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Home My WebLink About20221078.tiffBOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: BOCC Agenda Item — Approve Consent of Assignment of Improvements and Road Maintenance Agreement for: Varra Companies, Inc_ — USR17-0042 DEPARTMENT: Planning Services DATE: March 29, 2022 PERSON REQUESTING: Jazmyn Trujillo -Martinez Brief description of the problem/issue: F � The Department of Planning Services received a request from the applicant, q pp , Varra Companies, Inc, requesting that the Board of County Commissioners consider approving the Consent of Assignment of the Improvements and Road Maintenance Agreement for (USR17-0042) from Varra Companies, Inc. to Eagle Materials Inc No collateral is required with this agreement. Road Maintenance Agreement recorded under REC 4403687. Weld County Planning Services, Public Works, and the County Attorney's Office have reviewed the above mentioned signed original Consent to Assignment letter request and recommends approval of this re -assign. 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-.ofthetonsent Agenda. =__ --- _ ----- - -- 2. Have this BOCC Hearing item be placed on the next available agenda as part of the Regular Agenda. 9 9 Recommendation: Option 1. The Departments of Planning Services, Public Works, and the County Attorney's Office are recommending approval the Consent of Assignment of the Improvements and Road Maintenance Agreement for USR17-0042, and that this item be placed on the next regularly 9 9 y scheduled BOCC Hearing, as part of the Consent Agenda. Approve Recommendation Perry L. Buck Mike Freeman, Pro -Tern Scott K. James, Chair Steve Moreno Lori Saine 9eirt ConSen+ ASen�a I I 22. 4825884 Pages: 1 of 3 05/10/2022 10:47 AM R Fee:$0,00 Carly Koppes, Clerk and Recorder, Weld County , CO Schedule Work Session Other/Comments: cc: PL(D/4/3rt•i/KR/Ko) 6/I izz on Qo,Se (Pia) 2022-1078 PL2So5 III EVFAItliOlvill4NCT h iLif i u i Karla Ford From: Sent: To: Subject: Yes. Lori Saine Weld County Commissioner, District 3 1150 O Street PO Box 758 Greeley CO 89632 Phone: 970-400-4205 Fax: 970-336-7233 Email: Isaine@weldgov.conn Website: www.co.weld.co.us In God We Trust Lori Saine Tuesday, March 29, 2022 11:36 AM Karla Ford RE: Please Reply - BOCC PA REVIEW - USR17-OO42 — Varra Companies 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. From: Karla Ford <kford@vreldgov.com> Sent: Tuesday, March 29, 2022 10:46 AM To; Lori Saine <Isaine@weldgov.com> Subject: Please Reply - BOCC PA REVIEW - USR17-0042 — Varra Companies Importance: High Please advise if you approve recommendation. Thank you. Karla Ford Executive Assistant & Office Manager, Board of Weld County Commissioners 1150 O Street, P.O. Box 758, Greeley, Colorado 80632 :: 970.336-7204 :: kford©weldgov.com :: www.weidgov.com **Please note my working hours are Monday -Thursday 7:00a.m.-5:00p.m.** ARRA COMPANIES 8120 Gage Street • Frederick, CO 80516 Bus.: (303) 666-6657 • Fax: (303) 666-6743 March 23, 2022 Weld County Admin Attn: Dawn Anderson 1150 O Street Greeley, CO 80631 970-400-3736 dranderson@weldgov.com Re: BOCC Agenda Item — Approvements and Road Maintenance Agreement for Varra Companies, Inc. — USR14-0023 and Approved Improvements Agreement for: Varra Companies, Inc — USR-17-0042 (as amended, supplemented, or modified from time to time in accordance with its terms, the "Contract"), by and between [Counterparty] ("you") and [Varra Companies, Inc.] ("we" or "Varra") Dear: Dawn Anderson We are excited to inform you that Varra intends to consummate a transaction with Eagle Materials Inc. ("Eagle"), pursuant to which Eagle has agreed to purchase substantially all of our assets (the "Transaction"). As a valued customer, please be assured that the Contract will remain in full force and effect, and you will continue to have the same rights and obligations under the Contract following the consummation of the Transaction. We appreciate your trust and are confident that we will continue to deliver to you the highest quality of service. We hold Eagle and its management team in very high regard, and we are excited about becoming a part of the Eagle organization. We will be a stronger organization with more robust capability as a result of the Transaction, and we hope that you will share our enthusiasm. In connection with the Transaction, we request that you consent and agree in writing to the Transaction and to the assignment of the Contract, which effective as of and conditioned upon the consummation of the Transaction, we would like to transfer to Eagle (or one of its affiliates) to consolidate operations. By countersigning this letter, you acknowledge receipt of notice of the Transaction and give your consent to the Transaction and the assignment of the Contract from Varra to Eagle (or one of its affiliates), and further you agree that you will not exercise any termination or other rights you may have under the Contract that arise solely by virtue of the Transaction or such assignment to Eagle (or one of its affiliates) or any claim of breach or default under the Contract as a result of the Transaction. Except as expressly set forth herein, this letter will not amend, modify, or otherwise affect the terms and conditions of the Contract as the Contract will remain in full force and effect with Eagle (or one of its affiliates) assuming the obligations of Varra to perform in accordance with its terms. 4825-0272-9718, v.2 482°1884 Pages: 2 of 3 05/10/2022 10:47 AM R F••:$0.00 Carly Kopp.s, Clark and Records, Weld County CO If the foregoing is acceptable to you, please have the appropriate authorized person sign this letter below and return it by March 29, 2022, to the following address with a .pdf copy via email to the attention of: Varna Companies, Inc. Attention: Garrett Varra 8120 Gage Street Frederick, CO 80516 Email: gvarra(7a,varracompanies.com We are on an expedited timeline to close the Transaction, so we kindly request your prompt response and greatly appreciate your cooperation in helping us. Should you have any questions or require further information, please feel free to contact me at (303) 666-6657 or gvarra(a?,varracompanies. com. Best Regards, Garrett Varra President AGREED AND ACCEPTED: By: Nan. lScott K. James Title: BOCC Chair Date: APR 1 1 2022 4828884 Pages: 3 of 3 05/10/2022 10:47 AM R Fea:$0.00 Carly Koppel, Clerk and Recorder, Weld County , CO !rillI��+��I��R�+aPI'P' AG1,-.te.t /Pd/.7/ BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW/Regular or Consent Hearing Agenda REQUEST RE: BOCC Agenda Item - Approve Improvements Agreement for: Varra Companies, Inc. — USR 17-0042 DEPARTMENT: Public Works DATE: 3/8/2018 PERSON REQUESTING: Evan Pinkham Brief description of the issue: The Department of Public Works received a request from the applicant, Varra Companies, Inc., requesting that the Board of County Commissioners consider approving the Improvements Agreement for the mining facility (USR 1 7-0042). 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 Works related items, of the "Improvements & Road Maintenance Agreement According To Policy Regarding Collateral For Improvements", are found to be acceptable. The Department of Public Works received a request from the applicant, Varra Companies, Inc., requesting that the Board of County Commissioners consider accepting off -site collateral in the form of a company check (Great Western Bank' #47765) in the amount of $2,400.00, for the above -mentioned Improvements Agreement. What options exist for the Board? 1. Have this BOCC Hearing item be placed on the next available agenda as part of the Consent Agenda. 2. Have this I3'0CC Hearing item be placed on the next available agenda as part of the Regular Agenda. Recommendation: Option I. The Departments of Public Works, Planning Services and the County Attorney's Office are recommending approval of the Improvements & Road Maintenance Agreement According To Policy Regarding Collateral For Improvements for (USR17-0042), and that this item be placed on the next regularly scheduled BOCC Hearing, as part of the Consent Agenda. Approve Schedule as Regular Recommendation BOCC Hearing Item Other/Comments: Sean P. Conway Julie A. Cozad Mike Freeman Barbara Kirkmeyer, Pro-Tem Steve Moreno, Chair 2018-1713 6e-; 0 -A460 -At -e, eid) IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS Varra Companies Inc. — USR17-0042 48+ THIS AGREEMENT is made this t day of Ft , 201 S , by and between Varra Companies Inc., hereinafter referred to as "Property Owner," and the County of Weld, by and through its Board of County Commissioners, hereinafter referred to as "County." WITNESSETH: WHEREAS, Property Owner is the owner of the property described in the application to Use by Special Review USR17-0042, referred to as "the Property," which has been approved by the County, and WHEREAS, the Property Owner facility will generate additional vehicles and heavy traffic for an extended period of time; and WHEREAS, the County, and Property Owner are desirous of agreeing to terms involving regulation of haul routes, traffic control, and road wear arising from such additional traffic. WHEREAS, as a condition of approval of USR17-0042, the Property Owner agrees to complete the improvements required by this Agreement; pursuant to Exhibit A (Costs) and Exhibit B (Schedule) which are included, and depicted in the Plat Map and, if applicable, the set of accepted Construction Plans, copies of which shall be attached to this Agreement as they become available and made a part hereof, as Exhibits C (Plat Map), and D (Construction Plans). WHEREAS, the parties agree that the Property Owner shall provide collateral for all off -site improvements required by this Agreement before the Property Owner submits and receives approval of an application for a Grading Permit, Building Permit or for a Right -Of -Way Permit for construction of accesses and work within the County and/or State of Colorado Right -Of -Way, or at a time determined acceptable by the Board of County Commissioners. MI; m: NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and -� covenants contained herein, the parties hereto promise, covenant and agree as follows: al; Part 1 (of 2): Site Specific Provisions Wpm -�m A. Required Off -Site Improvements: XQ3w IFr.gm , 1.0 Weld County Roads: The Property Owner shall be responsible for the construction and E; o maintenance of the following off -site safety improvements, as described in the accepted Exhibit C m ° ~' (Plat Map) and/or Construction Plans (Exhibit D): Now e Cam4 1.1 Construction of adequate turning radii sixty (60) feet at the main entrances and exits sic'? which extend partially into CR 28 right-of-way (ROW); 1.2 Drainage installations; 0 1.3 Signage Installations; 1.4 Standard County approved tracking control, placed across the entire width of the - Page 1 of 13 roadway, to ensure a complete revolution of the truck tires in order to minimize the tracking of mud and debris onto the adjacent County Road; Granting of any new point of access may generate additional obligations with County for Off - Site Improvements and the need to post additional "Road Maintenance Collateral", if applicable. A County access permit is needed for every access to a County road. 2.0 Road Improvements Responsibilities: Property Owner is solely responsible for all designated improvements and for all expenses associated therewith. 3.0 Timing of Improvements: Subject to the provisions of Weld County Code and any conditions or considerations granted by the Board of County Commissioners, Property Owner shall not be required to complete the aforementioned offsite improvements until the occurrence of the triggering event for each improvement, namely the application for the Grading Permit, Building Permit or Right - Of -Way access permit or the commencement of activities on the property(s). B . Haul/Travel Routes 1.0 Established Haul Routes from the facility access point: 1.1 Exiting or entering the site: haul vehicles shall enter or exit the site at the approved accesses onto CR 28 for further dispersal. Any County and/or CDOT roads routinely utilized by USR haul traffic may become part of the established haul routes. 1.2 No haul vehicles may exceed CDOT required specifications for pounds per axle. MNoeA WoN671 WC,; ~mN-u - to D x. p ea3N -- — "nO a. TE• � so.m Mam 0 0 1.3 In unusual or rare occasions, if particular projects mandate deviation from the above - mentioned haul route, the County may approve a deviation for a limited period of time (not more than thirty days). If County approves such deviation, haul vehicles will utilize paved county roads whenever possible. A deviation from the established Haul route lasting more than thirty (30) days or requests for two or more deviations within a twelve month period shall be subject to the terms of Section B.4.0. In the event that haul route traffic, in excess of 15% of the daily facility haul vehicle trips, utilizes alternate haul routes, the provisions of Section 4.0 of this Section B shall be triggered. 2.0 No Deviation from Approved Haul Routes: Except under the provisions provided in Section B.1.3, no deviation in the use of any roads other than those specifically authorized for use in this Agreement is permitted without the prior written amendment of this Agreement. 3.0 Haul Route Signage(If Applicable): Property Owner shall install haul route signs, as per MUTCD standards, at all exit points of the Property which can be clearly seen by drivers leaving the facility and which clearly depict County approved haul routes. 4.0 Effect of Future Changes to Haul Routes: Any future changes to haul routes requiring use of unpaved County road may require dust control or paving of such roads, as defined by an amended agreement. In such circumstance, County will determine the proportionate share of dust control and/or paving costs to be paid by Property Owner based upon then current vehicle trip counts that identify traffic loading due to Property Owner's facility. The amount and extent of dust control and/or Page2of13 paving measures will be determined by site -specific conditions at the time, as determined exclusively by County personnel. 5.0 Off -Site Dust Control/Abatement: The Property Owner is required to provide dust abatement along affected Haul Route Roads approximately two to five times per year, as determined by the County. County will determine the proportionate share of dust control to be paid by Property Owner. The amount and extent of dust control measures will be determined by site -specific conditions at the time, as determined exclusively by County personnel. The County reserves the right to install traffic counters on the driveway(s) of the Property Owner's facility. The County will have sole responsibility for determination of the percentage of haul route traffic on all affected roads. 6.0 Obligation to Maintain Current and Future Haul Routes: Property Owner will be financially responsible for the excavation, repair, and patching of any damage on current or future haul route roads, which in the sole opinion of County has been created by vehicle traffic to and from the Property. Should Property Owner's site activities or vehicle circulation patterns change in the future so that County approves an alternate haul route, and all or a significant portion of Property Owner's sourced traffic no longer utilizes the above -described haul route and instead utilizes other portions of County roads, Property Owner shall cooperate with County in maintenance of said roads which are included within the new haul route. The type and method of repair will be determined by the County Engineer or his representative. Repairs shall commence within 48 hours of notification by the County for any roadway damage that exposes the driving public to adverse or unsafe driving conditions. All other repairs shall commence within thirty (30) days of receipt of Weld County's written notice. 6.1 Need for Immediate Repairs: In the event of damage to an Approved Haul 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 Owner of such Significant Damage. Property Owner 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 such repair is not commenced within such forty-eight (48) hour period, County shall have the right to draw on the Road Maintenance Collateral and use such funds to perform such repair. If Property Owner identifies Significant Damage prior to receiving notice thereof from County, Property Owner 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). 6.2 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 route road portion will require paving measures in order to protect the public health, safety, and welfare, and has budgeted sufficient funds for the following calendar year to pay its share of the Off -Site Improvement/Repair Costs, County shall notify Property Owner 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 Owner shall submit Off -Site Construction Plans and Cost Estimates to County for review. Property Owner 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. Page 3 of 13 6.3 In County's sole discretion, County may undertake the repairs and/or improvements. Property Owner's payment for its Proportionate Share of the road repairs/improvements will be calculated as described in this Agreement. 7.0 Annual Road Inspection: County will conduct a road inspection annually with the cooperation of Property Owner and all other Property Owner and/or Lessees who are required by County to participate in road improvement/maintenance agreements. 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 Owner of the required roadway repairs will be given as soon as the data becomes available. 8.0 Future Improvements to Haul Routes: If traffic volume or conditions require future improvements to be made to the haul route(s), including intersections and/or railroad crossings, the County may require Property Owner to pay a proportionate share of the cost of the entire project. Future improvements will be subject to any Federal, State or County regulations in place at the time the improvement project is initiated. Property owner will be responsible for its proportionate share for the installation of safety improvements to help prevent traffic from turning into oncoming traffic, at the intersections of CR 28 and CR 17, when deemed appropriate by Weld County for the safety of the traveling public. Due to the increased traffic volumes at the facility below is a list of triggers for the improvements for the upgrading, widening, and/or paving of County maintained roads in the area of the facility entrance: a. 200 vehicles per day Mag-Chloride b. 300 vehicles per day Alternate Pavement c. 400 vehicles per day Asphalt Pavement Other roadways Improvements may be triggered due to heavy truck traffic associated with the facility including additional turn lanes onto CR 28; the following is a list of the triggers for turn lanes: a. 25 vph turning right into the facility during a peak hour. b. 50 vph turning right out of the facility during a peak hour. c. 10 vph turning left into the facility during a peak hour. —mumu d m-1 a; a �AB -410 �a3w °po mr maw o 0 ai=al 9.0 Future Road Replacement: At any time in the future, if, in the opinion of County, road damage increases beyond the point that repair of damage cannot maintain the road in a safe and usable condition, Property Owner shall pay a proportionate cost of a complete road restoration. Notification to the Property Owner of the required roadway replacements will be given as soon as the data becomes available and typically takes place before the end of the year prior to the start of the replacement project. 10.0 Proportionate Share of Road Maintenance Responsibilities: 10.1 Property Owner shall pay its Proportionate Share of costs of dust control/abatement, paving, repairs, maintenance, improvements, or future road replacement of any particular Haul Route Road. Property Owner's Proportionate Share shall be based upon the percentage of traffic on the road that is attributable to Property Owner's facility. County personnel will determine the percentage based on then current Equivalent Single Axle Page 4 of 13 Load (ESAL) Counts. Property Owner shall not be responsible for traffic that is not sourced from the Property Owner's facility. 10.2 The County shall notify Property Owner of County's preliminary determination and assessment of Property Owner's proportionate share of costs. Prior to County's final determination and assessment, County shall provide Property Owner with a reasonable opportunity to review, comment upon and supplement County's data, collection methodology, and determinations. The County shall review and consider Property Owner's input prior to making a final determination and assessment. The County shall have sole responsibility for determination of Property Owner's proportionate share of costs. 11. Road Maintenance Collateral: Property Owner shall post Road Maintenance Collateral as described by Part 2 of this Agreement. C. On -Site Improvements(Not Applicable) 1.0 Landscaping and Fencing Requirements: Property Owner shall at its own expense, plant, install and/or maintain all grass and other landscaping and re -seeding where applicable as shown on the accepted Construction Plans and/or Plat Map. Additionally, the Property Owner shall install and/or maintain fencing to screen the property where applicable as indicated on the accepted construction plans and/or Plat Map. In the event any of these improvements may include work extending into State or County Right -Of -Way, a Right -Of -Way or access permit is required. 2.0 On -Site Grading, Drainage Facilities and Paving: Property Owner shall, at its sole expense, grade and/or pave, if applicable, specified roadways, accesses, easements and parking areas, and install accepted drainage and signage components, adjacent to or within the interior portion of the property in accordance with the directives of the Weld County Department of Public Works and Department of Planning Services, as further described in the accepted Construction Plans and Plat Map. Any other on -site improvements shall be completed as indicated on the accepted Construction Plans for this facility. Property Owner shall be responsible for all maintenance of the on -site improvements. Additional infrastructure improvements will be addressed at the time of application for any future amended USR. Some of these improvements may include work extending into State or County Right -Of -Way in which case a Right -Of -Way or access permit is required. 3.0 Timing of Improvements: Subject to the provisions of Weld County Code and any conditions or considerations granted by the Board of County Commissioners, Property Owner shall not be required to initiate any applicable landscaping requirements until the occurrence of the triggering event for all improvements, namely the approval of the grading permit or an amendment to the existing USR. Except with prior County consent, no grading permit will be released until collateral is posted for all off -site improvements and the final Construction Plans have been submitted to and accepted by the Department of Public Works. Access and/or Right -Of -Way permits might also be required prior to approval of the grading permit. Grading shall not commence until Construction Plans are accepted. Any alterations to the accepted Construction Plans must be accepted in writing by the County Planning and Public Works Departments. At that time, and unless otherwise amended, Property Owner agrees that all landscaping and other on -site improvements shall be completed within the parameters established in this Agreement. Page 5 of 13 "End of Part 1" 4403687 Pages: 6 of 14 06/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO IIiiI ��fgh41 MILK nomiliaciri well mull Page 6 of 13 IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS Varra Companies Inc. — USR17-0042 Part 2: General Provisions A. General Requirements: 1.0 Engineering Services: Property Owner shall furnish, at its own expense, all engineering services in connection with the design and construction of the improvements identified on the accepted Construction Plans according to the construction schedule set forth in Exhibit "B," both of which are attached hereto and incorporated herein by reference. 1.1 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. 1.2 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. 1.3 Property Owner shall furnish construction drawings for the road improvements on public rights -of -way or easements and all improvements interior on the Property for approval prior to the letting of any construction contract. 1.4 Construction Standards: All improvements shall conform to the "Standard Specifications for Road and Bridge Construction" provided by CDOT. 2.0 Rights -of -way and Dedication of Right -of -Way: If necessary, Property Owner agrees to acquire any property interests, such as right-of-way, utility or access easements, necessary to complete any improvements required by this Agreement. Any rights -of -way to be dedicated to the County shall be conveyed by appropriate deed and, after acceptance by the County, recorded in NW,: the records of the Weld Count Clerk and Recorder. 07. mce 3.0 Construction: Property Owner shall furnish and install, at its own expense, the Iraqg„ oimprovements identified on the accepted Construction Plans and Plat Map, be solely responsible 2!'for all associated costs. All improvements must be completed in accordance with the schedule set -gip- forth in Exhibit "B". The Board of County Commissioners, at its option, may grant an extension a3" of time upon application by the Property Owner. 3.1 Said construction shall be in strict conformance to the plans and drawings accepted by �,no c .". •ft the County and the specifications adopted by the County. —oz t mi.m 3.2 Property Owner shall employ, at its own expense, a qualified testing company 2 previously approved by the County to perform all testing of materials or construction; and shall furnish copies of test results to the County. If County discovers 0 inconsistencies in the testing results, Property Owner shall employ at its expense a third 6E° Page 7 of 13 party qualified testing company approved by County. Such third party shall furnish the certified results of all such testing to the County. 3.3 At all times during said construction, the County shall have the right to test and inspect, or to require testing and inspection of material and work, at Property Owner's expense. Any material or work not conforming to the approved plans and specifications, including but not limited to damages to property adjacent to the construction plan area shall be repaired, removed or replaced to the reasonable satisfaction of the County at the expense of Property Owner. 3.4 Permits. Property Owner must still apply for and abide by the terms of any necessary right-of-way permits, grading permits, and building permits. No work may occur in the County's right-of-way without a County -issued right-of-way permit and access permit. 4.0 Release of Liability: Property Owner shall indemnify and hold harmless the County from any and all liability loss and damage 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 said design and construction of improvements, and pay any and all judgments rendered against the County on account of any such suit, action or claim, together with all reasonable expenses and attorney fees incurred by County in defending such suit, action or claim whether the liability, loss or damage is caused by, or arises out of the negligence of the County or its officers, agents, employees, or otherwise except for the liability, loss, or damage arising from the intentional torts or the gross negligence of the County or its employees while acting within the scope of their employment. 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. 5.0 Acceptance of Off -Site Improvements by the County: Upon written request by the Property Owner, the County shall accept the Property Owner's off -site improvements, such acceptance not to be unreasonably withheld or delayed, if the following conditions are met: • The off -site improvements have been completely constructed, and • The Property Owner's Engineer has filed a Statement of Substantial Compliance, and • The County Engineer has inspected the improvements and agrees they are complete. 5.1 The County does not represent that the improvements will be constructed and/or available for their intended use(s). The County does not assume liability for improvements designed and/or constructed by others. 5.2 If approved by the County Engineer, portions of the improvements may be placed in service, but such use shall not constitute an acceptance by the BOCC. 5.3 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 Exhibit "B," and may continue to issue building permits so long as the progress of work on the USR improvements in that phase of the USR is satisfactory Page 8of13 4403687 Pages: 8 of 14 06/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO �IIIIM��JI�I��' '6�1�1�4i1iw k l 'IIY�iM�Kjli III III to the County, and all terms of this Agreement have been faithfully kept by Property Owner. 6.0 Warranty Period: Property Owner agrees to warrant the improvements for two years from the date the improvements are accepted by the County. Upon completion of the two-year warranty period and at the request of the Property Owner, the County Engineer shall inspect the improvements and direct the Property Owner to correct any deficiencies. The County Engineer shall re -inspect after all corrections have been completed. If the County Engineer finds that the improvements are constructed according to County standards and the accepted Construction Plans, he/she shall recommend full acceptance. Upon receipt of the County Engineer's unqualified recommendation for acceptance, the BOCC shall accept the improvements. 7.0 General Requirements for Collateral: County requires Property Owner to provide collateral to guaranty all of Property Owner's obligations under this Agreement: (1) Project Collateral for completion of off -site improvements described in this Agreement; (2) Warranty Collateral required for all improvements during the warranty phase; and (3) Road Maintenance Collateral (If Applicable) to be kept in place for the life of the permit. 7.1 Project Collateral — Property Owner shall submit Project Collateral in a form accepted by Weld County to guarantee completion of any off -site improvements. Such collateral must be equivalent to One -Hundred Percent (100%) of the value of the improvements as shown in this Agreement. This collateral must be submitted to County upon the execution of this Agreement, or at a time determined acceptable by the BOCC, and shall be held in total by County until such improvements are accepted and collateral is released by the BOCC. 7.2 Warranty Collateral for all off -site improvements shall be submitted to County and shall be held in total by the County for two (2) years following its written acceptance of the improvement(s). 7.3 If required by Part 1 of this Agreement, Road Maintenance Collateral shall be submitted to County at the time of approval of this Agreement. Road Maintenance Collateral is held for use on roads associated with the designated haul route. The submitted amount shall be $3,600.00 for facilities adjacent to paved haul route roads or $2,400.00 for facilities adjacent to gravel haul route roads. 7.4 Collateral may be in any form permitted by Weld County Code Chapter 2, Section 3. 7.5 The Board of County Commissioners reserves the right to reject collateral as permitted by Weld County Code Chapter 2 Section 3. 7.6 Collateral shall be released in accordance with the provisions of Weld County Code Chapter 2 Section 3. B. Violations of Agreement and Remedies Page 9 of 13 4403687 10 24 Pages: 08/ M R Fee:$0.00 $0.00 Carly Koppel, Clerk and Recorder, Weld County, CO 1111 VOW VhitL 'eIil!'LAV IMIllali 1.0 Violation of Terms of Agreement: If in County's reasonable opinion, Property Owner has violated any of the terms of this Agreement, County shall so notify Property Owner and shall state with specificity the facts and circumstances which County believes constitute the violation. Property Owner shall have thirty (30) days within which to either cure the violation or demonstrate compliance. Thereafter, County may seek any remedy described in this Agreement or otherwise provided by law. 2.0 Termination of Agreement: Termination Event: This Agreement shall terminate upon the earliest of the following events: 2.1 Cessation of all Permit Related Activities: Termination of this Agreement shall occur upon Property Owner's complete cessation of all activities permitted by the USR. A partial cessation of activities shall not constitute a Termination of this Agreement, nor shall County's issuance of a partial release constitute a Termination. Unless informed in writing by the Property Owner of cessation of activities, and verified by the County, cessation shall be presumed if the County determines that the USR has been inactive for three (3) years. Property Owner shall not be entitled to a release of Project or Warranty Collateral unless and until the improvements required by this Agreement are completed. 2.2 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 the Property or has assumed the operation of the business permitted by the USR, and intends to make use of the rights and privileges available to it through the then existing USR. 2.3 Revocation of USR: This Agreement shall terminate following County's revocation of Property Owner's USR, except that the Property Owner 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 Owner's collateral if Property Owner fails to complete such improvements. Mrm.p WA C. Nal N C7; Nor °A moo" 0 _m -Qm L 0 oC r - g 0 3.0 Revocation of USR: Property Owner acknowledges that failure to comply with the material terms of this Agreement constitutes cause to revoke the USR, and County may exercise this option in its sole reasonable discretion by proceeding with revocation under the then current provisions of the Weld County Code. 4.0 County Completion of Improvements / Accessing Collateral: County reserves the right to access any collateral provided by Property Owner in order to complete the improvements required under this Agreement, if Property Owner fails to do so for any reason, after receiving notice of a violation of the terms of this Agreement as provided herein. 5.0 Court action: Upon notice of violation and failure to cure within the time permitted by this Agreement, County may seek relief in law or equity by filing an action in the Weld District Court, except that no such civil action or order shall be necessary to access collateral for the purpose of completing improvements as described above. Page 10 of 13 C. Miscellaneous Provisions. 1.0 Definitions: 1.1 All references in this Agreement to "County Engineer" shall refer to the any individual or individuals appointed by the County Engineer to act on his/her behalf. 1.2 All references to "Haul Routes" include identified travel routes for subdivisions; references to "haul vehicles" include subdivision vehicular traffic, as applicable. 1.3 All references to "Property Owner" shall include any individual or entity, including an "Operator", who is acts on behalf of the Property Owner regarding this Agreement. 2.0 Successors and Assigns: This Agreement may not be delegated, transferred or assigned in whole or in part by Property Owner without the express written consent of County and the written agreement of the party to whom the obligations under this Agreement are assigned. Property Owner's release of its obligations shall be accomplished by County's execution of a new Improvements Agreement with the successor owner of the property. Consent to a delegation or an assignment will not be unreasonably withheld or delayed by County. 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 the roads affected by this Agreement. All of the terms and conditions set forth in this Agreement shall be binding upon the heirs, executors, personal representatives, successors and assigns of Property Owner, and upon recording by the County, shall be deemed a covenant running with the land herein described. 3.0 Governmental Immunity: No term or condition of this agreement 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 No Third Party Beneficiary Enforcement: 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 contained in this Agreement shall give or allow any claim or right of action whatsoever by any other person or entity not included in this Agreement. It is the express intention of the undersigned parties that any person or entity, other than the undersigned parties, receiving services or benefits under this Agreement shall be an incidental beneficiary only. 5.0 Entire Agreement/Modifications: This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 6.0 Board of County Commissioners of Weld County Approval: This Agreement shall not Page 1Iof13 4403687 Pages: 11 of 14 00/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO 1111 %MCJIIII be valid until it has been approved by the Board of County Commissioners 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, Property Owner agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 8.0 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. 9.0 Attorneys Fees/Legal Costs: In the event of a dispute between County and Contract Professional, 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. 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 Authority to Sign: Each person signing this Agreement, and associated Exhibits, 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 Owner shall provide the County with proof of Property Owner's authority to enter into this Agreement within five (5) days of receiving such request. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year first above written. 4403687 Pages: 12 of 14 06/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO id BI II I Page 12 of 13 PROPERTY OWNERS: V(..rr46 cool& p e,s, Z4 G. SIGNATURE 0011.14 - PRINTED NAME ( i,J 'C 4 Y''`Cror. TITLE (If Applicable) I. STATE OF COLORADO ss. County of Weld by The foregoing instrument was acknowledged before me this 27 day of ru ary, 2018, (-Licur ie 4-+ VaY✓q WITN::SS tntigeallA tal: NOTARY PUBLIC W STATE OF COLORADO NOTARY ID 20044035571 -2.4/tRAJitittoiwatAtEitraincolA, i until 1)4,Z(.20 BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: ddiffelfet)�jC1ga•t1 Weld County 'rerkto the Board BY: Deputy Clerk to the Bo Steve Moreno, Chair NAY ZMI6 4403687 Pages: 13 of 14 06/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO KIVI NAPA It rilli, Wei III U:\Engineering\PLANNING -- DEVELOPMENT REVIEW\ -2017 Planning Referrals\USRI7\USR17-0042 Varra\Improvements Agreement\Varra Companies Inc. (USR17-0042) - Part 2 Final IA (2-21-I8).docx Page 13 of 13 goi -(713 EXHIBIT A - Cost Sheet Name of Facility: Varra — Pit 122 Personnel Contact: Name Garrett Varra Filing/Case #: USR 17 - 0 0 4 2 Location: WCR 28 Title: Vice President Phone: 303-666-6657 Intending to be legally bound, the undersigned Applicant hereby agrees to provide throughout this facility the following improvements. Improvements (OFF -SITE IMPROVEMENTS) ,jPUBLIC WORKS, cost s Road Maint. Collateral (per Sec. E.-7.5) (Paved Road = $3600 Gravel Road = $2400) $2400 TOTAL COST (5) $2400 EXHIBIT B - Time Schedule FINAL ESTIMATED COMPLETION DATE FOR PROJECT 5/15/2018 EXHIBIT A (Cost Sheet) & EXHIBIT B (Time Schedule) - Signature Portion The above improvements shall be constructed in accordance with all County requirements and specifications, and conformance with this provision shall be determined solely by Weld County, or its duly authorized agent. Said improvements shall be completed according to the construction schedule set out in Exhibit B By: Applicant/Lessee//Prroperty Owner `6rfc'" YA.r'r. Printed Name Y! Title By: Applicant/Lessee/Property Owner Printed Name Title Date "'devil l 5, 20 1 r 4403687 Pages: 14 of 14 06/01/2018 10:24 AM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO Ill' �� w� Rw ata, ww, � ItIONINII III Date , 20 RECEIPT RECEIVED FROM ADIRESS FOR 41,44c, AleP BY NO. 89924 ININD ai di 9 DAV 1 TA Tu i nnnrn 4nr 11 •• A•'►A A AAA /IA* &sirs" ur" VrCAAI IMO AlAIilJV1V t Ill "G1) IiAlit .'!' 1 Mt I FRFIIFRICK Cn ROM R IQAQ1 aaD17R47 I vvV I rIVVO/11YV rviari riU1VVnL✓ /11\V M! saw MI 1 !'YlY /!IA /SDC AT WCQTCDIJ RIMY MI ' [Hai n1:I Ffil' 90 090Hf1A neTc I 1 ."• n .. I ., .. e 11An1 INT 'J1%/141/I 1111 -/ Al II1- I III^ J Cheryl Hoffman From: Sent: To: Cc: Subject: Karla Ford Tuesday, May 22, 2018 11:45 AM Cheryl Hoffman; Evan Pinkham Esther Gesick; Tisa Juanicorena; Jay McDonald; Dawn Anderson; Elizabeth Relford; Marjorie Caudill; Don Warden RE: Pass -around for USR17-0065 Yes — Evan stated that he believes all requirements in the USR were completed. This was for all of the collateral pass arounds that came through today. Karla Ford X Office Manager, Board of Weld County Commissioners 1150 O Street, P.O. Box 758, Greeley, Colorado 80632 :: 970.336-7204 :: kford@weldgov.com :: www.welddov.com My working hours are Monday -Thursday 7:00a.m.-4:00 p.m. Friday 7:00a.m. - Noon 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. From: Cheryl Hoffman Sent: Tuesday, May 22, 2018 11:41 AM To: Karla Ford <kford@weldgov.com>; Evan Pinkham <epinkham@weldgov.com> Cc: Esther Gesick <egesick@weldgov.com>; Tisa Juanicorena <tjuanicorena@weldgov.com>; Jay McDonald <jmcdonald@weldgov.com>; Dawn Anderson <dranderson@weldgov.com>; Elizabeth Relford <erelford@weldgov.com>; Marjorie Caudill <mcaudill@weldgov.com>; Don Warden <dwarden@weldgov.com> Subject: RE: Pass -around for USR17-0065 Good morning, This Improvements Agreement (USR17-0065 — Cureton Front Range LLC) and the other that just came through from Karla (SPR17-0010 — Longmont Contractor Storage LLC) will be prepped for the Agenda as soon as they hit the CTB queue in OnBase; however, curious as to if someone answered Barb Kirkmeyer's question on the passarounds? Have a wonderful day! Cheryl Hoffman Deputy Clerk to the Board Weld County Clerk to the Board Office 1150 O Street 1 Greeley, CO 80631 970.400.4227 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. From: Karla Ford Sent: Tuesday, May 22, 2018 11:22 AM To: Evan Pinkham <epinkham@weldgov.com> Cc: Esther Gesick <egesick@weldgov.com>; Tisa Juanicorena <tjuanicorena@weldgov.com>; Cheryl Hoffman <choffman@weldgov.com>; Jay McDonald <jmcdonald@weldgov.com>; Dawn Anderson <dranderson@weldgov.com>; Elizabeth Relford <erelford@weldgov.com>; Marjorie Caudill <mcaudill@weldgov.com>; Don Warden <dwarden@weldgov.com> Subject: RE: Pass -around for USR17-0065 This pass -around was approved by all five Commissioners. Original coming back through interoffice mail. Thank you. **Please note that Commissioner Kirkmeyer noted on all of the collateral pass arounds that she wanted to be sure Evan made sure that everything in the USR was met and Evan did reply via email that he believes all items in USR were completed.** Karla Ford X Office Manager, Board of Weld County Commissioners 1150 O Street, P.O. Box 758, Greeley, Colorado 80632 :: 970.336-7204 :: kford a(?.welduov.com :: www.weldgov.com My working hours are Monday -Thursday 7:00a.m.-4:00 p.m. Friday 7:00a.m. - Noon 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. From: Evan Pinkham Sent: Monday, May 21, 2018 9:24 AM To: Karla Ford <kford@weldgov.com> Cc: Esther Gesick <egesick@weldgov.com>; Tisa Juanicorena <tjuanicorena@weldgov.com>; Cheryl Hoffman 2 <choffman@weldgov.com>; Jay McDonald <imcdonald@weldgov.com>; Dawn Anderson <dranderson@weldgov.com>; Elizabeth Relford <erelford@weldgov.com> Subject: Pass -around for USR17-0065 Karla, Can you please send this for pass -around? Thanks, Evan Evan Pinkham Development Review Planner Weld County Public Works 1111 H Street, P.O. Box 758 Greeley, CO 80632 (970)400-3727 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. 3 Contract Form New Contract Request Entity Information Entity Name* VARRA COMPANY, INC Entity ID* '0009392 Contract Name* CONSENT TO ASSIGNMENT OF IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT VARRA COMPANIES INC USR1 7- 0042 Contract Status CTB REVIEW Contract ID 5711 Contract Lead* JTRUJILLOMARTINEZ Contract Lead Email jtrujillomartinez@weldgov.c om Parent Contract ID Requires Board Approval YES Department Project # Contract Description* CONSENT TO ASSIGNMENT OF IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT FROM VARRA COMPANIES INC TO EAGLE MATERIALS INC USR1 7-0042 NO COLLATERAL REQUIRED Contract Description 2 Contract Type AGREEMENT Amount "• $0.00 Renewable* NO Automatic Renewal Department PLANNING Department Email CM-Pianningrweldgov.com Department Head Email CM -Planning- Does Contract require Purchasing Dept. to be included? DepLHead' veldgov.com NO Requested BQCC Agenda Date* 041O6/2922 Due Date 04e02 3 2022 Will a work session with BDCC be required?* NO County Attorney GENERAL COUNTY A 1 I ORNEY EMAIL County Attorney Email CM- COUNTYA I I ORN EY@WELDG OV.COM If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Review Date* 04;'06.2023 Renewal Date Termination Notice Period Committed Delivery Date Expiration Date* 04/06:2024 Contact Information Contact Info Contact Name Purchasing Purchasing Approver CONSENT Approval Process Department Head TOM PARK() JR. DH Approved Date 04104,;2022 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 04;11 '2022 Originator JTRUJILLOMARTINEZ Contact Type Contact Email Finance Approver CONSENT Contact Phone 1 Purchasing Approved Date 04/04/2022 Finance Approved Date 04•`04:2022 Tyler Ref # AG 041122 Legal Counsel CONSENT Contact Phone 2 Legal Counsel Approved Date 04 04,`2022 Hello