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HomeMy WebLinkAbout20223605.tiffRESOLUTION RE: APPROVE RELEASE OF PROJECT COLLATERAL AND ACCEPT WARRANTY COLLATERAL FOR ACCESS PERMIT, AP21-00535 - CEDAR CREEK II, LLC / BP WIND ENERGY NORTH AMERICA, INC. / CEDAR CREEK II WIND ENERGY, LLC WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, on May 19, 2010, the Weld County Board of Commissioners approved Use by Special Review Permit, USR-1723, for Cedar Creek II, LLC, do BP Wind Energy North America, Inc., Attn: David Gonzalez, 700 Louisiana Street, 33rd Floor, Houston, Texas 77002, for a Major Facility of a Public Utility (a wind energy facility with a generating capacity up to 250.8 megawatts [MW] along with a 230 -kilovolt [kV] electric transmission line, an interconnection facility to tie into an existing 72 mile transmission line, existing collector transmission lines, up to five [5] permanent 80 meter meteorological towers, one [1] substation, an operations and maintenance building/facility, along with one [1] temporary batch plant and construction facility) in the A (Agricultural) Zone District on the following described real estate, to wit: Wind Energy Facility: Section 6, Township 10 North, Range 57 West; Sections 1, 2, 3, 4, and 5, Township 10 North, Range 58 West; Sections 5, 6, 8, and 17, Township 11 North, Range 56 West; Sections 1, 2, 3, 5, 6, 7, 8, 9, 10, 11, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 26, 27, 28, 29, 30, 31, 32, and 33, Township 11 North, Range 57 West; Sections 3, 4, 10, 11, 12, 13, 14, 15, 16, 24, 25, 27, 34, and 36, Township 11 North, Range 58 West; Sections 28, 32, and 33, Township 12 North, Range 56 West; and Sections 34 and 36, Township 12 North, Range 57 West of the 6th P.M., Weld County Colorado Transmission Line: Sections 1, 2, 3, 4, 5, 7, 8, and 9, Township 10 North, Range 58 West; Sections 4, 9, 10, 11, and 12, Township 10 North, Range 59 West; Sections 5 and 6, Township 10 North, Range 59 West; Section 2, Township 10 North, Range 60 West; Section 7, Township 11 North, Range 57 West; Sections 12, 13, 24, 25, and 36, Township 11 North, Range 58 West; Sections 31 and 32, Township 11 North, Range 59 West; and Sections 35 and 36, Township 11 North, Range 60 West of the 6th P.M., Weld County, Colorado 4878304 Pages: 1 of 3 01/24/2023 03:03 PM R Fee:$0.00 Carly Kappa', Clark and Recorder, Wald County , CO I'll INFJP1 Milin41L'kEI w A IRllMM t YID III 111 CC: PL(TP/MN /DA /xm/KR) 01 /27/23 2022-3605 PL2059 RELEASE PROJECT COLLATERAL AND ACCEPT WARRANTY COLLATERAL (AP21-00535) - CEDAR CREEK II, LLC / BP WIND ENERGY NORTH AMERICA, INC. / CEDAR CREEK II WIND ENERGY, LLC PAGE 2 WHEREAS, on October 20, 2021, pursuant to certain Conditions of Approval, the Board approved an Improvements and Road Maintenance Agreement According to Policy Regarding Collateral for Improvements, between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Cedar Creek II, LLC, BP Wind Energy North America, Inc., and Cedar Creek II Wind Energy, LLC, with further terms and conditions being as stated in said agreement, and accepted project collateral in the form of two (2) bonds representing total collateral required for off -site improvements in the amount of $3,000,000.00, split evenly between the two funding parties, BP Wind Energy North America, Inc., in the form of Performance Bond #285067599, in the amount of $1,500,000.00, and Cedar Creek II Wind Energy, LLC, in the form of Performance Bond #285065197, in the amount of $1,500,000.00, both issued by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, and WHEREAS, the Department of Planning Services received a request from Katherine Garland, Cedar Creek II, LLC, that the Board of County Commissioners release the currently held project collateral, in the total amount of $3,000,000.00, by full release of Performance Bond #285065197, in the amount of $1,500,000.00, and accept warranty collateral in the form of Bond Rider #285067599, to Performance Bond #285067599, in the amount of $1,500,000.00, guaranteed by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, decreasing the amount of $3,000,000.00 by $2,550,000.00 to $450,000.00, to be held for the duration of the two (2) year Warranty Period, and WHEREAS, staff from the Weld County Departments of Public Works and Planning Services have conducted a site inspection and recommend full release of project collateral and acceptance of warranty collateral for the aforementioned off -site improvements, and WHEREAS, upon recommendation of staff, the Board deems it advisable to release the currently held project collateral, in the total amount of $3,000,000.00, by full release of Performance Bond #285065197, in the amount of $1,500,000.00, and accept warranty collateral in the form of Bond Rider #285067599, to Performance Bond #285067599, in the amount of $1,500,000.00, guaranteed by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, decreasing the amount of $3,000,000.00 by $2,550,000.00 to $450,000.00, to be held for the duration of the two (2) year Warranty Period, as stated above, copies of which are attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that Performance Bond #285065197, in the amount of $1,500,000.00, guaranteed by Liberty Mutual Insurance Company, be, and hereby is, released, and warranty collateral in the form of Bond Rider #285067599, to Performance Bond #285067599, in the amount of $1,500,000.00, guaranteed by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, decreasing the amount of $3,000,000.00 by $2,550,000.00 to $450,000.00, to be held for the duration of the two (2) year Warranty Period, be, and hereby is, accepted. 4878304 Pages: 2 of 3 01/24/2023 03:03 PM R Fee:$0.00 Carly Kappa', Clerk and Recorder, Weld County , CO VIII FOCH Wriirlial I NA NNJ+i OW I h "Ill 2022-3605 PL2059 RELEASE PROJECT COLLATERAL AND ACCEPT WARRANTY COLLATERAL (AP21-00535) - CEDAR CREEK II, LLC / BP WIND ENERGY NORTH AMERICA, INC. / CEDAR CREEK II WIND ENERGY, LLC PAGE 3 BE IT FURTHER RESOLVED by the Board that the Clerk to the Board be, and hereby is, directed to return said project collateral to the appropriate issuing party. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 28th day of December, A.D., 2022. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: d..ithio JCalto•„k Weld County Clerk to the Board BY: APPROVED AS TO FOR ��� A Cou y Attorney Date of signature: 01 /13/23 4878304 Pages: 3 of 3 01/24/2023 03:03 PM R Fee:$10.00 C.r1Y Koppos, C1.rk and R.cord.r, W.ld County , CO Scott K. James, Chair EXCUSED Mike Freeman, Pro-Tem EXCUSED Perry L. Buck 2022-3605 PL2059 BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: BOCC Agenda Item — Full Release of Project Collateral and Acceptance of Warranty Collateral for: Cedar Creek II, LLC — AP21-00535 DEPARTMENT: Planning Services DATE: December 5, 2022 PERSON REQUESTING: Jazmyn Trujillo -Martinez Brief description of the problem/issue: The Department of Planning Services received a request from Cedar Creek II, LLC, requesting that the Board of County Commissioners reduce the currently held project collateral for Cedar Creek II, LLC in the amount of $3,000,000.00_ Warranty collateral in the amount of $450,000.00 is required to be held for the duration of the two-year Warranty Period. Cedar Creek II, LLC is asking for Performance Bond #285065197 issued by Liberty Mutual Insurance Company be released fully and warranty collateral be accepted in the form of a Bond Rider. Cedar Creek II, LLC has provided the Warranty Collateral in the form of a Bond Rider to the original Performance Bond No. 285067599, issued by Liberty Mutual Insurance Company. Weld County Planning Services and Public Works Departments performed a site inspection, at the above -mentioned site, and observed the following: • All items on Exhibit A, of the Improvements Agreement According to Policy Regarding Collateral for Improvements Document Tyler #2021-2976, have been completed and are found to be acceptable. The County Attorney's Office has reviewed the Improvements Agreement and Collateral requirements and recommends this full release of project collateral and acceptance of warranty collateral. What options exist for the Board? (include consequences, impacts, costs, etc. of options): 1. Have this BOCC Hearing item be placed on the next available agenda as part of the Regular Agenda. Weld County Collateral List: Cedar Creek II, LLC / BP Wind Energy North America, Inc. / Cedar Creek II Wind Energy, LLC — AP21-00535 (PL2059, #2021-2976) Improvements and Road Maintenance Agreement Approved 10/20/21 — Contract ID 5285 Two (2) bonds representing total collateral required for off -site improvements In the amount of $3,000,000.00, split evenly between the two funding parties, BP Wind Energy North America, Inc. in the form of Performance Bond #285067599 issued by Liberty Mutual Insurance Company, 175 Berkeley St, Boston, Massachusetts 02116 AND $1,500,000.00 Cedar Creek Ii Wind Energy, LLC, in the form of Performance Bond #285065197 issued by Liberty Mutual Insurance Company (Same address As above) $1,500000.00 $3,000,000.00 TOTAL COLLATERAL Recommendation: The Departments of Planning Services, Public Works, and the County Attorney's Office are recommending approval of the full release of project collateral and acceptance of warranty collateral for Cedar Creek II, LLC (AP21-00535) and this item be placed on the next regularly scheduled BOCC Hearing Agenda, as part of the Regular Agenda. Approve Schedule Rem mendation Work Session Other/Comments: Perry L. Buck Mike Freeman, Pro-Tem Scott K. James, Chair Steve Moreno Lori Saine 2022-3605 it/fl PL2039 Karla Ford From: Sent: To: Subject: Approve Mike Freeman Tuesday, December 6, 2022 3:48 PM Karla Ford Re: Please Reply - BOCC PA REVIEW - AP21-00535 - Cedar Creek II Sent from my iPhone On Dec 6, 2022, at 3:17 PM, Karla Ford <kford@weldgov.com>wrote: Please advise if you approve recommendation. Thanks! Karla Ford X Office Manager, Board of Weld County Commissioners 1150 O Street, P.O. Box 758, Greeley, Colorado 80632 :: 970.336-7204 :: kford c weldgov.com :: www.weldgov,com **Please note my working hours are Monday -Thursday 7:00a.m.-5:00p.m.** <image002. jpg> Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. if you hove received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Jazmyn Trujillo Martinez <jtrujillomartinez@weldgov.com> Sent: Tuesday, December 6, 2022 1:14 PM To: Cheryl Hoffman <choffman@weldgov.com>; Daniel Mesa <dmesa@weldgov.com>; Dawn Anderson <dranderson@weldgov.com>; Esther Gesick <egesick@wetdgov.com>; Karla Ford <kford@weldgov.com>; Tom Parko Jr. <tparko@weldgov.com> Subject: BOCC PA REVIEW - AP21-00535 - Cedar Creek II ATTACHED BOCC PA REVIEW Improvements Agreement: Release Project Collateral and Accept Warranty Collateral Case/Applicant: AP21-00535 - Cedar Creek II, LLC Please note: Regular Agenda Thank you Karla!! Best, Jazmyn Trujillo -Martinez Development Review Weld County Planning Services 1555 North 17th Avenue Cheryl Hoffman From: Sent: To: Subject: Attachments: Jazmyn Trujillo Martinez Tuesday, December 6, 2022 1:14 PM Cheryl Hoffman; Daniel Mesa; Dawn Anderson; Esther Gesick; Karla Ford; Tom Parko Jr. BOCC PA REVIEW - AP21-00535 - Cedar Creek II Signed PA & Releasee to Warranty Cedar Creek II AP21-00535.pdf ATTACHED BOCC PA REVIEW Improvements Agreement: Release Project Collateral and Accept Warranty Collateral Case/Applicant: AP21-00535 - Cedar Creek II, LLC Please note: Regular Agenda Thank you Karla!! Best, Jazmyn Trujillo -Martinez Development Review Weld County Planning Services 1555 North 17`h Avenue Greeley, CO 80631 (970) 400-3711 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 1 CLERK TO THE BOARD A Tria ta [ February 1, 2023 Ms. Katherine Garland, PE BP Wind Energy North America Inc 201 Helios Way Houston TX 77079 RE: Release Project Collateral in the form of Performance Bond #285065197 and Accept Warranty Collateral in the form of General Purpose Rider to be attached to Performance Bond #285067599 decreasing the amount of $3,000,000.00 by $2,550,000.00 to $450,000.00 — AP21-00535 — Cedar Creek II, LLC / BP Wind Energy North America, Inc. / Cedar Creek II Wind Energy, LLC Dear Ms. Garland: PHONE: (970)400-4227 FAX: (970) 336-7233 1150 O STREET P. O. BOX 758 GREELEY, CO 80632 Attached please find a copy of the Board of County Commissioner's Resolution, dated December 28, 2022, authorizing the reduction of the bond amount from the original amount of $3,000,000.00 to $450,000.00 for the two (2) year warranty period. If you have any questions, please contact me at (970) 400-4227, or email me at choffman@weldgovcome V- truly yours, Cheryl L. ? offciian Deputy Clerk to the Board Enclosure cc: Dawn Anderson and Jazmyn Trujillo -Martinez, Department of Planning Services Tom Parko and Chris Gathman, Department of Planning Services Clerk to the Board File PL2059 CLERK TO THE BOARD PHONE: (970)400-4227 FAX: (970) 336-7233 1150 O STREET P. O. BOX 758 GREELEY, CO 80632 February 1, 2023 Ms. Jessica Green AEP Renewables 1 Riverside Plaza — Floor 27 Columbus, OH 43215 RE: Release Project Collateral in the form of Performance Bond #285065197 and Accept Warranty Collateral in the form of General Purpose Rider to be attached to Performance Bond #285067599 decreasing the amount of $3,000,000.00 by $2,550,000.00 to $450,000.00 — AP21-00535 — Cedar Creek II, LLC / BP Wind Energy North America, Inc. / Cedar Creek II Wind Energy, LLC Dear Ms. Green : Attached please find four (4) originals of Performance Bond #285065197 which have been released and a copy of the Board of County Commissioner's Resolution, dated December 28, 2022, authorizing the release and cancellation of Performance Bond #285065197 in the amount of $1,500,000.00 through Liberty Mutual Insurance Company. If you have any questions, please contact me at (970) 400-4227, or email me at choffman@weldgov. om. er truly yours, Cheryl L. Ho r man P i Deputy Clerk to the Board Enclosure cc: Katherine Garland, BP Wind Energy North America, Inc. Dawn Anderson and Jazmyn Trujillo -Martinez, Department of Planning Services Tom Parko and Chris Gathman, Department of Planning Services Clerk to the Board File PL2059 Bond No. 285065197 BOARD OF COUNTY LULLq I tK/AL RELEASED NO by Board of WeId�NGER REQUIRED date;i'�� j�3 oGnty Commissioners by: KNOW ALL PERSONS BY In,. , LLC, 1 Riverside Plaza, Columbus, company,, organized under the laws of the State of De±aw,...._ principA4 office located at 1 Riverside Plaza, Columbus, OH 4 hereinaft'er called "Principal", and Liberty Mutual Insurance of 175 Ber\eley Street, Boston, MA 02116, hereinafter calle• are held an firml bound unto Board of County Commissioner Y Count , Color do, on behalf of Weld County, Colorado, he 3 5, ompany, "Surety" s of Weld inafter called "Obligee" in the full and penal sum of One Milli•. Five Hundred Thousand and 00/ 00 ---Dollars ($1,500,000.00), lawful oney of the United States for he payment of which well and trul made, we bind ourselves, our heir, administrators, successors a '+ assigns, jointly and severally, firml by these presents. WHEREAS, the abov--bound Principal has o• ained or is about to obtain from the Obligee a land use permit, na'ely AP21-00535, and pursuant to the requiremen of said permit, has entered into an Improvements Agreement, date ,• September 17 2021, with Obligee, and WHEREAS, The Improvements"\Agreeme►t requires Principal to obtain a performance bond in an amount 'qual o the total cost of the improvements for which Principal ie responsible and naming Obligee as beneficiary, and WHEREAS, the value of improvements for which Principal is responsible equals One Million ive Hundred Thousand and 00/100---, ($1,500,000.00), and WHEREAS, at completion of the Project ollateral phase of the Agreement, the amount of his Bond shall be r_duced, by rider, to 15% of the original amount ► roughout the Warranty ollateral phase of the Bond, and shall be he in total by the County f r two (2) years following its writte► acceptance of the improvemen (s). NOW, THEREFORE, .'HE CONDITION OF THIS OBLIGATION IS SU H, that if Principal shal well, truly and faithfully perform its ties, and all of its undert..kings, covenants, terms, and conditions as et forth in the Improve .-nts Agreement, and if Principal shall satisfy 11 claims and demand : set forth in said agreement, and shall fully ind'mnify and save har ess Obilgee from all costs and damages which it may Nsuffer by reason •,f Principal's failure to perform as agreed, and shall r imburse and re ay Obligee all outlay and expense which Obligee may incur in maki•g good any default, then this obligation shall be null and void; P'•VIDED FURTHER, that if Principal shall default in any of its ••ligations set forth in the Improvements Agreement, and thereafter fail to fully indemnify and save harmless Obilgee from all costs and damages which it may suffer by reason of said default, this obligation shall remain in full force and effect; L VLLp \,\ PROVIDED FURTHER, regardless RELEASED � �l`��L�ars this Bond is in force, or ftif :� the number of continuation cent L as ' , tv of the Surety \\\\shall fQ NQ s a 1 not be cumulative in amoi �V�/a n no event ,� exceed the amount set forth ab dates C�(-Int LONGER f y co REQv /if mrn�ssi �RED S9VIDED FURTHER that Sur- ohE.'I' byby, s Dana ag ees that no change, ext / epu �� ter of the Improvements ty C1/ktotIer. there' nder, shall in any way at r•c,, it doe hereby waive notice of any such' uli._.. alterati\n or addition to the terms of the Improves, PROVI ED FURTHER, this bond is NONCANCELLABLE, and 4011 renew annually aut atically, from the date of this bond until its release by Obligee, to gu rantee that Principal shall well, truly and faithfully perform its duties, and all of the undertakings, covenants, terms, and conditions set fo th in the Improvements Agreement, and any extensions thereof which may granted by Obligee with or without notice to Surety. The parties to this Pe ormance Bond acknowledge that through the Improvements Agreement, ligee reserves the right to require Principal to obtain_ a different Per rmance Bond from a'financial institution other than Surety in the ev nt that the rating of Surety by AM Best falls below a B+ rating. 1 IN WITNESS WHEREOF, this instru -nt is xecuted in four (4) counterparts, each one of which shall/ e deemed an original, this 17th day of September, 2021. ' r—DocuSigned by: Sant, snid-61Listty Witness (SEAL) t0ess\ as to Surety 775 Yard reet, Suite 200 Columbus/ OH 43212 Address C ar Creek II Wind Energy, LLC Pri cipal By: r='OocuSigned by: yrd tpancxe.n. 3cAFD2G 18.30\40b.. VP Title Liberty Mutual \assurance Company Surety By: Paula M. Eby, Attorney\irpf Fact 175 Berkeley Street Boston, MA 02116 Address IM'ORTANT: Surety company executing bond must appear on the Treasury partmen�'s most current list (Circular 570 as amended) and be authorized to transact business in the State of Colorado. Bond must be accompanied with Attorney -in Fact's authority from the surety company certified to include the date of the bond. This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Not valid for mortgage, note, loan, letter of credit, bank deposit, currency rate, interest rate or residual value guarantees. For bond andior Power of Attorney (POA) verification wr inquiries, please call 610-832 Lt mail HOSUR@libertymutual.com. L�q .. �� di �qL LibertyLiberty Mutual A se The Ohio Cas f �/� NO ZYlutuaLWest Americ d� 227 NGt �CO R!EQUIRS4IRETY PO1NF m!ss/0�a �Y. ners by Pin and KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Ins Mutual Insurance Company is a corporation duly organized under the laws of i. de�Uty C/ the laws of the State of Indiana (herein collectively called the "Companies"), pursuant RA „I, _ , . K tO e of the city of Columbus , state of OH its true and lawful attorney -in -fact, with fur rovraGs. surety bond: Principal Name: Cedar Creek II Wind Energy, LLC • Obligee Name: Board of County Commissioners of Weld County, Colorado Surety Bond Number: 285065197 Bond Amount: See Bond Form IN WITNESS WHEREOF. this Pcwer of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 12th day of March, 2021. STATE OF PENNSYLVANIA COUNTY OF MONTGOMERY SS By: The Ohio Casualty Insurance Company Liberty Mutual Insurance Company Wes merican insurance Company David M. Carey, Assistant Secretary On this 12th day of March, 2021, before me personally appeared David M. Carey,\who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance Company, The Ohio Casualty Company, and West American Insurance Company, and that he. as subh, being authorized so to do. execute the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. \ 4.. iN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Kim of Prussia. Pennsylvania. on the day and year first above written. • Commonwealth of Pennsylvania Notary Seat Teresa Pastella, Notary Public \, Montgomery County My commission expires. March 28, 2025 Commission number 1126O44 \ By: T l AY Net Members Pennsylvania Association of Notaries Teresa Pastella, Notary Public This Power of Attomeris'made and executed pursuant to and by authority of the following by-laws and Authonzatrons of Liberty Mutual Insurance Company, I he Ohio Casualty Insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE IV - OFFICERS - Secton 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe, shall appoint such attorneys -in -fact, as may be'necessary to act in behalf of the Corporation to make, execute. seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such,attorneys-in-fact, subject to the limitations set forth in theft respective powers of attorney. shell have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attorney - in -fact under the provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII — Execution of Contracts — SECTION 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescnbe, shall appoint such attorneys -in -fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, sha I ha full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shal'pe as binding as if signed by the president and attested by the secretary. Certificate of Designation — ThiPresident of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attorneys -in - fact as may be necessary toot on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds. recognizances and other surety obligations. Authorization - By urp nimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherevef"appearing oven a certified copy of any power of attorney issued by the Company in connection with surety bonds. shall be valid and binding upon the Company with the same force and effect as thougi manually affixed. I, Renee C;,. Llewellyn, the undersigned, Assistant Secretary, of Liberty Mutual insurance Company, The Ohio Casualty Insurance Company, and West American Insurance Company do hereby,,certify that this power of attorney executed by said Companies is in full force and effect and has not been revoked. IN TEStIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 17th day of September 2021 r r` By: Renee C. Llewellyn. Assistant Secretary Y CLERK TO THE BOARD 1150 O STREET PO BOX 758 GREELEY CO 80632-0758 MS. JESSICA GREEN AEP RENEWABLES 1 RIVERSIDE PLAZA - FLOOR 27 COLUMBUS OH 43215 SENDER: COMPLETE THIS SECTION ■ Complete items 1, 2, and 3. ■ Print your name and address on the reverse so that we can return the card to you. ■ Attach this card to the back of the mailpiece, or on the front if space permits. Article Addressed to: ekizaitxre. 7 4se‘enikai pif iti3 111 1111111111111111 HIM 9590 9402 7331 2028 8560 76 i 2. Article Number (Transfer from service label) 7017 11450 0000 9674 6872 PS Form 3811, July 2020 PSN 7530-02-000-9053 ru tom- r - co to C‘-• N a CI O D MN U r -R r-i r9CI C3 ti COMPLETE THIS SECTION ON DELIVERY A. Signature x B. Received by (Printed Name) ❑ Agent ❑ Addressee C. Date of Delivery D. Is delivery address different from item 1? O Yes If YES, enter delivery address below: ❑ No 3. Service Type ❑ ❑ Adult Signature 0 ❑ dult Signature Restricted Delivery D $ ertified Mail® ❑ Certified Mail Restricted Delivery 0 ❑ Collect on Delivery ❑ 0 Collect on Delivery Restricted Delivery -d Mail d Mail Restricted Delivery 3500) Priority Mail Express® Registered Mail TM Registered Mail Restricted Delivery Signature Confirmation TM Signature Confirmation Restricted Delivery Domestic Return Receipt U.S. Postal Service'M CERTIFIED MAIL° RECEIPT Domestic Mail Only For delivery information, visit our website at www.usps.com I, nri Certified Mail Fee Extra Services & Fees (check box, add fee as appropriate) ❑ Return Receipt (hardcopy) $ ❑ Return Receipt (electronic) $ ❑ Certified Mail Restricted Delivery $ Ei Adult Signature Required $ Adult Signature Restricted Delivery $ Postage Total Postage and Fees PS Form 3800, April 2015 PSN 7530-02-000-9047 AV tat-. ZIP+4 9 See Reverse for Instructions U.S. Postal Service" CERTIFIED MAIL° RECEIPT ru r -- to 0 O O 0 a a Domestic Mail Only For delivery information, visit our website at www.usps.com. sl!z.--≥<,�s A.'4a Certified Mail Fee Extra Services & Fees (check box, add fee as appropriate) ❑ Return Receipt (hardcopy) $ ❑ Return Receipt (electronic) ❑ Certified Mail Restricted Delivery ❑ Adult Signature Required $ ❑ Adult Signature Restricted Delivery $ $ Postage Total Postage and Fees rR a C d Apt. No., or PO Box PS Form 3800, April 2015 PSN 7530-02-000-9047 N See Reverse for Instructions C 1 • SENDER: COMPLETE THIS SECTION • Complete items 1, 2, and 3. • Print your name and address on the reverse so that we can return the card to you. • Attach this card to the back of the mailpiece, or on the front if space permits. Article Addressed to: JJcZ7 et/AA-fa-ea Piet 3 02 I III 1111111111 liii IllIlIlIllIltIll U liii 9590 9402 7331 2028 8560 76 COMPLETE THIS SECTION ON DELIVERY A. Signatur vied by (Pr' ted Name Vi_ F- ere D. Is delivery address If YES, enter del' 2. Article Number (Transfer from service label) 7017 1450 0000 9624 6872 3. Service Type O Adult Signature dult Signature Re icted ertified Mail® O Certified Mail Restricted ❑ Collect on Delivery ❑ Collect on Delivery Restricted Delivery r '--..--d Mail d Mail Restricted Delivery 3500) De -Agent ❑ Addressee C. Date of Delivery --1 ress below. 1i ❑ Yes No O Priorit ail Ex • ess® ❑ Re ••- ered M- gistered ' =il Restricted Delivery 4412 I 6❑ Signa PS Form 3811, July 2020 PSN 7530-02-000-9053 ConfirmationTM ature Confirmation Restricted Delivery Domestic Return Receipt Cheryl Hoffman From: Sent: To: Cc: Subject: Cheryl Hoffman Friday, February 3, 2023 7:40 AM 'Garland, Katherine' Jazmyn Trujillo Martinez; Cheryl Hoffman RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 Perfect, Katherine! Exactly what I'll do. Have a wonderful Friday and weekend! Cheryl L. Hoffman Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, CO 80632 Tel: (970) 400.4227 choffman@weld.gov From: Garland, Katherine <Katherine.Garland@bp.com> Sent: Friday, February 3, 2023 7:17 AM To: Cheryl Hoffman <choffman@weldgov.com> Cc: Jazmyn Trujillo Martinez <jtrujillomartinez@weldgov.com> Subject: RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Good Morning Cheryl! Please send #285O65197 to Jessica Green with AEP Renewables, 1 Riverside Plaza, Floor 27, Columbus, OH, 43215. You can send e-mail copies to Jessica (agreen@aep.com) and myself. Please reach out if you have any other questions. Thanks! Katherine Katherine Garland, PE I bp Wind Project Manager 201 Helios Way I Houston, TX 77079 Direct: +1 (832) 917-1226 I M: +1 (615) 428-5190 From: Garland, Katherine Sent: Thursday, February 2, 2023 3:28 PM To: Cheryl Hoffman <choffman@weldgov.com> Cc: Jazmyn Trujillo Martinez <trujillomartinez@weldgov.com> Subject: RE: Cedar Creek H, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 #285065197 should not be sent to Xavier Perez. Please hold that until I find out where to send that one. This was from AEP. 1 Sorry for the confusion! Katherine Katherine Garland, PE I bp Wind Project Manager 201 Helios Way I Houston, TX 77079 Direct: +1 (832) 917-1226 I M: +1 (615) 428-5190 From: Cheryl Hoffman <choffman@weldgov.com> Sent: Thursday, February 2, 2O23 3:O7 PM To: Garland, Katherine <Katherine.Garland@bp.com> Cc: Jazmyn Trujillo Martinez <jtrujillomartinez@weldgov.com> Subject: RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-OO535 I only have 2 performance bonds. One is Bond #285O65197 which I am returning to Xavier Perez. The other Performance bond is #285O67599 which will be kept in our safe with the Rider reducing the amount. There are no other bonds to be returned. Please address the #s on the bonds instead of the names. The other way is too confusing. Thanks. Cheryl L. Hoffman Deputy Clerk to the Board 1150 0 Street/P.O. Box 758 Greeley, CO 80632 Tel: (970) 400.4227 choffman@weld.gov From: Garland, Katherine <Katherine.Garland@bp.com> Sent: Thursday, February 2, 2O23 1:59 PM To: Cheryl Hoffman <choffman@weldgov.com> Cc: Jazmyn Trujillo Martinez <'trujillomartinez@weldgov.com> Subject: RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-OO535 Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. There were 2 bonds issued, one from AEP and one from BP WENA. The one from BPWENA was reduced and changed to the Project Company name Cedar Creek II, LLC. So the one that you have is the bond from AEP... so that one should be returned to our A/ partner (AEP). I'm still waiting to find out who it needs to be sent to. Does that make sense with what have? Thanks, Katherine Katherine Garland, PE I bp Wind Project Manager 201 Helios Way I Houston, TX 77079 Direct: +1 (832) 917-1226 I M: +1 (615) 428-5190 2 From: Cheryl Hoffman <choffman@weldgov.com> Sent: Thursday, February 2, 2023 2:48 PM To: Garland, Katherine <Katherine.Garland@bp.com> Cc: Jazmyn Trujillo Martinez <trujillomartinez@weldgov.com> Subject: RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 A i You don't often get email from choffman@weldgov.com. Learn why this is important Thank you, Katherine, for the information you provided. So we'll send the BP Bond #285065197 to Xavier Perez at the address you provided and then send you a copy of the documents by email. I'm not sure what you mean about trying to get information for the AEP bond? Could you explain what you mean? The other Performance Bond #285067599 will remain in our files with the Rider #285067599 attached to it decreasing the bond amount to $450,000.00. Thanks, Katherine. Cheryl L. Hoffman Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, CO 80632 Tel: (970) 400.4227 choffman@weld.gov From: Garland, Katherine <Katherine.Garland@bp.com> Sent: Thursday, February 2, 2023 11:09 AM To: Cheryl Hoffman <choffman@weldgov.com> Cc: Jazmyn Trujillo Martinez <'trujillomartinez@weldgov.com> Subject: RE: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi Cheryl! I am working on gathering the information for us and for AEP's bond as well. For bp's the preference is to mail the original back to us so that we can handle sending it to our broker. For the BP bond, please send it to Xavier Perez, 501 Westlake Park Blvd, Low Rise 4th floor, Houston Texas 77079. Let me know if this works. An e-mail copy of the document is fine for me, you can send it to me. Still waiting for AEPs info. Will get back to you when I know. Thanks, Katherine Katherine Garland, PE I BP Workplace Transformation Manager 501 Westlake Park Boulevard I Office 04.646B I Houston, TX 77079 Direct: +1 (832) 917-1226 I M: +1 (615) 428-5190 From: Cheryl Hoffman <choffman@weldgov.com> Sent: Thursday, February 2, 2023 10:08 AM 3 To: Garland, Katherine <Katherine.Garland@bp.com> Cc: Cheryl Hoffman <choffman@weldgov.com>; Jazmyn Trujillo Martinez <atrujillomartinez@weldgov.com> Subject: Cedar Creek II, LLC / BP Wind Energy North America, Inc / Cedar Creek II Wind Energy, LLC - AP21-00535 IYou don't often get email from choffman@weldgov.com. Learn why this is important Good morning, Katherine. I left a message on your work phone, but decided I'd email you to for the information I need. I will need a good contact and address to send the released Performance Bond to the insurance company, since I send it by certified mail. Could you get that information for me, please? Additionally, would you like your document copies by email or snail mail? Just let me know. Thanks for your help, Katherine. Cheryl L. Hoffman Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, C0 80632 Tel: (970) 400.4227 choffman@weld.gov 4 To be attached to and form part of Bond Number issued by the on behalf of and in favor of RIDER ‘)trAirrzTglowif 0716g)G7cCn 285067599 LIBERTY MUTUAL INSURANCE COMPANY BP WINP ENERGY NORTH AMERICA, INC. (Principal) BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO (Obligee) Now therefore, it is agreed that in consideration of the premium charged, the attached bond shall be amended as follows: The principal name shall be amended: FROM: BP WIND ENERGY NORTH AMERICA, INC. TO: CEDAR CREEK II, LLC. The bond amount shall be amended: FROM: $ 1,500,000.00 TO: $ 450,000.00 It is further understood and agreed that all other terms and conditions of this bond shall remain unchanged. This Rider is to be Effective this 23rd day of September, 2022. Signed, Sealed & Dated this 25th day of October, 2022. CEDAR CREEK II, LLC (Principal) By: LIBERTY MUTUAL INSURANCE COMPANY (Surety) By: ete ki• IL• X4C1 t andra M. Winsted, Attorney -in -Fact w m $3> Liberty Mutual. SURETY This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein slated. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS: That Tire Ohio Casualty Insurance Company Is a corporation duly organized under Ere laws of Me State of New Hampshire, that Liberty Mutual insurance Company is a corporation duly organized under the laws of the Stale of Massachusetts, and West American Insurance Company to a corporal on duly organized under the laws of the State of Indiana (herein cotecdyey called the 'Companies.), pursuant to and by authority herein set forth, doss hereby name, aonsdhtle and appoint, Christina L. Sandoval; Christopher T. Moser, Corinne Chapman; Diane M. O'Leary: James B. Ma Tspoao; Jean Torres; Jennifer L. Jekaitis; Jessica B Dempsey; Judith A. Luckyy- PH sue; Kristin L. Hannigan; Nicholas Kelm; R Parttisan; Samantha Ctlicrki• Sandra M. Nowak; Sandra M. Winged; Susan A. Welsh Certificate No: 8207154 - 285057 all of the city of Chiealw stale of IL each I y N' execute, seal, er tnowledge end deliver, for and on Its behalf as surety and as ifs set and deed, any and ap tntth of these presents and shat be as binding upon the Companies es If they have been duly signed by the ores persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto ibis 20th day of January , 2022 . Stale of PENNSYLVANIA County of MONTGOMERY "- On this 20th day of January , 2022 before me personally appeered David M. Carey, who acknowledged himself to be the Assistant Secretary of liberty Mutual Insurance Company. The Ohio Cesuefy Company, and Waal American Insurance Company, and that he, es such, being authorized so to do, execute the foregoing klsWmertt for the purposes therein contained by signing on behalf of the carpotatlons by himself as a duly authorized officer. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. oneb He true and lawful attorney-in•fact to make, antes and other surety obligations, in pursuance secretary of the Companies in their own proper Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company Mamtac Ponmr*no4 Ammeme lof Mx.. By: David M. Carey, Assistant Secretary By: �� /Q' Teresa PaateRa, Notary Pubic This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE N — OFFICERS: Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe, shall appoint such attorneys -in -fact, as may be necessary to ad In behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations, Such attorneys -in -fact, subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporator. When so executed, such instruments shall be as binding es it signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attorney -in -fact under the provisions of this article maybe revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII — Execution of Contracts: Section 5, Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writkng by the ehainnan or the president and subject to such limitations as Ma chairmen or the president may shall appoint such atto rteys a -furl, as may be necessary to actin behalf of the Company to mate, execute, seal, acknowledge and deliver as surety any and ail undertakkios, bends, recognizance's ood otter surety abdgatiOns, Such attorneys -Wad subject to the limitations set forth in their reepondo powers cf attorney, shat have full powen to Ond the Company by their sigrafure and executkm of any such lretrurnents and tO attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation — The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such e - fact as may be necessary to act on behalf of the Company to make, execute, seat acknowledge and deliver as surety any and all undertakings, bands, recognizahces and other surety obligations. Authorization —By unanimous eorr-ant of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of my assistant smeltery of the Company, wherever appearing epees oertfasd copy of any power of attorney issued by the Cumpaoy In connection wdh surety bonds, shag be valid ed bindng upon the Company with the sane force and effect as though manually affixed. I, Renee C, Llewellyn, the undersigned, Assistant Secretary, Tha Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies, is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this car..v day of LMS-12873 LMIC OCIC WAIL Multi Co 02/21 From: Carland. Katherine To: jaznwn Truidlo Martinez Co paton. Fraser; joe Yeagler Subject: Cedar Creek 2 Repower Pilot Project - Road Maintenance Agreement (AP21-00535) Release of Project Collateral Date: Friday, September 23, 2022 2:32:42 PM Attachments: 2022-04-23 Cedar Greek II Statement of Substantial Comolebion - Slanedaf 2022-04-07 Cedar Creek II County Roads - RECORD.pdf Jazmyn, Since the construction for the Cedar Creek II Repower Pilot Project is now complete, I would like to request the release of Project Collateral. Attached to this e-mail are the Statement of Substantial Completion signed by the Engineer of Record as well as the as -built drawings. In the coming days, I will work with the bonding agencies to obtain a change to the bond amount from $3M total to $450,000 total. I will send you a PDF copy once I have it and will mail the originals to you. If you need any additional documentation to release this project collateral, please let me know. Many Thanks, Katherine Katherine Garland, PE I bp Wind Project Engineer I 201 Helios Way I Houston, TX 77079 Direct: +1 (832) 917-1226 I M: +1 (615) 428-5190 Jazmyn Trujillo Martinez From: Sent: To: Cc: Subject: Attachments: Mitch McElmeel Monday, August 8, 2022 11:45 AM Garland, Katherine; Lance Marrs Paton, Fraser; Tyler Kimzey; Jeff Kukowski; tomlif@pbgravel.com; Amy Mutchie; Ryan Axtman; Luis Morales; Mike Livengood; Dawn Anderson; Jazmyn Trujillo Martinez; Jennifer Fuller RE: Cedar Creek II - Post Cap / Final Inspection Notice Final Inspection Notice - Road Maintenance 8-3-22.pdf At this time restorations of County Roads within the Cedar Creek II project has been completed and all materials documentation has been reviewed, Weld County Public Work will resume maintenance on these roads. Thank you, Mitch McElmeel Permitting/Inspection Weld County Public Works Office - 970-400-3753 Cell — 970-397-3099 mmcelmeel@weldgov.com Office hours: M -F 7:00 am — 3:30 pm Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. Original Message From: Lance Marrs <lance@pbgravel.com> Sent: Friday, August 5, 2022 09:00 To: Mitch McElmeel <mmcelmeel@weldgov.com> Cc: Paton, Fraser <Fraser.Paton@bp.com>; Garland, Katherine <Katherine.Garland@bp.com>; Tyler Kimzey <trkimzey@pbgravel.com>; Jeff Kukowski <cowboy@pbgravel.com>; tomlif@pbgravel.com; Amy Mutchie <amutchie@weldgov.com>; Ryan Axtman <raxtman@weldgov.com>; Luis Morales <Imorales@weldgov.com>; Mike Livengood <mlivengood@weldgov.com> Subject: Re: Cedar Creek II - Post Cap Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Mitch, Please see attached material documents for the Post Cap per your request. RESOLUTION RE: APPROVE IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS, AUTHORIZE CHAIR TO SIGN, AND ACCEPT COLLATERAL FOR ACCESS PERMIT, AP21-00535 - CEDAR CREEK II, LLC / BP WIND ENERGY NORTH AMERICA, INC. ! CEDAR CREEK II WIND ENERGY, LLC WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, on May 19, 2010, the Weld County Board of Commissioners approved Use by Special Review Permit, USR-1723, for Cedar Creek II, LLC, do BP Wind Energy North America, Inc., Attn: David Gonzalez, 700 Louisiana Street, 33rd Floor, Houston, Texas 77002, for a Major Facility of a Public Utility (a wind energy facility with a generating capacity up to 250.8 megawatts [MW] along with a 230 -kilovolt [kV] electric transmission line, an interconnection facility to tie into an existing 72 mile transmission line, existing collector transmission lines, up to five [5] permanent 80 meter meteorological towers, one [1] substation, an operations and maintenance building/facility, along with one [1] temporary batch plant and construction facility) in the A (Agricultural) Zone District on the following described real estate, to wit: Wind Energy Facility: Section 6, Township 10 North, Range 57 West; Sections 1, 2, 3, 4, and 5, Township 10 North, Range 56 West; Sections 5, 6, 8, and 17, Township 11 North, Range 56 West; Sections 1, 2, 3, 5, 6, 7, 8, 9, 10, 11, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 26, 27, 28, 29, 30, 31, 32, and 33, Township 11 North, Range 57 West; Sections 3, 4, 10, 11, 12, 13, 14, 15, 16, 24, 25, 27, 34, and 36, Township 11 North, Range 58 West; Sections 28, 32, and 33, Township 12 North, Range 56 West; and Sections 34 and 36, Township 12 North, Range 57 West of the 6th P.M., Weld County Colorado Transmission Line: Sections 1, 2, 3, 4, 5, 7, 8, and 9, Township 10 North, Range 58 West; Sections 4, 9, 10, 11, and 12, Township 10 North, Range 59 West; Sections 5 and 6, Township 10 North, Range 59 West; Section 2, Township 10 North, Range 60 West; Section 7, Township 11 North, Range 57 West; Sections 12, 13, 24, 25, and 36, Township 11 North, Range 58 West; Sections 31 and 32, Township 11 North, Range 59 West; and Sections 35 and 36, Township 11 North, Range 60 West of the 6th P.M., Weld County, Colorado 47063'27 Paps: 1 of 106 12/17/2021 02:65 P. R Fa:$0,N Orly Koppe., Clnr'k .nd Recorder, Weld Canty , co IffirdinindrrikarldilAiNNIMPALi 314773463 / 1 1. 64w: 1 o :f $e N Orly u1 .rd R. Frd.r, 4", County . IIII ra 'linoghilRO UI6111001 MAN till cc.:Pi...(TP/oRtaTtA) I /37./22 2021-2976 PL2059 IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT - CEDAR CREEK II, LLC 1 BP WIND ENERGY NORTH AMERICA, INC. / CEDAR CREEK II WIND ENERGY, LLC PAGE 2 WHEREAS, pursuant to certain Conditions of Approval, the Board has been presented with an Improvements and Road Maintenance Agreement According to Policy Regarding Collateral for Improvements between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Cedar Creek II, LLC, BP Wind Energy North America, Inc., and Cedar Creek II Wind Energy, LLC, with further terms and conditions being as stated in said agreement, and WHEREAS, the Board has been presented with two (2) bonds representing total collateral required for off -site improvements in the amount of $3,000,000.00, split evenly between the two funding parties, BP Wind Energy North America, Inc., in the form of Performance Bond #285067599, in the amount of $1,500,000.00, and Cedar Creek II Wind Energy, LLC, in the form of Performance Bond #285065197, in the amount of $1,500,000.00, both issued by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, and WHEREAS, after review, the Board deems it advisable to approve said agreement and accept said Performance Bonds as stated above, copies of which are attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Improvements and Road Maintenance Agreement According to Policy Regarding Collateral for Improvements between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Cedar Creek II, LLC, BP Wind Energy North America, Inc., and Cedar Creek II Wind Energy, LLC, be, and hereby is, approved. BE IT FURTHER RESOLVED that the two (2) bonds representing total collateral required for off -site improvements in the amount of $3,000,000.00, split evenly between the two funding parties, BP Wind Energy North America, Inc., in the form of Performance Bond #285067599, in the amount of $1,500,000.00, end Cedar Creek II Wind Energy, LLC, in the form of Performance Bond #285065197, in the amount of $1,500,000.00, both issued by Liberty Mutual Insurance Company, 175 Berkeley Street, Boston, Massachusetts 02116, be, and hereby are, accepted. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. 4761327 pewof 2 100 Carly CarKamm Clark and Raaarda , County , c0 Ill VA MitiV14:14iiroI hlatffilfi'f4YIsi 11111 4773413 t ales. 2 of 1@4 11/.3/2112t 11:54 an a F..:$9.11 Carly Kw., Clark wnd Raoardar, Wald County , CO 111Itiltil414141PINALIIMAlli 11111 2021-2976 PL2059 IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT - CEDAR CREEK II, LLC / BP WIND ENERGY NORTH AMERICA, INC. / CEDAR CREEK II WIND ENERGY, LLC PAGE 3 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 20th day of October, A.D., 2021. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST:y. Weld County Clerk to the Board B(J of Deputy Clerk to the Board APP County Date of signature:4 4716327 Pages: 3 of 106 12/17/2061 a:00 PO R Fot:q.M Carly Kopper, Clerk and R�ooed�r, IMId County CO IIN II IC7W rM�� :i w i 1 �Y4 11111 4773413 Pages: 3 of 164 11/00/2021 10:04 00 R Fua0.00 Cwrly Kappa Clark and Itaoord�r, Hald County CO III 1r�1ii{w� infli illik Ilabil final �YV III Perry L. Buck 2021-2976 PL2059 BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: BOCC Agenda Item - Approve Improvements and Road Maintenance Agreement for: Cedar Creek II, LLC — AP21.0083$ DEPARTMENT: Planning Services DATE: September 21, 2021 PERSON REQUESTING: Jazmyn Trujillo -Martinez Brief description of the problem/Issue: The 0eparlsnents of Planning Services and Public Works received a request from the sppkcant, Cedar Creek II, LLC, requesting that the Board of County Commissioners consider approving the Improvements end Road Maintenance Agreement for (AP21-00530). Collateral In the amount of $2,934,380.00 is requited with this agreement for off site improvements. Collateral has been provided in the amount of =3,000,000.00 In the form of two bards, split evenly between the two funs ng parties, BP Wind Energy Note America, Inc Bond, Bond No. 284087599, issued by Liberty Muftis! insurance Company, 175 Berkeley Street, Boston, MA 02118) and Cedar Creek Ii Wind Energy, LLC (Performance Bond, Bond No. 285085197, issued by Liberty Mutual Ineurance Company, 175 Berkeley Sheet, Boston, MA 02118). Weld County Public Works, Planning Services and the County Attorney's Office have reviewed the above mentioned signed original document and observed the following: All Public Wort related items, of the "Improvements S Road Maintenance Agreement According To Poky Regarding Catalans! For Improvements", are found to be acceptable. This Agreement complies with the terms of the Access Permits, as issued by Planning Services. What options mist for the Board? (include consequences, Inspects, costs, etc. of options): 1. Have he B0CC Hearing Item be placed on the next meltable agenda as part of the Consent Agenda. 2. Have this BOCC Hearing item be pieced on the next available agenda as part of the Regular Agenda. Recommendation: Option 2. The Departments of Public Works, Planning Services and the County Attorney's Office are recommending approval of the Inprovertrehts & Road Melnlererce Agreement According To Policy Regarding Collateral For tmprovemenfafor AP21-00535, and that this Item be placed on the next regularly scheduled BOCC Hearing, as pert of the Regular Agenda. &jam 111121O1 BEMOlintadefien Work Ssesio0 OthsrlCJammaMr, Perry L. Buck Mike Freeman Scott K. James, Pro -Tern Steve Moreno, Chair Lori Seine 2021-2976 1 O/ oIo PL 905q Bond No. 285067599 PERFORMANCE BOND FOR BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO KNOW ALL PERSONS BY THESE PRESENTS, that (name)BP Wind Energy North America, Inc., (address)201 Helios Way, Houston, TX 77079, a (corporation, limited liability company, etc.)Corporation, organized under the laws of the State of Delaware, with its principal office located at (address) 201 Helios Way, Houston, TX 77079, hereinafter called "Principal", and (name of surety)Liberty Mutual Insurance Company, of (address of surety)175 Berkeley Street, Boston, MA 02116, hereinafter called "Surety" are held and firmly bound unto Board of County Commissioners of Weld County, Colorado, on behalf of Weld County, Colorado, hereinafter called "Obligee" in the full and penal sum of One Million five hundred thousand and 00/100 ---Dollars ($1,500,000.00), lawful money of the United States for the payment of which well and truly made, we bind ourselves, our heirs, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the above -bound Principal has obtained or is about to obtain from the Obligee a land use permit, namely (insert the specific permit and number - USR, SPR etc) AP21-00535 , and pursuant to the requirements of said permit, has entered into an Improvements Agreement, dated , with Obligee, and WHEREAS, The Improvements Agreement requires Principal to obtain a performance bond in an amount equal to the total cost of the improvements for which Principal is responsible and naming Obligee as beneficiary, and WHEREAS, the value of improvements for which Principal is responsible equals One Million five hundred thousand and 00/100 --- Dollars, ($1,500,000.00), and WHEREAS, at completion of the Project Collateral phase of the Agreement, the amount of this Bond shall be reduced, by rider, to 15% of the original amount throughout the Warranty Collateral phase of the Bond, and shall be held in total by the County for two (2) years following its written acceptance of the improvement(s). NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal shall well, truly and faithfully perform its duties, and all of its undertakings, covenants, terms, and conditions as set forth in the Improvements Agreement, and if Principal shall satisfy all claims and demands set forth in said agreement, and shall fully indemnify and save harmless Obilgee from all costs and damages which it may suffer by reason of Principal's failure to perform as agreed, and shall reimburse and repay Obligee all outlay and expense which Obligee may incur in making good any default, then this obligation shall be null and void; PROVIDED FURTHER, that if Principal shall default in any of its obligations set forth in the Improvements Agreement, and thereafter fail to fully indemnify and save harmless Obilgee from all costs and damages which it may suffer by reason of said default, this obligation shall remain in full force and effect; PROVIDED FURTHER, regardless of the number of years this Bond is in force, or the number of continuation certificates issued, the liability of the Surety shall not be cumulative in amounts from period to period and shall in no event exceed the amount set forth above, or as amended by rider; PROVIDED FURTHER, that Surety, for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Improvements Agreement to the work to be performed thereunder, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Improvements Agreement. PROVIDED FURTHER, this bond is NONCANCELLABLE, and shall renew annually automatically, from the date of this bond until its release by Obligee, to guarantee that Principal shall well, truly and faithfully perform its duties, and all of the undertakings, covenants, terms, and conditions set forth in the Improvements Agreement, and any extensions thereof which may be granted by Obligee with or without notice to Surety. The parties to this Performance Bond acknowledge that through the Improvements Agreement, Obligee reserves the right to require Principal to obtain a different Performance Bond from a financial institution other than Surety in the event that the rating of Surety by AM Best falls below a B+ rating. IN WITNESS WHEREOF, this instrument is executed in four (4) counterparts, each one of which shall be deemed an original, this 17th day of September, 2021. BP Win;' ? ergy North America, Inc. Principal Secretary/Witness (SEAL) AON Risk'.olutions Attorney -in -Fact ss as to Surety 2dr East Randolph Street A•dress Chicago, Illinois 60601 Address VP 4), SZ /NW", el-. Title 175 Berkeley Street Address Boston, MA 02116 Address IMPORTANT: Surety company executing bond must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State of Colorado. Bond must be accompanied with Attorney -in Fact's authority from the surety company certified to include the date of the bond. This Pourer of Attemsy Tempo the acts of those named herein, and they hem no authority to bind the Comparry except In the manner and to the Went he. ahhd. Liberty, Mutual. SURETY Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY Certificate No: 82059211-285057 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company Is a corporation duly organized under the laws of the Stets of Massachusetts, end West American Insurance Company is a corporation duly organized under the taws of the State of Indiana (herein collectively called the'Companies"), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Christina L. Sandoval; Diane M.Mary; James B. Wagged; knot. L. !Maids; Jessica B. Dempsey; Judith A. Lucky-Eftimov; Kristin L. Hsarhigan; Roger Petal.; Saw. Chierici; Sandra M. Nowak; Sandra M. Winsted; Susan A. Welsh all of the city of Chi.° state of iG each Individually if there be more than one named, its tae and lawful atomey-in-fact to make, execute, seal, acknowledge and deliver, for and on ita behalfas surety and as its act and deed, ahy and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies es it they have been duly signed by the president and attested by the secretary of the Companies in their awn proper persons. IN WITNESS WHEREOF, this Power of Attorney has bear subscribed by an authorized officer or offidal of the Companies and the corporate seals of the Companies have been affixed the. this 9th day of July , 2021 By: Stets of PENNSYLVANIA County of MONTGOMERY On this 9th day of July , 2021 before me personally appeared David M _ Carey, who acknowledged hamseff to be the Assistant Secretary of Liberty Mutual Insurance ny�T a Canpa—ONM Casualty Company;and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes t groin contained by signing on behalf of the corporations by himself as a duly authorized officer. IN WTNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company David M. Carey, Assistant Secretary By: mesa Pastella, Notary Public Tads Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company which resolutions are now in fug force and effect reading as follows: ARTICLE N — OFFICERS: Section 12. Power of Atcrney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman a the President may prescribe, shall appoint such saomeys-in-fact as may be necessary to act in behalf of the Corporation ho make, execute, seal, ackrwwtadge and defiver as surety any and all undatakIngs, bonds, recognlzances and other surety obligations. Such attorneys -In -lac, sullied to the IiyUrtisns set forth in their resparliva plums rif attorney, shag have full power to bind the Corporation by their signature and execution of any soh instnarrenis and to attach thereto the seal of the Corporation. When sn executed, such insbrrments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representatve or atomey-in-fact under the provisions of this article maybe revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII —Execution of Contracts: Section 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the presiders, and subject to such Iknitations as the chairman or the president may presoibe, shall appoint such attorneys -in -fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all urdettakings, bonds, recognaances and other surety obtgatons. Such attorneys -in -tact subject to the limitations set forth in their respective powers of attorney, shag have fug power to bind the Company by their signature and execution of any such instruments and to attach Hereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation - The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attorneys -in - fact as may be necessary to act on behalf of the Company to melee, execute, sea, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surely obligations. Authorization - By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signattae of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection unite surety bonds, shall be valkl and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, Me and correct copy of the Power of Attorney executed by said Companies, Is in fug force and Act and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this ' f7 day By: LMS• 12973 LMIC OCIC WAIL Mute Co 02/21 Renee C. Llewellyn. Assistant Secretary Bond No. 285065197 IISRFOPMANCIS BOND FOR BOARD OF COUNTY CONN/SBIONBRB OF WSW COUNTY, CO: KNOW ALL PERSONS BY THESE PRESENTS, that Cedar Creek II Wind Energy, LLC, 1 Riverside Plaza, Columbus, OH 43215, a limited liability company, organized under the laws of the State of Delaware, with its principal office located at 1 Riverside Plaza, Columbus, OH 43215, hereinafter called "Principal", and Liberty Mutual Insurance Company, of 175 Berkeley Street, Boston, MA 02116, hereinafter called "Surety" are held and firmly bound unto Board of County Commissioners of Weld County, Colorado, on behalf of Weld County, Colorado, hereinafter called "Obligee" in the full and penal sum of One Million Five Hundred Thousand and 00/100 ---Dollars ($1,500,000.00), lawful money of the United States for the payment of which well and truly made, we bind ourselves, our heirs, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the above -bound Principal has obtained or is about to obtain from the Obligee a land use permit, namely AP21-00535, and pursuant to the requirements of said permit, has entered into an Improvements Agreement, dated September 17, 2021, with Obligee, and WHEREAS, The Improvements Agreement requires Principal to obtain a performance bond in an amount equal to the total cost of the improvements for which Principal is responsible and naming Obligee as beneficiary, and WHEREAS, the value of improvements for which Principal is responsible equals One Million Five Hundred Thousand and 00/100---, ($1,500,000.00), and WHEREAS, at completion of the Project Collateral phase of the Agreement, the amount of this Bond shall be reduced, by rider, to 158 of the original amount throughout the Warranty Collateral phase of the Bond, and shall be held in total by the County for two (2) years following its written acceptance of the improvement(s). NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if Principal shall well, truly and faithfully perform its duties, and all of its undertakings, covenants, terms, and conditions as set forth in the Improvements Agreement, and if Principal shall satisfy all claims and demands set forth in said agreement, and shall fully indemnify and save harmless Obllgee from all costs and damages which it may suffer by reason of Principal's failure to perform as agreed, and shall reimburse and repay Obligee all outlay and expense which Obligee may incur in making good any default, then this obligation shall be null and void; PROVIDED FURTHER, that if Principal shall default in any of its obligations set forth in the Improvements Agreement, and thereafter fail to fully indemnify and save harmless Obilgee from all costs and damages which it may suffer by reason of said default:, this obligation shall remain in full force and effect; PROVIDED FURTHER, regardless of the number of years this Bond is in force, or the number of continuation certificates issued, the liability of the Surety shall not be cumulative in amounts from period to period and shall in no event exceed the amount set forth above, or as amended by rider; PROVIDED FURTHER, that Surety, for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terns of the improvements Agreement to the work to be performed thereunder, shall n any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Improvements Agreement. PROVIDED FURTHER, this bond is NONCANCELLABLE, and shall renew annually automatically, from the date of this bond until its release by Obligee, to guarantee that Principal shall well, truly and faithfully perform its duties, and all of the undertakings, covenants, terms, and conditions set forth in the Improvements Agreement, and any extensions thereof which may be granted by Obligee with or without notice to Surety. The parties to this Performance Bond acknowledge that through the Improvements Agreement, Obligee reserves the right to require Principal to obtain a different Performance Bond from a financial lustilutiuu other than Surety in the event that the rating of Surety by AM Best falls below a B+ rating. IN WITNESS WHEREOF, this instrument is executed in four (4) counterparts, each one of which shall be deemed an original, this 17th day of S_e2temher, 2021. Cedar Creek II Wind Energy, LLC Principal OwrM�/c�Y s ,�M(IA.L{.1 rs.or.. Wi Hess (SEAL) Wi as to Surety 775 Yard Street, Suite 200 Columbus. OH 43212 Address fMCA!^NYr' 9,.6 VP Title Liberty Mutual Insurance company Surety By:-`���_Shc� Paula M. Eby, Attorney-i Fact 175 Berkeley Street Boston, MA 02116 Address IMPORTANT: Surety company executing bond must appear on the Treasury Department's most current list (Circular. 570 as amended) and be authorized to transact business in the State of Colorado. Bond must be accompanied with Attorney -in Fact's authority from the surety company certified to include the date of the bond. Sense ds}_dmd) R. This Power el Attorney dub Mt. elbow nemed brabt. end they hree no aulhodly to bind Pie Carp. eacept lei the mennerend to Itie.at haWn Med Not veld far magp6e, nets, ban, idtsrec.t, bent dope* currency rate, palmed mbar mkhel vebe gwmelesa. For addkr tbueer ofAteriby tbN ver. as liteuldeu playa call616.6ae.12/6 awned Ho6UR bemymulueicem. • uaMutual. SURETY Liberty Mutual Insurance Company The Ohio Casually Insurance Company West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company Is a corporation duly organized underlie len of the Stab of New Hampshire, Nat Deny Mutual Insurance Company is a somodon duly organized under the laws of the State of Maseecinaeds, and West American Insurance Company Ise corporation duly dumbed under lb Sae of the .ed Wane (f.l n rety celled IheComparian pubusat b end by autlddytweln set., does hereby name, cans. end appdntP6lW S Ebs °Madlyof COMM Mid OFt its tnraand Web .nay.bal,cunthrulpowered auto* hereby co Wed to ape, execute and 'I.o.M.. following suety band: prkn e, Cedar Creek II 1/1And Energy, LLC ob...., Board of County Commissioners of Weld County, Colorado Iturirty Bond number. 285065197 Bend amount: See Bond Form N WITNESS WHEREOF. lie Poea d Attorney has been subscribed by an authorized deicer a credal of. Companies end the corporate seals of the Competes have been affixed By: The Ohio Casualty Insurance Company Liberty Mutual Insurance Company Insurance Company Dead M:Caret Assistant Soarer, STATE OF PENNSYLVANIA es COUNTY OF MONTGOMERY On He 12• day NMI , .re me personally appeared OeNe M. Coat', Who admowkdeed N.M. be It Aassant Secretary of Liberty Mutual Insurance Company, The Ohio Cab. Co.., end WeetAmerkan Fare ace Camp.. and Whet, se such, bakg.calzed so lode, aeaute the foregoing instr meet Mr. purposes therein contained by signing on behead the comwetione by hanseff as a duty authorized officer. IN WITNESS WHEREOF, I have hereunto subscribed my name and O. my notarial seal at. of Prussia. Pennsylvania. on the anima year feet above written Commo a.lhof Pensfeylssrtie - Notary Sad Team Pablo, N6Mey Puibbo Mont anry Canty My com mil .pee expires March 28.2026 Coemdeebn number 11f2/OM slrebw,Prerytvs.Assoca bnofNalr. This Pawed - . and executed pennant b and byre:M yor die Mimeo dyrern and Authakabons of Liberty Mutual esurence Company. II. Unto Usually Nauru. Company, and WestAmerken Insurance Company ulaan ref.. are now in full force and effect ree erg as fob. ARTICLE N- OFFICERS - Sedon f2 Para d ABpney. Any Wag a other Nadal Oki Capaalan.Taked lot that purpose b usb p by to Ch.. a the P.., and subject bawhlrNblinstheOW. orbs P..m eypnaeatib.drewappdetashdome"..cl,amaybeneceurybasb.altWtheCorporationbmake,Ono. wad arbnut to and dseaas Yeah ay tad at bid... cocoa eeoaee and oSer allay a6eDetioss. Srat eembuin4ad, abject b fke haler is set forth b thee Mspedra paean d Mbmay, weal ewe 6M parr b bind the Corp. by thdr sip*. and ma. d sty aids kubuments end b alas+ t.lo the end dab Copci.n. WhenabataiAed,nth Inborn ltshatbesebetdnpesFstpredbythePreadult.ettesledbbylieSeuet..Anypowaaanithalbprareadbayreproeelt.orMr, .31 under the pmts. dais ektsfray beNu. ManyMmebyre Some, betbaMnm,thee'addaitrbyte oft( aono= panangsub pow ersnAmaky. ARTICLE lOl-EaeciAan orCa t sa-SECTIONS. S. means unonsbros. Any MOON ebb comcnyks that pupas Nm.oaPy the olabm®i athe preddont andabject sdilinpdoneauedtbkmn«melaetedrMmaypmames,emsappoints.dbmey7ablad,as.begummybaronbeheld.Coassebmbb,exeoa ...ledge and del. me army end al adepNigs• baude, osoigrrianae and eft surety oblipaters. Simidi a tom. at waled b the ambdore se b 9 ineair reg.et.poises alNOM. shill baeMIpnw bbind PeCamprrybytbkafgrebnandweb.oe, such .unentsndbsadt.ate wddlMCoapaty. 1.1 loam. butt kebmmentsabe•b.pereNag. byte amid...Ned . Wee. Salvation -The Webbed theOzepeny, Whippers.* to the Span ofbe Company, eubar.0eed M. Carey, Aye. Secretory b appal such attorney.. bat snab bememory eact eMae Mho Company loc .. execute, seal,adubwbdgeand dabble suetyany and alac.c.kpskarts,r000e omandellersurety s Authorisation - By unanknoue consent°. Company's Baal dDirectors, the Company consent that tacsimb a mechanically reproduced signature ofany eedsbnt secretary of the Company. stereverappaabg upon s oarasaeey of any power d attorney issued by the Company In connection Mel surety bade, eMli be valid and binding upon the Company wish Me Se. face and elkas lbupbmsersly aOad. I, Renee C. Llewellyn, she tedeaered, l a resit Seeaen. of Liberty Leduc insaanoe Company, Te OHIO Cooly Insurance Company, end West American Insurance Company doWeb? uerdryMet this power da o.exact. bead Comps. is Inbetacea.effectartIcenot been revoked. eneeoeow(WHEREOF, Ihave hereunto set, hanawoafix dmeeses°f aincormueethis 1701 One September 2021 By: Teresa Puble, Notary Public By: Raise C. Ursa*, Assistant Secretary IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS Cedar Creek 11, LLC. — 1-00535 THIS AGREEMENT is made this day of , 202.L, by and between Cedar Creek II, LLC, a limited liability company organized under the aws of the State of Colorado, whose address is 201 Helios Way, Houston, Texas 77079, hereinafter referred to as "Property Lessee," authorized to do business in the State of Colorado, the County of Weld, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as "County", and BP Wind Energy North America, Inc., a corporation organized under the laws of Delaware with a principal place of business at 201 Helios Way, Houston, Texas 77079 ("BP") and Cedar Creek II Wind Energy, LLC, a limited liability company organized under the laws of Delaware with a principal place of business at 1 Riverside Plaza, 29th Floor, Columbus, Ohio 43215 ("AEP"). BP and AEP will be referred to collectively as the "Funding Parties". WITNESSETH: WHEREAS, Property Lessee is the lessee of the following described property in the County of Weld, Colorado: Wind Energy Pacititr: Section 6, Township 10 North, Range 57 West Sections: 1, 2, 3, 4, 5, Township 10 North, Range 58 West Sections: 5, 6, 8, 17, Township 11 North, Range 56 West Sections:1-3, 5-11, 14-23, 26-33, Township 11 North, Range 57 West Sections: 3, 4, 10-16, 24, 25, 27, 34, 36, Township II North, Range 58 West Sections: 28, 32, 33, Township 12 North, Range 56 West Sections: 34, 36, Township 12 North, Range 57 West of the 6th P.M., Weld County, Colorado. hereinafter referred to as "the Property," and WHEREAS, Property Lessee has received the Department of Planning Services conditional approval of AP21-00535 ("Permit"), and WHEREAS, Property Lessee acknowledges that the final approval of AP2I-00535 Is conditional upon Property Lessee's funding and/or construction of the off -site improvements and road maintenance described in this Agreement and depicted in the following incorporated exhibits: sCiA Exhibit A — Off -Site Costs of Construction , Exhibit B — Off -Site Construction Schedule, Exhibit C — Construction Plans, Exhibit D — Plat Map, Exhibit E — Decommissioning Plan, Exhibit F — Haul Route Map, Exhibit G — Stockpiles, and Exhibit A — Gravel Roads Maintenance and Reclamation Plan, and WHEREAS, Property Lessee acknowledges it may not operate and County will not finalize AP21-011535 until said improvements have been completed and accepted by County, and Cedar Creek ll, LLC — AP2l -00535 - OFFSIA21-0005 1of16 4773413 Papa: 4 of 104 11/10/2821 1A:d4 Qt ti RwaIliar Grly Koppn, CUrk rod R�oreMr, W1d Canty CO tIII Itilek' 1'Cilt Pik II ll' 0zooI -62976, WHEREAS, Property Lessee aclmowledges that pursuant to the provisions of Weld County Code, the failure to commence construction of the improvements outlined herein within one (1) year of the approval and issuance of AP21-00535 may result in the rescinding of AP21-00535, upon consideration and order of the Department of Planning Services, and WHEREAS, the parties agree that the Property Lessee shall provide collateral for off -site improvements es required by this Agreement when the Board of County Commissioners (BOCC) approves this Agreement, and WHEREAS, Property Lessee acknowledges that the Permit is conditional upon, inter alio, Property Lessee's construction of certain improvements to certain County Roads (the "County Roads") which are necessary for Property Lessee's construction of their project and which are more particularly described on the attached Exhibit C, as well as certain improvements to the Property (the "On -Site" Improvements) as more particularly described in the attached Exhibit C, and WHEREAS, the parties agree that except as set forth herein, Property Lessee shall not be required to commence construction of the off -site road improvements, as herein defined, until Property Lessee receives a permit for grading and/or a Right -of -Way Use (ROW) Permit from County, and WHEREAS, the parties agree that Property Lessee shall be responsible for damages their project causes to County Rights -of -Way, including the County Roads, and agrees to keep them open and passable for public use, all as contemplated herein, and WHEREAS, the Funding Parties are the indirect parent companies of the Property Lessee and will be responsible for all financial obligations of the Property Lessee under this Agreement. NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and covenants contained herein, the parties hereto promise, covenant, and agree as follows: )PART I: SITE SPECIFIC PROVISIONS A. Off -Site Improvements (as required by the BOCCI: The Property Lessee shall be responsible for the construction of certain off -site safety improvements as identified by the USR hearing Resolution, which may include, but are not limited to: construction of adequate turning radii of sixty-five (65) feet at the main entrances and exits which extend into County road ROW connecting to the County road system, and off -site drainage and signage installations, as indicated on the accepted Exhibit D and future Exhibit C, as required. On -site improvements that create more run-off than the historical amount may require off - site drainage improvements to roads and ROWS. Any approved access point(s) improvements will include standard County approved tracking control, and may include a double cattle guard set (one right after the other), placed back to back across the entire width of the access, to ensure a complete revolution of the truck tires in order minimize the tracking of mud and debris onto the adjacent County road. 1.0 Read improvements Defined. The "Road Improvements" shall mean those improvements to County Roads that are required by Property Lessee in order to constrict its project, all as more particularly described on Exhibit C. By way of example, the Road Improvements will generally consist of grading, improvements to the turning radii as designated intersections, improvements to existing cattle guards, and the installation of warning signs at designated locations. Upon completion of the project, or a portion thereof which will no longer utilize a portion of the County Roads for construction purposed, the Road Improvements shall include the return of the County Roads to their pre -project condition as evidenced by the pre -construction survey required in Section D.3.0., except as may otherwise be agreed to by County. Cedar Creek It, LLC — AP21-00535 - OFFSIA21-0005 Page 2 of 16 i a B 11:'31 er.41 of � LL 2.0 Road improvements Responsibilities. Property Lessee is solely responsible for the required off -site designated improvements. These responsibilities may include but are not limited to the following: design, surveys, utility locates, acquisition of ROW(s), dedication of ROW(s), ROW and Access Permits and fees, coordination with oil and gas operators and facilities and affected irrigation facilities, and utilities, traffic control, and project safety during construction. Property Lessee shall obey all applicable regulations issued by the Occupational Safety and Health Administration (OSHA), Colorado Department of Transportation (COOT), the Colorado Department of Public Health and the Environment (CDPHE), and other federal, state, or county regulatory agencies. 3.0 Cost of Construction Exhibit. The cost of construction estimates (engineer's estimate) identified as Exhibit A shall be submitted when triggered. The Property Lessee shall detail the costs used in determining the collateral requirement for the off -site improvements related to the development. A registered Colorado Engineer must sign and stamp the construction cost Exhibit A. If more than three (3) years have passed since the last construction cost estimate was provided, the Property Lessee shall provide an updated construction cost estimate prior to the start of construction. 4.0 Construction Schedule Exhibit. Exhibit B shall be provided when triggered by the Property Lessee, and indicating the construction schedule for off -site improvements, including an anticipated completion date. Property Lessee shall not commence construction of any improvements, record plat, or receive any permitting prior to approval of this Agreement. Fnhihit C; shall he provided when triggered by the Property Lessee and indicating the receipt of the appropriate Grading Permit, Access Permit, and/or ROW Permit, if applicable. Property Lessee shall substantially complete all improvements in accordance with Exhibit C in order to request the warranty period begin. In the event that the construction schedule is not current, the Property Lessee shall submit a revised construction schedule. 5.0 Off -Site Improvements Collateral, As required, collateral is accepted and released by the BOCC pursuant to the Weld County Code. Additional information about collateral is outlined in Part !LB of this Agreement. 6.0 As -Built Plans. "As -built" plans shall be submitted at the time the letter requesting release of collateral is submitted or once the Property Lessee has completed improvements as described in Part II.B, Subsection 3.2.3, of this Agreement Property Lessee shall also provide an electronic copy of the as -built drawings. The as -built drawings shall be stamped, signed, and dated by a licensed and registered Professional Land Surveyor or Professional Engineer. B. On -Site Improvements: 1.0 On -Site improvements Defined, The On -Site Improvements shall mean those improvements to the Property described in Exhibit C. 2.0 On -Site Improvements Responsibilities, Property Lessee is solely responsible for the cost and construction of required On -Site Improvements and any expenses associated therewith. These responsibilities may include but are not limited to the following, as applicable: design and construction of the On -Site improvements, surveys, utility locates, ROW clearances and permits, coordination with oil and gas operators and facilities and affected irrigation facilities and utilities, traffic control, and project safety during construction. On -Site Improvements construction shall be in accordance with all applicable regulations issued by OSHA, COOT, CDPHE, and other federal, State, or County regulatory agencies. 3.0 On -Site Improvements Construction Standards, All construction and materials for the On -Site Improvements shall conform to the standards and specifications for the On -Site improvements set forth in Exhibit C. Cedar Creek ii, LLC - AP21-00335 - OFFSIA21-0003 Page 3 of 16 4.0 Decommissioning Plan. Each party hereto agrees that the project shall be decommissioned, and security therefore shall be provided, in accordance with the terms and conditions set forth in Exhibit E. C. Haul Routes. The Property Lessee shall be financially responsible for its proportional share of the associated costs for maintaining and/or improving designated haul/travel routes on the terms set out below in this Section C and Section D. 1.0 Haul Routes. The following roads are designated as haul/travel routes for the Property: 1.1 Property Lessee shall take reasonable steps to prevent heavy truck and equipment traffic associated with the project form using any County Roads other than those shown on the attached Exhibit F, and any changes them to under Section C.4.0, below (the "Approved Haul Routes"). 1.2 Property Lessee recognizes that first use priority to certain Approved Haul Routes belongs to the United States Air Force as approved Defense Access Roads (DAR). 2.0 Weight Limits, No travel vehicles may exceed CDOT required specifications for pounds -per -axle and axle configurations, unless overweight permits have been applied for and granted and shall also comply with Chapter 8, Article XV of the Weld County Code. 3.0 Haul Route Sigtte$e. Property Lessee shall install travel route signs, if applicable, as per Manual of Uniform Traffic Control Devices standards, at all exit points of the Property which can be clearly seen by drivers leaving the facility and which clearly depict County approved travel routes. 4.0 No Deviation from Pennitted Haul Routes. Except as expressly set forth herein, no deviation in the use of any roads other than the Approved Haul Routes by vehicles accessing the project shall be permitted without the prior written approval of Weld County, not to be unreasonably withheld, conditioned, or delayed. Without limiting the foregoing, in the event any changes to the Approved Haul Routes are accepted by Weld County, Property Lessee shall be required to address, at Property Lessee's expense, any impacts associated with the use of such revised haul mutes, including dust control, upgrading, or maintenance of such revised haul routes in a manner consistent with this Agreement. Property Lessee shall recommend that passenger vehicles and light trucks use the Approved Haul Routes to access the project whenever possible. When passenger vehicle and light trucks access the project via non -approved haul routes without the prior approval of Weld County, Property Lessee shall provide dust suppression at required locations or reimburse Weld County Public Works for any incremental impacts associated with the use of such mutes, including dust control and maintenance if Weld County Public Works advises Property Lessee that such project traffic has increased traffic counts beyond the applicable threshold per Weld County Code Section 8-6-100. 4.1 Property Lessee may request deviation, modification, or termination of or from one or more of the Approved Haul Route(s) by submitting, in writing to Weld County Planning Services, a request detailing the dates and locations of the proposed changes in the Approved Haul Route(s). In the case of a deviation or modification, the written request shall identify the specific proposed new haul route(s) and interval(s) for the proposed new haul route by identifying the bounding roads (road number X between road number Y and road number Z). The written request should include identification of any site and road limitations of which the Property Lessee is aware. Weld County Planning Services (in coordination with Weld County Public Works) will evaluate the request, perhaps by field visit, and respond to the requested change(s) in writing, within five (5) working days. The Property Lessee shall be responsible for any road improvements identified by Weld County Public Works that may be necessary to render the new proposed haul route(s) serviceable for the project traffic. Cedar Creek II, LLC — AP2I-00535 - OFFSIA2I-0005 Page 4 of 16 D. Wilalnteaane a Rea gamuts; 1.0 Obligation to Maintain Current and Future Routes. Property Lessee shall promptly repair or cause to be repaired any material damage to the Approved Haul Routes that is caused by project traffic. The type and method of repair shall be consistent with the applicable standard set forth in Exhibit C. Should a relevant conflict exist, Weld County's Engineering and Construction Criteria per Weld County Code Chapter 8 Appendix Q, will control. 2.0 Dust Control. Property Lessee shall be financially responsible for dust control on unpaved designated haul/travel routes from commencement of operation until Property Lessee has satisfied its obligations under Section D.5.0 (Post -Construction) with County inspection and acceptance, which acceptance shall not be unreasonably withheld or delayed. The amount and extent of dust control will be determined on an equitable basis by site -specific conditions at the time, as determined exclusively by County personnel. Dust abatement along the relevant haul/travel routes is expected to occur approximately two to five tithes per year. Dust abatement is required for roads with more than 200 vehicles per day, per section 8-6-100 of the Weld County Code. 2.1 Dust Control During Construction. If necessary, as determined by the County, the Property Lessee shall cause to be performed within fourteen (14) days of notification, at its sole expense, dust control by a contractor approved by Weld County Public Works during the construction period of the development. 3.0 Preconstruction Survey. Property Lessee and County have jointly inspected the Approved Haul Routes and established a baseline of current road conditions on the Approved Haul Routes so that subsequent inspections will be able to identify any material damage or maintenance issues on the Approved Haul Routes that are attributable to Property Lessee's use of the Approved Haul Routes. 4.0 Stockpilbtg of Repair Materials, During construction of the project, Property Lessee will maintain a stockpile of repair materials on the Property, primarily consisting of three (3) gravel stockpiles of not less than one thousand (1,000) cubic yards per stockpile for road repairs at the locations set forth on the attached Exhibit G. Property Lessee shall replenish each stockpile until such time as Property Lessee has notified Weld County Public Works that heavy hauling operations for the project has ceased and Weld County Public Works has concurred. 5.0 Post -Construction. Upon completion of construction of the project, Property Lessee shall return the Approved Haul Route roadways to pre -construction County standards, as set forth on the attached Exhibit II. Operator shall account for the worst -case scenario of roadway conditions from project related traffic. 6.0 jmair. Property Lessee shall be financially responsible for its proportional share of excavation, patching, and pavement repair, and gravel replenishment on designated haul/travel routes. The amount and extent of repair and paving and re -gravelling measures will be determined by site -specific conditions at the time, as determined exclusively by County personnel. 7.0 Need for Immediate Repairs. In the event of damage to a designated haul/travel route by project traffic that causes an immediate threat to public health and safety or renders the road impassible ("Significant Damage"), County shall, after inspection, notify Property Lessee of such Significant Damage. Property Lessee shall identify the repair required and shall consult with County on the extent, type, timing, materials, and quality of repair (i.e., temporary versus permanent) within twenty-four (24) hours after receipt of such notice and shall commence such repair within forty-eight (48) hours after receipt of such notice. If Property Lessee identifies Significant Damage prior to receiving notice thereof from County, Cedar Creek II, LLC aA21 A0535 - OFFSI.1.0005 Pge 5 of 16 Property Lessee may commence repair of such Significant Damage and shall concurrently notify County of the extent, type, timing, materials, and quality of repair (i.e., temporary versus permanent). 8.0 Repair of Road. On or before December 31, of the calendar year in which County staff has determined through site analysis and/or pavement testing that a particular haul/travel route road portion will require grading measures in order to protect the public health, safety, and welfare, and the County has budgeted sufficient funds for the following calendar year to pay its share of the Off -Site Improvement/Repair Costs, County shall notify Property Lessee in writing that the Off -Site Improvements/Repairs shall be undertaken. Within ninety (90) days of its receipt of County's notice of the need to undertake the road maintenance repairs and/or improvements, Property Lessee shall submit Of Site Construction Plans and Cost Estimates to County for review. Property Lessee shall have sole responsibility for the completion of the repairs and/or improvements on or before December 15, of the year following County's notice of the need for repairs. 8.1 In County's sole discretion, County may undertake the repairs and/or improvements. Property Lessee's payment for its Proportional Share of the road repairs/improvements will be calculated as determined in this Agreement. Property Lessee will be invoiced accordingly for those proportional share costs. 9.0 Calculation of Property Lessee's Proportional Share of Costs. The County shall notify Property Lessee of County's preliminary determination and assessment of Property Lessee's proportional share of costs of maintenance, repair, or improvements to Property Lessee's designated haul/travel routes. Prior to County's final determination and assessment, County shall provide Property Lessee with a reasonable opportunity to review, comment upon and supplement County's data, collection methodology, and determinations. The County shall review and consider Property Lessee's input prior to making a final determination and assessment. The County shall have sole responsibility for determination of Property Lessee's proportional share of costs. Property Lessee agrees to pay such proportional share of costs within 30 days of receiving an invoice from County. 10.0 Annual Road Inspection. County may conduct a road inspection annually with the cooperation of Property Lessee and all other Property Lessees and/or Lessees who are required by County to participate in road improvement/maintenance agreements for the haul routes designated in this Agreement. As a result of the annual inspection, County, in its sole discretion, shall determine actual conditions and shall further determine what road repair/improvement/maintenance work is to be performed during that construction season. Notification to the Property Lessee of the required roadway repairs will be given as soon as the data becomes available. 11.0 Notification. The County shall notify Property Lessee of County's preliminary determination and assessment of Property Lessee's proportionate share of costs of maintenance, repair, or improvements to Property Lessee's designated haul/travel mutes. Prior to County's final determination and assessment, County shall provide Property Lessee with a reasonable opportunity to review, comment upon and supplement County's data, collection methodology, and determinations. The County shall review and consider Property Lessee's input prior to making a final determination and assessment. 12.0 Any references in this Agreement to Proportional Share shall be construed to mean the share of necessary road maintenance that can reasonably be attributed to Property Lessee's traffic, when such maintenance is determined to be necessary or appropriate in County's reasonable judgment. Ceder Creek Ii, LLC—AP21.00535 - OFFSlA21-0005 Page 6 of 16 PART II: GENERAL PROVISIONS A. Eudeeeri,n and Construction Reeuhremaots: 1.0 Engineering Services. Property Lessee shall furnish to County, at its own expense, all engineering services in connection with the design and construction of the off -site improvements and all on -site drainage -related structures if required by any Municipal Separate Storm Sewer System (MS4) permit, as identified on the accepted Construction Plans and according to the construction schedule set forth in the construction schedule exhibits. The required engineering services shall be performed by a Professional Engineer and Land Surveyor registered in the State of Colorado and shall conform to the standards and criteria established by the County for public improvements. The required engineering services shall consist of, but not be limited to: surveys, designs, plans and profiles, estimates, construction supervision, and the submission of necessary documents to the County. 2.0 Rights -of -Way and Easements. Before commencing the construction of any off -site improvements herein agreed upon for permanent public ROW or easements, if any, Property Lessee shall, if and where necessary, acquire, at its sole expense, good and sufficient ROW and easements made necessary for permanent improvements. The County will not exercise eminent domain on behalf of Property Lessee. 3.0 Construction, Property Lessee shall furnish and install, at its own expense, the improvements (and any drainage -related structures required by any MS4 permit) identified on the accepted Exhibits and shall be solely responsible for the costs listed on the cost of construction exhibits, with the improvements being completed also in accordance with the schedule set forth in the construction schedule exhibits. The BOCC, at its option, may grant an extension of the time of completion set forth in construction schedule exhibits stated herein upon application by the Property Lessee. Said construction shall be in strict conformance to the plans and drawings accepted by the County and the specifications adopted by the County. 4.0 Testing. Property Lessee shall employ, at its own expense, a qualified testing company previously approved by the County to perform all testing of materials or construction; and shall famish copies of test results to the County. If County discovers inconsistencies in the testing results, Property Lessee shall employ at its expense a third -party qualified testing company approved by County. Such third party shall furnish the certified results of all such testing to the County. At all times during said construction, the County shall have the right to test and inspect material and work, or to require testing and inspection of material and work at Property Lessee's expense. Any material or work not conforming to the approved plans and specificaliuus, including but not limited to damages to property adjacent to the construction plan area shall be repaired, removed, or replaced to the satisfaction of the County at the expense of Property Lessee. OLL$ OS 5.0 Conduction Standards, Design and constriction of all off -site improvements shall conform to the current version of CDOT's "Standard Specifications for Road and Bridge Construction" and the Weld County Engineering and Construction Criteria. Should a relevant conflict exist, Weld County's Engineering and Construction Criteria per Weld County Code Chapter 8 Appendix Q will control. 6.0 Traffic Control, Prior to any construction in County and/or State ROW, and as a condition of issuance of any ROW or Access Permit, the Property Lessee shall submit a traffic control plan for County review. During construction, appropriate safety signage shall be posted in accordance with the then -current version of the Manual of Uniform Traffic Control Devices. Cedar Creek II, LLC — AP21-00535 - OFFSIA21-01105 Page 7 of 16 B. Collateral: 1.0 General Requirements for Collateral. Property Lessee shall provide to County the necessary collateral to guarantee all of Property Lessee's obligations under this Agreement: (1) Project Collateral is required for completion of off -site improvements, as described in this Agreement; (2) Warranty Collateral is required for all off -site improvements during the two-year warranty period. Collateral acceptance and release is governed by the Weld County Code. The Funding Parties will each be responsible for and provide on behalf of the Property Lessee, one half (50%) of the Project Collateral and the Warranty Collateral. In the event that the County makes a claim against the Project Collateral or the Warranty Collateral, the County will make a claim for one-half of the amount due against the collateral provided by each of BP and AEP. 1.1 Project Collateral shall be submitted to guarantee completion of off -site improvements identified in the Exhibits. Project Collateral must be submitted in an amount equal to 100% of the value of the improvements, as calculated in the cost of construction exhibits. Project Collateral must be submitted at the time of execution of the Agreement, unless otherwise directed by the BOCC. In the event that Property Lessee fails to adequately complete the required improvements, County may, in its sole discretion, access Project Collateral for the purpose of completing such improvements. It may be necessary to provide additional collateral in the event the cost estimate is older than three (3) years. NO WORK SHALL COMMENCE UNTIL PROJECT COLLATERAL HAS BEEN SUBMITTED AND ACCEPTED BY THE COUNTY. 1.2 Warranty Collateral shall be submitted and held by the County until release after the two- year warranty period following the County's initial approval of the improvements. Warranty Collateral shall be in an amount equal to 15% of Project Collateral. In the event that Property Lessee fails to adequately complete or repair improvements during the warranty period, County may, in its sole discretion, access Warranty Collateral for the purpose of completing such improvements. 2.0 Form of Collateral. Collateral may be in the form of a letter of credit, a surety bond, or a cash deposit, subject to the requirements and restrictions of Section 2-3-30 of the Weld County Code, as that section may be amended from time to time. Property Lessee shall have the right to change the form of Collateral to another type that complies with this Agreement, subject to BOCC acceptance in accordance with Weld County Code Section 2-3-30A.9. 3.0 Release of Collateral. Collateral shall be released in accordance with Section 2-3-30 of the Weld County Code. For collateral release, the Departments of Planning Services and Public Works conducts inspections for all on -site and off -site improvements. 3.1 Timing of Release, Project Collateral may be released upon completion of all improvements required by the Exhibits after initial approval by the County. Warranty Collateral shall be withheld by County at the time of release of Project Collateral or may be submitted separately by Property Lessee. Warranty Collateral may be released upon the approval of the County at the end of the two-year warranty period. 3.2 Request for Release of Collateral, Prior to release of collateral by Weld County for the entire project or for a portion of the project, the Property Lessee must present a Statement of Substantial Compliance from an Engineer registered in the State of Colorado. The Statement of Substantial Compliance shall state that the project or a portion of the project has been completed in substantial compliance with accepted plans and specifications documenting the following: Cedar Creek II, LLC—AP2I-00535-OFFSIA21-0005 Page 8of16 3.2.1 The Property Lessee's Engineer or his representative has made a site visit at the completion of construction and the construction plans utilized are the same as those accepted by Weld County. 3.2.2 For the improvements to public ROW or easements, test results must be submitted for all phases of this project as per Colorado Department of Transportation (CDOT) Schedule for minimum materials sampling, testing and inspections found in CDOT Materials Manual. 3.2.3 "As -built" plans shall be submitted at the time the letter requesting release of collateral is submitted or at such time as the Property Lessee has completed improvements as shown on the Exhibit C and/or Exhibit D, and shall be stamped and approved by an Engineer registered in the State of Colorado, if an Engineer was initially required for the project. The Property Lessee's Engineer shall certify that the project "as -built" is in substantial compliance with the plans and specifications as approved, or that any material deviations have received prior written acceptance from the County Engineer. 3.3 County's Response to Request for Release of Collateral, Following a written request for release of collateral, County personnel will inspect the improvements as provided in this Agreement. Upon approval, the BOCC may release said collateral. C. Acceptance of Improvements: 1.0 Acceptance of Off -Site Improvements. Upon completion of the off -site improvements, Property Lessee shall coated the Weld County Development Review Team and request an inspection of such improvements. Upon request, County personnel will initiate the inspection, approval, and acceptance process. 2.0 Inspection. Approval. and Acceptance Process. 2.1 Upon completion of construction of all off -site improvements as described in the Construction Plans, Property Lessee shall submit to the Weld County Department of Planning Services a Statement of Substantial Compliance by Property Lessee's Engineer along with "as - built" drawings as required in subsection 113.2.3, above, and shall request County inspection of the off -site improvements. County personnel shall then inspect the improvements. If the County determines the improvements wem not constructed in accordance with the Construction Plans, the County shall direct the Property Lessee to correct the deficiencies. If the County determines the improvements were constructed in accordance with the Construction Plans, the County shall initially approve the off -site improvements. 2.2 Two -Year Warranty Period, Such initial approval begins the two-year warranty period. Upon completion of the two-year warranty period, County personnel shall, upon request by the Property Lessee, inspect the subject improvements, and notify the Property Lessee of any deficiencies caused by defects in workmanship. If any deficiencies caused by defects in workmanship attribute to Property Lessee are discovered, the Property Lessee shall correct the deficiencies. County personnel shall re -inspect the improvements after notification from the Property Lessee that said deficiencies have been corrected. If the County personnel finds that the improvements are constructed according to County standards, he or she shall approve the improvements. Such final approval shall authorize the Property Lessee to request the BOCC to release the Warranty Collateral. Cedar Creek 11, LLC — AP21-011535 - OFFSIA21.0005 Page 9 of 16 2.3 Placement of Improvements into Service Prior to County Approval. If requested by the Property Lessee and agreed by the County, portions of the improvements may be placed in service when completed according to the schedule shown on the construction schedule exhibit, but such use and operation shall not alone constitute an approval or acceptance of said portions of the improvements. County may, at its option, issue building permits for construction for which the improvements detailed herein have been started but not completed according to the schedule shown on the construction schedule exhibit and may continue to issue building permits so long as the progress of work on the improvements is satisfactory to the County, and all terms of this Agreement have been faithfully kept by Property Lessee. D. FAME, The Property Lessee is required to apply for, receive, and comply with all permits required by the County or any other applicable local, State, or federal permit, including but not limited to: 1.0 Access Permits. Property Lessee shall not use any access onto any County road or construct, change or make improvements to any access unless and until an access permit has been issued by the Department of Planning Services. Planning Services may condition the issuance of an updated access permit on the amendment of this Agreement if the updated access permit authorizes the use of an additional access point, or if there is a change in use of the current access point, as permitted by Article XIV of Chapter 8 of the Weld County Code. 2.0 ROW Permits. Per Article XIII of Chapter 8 of the Weld County Code, any work occurring within County ROW requires a ROW permit issued by the Department of Public Works. No work shall occur without said ROW permit. 3.0 Transport Permits, Per Article XV of Chapter 8 of the Weld County Code, a Weld County Transport Permit is required for extra -legal vehicles using Weld County roadways to ensure the operation and movement of extra -legal Vehicles and Loads occurs in a safe and efficient manner. E. Enforcement and Remedies: 1.0 Violation of Terms of Agreement. If in County's opinion, Property Lessee has violated any of the terms of this Agreement, County shall notify Property Lessee of its belief that the Agreement has been violated and shall state with specificity the facts and circumstances that County believes constitute the violation. Property Lessee shall have fifteen (15) days within which to either cure the violation or demonstrate compliance. If, after fifteen (15) days have elapsed, County believes in good faith that the violation is continuing, County may consider Property Lessee to be in breach of this Agreement. 2.0 Remedies for Breach by Property Lessee, In the event that County determines that Property Lessee has violated the terms of this Agreement, and has failed to correct said violation or demonstrate compliance, County may exercise any or all of the following remedies, or any other remedy available in law or equity. 2.1 Access and Use of Collateral. County may access and use collateral to address the issues specific to the violation. For example, the County may access and use Project Collateral in order to complete improvements as required by the Construction Plans, when such improvements have not been completed in accordance with the Construction Schedule. 2.2. Withholdins Permits, County may "lock" any or all lots within the Property, which precludes the continued issuance of building permits, zoning permits, septic permits, or any other permit issued by any department of the County. Cedar Creek II, LLC — AP21-00535 - OFFSIA21.0005 Page 10 of 16 2 pi > 2.3 Court Action. County may seek relief in law or equity by filing an action in the Weld District Court or Federal District Court for the District of Colorado, except that no such civil action or order shall be necessary to access collateral for the purpose of completing improvements as described above. 2.4 Revocation of Permit. Property Lessee acknowledges that failure to comply with the terms of this Agreement constitutes cause to revoke the Permit, and County may exercise this option in its sole discretion by proceeding with revocation under the then current provisions of the Weld County Code. 2.5 Limitation on Damages. Any damages to either party fora breach of this Agreement shall be limited to actual damages. Neither party shall be liable to the other for any consequential, incidental, punitive, or direct damages arising out of this Agreement. 3.0 Termination of Agreement. This Agreement shall terminate upon the earliest of the following events: 3.1 Failure to Commence. County may terminate this Agreement upon or after revocation of the underlying land use approval under Weld County Code. However, County may still exercise all necessary activities under this Agreement that the County determines necessary to protect the health, safety, and welfare of the residents of Weld County. 3.2 Cessation of all Permit Related Activities, Termination of this Agreement shall occur upon Property Lessee's complete cessation of all activities permitted including any clean up or restoration required. A partial cessation of activities shall not constitute a Termination of this Agreement, nor shall County's issuance of a partial release/vacation constitute a Termination. Unless informed in writing by the Property Lessee of cessation of activities, and verified by the County, cessation shall only be presumed if the County determines that the operation has been inactive for three (3) years. Property Lessee shall not be entitled to a release of Projector Warranty Collateral unless and until the improvements required by this Agreement are completed. 3.3 Execution of Replacement Agreement. This Agreement shall terminate following County's execution of a new Improvements Agreement with a new property owner or operator who has purchased or leased the Property and/or has assumed the operation of the business permitted as, and intends to make use of the rights and privileges available to it. 3.4 Revocation of Permit, This Agreement shall terminate following County's revocation of Property Lessee's Permit, except that the Property Lessee shall only be released from this Agreement after the successful completion of all improvements required under this Agreement, which may be completed by County after accessing Property Lessee's collateral if Property Lessee fails to complete such improvements. 4.0 Responsibility for Financial Obligations of Property Lessee. Wherever in this Agreement the Property Lessee is obligated to make payment of any amounts to the County, such amounts shall be paid by the Funding Parties on behalf of the Property Lessee. The County agrees to look only to the Funding Parties or the Collateral for payment of any amounts due from the Property Lessee. Notwithstanding the foregoing, any failure of the Funding Parties to make payments due under this Agreement on behalf of the Property Lessee will be treated the same as a failure by the Property Lessee for purposes of any alleged breach or default by the Property Lessee under this Agreement. BP and AEP shall each be responsible on a several basis for one half (50%) of any amounts due from the Funding Parties under this Agreement. Cedar Creek II, LLC — AP21.00535 - OFFSIA21-0005 Page 11 of 16 Property Lessee may at any time following satisfaction of its obligations under Section D.5.0 (Post - Construction) with County inspection and acceptance give notice to the County that Property Lessee assumes all obligations of the Funding Panics under this Agreement and, following such notice, the Funding Parties will be released and discharged from any further obligations under this Agreement. F. General Provisions: 1.0 Successors and Assigns. 1.1 Property Lessee may not delegate, transfer, or assign this Agreement in whole or in part, without the prior express written consent of County and the written agreement of the party to whom the obligations under this Agreement are assigned. Consent to a delegation or an assignment will not be unreasonably withheld by County. In such case, Property Lessee's release of its obligations shall be accomplished by County's execution of a new Improvements Agreement with the successor owner or lessee of the property. 1.2 County's rights and obligations under this Agreement shall automatically be delegated, transferred, or assigned to any municipality which, by and through annexation proceedings, has assumed jurisdiction and maintenance responsibility over all roads affected by this Agreement. 2.0 Severability, If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 3.0 Govemmental Immgnity. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 4.0 Amendment or Modification. Any amendments or modifications to this agreement shall be in writing and signed by both parties. 5.0 No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 6.0 Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the BOCC of Weld County, Colorado or its designee. 7.0 Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, the parties agree that the Weld County District Court or Federal District Court for the District of Colorado shall have exclusive jurisdiction to resolve said dispute. Cedar Creek II, LLC — AP21.00535 - OFFStA21-0005 Page l2 of l6 8.0 Attorneys' Fees/Legal Casts, In the event of a dispute between County and Property Lessee, concerning this Agreement, the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 9.0 Release of Liability. Property Lessee shall indemnify and hold harmless the County from any and all liability loss and damage, including reasonable attorney's fees and costs, that the County may suffer as a result of all suits, actions, or claims of every nature and description caused by, arising from, or on account of the negligent or intentional act of the Property Lessee or its officers, agents, employees, or contractors connected with this Agreement, except for the liability, loss or damage arising from the negligent or intentional act of the County or its agents, employees or contractors. All contractors and other employees engaged in construction of the improvements shall maintain adequate worker's compensation insurance and public liability insurance coverage and shall operate in strict accordance with the laws and regulations of the State of Colorado governing occupational safety and health. The obligations of Property Lessee under this paragraph shall not extend to any judgments against County which are in excess of the limitations on liability set forth in the Colorado Governmental Immunity Act, C.R.S. Section 24-10-101, et. seq. to the maximum extent that such limitations on liability are applicable. 10.0 Binding Arbitration Prohibited. Weld County does not agree to binding arbitration by any extra- judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. 11.0 Autho y ,Sigae. Each person signing this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Each party represents and warrants to the other that the execution and delivery of the Agreement and the performance of such party's obligations hereunder have been duly authorized and that the Agreement is a valid and legal agreement binding on such party and enforceable in accordance with its terms. If requested by the County, Property Lessee shall provide the County with proof of Property Lessee's authority to enter into this Agreement within five (5) days of receiving such request. 12.0 Acknowledement, County and Property Lessee aclmowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached or incorporated Exhibits, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. 13.0 Notwithstanding any other provision contained in this Agreement, for any conflict or potential conflict between any tern in this Agreement and the Resolution of the BOCC approving the underlying land use permit, the provisions of the Board's Resolution shall control. In the event of a discrepancy between this agreement and the Weld County Code in effect at the time of the agreement, the terms of the Weld County Code shall control. 14.0 Property Lessee shall notify the County in the event that the Property Lessee does not proceed with its partial repower project, such that the road use contemplated by this Agreement will not occur. In the event that the Property Lessee notifies the County that it will not proceed with its partial repower project, then this Agreement shall terminate and be of no further force or effect. Cedar Creek II, LLC- AP21-00535 - OFFSIA21-0005 Page 13of16 m�r� PROPERTY LESSEE: Cedar Creek II, LLC BY: jre GGt4.hh J Name: KikilieRime 8ARO-At4t rtle: Awf1,+t 121ra Si m.wa.-. STATE OF /I AS County of iikee AS Date O9 /Ilo/2021 The &weeping instrument was acknowledged before me this ylay of SePreatPe, 202 by KATi9E,e./41E WITNESS my band and official seal. Zaitc w+o. Caoso ION.. MOM Fytmt PaNs 17 sf 188 �. igrk R Fa:ia.ae County . co /III ' araiki�i�ti►vo lisissi lull 4773483 ;154tat""i"140":"21rPliklalki Paws; 17 et 184 Gk'I1'I Kopp�i,pCOW�,E��!I ���ltYl Notary Public Cedar Creek Q, LLC — AP21-00S35 - OFFSIA21-0000 Page 14 of 16 WITNESS my hand and official seal. Elm Low CAM o:a iossa"v"+ieo° 10 He. rawer r.w FUNDING PARTY: BP Wind Energy North America, Inc. By: Date 9it612.ot Name: ALL eTF We. 4,4p1R14lck. Title: VtCG: PR1=5��5:�S STATE OF / Pxa S County of /1/4 r"r/ cJ' ss. The foregoing instnmtent was acknowledged before me this/ 6 day of c repLem Ae 2421, by a hr7/42 ch Notary Public 470327 Pagan: 10 of 100 12/17/2021 02:00 Pfl R FN :f0.00 Carly Koapaa, Clork and R000rdar, Wald County CO VIII IN�efIY�1���iI�rtg6��dII����tJ4ti���JGllk► $I III 4773483 Pagan: 10 of 104 tt/00/2021 10:54 AM R FAr:=0.00 Carly Koppea, Clark and Raoordar, Wld County CO SIN ltrie'rr�4�4 A►YI "II Coder Creek 11, 4LC: — AP21-00535 - OFFSIA2l-0005 Page 15 of 10 FUNDING PARTY: Cedar Creek II Wind Energy, LLC By: j"' Date: September 17, 2021 Name: Joel H Jansen Title: Vice President STATE OF OHIO County of FRANKLIN ) The foregoing instrument was acknowledged before me this 17. day of September, 2021, by Joel H. Jansen. WITNESS my hand and official seal. 5 t, Sarah Smlthhkler Commission A 2019 -RE -T51 I Electronic Notary Public State of Ohio My Comm Exp. Apr 29, 2024 Notary Public WELD COUNTY: ATTEST: d v• �CL�•� Weld C, .: Clerk to the Boa BY: BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Moreno, Chair OCT 2 0 2021 47734�8�3 Paps: 10 sf. 104 4780327 Pr41 t 10 of 100 Girl�%ooaes an send =near. ihrdt Cau+tn to Carly/Koppel ,ec canna haFor "Wtd cow_ yt 00 tIIIIFAMAIh�ih�til i�`Ia t�k 2M+IL' iY ► sill VIII �ttrtM!'1� ligi �CtI��� lifid it/IIII ID.Varay ID: IE19200&2707-A20O.0000.00104CA92A00 vi.vw docveriy wm Cedar Creek II, LLC — AP21-00535 - OFFS.1-0005 Page 16 of 16 o2o -,2q aremilI 4773483 Papas: 20 of 104 11/05/2021 10:54 411 R Ftt:$0.00 Car : y <coole Clerk and Reorder 14010 Canty CO VIII POPAIIKAISPITIttlilt 1411111 Ceder Creak U Repoiren PHo1 - Ow4 Grading I Road Work Scope of Work Descri pt lon & Estimate ♦ $ cash. 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I -mot. rr,..1 •-90.4. e, ..•♦•M Na4.ern+(now tricor . •erro+at awe vex 4 rdI'•re4 r'4 •e•r.t•4 n•...ntlawr 44100r•wa Irarmpon.nr repine IM.tSg bans shoo rode a artsh rral•ttinatts oil .d county tvrth mt)ei It•e hurl twit tyl sin'. 4e Ma a tripe an 0 to the tslanti Reds rare rrATr SO al Oa :a41563r um Si tNtl onni.rel LS len IS U raw IS LS 4i tart I1 LS ll+ fats hr Ormaan § he km *la s urat tat. en MPS I ILu Wax) co 1 to *3 1 lit 00 S 41=00 "S 12G.s- SS ta.s0a0�t f 103.01 S t.wv....v I S LIIOlW. $ 402(0 rs taaaua. S 114.00000 S 1a,1lS a 44000 It].la) W $ a) $ %Sooco 11 $ 1.000 00 11.100 00 40 000 00 sup s 6C?.saeO0 r I L Coll OJ n S $ MOM O C4) S S 1Q00000 r t at) co' $ 000 a0 Jo, ocono S 14000 00 S I A06.000 00 S 4,000.00 ' '• cow 00 $ 157.021.00 1 11/01000 0 SR (ante soon'awl -- %t.1"1;I' I i-i) K‘ PI CHI .it 1N ORKti SF I'-1 FAIRER 15. 2021 Owl CawraK IWr Glove Curt t'aaen*. *del Deis Ginn, %pen ew r toss (SW. ne MiMla wee Musing Install ins I.Mto.* Approach Truing .rani.( Orinoco 'cod Strati.* t Intel kfr.n..'t Imo Snow l4nso.a' I>) arms( (.Ote'+ty Road f urWsh • rota, Grover . . Son. , ••. ♦•••e•• ..•.. erOs • 4 S.rr.ev Teur+6 tonnes, 4atotre i Anti Saes% hewn f oreinti thorns a ("Meg :.a..' 4...t v..t••.. ti C x.ny •,Awl 4788327 Paper: 20 of 106 12/17/2021 02:55 P8 R Fet.50.e0 Carly kept.. CLa'e end Recorder Wend Courtly CO inMIPAIDIFililillf4C ASwij i to.aws IIIII Hello