HomeMy WebLinkAbout20200269.tiffavt
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BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW/Regular or Consent Hearing Agenda REQUEST
RE: BOCC Agenda Item - Approve Road Maintenance Agreement for:
Bonanza Creek Energy Operating Company, LLC — 1041 WOGLAI9-0039
DEPARTMENT: Public Works DATE: December 17, 2019
PERSON REQUESTING: Tisa 3uanicorena
Brief description of the issue:
The Department of Public Works received a request from the applicant, Bonanza Creek Energy Operating
Company, LLC, requesting that the Board of County Commissioners consider approving the Road Maintenance
Agreement for (1041 WOGLA 19-0039). No collateral is required with this agreement.
Weld County Public Works 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 "Road Maintenance Agreement According To Policy", are found to
be acceptable.
• This Agreement complies with the terms of the 1041 WOGLA Permit, as signed by the Hearing Officer
for the Department of Oil and Gas Energy.
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 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 Road Maintenance Agreement According To Policy for 1041 WOGLAI9-0039,
and that this item be placed on the next regularly scheduled BOCC Hearing, as part of the Consent Agenda.
Sean R Conway
Mike Freeman, Pro-Tem
Scott K. James
Barbara Kirkmeyer, Chair
Steve Moreno
/-',o
Approve
Schedule as Regular
Recommendation BOCC Hearing Item Other/Comments:
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2020-0269
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ROAD MAINTENANCE
IMPROVEMENTS AGREEMENT
Bonanza Creek Energy Operating Company, LLC — 1041 WOGLA19-0039
THIS AGREEMENT is made this /414 day of 1 +�6Y, 2011_, by and between Bonanza
Creek Energy Operating Company, LLC, a limited liability company organized under the laws of the
State of Delaware, whose address is 410 17th Street, Suite 1400, Denver, CO 80202, hereinafter referred
to as "Operator," 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, "Operator" is the responsible party of the 1041 Weld Oil & Gas Location
Assessment (1041WOGLA) permit located on the following described property in the County of Weld,
Colorado:
Lot 3 of Section 30, Township 5 North, Range 61 West
of the 6th P.M., Weld County, Colorado
hereinafter referred to as "the Property," and
WHEREAS, Operator has received approval by the Hearing Officer of the Oil and Gas Energy
Department for 1041 WOGLA19-0039, and
WHEREAS, Operator acknowledges that the final approval of 1041WOGLA19-0039 is
conditional upon Operator's agreement to fund road maintenance, as described in this Agreement.
NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and
covenants contained herein, the parties hereto promise, covenant and agree as follows:
PART I: SITE SPECIFIC PROVISIONS
A. PRIOR TO CONSTRUCTION AND OPERATIONS:
1.0 Haul Routes: The Operator shall provide haul routes to be reviewed and approved by the
Department of Public Works. The Operator shall be financially responsible for its proportional share of
the County's costs associated with maintaining and/or improving designated haul/travel routes as related
to traffic generation. Traffic generated from this site shall enter and exit at the approved access on CR 89
and travel to the nearest paved arterial or collector road, or highway, and remain on paved roads for
further dispersal. Any County roads used by traffic associated with 1041 WOGLA19-0039 may become
part of the established haul/travel routes.
1.1 Haul Routes. The following roads are designated as haul/travel routes for any time period
designated as construction or high -volume traffic to and from the Property:
1) See "EXHIBIT A" - Haul Route Map.
2) The haul route shall remain in effect during all times of heavy road use including but not
limited to, construction, drilling of wells, and hydraulic fracturing.
Bonanza Creek Energy Operating Company — 1041 WOGLA19-0039 - RMA19-0043
Page 1 of 7
o80oZo - 60267
2.0 Notice of Construction. A pre -construction inspection and a post -construction inspection shall be
performed by County personnel to determine the site -specific condition of the road. The Operator shall
provide the Weld County Department of Public Works with two weeks advance notice of the start of
construction activities authorized by the 1041 WOGLA permit, and shall give additional notice within
two weeks after construction has been completed.
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. Operator is
responsible for researching weight limited bridges and obtaining a Special Transport Permit in accordance
with Chapter 8, Article XV, when establishing haul routes, and furthermore, must follow County
overweight permit and regulations.
4.0 Temporary Deviations. The Weld County Department of Public Works Director may approve
temporary (six months or less) deviations from the haul routes described above. To receive such approval,
the Operator must submit an updated haul route map and written request stipulating the reasons for the
deviation, which will be reviewed by the Department of Public Works. Any change in haul route lasting
more than six months shall require an amendment to this Agreement approved by the Board of County
Commissioners.
5.0 Haul Route Signage. Operator 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 Weld County Board of
County Commissioners or the Director of the Department of Weld County Public Works, 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.
B. Maintenance Requirements:
1.0 Off -site recurring maintenance, if applicable, and as required by the Departments of Public
Works and Oil and Gas Energy, shall only be performed by a County approved contractor and have a
county Right -of Way permit for that specific location:
2.0 Dust Control. Operator shall be financially responsible for maintaining dust control on unpaved
designated haul/travel routes during any period of construction, heavy truck traffic, and/or high -volume
trip generation. The amount and extent of dust control will be coordinated with Public Works Gravel
Roads Division by site -specific conditions at the time. Operator shall use a County -pre -approved
contractor for chemical applications. Chemical treatment of unpaved roads along the relevant haul/travel
route(s) is expected to occur approximately two to five times per year, or as required by Public Works. If
traffic associated with this use exceeds 200 vehicles per day, per Weld County Code Section 8-6-100, the
Operator shall be responsible for dust abatement. On the basis of damage or complaints, as determined by
the County, the Operator shall cause to be performed within two days of notification, at its sole expense,
chemical dust control, or other treatment, by a contractor approved by Weld County Public Works.
Should the traffic related to 1041 WOGLA19-0039 deteriorate the chemical application performed by the
County, the Operator will be responsible for re -applying chemical to return the road to pre -construction
condition. Depending on the amount of maintenance, as related to traffic associated with this use, the
Department of Public Works may require an alternative treatment method which may or may not include:
topical chemical application, full -depth chemical application, recycled asphalt or other surface treatment.
Bonanza Creek Energy Operating Company — 1041 WOGLA19-0039 - RMA19-0043
Page 2 of 7
3.0 Repair. Operator shall be financially responsible for its proportional share of the repair or
improvement, including but not limited to, excavation, patching, pavement and/or gravel repair, grading,
installing material on designated haul/travel routes. The amount and extent of repair and/or paving
measures will be determined by site -specific conditions at the time, as determined exclusively by County
personnel. Weld County and Operator will work together on a plan needed for repair of any roads,
including who performs the repair. Operator shall provide the County with a pre -approved contractor to
be used for repairs.
4.0 Need for Immediate Repairs: In the event of damage to a designated haul/travel route by project
traffic that causes an immediate threat to public health and safety or renders the road impassible
("Significant Damage"), County shall, after inspection, notify Operator of such Significant Damage.
Operator 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 Operator identifies Significant Damage prior to receiving notice thereof from County, Operator
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).
5.0 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 or major gravel maintenance 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 Operator in writing that the Off -Site
Improvements/Repairs shall be undertaken and shall provide an alternate haul route for the duration of
those repairs. In County's sole discretion, County may undertake the repairs and/or improvements.
Operator's payment for its Proportionate Share of the road repairs/improvements will be calculated as
determined in this Agreement. Operator will be invoiced accordingly for those proportional share costs.
6.0 Calculation of Operator's Proportional Share of Costs. The County shall notify Operator of
County's preliminary determination and assessment of Operator's proportional share of costs of
maintenance, repair, or improvements to Operator's designated haul/travel routes. Prior to County's final
determination and assessment, County shall provide Operator with a reasonable opportunity to review,
_ comment upon and supplement County's data, collection methodology, and determinations. The County
shall review and consider Operator's input prior to making a final determination and assessment. The
County shall have sole responsibility for determination of Operator's proportional share of costs. Operator
agrees to pay such proportional share of costs within 30 days of receiving an invoice from County.
U - 7.0 Annual Road Inspection. County may conduct a road inspection annually with the cooperation of
L Operator 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
49130=. repair/improvement/maintenance work is to be performed during that construction season. Notification to
the Operator of the required roadway repairs will be given as soon as the data become available.
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o v °7ae 8.0 Notification. The County shall notify Operator of County's preliminary determination and
to m— assessment of Operator's proportionate share of costs of maintenance, repair, or improvements to
Operator's designated haul/travel routes. Prior to County's final determination and assessment, County
wa a z■ shall provide Operator with a reasonable opportunity to review, comment upon and supplement County's
n1° ® data, collection methodology, and determinations. The County shall review and consider Operator's input
prior to making a final determination and assessment.
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;CM Page 3 of 7
PART II: GENERAL PROVISIONS
A. Permits: The Operator is required to apply for and receive all permits required by the County or
any other applicable local, State, or federal permit, including but not limited to:
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
and movement of Extra -legal Vehicles and Loads occurs in a safe and efficient manner.
B. Enforcement and Remedies:
1.0 Violation of Terms of Agreement. If in County's opinion, Operator has violated any of the terms
of this Agreement, County shall notify Operator of its belief that the Agreement has been violated and
shall state with specificity the facts and circumstances which County believes constitute the violation.
Operator shall have fifteen (15) days within which to either cure the violation or demonstrate compliance.
If, after fifteen (15) days have elapsed, County believes in good faith that the violation is continuing,
County may consider Operator to be in breach of this Agreement.
2.0 Remedies for Breach by Operator. In the event that County determines that Operator has violated
the terms of this Agreement, and has failed to correct said violation, County may exercise any or all of the
following remedies, or any other remedy available in law or equity.
2.1 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.
2.2 Revocation of 1041 WOGLA Permit. Operator acknowledges that failure to comply with
the terms of this Agreement constitutes cause to revoke the 1041 WOGLA, and County may
exercise this option in its sole discretion by proceeding with revocation under the current
provisions of the Weld County Code.
3.0
events:
Termination of Agreement. This Agreement shall terminate upon the earliest of the following
3.1 Failure to Commence. County may terminate this Agreement upon or after rescission of
the underlying 1041 WOGLA permit approval under Weld County Code Chapter 21. 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.
Bonanza Creek Energy Operating Company — 1041 WOGLAI9-0039 - RMA19-0043
Page 4 of 7
3.2 Cessation of all Permit Related Activities. Termination of this Agreement shall occur
upon Operator's complete cessation of all activities permitted by the 1041 WOGLA, 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 Operator of cessation of activities,
and verified by the County, cessation shall only be presumed if the County determines that the
site has been inactive for three (3) years.
3.3 Execution of Replacement Agreement. This Agreement shall terminate following
County's execution of a new Improvements Agreement with a new Operator who has purchased
the Property or has assumed the operation of the business permitted by the 1041 WOGLA, and
intends to make use of the rights and privileges available to it through the then existing WOGLA.
3.4 Revocation of 1041 WOGLA. This Agreement shall terminate following County's
revocation of Operator's WOGLA, except that the Operator shall only be released from this
Agreement after the successful completion of any/all reclamation required under this Agreement.
C. General Provisions:
1.0 Successors and Assigns.
1.1 Except for the assignment of all or substantially all of Operator's assets, Operator may
not delegate, transfer, or assign this Agreement in whole or in part, without the prior express
written consent of County and the written agreement of the party to whom the obligations under
this Agreement are assigned. Consent to a delegation or an assignment will not be unreasonably
withheld by County. In such case, Operator's release of its obligations shall be accomplished by
County's execution of a new Agreement with the successor Operator 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 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 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.
Bonanza Creek Energy Operating Company — 1041 WOGLA19-0039 - RMA19-0043
Page 5 of 7
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 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 Operator, 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. Operator 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
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, Operator shall provide the County with proof of Operator's authority to enter into this Agreement
within five (5) days of receiving such request.
12.0 Acknowledgment. County and Operator 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
Bonanza Creek Energy Operating Company — 1041 WOGLA19-0039 - RMA19-0043
Page 6 of 7
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.
OPERATOR: Bonanza Creek Energy Operating Company
By: � Date:
Name: 11.4)41 it.vroGy
Title: SA- VP1 OPY,R,rfl.•v
STATE OF COLORADO
SS.
County of Weld
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The foregoing instrument was acknowledged before me this ik
201 ! , by
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NOTARY PUBLIC
STATE OR COLORADO
NOTARY I ) 19934011884
MY COMMISSION EXPINES 09/21/2080
day of Agidnithger
tary Public
WELD COUNTY:
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the Board
Deputy Clero t Boars,
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ike Freeman, Chair
Bonanza Creek Energy Operating Company — 1041 WOGLA19-0039 - RMA19-0043
Page 7 of 7
JAN 2 0 2020
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HAUL ROUTE MAP
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TOWNSHIP: 5N
RANGE: 61W
6TH. P.M.
WELD COUNTY, CO
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County Maintained Non -Paved Road
4560598 Pages: 8 of 8
01/23/2020 01:11 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
III Ur .1'v IIURI L' 1 LI l'I.LOAIE.LILII I. Li MULL ■III
DATE: 12/16/2019
PROJECT#: 2018185
Contract Form
0
Entity Name*
BONANZA CREEK ENERGY
OPERATING CO LLC
Entity ID*
+? [0032135
Contract Name
ROAD MAIN I LNANCE AGRFEMENT 1041 WOGLA19-0039
Contract Status
CTB REVIEW
Contract Description
ROAD MAINTENANCE AGREEMENT 1041 WOGLA19-0039
Contract Description 2
Contract Type
AGREEMENT
Amount*
$0.00
Renewable
NO
Automatic Renewal
Department
PUBLIC WORKS
Department Email
CM-
PublicWorics@weldgov.com
Department Head Email
CM-PublicWorics-
DeptHeadklgov.com
County Attorney
GENERAL COUNTY
ATTORNEY E L
County Attorney Email
CM-
COUNTYATTORNEY,t LD
GOV.COM
Contract ID
3336
❑ New Entity?
Parent Contract ID
Contract Lead* Requires Board Approval
TJUANICORENA YES
Contract Lead Email Department Project #
tjuanicorena@co:weld _co. us
Requested BOCC Agenda
Date*
12/30/2019
Due Date
12/26/2019
Will a work session with BOCC 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 M5A enter MCA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
On Base
Review Date
12 3012020
Termination Notice Period Committed Delivery Date
Expiration Date*
12/29/2021
Tyler Ref #
AG 012020
CONSENT
JAY MCDONALD
DH Approved Date
01/15/2020
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
01/20/2020
Originator
TJUANICORENA
Contact Type Contact Email
Purchasing Approved Date
01/15/2020
Finance Approver
CONSENT
Finance Approved Date
01/15/2020
Legal Counsel
CONSENT
Legal Counsel Approved Date
01/15/2020
Hello