HomeMy WebLinkAbout20211473.tiffBOARD OF COUNTY COMMISSIONERS
PASS AROUND REVIEW
PASS AROUND TITLE: BOCC Agenda Item - Approve Improvements and Road Maintenance Agreement for:
Kerr-McGee Gathering, LLC —1 MUSR19-12-0023
DEPARTMENT: Public Works DATE: May 25, 2021
PERSON REQUESTING: Jazmyn Trujillo -Martinez
Brief description of the problemlissue:
The Department of Public Works received a request from the applicant, Kerr-McGee Gathering, LLC, requesting
that the Board of County Commissioners consider approving the Improvements and Road Maintenance
Agreement for (1MUSR19-12-0023). No collateral is required with this agreement.
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.
This Agreement complies with the terms of the Minor Amendment Use by Special Review Permit
Resolution, as signed by the Director of Planning Services.
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 Consent Agenda.
2. Have this BOCC Hearing item be placed on the next available agenda as part of the Regular Agenda.
Recommendation:
Option 1. 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 1 MUSR19-12-0023, and that this item be placed on the next regularly scheduled
BOCC Hearing, as part of the Consent Agenda
Approve Schedule
Recommendation Work Session Other/Comments:
Perry L. Buck
Mike Freeman
Scott K. James, Pro-Tem
Steve Moreno, Chair
Lori Saine
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2021-1473
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IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO
POLICY REGARDING COLLATERAL FOR IMPROVEMENTS
Kerr-McGee Gathering, LLC— 1MUSR19-12-0023
/1441/4`iTHIS AGREEMENT is made thisAlday of 24 , 202 / , by and between Kerr-McGee
Gathering, LLC, a limited liability company organized under the laws of the State of Colorado, whose
address is 1099 18th Street, Suite 1800, Denver, CO 80202, hereinafter referred to as "Property Owner,"
authorized to do business in the State of Colorado, and 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."
WITNESSETH:
WHEREAS, Property Owner is the owner of the following described property in the County of
Weld, Colorado:
Being Part of the NW1/4 of Section 14,
Township 2 North, Range 66 West of the 6th P.M., Weld
County, Colorado
hereinafter referred to as "the Property," and
WHEREAS, Property Owner has received approval of 1MUSR19-12-0023 by the Department of
Planning Services, and
WHEREAS, Property Owner acknowledges that the final approval of 1MUSR19-12-0023 is
conditional upon Property Owner's funding and/or construction of the off -site road maintenance and
improvements (if/when triggered) as described in this Agreement and depicted in the following
incorporated exhibits:
Exhibit A — Future Off -Site Improvements Costs of Construction, to be attached when triggered pursuant
to Part I, B.3.0, below
Exhibit B — Future Off -Site Improvements Construction Schedule, to be attached when triggered pursuant
to Part I, B.4.0, below
Exhibit C — Construction Plans, to be attached when triggered pursuant to Part I, A, below
Exhibit D — Plat Map, and
WHEREAS, Property Owner acknowledges they may not operate as described in
1MUSR19-12-0023 until said agreement has been completed and accepted by County, and
WHEREAS, Property Owner acknowledges that pursuant to the provisions of Weld County Code
Section 23-2-290, the failure to commence construction of any improvements outlined herein within three
(3) years of being triggered, may result in the revocation or suspension of1MUSR19-12-0023, upon
consideration and order of the Board of County Commissioners, and
NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and covenants
contained herein, the parties hereto promise, covenant and agree as follows:
4723687 Pages: 1 of 12
06/09/2021 10:14 AM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County , CO
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Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
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PART I: SITE SPECIFIC PROVISIONS
A. Off -Site Improvements (as required by the County Code): The Property Owner shall be
responsible for the construction of certain off -site safety improvements as identified in the Administrative
Approval - Staff Report, which may include, but are not limited to: construction of adequate turning radii
of sixty (60) feet at the main entrances and exits which extend into County road Rights -of -Way (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 ROW. 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.
B. Future Off -Site Improvements:
1.0 Traffic Triggers. When the traffic associated with the 1MUSR19-12-0023 reaches certain safety
thresholds as set forth in this Agreement, the Property Owner shall design and construct required road
improvements based on the amount of traffic being generated by the site. The Property Owner's
development does not currently meet the traffic safety triggers requiring the improvements specified below;
however, off -site or phased improvements by the Property Owner may be warranted in the future.
1.1 Property Owner shall be required to design, obtain right-of-way, relocate utilities, and
construct said auxiliary lanes into their site if/when all traffic to/from the Property meets the
following traffic triggers:
• Property ,Owner -shall design mad=construct a left decaleration/.turn lane on CR 22
whenever traffic exceeds 10 vehicles per hour (VPH) turning left into the Property
for an average daily peak hour.
• Property Owner shall design and construct a right deceleration/turn lane on CR 22
whenever traffic exceeds 25 VPH turning right into the Property for an average
daily peak hour.
• Property Owner shall design and construct a right acceleration lane on CR 22
whenever traffic exceeds 50 VPH turning right out of the Property for an average
daily peak hour.
• Property Owner shall design and construct a left acceleration lane on CR 22
whenever traffic exceeds 50 VPH turning left out of the Property for an average
daily peak hour or whenever a lane would benefit the safety and operation of the
roadway.
2.0 Property Owner's Responsibilities regarding Future Triggers. Property Owner is solely responsible
for the cost and construction of required improvements. These responsibilities may include but are not
limited to the following, as applicable: design, surveys, utility locates, acquisition of ROW, dedication of
ROW, 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 Owner shall
obey all applicable regulations issued by OSHA, CDOT, CDPHE, and other federal, State, or County
regulatory agencies.
3.0 Cost of Construction Exhibit. When any trigger set forth in this Agreement is met by Property
Owner, the Property Owner shall submit Exhibit A within six (6) months of being notified regarding the
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need for the triggered improvements, indicating the cost of construction estimates (engineer's estimate) to
detail the costs used in determining the collateral requirement for the development. Construction costs must
be obtained through a registered Colorado Engineer. A registered Colorado Engineer must sign and stamp
the construction cost exhibit for sites that have project collateral. New or additional collateral may be
required for the triggered improvements. If required, collateral shall be submitted at the same time as
Exhibit A. Exhibit A shall be attached to this Agreement and incorporated herein once approved by the
County.
4.0 Construction Schedule Exhibit. When any trigger set forth in this Agreement is met by Property
Owner, the Property Owner shall submit Exhibit B within six (6) months of being notified regarding the
need for the triggered improvements, indicating the construction schedule, and including completion date
for the improvements. Property owner shall not commence construction of improvements prior to approval
of the Construction Plans and receipt of the appropriate Grading Permit, Access Permit, and/or ROW
Permit. Property Owner shall complete all improvements in accordance with the construction schedule
exhibit. The construction of the triggered improvements shall be completed within the specified timeframe,
which may not exceed three (3) years from the date the trigger is first met and shall be completed as follows:
Year 1 design deadline; Year 2 ROW/Utilities; Year 3 Construction. Property Owner shall collateralize
100% of the cost of the construction improvements, including design, right-of-way, and utility relocation
cost within six months of being notified of meeting the triggers. Exhibit B shall be attached to this
Agreement and incorporated herein once approved by the County.
5.0 Collateral. Collateral for any additional improvements required by the triggers may be required by
the Board of County Commissioners, hereinafter referred to as the BOCC. Collateral is accepted and
released by the BOCC pursuant to the Weld County Code. Additional information about collateral is
outlined in Part II.B 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 Owner has completed improvements as described in Part II.B,
Subsection 3.2.3, of this Agreement. Property Owner 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.
C. Haul Routes: The Property Owner shall be financially responsible for its proportional share of the
associated costs for maintaining and/or improving designated haul/travel routes.
1.0 Haul Routes. The following roads are designated as haul/travel routes for the Property:
O aU
1) East on CR 22 to CR 37 south to HWY 52, and
2) West on CR 22 to HWY 85
2.0 Haul trucks/traffic shall enter and exit the site at the approved access(es) on CR 22 and travel
east/west for further dispersal. Any County roads used by traffic associated with 1MUSR19-12-0023 may
become part of the established haul/travel routes.
3.0 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.
4.0 Temporary Deviations. In unusual or rare occasions, if projects mandate deviation from the
above -mentioned haul/travel route for a limited period (six months or less), the Weld County Department
of Public Works may authorize, in writing, the deviation. In that circumstance, haul/travel vehicles will
utilize paved County roads whenever possible. A deviation from the established haul/travel route lasting
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more than six (6) months, or requests for one (1) or more deviations within a twelve (12) -month period
shall authorize the County to change the haul/travel routes designated herein, and provide notice to the
Property Owner.
5.0 Haul Route Signage. Property Owner 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.
6.0 No Deviation from Permitted Haul Routes. Except as authorized by the BOCC pursuant to this
Agreement, no use of any roads other than those specifically authorized for use in this Agreement is
permitted without the prior written amendment of this Agreement.
D. Maintenance Requirements:
1.0 Off -site recurring maintenance, if applicable, as required by the Board:
2.0 Repair. Property Owner shall be financially responsible for its proportional share of excavation,
patching, and pavement repair on designated haul/travel routes. The amount and extent of repair and paving
measures will be determined by site -specific conditions at the time, as determined exclusively by County
personnel.
3.0 Need for Immediate Repairs: In the event of damage to a designated haul/travel route by Property
Owner of project traffic for the Property 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 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).
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4.0 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 paving 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 Owner in writing that the Off -Site
Improvements/Repairs shall be undertaken.
4.1 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 determined in this Agreement. Property Owner will be invoiced accordingly for those
proportional share costs.
5.0 Calculation of Property Owner's Proportional Share of Costs. The County shall notify Property
Owner of County's preliminary determination and assessment of Property Owner's proportional share of
costs of maintenance, repair, or improvements to Property Owner's designated haul/travel routes. 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
Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
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Owner's proportional share of costs. Property Owner agrees to pay such proportional share of costs within
30 days of receiving an invoice from County.
6.0 Road Inspection. County may conduct a road inspection annually, or as needed, with the
cooperation of Property Owner and all other Property Owners 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 Owner of the required roadway repairs will be
given as soon as the data becomes available.
7.0 Notification. The County shall notify Property Owner of County's preliminary determination and
assessment of Property Owner's proportionate share of costs of maintenance, repair, or improvements to
Property Owner's designated haul/travel routes. 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.
PART II: GENERAL PROVISIONS
A. Engineering and Construction Requirements:
1.0 Engineering Services. Property Owner 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 public ROW or easements, Property Owner shall acquire, at its sole expense, good
and sufficient ROW and easements made necessary for the improvements. The County will not exercise
eminent domain on behalf of Property Owner. All such ROW and easements for the construction of roads
to be accepted by the County shall be conveyed to the County on County -approved forms and the documents
of conveyance shall be furnished to the County for acceptance with express written authority of the BOCC
and recording.
3.0 Construction. Property Owner 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 Owner. 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 Owner 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 furnish copies of test
results to the County. If County discovers inconsistencies in the testing results, Property Owner shall
Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
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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 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 satisfaction of the County at the expense of Property
Owner.
5.0 Construction Standards. Design and construction 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 Guidelines.
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 Owner 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.
B. Collateral:
1.0 General Requirements for Collateral. Property Owner shall provide to County the necessary
collateral to guarantee all of Property Owner'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.
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 within six (6) months of the time Exhibit A is submitted to the County, unless
otherwise directed by the Board of County Commissioners. In the event that Property Owner 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 Owner
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.
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 Planning Department conducts inspections for on -site
improvements, and the Department of Public Works conducts inspections for 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
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shall be withheld by County at the time of release of Project Collateral, or may be submitted
separately by Property Owner. 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 Owner 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:
3.2.1 The Property Owner's Engineer or his representative has made regular on -site
inspections during the course of construction and the construction plans utilized
are the same as those accepted by Weld County.
3.2.2 For the improvements to public rights -of -way 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 Owner 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 Owner'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 Board of County Commissioners may release said collateral.
C. Acceptance of Improvements:
1.0 Acceptance of Off -Site Improvements: Upon completion of the off -site improvements, Property
Owner shall contact the Weld County Department of Public Works 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 Owner shall submit to the Weld County Department of Public Works
a Statement of Substantial Compliance by Property Owner's Engineer along with "as -built"
drawings as required in subsection B.3.2.3, above, and shall request County inspection of the
Off -Site Improvements. County personnel shall then inspect the improvements. If the County
determines the improvements were not constructed in accordance with the Construction Plans, the
County shall direct the Property Owner 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.
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2.2 Two -Year Warranty Period. Such initial approval begins the two-year warranty period.
Upon completion of the two-year warranty period, County Public Works personnel shall, upon
request by the Property Owner, inspect the subject improvements, and notify the Property Owner
of any deficiencies. If any deficiencies are discovered, the Property Owner shall correct the
deficiencies. County personnel shall re -inspect the improvements after notification from the
Property Owner 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 Owner to request the Board of
County Commissioners to release the Warranty Collateral.
2.3 Placement of Improvements into Service Prior to County Approval. If requested by the
Property Owner 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 Owner.
D. Permits:
1.0 Access Permits. Operator shall not use any access onto any County road unless and until an access
permit has been issued by the Department of Public Works. Public Works 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 Right -of -Way (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
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and movement of Extra -legal Vehicles and Loads occurs in a safe and efficient manner.
I.
2 E. Enforcement and Remedies:
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- 1.0 Violation of Terms of Agreement. If in County's opinion, Property Owner has violated any of the
_Sr▪ ' terms of this Agreement, County shall notify Property Owner of its belief that the Agreement has been
8 -07
violated and shall state with specificity the facts and circumstances which County believes constitute the
ea 13 , violation. Property Owner shall have thirty (30) days within which to either commence activity to cure the
NO3mom violation or demonstrate compliance. If, after thirty (30) days have elapsed, and Property Owner has not
''!?z commenced activity to cure the violation, County believes in good faith that the violation is continuing,
oLL O1. County may consider Property Owner to be in breach of this Agreement.
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A 2.0 Remedies for Breach by Property Owner. In the event that County determines that Property Owner
aa• 'has violated the terms of this Agreement, and has failed to correct said violation, after sufficient opportunity
d ▪ -.: to cure, County may exercise any or all of the following remedies, or any other remedy available in law or
a° equity.
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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. Withholding 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.
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 USR Permit. Property Owner acknowledges that failure to comply with the
terms of this Agreement constitutes cause to revoke the USR, and County may exercise this option
in its sole discretion by proceeding with revocation under the then current provisions of the Weld
County Code.
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 Section 23-2-290. 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 Owner's complete cessation of all activities permitted by the USR and Minor Amended
USR 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 Owner of cessation of
activities, and verified by the County, cessation shall only 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.
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 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.
3.4 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.
F. General Provisions:
1.0 Successors and Assigns.
Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
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1.1 Property Owner 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, except that Property Owner may delegate,
transfer, or assign this Agreement in whole or in part to an affiliate (parent, subsidiary, or under
common ownership) of Property Owner without consent. Consent to a delegation or an assignment
will not be unreasonably withheld by County. In such case, 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.
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 Governmental Immunity. 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 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, 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.
8.0 Attorneys' Fees/Legal Costs. In the event of a dispute between County and Property Owner,
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 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 the design and construction of improvements, and
pay any and all judgments rendered against the County on account of any such suit, action or claim, and
Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
Page 10 of 12
notwithstanding section 7.0 above, 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.
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 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.
12.0 Acknowledgment. County and Property Owner acknowledge 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 term in this Agreement and the Resolution of the Board of County Commissioners
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.
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Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
Page 11 of 12
PROPERT rr-McGee Gathering, LLC
By: Date: 5/2q
Na e: 'I' d,uFLa-
Title: I?1CFI;4i-404.42..V
STATE OF COLORADO
SS.
County of Weld
David Van der Vieren
NOTARY PUBLIC
STATE
COLORADO
NOT��ID
MY COMMISSION WIRES SEPIEM®i 1I, MM I
Di/*I.
2.41
The foregoing instrument was acknowledged before me this/5 day of /4'ry
202a, by Wuv;e9 114.1 See- 1%; er,', A/01tl '&r (.r.
WITNESS my hand and official seal.
Not �,►'� ublic
WELD COUNTY:
ATTEST: ,At1% BOARD OF COUNTY COMMISSIONERS
Weld C • n erk to the Bo. d WELIVCOUNTY, COLORADO
BY:
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3 Fin.
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Deputy Clem to t e Boa►`
Scott K. James, Pro—Tem
Kerr-McGee Gathering, LLC - 1MUSR19-12-0023 - IA20-0002
Page 12 of 12
JUN 0 2 2021
Contract Form
New Contract Request
Entity Names
KERR MCGEE GATHERING LLC
Entity ID *
:00018608
Contract Name*
IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT
KERR-MCGEE GATHERING LLC 1 MUSR19-12-0023
Contract Status
CTB REVIEW
❑ New Entity?
Contract ID
4814
Contract Lead*
JTRUJI LLOMARTI N EZ
Contract Lead Email
jtrujillomartinez@weldgov.c
om
Parent Contract ID
Requires Board Approval
YES
Department Project
Contract Description*
IMPROVEMEN IS AND ROAD MAINTENANCE AGREEMENT KERR-MCGEE GATHERING LLC 1 MUSR19-12-0023 NO COLLATERAL
REQUIRED
Contract Description 2
Contract Type
AGREEMENT
Amounts
50.00
Renewable*
NO
Automatic Renewal
Grant
Department
PUBLIC WORKS
Department Email
CM-
PubiicWorks@weldgov.com
Department Head Email
CM-PublicWorks-
DeptHeadsveldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYA I I ORNEY WELDG
OV.COM
Requested BOCC Agenda
Date*
06//07,2021
Due Date
06'03,`2021
Will a work session with BDCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
NO
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 Ser/ices Agreement Number should be left blank if those contracts are not in
OnRase
Contract Dates
Elf
Review Date*
06/072022
Renewal Date
Termination Notice Period
Contact Information
Contact Info
Contact Name Contact Type
Purchasing
Purchasing Approver
CONSENT
Approval Prnees5
Department Head
JAY MCDONALD
DH Approved Date
05/27,2021
Final Approva
BOCC Approved
C Sin D
BOCC Agenda Date
06/0212021
Originator
JTRUJILLOMARTINEZ
Committed Delivery Date
Finance Approver
CONSENT
Expiration Date
06,'0712023
Contact Phone 1 Contact Phone 2
Purchasing Approved Date
05/27/2021
Legal Counsel
CONSENT
Finance Approved Date Legal Counsel Approved Date
05/27/2021
Tyler Ref it
AG 060221
05/27/2021
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