expense, retained by the State Land Board for use
by subsequent lessees, or sold by the State Land Board with all proceeds going to the State Land
Board. The State Land Board shall be entitled to recover from the Lessee the costs of removing any
improvements and personal property pursuant to paragraph 21 of this tease. Lessee shall not be
entitled to sell, remove, alter or receive compensation for any Authorized Improvements or property
at any time the Lessee is in default or breach of any term, provision or covenant of this tease.
D. Ownership of Authorized Improvements Upon Premises. The State Land Board and the Lessee
acknowledge, covenant and agree that any Authorized Improvements, including all appurtenances
and additions thereto, erected at any time upon the Premises by the Lessee shall immediately upon
erection or installation be the property of and belong to the Lessee for the Term of this lease subject
to the requirements and conditions of this lease.
13. OPERATIONS
A. No more of the surface of the Premises shall be disturbed than is reasonably necessary for the
purpose for which this tease is issued.
B. This tease does not grant exclusive use of the land described, and the Premises shall be available for
other surface uses, including livestock grazing. This lease is subject to all leases, rights -of -way, and
other agreements now in effect on said land, and the Lessee is to cooperate with, and not to
interfere with, nor prevent the operations of any lessee or permittee.
C. Lessee shall be responsible for the control and eradication of noxious weeds on the Premises insofar as
the presence of such noxious weeds is the result of Lessee's actions. Lessee shall cooperate with
other existing or future lessees or permittees to control and eradicate noxious weeds on the
Premises; including cost sharing in weed control and eradication for up to one year after this lease is
terminated. Said cost sharing will be at the sole discretion of the State Land Board.
D. Lessee is to provide drainage and erosion control structures, fences, gates, cattle guards, or any
other facilities necessary to protect the Premises.
E. Excavations, facilities, Authorized Improvements and Lessee's Property shall be maintained in a safe
condition to prevent injury to persons, livestock, and wildlife.
F. All operations of the Lessee shall be conducted in a workmanlike and reasonable manner, and all
necessary precautions shall be taken to avoid damage to the Premises. Any damage done by Lessee
to the Premises, native grass or timber, or state-owned improvements, shall be paid for by Lessee to
the State Land Board including any cost for reclamation and revegetation. Damage to private
property on the Premises, including fences, crops, irrigation structures, wells, livestock, and
privately -owned improvements, caused by the actions of the Lessee shall be paid by Lessee to the
surface lessee or owner thereof.
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G. No refuse, waste, or litter of any kind shall be left on the land by Lessee.
H. Lessee shall not permit the storage of or spill of any toxic or hazardous material on the Premises
while in its possession. No underground storage facilities are authorized.
I. No minerals of any kind, including but not limited to oil, gas, sand, gravel, or stone, found on the
Premises, shalt be sold by the Lessee unless purchased from State Land Board.
J. No off road traffic allowed.
K. No wood collection or tree cutting allowed.
L. Disturbing, dislodging, damaging, defacing, destroying or removing historical archaeological,
paleontological, or cultural sites or artifacts is prohibited.
M. Disturbing, dislodging, damaging, defacing, destroying any improvement, fixture, item, object or
thing placed or located in, under or upon the land is prohibited.
N. This permit does not grant a right to enter State Trust Lands to which there is no public access.
0. Any uses or activities not within the scope of this lease are not allowed unless prior written approval
from the State Land Board is granted.
P. There shall be no disposal of sewage, liquid or solid waste on the Premises by Lessee, unless
approved by the State Land Board during the lease term. Any project plans that require disposal of
sewage shall comply with applicable laws and regulations and be approved by the State Land Board
prior to being filed with any local government.
Q. Lessee may not store on the Premises any materials, product, or equipment not directly related to
the Lessee's operations on the Premises.
14. NO PARTNERSHIP
Nothing in this lease shalt cause the State Land Board in any way to be construed as a partner, a joint
venturer or associated in any way with the Lessee in the operation of the Premises, or subject the State
Land Board to any obligation, toss, charge or expense connected with or arising from the operation or use
of the Premises or any part thereof.
15. MAINTENANCE AND REPAIR
The State Land Board shall have no duty of maintenance or repair with respect to the Premises, any
Authorized Improvements. Or any Lessee's property thereon. The Lessee shall keep and maintain the
Premises, Lessee's property, and Authorized Improvements thereon in constant good order and repair in
the same condition as when initially constructed, ordinary wear and tear excepted. All repairs made by
the Lessee shall be at least equal in quality to the original Authorized Improvements.
16. DAMAGE OR DESTRUCTION
In case of damage to or destruction of the Premises or any part thereof, by any cause whatever resulting
from the Lessee's activities, the Lessee shall give or cause to be given to the State Land Board prompt
notice of such occurrence and shall promptly proceed with due diligence to repair, restore, replace or
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rebuild so as to make the Premises at least equal in quality to the original condition, or restore the same
to such modified plans as shall be previously approved in writing by the State Land Board.
If Lessee fails to repair, restore, replace or rebuild, Lessee shall be liable and agrees to pay the State
Land Board or the State Land Board's surface lessee (depending on the ownership of the property
damaged) for all damage to the surface, livestock, crops, pasture, hay, or other agricultural products,
water welts, reservoirs, or other improvements, caused by Lessee's activities and operations on the
Premises. Damages shall be determined by the average of three independent quotes obtained from
three mutually acceptable consultants familiar with the compensation paid for such damages. These
obligations shall not terminate upon the termination, surrender or expiration of the lease, but shall
continue until the surface is returned to at least equal quality to the original condition.
17. TAXES, UTILITIES AND OTHER EXPENSES
It is understood and agreed that all taxes, assessments, insurance, utilities and other operating costs
including those which could otherwise result in a lien being placed against the Premises as welt as the cost
of all repairs, remodeling, renovations, alterations, and improvements, and all other direct costs, charges
and expenses of any kind whatsoever respecting the Premises shall be borne by the Lessee and not by the
State Land Board so that the rental return to the State Land Board shall not be reduced, offset or
diminished directly or indirectly by any cost or charge, nor subject to suspension or termination for any
cause.
18. RESERVATIONS TO THE STATE LAND BOARD
This lease is subject to any and all presently existing easements, rights -of -way and other interests,
whether or not visible on the ground; and, in addition to its reversion upon termination of this lease, the
State Land Board hereby reserves:
A. Access
i. The State Land Board or its authorized representatives may from time to time, at any
reasonable hour, and with or without notice, enter upon and inspect the Lessee's books,
accounts and records, the Premises, any portion thereof, and the Authorized Improvements or
other improvements thereon to ascertain and secure compliance with this lease, but without
obligation to do so or liability therefore. Lessee hereby grants to the State Land Board a non -
revocable license for such access over and across Lessee's other lands during the term of this
tease.
ii. The right to access, inspect, and monitor the Premises at all reasonable times by the State Land
Board, utilizing all reasonable means and methods, including but not limited to gate counters,
game cameras and Unmanned Aerial Systems (UAS). The use of UAS wilt be in accordance with
applicable Federal Aviation Administration (FAA) rules and regulations. Lessee will cooperate
and not interfere with all reasonable means and methods of access, inspection, and monitoring
including taking actions necessary to comply with FAA rules and regulations.
B. Additional Uses
i. The right to sell, exchange, or otherwise dispose of all or any portion of the Premises during
the term of this lease.
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ii. The right to lease all or any portion of the premises to other persons for the purposes of
exploring for and removing timber, minerals, ores, metals, coal, asphaltum, oil, gas, sand,
gravel, clay, quarry products, peat, geothermal resources, and all other naturally occurring
resources, together with reasonable and adequate rights of entry and surface rights necessary
or convenient to exercise such reserved rights.
iii. The State Land Board reserves title to all water rights associated or appurtenant to the
Premises. In addition, no water, ditch, reservoir, well, spring, seepage or other right,
permit, or use of any kind ("Water Right") may be initiated, established, appropriated or
adjudicated (for use on or off the Premises) by Lessee without the prior written approval of
the Board. All applications and documents pertaining to any such Water Right must be made
in the name of the Board, and the Board reserves the right to make or convert any related
applications or documents in or to its own name. Any such Water Right, approved or
unapproved is the sole and absolute Property of the Board without cost to the Board.
iv. The right at any time to grant a right-of-way upon, over, under, through, or across all or any
part of the Premises for any ditch, reservoir, railroad, communication system, electric power
line, pipeline, schoolhouse, or other lawful purpose. Such grants shalt be compatible with the
rights and privileges granted to Lessee herein, and shall be subordinate to the rights of
Lessee. Any new grant of easement or right-of-way upon, over, or across the Premises shall
include provisions requiring that any and all damages caused to any structures or Authorized
Improvements placed upon the surface of the Premises subsequent to the date hereof shall be
repaired by and at the expense of the party to whom the easement or right-of-way was
granted.
v. The right to put the Premises to additional uses by granting additional leases, permits, access,
or rights to the Premises or any portion thereof, at any time and for any purpose, including
but not limited to hunting, fishing and other recreational purposes.
vi. All rights, privileges and uses of every kind or nature not specifically granted to Lessee by this
lease.
vii. The right to dispose of surface where the State Land Board is the surface owner subject to
the terms and conditions of this lease.
viii. The right at any time to place the Premises into the Stewardship Trust as set forth in
Section 10 (1)(b)(I) of Article IX, of the State Constitution. Placement into the Stewardship
Trust can be made under conditions such that this placement will not unreasonably interfere
with the rights and privileges of Lessee.
19. ASSIGNMENTS, SUBLEASING AND ENCUMBRANCES
A. This lease shall be binding on the parties hereto, their heirs, representatives, successors and permitted
assigns.
B. This lease shall not be assigned, transferred or sold, voluntarily or by operation of law, without the
prior written consent of the State Land Board. It shall be understood that any name change, or
changes in ownership of the Lessee shall be considered an assignment. Consent to an assignment
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shall be at the State Land Board's sole discretion and upon such terms and conditions as determined
by the State Land Board.
C. Assignment or other transfer without written consent of the State Land Board shalt not result in a
novation of this tease, and shall, nevertheless, make the assignee responsible and liable, along with
the Lessee, for performing this lease. The acceptance by the State Land Board of any payment due
hereunder from any person other than the Lessee shalt not be deemed a waiver by the State Land
Board of any provision of this tease or to be consent to any assignment.
D. Subleasing, encumbering, pledging or otherwise transferring this lease is expressly prohibited under
the terms of this lease.
E. The State Land Board's approval of an Assignment shalt not relieve Lessee from any liability that may
have arisen under the tease prior to the Assignment.
20. DEFAULTS AND REMEDIES
A. Defaults
The occurrences of any one or more of the following events shall constitute a default hereunder by
the Lessee:
i. Failure by the Lessee to make any payment of rental or other payment of additional rental or
charge required to be made by the Lessee hereunder, as and when due.
ii. Use of the Premises by the Lessee, its successors and assigns or attempted use of the Premises for
any other purpose than those permitted by this tease without the written consent of the State Land
Board.
iii. Failure by the Lessee to perform any of the covenants, conditions or requirements contained
herein.
Any of the above events of default may be cured by the Lessee within thirty (30) days after written
notice thereof from the State Land Board to the Lessee in accordance with the "Miscellaneous, Notices"
section of this lease. If the nature of the Lessee's default is such that more than thirty (30) days are
reasonably required to cure such default, then the Lessee shall not be deemed to be in default if the
Lessee shall commence such cure within said thirty (30) day period and thereafter diligently pursue
such cure to completion.
B. Remedies
In any event of default and in addition to any or all other rights or remedies of the State Land Board
hereunder or by the taw provided, the State Land Board may exercise the following remedies at its sole
option:
i) Termination. Terminate the Lessee's right to possession of the Premises by any lawful means, in
which case this tease shall terminate and the Lessee shalt immediately surrender possession of
the Premises to the State Land Board according to the terms of the "Surrender" section of this
tease. In such event of termination, the State Land Board shall be entitled to recover from the
Lessee:
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1) The unpaid rental, taxes and damages which have accrued up until the time of termination
together with interest; and
2) Any other amount necessary to compensate the State Land Board for the Lessee's failure to
perform its obligations under this tease or which would be likely to result therefrom, including,
but not limited to, the cost of recovering possession of the Premises, expenses of reletting,
including necessary repair, renovation and alteration of the Premises, reasonable attorney's
fees, and any other reasonable costs.
3) The interest shall be one and one-half percent (1-1/2%) per month. Said interest shall accrue
from the dates such amounts accrued to the State Land Board until paid by the Lessee.
ii) Rental During Unlawful Detainer. In any action for unlawful detainer commenced by the State Land
Board against the Lessee by reason of any default hereunder, the reasonable rental value of the
Premises for the period of the unlawful detainer shall be two (2) times the current rental and other
charges or payments to be made by the Lessee under this lease for such period.
iii) Cumulative Rights. The rights and remedies reserved to the State Land Board, including those not
specifically described, shalt be cumulative, and the State Land Board may pursue any or all of such
rights and remedies, at the same time or separately.
21. SURRENDER
Upon expiration or termination of this tease, the Lessee shall peaceably and quietly leave, and surrender
possession of the Premises to the State Land Board, and at its own expense shall promptly and diligently
within thirty (30) days remove, demolish and/or clear off from the Premises all Authorized
Improvements, other improvements, and personal property and restore the surface to its original
condition. Any Authorized Improvements and personal property remaining after thirty (30) days shall, at
the option of the State Land Board, become the property of the State Land Board. In addition, State
Land Board shall be entitled to recover from the Lessee the costs of removing any Authorized
Improvements, facilities and personal property and the costs of restoring the surface to its original
condition. This right to recover costs shall remain in effect after the termination or expiration of this
tease.
Notwithstanding any provisions to the contrary, the Lessee shall have no right to remove, alter or
demolish all or part of the Lessee's Authorized Improvements or personal property at any time the Lessee
is in default or breach of any term, provision or covenant of this lease.
22. HAZARDOUS SUBSTANCES
A. The Lessee shall not place, store, use or dispose on the Premises, temporarily or permanently, any
substance that is hazardous, toxic, dangerous or harmful or which is defined as a hazardous
substance by the Comprehensive Environmental Response Compensation and Liability Act,
42USC9b01. These substances shall be referred to collectively as "hazardous substances".
B. The Lessee is also prohibited from storing any gasoline or other fuel on the Premises without the
State Land Board's prior written permission.
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C. The Lessee shall immediately notify the State Land Board of all spills, releases, inspections,
correspondence, orders, citations, notices, fines, response and/or cleanup actions, and violation of
laws, regulation or ordinance which affect the Premises.
D. Lessee shall be solely liable for all liability, damages, costs or claims, including attorneys' fees
arising from or in connection with activities caused or permitted by Lessee, or which Lessee knew or
should have reasonably known about concerning hazardous substances and hereby indemnifies the
State Land Board against the same.
23. CONDEMNATION
A. If all of the Premises are taken by any public authority under the power of eminent domain, this
lease shalt terminate as of the date possession was taken by said public authority pursuant to such
condemnation. If part of the Premises is taken and, in the opinion of either the State Land Board or
the Lessee, it is not economically feasible to continue this tease, either party may terminate this
lease.
B. Such termination by either party shall be made by notice to the other party given not later than
thirty (30) days after possession is so taken. If part of the Premises is taken and neither the State
Land Board nor the Lessee elects to terminate this lease the payment due under this lease shall be
abated in the same proportion as the portion of the Premises so taken bears to the whole of the
Premises.
C. All damages awarded for the taking or damaging of all or any part of the Premises, or State Land
Board -owned improvements thereon, shall belong to and become the property of the State Land
Board, and the Lessee hereby disclaims and assigns to the State Land Board any and alt claims to
such award. The State Land Board shall not claim any interest in any Authorized Improvements.
D. If the temporary use (defined as less than one year) of the whole or any part of the Premises shall be
taken at any time during the term of this lease, the Lessee shall give prompt notice thereof to the
State Land Board; however, the term, rentals and other obligations of the Lessee under this lease
shall not be reduced or affected in any way. The Lessee shall be entitled to compensation as
determined by applicable law for any such temporary taking of the Premises.
24. LIENS AND CLAIMS
A. Mechanics' Liens
The Lessee shall not suffer or permit to be enforced against the Premises, or any part thereof, or any
Authorized Improvements thereon, any mechanics', materialmen's, contractors', or subcontractors'
liens arising from, or any claim for damage growing out of, the work of any construction, repair,
restoration, replacement or improvement, or any other claim or demand howsoever the same may
arise, but the Lessee shall pay or cause to be paid all of said liens, claims, or demands, before any
action is brought to enforce the same against the Premises or Authorized Improvements.
The Lessee agrees to defend, indemnify and hold the State Land Board and the Premises free and
harmless from all liability for any and all such liens, claims, demands, and actions (collectively, the
"liens") together with reasonable attorney's fees and all costs and expenses in connection herewith.
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B. Rights to Contest
Notwithstanding the foregoing, if the Lessee shalt in good faith contest the validity of any such Lien,
then the Lessee shall at its sole expense defend itself and the State Land Board against the same and
shall pay and satisfy any adverse expense or cost or adverse judgment that may be rendered thereon
before the enforcement thereof against the State Land Board or the Premises, upon the condition that
if the State Land Board shall require, the Lessee shall furnish a surety bond satisfactory in form and
amount to the State Land Board. Said bond shall not be less than one hundred twenty percent (120%)
of such contested lien indemnifying the State Land Board against liability for the same, and holding the
Premises free from the effect of such lien.
C. Posted Notice
The Lessee shall, upon execution of this lease at its cost, prepare a Notice, pursuant to CRS
§38-22-105, and cause the same to be posted for the purpose of protecting the State Land Board
against any liens or encumbrances upon the Premises by reason of work, labor, services or materials
contracted for or supplied to the Lessee.
D. The State Land Board's Liens
To secure the payment of any Rental that becomes due, and to satisfy all reasonable costs and fees
incurred by the State Land Board in recovering said Rental, the State Land Board shall have a
contractual lien on any and all Authorized Improvements (the "Rent Lien") and their proceeds in any
disposition. Any security interest granted in any Authorized Improvement, including a collateral
assignment, will be subordinate to the Rent Lien. Lessee has the affirmative obligation to give
notice of these Liens to any lender, investor or prospective secured party. The State Land Board
agrees to work with Lessee's lenders, investors, or prospective secured parties to make satisfactory
arrangements for the suspension or discharge of such liens.
25. MISCELLANEOUS
A. False Statements
Any false certification or statement by the Lessee in the application, public disclosure statement or
qualification of financial responsibility statement required to be submitted with the application for the
lease, or in any other document or report required to be submitted under this lease, shall at the
discretion of the State Land Board, result in termination of this lease and an action for damages.
B. Lease Document Controls
In the event of inconsistency or conflict between this lease and documents incorporated herein by
reference, this lease shall control.
C. Compliance With Laws
The Lessee shall comply with all applicable federal, state and local ordinances, regulations and laws
including but not limited to criminal, land use, fencing, noxious weed, environmental, wetlands
protection, hazardous waste, health and safety laws, ordinances and regulations regarding the
Premises and activities conducted thereon or by virtue thereof. Furthermore, the Lessee shall not use
or permit the Premises to be used in violation of any such rule, regulation or law; or for any purpose
tending to damage or harm the Premises or improvements thereon or adjacent thereto, or the image or
attractiveness thereof; or for any improper, offensive or immoral use or purpose; or in any manner
which shall constitute waste, nuisance or public annoyance. The Lessee shall immediately notify the
State Land Board of all spills, releases, inspections, correspondence, orders, citations, notices, fines,
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response and/or cleanup actions, and violation of laws, regulation or ordinance which affect the
Premises.
D. Lessee's Authority
If the Lessee is an entity other than an individual, each individual executing this lease on behalf of said
entity represents and warrants that he or she is duty authorized to execute and deliver this tease on
behalf of said entity and that this tease is binding upon said entity in accordance with its terms. The
Lessee shalt deliver a certified copy of the appropriate document evidencing authorization for such
execution.
E. Entire Agreement
This tease and all documents incorporated herein by reference represent the entire agreement
between the parties hereto. No oral agreement or implied covenant shall be held to vary the
provisions hereof.
F. Amendments
This lease shall not be amended or ratified except by written document executed by the parties
hereto.
G. Certain Rules of Construction
Time is of the essence in the performance of this tease. Unless the context clearly implies otherwise,
each and every act to be performed or obligation to be fulfilled by the Lessee under this lease shall be
performed or fulfilled at the Lessee's sole cost and expense. Lessee's failure to perform any of its
obligations under this Lease in a timely manner shalt be a breach of this tease.
H. Governing Law and Venue
This tease shalt be governed by and construed in accordance with the taws of the State of Colorado and
venue shall be in the City and County of Denver or the county in which the premises is located.
I. Notices
Every notice, demand, request, designation, consent, approval or other document or instrument
required or permitted to be served hereunder shalt be in writing, shall be deemed to have been duly
served on the day of receipt and shall be sent by United States mail, postage prepaid. The parties may
change the place for serving of such papers on it, or provide for the delivery of not more than two (2)
additional copies, by giving the other party at least ten (10) days prior written notice to such effect.
J. Severability
If for any reason provisions of this lease or the application thereof to any person or circumstances,
shall to any extent, be deemed invalid or unenforceable, the remainder of this tease shall not
necessarily be affected thereby and each provision of the lease shall be valid and enforceable to the
fullest extent permitted by law.
K. Costs of Suit: Attorney's Fees
In the event that the State Land Board shall, without fault on the State Land Board's part, be made
party to any litigation instituted by the Lessee or by any third party against the Lessee, or by or against
any person holding under or using the Premises by license of the Lessee, or for the foreclosure of any
lien for labor or material furnished to or for the Lessee or any such other person or otherwise arising
out of or resulting from any action or transaction of the Lessee or of any such other person, the Lessee
hereby indemnifies and holds the State Land Board harmless from and against any judgment rendered
against the State Land Board or the improvements or any part thereof, and all costs and expenses,
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including reasonable attorney's fees, incurred by the State Land Board in or in connection with such
litigation. This provision shall survive the termination, cancellation or relinquishment of this lease.
. Archaeology
It is contrary to state and federal law to excavate, appropriate or disturb any historical, prehistorical
or archaeological site or resource on any lands administered by the State Land Board. Discovery of a
suspected site or resource shall be immediately brought to the attention of the State Land Board and
the State Archaeologist.
M. Counterparts
This Lease may be executed in any number of multiple, identical, original counterparts, each of
which shall be deemed to be an original, but all of which taken together shalt constitute one and
the same agreement.
N. Signatures
Signatures required in this Lease shall be either original "wet" handwritten signatures or digital
signatures in accordance with the Colorado State Controller Contract, Grant and Purchase Order
Policies regarding the use of digital signatures issued under the State Fiscal Rules. If any signatory
signs this Lease using a digital signature in accordance with the Colorado State Controller Contract,
Grant and Purchase Order Policies regarding the use of digital signatures issued under the State
Fiscal Rules, then any agreement or consent to use digital signatures within the electronic system
through which that signatory signed shalt be incorporated into this Lease by reference.
O. Colorado Open Records Act ("CORA") Disclosure
To the extent not prohibited by federal law, this lease and the performance measures if any, are
subject to release through CORA, C.R.S. § 24-72-200.0 et seq.
26. HOLDING OVER
If Lessee remains in possession of the Premises after the termination of this lease (by expiration or
otherwise) Lessee shalt be liable for rental during such holdover possession. The reasonable rental during
a holdover possession shall be two (2) times the current rental. At the State Land Board's option, the
Lessee shall be construed to be in possession of the Premises and to be occupying the same so long as the
Premises are used in any way to any extent by Lessee, or so tong as any of his authorized or unauthorized
improvements remain on the Premises. Continued occupancy shall not establish a new or extended lease
term or other right, no matter how long maintained and regardless of the State Land Board's knowledge
thereof.
27. ONGOING OBLIGATIONS
Termination, surrender, or relinquishment shall not release or excuse Lessee from any liability: (i) for
known or unknown waste or damage to the Premises, including environmental damage which arose from,
or in connection with, Lessee's use or occupancy of the Premises; (ii) to the State Land Board, including
all rent owed under this Lease, which accrued prior to the date of such relinquishment; (iii) from the
obligations to restore or revegetate the surface and to maintain or remove Authorized Improvements or
other Lessee property; or (iv) from any other requirement of this lease that survives the Termination of
this Lease. Upon relinquishment, Lessee shall not be entitled to a refund of any rent previously paid.
Any term, condition, restriction, reservation or covenant that gives rise to any rights or claims of the
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State Land Board against Lessee shall be deemed to survive the termination, relinquishment, surrender
or abandonment of this tease until all claims and issues have been settled or resolved.
28. STATE LAND BOARD'S AUTHORITY
This tease is entered into pursuant to the authority granted to the State Land Board by Colorado state law.
29. ADDITIONAL CONDITIONS
WETLANDS AND RIPARIAN RESOURCES
A. Lessee shalt not disturb surface land within 100 feet of any wetland, riparian area, or the 100 -year
floodplain without the written consent of the Board /Lessor.
i. Wetland areas are defined as areas that display wetland characteristics as determined by
vegetation, hydrology, and soils (including areas identified by the National Wetland Inventory
and/or the Colorado Wetland Information Center Wetland Inventory Mapping Toot
https://cnhp.colostate.edu/cwici).
ii. Riparian areas are defined as all perennial and intermittent streams and creeks, as well as any
ephemeral drainages (including areas identified and mapped by the National Wetland Inventory
and/or Colorado Wetland Information Center Wetland Inventory Mapping Toot
https://cnhp.colostate.edu/cwic/).
B. Prior to any surface disturbance, Lessee shall provide to the lessor/ Board project manager either:
i. A map (with topography and/or aerial photography) demonstrating that no wetlands, riparian
areas, or 100 -year floodplains exist within 100 feet of the area subject to disturbance; OR,
ii. A request to disturb surface land within 100 feet of identified wetlands, riparian areas, or 100 -
year floodplains. Such request will include a map identifying the boundaries of any wetlands,
riparian areas, or 100 -year floodplain within 100 feet of the proposed disturbance; the total area
subject to proposed disturbance; and the reason for the request.
HISTORICAL, PREHISTORIC, AND ARCHAEOLOGICAL RESOURCES (CULTURAL RESOURCES)
A. Lessee shalt comply with the requirements of C.R.S. § 24-80-401 through 411 and 8 CCR 1504-
7 HISTORICAL, PREHISTORICAL, AND ARCHAEOLOGICAL RESOURCES as the same may be
amended from time to time.
B. Title and Reservations. The state of Colorado reserves to itself title to all historical, prehistorical,
and archaeological resources in all lands, rivers, lakes, reservoirs, and other areas owned by the
state or any county, city and county, city, town, district, or other political subdivision of the state.
Historical, prehistorical, and archaeological resources (collectively "cultural resources") shall include
all deposits, structures, or objects which provide information pertaining to the historical or
prehistorical culture of people within the boundaries of the state of Colorado, as welt as fossils and
other remains of animals, plants, insects, and other objects of natural history within such
boundaries. "Cultural resources" includes, in addition to the specific site or deposit, rights -of -way
access on state-owned land from a maintained public road for the exploration, protection,
preservation, interpretation, and enhancement of the site or deposit proper.
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C. Any area subject to surface disturbance, including new access roads and areas of temporary surface
disturbance, together with an additional area extending outward 50 feet in all directions, shalt be
known as the Area of Potential Effects ("APE"). The Board/Lessor, at its discretion, may specify that
the APE include a broader geographic area or areas within which an undertaking may directly or
indirectly cause alterations in the character or use of historic properties, if any such properties exist.
D. Site Planning
i.Prior to any surface disturbance, Lessee shalt arrange for a Class III cultural resource survey
("Survey") of the APE. The surveyor shall be permitted with the state Office of
Archaeology and Historic Preservation (OAHP). The Survey shalt be conducted to OAHP
standards and any deviation from such standards shall be approved by the Board /Lessor.
The surveyor shall provide the completed Survey, including site management
recommendations, to the Board/Lessor and OAHP pursuant to 8 CCR 1504-7.
ii. If a Class III survey was previously conducted for the APE, a new Survey for the previously
surveyed area is not required.
iii. Exempt Areas: A Survey is not required for previously disturbed areas such as existing
roads, facilities, well pads, cropland, and parking lots. Additionally, the following surface
disturbance activities are exempt from the requirement to conduct a Survey. Exemptions
for surface disturbing activities not identified below require prior written approval by the
Board/ Lessor.
1) Installation or repair of fences and/or signs;
2) Hand shovel test pits, auger bore holes, and soil sampling;
3) Law enforcement, emergency response, spill response, and/or natural disaster response
activities to protect immediate threats to health, safety, or the environment;
4) Installation and repair, maintenance, and replacement of livestock improvements such
as water tanks, pumps, associated pipelines, and existing livestock ponds and dams. The
construction of new livestock ponds and dams are not exempt from this requirement.
5) Any leases or temporary use permits that do not involve new surface disturbance; and
6) Plugging, restoration, remediation, or reclamation activities that do not involve new
surface disturbance outside the boundaries of any existing roads, rights of way, well
pads, and associated oil and gas facilities or other structures.
iv.If the completed Survey or OAHP identifies any cultural resources on the APE, the
Board/Lessor will consult with OAHP and determine whether any specific site management
activities will be required.
v. The Board/Lessor, in its sole and absolute discretion, may impose additional requirements,
conditions, restrictions, or stipulations under this Lease to protect or preserve such
cultural resources. Lessee acknowledges that Board/Lessor is under no obligation to refund
any rental, bonus, consideration, or fee paid under this Lease.
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E. Operations.
1. Under no circumstances may any person injure, destroy, disturb, damage, deface, dislodge,
mar, appropriate, collect, remove, alter, or excavate any cultural resources on state lands,
except as provided for through the Board/Lessor's recommendations or requirements
provided to the Lessee under 3(c) above.
Discovery or indication of additional or undocumented cultural resources not identified in the Survey
shall be immediately brought to the attention of the Board/Lessor, OAHP, and the State Archaeologist. if
human remains are discovered, project activity within 50 feet shall stop immediately and the party shall
notify the local law enforcement agency, the Board/Lessor, OAHP, and the State Archaeologist pursuant
to CRS 24-80-1302.
30. NO WAIVER
No failure by either party to exercise and no delay in exercising any right, power or privilege hereunder
will operate as a waiver hereof, nor will any single or partial exercise of any right or privilege hereunder
preclude further exercise of the same right or the exercise of any right hereunder. A waiver on one or
more occasions of any provisions hereof shall not be deemed a continuing one.
[Signature Page Follows]
SO -115444
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IN WITNESS WHEREOF, the Lessor and the Lessee, by their signatures below, agree to the terms of this
Lease:
PIVOT ENERGY DEVELOPMENT LLC
By:
DocuSigned by:
it) ---f
C8DF75413A8
5/5/2023
nature Date
Jon Fitzpatrick
Printed Name
SO -115444
Authorized Representative
Title
STATE OF COLORADO BY THE
STATE BOARD OF LAND COMMISSIONERS
�— DocuSigned by:
Potv-iat U
BY: Y • E3F886F5513E4-21.
David S. Rodenberg, Real Estate Portfolio Agent
Date:
5/5/2023
Page 19 of 20 Revised_DOL_20210129
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EXHIBIT A
"The Premises"
S0-115444
Township
Range Section Description of Land County
4N 64W 24
W1/2 Weld
Containing 320 acres, more or less
Page 20 of 20 Revised_DOL_20210129
STATEMENT OF AUTHORITY (FOR A TRUST OR ORPORATE ENTIT
LC
1. This Statement of Authority relates to an entity named: Pivot Solar L�I� and ivot I.�
The type of entity is a limited liability company - . ('mot, corporation, etc.).
The entity is formed under the law ofDela are Astate).
4. The mailing address for the entity is. 1601 Wewatta Street, Suite Tao, i enver CO 80202
5. The name and position of each person authorized to execute instruments conveying.
encumbering. or otherwise affecting title to real property on behalf of the entity is:
Thomas Hunt, CEO
Jonathan Fitzpatrick, CDO
Kyle Sundman, Authorized Representative
Cait OTMara, Authorized Representative
This Statement of Authority is executed on behal ; of the entity pursuant to the provisions o ` olor do
Revised Statute Section 38-30-172(2).
Executed this _ day of SiTeirl4rt ti. -1
-2024.
Printed Name: Ton - wit
STATE of CO (gra- C
ss.
COUNTY OF ' ` eklisiter
Signature:
Title: Authorized Representative
The foregoing instrument was acknowledged before me this
20 'LH by
Witness my hand and official seal.
My Commission Expires: LOI / ...
Gaeta Oataa0
KYLE HOCKSIAD
NOTARY PUBLIC - STATE OF COLORADO
NOTARY ID 20234037487
MY COMMISSION EXPIRES OCT 3, 2027
5144,
day of
(Printed N am),
Notary Public
Ser Purkst. lecher
1
Document must be filed electronically.
Paper documents are not accepted.
Fees & forms are subject to change.
For more information or to print copies
of filed documents, visit www.coloradosos.gov.
-Flee'
Colorado Secretary of State
Date and Time: 07/25/2023 09:23 AM
ID Number: 20231777640
Document number: 20231777640
Amount Paid: $100.00
ABOVE SPACE FOR OFFICE USE ONLY
Statement of Foreign Entity Authority
filed pursuant to § 7-90-803 of the Colorado Revised Statutes (C.R.S.)
1. The entity ID number, the entity name, and the true name, if different, are
Entity ID number 20231777640
(Colorado Secretary of State ID number)
Entity name Pivot Solar 55 LLC
True name
(if different from the entity name)
2. The form of entity and the jurisdiction under the law of which the entity is formed are
Form of entity Foreign Limited Liability Company
Jurisdiction Delaware
3. The principal office address of the entity's principal office is
Street address 1601 Wewatta Street Suite 700
(Street number and name)
Mailing address
(leave blank if same as street address)
Denver
(City)
(Province — if applicable)
CO 80202
(State) (ZIP/Postal Code)
United States
(Country)
(Street number and name or Post Office Box information)
(City)
(Province — if applicable)
(State) (ZIP/Postal Code)
(Country)
•
4. The registered agent name and registered agent address of the entity's registered agent are
Name
(if an individual)
or
(if an entity) Vcorp Agent Services, Inc.
(Caution: Do not provide both an individual and an entity name.)
•
•
(Mi
ddle) (Suffix)
AUTHORITY
Page 1 of 3 Rev. 12/01/2011
(First) (First)
(Last) a (Last)
Street address 7700 E Arapahoe Road, Suite 220
(Street number and name)
Mailing address
Centennial
(City)
CO 80112
(State) (ZIP Code)
(leave blank if same as street address) (Street number and name or Post Office Box information)
(The following statement is adopted by marking the box)
VA
(City)
CO
(State) (ZIP Code)
The person appointed as registered agent above has consented to being so appointed.
5. The date the entity commenced or expects to commence transacting business or conducting activities in
Colorado is 07/24/2023
(mm/dd/yyyy)
6. (If applicable, adopt the following statement by marking the box and include an attachment)
❑ This document contains additional information as provided by law.
7. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has
significant legal consequences. Read instructions before entering a date)
(If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format.)
The delayed effective date and, if applicable, time of this document is/are
(mm/dd/yyyy hour:minute am/pm)
Notice:
•
Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or
acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the
individual's act and deed, or that the individual in good faith believes the document is the act and deed of the
person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity
with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic
statutes, and that the individual in good faith believes the facts stated in the document are true and the
document complies with the requirements of that Part, the constituent documents, and the organic statutes.
This perjury notice applies to each individual who causes this document to be delivered to the Secretary of
State, whether or not such individual is named in the document as one who has caused it to be delivered.
8. The true name and mailing address of the individual causing the document to be delivered for filing are
Mann Victoria
(Last) (First)
25 Robert Pitt Drive
•
(Middle) (Suffix)
(Street number and name or Post Office Box information)
Suite 204
MONSEY
(City)
NY 10952
(State) (ZIP/Postal Code)
United States .
(Province — (f applicable) (Country)
(If the following statement applies, adopt the statement by marking the box and include an attachment)
This document contains the true name and mailing address of one or more additional individuals
causing the document to be delivered for filing.
AUTHORITY
Page 2 of 3 Rev. 12/01/2011
Disclaimer:
This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice,
and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy
minimum legal requirements as of its revision date, compliance with applicable law, as the same may be
amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should
be addressed to the user's legal, business or tax advisor(s).
AUTHORITY
Page 3 of 3 Rev. 12/01/2011
STATE OF DELAWARE
CERTIFICATE OF FORMATION
OF LIMITED LIABILITY COMPANY
The undersigned ned authorized person., desiring to form a limited liability company pursuant to the Limited
Liability Company Act of the State of Delaware, hereby certifies as follows:
, The name of the limited liability company is Pivot Solar 45 L .
,The Registered Office of the limitedliability company in the State of Delaware is located at
108 wo 13th St Suite 100 (street), in the City of Wilmington , Zip Code 19801 . The name of the
Registered Agent at such address upon whom process against this limited liability. company may be
served is Vcorn .Agent Services .Inc. .
By:
t µ
Author a erson
Name:O he
Print or Type
State of Delaware
Secretary of State
Division of Corporations
Delivered 12:54 PM 06/29/2023
FILED 12:54 PM 06/29/2023
SR 20232889725 - File Number 7543256
STATE OF DELAWARE
CERTIFICATE OF FORMATION
OF LIMITED LIABILITY COMPANY
The undersigned authorized person., desiring to form a limited liability company pursuant to the Limited
Liability Company Act of the State of Delaware, hereby certifies as follows:
, The name of the limited liability company is Pivot Solar 55 LLC
he Registered Office of the limited liability company in the State of Delaware is located at
108 we _ 13th St Suite 100 (street), in the City of Wilmington , Zip Code 19801 . The name of the
Registered Agent at such address upon whom process against this limited liability company may be
served is \rem A. ae t Services Inc, .
By:
400>C::4:)
f y.
AuthorF� .. erson
Name
ILO L
Print or Type
State of Delaware
Secretary of State
Division of Corporations
Delivered 03:48 PM 07/20/2023
FILED 03:48 PM 07/20/2023
SR 20233045617 - File Number 7580369
LIMITED LIABILITY COMPANY AGREEMENT
OF
PIVOT SOLAR 55 LLC
THIS LIMITED LIABILITY COMPANY AGREEMENT of PIVOT SOLAR 55 LLC
(this "Agreement") is entered into and shall be effective as of July 20, 2023, by PIVOT ENERGY
DEVELOPMENT LLC (the "Initial Member"), as the sole member of PIVOT
SOLAR 55 LLC (the "Company"). The Initial Member and any successor or transferee
thereof, including any successor or transferee resulting from a transfer described in Section 9
herein, is referred to as the "Member".
SECTION 1. LIMITED LIABILITY COMPANY AGREEMENT. This Agreement
shall constitute the "limited liability company agreement" of the Company within the meaning of
the Delaware Limited Liability Company Act (the "Act") for all purposes.
SECTION 2. THE COMPANY.
2.1 Formation. The Company was formed and organized by filing a Certificate of
Formation with the Delaware Secretary of State on July 20, 2023 (as amended from time to
time, the "Certificate"). The rights and liabilities of the Member shall be as provided in the Act as
the same may be modified by the terms and provisions of this Agreement.
2.2 Name. The name of the Company is Pivot Solar 55 LLC. The business of
the Company shall be conducted under that name or under such other name, if any, as the Member
shall determine.
2.3 Business. The Company may carry on any lawful business, purpose or activity. The
Company shall possess and may exercise all the powers and privileges granted by the Act or by
any other law, together with any powers incidental thereto, so far as such powers and privileges
are necessary or convenient to the conduct, promotion or attainment of the business, purposes or
activities of the Company.
2.4 Registered Agent and Office. The registered agent for service of process and the
registered office of the Company in the State of Delaware shall be as set forth in the Certificate.
The Company may also have offices at such other places within or without the State of Delaware
as the Member may from time to time determine or the business of the Company may require.
2.5 Title to Property. All property owned by the Company, whether real or personal,
tangible or intangible, shall be deemed for all purposes to be owned by the Company, and the
Member shall not have any individual interest in such property. Title to all such property shall be
held in the name of the Company.
2.6 Term. The term of existence of the Company commenced upon the date of the
filing of the Certificate with the office of the Secretary of State of the State of Delaware and shall
continue until the earlier of (i) the date on which the Company is dissolved and its affairs wound
up in accordance with the provisions of this Agreement or the Act and (ii) such earlier date as
dissolution is required pursuant to the Act.
2.7 Fiscal Year. The Fiscal Year of the Company for accounting and tax purposes shall
begin on January 1 and end on December 31 of each year, except for the short taxable years in the
years of the Company's formation and termination and as otherwise required by the Internal
Revenue Code of 1986, as amended.
2.8 Liability of Member and Certain Other Persons; Indemnification.
(a) Neither (i) the Member nor (ii) any Authorized Person (defined below)
(collectively, the "Covered Persons") shall have any liability under this Agreement or under the
Act except as provided herein or as required by the Act. Except as required by the Act, the debts,
obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be
solely the debts, obligations and liabilities of the Company, and no Covered Person shall be
obligated personally for any such debt, obligation or liability of the Company solely by reason of
being a Covered Person of the Company. The Member shall be liable to the Company for the
capital contributions specified in Section 3.1 and as may otherwise be required pursuant to the Act.
The Member shall not be required to loan the Company any funds.
(b) Any expenses incurred by the Member on behalf of the Company shall be
borne by the Company and the Member shall be reimbursed by the Company for such expenses.
(c) To the fullest extent permitted by the Act, the Company shall indemnify and
hold harmless each Covered Person from and against any and all losses, claims, demands,
liabilities, expenses, judgments, fines, settlements and other amounts arising from any and all
claims, demands, actions, suits or proceedings, civil, criminal, administrative or investigative
("Claims"), in which the Covered Person may be involved, or threatened to be involved, as a party
or otherwise, by reason of the fact that he, she or it is a Covered Person or which relates to or arises
out of the Company or its property, business or affairs. A Covered Person shall not be entitled to
indemnification under this Section 2.8(c) with respect to (i) any Claim with respect to which such
Covered Person has engaged in fraud, willful misconduct or gross negligence or (ii) any Claim
initiated by such Covered Person unless such Claim (A) was brought to enforce such Covered
Person's rights to indemnification hereunder or (B) was authorized or consented to by the Member.
Expenses incurred in defending any Claim by any Covered Person shall be paid by the Company
in advance of the final disposition of such Claim upon receipt by the Company of an undertaking
by or on behalf of such Covered Person to repay such amount if it shall be ultimately determined
that such Covered Person is not entitled to be indemnified by the Company as authorized by this
Section 2.8(c).
2.9 Reliance by Third Parties. Persons dealing with the Company are entitled to rely
conclusively upon the power and authority of the Member and Authorized Persons of the Company
as herein set forth in this Agreement.
SECTION 3. CAPITAL.
3.1 Capital Contributions. The Member shall be obligated to make only such capital
contributions to the Company as the Member shall agree to in writing. The Member shall not be
2
obligated to make any contribution to capital of the Company other than as specified in this
Section 3.1. The Member shall not be obligated to restore any deficit capital account balance or to
pay to any person the amount of any such deficit capital account balance.
3.2 Rights of Member in Capital. The Member shall have no right to distributions or
to the return of any contribution to the capital of the Company except (i) for distributions in
accordance with Section 5 or (ii) upon dissolution of the Company.
SECTION 4. ALLOCATIONS OF PROFITS AND LOSSES. Income, gain, loss,
deduction or credit (or any item thereof) of the Company shall be allocated 100% to the Member.
SECTION 5. DISTRIBUTIONS. Cash available for distribution will be distributed to
the Member in its discretion.
SECTION 6. MANAGEMENT.
6.1 Management by Member. The management of the business is vested in the
Member. The Member shall have all rights and powers that are conferred by law as necessary,
advisable or convenient in order to manage the business of the Company.
6.2 Member Liability. The liability of the Member shall be limited as provided
pursuant to applicable law. The Member is in control, management, direction, and operation of the
Company's affairs and shall have powers to bind the Company with any legally binding agreement,
including opening and administering bank accounts for the Company.
6.3 Powers of the Member. Without limiting Section 6.1, the Member is authorized
on the Company's behalf to make all decisions as to (a) the sale, development lease or other
disposition of the Company's assets; (b) the purchase or other acquisition of other assets of all
kinds; (c) the management of all or any part of the Company's assets; (d) the borrowing of money
and the granting of liens on and security interests in the Company's assets; (e) the pre -payment,
refinancing or extension of any loan affecting the Company's assets; (f) the guarantying of the
obligations of others and the granting of liens on and security interests in the Company's assets to
secure the obligations of others; (g) the compromise or release of any of the Company's claims or
debts; and (h) the employment of persons, firms or corporations for the operation and management
of the Company's business. In the exercise of its management powers, the Member is authorized
to execute and deliver on behalf of the Company (a) all contracts, conveyances, assignments leases,
sub -leases, franchise agreements, licensing agreements, management contracts and maintenance
contracts covering or affecting the Company's assets; (b) all checks, drafts and other orders for the
payment of the Company's funds; (c) all promissory notes, loans, security agreements and other
similar documents; (d) all guaranties, pledge agreements, assignments for security and other
similar documents; and (e) all other instruments of any other kind relating to the
Company's affairs, whether like or unlike the foregoing.
6.4 Authorized Persons. The Member or its direct or indirect owner that holds,
directly or indirectly, a majority or controlling interest in the Member (the "Parent Company")
may appoint individuals, with such titles as the Member or the Parent Company may select, as
officers, authorized persons, employees or agents of the Company to act on behalf of the Company,
with such power and authority as the Member or the Parent Company may delegate from time to
3
time to any such person. Any such officers, authorized persons, employees and agents (each, an
"Authorized Person") may be removed by the Member or the Parent Company at any time and
from time to time, with or without cause. The Member and any Authorized Person (to the extent
acting within the scope of their delegated authority) shall have the right to act for and bind the
Company and may execute documents, instruments and contracts in the name of and on behalf of
the Company.
SECTION 7. BOOKS AND RECORDS; ACCOUNTING; BUDGETS;
FINANCIAL STATEMENTS; BANK ACCOUNTS.
7.1 Books and Records. The books and records of the Company shall be kept at the
principal office of the Company.
7.2 Method of Accounting. The Company's books of accounts shall be maintained in
accordance with federal income tax accounting principles utilizing a method of accounting chosen
by the Member.
7.3 Bank Accounts. The Company may maintain appropriate accounts at one or more
financial institutions for all funds of the Company as determined by the Member. Such accounts
shall be used solely for the business of the Company. Withdrawals from such accounts shall be
made only upon the signature of those persons authorized by the Member. The foregoing
notwithstanding, the Company may maintain certain accounts as collateral accounts to secure the
payment and performance of the obligations of the Company and any subsidiaries and such
accounts may be subject to restrictions and procedures governing deposits to, transfers and
withdrawals from, and investment of funds in, such accounts.
SECTION 8. TAX MATTERS.
8.1 Tax Returns. The Member shall cause any federal, state or local income tax returns
of the Company to be prepared and filed on behalf of the Company, and they shall cause copies of
such returns to be furnished to the Member.
8.2 Disregarded Entity for Federal and State Income and Franchise Tax Purposes.
The Member intends that the Company shall be treated as a "domestic eligible entity" that is
disregarded as an entity separate from its owner (a "Disregarded Entity") for federal, state and
local income and franchise tax purposes and shall take all reasonable action, including the
amendment of this Agreement and the execution of other documents but without changing the
economic relationships created by, or the essential terms of, this Agreement, as may be reasonably
required to qualify for and receive treatment as a Disregarded Entity for federal income tax
purposes.
SECTION 9. TRANSFER OF INTERESTS.
9.1 Transfer. The Member may sell, transfer, assign, exchange, mortgage, pledge,
grant a security interest or lien in, on or against, or otherwise dispose of or encumber all or any
part of its right, title and interest in the Company, including without limitation (i) its "limited
liability company interest" (as such term is defined in section 18-101(10) of the Act) in the
Company; (ii) its right to participate in the management of the business and the affairs of the
4
Company; and (iii) its status as a "member" (as such term is defined in section 18-101(13) of the
Act) in the Company (collectively, the "Interest"). Any transferee of all or part of the Member's
Interest shall be admitted as a member of the Company if (i) the transferor Member shall so provide
in writing in the instrument of transfer, provided that, in the event of a transfer by reason of the
dissolution of the Member, the transferee(s) shall be admitted as a Member without further action
by the dissolved Member, or (ii) the transferee is a mortgagee, pledgee or secured party that has
foreclosed or accepted a transfer in lieu of foreclosure of the Interest.
9.2 Withdrawal of Interests of Member. The Interest of the Member in the Company
may not be withdrawn from the Company prior to its dissolution.
SECTION 10. DISSOLUTION OF THE COMPANY.
10.1 Dissolution of the Company. The Company shall be dissolved upon a written
action of the Member or upon the happening of such other events as result in a dissolution of the
Company under the Act, provided, however, that the Company shall not be dissolved upon the
dissolution or other termination of the legal existence of the Member. In the event of dissolution
of the Company, the Company shall commence an orderly winding -down process. The continuing
operation of the Company's business shall be confined to those activities reasonably necessary to
wind up the Company's affairs, discharge its obligations, and preserve and distribute its assets.
10.2 Distributions in Liquidation. In the event of the dissolution of the Company as
provided for in Section 10.1, the proceeds of liquidation of the Company's assets, and any assets
that the Member determines are to be distributed in kind, shall be applied as follows:
(a) the debts, liabilities and obligations of the Company, other than debts to the
Member, and the expenses of liquidation (including legal and accounting expenses incurred in
connection therewith), up to and including the date that distribution of the Company's assets to the
Member has been completed, shall first be satisfied (whether by payment or by making reasonable
provision for payment thereof);
(b) such debts as are owing to the Member shall next be paid or provided for;
and
(c) the remaining proceeds, or assets to be distributed in kind, shall be
distributed to the Member.
10.3 Certificate of Cancellation. As soon as possible (but in no event later than 90
days) following the completion of the winding up of the Company, the Member (or any other
appropriate representative of the Company) shall execute a certificate of cancellation in the form
prescribed by the Act and shall file the same with the office of the Secretary of State of the State
of Delaware.
10.4 Liquidating Statement. The Member shall be furnished with a statement that shall
set forth the assets and liabilities of the Company as of the date of complete liquidation.
5
SECTION 11. MISCELLANEOUS.
11.1
Member.
Amendment. This Agreement may only be amended by a writing executed by the
11.2 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Delaware (without regard to principles of conflict of laws)
applicable to contracts made and to be performed therein.
11.3 Severability. Any provision hereof which is prohibited or unenforceable in any
jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or
unenforceability without invalidating the remaining provisions hereof and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in
any other jurisdiction. To the extent permitted by applicable law, the parties hereby waive any
provision of law which may render any provision hereof void or unenforceable in any respect.
11.4 Headings. The headings and captions in this Agreement are for convenience of
reference only and shall not in any way affect the meaning or interpretation of any of the terms or
provisions hereof.
11.5 No Third Party Beneficiaries. Except as otherwise provided herein, nothing in
this Agreement shall be construed as giving any person other than the parties hereto any right,
remedy or claim under or in respect of this Agreement or any provision hereof.
(Signature Page Follows)
6
IN WITNESS WHEREOF, the Member has caused this Agreement to be duly executed
and delivered as of the date first set forth above.
MEMBER:
PIVOT ENERGY DEVELOPMENT LLC,
a Colorado limited liability company
By:
Name: Amy Nitl5en
Title: Authorized Representative
Ai
Signature Page to LLC Agreement
Pivot Solar 55 LLC
N
AMENDED AND RESTATED LIMITED LIABILITY COMPANY
AGREEMENTOF PIVOT ENERGY DEVELOPMENT LLC
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
("Agreement"), dated as of August 11, 2021, of Pivot Energy Development LLC, a Colorado
limited liability company ("Company"), is entered into by Pivot Energy, Inc a Delaware
corporation, as the sole member of the Company ("Member") pursuant to and in accordance with
the Colorado Limited Liability Company Act, Colorado Revised Statutes, Title 7 §§80-101,et
seq. (the "Act").
RECITALS
WHEREAS, TCA Microgrid Energy, LLC ("TCA") formed Company in accordance
with Section 80-108(1)(c) of the Act, on or about April 23, 2021; and
WHEREAS, at formation of Company, TCA was the sole Member of Company; and
WHEREAS, TCA sold its membership interest in Company to Pivot Energy Inc, a
Delaware corporation on or about May 18, 2021 and Pivot Energy Inc, became the new
Member of Company; and
WHEREAS, the new Member, Pivot Energy Inc now desires to set forth its
understandings regarding its rights, obligations and interests with respect to the affairs of the
Company and the conduct of its business.
NOW, THEREFORE, in consideration of the agreements and obligations set forth
herein andfor other good and valuable consideration, the receipt and sufficiency of which are
herebyacknowledged, the Member hereby agrees as follows:
ARTICLE I
Definitions
Section 1.1 Definitions. Capitalized terms used but not otherwise defined herein
shall havethe meanings assigned to them in the Act.
ARTICLE II
General Provisions
Section 2.1 Company Name. The name of the Company is "Pivot Energy
Development LLC ". The business of the Company may be conducted upon compliance with all
applicable laws under any other name designated by the member(s).
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 1 of 11
Section 2.2 Registered Office; Registered Agent.
(a) The Company shall maintain a registered office in the State of Colorado
and the name of the Company's registered agent in the State of Colorado is Vcorp Services LLC.
(b) The business address of the Company is 1750 15th Street, Suite 400,
Denver, CO 80202, or such other place as the Manager shall designate.
Section 2.3 Nature of Business Permitted; Powers. The purpose of the Company is to
engage in any activity for which limited liability companies may be organized in the State of
Colorado, including solar project development, ownership, and operation. The Company shall
possess and may exercise all of the powers and privileges granted by the Act or by any other law
or by this Agreement, together with any powers incidental thereto, so far as such powers and
privileges are necessary or convenient to the conduct, promotion or attainment of the business
purposes or activities of the Company.
Section 2.4 Business Transactions of a Member with the Company. In accordance
with Section 18-107 of the Act, a member may transact business with the Company and, subject
to applicable law and this Agreement, shall have the same rights and obligations with respect to
any such matter as a person who is not a member.
Section 2.5 Fiscal Year. The fiscal year of the Company ("Fiscal Year") for financial
statement purposes shall end on December 31 of each year.
Section 2.6 Effective Date. In accordance with Section 80-108(c) of the Act, it is the
intention of the Member that this Agreement be effective as of the Company's date of formation.
ARTICLE III
Member(s)
Section 3.1 Admission of Member(s).
(a) Simultaneously with the effectiveness of this Agreement in accordance with
Section 2.6 hereof, Pivot Energy Inc a Delaware corporation is admitted as the sole Member of
the Company in respect of the Interest (as hereinafter defined) being acquired hereunder.
(b) Additional Members may only be admitted to the Company upon the consent
of all Members, which consent may be evidenced by, among other things, the executionof an
amendment to or an amendment and restatement of this Agreement.
Section 3.2 Interest.
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 2 of 11
(a) The Company shall be authorized to issue a single class of Limited Liability
Company Interest (as defined in the Act, the "Interest") that shall not be certificated, and shall
include any and all benefits to which the holder of such Interest may be entitled in this Agreement,
together with all obligations of such person to comply with the terms and provisions of this
Agreement.
(b) In the event that there is more than one member, each member's Interest in
the Company shall be expressed as a percentage equal to the ratio on any date of such member's
capital contributions on such date to the aggregate capital contributions of all members on such
date, (as to any member, his or its "Percentage Interest"). In the event there shall only be one
member, its "Percentage Interest" shall be 100% for purposes of this Agreement.
Section 3.3 Liability of Member(s).
(a) All debts, obligations and liabilities of the Company, whether arising in
contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company,
and no member shall be obligated personally for any such debt, obligation or liability of the
Company solely by reason of being a member.
(b) Except as otherwise expressly required by law, a member shall not have any
liability in excess of (i) the amount of its aggregate capital contributions to the Company, (ii)its
share of any assets and undistributed profits of the Company, (iii) its obligation to make other
payments, if any, expressly provided for in this Agreement or any amendment hereto and (iv) the
amount of any distributions wrongfully distributed to it.
Section 3.4 Access to and Confidentiality of Information; Records.
(a) Any member shall have the right to obtain from the Company from time to
time upon reasonable demand for any purpose reasonably related to the member's interest as a
member of the Company, the documents and other information described in Section 80-408(1) of
the Act.
(b) Any demand by a member pursuant to this Section 3.4 shall be in writing
and shall state the purpose of such demand.
Section 3.5 Meetings of Member(s).
(a) Meetings of the member(s) may be called at any time by any member.
(b) Except as otherwise provided by law, (i) if there shall be more than one
member of the Company, a majority in Percentage Interests of the Company, entitled to vote at the
meeting shall constitute a quorum at all meetings of the member(s), so long as at least one duly
authorized representative of each member are in attendance at such meetings of the members, or
(ii) if there shall only be one member, such member shall constitute a quorum.
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 3 of 11
(c) Any action required to or which may be taken at a meeting of member(s)
may be taken without a meeting, without prior notice and without a vote, if a consent or consents
in writing, setting forth the action so taken, shall be signed by all member(s). Any such written
consent may be executed in two or more counterparts, each of which shall be deemed to be an
original, but all of which shall constitute one and the same document.
(d) Regular meetings of the member(s) may be held from time to time as the
Member designates. Member(s) may participate in a meeting by means of conference telephone or
similar communications equipment by means of which all persons participating in the meetingcan
hear each other, and participation in a meeting by such means shall constitute presence in person
at such meeting.
Section 3.6 Vote. Except as specifically set forth herein, any matter requiring the vote
of the members shall require (including for purposes of actions taken by the members in order to
manage the Company as provided in Article IV hereof) a majority in Percentage Interests of the
members in order to constitute the act of the members.
Section 3.7 Notice. Meetings of the member(s) may be held at such places and at such
times as the member(s) may from time to time determine. Written notice of the time, place, and
purpose of such meeting shall be served by registered or certified prepaid, first class mail, via
overnight courier using a nationally reputable courier, or by fax or cable, upon each member and
shall be given at least two (2) business days prior to the time of the meeting. No notice of a meeting
need be given to any member if a written waiver of notice, executed before or after the meeting by
such member thereunto duly authorized, is filed with the records of the meeting, or toany member
who attends the meeting without protesting prior thereto or at its commencementthe lack of
notice to him or her. A waiver of notice need not specify the purposes of the meeting.
Section 3.8 Delegation of Powers. Subject to any limitations set forth in the Act, the
Member, or, if additional members are admitted, the member(s) may delegate any of its or their
powers to Manager(s) of the Company pursuant to Section 4.1 hereof, or otherwise to committees
consisting of persons who may or may not be member(s). Every Manager or committee shall, in
the exercise of the power so delegated, comply with any restrictions that maybe imposed on them
by the member(s) and this Agreement.
Section 3.9 Withdrawals and Removals of Member(s). No member may resign, withdraw
or be removed as a member of the Company without the written consent of all of the member(s).
ARTICLE IV
Management
Section 4.1 General. Except as specifically set forth herein, the business and affairs of the
Company shall be managed by and under the direction of the Manager, who shall have full,
exclusive and complete discretion to manage and control the business and affairs of the Company,
to make all decisions affecting the business and affairs of the Company and to take allsuch actions
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 4 of 11
as it deems necessary or appropriate to accomplish the purposes of the Company as set forth herein.
The Member is hereby named and accepts the position as Manager ("Manager").The Manager may
be removed by the Member at any time and for any reason and may at any time and for any reason
resign as Manager.
Section 4.2 Reliance by Third Parties. Persons dealing with the Company are entitled
to rely conclusively upon the power and authority of the Manager(s) herein set forth.
Section 4.3 Expenses. Except as otherwise provided in this Agreement or prohibitedby
law, the Company shall be responsible for and shall pay all expenses out of funds of the Company
determined by the Manager to be available for such purpose, provided that such expenses are those
of the Company or are otherwise incurred by the Manager in connection with this Agreement,
including, without limitation:
(a) all expenses related to the business of the Company and all routine
administrative expenses of the Company, including the maintenance of books and records of the
Company, the preparation and dispatch to any member(s) of checks, financial reports, tax returns
and notices required pursuant to this Agreement or in connection with the holding of any
meetings of the member(s);
(b) All expenses incurred in connection with any litigation or arbitration
involving the Company (including the cost of any investigation and preparation) and the amount
of any judgment or settlement paid in connection therewith;
(c) all expenses for indemnity or contribution payable by the Company to any
person;
(d) all expenses incurred in connection with the collection of amounts due to
the Company from any person;
(e)
this Agreement; and
all expenses incurred in connection with the preparation of amendments to
(0 expenses incurred in connection with the liquidation, dissolution and
winding up of the Company.
ARTICLE V
Finance
Section 5.1 Form of Contribution.
(a) The contribution of a member to the Company must be in cash or property,
provided that if there is more than one member, all member(s) must consent in writing to
contributions of property. To the extent there is more than one member, additional contributions
in the same proportion shall be made by each member, except as may be approved by all
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 5 of 11
member(s). No member is required to make any contribution of property or money to the Company
in excess of the property or money it has agreed to contribute to the Company. .
(b) At any time that there is more than one member, a capital account shall be
maintained for each member, to which contributions and profits shall be credited and against which
distributions and losses shall be charged. Such capital accounts shall be maintained in accordance
with the tax accounting principles prescribed by the Treasury Regulations (the "Allocation
Regulations") promulgated under Section 704 of the Internal Revenue Code of 1986,as amended
(the "Code"), so that the tax allocations provided in this Agreement shall, to the extent possible,
satisfy the "alternate economic effect test" within the meaning of the Allocation Regulations.
Section 5.2 Allocation of Profits and Losses. The profits and losses of the Company shall
be allocated entirely to the Member or, if additional member(s) are admitted, the member(s)in
proportion to their respective Percentage Interests.
Section 5.3 Distributions. The distributions of the Company shall be distributed entirely
to the Member or, if additional member(s) are admitted, the member(s) in proportion to their
respective Percentage Interests.
ARTICLE VI
Distribution
Section 6.1 Distribution in Kind. Notwithstanding the provisions of Section 80-108 of the
Act, a member may be compelled to accept distributions in -kind from the Company.
ARTICLE VII
Assignment of Limited Liability Company Interests
Section 7.1 Assignment of Limited Liability Company Interests. Interests in the Company
may be assignable and transferable. Any transferee shall not be admitted as a member unless and
until the transferee has executed a counterpart of this Agreement and members then admitted
consent unanimously to the admission of the transferee.
ARTICLE VIII
Dissolution
Section 8.1 Dissolution. The Company shall dissolve, and its affairs shall be woundup,
upon the earliest to occur of (i) the consent of the Member, or, if additional member(s) are
admitted, the unanimous consent of the members, and (ii) an event of dissolution of the Company
under the Act.
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 6 of 11
Section 8.2 Winding Up. Subject to the provisions of the Act, the Member or, if additional
member(s) are admitted, the member(s) (acting by written consent of all member(s)) shall have the
right to wind up the Company's affairs in accordance with Section 18-803 of the Act (and shall
promptly do so upon dissolution of the Company) and shall also have the right to act as or appoint
a liquidating trustee in connection therewith.
Section 8.3 Distribution of Assets Upon Dissolution. Upon the winding up of the Company,
the assets shall be distributed in the manner provided in Section 18-804 of the Act.
ARTICLE IX
Tax Characterization
Section 9.1 Tax Treatment. Until such time as the Company shall have more than one
member, it is the intention of the Member that the Company be disregarded for federal and all
relevant state tax purposes and that the activities of the Company be deemed to be activities of
the Member for such purposes. In the event that that the Company shall have more than one
member, it is the intention of the members that the Company be taxed as a partnership for federal
and all relevant state tax purposes. All provisions of the Company's Articles of Organization and
this Agreement are to be construed so as to preserve that tax status. The Company shall timely
make all necessary elections and filings for federal, state, and local tax purposes to accomplish the
foregoing objective.
Section 9.2 Form K-1. After the end of each Fiscal Year, the Manager shall cause tobe
prepared and transmitted, as promptly as possible, and in any event within ninety (90) days of the
close of such Fiscal Year, a federal income tax Form K-1 and any required similar state income
tax form for each member.
Section 9.3 Company Tax Returns. The Manager shall cause to be prepared and timely
filed all tax returns required to be filed for the Company. The Manager may, in its sole discretion,
make or refrain from making any federal, state or local income or other tax elections for the
Company that it deems necessary or advisable; provided that if there is more than one member,
the prior written consent of all the member(s) shall be required in order for theCompany to make
an election pursuant to Section 754 of the Code.
ARTICLE X
Exculpation and Indemnification
Section 10.1 Exculpation. Notwithstanding any other provisions of this Agreement,
whether express or implied, or obligation or duty at law or in equity, no member, or any officers,
directors, stockholders, partners, employees, representatives or agents of any of the foregoing,
nor any officer, employee, representative, manager or agent of the Company or any of itsaffiliates
(individually, a "Covered Person" and collectively, the "Covered Persons") shall be liable to the
Company or any other person for any act or omission (in relation to the Company, this Agreement,
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 7 of 11
any related document or any transaction or investment contemplated hereby or thereby) taken or
omitted in good faith by a Covered Person and in the reasonable belief thatsuch act or omission
is in or is not contrary to the best interests of the Company and is within thescope of authority
granted to such Covered Person by this Agreement, provided that such act or omission does not
constitute fraud, willful misconduct, bad faith, or gross negligence.
Section 10.2 Indemnification. To the fullest extent permitted by law, the Company shall
indemnify and hold harmless each Covered Person from and against any and all losses, claims,
demands, liabilities, expenses, judgments, fines, settlements and other amounts arising from any
and all claims, demands, actions, suits or proceedings, civil, criminal, administrative or
investigative, in which the Covered Person may be involved, or threatened to be involved, as a
party or otherwise, by reason of its management of the affairs of the Company or which relates to
or arises out of the Company or its property, business or affairs. A Covered Person shall not be
entitled to indemnification under this Section 10.2 with respect to any claim, issue or matter in
which it has engaged in fraud, willful misconduct, bad faith or gross negligence.
ARTICLE XI
Miscellaneous
Section 11.1 Amendment to this Agreement. Except as otherwise provided in this
Agreement, this Agreement may be amended by, and only by, a written instrument executed by
the Member or, if additional member(s) are admitted, unanimous consent of the member(s).
Section 11.2 Successors; Counterparts. Subject to Article VIII, this Agreement (a) shall
be binding as to the executors, administrators, estates, heirs, assigns and legal successors, or
nominees or representatives, of the Member or, if additional member(s) are admitted, the
member(s) and (b) may be executed in several counterparts with the same effect as if the parties
executing the several counterparts had all executed one counterpart.
Section 11.3 Governing Laws Severability.
(a) This Agreement shall be governed by and construed in accordance with
the laws of the State of Colorado without giving effect to the principles of conflict of laws thereof
In particular, this Agreement shall be construed to the maximum extent possible to comply with
all the terms and conditions of the Act. If, nevertheless, it shall be determined by a court of
competent jurisdiction that any provisions or wording of this Agreement shall be invalid or
unenforceable under the Act or other applicable law, such invalidity or unenforceability shall not
invalidate the entire Agreement and this Agreement shall be construed so as to limit any termor
provision so as to make it enforceable or valid within the requirements of applicable law, and, in
the event such term or provisions cannot be so limited, this Agreement shall be construed to omit
such invalid or unenforceable terms or provisions. If it shall be determined by a court of competent
jurisdiction that any provisions relating to the distributions and allocations of the Company or to
any expenses payable by the Company are invalid or unenforceable, this Agreement shall be
construed or interpreted so as (i) to make it enforceable or valid and (ii) to make the distributions
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 8 of 11
and allocations as closely equivalent to those set forth in this Agreementas is permissible under
applicable law.
(b) Each party hereto (i) irrevocably submits to the non-exclusive jurisdiction
of any Colorado State court or Federal court sitting in Denver, Colorado in any action arising out
of this Agreement and (ii) consents to the service of process by mail. Nothing herein shall affect
the right of any party to serve legal process in any manner permitted by law or affect his or its right
to bring any action in any other court.
Section 11.4 Filings. Amy Nupen is hereby designated as authorized within the meaning
of the Act, and has executed, delivered and filed the Articles of Organization of the Company with
the Secretary of State of the State of Colorado. Upon the filing of the Articles of Organization with
the Secretary of State of the State of Colorado, her powers as an authorized person ceased, and the
Manager thereupon became the designated authorized person and shall continue as the designated
authorized person within the meaning of the Act. The Manager shall, as an authorized person
within the meaning of the Act, prepare or cause to be prepared any documents required to be filed
and recorded under the Act, and the Manager shall promptly cause each such document required
to be filed and recorded in accordance with the Act and, to the extent required by local law, to
be filed and recorded or notice thereof to be published in the appropriate place in each jurisdiction
in which the Company may hereafter establish a place of business. The Manager shall also
promptly cause to be filed, recorded and published such statements of fictitious business name and
any other notices, certificates, statements or other instruments required by any provision of any
applicable law of the United States or any state or other jurisdiction which governs the conduct of
its business from time to time.
Section 11.5 Headings. Section and other headings contained in this Agreement are for
reference purposes only and are not intended to describe, interpret, define or limit the scope or
intent of this Agreement or any provision hereof.
Section 11.6 Further Assurances. Each member agrees to perform all further acts and
execute, acknowledge and deliver any documents that may be reasonably necessary to carry out
the provisions of this Agreement.
Section 11.7 Notices. All notices, requests and 'other communications to any member shall
be in writing (including telecopier or similar writing) and shall be given to such member (and any
other person designated by such member) at its address or telecopier number set forth ina schedule
filed with the records of the Company or such other address or telecopier number as such member
may hereafter specify for the purpose by notice. Each such notice, request or other communication
shall be effective (a) if given by telecopier, when transmitted to the number specified pursuant to
this Section and the appropriate confirmation is received, (b) if given by mail, seventy-two (72)
hours after such communication is deposited in the mails with first class postage prepaid, addressed
as aforesaid, or (c) if given by any other means, when delivered at theaddress specified pursuant
to this Section.
Section 11.8 Books and Records; Accounting. The Manager shall keep or cause to be kept
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 9 of 11
at the address of the Company (or at such other place as the member(s) shall determine in their
discretion) true and full books and records regarding the status of the business and financial
condition of the Company.
SIGNATURE PAGE FOLLOWS
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 10 of 11
IN WITNESS WHEREOF, the undersigned has caused this Agreement to be executed as of the
date first above written.
Pivot Energy Inc
By: Thomas Hunt
Its: Authorized Representative
Pivot Energy Development LLC
Amended and Restated Limited Liability Company Agreement
Page 11 of 11
LIMITED LIABILITY COMPANY AGREEMENT
OF
PIVOT SOLAR 45 LLC
THIS LIMITED LIABILITY COMPANY AGREEMENT of PIVOT SOLAR 45 LLC
(this "Agreement") is entered into and shall be effective as of June 29, 2023, by PIVOT ENERGY
DEVELOPMENT LLC (the "Initial Member"), as the sole member of PIVOT
SOLAR 45 LLC (the "Company"). The Initial Member and any successor or transferee
thereof, including any successor or transferee resulting from a transfer described in Section 9
herein, is referred to as the "Member".
SECTION 1. LIMITED LIABILITY COMPANY AGREEMENT. This Agreement
shall constitute the "limited liability company agreement" of the Company within the meaning of
the Delaware Limited Liability Company Act (the "Act") for all purposes.
SECTION 2. THE COMPANY.
2.1 Formation. The Company was formed and organized by filing a Certificate of
Formation with the Delaware Secretary of State on June 29, 2023 (as amended from time
to time, the "Certificate"). The rights and liabilities of the Member shall be as provided in the Act
as the same may be modified by the terms and provisions of this Agreement.
2.2 Name. The name of the Company is Pivot Solar 45 LLC. The business of
the Company shall be conducted under that name or under such other name, if any, as the Member
shall determine.
2.3 Business. The Company may carry on any lawful business, purpose or activity. The
Company shall possess and may exercise all the powers and privileges granted by the Act or by
any other law, together with any powers incidental thereto, so far as such powers and privileges
are necessary or convenient to the conduct, promotion or attainment of the business, purposes or
activities of the Company.
2.4 Registered Agent and Office. The registered agent for service of process and the
registered office of the Company in the State of Delaware shall be as set forth in the Certificate.
The Company may also have offices at such other places within or without the State of Delaware
as the Member may from time to time determine or the business of the Company may require.
2.5 Title to Property. All property owned by the Company, whether real or personal,
tangible or intangible, shall be deemed for all purposes to be owned by the Company, and the
Member shall not have any individual interest in such property. Title to all such property shall be
held in the name of the Company.
2.6 Term. The term of existence of the Company commenced upon the date of the
filing of the Certificate with the office of the Secretary of State of the State of Delaware and shall
continue until the earlier of (i) the date on which the Company is dissolved and its affairs wound
up in accordance with the provisions of this Agreement or the Act and (ii) such earlier date as
dissolution is required pursuant to the Act.
2.7 Fiscal Year. The Fiscal Year of the Company for accounting and tax purposes shall
begin on January 1 and end on December 31 of each year, except for the short taxable years in the
years of the Company's formation and termination and as otherwise required by the Internal
Revenue Code of 1986, as amended.
2.8 Liability of Member and Certain Other Persons; Indemnification.
(a) Neither (i) the Member nor (ii) any Authorized Person (defined below)
(collectively, the "Covered Persons") shall have any liability under this Agreement or under the
Act except as provided herein or as required by the Act. Except as required by the Act, the debts,
obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be
solely the debts, obligations and liabilities of the Company, and no Covered Person shall be
obligated personally for any such debt, obligation or liability of the Company solely by reason of
being a Covered Person of the Company. The Member shall be liable to the Company for the
capital contributions specified in Section 3.1 and as may otherwise be required pursuant to the Act.
The Member shall not be required to loan the Company any funds.
(b) Any expenses incurred by the Member on behalf of the Company shall be
borne by the Company and the Member shall be reimbursed by the Company for such expenses.
(c) To the fullest extent permitted by the Act, the Company shall indemnify and
hold harmless each Covered Person from and against any and all losses, claims, demands,
liabilities, expenses, judgments, fines, settlements and other amounts arising from any and all
claims, demands, actions, suits or proceedings, civil, criminal, administrative or investigative
("Claims"), in which the Covered Person may be involved, or threatened to be involved, as a party
or otherwise, by reason of the fact that he, she or it is a Covered Person or which relates to or arises
out of the Company or its property, business or affairs. A Covered Person shall not be entitled to
indemnification under this Section 2.8(c) with respect to (i) any Claim with respect to which such
Covered Person has engaged in fraud, willful misconduct or gross negligence or (ii) any Claim
initiated by such Covered Person unless such Claim (A) was brought to enforce such Covered
Person's rights to indemnification hereunder or (B) was authorized or consented to by the Member.
Expenses incurred in defending any Claim by any Covered Person shall be paid by the Company
in advance of the final disposition of such Claim upon receipt by the Company of an undertaking
by or on behalf of such Covered Person to repay such amount if it shall be ultimately determined
that such Covered Person is not entitled to be indemnified by the Company as authorized by this
Section 2.8(c).
2.9 Reliance by Third Parties. Persons dealing with the Company are entitled to rely
conclusively upon the power and authority of the Member and Authorized Persons of the Company
as herein set forth in this Agreement.
SECTION 3. CAPITAL.
3.1 Capital Contributions. The Member shall be obligated to make only such capital
contributions to the Company as the Member shall agree to in writing. The Member shall not be
2
obligated to make any contribution to capital of the Company other than as specified in this
Section 3.1. The Member shall not be obligated to restore any deficit capital account balance or to
pay to any person the amount of any such deficit capital account balance.
3.2 Rights of Member in Capital. The Member shall have no right to distributions or
to the return of any contribution to the capital of the Company except (i) for distributions in
accordance with Section 5 or (ii) upon dissolution of the Company.
SECTION 4. ALLOCATIONS OF PROFITS AND LOSSES. Income, gain, loss,
deduction or credit (or any item thereof) of the Company shall be allocated 100% to the Member.
SECTION 5. DISTRIBUTIONS. Cash available for distribution will be distributed to
the Member in its discretion.
SECTION 6. MANAGEMENT.
6.1 Management by Member. The management of the business is vested in the
Member. The Member shall have all rights and powers that are conferred by law as necessary,
advisable or convenient in order to manage the business of the Company.
6.2 Member Liability. The liability of the Member shall be limited as provided
pursuant to applicable law. The Member is in control, management, direction, and operation of the
Company's affairs and shall have powers to bind the Company with any legally binding agreement,
including opening and administering bank accounts for the Company.
6.3 Powers of the Member. Without limiting Section 6.1, the Member is authorized
on the Company's behalf to make all decisions as to (a) the sale, development lease or other
disposition of the Company's assets; (b) the purchase or other acquisition of other assets of all
kinds; (c) the management of all or any part of the Company's assets; (d) the borrowing of money
and the granting of liens on and security interests in the Company's assets; (e) the pre -payment,
refinancing or extension of any loan affecting the Company's assets; (f) the guarantying of the
obligations of others and the granting of liens on and security interests in the Company's assets to
secure the obligations of others; (g) the compromise or release of any of the Company's claims or
debts; and (h) the employment of persons, firms or corporations for the operation and management
of the Company's business. In the exercise of its management powers, the Member is authorized
to execute and deliver on behalf of the Company (a) all contracts, conveyances, assignments leases,
sub -leases, franchise agreements, licensing agreements, management contracts and maintenance
contracts covering or affecting the Company's assets; (b) all checks, drafts and other orders for the
payment of the Company's funds; (c) all promissory notes, loans, security agreements and other
similar documents; (d) all guaranties, pledge agreements, assignments for security and other
similar documents; and (e) all other instruments of any other kind relating to the
Company's affairs, whether like or unlike the foregoing.
6.4 Authorized Persons. The Member or its direct or indirect owner that holds,
directly or indirectly, a majority or controlling interest in the Member (the "Parent Company")
may appoint individuals, with such titles as the Member or the Parent Company may select, as
officers, authorized persons, employees or agents of the Company to act on behalf of the Company,
with such power and authority as the Member or the Parent Company may delegate from time to
3
time to any such person. Any such officers, authorized persons, employees and agents (each, an
"Authorized Person") may be removed by the Member or the Parent Company at any time and
from time to time, with or without cause. The Member and any Authorized Person (to the extent
acting within the scope of their delegated authority) shall have the right to act for and bind the
Company and may execute documents, instruments and contracts in the name of and on behalf of
the Company.
SECTION 7. BOOKS AND RECORDS; ACCOUNTING; BUDGETS;
FINANCIAL STATEMENTS; BANK ACCOUNTS.
7.1 Books and Records. The books and records of the Company shall be kept at the
principal office of the Company.
7.2 Method of Accounting. The Company's books of accounts shall be maintained in
accordance with federal income tax accounting principles utilizing a method of accounting chosen
by the Member.
7.3 Bank Accounts. The Company may maintain appropriate accounts at one or more
financial institutions for all funds of the Company as determined by the Member. Such accounts
shall be used solely for the business of the Company. Withdrawals from such accounts shall be
made only upon the signature of those persons authorized by the Member. The foregoing
notwithstanding, the Company may maintain certain accounts as collateral accounts to secure the
payment and performance of the obligations of the Company and any subsidiaries and such
accounts may be subject to restrictions and procedures governing deposits to, transfers and
withdrawals from, and investment of funds in, such accounts.
SECTION 8. TAX MATTERS.
8.1 Tax Returns. The Member shall cause any federal, state or local income tax returns
of the Company to be prepared and filed on behalf of the Company, and they shall cause copies of
such returns to be furnished to the Member.
8.2 Disregarded Entity for Federal and State Income and Franchise Tax Purposes.
The Member intends that the Company shall be treated as a "domestic eligible entity" that is
disregarded as an entity separate from its owner (a "Disregarded Entity") for federal, state and
local income and franchise tax purposes and shall take all reasonable action, including the
amendment of this Agreement and the execution of other documents but without changing the
economic relationships created by, or the essential terms of, this Agreement, as may be reasonably
required to qualify for and receive treatment as a Disregarded Entity for federal income tax
purposes.
SECTION 9. TRANSFER OF INTERESTS.
9.1 Transfer. The Member may sell, transfer, assign, exchange, mortgage, pledge,
grant a security interest or lien in, on or against, or otherwise dispose of or encumber all or any
part of its right, title and interest in the Company, including without limitation (i) its "limited
liability company interest" (as such term is defined in section 18-101(10) of the Act) in the
Company; (ii) its right to participate in the management of the business and the affairs of the
4
Company; and (iii) its status as a "member" (as such term is defined in section 18-101(13) of the
Act) in the Company (collectively, the "Interest"). Any transferee of all or part of the Member's
Interest shall be admitted as a member of the Company if (i) the transferor Member shall so provide
in writing in the instrument of transfer, provided that, in the event of a transfer by reason of the
dissolution of the Member, the transferee(s) shall be admitted as a Member without further action
by the dissolved Member, or (ii) the transferee is a mortgagee, pledgee or secured party that has
foreclosed or accepted a transfer in lieu of foreclosure of the Interest.
9.2 Withdrawal of Interests of Member. The Interest of the Member in the Company
may not be withdrawn from the Company prior to its dissolution.
SECTION 10. DISSOLUTION OF THE COMPANY.
10.1 Dissolution of the Company. The Company shall be dissolved upon a written
action of the Member or upon the happening of such other events as result in a dissolution of the
Company under the Act, provided, however, that the Company shall not be dissolved upon the
dissolution or other termination of the legal existence of the Member. In the event of dissolution
of the Company, the Company shall commence an orderly winding -down process. The continuing
operation of the Company's business shall be confined to those activities reasonably necessary to
wind up the Company's affairs, discharge its obligations, and preserve and distribute its assets.
10.2 Distributions in Liquidation. In the event of the dissolution of the Company as
provided for in Section 10.1, the proceeds of liquidation of the Company's assets, and any assets
that the Member determines are to be distributed in kind, shall be applied as follows:
(a) the debts, liabilities and obligations of the Company, other than debts to the
Member, and the expenses of liquidation (including legal and accounting expenses incurred in
connection therewith), up to and including the date that distribution of the Company's assets to the
Member has been completed, shall first be satisfied (whether by payment or by making reasonable
provision for payment thereof);
(b) such debts as are owing to the Member shall next be paid or provided for;
and
(c) the remaining proceeds, or assets to be distributed in kind, shall be
distributed to the Member.
10.3 Certificate of Cancellation. As soon as possible (but in no event later than 90
days) following the completion of the winding up of the Company, the Member (or any other
appropriate representative of the Company) shall execute a certificate of cancellation in the form
prescribed by the Act and shall file the same with the office of the Secretary of State of the State
of Delaware.
10.4 Liquidating Statement. The Member shall be furnished with a statement that shall
set forth the assets and liabilities of the Company as of the date of complete liquidation.
5
SECTION 11. MISCELLANEOUS.
11.1
Member.
Amendment. This Agreement may only be amended by a writing executed by the
11.2 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Delaware (without regard to principles of conflict of laws)
applicable to contracts made and to be performed therein.
11.3 Severability. Any provision hereof which is prohibited or unenforceable in any
jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or
unenforceability without invalidating the remaining provisions hereof and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in
any other jurisdiction. To the extent permitted by applicable law, the parties hereby waive any
provision of law which may render any provision hereof void or unenforceable in any respect.
11.4 Headings. The headings and captions in this Agreement are for convenience of
reference only and shall not in any way affect the meaning or interpretation of any of the terms or
provisions hereof.
11.5 No Third Party Beneficiaries. Except as otherwise provided herein, nothing in
this Agreement shall be construed as giving any person other than the parties hereto any right,
remedy or claim under or in respect of this Agreement or any provision hereof.
(Signature Page Follows)
6
IN WITNESS WHEREOF, the Member has caused this Agreement to be duly executed
and delivered as of the date first set forth above.
MEMBER:
PIVOT ENERGY DEVELOPMENT LLC,
a Colorado limited liability company
By:
Name: Amy Nitl5en
Title: Authorized Representative
Ai
Signature Page to LLC Agreement
Pivot Solar 45 LLC
N
" Pivot
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Energy
Pivot Energy Inc. — Planning Questionnaire
1. Explain the proposed use and business name.
• Pivot Solar 45 LLC and Pivot Solar 55 LLC, c/o Pivot Energy Inc., ("Pivot") is seeking to construct a solar
garden in Weld County that is approximately 10 MWac in size on the following parcel: 1053-24-0-00-
008.
• The co -located projects will be built on approximately 73 acres.
• Pivot Solar 45 LLC will deliver electricity to a local energy consumer via Xcel Energy's "Solar*Rewards
Offsite" program. This program is similar to Xcel's "Solar Rewards Community" program but allows for
larger power consumers to subscribe to a larger amount of solar.
• Pivot Solar 55 LLC will deliver electricity to Xcel Energy for 20 years through the Utility's
"Solar*Rewards Community" program. After the program sunsets, Pivot intends to enter into a power
purchase agreement with the utility to continue providing clean energy to Weld County between
years 20-40, which is the full term of the lease (40 yrs).
• The panels are expected to be less than ten feet above grade at their highest point, and Pivot commits
to following the Weld County Code for panel height restrictions. The panels will be surrounded by a
decorative 8 -foot, National Electric Code -compliant game fence, similar to what the Colorado
Department of Transportation ("CDOT") and Colorado Parks and Wildlife ("CPW") use.
• The project lease area will include panels and inverters mounted on steel posts/beams, concrete -pad -
mounted transformers and other electrical equipment, an access drive with hammerhead emergency
turn -around, and aforementioned fencing with gates.
• Dual use agrivoltaics —_projects that incorporate agricultural production with energy production — are
a priority for Pivot Energy. We proudly own and operate a 100% dual use portfolio, with livestock
grazing, cropping, and habitat enhancement configurations that are customized for each solar array.
On certain sites, such as Pivot Solar 45 and Pivot Solar 55, the land is not fit for most agricultural
options due to a lack of water and surrounding oil and gas. This presents a unique challenge and
opportunity, as the lack of water narrows down dual use options.
• For sites such as these, soil health and enhanced habitat are excellent options for dual -use. This dual
use focus can be achieved in a variety of ways, and Pivot is constantly evolving its methods and
approach to meet or exceed the federal definition of agrivoltaics as of June 26, 2024. One potential
option for Pivot Solar could be to establish a robust stand of deep-rooted drought resistant grass, with
a mix of pollinator -friendly flora.
• Soil restoration and improvement is a key element to Pivot Energy's dual use approach, which starts
with deep rooted flora establishment. The locally appropriate seed mix will not only provide soil
stability, mitigating dust and erosion, but will also provide future grazing opportunities for local
shepherds to feed their flocks. The possibility of grazing sheep on these sites further improves soil
health, as the manure enriches and vitalizes the soil with nitrogen, phosphorus, potassium and critical
micronutrients (calcium, copper, iron, and more).
• The solar array will be designed to meet the maximum wind and snow loads applicable in Weld County.
In addition, the panels themselves have a manufacturer warranty of at least 25 years.
• A contracted Operations and Maintenance ("O&M") crew of one to four people will visit the site up to
eight times annually for routine inspections, maintenance, and vegetation control and on an as -
needed basis to address equipment outages. There will be no permanent staff on the site, which will
be remotely monitored.
• Upon the conclusion of the project's useful life, the project owner will remove all project materials
pivotenergy.net
" Pivot
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Energy
Pivot Energy Inc. — Planning Questionnaire
and return the property to the landowner in the originally leased condition, minus any vegetation and
grading. Please reference the attached Decommissioning Plan for more information.
2. Explain the need for the proposed use.
• The Weld County Comprehensive Plan states that one of the County's top priorities is preserving
landowner rights and creating an environment conducive to local economic growth, all while
maintaining the overall well-being of the local population. Specifically, the code plan states "...the goal
of the Comprehensive Plan [is] to promote opportunities for County Citizens, while protecting private
property rights."
• Pivot's ground lease presents an advantageous opportunity for the state to generate additional
revenue, which will go toward funding schools in Weld County and across the State. Revenues from
this project would far exceed any revenues that would be collected from agricultural leases on the
same acreage. The larger parcel currently contains two active solar projects, and four active oil and
gas wells.
3. Describe the current and previous use of the land
• The property has been used for oil and gas ("O&G") operations.
• Pivot has contacted the owner of the O&G operations in the area (Chevron/Noble) and the entity has
confirmed that all the O&G pipelines in that area have been removed or plugged and abandoned.
4. Describe the proximity of the proposed use to residences.
• There are no residences within 500 feet of the proposed layout.
• On November 17, 2023, all abutters to the property were sent a USPS priority mail envelope
containing a letter notifying them of the project, addressing frequently asked questions, and
providing contact information at Pivot.
• In addition, a community meeting was held on December 7th, 2023, at the Kersey Community
Center. Invitations were included in the USPS priority mail envelopes, and all neighbors within a
2640 -foot radius were invited to the meeting. No neighbors attended the meeting, and no
comments were received via email or phone call.
• Since Pivot is only building in the North portion of the parcel 105324000008, the neighbors to the
South are not relevant in the buffer report.
5. Describe the surrounding land uses of the site and how the proposed use is compatible with them.
• The surrounding land use is oil and gas.
• As a low -impact use, solar energy naturally co -exists well oil and gas operations. It produces no
sound, light, or traffic, and is an unmanned operation with the exception of 4-8 annual visits by a
small maintenance crew (1-2 pickup trucks). Pivot's solar facilities use pollinator -friendly, low growth
seed mixes, and blend into the natural landscape.
6. Describe the hours and davc of operation (i.e. Monday thru Friday 8 AM to 5 PM)
• During construction, crews will be on -site from approximately 7:00 am - 6:00 pm Monday -Friday.
Most vehicles will arrive early in the morning (7:00 to 9:00 am) and will begin departing the
construction site around 3:00 pm.
• Once constructed, the site will be unmanned but the solar farm will generate electricity during
daylight hours each day of the year.
• Operations and maintenance crews will be on -site up to eight times annually for up to four hours per
visit.
7. Describe the number of employees including full-time, part-time and contractors. If shift work is
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Pivot Energy Inc. — Planning Questionnaire
proposed, detail number of employees, schedule and duration if shifts.
• During the construction phase, there will be a crew made up of approximately 40 people on site each
day. The construction crew will consist of project managers, laborers, electricians, civil contractors,
and any other necessary personnel for the project. Once construction is complete, there will be no
one on site, other than the O&M crew during their scheduled trips, and potential sheep grazer.
8. Describe the maximum number of users, put' oils, members, buyers or ocher visitors wat the site will
accommodate at any one time
• The site will not be open to the public.
• The gate around the site will be locked and will only be accessible to those constructing the facility or
periodically maintaining the facility. The site will also be accessible to life -safety emergency
personnel.
9. List the types and maximum numbers of animals to be on the stie at any one time.
• Pivot is exploring the use of she
10. List the types, and number of operating and processing equipment.
• Not applicable.
11. List the types, number and uses of the existing and proposed structures.
• There will not be any structures built onsite.
12. Describe the size of any stockpile, storage, or waste areas:
• There will not be any stockpile, storage, or waste areas onsite.
13. Describe the method and time schedule of removal or disposal of debris, junk and other wastes associated
with the proposed use
• Any debris, junk, or wastes associated with building the project will be removed and disposed of
property prior to completion. No waste will be produced once the array is "turned -on" and producing
energy.
14. Include a timetable showing the periods of time required for the construction of the operation.
• Please reference the Vehicle Trip Generation Table Below.
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Pivot Energy Inc. — Planning Questionnaire
Table 1 — Vehicle Trip Generation
(Time
Project Phase
Period)
Vehicle Type
Estimated Gross
Vehicle Weight
Number of Vehicles Per
Day
Maximum and Average
Vehicle Trips Per Day
Site
(approx.
Preparation
1-3 weeks)
Equipment
Trucks
Hauling
30.000-65,000 lbs
0-2
0-4
Passenger Vehicles
2.000-10,000
lbs
2-5
4-10
Fuel Delivery
20,000-30,000 lbs
1
Max — 16/Ave - 9
Material and Equipment
Delivery
(approx. 4-5 weeks)
Conex Container and
Delivery Trucks
30,000-50,000 lbs
10-30
20-60
Equipment
Trucks
Hauling
20,000-40,000 lbs
0-8
0-16
Max — 79/Ave - 40
Solar facility Installation
(6-7 months)
Passenger Vehicles
2.000 to 10,000 lbs
20-30
4O60
Friel Truck
20.000 to 30,000 lbs
1
2
Material Delivery Truck
20.000
to 30,000 lbs
1
2
Max-64/Ave-52
(ongoing
Operations
once
operational)
Utility
Vehicle
2.000 to 10,000 lbs
1 per month or less
Max - 2/Ave - 0
15. Describe the proposed and existing lot surface type and the square footage of each type (i.e. asphalt,
gravel, landscaping, dirt, grass, buildings).
Disturbance Area
(ac)
Disturbance
Surface
Type
Disturbance
Area
(sf)
Gravel
Access
Drive
22.532
0.517
1,200
0.028
Concrete
Equipment
Pads
1$20
0.044
Class
VI
Equipment
Pads
Total
25,652
0.589
The remaining project area will be seeded with a locally appropriate, pollinator friendly seed mix which
will decrease the runoff as it is less impervious than row crop.
16. novv rflatly parking spaces are proposed? How many handicap -accessible parking spaces are proposed?
• No parking spaces are proposed on -site. This site is not open for public access.
17. Describe the existing and proposed fencing and screening for the site including all parking and outdoor
storage areas.
• Pivot is proposing to use a decorative game fence to enclose the area as well as low growth, locally
appropriate vegetation in between array rows and around the sides of the array.
• There will be no on -site outdoor storage areas.
18. Describe the existing and proposed landscaping for the site.
• Pivot will be seed under the panels with a locally appropriate, pollinator friendly seed mix.
• Pivot is proposing to use a decorative game fence to enclose the area.
• No additional landscaping is proposed.
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Pivot Energy Inc. — Planning Questionnaire
19. Describe reclamation and procedures to be employed as stages of the operation are phased out or upon
cessation of the Use by Special Review activity.
• Once the project has reached the end of its useful life, Pivot or the facility owner will remove all
improvements made and either recycle, reuse, or repurpose all materials. The site will be re -seeded
with a locally appropriate dryland seed, and the property will be returned to the landowner ready to
be developed as is seen fit.
• Please reference the attached Decommissioning Plan for more details.
20. Describe the proposed fire protection measure'
• Pivot will maintain vegetation under the panels.
• Internal roads and setbacks between fence and array have been designed to provide access by
emergency vehicles if need be.
21. Explain how this proposal is consistent with the Weld County Comprehensive Plan per Chapter 22 of the
Weld County Code
• In Section 22-2-10 C, the County Code states that one of its guiding principles is to Promote Economic
Growth and Sustainability. This project will last for 20-40 years, bringing the County economic revenue
and support. This project will further Weld County's stated goal of encouraging the development of
alternative energy sources as a hedge against the volatility of traditional energy sources.
• In Section 22-2-60 A, the County Code states the importance of Wildlife in the County. The proposed
project will be surrounded by game fencing to ensure no animals are trapped within the project area.
Studies of the project area did not reveal any nexus with any protected, threatened, or endangered
species or their habitats. In addition, Pivot will work with Colorado Parks and Wildlife to ensure the
project meets any necessary requirements.
• In Section 22-2-60 B, the County Code states it aims to support responsible energy and mineral
development. Solar is an alternative and low -impact energy source that produces no emissions and
has limited vehicle traffic once construction is complete. This development will not generate any
perceivable noise and therefore complies with this development requirement.
22. txpuain now this proposal is consistent. with the YIicenc of the zone distwrMct in which it is located. (Intent
statements can be found at the beginning of each zone district section in Article III of Chapter 23 of the
Weld County Code.)
• The solar facility will not have any negative effects on the land beneath it. Pivot will seed the ground
beneath the solar array with a locally appropriate seed mixture that will help improve the soil.
23. Explain how this proposal will be compatible with future development of the surrounding area or adopted
master plans of affected municipalities,
• The solar array will use locally appropriate seed mixture that will help maintain high -quality soils for
any future use following the life cycle of the array.
• Please see the supplemental Decommissioning Plan document for additional information.
24. Explain how this proposal impacts the protection of the health, safety and welfare of the inhabitants of
the neighborhood and the County:
• The proposed solar array will meet the health, safety, and welfare goals of the County because the
array will not produce any odors, fumes, or other emissions. The solar array will serve as a long-term
source of clean energy for the County, therefore meeting the goals of maintaining a healthy society.
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Pivot Energy Inc. — Planning Questionnaire
25. Describe any irrigation features. If the proposed use is to be located in the A (Agricultural) Zone District,
exp a�n our efforts to conserve prime agricultsirnl I2nd in the lorntionnI decision forte proposed use.
• No irrigation features are being proposed in the scope of this project.
26. Explain How this proposal complies with Article V and Article XI of Chapter 23 if the proposal is located
within any Overlay Zoning District (Airport, Geologic Hazard, or Historic Townsites Overlay Districts) or a
Special Ffinnd Hazard Area identified by maps officially adopted by the county.
• This site is not located within any of the above Overlay Zoning Districts. The Northwest section of the
parcel is located within a floodplain, but Pivot will be avoiding that section during construction.
Therefore, a floodplain development permit will not be required.
27. Detail known State or Federal permits required for your proposed use(s) and the status of each permit.
Provide a copy of any application or permit.
• There are no State or Federal permits associated with the project besides state electrical permit and
state Storm Water Pollution Prevention Plan (SWPP), which will be complete prior to submission of
building permit.
pivotenergy.net
Pivot Solar 45 LLC and Pivot Solar 55 LLC— Development
" Pivot Review Questionnaire
a--:ne Energy
1. Describe the access location and applicable use types (i.e., agricultural, residential, commercial/industrial,
and/or oil and gas) of all existing and proposed accesses to the parcel. Include the approximate distance
each access is (or will be if proposed) from an intersecting county road. State that no existing access is
present or that no new access is proposed, if applicable.
• The proposed access will be located off of the Northeastern side of the parcel. It will likely follow the
pre-existing oil & gas roads in the area, approximately 1,500 feet from the intersection of CR 44 and
CR 57.
2. Describe any anticipated change(s) to an existing access, if applicable
• There are no anticipated changes to the existing accesses.
3. Desrrdh9 n detail any existing or propnced access gate including itc !ncation.
• An access gate will be located at the entrance of the fenced area. This access gate will be locked and
not accessible by the public. This gate will be accessible to emergency vehicles and operators.
4. Describe the location of all existing accesses on adjacent parcels and on parcels located on the opposite
side of the road. Include the approximate distance each access is from an intersecting County Road.
• There are multiple existing accesses from oil & gas on the property and nearby properties near CR 44
and CR 57.
5. Describe any difficulties seeing oncoming traffic from an existing access and any anticipated difficulties
seeing oncoming traffic from a proposed nrrecs
• There are no anticipated visual difficulties seeing oncoming traffic from the proposed access point.
6. Describe any horizontal curve (using terms like mild curve, shar curve, reverse curve, etc.) in the vicinity of
an existing or proposed access..
• Please reference traffic impact study included herein.
7. Describe the topography (using terms like flat, slight hills, steep hills, etc.) of the road in the vicinity of an
existing or proposed access.
• The site has hilly topography, but the entrance road is flat before entering the parcel.
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Pivot Energy Inc.- Environmental Health Questionnaire
1. Discuss the existing and proposed potable water source. If utilizing a drinking water well, include either
the well permit or well permit application that was submitted to the State Division of Water Resources. If
utilizing a public water tap, include a letter from the Water District, a tap or meter number, or a copy of
the water bill
• No permanent potable water source is planned for the site. Bottled water will be provided during
construction.
2. Discuss the existing and proposed sewage disposal system. What type of sewage disposal system is on the
property? If utilizing an existing on -site wastewater treatment system, provide the on -site wastewater
treatment permit number. (If there is no on -site wastewater treatment permit due to the age of the
existing on -site wastewater treatment system, apply for a on -site wastewater treatment permit through
the Department of Public Health and Environment prior to submitting this application.) If a new on -site
wastewater treatment system will be installed, please state "a new on -site wastewater treatment system
is proposed." (Only propose portable toilets if the use is consistent with the Department of Public Health
and Fr,vironment's port He tnHHet policy.)
• No septic or sewage disposal is proposed to be on site.
• Portable toilets and bottled water will be provided during construction.
3. If storage or warehousing is proposed, what type of items will be stored?
• No storage or warehousing is proposed to be on site.
4. Describe where and how storage and/or stockpile of wastes, chemicals, and/or petroleum will occur on
the site,
• No storage and/or stockpile of wastes, chemicals, or petroleum will take place onsite.
5. If there will be fuel storage on site, indicate the gallons and the secondary containment. State the number
of tanks and gallons per tank:
• There will not be any fuel storage on site.
6. If here will be washing of vehicles or equipment on site, indicate how the wash water will be contained.
• No vehicle washing will take place.
7. If there will be floor drains, indicate how the fluids will be contained.
• No floor drains will be built. The site will contain its runoff the same was as before. The panels do not
increase the impervious surface of the site.
8. Indicate if there will be any air emissioi is
• The solar array will not release any air emissions.
9. Provide a design and operations plan if applicable.
• N/A
10. Provide a nuisance management plan if applicable.
• N/A
11. Additional information may be requested depending on type of land use requested.
• Noted.
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Pivot Energy Inc. — Alternatives Statement
Pivot has researched alternatives to the proposed location, and it has been adequately assessed
that the proposed site is the best location for the solar facility. Many other sites in Weld County
have been assessed, as well as other locations throughout the state of Colorado. The site was
chosen due to some of the following important factors:
- The site's proximity to Xcel Energy distribution infrastructure.
- Flat topography.
- No geotechnical constraints noted on the site (as of now).
- Landowner interest and participation to host a solar facility on their land.
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Pivot Energy Inc. - Construction Impacts
1. Haul route map showing a minimum of one (1) mile traveled road and must include a connection to a
paved, publicly-ma1nta1n9d maid
• Please see traffic letter in packet.
2. Agreement to mitigate construction traffic impacts to the area surrounding the proposed SEF.
• Applicant agrees to mitigate construction impacts.
3. Describe what impacts construction of the project will have upon transportation patterns in the area
intended to be served or affected by the proposal.
• During construction, crews will be on -site from approximately 7:00 am - 6:00 pm Monday -Friday.
Most vehicles will arrive early in the morning (7:00 to 9:00 am) and will begin departing the
construction site around 3:00 pm.
• Once constructed, the site will be unmanned but the solar farm will generate electricity during
daylight hours each day of the year.
• Operations and maintenance crews will be on -site up to eight times annually for up to four hours per
visit.
• Please reference the Vehicle Trip Generation Table Below.
Table 1 - Vehicle Trip Generation
Protect Phase
Time Period)
Vehicle Type
Estimated Gross
Vehicle Weight
Plumber Of Vehicles Per
Day
Maximum and Average
Vehicle Trips Per Day
Site Preparation
(approx. 1.3 weeks)
Egli-poi/en' Haul' rig
Trucks
30,000-6:51_ ;, It,_
0-2
"-:l
Passenger Vehicles
2,000-10,000 UM
2-'_
4-10
Fuel Delivery
20,000-30,000 lbs
1
2
Max -16I'Ave-9 i
Material and Equipment
Delivery
(approx. 4-5 weeks)
Canex. Container and
Delivery Trucks
30,000-50,000 tb's
10-38
20-60
Equipment Hauling
Trucks
20,000-40,000 lbs
0-8
0-16
Max-79lAve - 40
Solar facility installation
(6-? months)
Passenger Vehicles
V
2,000 to 10,000 lbs
20-30
r
40-60
Fuel Truck
20,040 to 30,000 lbs
1
2
Material Delivery Truck
20,000 to 30.000 lbs
1
.2
Max — 64#Ave - 52
Operations
(ongoing once
operationalp
Utility Vehicle
2,004 to 10,000 lbs
1 per month or less
Max - 2/Ave 10
4. Describe the potential construction impact on roads within the County.
• Please reference Vehicle Trip Generation Table above.
S. Identify improvements required to any roads within the County in order to serve the project
adequately
• Proposed change will be to improve the existing access route to and from the site (between public
ROW and lease area) with gravel aggregate to accommodate emergency services.
• No improvements to public roads will be necessary to complete the project.
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Pivot Energy Inc. — Decommissioning Plan
Weld County requires that Pivot Solar 45 LLC and Pivot Solar 55 LLC, c/o Pivot Energy Inc., ("Pivot")
submits a Decommissioning plan to the Department of Planning Services as part of the final administrative
review and approval process for a Solar Generation facility. Our estimate of the decommissioning costs is
$22,500 per MW, that will total approximately $225,000 for this project.
The useful life of the solar facility is expected to be at least 20 -years. At the end of the project's useful life, Pivot
will suspend operations and decommission the plant, which will include any necessary demolition, removal of
above and below ground equipment, and site reclamation efforts. Pivot's obligation under the Solar Lease
Agreement is to return the site to the landowner in substantially the same condition that the property was in prior
to the improvements being made.
This document establishes a detailed plan for decommissioning and reclamation activities once the project
reaches the end of its useful life. The proposed activities will likely need to be refined throughout the project's
life to reflect future best practices of the solar industry.
Pivot has assumed the planning process will be initiated one to two years prior to the anticipated end of
commercial operation. The final plans will be developed in consultation with Weld County and any other
applicable agencies that have jurisdiction of activities in the decommissioning process.
1. Decommissioning Project Elements and Milestones
The key tasks of project decommissioning are divided into related activities that represent milestones in the
process. Each activity is described in further detail below. The decommissioning schedule reflects the conceptual
timing of the milestones and overall process.
The individual project components to be decommissioned will either be 1) recycled or reused to the maximum
extent practicable, or 2) removed from the site and disposed of at an appropriately licensed disposal facility. The
general decommissioning approach will be the same whether a portion of, or the entire Project is
decommissioned.
The activities involved in the facility closure will depend on the expected future use of the site. Certain facility
equipment and features may be left in place at the property owner's request, such as transmission facilities, roads,
and drainage features. At the time of decommissioning, a plan will be submitted to the County proposing the
equipment that will be removed and, if applicable, equipment that will remain, based on expected future use of
the site.
Pre -closure activities include final closure and reclamation planning, which identifies measures to be taken to
restore the site to near pre -construction conditions. This includes but is not limited to the following:
• Complete an analysis of the project materials and their composition to identify those specific components
that may be recycled, re -used, scrapped, or sent to disposal sites; as well as identifying specific recycling
facilities and disposal sites for materials.
• Coordinate with local officials to obtain permits and develop plans for the transportation of materials and
equipment to and from the site.
• Develop specifications for demolition and reclamation, which will serve as the basis for contractor bids for
decommissioning the project and establish the scope of demolition and reclamation, including developing
reclamation plans in compliance with local, state, and federal regulations.
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Pivot Energy Inc. — Decommissioning Plan
During the planning process Pivot will brief the County and other applicable agencies on the
decommissioning process and plans. All necessary permits and approvals required for the decommissioning will
be obtained prior to commencing operations.
The first step in the decommissioning process will be assessing existing site conditions and preparing the site for
demolition. Site decommissioning and equipment removal is expected to take up to one year. Therefore, access
roads, fencing, some electrical power, and other facilities will temporarily remain in place for use by the
decommissioning workers until no longer needed. Demolition debris will be placed in temporary onsite storage
areas pending final transportation and disposal and/or recycling according to the procedures listed below.
A plan will be implemented for de -energizing portions of the facility to allow safe decommissioning and formal
lock out and tag out procedures. This will ensure all electrical components are placed and maintained in a safe
condition for demolition activities prior to the start of work.
PV Module and Tracker Removal and Recycling
During decommissioning, project components that are no longer needed will be removed from the site and
recycled, reused or disposed of at an appropriately licensed disposal facility. The first operation is to disconnect
and remove modules from the tracker assemblies.
Next, the tracker and mounting structures, DC wiring materials, and combiner boxes will all be assembled and
segregated for disposal or salvage. Steel piles that support the PV racking system will be removed and either re-
used or recycled to the maximum amount possible. Below ground portions of the supports will either be removed
or cut off at least two feet below ground surface and left in place.
The demolition debris and removed equipment will be safely removed from the premises and transported to an
appropriately licensed disposal facility or recycling center. Photovoltaic modules will either be re -used, recycled
or disposed of in accordance with applicable laws at the time of decommissioning.
Roads
Onsite access roads will remain in place during the decommissioning process. The roads may remain intact after
decommissioning if the property owner deems them beneficial for the future use of the site. Roads that will not
be used after the solar project's decommissioning will be removed at the end of the process.
Fencing
Project site perimeter fencing will be removed at the end of the decommissioning project, unless it may be utilized
for future use of the site and the property owner requests the fence remain in place. This includes the removal of
all posts, fencing material, gates, etc. to return the site to pre -project condition.
Transportation and Clean up
During the disassembly and demolition process, materials will be segregated and temporarily placed in gathering
areas for transportation. Various materials including, but not limited to, concrete, steel, aluminum, and copper
will be temporarily stockpiled at or near a designated processing location pending transport to an appropriate
offsite recycling facility. All such materials will then be transported from the site to approved designated facilities
for recycling, scrapping or disposal. All metals will be recycled to the extent practical given the recycling options
available at the time of decommissioning.
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Pivot Energy Inc. — Decommissioning Plan
In general, the decommissioning will be undertaken using traditional heavy construction equipment including, but
not limited to, front end loaders, cranes, track mounted and rubber -tired excavators, bull dozers, and scrapers.
Areas where excavation is required will be backfilled with natural material and compacted. Any voids left from
the removal of foundations will be backfilled with surrounding subsoil and topsoil and fine graded to ensure
suitable drainage and reclamation of natural grades.
Soil management and re -contouring operations will be conducted to minimize the surface area disturbance and
implement the activities in the safest and most efficient manner and in accordance with applicable local
requirements. Major earthwork is not anticipated as construction of the site will not alter the general grade across
the site.
To account for post -decommissioning dust control, areas of exposed soils will be revegetated, consistent with the
expected future use of the site and State or County requirements. The native dry grass vegetation will be re-
established to prevent the spread of weeds. Mulching or palliatives may be used for temporary dust control until
vegetation is established.
Monitoring Site Restoration
Upon completion of the decommissioning process, a one-year restoration monitoring period will begin.
Monitoring will ensure that grading and drainage implemented is successful in stabilizing water flow patterns and
that the cover vegetation (native dry grass vegetation or other depending on land use) will be reestablished to
prevent the spread of weeds. Corrective actions will be implemented if such monitoring determines adverse
conditions are present because of an inadequate restoration.
2. Decommissioning/Reclamation Cost Estimates
Pivot commits to working together with the County to update the cost estimates every five years from the
establishment and submittal of the security bond. The cost estimates will include all costs associated with the
dismantling, recycling, and safe disposal of facility parts and site reclamation activates and consider the salvage
value of the facility.
Initial cost estimate (2022):
Fencing
$6,750
Structures
$92,250
Modules
$67,500
Electrical
$33,750
Site
Restoration
$24,750
Total
$225,000
The scope includes:
• Electrical permit fees
• Removal and disposal of wildlife -friendly game fence
• Removal of racking and foundations
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Pivot Energy Inc. — Decommissioning Plan
• Removal of modules
• Removal of electrical equipment (transformers, pads, etc.)
• Removal of electrical DC string wiring and AC underground wiring
• Site restoration and reclamation
• Waste disposal fees
• Temporary restrooms and necessary facilities for workers
• Safety and protection equipment
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Pivot
Energy
Pivot Energy Inc. — Development Standards Statement
The statement shall demonstrate how the proposed facility complies with the following
development standards for Solar Energy Facilities:
1. Height limitation. Ground -mounted solar collectors shall not exceed twenty-five (25)
feet in height, measured from the highest grade below each solar panel to the highest
extent of the solar panel rotation.
The ground -mounted solar facility will not exceed 25 feet in height, as measured from the
highest grade below each solar panel to the highest extent of the solar panel rotation.
2. Glare. Concentrated solar glare from solar collectors shall not be directed toward or
onto nearby properties or roadways at any time of the day.
A glare study using ForgeSolar has determined that there are no glare concerns with the
proposed project in the desired location.
3. Setbacks. The improved area shall conform to the setback requirements of the
underlying zone. Additionally, the improved area must be at least five hundred (500) feet
from existing residential buildings and residential lots of a platted subdivision or planned
unit development. The residential setback requirement may be reduced if appropriate
screening through landscape or an opaque fence is installed, or upon submittal to Weld
County of a waiver or informed consent signed by the residence owner agreeing to the
lesser setback. If landscaping or opaque fencing is substituted for setback, a landscaping
plan or fencing plan shall first be submitted to and approved by the Department of
Planning Services.
Pivot acknowledges the Agricultural zone requirements. The improved area will be at least
500 feet from existing residential buildings and residential lots of a platted subdivision or
planned unit development.
4. Dust mitigation. The operators of the 5 ACRE SEF shall continuously employ the
practices for control of fugitive dust detailed in their dust mitigation plan submitted as
required by Subsection B.2., above.
Please see the attached Dust and Weed Mitigation Plan that lays out the employment of
practices for control of fugitive dust.
5. Underground cables. All electrical cables on the improved area shall be buried, except
for direct current string wires that connect between solar collectors, direct current
collection circuits between rows of solar arrays that are no more than four (4) feet above
grade crossings, substations, switchyards, and circuit voltages greater than 34.5 kilovolts
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Pivot Energy Inc. — Development Standards Statement
(where necessary).
Our DC circuits will be mostly in above ground CAB which typically is 42" above grade
(minimum). Our low voltage AC circuits will all be buried but, as of now, our plan is to have
our medium voltage interconnection equipment on overhead poles.
6. Fencing. The 5 ACRE SEF shall be enclosed with a security fence as approved pursuant
to a fencing plan submitted to the Department of Planning Services. Appropriate signage
shall be placed upon such fencing that warns the public of the high voltage therein.
The solar facility will be surrounded by an 8 -foot decorative game fence. Please see the
Landscape and Fencing plan for additional information.
7. Stormwater management. The Operator of the 5 ACRE SEF shall submit a drainage
report to comply with required Storm Drainage Criteria pursuant to Chapter 8, Article XI of
this Code. Additional requirements for Municipal Separate Storm Sewer System (MS4)
areas may be applicable pursuant to Chapter 8, Article IX of this Code. Ground -mounted
solar collector systems shall be exempt from impervious surface calculations if the soil
under the collectors is designated hydrologic A or B soil groups by the Natural Resources
Conservation Service (NRCS).
Please see the Drainage Report that has been submitted as part of the initial application
for additional information.
8. Access permit. Prior to construction of the 5 ACRE SEF, the applicant shall apply for and
obtain an approved Access Permit from the Weld County Department of Public Works,
pursuant to the provisions of Article XIV of Chapter 8 of this Code.
If required, Pivot will apply for and obtain an Access Permit from Weld County Public
Works prior to construction.
9. Existing irrigation systems. The nature and location or expansion of the SEF must not
unreasonably interfere with any irrigation systems on or adjacent to the solar facility.
The proposed SEF will not unreasonably interfere with any irrigation systems on or
adjacent to the solar facility.
pivotenergy.net
National Flood Hazard Layer FIRMette
FEMA
Legend
104°30'44"W 40°18'26"N
104°30'6"W 40°17'58"N
0 250 500
1,000
1,500
Feet
2,000
1:6,000
SEE FIS REPORT FOR DETAILED LEGEND AND INDEX MAP FOR FIRM PANEL LAYOUT
SPECIAL FLOOD
HAZARD AREAS
Without Base Flood Elevation (BFE)
Zone 4, V. 499
With BFE or Depth Zone AE, 40, AN, VF, AR
Regulatory Floodway
OTHER AREAS OF
FLOOD HAZARD
OTHER AREAS
GENERAL
STRUCTURES
OTHER
FEATURES
MAP PANELS
CD
O.2% Annual Chance Flood Hazard, Areas
of 1% annual chance flood with average
depth less than one foot or with drainage
areas of less than one square mile
Future Conditions 1% Annual
Chance Flood Hazard zone x
Area with Reduced Flood Risk due to
Levee. See Notes. Zone X
Area with Flood Risk due to Levee Zone D
NO SCREEN Area of Minimal Flood Hazard zone x
Effective LOM Rs
Area of Undetermined Flood Hazard Zone D
- Channel, Culvert, or Storm Sewer
milli Levee, Dike, or Floodwall
20.2 Cross Sections with 1% Annual Chance
1765 Water Surface Elevation
8 - - - - Coastal Transect
sp"-#.59v.m. Base Flood Elevation Line (BFE)
Limit of Study
Jurisdiction Boundary
- - Coastal Transect Baseline
- - - - Profile Baseline
Hydrographic Feature
Digital Data Available
No Digital Data Available
Unmapped
The pin displayed on the map is an approximate
point selected by the user and does not represent
an authoritative property location.
This map complies with FEMA's standards for the use of
digital flood maps if it is not void as described below.
The basemap shown complies with FEMA's basemap
accuracy standards
The flood hazard information is derived directly from the
authoritative NFHL web services provided by FEMA. This map
was exported on 2/6/2024 at 3:09 PM and does not
reflect changes or amendments subsequent to this date and
time. The NFHL and effective information may change or
become superseded by new data over time.
This map image is void if the one or more of the following map
elements do not appear: basemap imagery, flood zone labels,
legend, scale bar, map creation date, community identifiers,
FIRM panel number, and FIRM effective date. Map images for
unmapped and unmodernized areas cannot be used for
regulatory purposes.
Basemap imagery Source: USGS National Map 2023
1
ENERTIA
CONSULTING GROUP LLC
July 15, 2024
Weld County Planning and Building Department
1555 N 17th Ave
Greeley, CO 80631
RE: Drainage Narrative
Pivot Solar Energy Solar Facility on the Box Elder Parcel
28496 Weld County Road 44, Weld County
To whom it may concern:
1515 Market Street
Denver, CO 80202
(609) 234-5502
rick.hagmayer@enertiacg.com
This drainage narrative is intended to provide Weld County with drainage and land disturbance
information related to two proposed solar facilities, 72.42 acres total, identified as Pivot Energy Solar
Facilities 45 & 55 on the Box Elder Parcel (Project). The Project will be designed and will be
constructed and maintained in a manner that minimizes storm water related impacts, in accordance
with 2020 Weld County Engineering and Construction criteria.
P roject Specific Information
P roject Name, Property Address and Weld County Parcel No.
P ivot Energy Solar Facility on the Box Elder Parcel,
Parcel No. 105324000008
Developer/Owner
P ivot Energy, 1601 Wewatta, Suite 700, Denver, CO 80202
P ite/Civil Engineer
Enertia Consulting Group, LLC, 1515 Market Street, Denver, CO 80202
P roject Location and Description
The Project will consist of up to two 5 MW solar facilities located on approximately 72.42 acres of
undeveloped land within an approximately 640 acre parcel; and within Southeast 1/4 of Section 11,
Township 6 North, Range 65 West of the 6th P.M., Weld County, Colorado. The Project site is
bounded by aricultural land to the west, WCR 42 to the south, undeveloped land to the east, and WCR
44 to the north.
P roject components include: up to two 5 MW solar facilities with approximately 10000 solar panels
mounted on steel H -piles; concrete equipment pads; 16' gravel access driveways with emergency turn-
arounds; and perimeter fences with access gates. With the exception of a gravel driveways and
concrete pads for transformers and inverters, the remainder of the solar facility will not require
clearing/grubbing of existing vegetation and grading unless required to prevent shading of the solar
array.
Weld County Planning and Building Department
Page 2 of 5
Land Disturbance and Drainage Information
Existing Ground Surface Conditions, Drainage Patterns and Imperviousness
The 72.42 acre solar facility project area may be characterized as undeveloped agricultural land. The
applicable FIRM Map (No. 08123C1775E), included in Appendix A, indicates that the Project site is
located in a Zone x floodplain which is an area of minimal flood hazard. Based on NRCS soils data
(also included in Appendix A), the site soils are identified as Loamy Sand classified as Hydrologic Soil
Group A . As shown on Figure 1 in Appendix A, the site ground surface generally slopes at an average
of 1-3 percent from south to north of the Project site. In general, storm water is conveyed across the
Project area toward the northern boundary.
Land Disturbance Activities
The site improvements considered as land disturbance activities include installation of: (i) all-weather
gravel surface driveway, (ii) concrete equipment pads, and (iii) Class VI equipment pads:
(i) Gravel Access Drive — Two all-weather gravel surface access drives will extend from existing
an existing oilfield access road. Given the site soils, a 12 -inch -thick gravel Class VI base
surface (consistent with similar solar facility access drives within Weld County) is proposed.
This depth of gravel over compacted subgrade is sufficient to provide routine and emergency
access to the Project.
(ii) Concrete Equipment Pads — Concrete equipment pads will be installed beneath inverters and
transformers and other electrical equipment as required with the development. The pads will
be at least 8 -inches thick with reinforcing steel.
(iii) Class VI Equipment Pads — Class VI road base equipment pads will be installed beneath
other electrical equipment as required with the development. The pads will be at least 12 -
inches thick over compacted subgrade.
Lastly, components of the 72.42 acre solar facilities will include two phases, each including 10000
solar panels placed on steel H -piles driven into the ground. Since the solar panels will be tracking
panels (rotate through the day to track the path of the sun), the ground surface vegetation beneath the
panels will continue to grow. Some minimal grubbing may be necessary to prepare the site with
planned native seed mixes. Onsite conditions at the time of seeding will dictate necessity of such
methods. The purpose of the seeding is to increase the density of native vegetation; therefore, the
grubbing is not considered land disturbance (if it is necessary).
Since the layout is unknown at this time, an approximation of anticipated imperviousness from the
access drive has been assumed.
Land Disturbance Area
A total of approximately 25652 sf or 0.59 acres of the Project area is anticipated to be disturbed. The
total disturbance numbers are summed in the following table.
Weld County Planning and Building Department
Page 3 of 5
Disturbance Surface
Type
Disturbance
Area (sf)
Disturbance Area (ac)
Gravel
Access
Drive
22,532
0.517
Concrete
Equipment
Pads
1,200
0.028
Class
VI
Equipment
Pads
1,920
0.044
Total
25,652
10.589
Hydrologic Design Criteria
The following table includes hydrologic design criteria used in this analysis.
ParameterValueUnitReference
Time
of Concentration,
Tc
25.6
min.
MHFD
Rational
Peak
Method
Runoff
(Appendix
Prediction
A)
by
the
Runoff
Coefficient,
C
0.13
MHFD
Table
Criteria
6-4
Manual,
Chapter
6,
1
-hr
Point
Rainfall,
P1 (100
-Year) .4.71
inches
NOAA
Rainfall
Data (Appendix
A)
Storm
Runoff,
Q (100-YR)
43.72
cfs
Q = CIA
Basin Conditions
The footprint of the solar facility and access drive along with the areas delineated by oil setbacks is
considered to be the subject drainage area under both existing and proposed conditions.
The existing condition basin (identified as basin X1 on Figure 1) was analyzed to calculate the peak
runoff for the design storm using an imperviousness percentage of 2%. This percentage is based on
the soil type and existing conditions of the site.
The proposed condition basin (identified as basin Al on Figure 1) was analyzed to calculate the peak
runoff for the design storm using an impervious percentage of 2.33%. This percentage is based on the
majority of the site remaining as 2% impervious, 0.52 acres changing to 40% impervious (access drive
area), 0.03 acres changing to 100% impervious (concrete pad area), and 0.04 acres changing to 40%
impervious (Class VI pad area). It should be noted that the tracking solar panels are not classified as
ground surface because precipitation falling on the solar panels will shed onto the undisturbed
vegetated surface below.
Stormwater Runoff
The stormwater runoff for existing and proposed conditions is calculated based on the Rational
Method. The 100 -year, 1 -hour storm event was analyzed for basins Al and X1. The flow path for the
basins is generally from south to north on the Project site. The average ground surface slope along the
flow path is 2.5%. The time of concentration to this point was calculated using MHFD equations are
summarized below and can be found on the MHFD Peak Runoff Prediction by the Rational Method
form in Appendix A. The Runoff Coefficients are also included in the MHFD Peak Runoff Prediction by
the Rational Method and are summarized below.
Weld County Planning and Building Department
Page 4 of 5
Basin
Time of
Concentration
(min)
Runoff
Coefficients
(C100)
X1
25.66
0.13
Al
25.60
0.13
The precipitation data used for the 100 -year, 1 -hour storm event is based on NOAA rainfall data from
the Project site and is included in Appendix A. Per the Basin Runoff Calculation (MHFD Peak Runoff
P rediction by the Rational Method) included in Appendix A the 100 -year runoff flows are as follows:
Basin
Q100
(cfs)
X1
42.79
Al
43.72
Net
0.93
U nder developed conditions, runoff will follow existing drainage patterns and will not significantly
increase peak flows (increase from 42.79 cfs to 43.72 cfs).
Detention Exemption
It is understood solar facilities developed within Type A and/or Type B soils are exempt from the
requirement to provide detention per Sec. 8-11-40 (I). This solar facility falls within Type A and/or B
soils as shown on the soil survey included in this report.
S ummary
The following list summarizes key components of the Project and findings related to land disturbance
and storm water impacts.
1. Installation of the solar facility will temporarily disturb the ground surface within the
72.42 acre project area but won't require clearing and grubbing of vegetation or
grading, except for concrete equipment pad and gravel access drive installation.
2. Grubbing may be required to provide appropriate conditions for seeding. It is intended
for the vegetation throughout the site to be improved as a result, therefore is not
considered land disturbance.
3. The areas considered impervious (1200 SF of 100% impervious concrete pads) or semi -
impervious (22532 SF of 40% impervious gravel access drive and 1920 sf of 40 sf
Class VI pads) total 0.59 acres, or 0.81% of the 72.42 acre solar facility area.
4. Under existing conditions, the peak flow originating from the solar facility area for the
100 yr — 1 hr storm event is 42.79 cfs.
5. Under developed conditions, the peak flow originating from the solar facility area for the
100 yr - 1 hr storm event is 43.72 cfs.
6. The solar facility is located within well -draining Type A/B soils; therefore detention is not
required due to anticipated onsite infiltration.
Weld County Planning and Building Department
Page 5 of 5
7. Since the land disturbance is less than 1 acre, a CDPS storm water certificate issued by
CDPHE is not required for this Project.
8. Installation and operation of the solar facility is not expected to impact existing drainage
patterns or flow rates on or around the Project site. Runoff water quality will not be
impacted by the solar facility components.
9. The Project design will adequately protect public health, safety and general welfare and
have no adverse effects on offsite properties.
We trust that the information provided is acceptable and complete. Please let me know if you have
any questions or require additional information. Please contact me at rick.hagmayer@enertiacg.com
or (609) 234-5502 should you require additional information.
Sincerely,
1'" I r -F %T1 A I %I %" 1 r1' II -T-I
"'G GROUP, LLC
Senior Project Manager
attachment
National Flood Hazard Layer FIRMette
FEMA Legend
104°30'34"W 40°1$'21"N
104°29'56"W 40°17'53"N
T 41 P.EAW. 314
0 250 500
=08.0266
AREA OF iviiurMALFLOOD1 HAZARD
'0siz3c11 hE
eft 1/20/2016
1,000
1,500
Feet
2,000
1:6,000
SEE FIS REPORT FOR DETAILED LEGEND AND INDEX MAP FOR FIRM PANEL LAYOUT
SPECIAL FLOOD
HAZARD AREAS
Without Base Flood Elevation (BFE)
Zone 4, V. 499
With BFE or Depth Zone AE, A0, AH, VE, AR
Regulatory Floodway
OTHER AREAS OF
FLOOD HAZARD
OTHER AREAS
GENERAL
STRUCTURES
OTHER
FEATURES
MAP PANELS
CD
0.2% Annual Chance Flood Hazard, Areas
of 1% annual chance flood with average
depth less than one foot or with drainage
areas of less than one square mile
Future Conditions 1% Annual
Chance Flood Hazard
Area with Reduced Flood Risk due to
Levee. See Notes. Zone X
Area with Flood Risk due to Leveezone D
NO SCREEN Area of Minimal Flood Hazard zonex
Effective LOM Rs
Area of Undetermined Flood Hazard zone D
- Channel, Culvert, or Storm Sewer
milli Levee, Dike, or Floodwall
20.2 Cross Sections with 1% Annual Chance
17'5 Water Surface Elevation
8 - - - - Coastal Transect
va Base Flood Elevation Line (BFE)
Limit of Study
Jurisdiction Boundary
- - - - Coastal Transect Baseline
- - - - Profile Baseline
Hydrographic Feature
Digital Data Available
No Digital Data Available
Unmapped
The pin displayed on the map is an approximate
point selected by the user and does not represent
an authoritative property location.
This map complies with FEMA's standards for the use of
digital flood maps if it is not void as described below.
The basemap shown complies with FEMA's basemap
accuracy standards
The flood hazard information is derived directly from the
authoritative NFHL web services provided by FEMA. This map
was exported on 6/26/2024 at 11:33 AM and does not
reflect changes or amendments subsequent to this date and
time. The NFHL and effective information may change or
become superseded by new data over time.
This map image is void if the one or more of the following map
elements do not appear: basemap imagery, flood zone labels,
legend, scale bar, map creation date, community identifiers,
FIRM panel number, and FIRM effective date. Map images for
unmapped and unmodernized areas cannot be used for
regulatory purposes.
Basemap imagery Source: USGS National Map 2023
USDA United States
a— Department of
Agriculture
Natural
Resources
Conservation
Service
A product of the National
Cooperative Soil Survey,
a joint effort of the United
States Department of
Agriculture and other
Federal agencies, State
agencies including the
Agricultural Experiment
Stations, and local
participants
Custom Soil Resource
Report for
Weld County,
Colorado,
Southern Part
June 25, 2024
Preface
Soil surveys contain information that affects land use planning in survey areas.
They highlight soil limitations that affect various land uses and provide information
about the properties of the soils in the survey areas. Soil surveys are designed for
many different users, including farmers, ranchers, foresters, agronomists, urban
planners, community officials, engineers, developers, builders, and home buyers.
Also, conservationists, teachers, students, and specialists in recreation, waste
disposal, and pollution control can use the surveys to help them understand,
protect, or enhance the environment.
Various land use regulations of Federal, State, and local governments may impose
special restrictions on land use or land treatment. Soil surveys identify soil
properties that are used in making various land use or land treatment decisions.
The information is intended to help the land users identify and reduce the effects of
soil limitations on various land uses. The landowner or user is responsible for
identifying and complying with existing laws and regulations.
Although soil survey information can be used for general farm, local, and wider area
planning, onsite investigation is needed to supplement this information in some
cases. Examples include soil quality assessments (http://www.nrcs.usda.gov/wps/
portal/nrcs/main/soils/health/) and certain conservation and engineering
applications. For more detailed information, contact your local USDA Service Center
(https://offices.sc.egov.usda.gov/locator/app?agency=nrcs) or your NRCS State Soil
Scientist (http://www.nres.usda.gov/wps/portal/nres/detail/soils/contactus/?
cid=nres142p2_053951).
Great differences in soil properties can occur within short distances. Some soils are
seasonally wet or subject to flooding. Some are too unstable to be used as a
foundation for buildings or roads. Clayey or wet soils are poorly suited to use as
septic tank absorption fields. A high water table makes a soil poorly suited to
basements or underground installations.
The National Cooperative Soil Survey is a joint effort of the United States
Department of Agriculture and other Federal agencies, State agencies including the
Agricultural Experiment Stations, and local agencies. The Natural Resources
Conservation Service (NRCS) has leadership for the Federal part of the National
Cooperative Soil Survey.
Information about soils is updated periodically. Updated information is available
through the NRCS Web Soil Survey, the site for official soil survey information.
The U.S. Department of Agriculture (USDA) prohibits discrimination in all its
programs and activities on the basis of race, color, national origin, age, disability,
and where applicable, sex, marital status, familial status, parental status, religion,
sexual orientation, genetic information, political beliefs, reprisal, or because all or a
part of an individual's income is derived from any public assistance program. (Not
all prohibited bases apply to all programs.) Persons with disabilities who require
2
alternative means for communication of program information (Braille, large print,
audiotape, etc.) should contact USDA's TARGET Center at (202) 720-2600 (voice
and TDD). To file a complaint of discrimination, write to USDA, Director, Office of
Civil Rights, 1400 Independence Avenue, S.W., Washington, D.C. 20250-9410 or
call (800) 795-3272 (voice) or (202) 720-6382 (TDD). USDA is an equal opportunity
provider and employer.
3
Contents
Preface 2
Soil Map 5
Soil Map 6
Legend 7
Map Unit Legend 8
Map Unit Descriptions 8
Weld County, Colorado, Southern Part 10
25 Haverson loam, 0 to 1 percent slopes 10
45 Olney loamy sand, 3 to 5 percent slopes 11
49 Osgood sand, 0 to 3 percent slopes 12
70 Valent sand, 3 to 9 percent slopes 13
73 Vona loamy sand, 3 to 5 percent slopes 15
4
Soil Map
The soil map section includes the soil map for the defined area of interest, a list of
soil map units on the map and extent of each map unit, and cartographic symbols
displayed on the map. Also presented are various metadata about data used to
produce the map, and a description of each soil map unit.
5
Custom Soil Resource Report
MAP LEGEND MAP INFORMATION
Area of Interest (AO')
Area of Interest (AO')
Soils
4
O
Soil Map Unit Polygons
Soil Map Unit Lines
Soil Map Unit Points
Special Point Features
Blowout
Borrow Pit
Clay Spot
Closed Depression
Gravel Pit
Gravelly Spot
Landfill
Lava Flow
Marsh or swamp
Mine or Quarry
Miscellaneous Water
Perennial Water
Rock Outcrop
Saline Spot
Sandy Spot
Severely Eroded Spot
Sinkhole
Slide or Slip
Sodic Spot
a
Spoil Area
Stony Spot
Very Stony Spot
Wet Spot
Other
Special Line Features
Water Features
Streams and Canals
Transportation
Rails
Interstate Highways
US Routes
Major Roads
Local Roads
Background
Aerial Photography
The soil surveys that comprise your AOI were mapped at
1:24,000.
Warning: Soil Map may not be valid at this scale.
Enlargement of maps beyond the scale of mapping can cause
misunderstanding of the detail of mapping and accuracy of soil
line placement. The maps do not show the small areas of
contrasting soils that could have been shown at a more detailed
scale.
Please rely on the bar scale on each map sheet for map
measurements.
Source of Map: Natural Resources Conservation Service
Web Soil Survey URL:
Coordinate System: Web Mercator (EPSG:3857)
Maps from the Web Soil Survey are based on the Web Mercator
projection, which preserves direction and shape but distorts
distance and area. A projection that preserves area, such as the
Albers equal-area conic projection, should be used if more
accurate calculations of distance or area are required.
This product is generated from the USDA-NRCS certified data as
of the version date(s) listed below.
Soil Survey Area: Weld County, Colorado, Southern Part
Survey Area Data: Version 22, Aug 24, 2023
Soil map units are labeled (as space allows) for map scales
1:50,000 or larger.
Date(s) aerial images were photographed: Jun 8, 2021 Jun 12,
2021
The orthophoto or other base map on which the soil lines were
compiled and digitized probably differs from the background
imagery displayed on these maps. As a result, some minor
shifting of map unit boundaries may be evident.
7
Custom Soil Resource Report
Map Unit Legend
Map Unit Symbol
Map Unit Name
Acres in AOI
Percent of AOI
25
Haverson
loam, 0 to 1
slopes
percent
8.0
1.8%
45
Olney
loamy
percent slopes
sand,
3 to 5
2.0
0.4%
49
Osgood
slopes
sand,
0 to 3
percent
43.0
9.8%
70
Valent sand,
slopes
3 to
9
percent
374.2
85.6%
73
Vona
loamy
percent
slopes
sand,
3 to 5
10.2
2.3%
Totals for
Area of Interest
437.4
100.0%
Map Unit Descriptions
The map units delineated on the detailed soil maps in a soil survey represent the
soils or miscellaneous areas in the survey area. The map unit descriptions, along
with the maps, can be used to determine the composition and properties of a unit.
A map unit delineation on a soil map represents an area dominated by one or more
major kinds of soil or miscellaneous areas. A map unit is identified and named
according to the taxonomic classification of the dominant soils. Within a taxonomic
class there are precisely defined limits for the properties of the soils. On the
landscape, however, the soils are natural phenomena, and they have the
characteristic variability of all natural phenomena. Thus, the range of some
observed properties may extend beyond the limits defined for a taxonomic class.
Areas of soils of a single taxonomic class rarely, if ever, can be mapped without
including areas of other taxonomic classes. Consequently, every map unit is made
up of the soils or miscellaneous areas for which it is named and some minor
components that belong to taxonomic classes other than those of the major soils.
Most minor soils have properties similar to those of the dominant soil or soils in the
map unit, and thus they do not affect use and management. These are called
noncontrasting, or similar, components. They may or may not be mentioned in a
particular map unit description. Other minor components, however, have properties
and behavioral characteristics divergent enough to affect use or to require different
management. These are called contrasting, or dissimilar, components. They
generally are in small areas and could not be mapped separately because of the
scale used. Some small areas of strongly contrasting soils or miscellaneous areas
are identified by a special symbol on the maps. If included in the database for a
given area, the contrasting minor components are identified in the map unit
descriptions along with some characteristics of each. A few areas of minor
components may not have been observed, and consequently they are not
mentioned in the descriptions, especially where the pattern was so complex that it
was impractical to make enough observations to identify all the soils and
miscellaneous areas on the landscape.
8
Custom Soil Resource Report
The presence of minor components in a map unit in no way diminishes the
usefulness or accuracy of the data. The objective of mapping is not to delineate
pure taxonomic classes but rather to separate the landscape into landforms or
landform segments that have similar use and management requirements. The
delineation of such segments on the map provides sufficient information for the
development of resource plans. If intensive use of small areas is planned, however,
onsite investigation is needed to define and locate the soils and miscellaneous
areas.
An identifying symbol precedes the map unit name in the map unit descriptions.
Each description includes general facts about the unit and gives important soil
properties and qualities.
Soils that have profiles that are almost alike make up a soil series. Except for
differences in texture of the surface layer, all the soils of a series have major
horizons that are similar in composition, thickness, and arrangement.
Soils of one series can differ in texture of the surface layer, slope, stoniness,
salinity, degree of erosion, and other characteristics that affect their use. On the
basis of such differences, a soil series is divided into soil phases. Most of the areas
shown on the detailed soil maps are phases of soil series. The name of a soil phase
commonly indicates a feature that affects use or management. For example, Alpha
silt loam, 0 to 2 percent slopes, is a phase of the Alpha series.
Some map units are made up of two or more major soils or miscellaneous areas.
These map units are complexes, associations, or undifferentiated groups.
A complex consists of two or more soils or miscellaneous areas in such an intricate
pattern or in such small areas that they cannot be shown separately on the maps.
The pattern and proportion of the soils or miscellaneous areas are somewhat similar
in all areas. Alpha -Beta complex, 0 to 6 percent slopes, is an example.
An association is made up of two or more geographically associated soils or
miscellaneous areas that are shown as one unit on the maps. Because of present
or anticipated uses of the map units in the survey area, it was not considered
practical or necessary to map the soils or miscellaneous areas separately. The
pattern and relative proportion of the soils or miscellaneous areas are somewhat
similar. Alpha -Beta association, 0 to 2 percent slopes, is an example.
An undifferentiated group is made up of two or more soils or miscellaneous areas
that could be mapped individually but are mapped as one unit because similar
interpretations can be made for use and management. The pattern and proportion
of the soils or miscellaneous areas in a mapped area are not uniform. An area can
be made up of only one of the major soils or miscellaneous areas, or it can be made
up of all of them. Alpha and Beta soils, 0 to 2 percent slopes, is an example.
Some surveys include miscellaneous areas. Such areas have little or no soil
material and support little or no vegetation. Rock outcrop is an example.
9
Custom Soil Resource Report
Weld County, Colorado, Southern Part
25 Haverson loam, 0 to 1 percent slopes
Map Unit Setting
National map unit symbol: 3622
Elevation: 4,500 to 4,800 feet
Mean annual precipitation: 12 to 17 inches
Mean annual air temperature: 46 to 54 degrees F
Frost -free period: 125 to 180 days
Farmland classification: Prime farmland if irrigated
Map Unit Composition
Haverson and similar soils: 85 percent
Minor components: 15 percent
Estimates are based on observations, descriptions, and transects of the mapunit.
Description of Haverson
Setting
Landform: Flood plains, stream terraces
Down -slope shape: Linear
Across -slope shape: Linear
Parent material: Stratified, calcareous alluvium
Typical profile
Hi - 0 to 4 inches: loam
H2 - 4 to 60 inches: stratified loamy sand to loam to clay loam
Properties and qualities
Slope: 0 to 1 percent
Depth to restrictive feature: More than 80 inches
Drainage class: Well drained
Runoff class: Low
Capacity of the most limiting layer to transmit water (Ksat): Moderately high to high
(0.60 to 2.00 in/hr)
Depth to water table: More than 80 inches
Frequency of flooding: None
Frequency of ponding: None
Calcium carbonate, maximum content: 15 percent
Gypsum, maximum content: 1 percent
Maximum salinity: Nonsaline to moderately saline (0.0 to 8.0 mmhos/cm)
Available water supply, 0 to 60 inches: High (about 9.6 inches)
Interpretive groups
Land capability classification (irrigated): 3w
Hydrologic Soil Group: B
Ecological site: R067BY002CO - Loamy Plains
Hydric soil rating: No
Minor Components
Vona
Percent of map unit: 8 percent
Hydric soil rating: No
10
Custom Soil Resource Report
Fluvaquentic haplustolls
Percent of map unit: 4 percent
Landform: Terraces
Hydric soil rating: Yes
Other soils
Percent of map unit: 3 percent
Hydric soil rating: No
45 Olney loamy sand, 3 to 5 percent slopes
Map Unit Setting
National map unit symbol: 362s
Elevation: 4,600 to 5,200 feet
Mean annual precipitation: 11 to 15 inches
Mean annual air temperature: 46 to 54 degrees F
Frost -free period: 125 to 175 days
Farmland classification: Farmland of statewide importance
Map Unit Composition
Olney and similar soils: 85 percent
Minor components: 15 percent
Estimates are based on observations, descriptions, and transects of the mapunit.
Description of Olney
Setting
Landform: Plains
Down -slope shape: Linear
Across -slope shape: Linear
Parent material: Mixed deposit outwash
Typical profile
H1 - 0 to 10 inches: loamy sand
H2 - 10 to 20 inches: sandy clay loam
H3 - 20 to 25 inches: sandy clay loam
H4 - 25 to 60 inches: fine sandy loam
Properties and qualities
Slope: 3 to 5 percent
Depth to restrictive feature: More than 80 inches
Drainage class: Well drained
Runoff class: Low
Capacity of the most limiting layer to transmit water (Ksat): Moderately high to high
(0.60 to 2.00 in/hr)
Depth to water table: More than 80 inches
Frequency of flooding: None
Frequency of ponding: None
Calcium carbonate, maximum content: 15 percent
Maximum salinity: Nonsaline to very slightly saline (0.0 to 2.0 mmhos/cm)
Custom Soil Resource Report
Available water supply, 0 to 60 inches: Moderate (about 6.5 inches)
Interpretive groups
Land capability classification (irrigated): 3e
Land capability classification (nonirrigated): 4c
Hydrologic Soil Group: B
Ecological site: R067BY024CO - Sandy Plains
Hydric soil rating: No
Minor Components
Zigweid
Percent of map unit: 8
Hydric soil rating: No
Vona
Percent of map unit: 7
Hydric soil rating: No
percent
percent
49 Osgood sand, 0 to 3 percent slopes
Map Unit Setting
National map unit symbol: 362x
Elevation: 4,680 to 4,900 feet
Mean annual precipitation: 13 to 15 inches
Mean annual air temperature: 46 to 55 degrees F
Frost -free period: 140 to 150 days
Farmland classification: Farmland of statewide importance
Map Unit Composition
Osgood and similar soils: 85 percent
Minor components: 15 percent
Estimates are based on observations, descriptions, and transects of the mapunit.
Description of Osgood
Setting
Landform: Plains
Down -slope shape: Linear
Across -slope shape: Linear
Parent material: Eolian sands
Typical profile
H1 - 0 to 22 inches: sand
H2 - 22 to 34 inches: sandy loam
H3 - 34 to 60 inches: sand
Properties and qualities
Slope: 0 to 3 percent
Depth to restrictive feature: More than 80 inches
Drainage class: Well drained
Runoff class: Very low
12
Custom Soil Resource Report
Capacity of the most limiting layer to transmit water (Ksat): High (2.00 to 6.00
in/hr)
Depth to water table: More than 80 inches
Frequency of flooding: None
Frequency of ponding: None
Maximum salinity: Nonsaline to very slightly saline (0.0 to 2.0 mmhos/cm)
Available water supply, 0 to 60 inches: Low (about 4.8 inches)
Interpretive groups
Land capability classification (irrigated): 4e
Land capability classification (nonirrigated): 6e
Hydrologic Soil Group: A
Ecological site: R067BY015CO - Deep Sand
Hydric soil rating: No
Minor Components
Valent
Percent of map unit: 10 percent
Hydric soil rating: No
Dailey
Percent of map unit: 5 percent
Hydric soil rating: No
70 Valent sand, 3 to 9 percent slopes
Map Unit Setting
National map unit symbol: 2tczf
Elevation: 3,050 to 5,150 feet
Mean annual precipitation: 12 to 18 inches
Mean annual air temperature: 48 to 55 degrees F
Frost -free period: 130 to 180 days
Farmland classification: Not prime farmland
Map Unit Composition
Valent and similar soils: 80 percent
Minor components: 20 percent
Estimates are based on observations, descriptions, and transects of the mapunit.
Description of Valent
Settin
g
Landform: Dunes, hills
Landform position (two-dimensional): Summit, shoulder, backslope, footslope
Landform position (three-dimensional): Side slope, crest, head slope, nose slope
Down -slope shape: Convex, linear
Across -slope shape: Convex, linear
Parent material: Noncalcareous eolian sands
Custom Soil Resource Report
Typical profile
A-0to5inches: sand
AC - 5 to 12 inches: sand
Cl - 12 to 30 inches: sand
C2 - 30 to 80 inches: sand
Properties and qualities
Slope: 3 to 9 percent
Depth to restrictive feature: More than 80 inches
Drainage class: Excessively drained
Runoff class: Very low
Capacity of the most limiting layer to transmit water (Ksat): High to very high (6.00
to 39.96 in/hr)
Depth to water table: More than 80 inches
Frequency of flooding: None
Frequency of ponding: None
Calcium carbonate, maximum content: 1 percent
Maximum salinity: Nonsaline (0.0 to 1.9 mmhos/cm)
Available water supply, 0 to 60 inches: Very low (about 2.4 inches)
Interpretive groups
Land capability classification (irrigated): 4e
Land capability classification (nonirrigated): 6e
Hydrologic Soil Group: A
Ecological site: R067BY015CO - Deep Sand, R072XY109KS - Rolling Sands
Hydric soil rating: No
Minor Components
Dailey
Percent of map unit: 10 percent
Landform: Interdunes
Landform position (two-dimensional): Footslope, toeslope
Landform position (three-dimensional): Base slope
Down -slope shape: Linear
Across -slope shape: Concave
Ecological site: R067BY015CO - Deep Sand, R072XA021 KS - Sands (North) (PE
16-20)
Hydric soil rating: No
Vona
Percent of map unit: 5 percent
Landform: Hills
Landform position (two-dimensional): Shoulder, backslope, footslope
Landform position (three-dimensional): Head slope, nose slope, side slope, base
slope
Down -slope shape: Linear
Across -slope shape: Linear
Ecological site: R067BY024CO - Sandy Plains, R072XA022KS - Sandy (North)
Draft (April 2010) (PE 16-20)
Hydric soil rating: No
Haxtun
Percent of map unit: 5 percent
Landform: Interdunes
Landform position (two-dimensional): Footslope, toeslope
14
Custom Soil Resource Report
Landform position (three-dimensional): Base slope
Down -slope shape: Linear
Across -slope shape: Concave
Ecological site: R072XY111 KS - Sandy Plains, R067BY024CO - Sandy Plains
Hydric soil rating: No
73 Vona loamy sand, 3 to 5 percent slopes
Map Unit Setting
National map unit symbol: 2x0j8
Elevation: 4,100 to 5,200 feet
Mean annual precipitation: 12 to 17 inches
Mean annual air temperature: 46 to 52 degrees F
Frost -free period: 130 to 155 days
Farmland classification: Not prime farmland
Map Unit Composition
Vona and similar soils: 85 percent
Minor components: 15 percent
Estimates are based on observations, descriptions, and transects of the mapunit.
Description of Vona
Setting
Landform: Hills, hillslopes
Landform position (two-dimensional): Backslope
Landform position (three-dimensional): Side slope
Down -slope shape: Convex, linear
Across -slope shape: Convex, linear
Parent material: Eolian sands
Typical profile
A - 0 to 7 inches: loamy sand
Bt1 - 7 to 14 inches: sandy loam
Bt2 - 14 to 20 inches: sandy loam
Bk - 20 to 45 inches: sandy loam
C - 45 to 80 inches: loamy sand
Properties and qualities
Slope: 3 to 5 percent
Depth to restrictive feature: More than 80 inches
Drainage class: Well drained
Runoff class: Very low
Capacity of the most limiting layer to transmit water (Ksat): High (2.00 to 6.00
in/hr)
Depth to water table: More than 80 inches
Frequency of flooding: None
Frequency of ponding: None
Calcium carbonate, maximum content: 10 percent
Maximum salinity: Nonsaline (0.1 to 1.0 mmhos/cm)
Custom Soil Resource Report
Available water supply, 0 to 60 inches: Moderate (about 6.4 inches)
Interpretive groups
Land capability classification (irrigated): 3e
Land capability classification (nonirrigated): 4s
Hydrologic Soil Group: A
Ecological site: R067BY015CO - Deep Sand
Hydric soil rating: No
Minor Components
Ascalon
Percent of map unit: 5 percent
Landform: I nterfl uves
Landform position (three-dimensional): Interfluve
Down -slope shape: Linear
Across -slope shape: Linear
Ecological site: R067BY024CO - Sandy Plains
Hydric soil rating: No
Manter
Percent of map unit: 5 percent
Landform: Hills, interfluves
Landform position (two-dimensional): Backslope
Landform position (three-dimensional): Side slope, interfluve
Down -slope shape: Convex, linear
Across -slope shape: Convex, linear
Ecological site: R067BY024CO - Sandy Plains
Hydric soil rating: No
Olnest
Percent of map unit: 3 percent
Landform: Interfluves, hills
Landform position (two-dimensional): Footslope, toeslope
Landform position (three-dimensional): Interfluve, base slope
Down -slope shape: Linear, concave
Across -slope shape: Linear, concave
Ecological site: R067BY024CO - Sandy Plains
Hydric soil rating: No
Valent
Percent of map unit: 2 percent
Landform: Dunes
Landform position (two-dimensional): Summit, shoulder, backslope
Landform position (three-dimensional): Nose slope, side slope, crest
Down -slope shape: Convex, linear
Across -slope shape: Convex, linear
Ecological site: R067BY015CO - Deep Sand
Hydric soil rating: No
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Calculation of Peak Runoff using Rational Method
Designer: WJR
Company: ENERTIA
Date: 7/11/2024
Project: PIVOT 45 & 55 - Box Elder
Location: WELD COUNTY
Version 2.00 released May 2017
Cells of this color are for required user -input
Cells of this color are for optional override values
Cells of this color are for calculated results based on overrides
ti =S0.33
0.395(1.1 - C5)y+Li
_ Lt Lt
tt 60KA 60Vt
Computed tt = ti + tt
Regional t, = (26 — 17i) +
60(14i + 9)-A
tminimum= 5 (urban)
tminimum= 10 (non -urban)
Selected tc, = max{tminimum , min(Computed , Regional tt) 4
Select UDFCD location for NOAA Atlas 14 Rainfall Depths from the pulldown list OR enter your own depths obtained from the NOAA website (click this link)
1 -hour rainfall depth, P1 (in) =
Rainfall Intensity Equation Coefficients =
2-yr 5-yr 10-yr 25-yr 50-yr 100-yr 500-yr
0.85
1.12
1.40
1.86
2.27
2.74
4.04
a
b
c
28.50
10.00
0.786
I(in/hr) _
(b + tpy
a*P1
Q(cfs) = CIA
Subcatchment
Name
Area
(ac)
NRCS
Hydrologic
Soil Group
Percent
mperviousness
Runoff Coefficient, C
Overland (Initial) Flow Time
Channelized (Travel) Flow Time
Time of Concentration
Rainfall Intensity, I (in/hr)
Peak Flow, Q cfs)
2-yr
5-yr
10-yr
25-yr
50-yr
100-yr
500-yr
Overland
Flow Length
L; (ft)
U/S Elevation
(ft)
(Optional)
D/S Elevation
(ft)
(Optional)
Overland
Flow Slope
Si (ft/ft)
Overland
Flow Time
t; (min)
Channelized
Flow Length
Li (ft)
U/S Elevation
(ft)
(Optional)
D/S Elevation
(ft)
(Optional)
Channelized
Flow Slope
St (ft/ft)
NRCS
Conveyance
Factor K
Channelized
Flow Velocity
Vt (ft/sec)
Channelized
Flow Time
tt (min)
Computed
tc min
Regional
tc min
Selected
tc min
2-yr
5-yr
10-yr
25-yr
50-yr
100-yr
500-yr
2-yr
5-yr
10-yr
25-yr
50-yr
100-yr
500-yr
Al
72.42
A
2.33
0.01
0.01
0.01
0.01
0.04
0.13
0.27
500
0.025
32.61
0
0.020
7
0.99
0.00
32.61
25.60
25.60
1.46
1.93
2.41
3.20
3.90
4.71
6.95
0.67
0.99
1.48
2.99
12.69
43.72
135.33
X1
72.42
A
2.00
0.01
0.01
0.01
0.01
0.04
0.13
0.27
500
0.025
32.65
0
0.020
7
0.99
0.00
32.65
25.66
25.66
1.46
1.92
2.40
3.19
3.90
4.71
6.94
0.54
0.81
1.23
2.52
11.88
42.79
134.10
Area -Weighted Runoff Coefficient Calculations
Version 2.00 released May 2017
Designer: WJR
Company: ENERTIA
Date: 7/11/2024
Project: PIVOT 45 & 55 - Box Elder
Location: WELD COUNTY
Subcatchment
Name
Al
LE STD :
Flow Direction
Gatos €at
Bar
Cells of this color are for required user -input
Cells of this color are for optional override values
Cells of this color are for calculated results based on overrides
See sheet "Design Info" for imperviousness -based runoff coefficient values.
Sub -Area
ID
Area
(ac)
NRCS
Hydrologic
Soil Group
Imperviousness
Percent
Runoff Coefficient, C
2-yr
5-yr
10-yr
25-yr
50-yr
100-yr
500-yr
ACCESS
0.52
C
40.0
0.30
0.36
0.43
0.54
0.59
0.65
0.71
CONC PADS
0.03
C
100.0
0.83
0.85
0.87
0.88
0.89
0.89
0.90
CLASS VI
PADS
0.04
C
40.0
0.30
0.36
0.43
0.54
0.59
0.65
0.71
FIELD
71.83
A
2.0
0.01
0.01
0.01
0.01
0.04
0.13
0.27
72.42
2.33
Total Area (ac)
72.42
Area -Weighted C
Area -Weighted Override C
0.01
0.01
0.01
0.02
0.05
0.13
0.27
0.01
0.01
0.01
0.02
0.05
0.13
0.27
1
WCR 44
45 SITE ACCESS
WCR 49
DESIGNATED TRAVEL ROUTE
VIA 1-76
PIVOT SOLAR
EIFERT PARCEL PROJECT
55 SITE ACCESS
1
1515 MARKET STREET
IIENERTIADENVER, CO 80202
SUITE 100
(609) 234-5502
111N9d at
FIGURE 1 - PROXIMITY MAP & DESIGNATED TRAVEL ROUTE
PIVOT ENERGY SOLAR FARM ON BOX ELDER PARCEL
WELD COUNTY, COLORADO
DATE: 7/10/2024
SCALE: 1" = 10,000'
BY: WJR
Pivot
41/4
issiewi Energy
Pivot Energy Inc.— Dust Mitigation Plan
Best management practices will be followed to mitigate dust and debris during the
construction process.
Construction staff are responsible for dust control and will determine which of the following
methods are needed to accommodate the specific site and weather conditions:
• Sprinkling/irrigation- Sprinkle ground surface with water to moisten the area and
control dust. Extra watering may be considered for haul roads and other traffic routes.
• Vegetative cover- Vegetative cover may be used in areas where construction staff do
not designate for vehicle traffic. Vegetative cover can help reduce wind velocity at the
ground surface, therefore reducing dust accumulation.
• Mulch- The use of mulch may be used as a useful dust control method for a recently
disturbed area.
• Wind breaks- Wind break barriers might be used to reduce the intensity of the wind
throughout the site.
• Stone- Stone may be used atop portions of the site to reduce the amount of dust that
will be kicked up into the air.
pivotenergy. net
Pivot Energy Inc. - Landscape and Screening Plan
Pivot Solar 45 LLC and Pivot Solar 55 LLC, c/o Pivot Energy Inc., is located 0.50 miles east of
the intersection of Weld County Road (WCR) 46 and WCR 57. The site is approximately 60
acres within a larger 628 acre parcel. Solar facilities present a low profile,
especially when compared to other operational energy and commercial facilities
already present on and near the property. As such, these installations generate
very little visual impact to neighboring properties and typically require little in the way
of visual buffering.
The main strategy employed to lessen visual impact of the proposed installation is to site the
facility at the greatest feasible distance from any residences on neighboring properties and from
the right-of-way. The applicant intends to provide a 500 -foot buffer between the solar
equipment and any neighboring residential parcels. If there are neighboring residences within
a 500 -foot buffer, Pivot Energy Inc. will provide an option to decrease visual impacts,
such as opaque fencing, landscaping features, or an agreed upon mitigation measure.
The applicant proposes to surround the facility with a decorative, wildlife friendly game fence
which will serve to break up the visual impact of the facility when viewed from
adjoining properties. Within the fence line and on any other areas
disturbed during construction, applicant will establish native, low -growth grasses
in keeping with vegetation common for the area to allow the project area to blend in
with the surroundings.
pivote nergy.net
Pivot Energy Inc. - Maintenance and Vegetation Plan
Site maintenance is critical to ensure that an operational solar facility meets all conditions of
operation. This document outlines the steps the operator will take to ensure the site is properly
maintained during construction and throughout the operational life of the facility.
1) Weed Management
If construction occurs during growing season, Pivot will apply broadleaf
herbicide prior to commencing construction. Once construction is complete, Pivot
will re -apply broadleaf herbicide if needed to allow planted native grass seed mix to
revegetate.
ii) Hydro -seed or hydro -mulch a drought tolerant native grass seed mix in
the early spring or early fall. Final seed mix will be determined by an
approved professional knowledgeable with re -vegetation means and methods.
iii) Mow project area a minimum of once per year, at a cut height of no
less than six inches. It is possible that mowing may need to take place twice
or more during the growing season
iv) Since weed seeds remain viable in the soil a for number
years, site and weed management is a long-term process. Treated areas will be
monitored annually and re -treated if necessary, using typical weed management
practices and procedures.
2) Planting Method
Preferred method will be hydroseed and hydro -
mulching. If required, nutrient supplementationwilltakeplacetoensurethe
successful establishmentof permanentground cover. Permanent seeding shall occur
between December 1 and May 1 or between August 1 and September 1, or as
recommended by a vegetation specialist.
3) Temporary Seed Mix
Temporary seeding areas, which will be ready for stabilization after May 1 and before August 1,
shall be seeded with Millet or Sorghum at the rate of 40 pounds per acre, with the amount of
fertilizer as specified. The requirement to plant temporary seeding does not eliminate the
requirementtoplant permanentseeding. Straw mulch isnotrequiredfortemporaryseeding.
4) Permanent Seed Mix
To consist of locally appropriate, drought -tolerant, low growth grasses and
flowering plants. If viable, preference will be given to a seed mix that
can support pollinators. Final mix will be determined at the time of planting by
a qualified vegetation specialist.
Pivot
Energy
Pivot Energy Inc. — Maintenance and Vegetation Plan
Site Maintenance Checklist
1. Mow project area once per year at a minimum to a cut height of 6 inches or greater.
2. Walk the site and remove any accumulated debris on either side of the fence line and
properly dispose. No burning of trash will be allowed.
3. Apply herbicide as needed to control noxious weeds.
4. Inspect and re -seed any bare ground with permanent seeding.
5. Inspect fence and repair as needed.
6. Inspect all-weather access road and repair as needed.
7. Inspect site for any visible erosion. Remove transported sediment and implement
necessary erosion control measures to minimize future maintenance issues.
pivote nergy.net
ENERTIA
CONSULTING GROUP LLC
December 13, 2024
Weld County Planning and Building Department
1555 N 17th Ave
Greeley, CO 80631
RE: Traffic Impact Letter
U se by Special Review — Box Elder Parcel
S E of WCR 44 & WCR 58
To whom it may concern:
I. Introduction
1515 Market Street
Denver, CO 80202
(609) 234-5502
rick.hagmayer@enertiacg.com
In fulfillment of the Weld County Use by Special Review (USR) permitting requirements, Enertia
Consulting Group (Enertia) has completed this Traffic Impact Letter for the proposed Pivot Energy
Solar Facility on the Box Elder Parcel located on approximately:
72.42 acres southeast of the intersection of WCR 44 and WCR 58.
The intent of this Report is to provide traffic related information and identify potential project impacts to
affected roadways within Weld County.
The following information is included in this letter report:
• Project Location, Components and Construction Schedule
• Designated Travel Route
• Daily Vehicle Trip Generation
• Conclusions
II. Existing Conditions
Location
The project is located on two sites, approximately 72.42 acres in total, within a larger 640 acre parcel
along the south side of WCR 44, west of WCR 58 on Weld County Parcel: No. 105324000008 in
Section 24, T4, R64, NW4 & SW4 .
Weld County Planning and Building Department
Page 2 of 4
III. Proposed Condition
Components
The Pivot Energy Solar Facility on the Box Elder Parcel project shall generally include: up two 5 MW
solar facilities with approximately 10,000 tracking solar panels each, mounted on steel I -beams;
concrete pads mounted inverters and transformers; access drives with emergency turn-arounds and
perimeter fences with gates.
Construction Schedule
It's currently anticipated that the Use by Special Review Permit will be issued by Weld County on or
before March 01, 2025. Accordingly, a construction start/mobilization date of April 01, 2025 has been
established. Based on this, the following preliminary schedule is currently considered:
• Driveway and material staging area prep April 01, 2025 - April 21, 2025
• Solar Facility Component Delivery
• Perimeter Fence Installation
• Solar Panel Foundation Installation
• Transformer and Inverter Installation
• Solar Panel Installation
Designated Travel Route
April 22, 2025 — June 02, 2025
May 03, 2025 — June 02, 2025
June 02, 2025 - September 02, 2025
September 03, 2025 — October 01, 2025
October 04, 2025 — December 31, 2025
The designated access route is: 1-76 north to WCR 49. WCR 49 north to WCR 44. WCR 44 east to
the an existing oil & gas access road and then south to the site access. Figure 1 illustrates the access
1-76 — 1-76, in the vicinity of WCR 49, is a 4 -lane concrete -paved road with left turn lanes and
acceleration/deceleration lanes; and a posted speed limit of 65mph. It's anticipated that 100
percent of material deliveries will be from the south.
WCR 49 — The 13.9 mile segment of WCR 49 to WCR 44 included in the travel route is a 2 to 4 -
lane, concrete -paved road with intermittent bar ditches.
WCR 44 — The +/- 4.9 mile segment of WCR44 included in the travel route begins as a 2 -lane
concrete -paved road with intermittent bar ditches. It transitions into a 2 -lane gravel road. The
road surface appears to be in good condition. It's anticipated that all material deliveries will travel
along WCR 44 from WCR 49 via 1-76.
Weld County Planning and Building Department
Page 3 of 4
Daily Vehicle Trip Generation and Distribution
Project development may be divided into the following 4 phases (site preparation, material and
equipment delivery, solar facility construction and solar facility maintenance). The following Table 1
illustrates the estimated average daily trip generation by vehicle type for each Project phase.
Table 1 — Vehicle Trip Generation
Project Phase
(Time Period)
Vehicle Type
Estimated Gross
Vehicle Weight
Number of Vehicles Per
Day
Maximum and
Vehicle Trips
Average
Per Day
(approx.
Site
Preparation
1-3
weeks)
Equipment
Hauling
Trucks
30,000-65,000 lbs
0-2
0-4
Passenger Vehicles
2,000-10,000
lbs
2-5
4-10
Fuel Delivery
20,000-30,000 lbs
1
2
Max-16/Ave-9
Material
(approx.
and
Delivery
4-5
Equipment
weeks)
Conex Container and
Delivery Trucks
30,000-50,000 lbs
10-30
20-60
Equipment
Trucks
Hauling
20,000-40,000 lbs
0-8
0-16
Max — 79/Ave
- 40
Solar facility Installation
(6-7 months)
Passenger Vehicles
2,000 to 10,000
lbs
20-30
40-60
Fuel Truck
20,000 to 30,000 lbs
1
2
Material Delivery Truck
20,000 to 30,000 lbs
1
2
Max 64/Ave
- 52
—
Operations
(ongoing
operational)
once
Utility
Vehicle
4,000 to 10,000
lbs
3
per month
or less
Max - 6/Ave - 2
As illustrated in Table 1, the majority of traffic generated as a result of solar facility installation shall
occur during the 9 -month solar facility installation (max 79/ave 40vtpd). This traffic will generally be
site worker passenger vehicles.
The majority of heavy truck traffic including conex container delivery (total of 80-100 conex
containers/delivery trucks) and equipment (rubber tire loader, pile driver, forklift) delivery and pickup
will travel to and from the Project between 9:30 AM and noon and 1:30PM and 4:00PM.
Project related traffic during all phases will not be significant during AM and PM peak periods (7:30
9:00 AM and 4:30 - 6:00 PM, respectively).
It is expected this solar facility will be involved with a sheep - agrovoltaic program. Sheep will graze
onsite between March 1 and October 31 of each year. The sheep are considered low maintentance,
however, a pickup truck will be used to deliver feed and water bimonthly - adding an additional 4
vehicle trips per month during operations for half the year
Weld County Planning and Building Department
Page 4 of 4
IV. Conclusions
1. The Project is expected to generate up to 79 vehicle trips per day during material and
equipment delivery (anticipated to be up to one month at the beginning of the project
and one month at the end of the project), up to 64 vehicle trips per day during solar
facility installation (6-7 months) and 2 vehicle trips per month during solar facility
operation in additional to a 4 vehicle trips in the summer to support the agro-voltaics.
2. Site preparation and solar facility installation anticipated to begin in April 2025 and be
completed in December 2025.
3. The phase with the greatest amount of traffic (79 vtpd material and equipment delivery)
is expected to occur over a 4-5 week period (April 2025 — June 2025).
4. Daily Project related truck traffic is not expected to impact AM and PM peak traffic
periods.
5. Sight distance at the Project entrance is well over 1,000 feet both east and west along
WCR 44.
6. Access to the project site is through an existing driveway. Therefore, a Weld County
access permit will not be required.
7. As proposed, the solar site preparation, installation and ongoing
inspection/maintenance is not anticipated to create adverse traffic related impacts on
Weld County roads. Based on anticipated vehicle type and weight, the project is not
anticipated to degrade/damage Weld County roads and a Public Works Improvement
Agreement is not likely warranted.
We trust that this Traffic Impact Letter for the Pivot Energy Solar Facility on the Box Elder Parcel is
acceptable and complete. Please contact me at rick.hagmayer@enertiacg.com or (609) 234-5502
should you require additional information.
Sincerely,
Cnmei ii TIMr; GROUP, LLC
i
Senior Project Manager
attachment
100 LICE.
HAsitZra.
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O
58835
2/1-3/2h24
•
S
■
a
•
WCR 44
45 SITE ACCESS
WCR 49
DESIGNATED TRAVEL ROUTE
VIA 1-76
PIVOT SOLAR
EIFERT PARCEL PROJECT
55 SITE ACCESS
1
1515 MARKET STREET
IIENERTIADENVER, CO 80202
SUITE 100
(609) 234-5502
111N9d at
FIGURE 1 - PROXIMITY MAP & DESIGNATED TRAVEL ROUTE
PIVOT ENERGY SOLAR FARM ON BOX ELDER PARCEL
WELD COUNTY, COLORADO
DATE: 7/10/2024
SCALE: 1" = 10,000'
BY: WJR
ENERTIA
CONSULTING GROUP LLC
July 11, 2024
Weld County Planning and Building Department
1555 N 17th Ave
Greeley, CO 80631
RE: Traffic Impact Letter
U se by Special Review — Box Elder Parcel
S E of WCR 44 & WCR 58
To whom it may concern:
I. Introduction
1515 Market Street
Denver, CO 80202
(609) 234-5502
rick.hagmayer@enertiacg.com
In fulfillment of the Weld County Use by Special Review (USR) permitting requirements, Enertia
Consulting Group (Enertia) has completed this Traffic Impact Letter for the proposed Pivot Energy
Solar Facility on the Box Elder Parcel located on approximately:
72.42 acres southeast of the intersection of WCR 44 and WCR 58.
The intent of this Report is to provide traffic related information and identify potential project impacts to
affected roadways within Weld County.
The following information is included in this letter report:
• Project Location, Components and Construction Schedule
• Designated Travel Route
• Daily Vehicle Trip Generation
• Conclusions
II. Existing Conditions
Location
The project is located on two sites, approximately 72.42 acres in total, within a larger 640 acre parcel
along the south side of WCR 44, west of WCR 58 on Weld County Parcel: No. 105324000008 in
Section 24, T4, R64, NW4 & SW4 .
Weld County Planning and Building Department
Page 2 of 4
III. Proposed Condition
Components
The Pivot Energy Solar Facility on the Box Elder Parcel project shall generally include: up two 5 MW
solar facilities with approximately 10,000 tracking solar panels each, mounted on steel I -beams;
concrete pads mounted inverters and transformers; access drives with emergency turn-arounds and
perimeter fences with gates.
Construction Schedule
It's currently anticipated that the Use by Special Review Permit will be issued by Weld County on or
before March 01, 2025. Accordingly, a construction start/mobilization date of April 01, 2025 has been
established. Based on this, the following preliminary schedule is currently considered:
• Driveway and material staging area prep
• Solar Facility Component Delivery
• Perimeter Fence Installation
• Solar Panel Foundation Installation
• Transformer and Inverter Installation
• Solar Panel Installation
Designated Travel Route
April 01, 2025
April 22, 2025
May 03, 2025
April 21, 2025
June 02, 2025
June 02, 2025
June 02, 2025 - September 02, 2025
September 03, 2025 — October 01, 2025
October 04, 2025 — December 31, 2025
The designated access route is: I-76 north to WCR 49. WCR 49 north to WCR 44. WCR 44 east to
the an existing oil & gas access road and then south to the site access. Figure 1 illustrates the access
1-76 — 1-76, in the vicinity of WCR 49, is a 4 -lane concrete -paved road with left turn lanes and
acceleration/deceleration lanes; and a posted speed limit of 65mph. It's anticipated that 100
percent of material deliveries will be from the south.
WCR 49 — The 13.9 mile segment of WCR 49 to WCR 44 included in the travel route is a 2 to 4 -
lane, concrete -paved road with intermittent bar ditches.
WCR 44 — The +/- 4.9 mile segment of WCR44 included in the travel route begins as a 2 -lane
concrete -paved road with intermittent bar ditches. It transitions into a 2 -lane gravel road. The
road surface appears to be in good condition. It's anticipated that all material deliveries will travel
along WCR 44 from WCR 49 via 1-76.
Weld County Planning and Building Department
Page 3 of 4
Daily Vehicle Trip Generation and Distribution
Project development may be divided into the following 4 phases (site preparation, material and
equipment delivery, solar facility construction and solar facility maintenance). The following Table 1
illustrates the estimated average daily trip generation by vehicle type for each Project phase.
Table 1 — Vehicle Trip Generation
Project Phase
(Time Period)
Vehicle Type
Estimated Gross
Vehicle Weight
Number of Vehicles Per
Day
Maximum and
Vehicle Trips
Average
Per Day
(approx.
Site
Preparation
1-3
weeks)
Equipment
Hauling
Trucks
30,000-65,000 lbs
0-2
0-4
Passenger Vehicles
2,000-10,000
lbs
2-5
4-10
Fuel
Delivery
20,000-30,000 lbs
1
2
Max-16/Ave-9
Material
(approx.
and Equipment
Delivery
4-5
weeks)
Conex Container and
Delivery Trucks
30,000-50,000 lbs
10-30
20-60
Equipment
Trucks
Hauling
20,000-40,000 lbs
0-8
0-16
Max — 79/Ave
- 40
Solar facility Installation
(6-7 months)
Passenger Vehicles
2,000 to 10,000
lbs
20-30
40-60
Fuel
Truck
20,000 to 30,000 lbs
1
2
Material Delivery Truck
20,000 to 30,000 lbs
1
2
-
Max — 64/Ave
- 52
Operations
(ongoing
operational)
once
Utility
Vehicle
2,000 to 10,000
lbs
1
per month
or less
Max - 2/Ave - 0
As illustrated in Table 1, the majority of traffic generated as a result of solar facility installation shall
occur during the 9 -month solar facility installation (max 79/ave 40vtpd). This traffic will generally be
site worker passenger vehicles.
The majority of heavy truck traffic including conex container delivery (total of 510-850 conex
containers/delivery trucks) and equipment (rubber tire loader, pile driver, forklift) delivery and pickup
will travel to and from the Project between 9:30 AM and noon and 1:30PM and 4:00PM.
Project related traffic during all phases will not be significant during AM and PM peak periods (7:30
9:00 AM and 4:30 — 6:00 PM, respectively).
Weld County Planning and Building Department
Page 4of4
IV. Conclusions
1. The Project is expected to generate up to 79 vehicle trips per day during material and
equipment delivery (anticipated to be up to one month at the beginning of the project
and one month at the end of the project), up to 64 vehicle trips per day during solar
facility installation (6-7 months) and up to 2 vehicle trips per month during solar facility
operation.
2. Site preparation and solar facility installation anticipated to begin in April 2025 and be
completed in December 2025.
3. The phase with the greatest amount of traffic (79 vtpd material and equipment delivery)
is expected to occur over a 4-5 week period (April 2025 — June 2025).
4. Daily Project related truck traffic is not expected to impact AM and PM peak traffic
periods.
5. Sight distance at the Project entrance is well over 1,000 feet both east and west along
WCR 44.
6. Access to the project site is through an existing driveway. Therefore, a Weld County
access permit will not be required.
7. As proposed, the solar site preparation, installation and ongoing
inspection/maintenance is not anticipated to create adverse traffic related impacts on
Weld County roads. Based on anticipated vehicle type and weight, the project is not
anticipated to degrade/damage Weld County roads and a Public Works Improvement
Agreement is not likely warranted.
We trust that this Traffic Impact Letter for the Pivot Energy Solar Facility on the Box Elder Parcel is
acceptable and complete. Please contact me at rick.hagmayer@enertiacg.com or (609) 234-5502
should you require additional information.
Sincerely,
ENERTIA CONSULTING GROUP, LLC
l
Ric._
Senior Project Manager
attachment
PIVOT SOLAR 45/55
-01
WCR 49
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WCR 44
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45 SITE ACCESS
DESIGNATED TRAVEL ROUTE
VIA 1-76
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1515 MARKET STREET
SUITE 100
11 E E IRTIA DENVER, CO 80202
I LUINSULIINt, tIC}U LLl (609) 234-5502
FIGURE 1 - PROXIMITY MAP & DESIGNATED TRAVEL ROUTE
PIVOT ENERGY SOLAR FARM ON BOX ELDER PARCEL
WELD COUNTY, COLORADO
DATE: 7/10/2024
SCALE: 1" = 10,000'
BY: WJR
FOR COMMERCIAL OR INDUSTRIAL BUILDINGS,
PLEASE COMPLETE THE FOLLOWING INFORMATION:
Business Name:
Address:
Business Owner:
Home Address:
Pivot Energy Renewable Services
1601 Wewatta St #700
Pivot Energy
1601 Wewatta St #700
Phone:
City, state, zip:
Phone:
City, state, zip:
List up to three persons in the order to be called in the event of an emergency:
NAME
TITLE
PHONE
Angela Burke, Sr Manager, Project Engineering & Analysis, 989.412.4705
Denver, CO 80202
Denver, CO 80202
ADDRESS
Business Hours: 9-5, Mountain Time Zone
UTILITY SHUT OFF LOCATIONS:
Main Electrical:
Gas Shut Off:
TBD
Days: Monday -Friday
TBD
Exterior Water Shutoff: TBD
Interior Water Shutoff: TBD
10/23/2023
� Pivot
‘,4k Energy
Pivot Energy Inc. — Community Meeting
Pivot Energy held a community meeting at the Kersey Community Center, 215 2nd St, located at Kersey, CO 80621,
from 4-7 PM on Thursday, December 7th, 2023. No neighbors attended the community meeting.
On 11/24/23, All neighbors within a 0.5 -mile radius of the project boundary were sent a postcard inviting them to
attend and providing contact information at Pivot to provide feedback.
In addition to the postcards, all direct abutters to the project were sent a USPS priority mail envelope containing the
following:
• A letter personally introducing the developer assigned to the project, Pivot Energy as a company, and Pivot's
Solar Projects
• Contact information for the developer
• Solar Project frequently asked questions
• A postcard inviting them to the community meeting in Kersey
pivotenergy.net
Colorado
Secretary of State
Colorado Secretary of State
ID#: 20231697282
Document #: 20241731662
Filed on: 07/10/2024 12:26:41 PM
Paid: $25.00
Periodic Report
filed pursuant to §7-90-301, et seq. and §7-90-501 of the Colorado Revised Statutes (C.R.S)
The entity name is Pivot Solar 45 LLC
The entity ID Number is 20231697282
Jurisdiction under the law of which the entity was formed or registered is
Delaware
The principal office street address is
1601 Wewatta St Ste 700
Denver CO 80202
US
The principal office mailing address is
1601 Wewatta St Ste 700
Denver CO 80202
US
The name of the registered agent is Vcorp Agent Services, Inc.
The registered agent's street address is
7700 E Arapahoe Rd Ste 220
Centennial CO 80112
US
The registered agent's mailing address is
7700 E Arapahoe Rd Ste 220
Centennial CO 80112
US
The person above has agreed to be appointed as the registered agent for this entity.
Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of
each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the
individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the
document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., and, if
applicable, the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the
document are true and the document complies with the requirements of that Part, the constituent documents, and the organic
statutes.
This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not
such individual is named in the document as one who has caused it to be delivered.
Name(s) and address(es) of the individual(s) causing the document to be delivered for filing
Louis Minion
6865 Deerpath Rd Ste 330
Elkridge MD 21075
US
Colorado
Secretary of State
Colorado Secretary of State
ID#: 20231777640
Document #: 20241790446
Filed on: 07/25/2024 09:38:43 AM
Paid: $25.00
Periodic Report
filed pursuant to §7-90-301, et seq. and §7-90-501 of the Colorado Revised Statutes (C.R.S)
The entity name is Pivot Solar 55 LLC
The entity ID Number is 20231777640
Jurisdiction under the law of which the entity was formed or registered is
Delaware
The principal office street address is
1601 Wewatta St Ste 700
Denver CO 80202
US
The principal office mailing address is
1601 Wewatta St Ste 700
Denver CO 80202
US
The name of the registered agent is Vcorp Agent Services, Inc.
The registered agent's street address is
7700 E Arapahoe Rd Ste 220
Centennial CO 80112
US
The registered agent's mailing address is
7700 E Arapahoe Rd Ste 220
Centennial CO 80112
US
The person above has agreed to be appointed as the registered agent for this entity.
Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of
each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the
individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the
document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., and, if
applicable, the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the
document are true and the document complies with the requirements of that Part, the constituent documents, and the organic
statutes.
This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not
such individual is named in the document as one who has caused it to be delivered.
Name(s) and address(es) of the individual(s) causing the document to be delivered for filing
LOUIS MINION
6865 Deerpath Rd Ste 330
Elkridge MD 21075
US
4/15/2020 Pivot Energy Mail - SLB - Authorized Signatory
wri4
Eli Oppenheimer <eoppenheimer@pivotenergy.net>
SLB - Authorized Signatory
Rodenberg - DNR, David <david.rodenberg@state.co.us>
To: Eli Oppenheimer <eoppenheimer@pivotenergy.net>
Cc: Luke Rickard <Irickard@pivotenergy.net>
Hi Eli.
Wed, Apr 15, 2020 at 10:36 AM
I have not had anyone ask that before. I am the right of way manager and tower site manager for the State Land Board and I manage our renewable energy leasing program
(as stated in my signature block in my state email). Also, our renewable energy policy states that staff has the authority from our Board to handle certain things. Here is a
link to that policy: https://drive.google.corn/file/d/0B0KxgZQvI3fONkZya1RxeXNETVk/view
If that doesnt satisfy Weld County, I can ask my supervisor or the State Land Board Director to send an email stating such.
[Quoted text hidden]
David S. Rodenberg
Right -of -Way Manager/Tower Site Manager/Renewable Energy Leasing
COLORADO
State Land Board
t rawc.r !ham vow" 10' '0.
P 303.866.3454 ext. 3328
1127 Sherman Street Suite 300, Denver, CO 80203
david.rodenberg@state.co.us I www.colorado.gov/statelandboard
https://mail. google.com/mail/ul0?ik=ae2692ab6b&view=pt&search=all&permmsgid=insg-f%3A 1664057199954220987&simpl=msg-fn/o3A 1664057199954220987 1/1
STATE OF COLORADO
State Board of Land Commissioners
RENEWABLE ENERGY LEASING POLICY
Original Issue: March 2014
Policy No. 300-003
Last Reviewed / Revised: July 2017
Page 1 of 4
OBJECTIVE:
To promote renewable energy development on state trust lands in a manner that generates market
based revenue, is compatible with other current and future uses, and minimizes impacts to natural
values.
AUTHORITY
The Constitution of the State of Colorado, Article IX, Section 1O requires the Colorado State Board
of Land Commissioners (State Land Board) to prudently manage the assets it holds in trust in order
to produce reasonable and consistent income over time white protecting and enhancing the long
term value- and productivity of these assets through the application of sound stewardship.
C.R.S. S 36-1-147.5 requires the State Land Board to assess its assets, and identify and promote
those properties deemed appropriate fo►r renewable energy development, working with federal and
state agencies as necessary to realize economic value for the School Trust.
State Land Board Strategic Plan (April 2017)
Goal 1.2 Grow and diversify recurring revenues and minimize the impact of volatility from
extractive tines of business.
ACCOUNTABILITY
Director and. Renewable Energy Program Manager
SCOPE
I. New Application Review
A. Planning Leases (all technologies)
1. New planning lease applications will be coordinated between the Program Manager and.
the District Manager in charge of the property to determine suitability and potential use
conflicts
2. Prior to approval of a planning lease, all lessees on the property will be notified in writing
STATE OF COLORADO
State Board of Land Commissioners
RENEWABLE 'ABLE ENERGY EASING POLICY
Original Issue: March 2014
Last Reviewed/Revised: hay 2017
Policy No. 300e003
i
Page 2 of 4
B. Production Leases (alt technologies)
1. New production lease applications will be forwarded to the following agencies and
organizations for comment before the application is presented to the State Land Board
Commissioners (Board) for approval
a. Internal program managers
b. Local Government with jurisdiction
c. Colorado Parks and wildlife
d. Colorado Natural Heritage Program Database
e. Other expert resources as appropriate
C. Compatibility
1. Renewable energy uses wilt be analyzed based on compatibility with all other existing
teases and future potential uses for the asset
Assessment for stewardship and natural resources value and legal and/or practical
access will be determined
3. Consultation with other lessees on the property
I . Best Management Practices (BMPs)
A. Renewable energy production leases will contain conditions and stipulations that include
additional requirements for renewable energy development, based on best management
practices for specific renewable energy technologies
All production leases win include a requirement for the lessee to implement site specific
BMPs, , developed by staff in consultation with the agencies and organizations noted above;
BMPs wilt address the construction, operation and overall management practices associated
with the teased premises for the entire term of the tease
C. Staff wilt inspect the leased lands at regular intervals during the term of the lease, but no
less frequently than every three (3) years, to determine compliance with tease terms
D. If Staff identifies issues of potential resource concern, the most appropriate outside
advisors may be consulted to provide review and comment
III. Lease Terms
The following tease terms wilt be reviewed and modified as appropriate by the Board no less
frequently than every three years
STATE OF COLORADO
State Board of Land Commissioners
RENEWABLE BLE ENERGY LEASING POLICY
Original Issue: March 2014
i
Policy No. 300-003
Last Reviewed/Revised: July 2017
Page 3 of 4
A. Length of Term
1. Planning Leases
a. Solar Gardens: Maximum term of two (2) years
b. Utility Scale Solar: Maximum term of three (3) years with a one (1) year
extension option
c. Utility Scale Wind: Maximum term of three (3) years with a one (1) year
extension option
2. Production Leases
a. Solar Gardens: Maximum term corresponding to length of power purchase
contract, no renewal option
b. utility Scale Solar: Maximum term corresponding to length of power purchase
agreement; if utility owned and operated, a maximum term of 40 years may be
considered by the Board
c. utility Scale Wind: Maximum term commensurate with power purchase
agreement; if utility owned and operated, a maximum terra of 40 years may be
considered by the Board
B. Exclusivity of Use
1. Planning Leases (all technologies): Non -Exclusive
2. Production Leases
a. Solar Garden: Exclusive
b. Utility 'kale Solar: Exclusive
c. Utility Scale Wind: Non -Exclusive
C. Minimum Pricing
The minimum rate for the first year of any renewable energy planning lease is $2,000
per site or $8.00 per acre, whichever is greater; mufti -year planning leases wilt include
an increased rate for each year of the tease after the first year
1. The minimum rate for bonus payments in a production lease is $1,500 per MW
installed
STATE OF COLORADO
State Board of Land Commissioners
RENEWABLE ENERGY LEASING POLICY
Original Issue: March 2014
Policy No. 300-003
Page 4 of 4
Last Reviewed/Revised: July 2017
The minimum standard rate for the assignment of a renewable energy production
tease is
a. Solar Garden: $1,000/acre
b. Utility Scale Solar: $500/acre
c. Utility Scale Wind: $500/acre
3. Staff will periodically determine the market rates for renewable energy teases on
state trust land
D. Risk Management
1. Liability Insurance
Renewable energy lease holders and affiliated subcontractors will
a. Provide evidence of comprehensive general liability insurance in a minimum
amount of $1,000,000 per occurrence, including coverage for damages to rented
premises at a minimum of $100,000
b. Include the State Land Board as an additional insured
c. Renewable energy tease holders will be responsible for any liabilities incurred as
a result of lessee's u s e
2. Bonding
a. Any work conducted on the property during any planning or production lease will
require the lessee to submit a performance bond as specified in the lease
b. Staff wilt approve final site reclamation prior to the release of bonds
Lease Management
1. Staff may approve planning teases and exploration permits; as well as amendments
and assignments of all Leases
2. Staff may approve renewals and extensions of planning leases
3. The Board will approve all new production teases and all renewals and extensions of
production teases
STATE BO
TONERS
Gary uttervvoi _ t , Pres' - nt DATE
Weld County Treasurer
Statement of Taxes Due
Account Number R4280686
Assessed To
Legal Description
8908 ALL 24 4 64
Year
Grand Total Due as of 02/06/2024
Tax Interest
Parcel 105324000008
COLORADO STATE OF
1 127 N SHERMAN ST STE 300
DENVER, CO 80203-2398
Fees
Sites Address
Payments Balance
$0.00
Tax Billed at 2023 Rates for Tax Area 2472 - 2472
Authority
WELD COUNTY
SCHOOL D1ST RE7-KERSEY
CENTRAL COLORADO WATER
(CCW
CENTRAL COLORADO WATER
SURD
PLATTE VALLEY FIRE
AIMS JUNIOR COLLEGE
HIGH PLAINS LIBRARY
WEST GREELEY CONSERVATION
Taxes Billed 2023
* Credit Levy
Mill Levy
12.0240000*
7,2490000
0 8910000
1 3000000
5 1650000
63360000
3.1960000
0 4140000
Amount
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$000
$0.00
36.5 750000
$0 00
Values
EXEM PT -STATE -
LAND
Actual Assessed
$994,082 $277,350
Total $994,082 $277,350
ALL TAX LIEN SALE AMOUNTS ARE SUBJECT TO CHANGE DUE TO ENDORSEMENT OF CURRENT TAXES BY THE
LIENHOLDER OR TO ADVERTISING AND DISTRAINT WARRANT FEES.
CHANGES MAY OCCUR AND THE TREASURER'S OFFICE WILL NEED TO BE CONTACTED PRIOR TO REMITTANCE AFTER THE
FOLLOWING DATES: PERSONAL PROPERTY, REAL PROPERTY, AND MOBILE HOMES - AUGUST 1
TAX LIEN SALE REDEMPTION AMOUNTS MUST BE PAID BY CASH OR CASHIER'S CHECK.
POSTMARKS ARE NOT ACCEPTED ON TAX LIEN SALE REDEMPTION PAYMENTS PAYMENTS MUST BE IN OUR OFFICE AND
Weld County Treasurer's Office
1400 N 17th Avenue
PO Box 458
Greeley, CO 80632
Phone: 970-400-3290
Pursuant to the Weld County Subdivision Ordinance, the attached Statement of Taxes Due
issued by the Weld County Treasurer are evidence that as of this date, all current and prior year
taxes related to this parcel have been paid in full.
Date:
�b (of zozzi
1400 N. 17th Avenue, Greeley, CO 80631 or PO Box 458, Greeley, CO 80632. (970) 400-3290 Page 1 of 1
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