HomeMy WebLinkAbout20200237.tiffBOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW/Regular or Consent Hearing Agenda REQUEST
RE: BOCC Agenda Item - Approve Improvements and Road Maintenance Agreement for:
Meadow Ridge Holdings, LLC — ZPAG19-0004
DEPARTMENT: Public Works DATE: December 6, 2019
PERSON REQUESTING: Tisa Juanicorena
Brief description of the issue:
The Department of Public Works received a request from the applicant, Meadow Ridge Holdings, LLC,
requesting that the Board of County Commissioners consider approving the Improvements and Road Maintenance
Agreement for (ZPAG19-0004). 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 Administratively approved ZPAG Permit, as signed by
the Director of Planning Services.
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 Improvements & Road Maintenance Agreement According To Policy Regarding
Collateral For Improvements for ZPAG19-0004, 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
Mike Freeman, Pro -Tern
Scott K. James
Barbara Kirkmeyer, Chair
Steve Moreno
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IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO
POLICY REGARDING COLLATERAL FOR IMPROVEMENTS
Meadow Ridge Holdings, LLC — ZPAG19-0004
THIS AGREEMENT is made this 2 day oaLLm , 2011, by and between Meadow
Ridge Holdings, LLC, a corporation organized under the laws of the State of Colorado, whose address is
23670 CR 22, Hudson, CO 80642, 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:
Lot A of Amended Recorded Exemption,
AMRECX19-17-0216, being a part of Section 10,
Township 1 North, Range 65 West of the 6th P.M., Weld
County, Colorado
hereinafter referred to as "the Property," and
WHEREAS, Property Owner has received approval of ZPAG 19-0004, by the Director of Planning
Services, and
WHEREAS, Property Owner acknowledges that the final approval of ZPAG 19-0004 is conditional
upon Property Owner's funding and/or construction of the off -site improvements and road maintenance as
required and as described in this Agreement and depicted in the following incorporated exhibits:
Exhibit A - Future Improvements Costs of Construction, to be attached pursuant to Part I, B.3.0, below
Exhibit B - Future Improvements Construction Schedule Triggers, to be attached pursuant to Part I, B.4.0,
below
Exhibit C — Construction Plans, to be attached when triggered,
Exhibit D — Plat Map, and
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WHEREAS, Property Owner acknowledges they may not operate as described in ZPAG19-0004
until said improvements agreement has been completed and accepted by County, and
WHEREAS, Property Owner acknowledges that pursuant to the provisions of Weld County Code,
the failure to commence construction of the improvements outlined herein within three (3) years, if/when
triggered, may result in the revocation or suspension of ZPAG 19-0004, upon consideration and order of the
Board of County Commissioners, and
WHEREAS, the parties agree that the Property Owner shall provide collateral for off -site
improvements as required by this Agreement, if/when triggered, as required by the Board of County
Commissioners.
NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and covenants
contained herein, the parties hereto promise, covenant and agree as follows:
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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PART I: SITE SPECIFIC PROVISIONS
A. Future Off -Site Improvements:
1.0 Traffic Triggers. If/When the traffic associated with the ZPAG Permit 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. If ambient
traffic combined with traffic associated with ZPAG19-0004 triggers the need for safety
improvements,
Property Owner agrees to participate in the proportional share of those improvements. The Property
Owner's development does not currently meet the traffic safety triggers requiring the improvements
specified below; however, off -site or phased improvements 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 OR participate in proportional share of these improvements if triggered
by combined ambient and site traffic:
• Design and construct a paved roadway along CR 43 from CR 10 to HWY 52 or
participate in proportional share of county determined paving whenever traffic
exceeds gravel capacity or becomes a safety hazard to traveling public.
• Property Owner shall design and construct a left deceleration/turn lane on CR 43
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 43
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 43
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 43
whenever such a lane would be a benefit to the safety and operation of the roadway.
The County, in its sole discretion, shall determine if a left acceleration lane is
required.
MI 2.0 Property Owner's Responsibilities regarding Future Triggers. Property Owner is solely responsible
2 for the cost and construction of required improvements if site traffic increases to these standards. These
as responsibilities may include but are not limited to the following, as applicable: design, surveys, utility
U t locates, acquisition of ROW, dedication of ROW, ROW and Access Permits and fees, coordination with
s 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 Occupational
aM-w- Safety and Health Administration (OSHA), Colorado Department of Transportation (CDOT), Colorado
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N.4.- 3.0 Cost of Construction Exhibit. When any trigger is met, the Property Owner shall submit Exhibit A
within six (6) months of being notified regarding the need for the triggered improvements, indicating the
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wa a cost of construction estimates (engineer's estimate) to detail the costs used in determining the collateral
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requirement for the development. Construction costs must be obtained through a registered Colorado
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Engineer. A registered Colorado Engineer must sign and stamp the construction cost exhibit for sites that
m aV have project collateral. New or additional collateral may be required for the triggered improvements. If
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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 is met, 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.
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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:
1) CR 43 between CR 10 and HWY 52
2.0 Haul trucks shall enter and exit the site at the approved access(es) on CR 43 and travel to
the nearest paved road for further dispersal. Any County roads used by ZPAG19-0004 traffic 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 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.
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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D. Maintenance Requirements:
1.0 Off -site recurring maintenance, if applicable, as required by the Board:
2.0 Dust Control. Property Owner shall be fmancially responsible for its proportional share of
dust control on unpaved designated haul/travel routes after commencement of operation. The
amount and extent of dust control will be determined by site -specific conditions at the time, as
determined exclusively by County personnel. Dust abatement along the relevant haul/travel routes
is expected to occur approximately two to five times per year. Dust abatement is required for roads
with more than 200 vehicles per day, per Section 8-6-100 of the Weld County Code.
2.1 Dust Control During Construction. If necessary, as determined by the County, the Property
Owner shall cause to be performed within 30 days of notification, at its sole expense, dust control
by a contractor approved by Weld County Public Works during the construction period of the
development.
3.0 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.
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 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.
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 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.
5.1 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.
6.0 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 fmal 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 proportional share of costs. Property
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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Owner agrees to pay such proportionalshare of costs within 30 days of receiving an invoice from
County.
7.0 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.
8.0 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 fmal 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
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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, which shall also include those 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, which may include those 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 employ at its expense a third party qualified testing company approved by
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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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 at the time of execution of the Agreement, 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
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.
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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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:
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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.
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
Meadow Ridge Holdings, LLC - ZPAG19-0004 - 1A19-0025
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Property Owner that said deficiencies have been corrected. If the County personnel fmds that the
improvements are constructed according to County standards, he or she shall approve the
improvements. Such fmal 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.
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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 and movement of Extra -legal Vehicles and Loads occurs in a safe and efficient manner.
E. Enforcement and Remedies:
1.0 Violation of Terms of Agreement. If in County's opinion, Property Owner has violated any
of the terms of this Agreement, County shall notify Property Owner of its belief that the Agreement
has been violated and shall state with specificity the facts and circumstances which County believes
constitute the violation. Property Owner shall have fifteen (15) days within which to either cure the
violation or demonstrate compliance. If, after fifteen (15) days have elapsed, County believes in
good faith that the violation is continuing, County may consider Property Owner to be in breach of
this Agreement.
2.0 Remedies for Breach by Property Owner. In the event that County determines that Property
Owner 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 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
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
Page 8 of 12
or order shall be necessary to 'access collateral for the purpose of completing improvements as
described above.
2.4 Revocation of Permit. Property Owner acknowledges that failure to comply with the terms
of this Agreement constitutes cause to revoke the Permit, and County may exercise this option in
its sole discretion by proceeding with revocation under the then current provisions of the Weld
County Code.
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 the Weld County Code. However, County may still exercise
all necessary activities under this Agreement that the County determines necessary to protect the
health, safety, and welfare of the residents of Weld County.
3.2 Cessation of all Permit Related Activities. Termination of this Agreement shall occur upon
Property Owner's complete cessation of all activities permitted by the ZPAG 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 Use 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 Use, and
intends to make use of the rights and privileges available to it through the then existing ZPAG.
3.4 Revocation of ZPAG. This Agreement shall terminate following County's revocation of
Property Owner's ZPAG, 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.
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. 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.
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
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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 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
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
Page 10 of 12
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 Administrative Approval by the Department of
Planning Services of the underlying land use permit, the provisions of the Staff Approval 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.
PROPERTY OWNER: Meadow Ridge Holdings, LLC
By:
Name:
Title:
niaA,6,f
STATE OF COLORADO
County of Weld
Date: ) - 2 - 4O/'1
SS.
The foregoing instrument was acknowledged before me thiCt day of !X 6,-1,17)4,7,
201 J, by �7i,'Jr/+/ ` • f'≥ h r
WITNESS my hand and official seal.
CAROL M MEI . I ow
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 19034012800
MY SON EXPIRES SEPTEMBER 24 2021
Notary Public
e Holdings, LLC - ZPAG19-0004 - IA19-0025
Page 11 of 12
WELD COUNTY:
Al LEST: d,arW1 p.ek BOARD OF COUNTY COMMISSIONERS
Weld ' o my Clerk to the oard WELD COUNTY, COLORADO
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Mike Freeman, Chair
Meadow Ridge Holdings, LLC - ZPAG19-0004 - IA19-0025
Page 12 of 12
JAN 1 5 2020
020.20- 00237
Contract Form
Entity Information
New Contract Request
Entity Name*
MEADOW RIDGE HOLDINGS LLC
Entity ID*
@00041724
Contract Name" Contract ID
IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT 3328
ZPAG 19-00 04
Contract Status
CTB REVIEW
Contract Lead*
TJUANICORENA
❑ New Entity?
Parent Contract ID
Requires Board Approval
YES
Contract Lead Email Department Project
tjuanicorena@co.weld.co_us
Contract Description*
IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT ZPAG19-0004 NO COLLATERAL REQUIRED
Contract Description 2
Contract Type*
AGREEMENT
Amount*
$0.00
Renewable*
NO
Automatic Renewal
Grant
IGA
Department
PUBLIC WORKS
Department Email
CM-
PublicWorks@weldgov.com
Department Head Email
CM-PublicWorks-
DeptHead@weldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYA I I ORNEY@WELD
GOV.COM
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 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
Termination Notice Period
Review Date*
12/30/2020
Renewal Date
Committed Delivery Date Expiration Date
12/29/2021
Contact Information
Contact Info
Contact Name
s
Purchasing Approver
CONSENT
Approval Process
Department Head
JAY MCDONALD
DH Approved Date
12/1812019
Final Appr
BOCC Approved
YES
BOCC Signed Date
01/15/2020
BOCC Agenda Date
5/2020
Originator
TJl1ANICORENA
Contact Type Contact Email
Finance Approver
CONSENT
Contact Phone 1 Contact Phone 2
Purchasing Approved Date
12/1812019
Finance Approved Date
2/1812019
Tyler Ref #
RECORDING
Legal Counsel
CONSENT
Legal Counsel Approved Date
12/18/2019
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