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Home My WebLink About20195149.tiffRESOLUTION RE: APPROVE RELEASE OF PROJECT COLLATERAL AND ACCEPT WARRANTY COLLATERAL FOR USE BY SPECIAL REVIEW PERMIT, USR18-0029 - EXPEDITION WATER SOLUTIONS COLORADO, LLC WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, by Resolution dated August 1, 2018, the Board approved the application of Front Range Dairy, LLC, 9743 CR 16, Fort Lupton, CO 80621, c/o Expedition Water Solutions, 2015 Clubhouse Drive, Suite 201, Greeley, CO 80634, for a Site Specific Development Plan and Use by Special Review Permit, USR18-0029, for Mineral Resource Development Facilities, Oil and Gas Support and Service (Class II Oilfield Waste Disposal Facility - Saltwater Injection Facility) in the A (Agricultural) Zone District, on the following described real estate, being more particularly described as follows: Lot C of Recorded Exemption, RECX18-0029; being part of the SW1/4 of Section 22, Township 2 North, Range 67 West of the 6th P.M., Weld County, Colorado WHEREAS, on July 10, 2019, the Board of County Commissioner of Weld County, Colorado, approved an Improvements Agreement According to Policy Regarding Collateral for Improvements for Expedition Water Solutions Colorado, LLC, between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Expedition Water Solutions Colorado, LLC with terms and conditions being as stated in said agreement, and accepted project collateral in the form of a Company Check #001741, drawn on the Cadence Bank, N.A., 2015 Clubhouse Drive, Suite 201, Greeley, CO 80634, in the amount of $332,000.00, and WHEREAS, the Board has been presented with County Road Warranty Bond No. LPM9329945, from Fidelity and Deposit Company of Maryland, c/o Zurich American Insurance Company, Attn: Surety Claims, 1299 Zurich Way, Schaumburg, IL 60196-1056, in the amount of $49,800.00, and WHEREAS, staff from the Weld County Departments of Public Works and Planning Services have conducted a visual inspection and recommend release of said project collateral and acceptance of warranty collateral for the aforementioned off -site improvements, and WHEREAS, upon recommendation of staff, the Board deems it advisable to release said project collateral, in the amount of $332,000.00, and accept warranty collateral for off -site improvements in the form of County Road Warranty Bond No. LPM9329945, from Fidelity and Deposit Company of Maryland, c/o Zurich American Insurance Company, Attn: Surety Claims, 1299 Zurich Way, Schaumburg, IL 60196-1056, in the amount of $49,800.00. 01/ 4556158 Pages: 1 ofee 2 : RAJ( T -31O6 I £R IC F -I) 01/07/2020 02:08 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO Q l/1O l O i tiil `i laieilii�l iii h 1� �� (_too)2019-5149 PL2566 RELEASE PROJECT COLLATERAL AND ACCEPT WARRANTY COLLATERAL FOR OFF -SITE IMPROVEMENTS - EXPEDITION WATER SOLUTIONS COLORADO, LLC PAGE 2 NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the project collateral, in the amount of $332,000.00, be and hereby is, released, and warranty collateral for off -site improvements, in the form of County Road Warranty Bond No. LPM9329945, from Fidelity and Deposit Company of Maryland, do Zurich American Insurance Company, Attn: Surety Claims, 1299 Zurich Way, Schaumburg, IL 60196-1056, in the amount of $49,800.00, be, and hereby is, accepted. BE IT FURTHER RESOLVED by the Board that the Clerk to the Board be, and hereby is, directed to return said project collateral to the appropriate issuing party. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 23rd day of December, A.D., 2019. BOARD OF COUNTY COMMISSIONERS WE COUNTY, COL• - DO ATTEST: d#,,,,L,t, w ..,44,;,1 Weld County Clerk to the Board e BY: Deputy Clerk to the Board APPROVED AS ounty A" orney Date of signature: O1 /o2/20 arbara Kirkmeyer, hair c . James ,gr,,, 721,,,, -- Steve Moreno 4556138 Pages: 2 of 2 01/07/2020 02:08 PM R Fee:$0.00 Carly Koppel, Clerk and Recorder, Weld County, CO VIII 6Pill w�il� i'I M ti l�1�IG1 ''Ii'�I��,!' LDir 11111 2019-5149 PL2566 CLERK TO THE BOARD PHONE: (970)400-4227 FAX: (970) 336-7233 1150 0 STREET P. O. BOX 758 GREELEY, CO 80632 January 31, 2020 Expedition Water Solutions, LLC c/o Todd Pene, CPA, CGMA, Controller 201.5 Clubhouse Drive, Ste 201 Greeley, CO 80634 RE: Release of Project Collateral and Accept Warranty Collateral Dear Mr. Pene: Enclosed please find a copy of the Board of County Commissioner's Resolution, dated December 23, 2019, releasing the Project Collateral in the amount of $332,000.00, and accepting the Warranty Collateral in the form of County Road Warranty Bond #LPM9329945, dated 10/31/2019, in the amount of $49,800.00, on behalf of Expedition Water Solutions, LLC. Also enclosed you will find a copy of the County Road Warranty Bond we now have in our safe representing Warranty Collateral and Weld County check #3351603 made payable to Expedition Water Solutions, LLC c/o Todd Pene, dated 1/29/2020, in the amount of $332,000.00, which represents release of the Project Collateral. If you have any questions, please contact me at (970) 400-4227, or email choffman@weldgov.com. Very truly yours, Cheryl L`off an p Y De ut Clerk/to the Boa d Enclosure cc: Tisa Juanicorena, Department of Public Works Diana Aungst, Department of Planning Services Clerk to the Board File PL2566 Complete items 1, 2, and 3. Print your name and address on the reverse so that we can return the card to you. Attach this card to the back of the maitpiece, or on the front if space permits. 1. Article Addressed to: 5/O Jef-- -0 tib i 9590 9402 4445 8248 1215 82 2. _Article .Number (Transfer from service label) 7017 1450 0000 9675 2750 ,COMPLETE THIS SECTION ON DELIVERY A. Signature 2::ssee e' r) b r: t D. Received by (Printed Name) C. „pate of Delivery D. Is delivery address different from item 1? M Yes YES, enter delivery address below: ❑ No oIf Irif 3. Service Type O Adult Signature ❑ Ault Signature Restricted Delivery Certified Mail® ❑ ` Certified Mail Restricted Delivery ❑ Collect on Delivery ❑ Collect on Delivery Restricted Delivery -ed Mail !ed Mail Restricted Delivery $500) ❑ Priority Mail Express® ❑ Registered MaiITM ❑ Registered Mail Restricted Delivery ❑ Return Receipt for Merchandise ❑ Signature ConfirmationTm ❑ Signature Confirmation Restricted Delivery PS Form 3811, July 2015 PSN 7530-02-000-9053 Domestic Return Receipt e494;f"Jac-• ri4a122J144144 'ARL irAVea t Wflarnms•tr41•••na t.44:4P2zWms4lel4-r4it ezr. ..,4•,u•-... wuU gib V '.'. • n n 3 I R 3 tie CLER TO TH 1150O STREET PQ BOX 758 GREELEY CO 80632-0758 "tx „:sue. Ets 't-'cGcca r.u--,...x EXPEDITION WATER SOLUTIONS, LLC do TODD PENE, CPA, CGMA, CONTROLLER 2015 CLUBHOUSE DRIVE, STE 201 GREELEY, CO 80634 p nJ Ui ET CI D rR N H co N ru Ln N ELI D H For delivery information, visit our website at www.usps.com®. Certified Mail Fee $ Extra Services & Fees (check box, add fee as appropriate) O Return Receipt (hardcopy) $ ❑ Return Receipt (electronic) $ O Certified Mail Restricted Delivery ❑ Adult Signature Required • Adult Signature Restricted Delivery $ Postage Total Postage and Fees �t ndApt. No., or f ox Naf PS Form 3800,; April 2015 PSN 7530-02-001J•9047 • 4 ® Complete items 1222 and 3. is Print your name and address on the reverse so that we can return the card to you. Attach this card to the back of the maifpiece, or on the front if space permits. Article Addressed to: „ea, CfiA, eivkt, tO6N.,, 9590 9402 4445 8248 1215 82 2, Article Number (Transfer from service label) PS Form 3811, July 2015 PSN 7530-02-000-9053 COMPLETE THIS SECTION ON DELI_ A Signature B. Received by (Printed Name) D. Is delivery address different from item If YES, enter delivery address below: 3. Service Type ❑ Adult Signature O Adult Signature Restricted Delivery Certified Mail® ❑ Certified Mail Restricted Delivery ❑ Collect on Delivery ❑ Collect on Delivery Restricted Delivery ❑ Insured Mail ❑ Insured Mail Restricted Delivery (over $500) ❑ Prioi ❑ Regi ❑ Regi Deli\ ❑ Retu Merc ❑ Sign, ❑ Sign Rest Domestib I Ci unty Road warranty Bond Bond No0 LPM9329945 KNOW ALL MEN BY THESE PRESENTS, That we, Expedition Water Solutions Colorado LLC , as Principal, and Fidelity and Deposit Company of Maryland , as Surety, are held and firmly bound unto, Weld County Public Works Department, 1111 H Street, Greeley, CO 80632 as Obligee, in the penal sum of Forty Nine Thousand Eight Hundred and no/100 Dollars (549,800.001 to which payment well and truly to oe made we do bind ourselves, and each of our heirs, executors, administrators, successors and assigns jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, That whereas, the said Principal has been issued a license or permit from Weld County for County Road 19. WHEREAS, a surety bond is required of said Principal to guarantee the proper restoration and replacement to the extent of actual damages causec by the Principal of the County's maintained, governed or owned; rights -of -way, or property to include roads, ditches, bridges and culverts that the Principal utilized. The Surety may at any time terminate its liability by giving thirty (90) days written notice to the Obligee, and the Surety shall not be liable for any default alter such ninety day notice period, except for defaults occurring prior thereto. SIGNED, SEALED, AND DATED THIS 31st Day of October 2019. Expedition Water Solutions Colorado LLC Principal By ,71-n1 Y., Fidelity and Deposit Company of Maryland Surety By U\ Desiree E Westmoreland, Attorney -ire -Fact ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPAN FIDELITY AND DEPOSIT COMPANY OF MARYLAN {I POWER OF ATTORNEY Y KNOW ALL MEI\ BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Illinois, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by ROBERT D. MURRAY, Vice President, in pursuance of authority granted by Article V, Section 8, of the By -Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Bret So BURTON, Tim Ho HEFFEL, Desiree E. WESTMORELAND, Timothy Craig SMITH, David Be McKINNEY, Todd Alan RAMBO and Myriah A. VALDIVIA, all of Wichita, Kansas, EACH its true and lawful agent and Attorney - in -Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By -Laws of said Companies, and is now in force. IN WITNESS WHEREOF, the said Vice -President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this 27th day of March, A.D. 2019. Assistant Secretary Dawn E. Brown ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND Vice President Robert D. Murray State of Maryland County of Baltimore On this 27th day of March, A.D. 2019, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, ROBERT Do MURRAY, Vice President, and DAWN E. BROWN, Assistant Secretary, of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly sworn, deposeth and saith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. (-1- ! -Ata .r i..t i) ) . ;/_i..A/)^..?._."._— .,..,•,..')11.\ " .�`.s• fir tit%:N. A) • �\�iiiiIIIIP Constance A. Dunn, Notary Public My Commission Expires: July 9, 2019 POA-F 076-6692B EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V, Section 8, Attorneys -in -Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys -in -fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney -in -fact to affix the corporate seal thereto; and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE I, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate; and I do further certify that Article V, Section 8, of the By -Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the 10th day of May, 1990. RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice -President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company, shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 3/:r" day of CC7Jt(0Lr 20 19 . Brian M. Hodges, Vice President TO REPORT A CLAIM WITH REGARD TO A SURETY BOND, PLEASE SUBMIT ALL REQUIRED INFORMATION TO: Zurich American Insurance Co. Attn: Surety Claims 1299 Zurich Way Schaumburg, IL 60196-1056 ARRANT NUMBER 3351603 INVOICE NUMBER 0R REFERENCE . INVOICE hAT }NVGMCF AMOI INT 9DIS O# 1NT OR DF DI l ';TIONsS ADDITIONAL AM ;i INT NET AMOUNT 01/27/20 332,000.00 0.00 0.00 332,000.00 W .a Ga'de .rv1,y!g5Vi WA:up. st.",„`W(g4:""o,!ntA eaztes1) "�..v.twWaY.vmeacusdakuct.s,-,,,yunrax.r,.mmvnl,.v. REMOVE DOCUMENT A • LONG THIS PERFORATIION lw.n.""/,Y+'avk"�w`irv}."�L;kaT'4i. 5kv, Ill 1 � i i. ,,,,, li ° ,I 4r' , ,i i.'I II,�,,!.)�. Ilj', . � ,,,� Ir Ir�der of Thpi Of County : I I ! ,. IS ;II : IIIII �II' .I ' I I i� "� ,i� � �I►I II it it 11l,. 11111;1 III ail iili, P. . Box 758 1 IIIIi I1u11.,�i�l Greeley, CO 80632IIIlllill argo (970) 356-4000 FAX: (970)352-0242 Greeley, CO 80634 DATE 1/29/2020 III : 'Il I III i111 . I'i 111,1111+ I' O � � i Ili Y Three Hundred Thirty Two Thousand Dollars PAY TO THE ORDER OF EXPEDITION WATER SOLUTIONS, LLC C/O TODD PENE, CPA CGMA CONTROL 2015 CLUBHOUSE DR STE 201 GREELEY CO 80634 �7" A�-'" wYm. WARRANT NUMBER 3351603 OUT OF MONIES IN THE TREASURY APPROPRIATED THEREFOR AND CHARGEABLE TO THE CHAIRMAN BOARD OF COUNTY COMMISSIONERS Ear5,462>6., CLERK OF THE BOARD :LA (4)4) OARD OF COUNTY COMMISSIONERS PASS -AROUND VIEW S egu1ar Age d a REQUEST ys RE: BOCC Age Sa Ite .. —Red; c:. Pr ject Coflater.1 to %V Expedition Water Solutions Colorado, LLC — USR18.0029 :.s rranty Collateral For: DEPARTMENT: Public Works DATE;, October 30, 2019 PERSON REQUESTING: Tisa Juanicorena Brief description of the issue: The Department of Public Works received a request from Todd Pene, on behalf of Expedition Water Solutions Colorado, LW, requesting that the Board ofCounty Commissioners release the currently held project collateral of $33� 000.0 P � Q, for improvements related to USR18-0029, -, , and reduce it to warranty collateral. Warranty collateral in the amount of $49,800.00 is required to be held for the duration of the warranty period. We request the Board approve a cash release from the trust fund in the amount of $332,000.04 and accept pp 9 p warranty collateral l.a -ral in the amount of $4998011.0®y procured in the form of Bond No. LPM9329945 Weld County Public Works and Planning Department performed a site inspection, at the above -mentioned site, and observed the following: All items on Exhibit A, of the improvements Agreement According to Policy Regarding Collateral for Improvements Document #2019-261g, have been completed and are found to be acceptable. Bob Choate/Assistant County Attorney has reviewed the Improvements Agreement and Collateral requirements and recommends this release of project collateral and acceptance of warranty collateral. Wh t opti s exist for the r= ::ard? 1. Have this hOCC Hearing fie be ply, ced I the next vallable age r;d :: s part of the Regular Agenda. d Co CollateralList: Expedition Water Solutions Colorado, LLC U `lS-0029 (PL2566, #2019-2618) • Improvements and Road Maintenance Agreement Approved 7/10/2019 — Contract ID 2751 Company Check #001741, drawn on Cadence Sank, NA ep sited 07/19123;1 ._IA $332,000.00 Recommendation: The Departments of Public Works, Planning Services and the County Attorney's Office are recommending approval roval of the release of project collateral and acceptance of warranty collateral for Expedition Water Solutions Colorado, LLC — U R.18 -, O29, and that this item be placed on the next regularly scheduled BOCC Hearing, as part of the Regular Agenda. g Schedule as egular m.YMtG S 44,.., . en a BO C item Other/Comments: Sean P. Conway Mike Freeman, Pro-Tem Scott K. James Barbara Kirkmeyer, Chair Steve Moreno 2019-5149 Q,3 5Co Cheryl Hoffman To: Cc: Subject: Attachments: Kimberly Dewey Esther Gesick; Tisa Juanicorena; Cheryl Hoffman Resolution signed and recorded - Release of Project Collateral 20195149 -Release of Project Collateral - Expedition Water Solutions Co LLC - USR18-0029.pdf Hi, Kim. Here's another reimbursement of project collateral in the amount of $332,000.00. A good address is: Todd Pene, CPA, CGMA Controller 2015 Clubhouse Dr., Ste 201 Greeley, CO 80634 Please hand -deliver this check to me, Kim, so I can send it certified mail with their paperwork. Thanks so much! thery toHoffman an Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, C0 80632 Tel: (970) 400.4227 choffman@weldgov.com Cheryl Hoffman From: ant:ti_ Subject: Todd Pene <tpene@expedition-water.com> Wednesday, January 8, 2020 11:19 AM Cheryl Hoffman; Tisa Juanicorena RE: EWS bond/letter of credit amount Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Certainly. Please send to my attention at the address below. Thanks! Todd Pene, CPA, CGMA Controller 2015 Clubhouse Dr., Ste. 201 Greeley, Co 80634 970-515-6950 ext 1004 970-515-3544 direct www.expedition-water.com From: Cheryl Hoffman [mailto:choffman@weldgov.com] Sent: Wednesday, January 8, 2020 11:17 AM To: Todd Pene <tpene@expedition-water.com>; Tisa Juanicorena <tjuanicorena@weldgovacom> Subject: RE: EWS bond/letter of credit amount Tisa, thanks for copying me on this. Todd, could you give me a good address for you, please? I want to make sure I have it correct when I receive the paperwork. Thanks so much! hen ff Deputy Clerk to the Board 1150 D Stre et/P. ®. Box 758 Greeley, CO 80632 Tel: (970) 400.4227 choffman@weldgov.com From: Todd Pene <tpene@expedition-water.com> Sent Wednesday, January 8, 2020 11:14 AM T m Tisa Juanicorena <tjuanicorena@weldgov.com> 1 Cc: Cheryl Hoffman <choffman@weldgov.com> Subject: RE: EWS bond/letter of credit amount Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Great news! Thank you for the update! Certified mail is perfectly fine to send the check to us by. Thanks again! Todd From: Tisa Juanicorena[mailto:tivanicorena@weldgov.com] Sent: Wednesday, January 8, 2020 11:02 AM To: Todd Pene <tpene@expedition-water.com> Cc: Cheryl Hoffman <choffman@weldgov.com> Subject: RE: EWS bond/letter of credit amount Hi Todd, It is no bother and you can follow up as often as you wish. This release was presented on 12/23 and has been sent to recording. As soon as it is returned to the Clerk to the Board office, they can process the release and send it to you by certified mail. I will try to follow up with you if I see it is back from recording so you know to expect the collateral. If you prefer to pick up the check — you can contact Cheryl Hoffman inClerktotheBoardatchoffman@weldgov.comorcallherat970.400.4227toletherknowyourpreferenceotherwise it will be sent by certified mail. I am copying her on our correspondence. If this were my collateral, I would be following up often as well, so no worries. Hope you have a terrific day, Tisa Tisa Juanicorena Development Review Public Works 1111 H Street Greeley, CO 80634 tjuanicoreno@weldgov.com quanicorena@cooweld.co.us tel: 970.400.3778 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise 2 protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Todd Pene <tpene@expedition-water.com> Sent: Wednesday, January 8, 2020 9:32 AM To: Tisa Juanicorena <tivanicorena@weldgov.com> Subject: RE: EWS bond/letter of credit amount This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Tisa I hate to bother you again, but are there any updates on this? Thanks! Todd From: Tisa Juanicorena[mailto:tjuanicorena@weldgov.com] Sent: Friday, December 6, 2019 2:13 PM Ti: Todd Pene <tpene@expedition-water.com> Subject: RE: EWS bond/letter of credit amount Hi Todd, It is awaiting an Agenda date with the Clerk to the Board office. As soon as it is placed on a future agenda, I can let you know. I will present it to the BOCC and then we can move forward with recording and release. My apologies, it can be a lengthy process with all the steps of approval. Have a nice weekend! Tisa lisa aT Pena Development eview Public Works 1111 H Street Greeley, CO 80634 tjuanicorend@weldgov, corn Nuonicorena@co.weld.co.us tel: 970.400.3778 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return 3 From: To: Subject: Date: Tisa, Trace Anderson Tisa ]uancorena EWS #6 USR18-0029, Ready for Release to Warranty Wednesday, October 30, 2019 12:28:42 PM Expedition Water Solutions Colorado, LLC USR18-0029 can be released down to warranty. Josh sent an update confirming acceptance of the as -built plans and stabilization within the County ROW has been achieved. All submittals have been received and inspections have occurred. Thank you. Trace Anderson Development Review Public Works 1111 H Street Greeley, CO 80634 tand erson P weld gov. corn tanderson(@co.weld.co.us Mobile: 970.397.4515 Office: 970.400.3714 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. Contract Form New Contract Request Entity Name* EXPEDITION WATER SOLUTIONS, LLC 0035538 Entity ID* Contract Name* RELEASE IA TO WARRANTY USR18-0029 Contract Status CTB REVIEW Contract ID 3266 Contract Lead* TJUANICORENA New Entity? Parent Contract ID Requires Board Approval YES Contract Lead Email Department Project # tjuanicorena@co.weld.co us Contract Description* RELEASE IA PROJECT COLLATERAL TO WARRANTY USR18-0029 Contract Description 2 Contract Type* AGREEMENT Amount* $49,800.00 Renewable* NO Automatic Renewal Grant 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* 12/09/2019 Due Date 12/05/2019 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 On Base Effective Date Termination Notice Period Review Date* 1230/2020 Committed Delivery Date Renewal Date Expiration Date* 12/29/2021 Contact Information Contact Info Contact Name Purchasing Purchasing Approve Approval Process Department Head JAY MCDONALD DH Approved Date 12/03/2019 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date Originator TJUANICORENA Contact Type Contact Email Finance Approver BARB CONNOLLY Contact Phone 1 Contact Phone 2 Purchasing Approved Date Finance Approved Date 12/04/2019 Tyler Ref # Legal Counsel BOB CHOATE Legal Counsel Approved Date 12/04/2019 Submit RESOLUTION RE: APPROVE IMPROVEMENTS AND ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS, AUTHORIZE CHAIR TO SIGN, AND ACCEPT OFF -SITE COLLATERAL FOR USE BY SPECIAL REVIEW PERMIT, USR18-0029 - EXPEDITION WATER SOLUTIONS COLORADO, LLC WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, on August 1, 2018, the Weld County Board of Commissioners approved the application of Front Range Dairy, LLC, 9743 CR 16, Fort Lupton, CO 80621, do Expedition Water Solutions Colorado, LLC, 2015 Clubhouse Drive, Suite 201, Greeley, CO 80634, for a Site Specific Development Plan and Use by Special Review Permit, USR18-0029, for Mineral Resource Development Facilities, Oil and Gas Support and Service (Class II Oilfield Waste Disposal Facility - Saltwater Injection Facility) in the A (Agricultural) Zone District, on the following described real estate, being more particularly described as follows: Lot C of Recorded Exemption, RECX18-0029; being part of the SW1/4 of Section 22, Township 2 North, Range 67 West of the 6th P.M., Weld County, Colorado WHEREAS, pursuant to certain Conditions of Approval, the Board has been presented with an Improvements and Road Maintenance Agreement According to Policy Regarding Collateral for Improvements between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Expedition Water Solutions Colorado, LLC, with terms and conditions being as stated in said agreement, and WHEREAS, the Board has been presented with Company Check #001741, drawn on Cadence Bank, N.A., in the amount of $332,000.00, and WHEREAS, after review, the Board deems it advisable to approve said agreement and accept said Company Check #001741 as stated above, copies of which are attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Improvements and Road Maintenance Agreement According to Policy Regarding Collateral for Improvements between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Expedition Water Solutions Colorado, LLC, be, and hereby is, approved. BE IT FURTHER RESOLVED that Company Check #001741, drawn on Cadence Bank, N.A., in the amount of $332,000.00, be, and hereby is, accepted. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. C-TS(C (1),P ( 1J/ER /C H), Pt..Coartsa) 0W/0?/19 e.e4 ,e(ptv) 1/i/19 2019-2618 PL2566 IMPROVEMENTS AGREEMENT - EXPEDITION WATER SOLUTIONS COLORADO, LLC PAGE 2 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 10th day of July, A.D., 2019. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: dat L) to;A Weld County Clerk to the Board BY' APPRO,VED /County '"torney Date of signature: It4L/LA- Barbara Kirkmeyer,hair 3 Mike Freeman, Pro -Tern can P. • nway Steve Moreno 2019-2618 PL2566 BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW/Regular or Consent Hearing Agenda REQUEST RE: BOCC Agenda Item - Approve Improvements and Road Maintenance Agreement for: Expedition Water Solutions Colorado, LLC — USR18-0029 DEPARTMENT: Public Works DATE: May 21, 2019 PERSON REQUESTING: Tisa Juanicorena Brief description of the issue: The Department of Public Works received a request from the applicant, Expedition Water Solutions Colorado, LLC, requesting that the Board of County Commissioners consider approving the Improvements and Road Maintenance Agreement for (USR18-0029). Collateral is required with this agreement and will be presented to the Board. 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 Use by Special Review Permit Resolution, as signed by the Board of County Commissioners. What options exist for the Board? 1. 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 USRI 8-0029, and that this item be placed on the next regularly scheduled BOCC Hearing, as part of the Regular Agenda. Approve Schedule as Regular Recommendation BOCC Hearing Item Other/Comments; Sean P. Conway Mike Freeman, Pro-Tem Scott K. James Barbara Kirkmeyer, Chair Steve Moreno GG Pc,ot'r5/£P), PL.COO.! KR) oirto7t i9 6. - CPcv) XO,9 a4/1 P�a5CoCo IMPROVEMENTS & ROAD MAINTENANCE AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS Expedition Water Solutions Colorado, LLC — USR18-0029 THIS AGREEMENT is made this / 74 day of /WWI,'.- , 201(1, by and between Expedition Water Solutions Colorado, LLC, 2015 Clubhouse Drive, Suite 201, Greeley, CO 80634, a corporation organized under the laws of the State of Colorado, 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 C of Recorded Exemption, RECX 1 8-0029; being part of the SW1/4 /4 of Section 22, Township 2 North, Range 67 West of the 6th P.M., Weld County, Colorado hereinafter referred to as "the Property," and WHEREAS, Property Owner has received Board of County Commissioner approval of USR18-0029, and WHEREAS, Property Owner acknowledges that the final approval of USRI8-0029 is conditional upon Property Owner's funding and/or construction of the off -site improvements and road maintenance described in this Agreement and depicted in the following incorporated exhibits: Exhibit A-1 — Off -Site Costs of Construction, Exhibit B-1 - Off -Site Construction Schedule, Exhibit A-2 — Future Improvements Costs of Construction (to be attached per section B.3.0), Exhibit B-2 — Future Improvements Construction Schedule Triggers (to be attached per section B.4.0), Exhibit C — Construction Plans, Exhibit D — Plat Map (recorded simultaneously with this Agreement), and WHEREAS, Property Owner acknowledges they may not operate as described in USR I 8-0029 until said improvements have 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 the improvements outlined herein within three (3) years of the approval of USR18-0029 may result in the revocation or suspension of USR18-0029, 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 required by this Agreement when the Board of County Commissioners approves 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: 4506399 Pages: 1 of 17 07/17/2019 03:02 PM R Fee:$0.00 $0.00 dorado, LLC - USR 18-0029, IA Carly Komi., Clark and Recorder, Weld County, COIy I of '3 .24 (� VIII FAIN IA:W MMEkrr1J k i Y�G Ir I II Ii PART I: SITE SPECIFIC PROVISIONS A. Off -Site Improvements (as required by the BOCC): The Property Owner shall be responsible for the construction of certain off -site safety improvements identified in the USR hearing Resolution, which may include, but are not limited to: construction of adequate turning radii of sixty-five (65) feet at the main entrances and exits which extend into county road ROW connecting to the county road system, and off -site drainage and signage installations, as indicated on the accepted Exhibits. 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. Additional Off -Site improvements to be constructed prior to operation are: 1) Design and construct a left deceleration lane on CR 19 Additional Stipulations per the BOCC Hearing: 1) Annual review of the Intersection of CR 19 and HWY 52 2) Haul Route may not include CR 18 1.0 Road Improvements Responsibilities. Property Owner is solely responsible for all the off -site designated improvements. These responsibilities may include but are not limited to the following: design, surveys, utility locates, acquisition of ROW, if necessary, dedication of ROW, if necessary, 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. 2.0 Cost of Construction Exhibit. The cost of construction estimates (engineer's estimate) as identified in Exhibit A-1 detail the costs used in determining the collateral requirement for the off -site improvements related to the development. A registered Colorado Engineer must sign and stamp the construction cost exhibit on Exhibit A -l. If more than three (3) years have passed since the last construction cost estimate was provided, the Property Owner shall provide an updated construction cost estimate prior to the start of construction. 3.0 Construction Schedule Exhibit. Exhibit B -1 is provided by the Property Owner indicating the construction schedule for all off -site improvements, including an anticipated completion date. Property Owner shall not commence construction of any improvements, record plat, or receive any permitting prior to approval of the of this Agreement, the attached Exhibit C, receipt of the appropriate Grading Permit, Access Permit, and/or ROW Permit, if applicable. Property Owner shall substantially complete all improvements in accordance with Exhibit B-1 in order to request the warranty period begin. In the event that the construction schedule is not current, the Property Owner shall submit a revised construction schedule. 4.0 Off -site Improvements Collateral. As required, collateral is accepted and released by the Board of County Commissioners pursuant to the Weld County Code. Additional information about collateral is outlined in Part II.B of this Agreement. 5.0 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 4506399 Pages: 2 of 17 07/17/2019 03:02 PM R Fss:$0.00 Carly Koppaa, Clark and Recorder, Wald County, CO ilk IN lorado, LLC - USR18-0029, IA of 13 drawings. The as -built drawings shall be stamped, signed, and dated by a licensed and registered Professional Land Surveyor or Professional Engineer. B. Future Off -Site Improvements: 1.0 Traffic Triggers. When the Property's traffic reaches certain safety thresholds as set forth in this agreement, the Property Owner shall design and construct certain road improvements based on the amount of traffic being generated by the site. Property Owner's development may not currently meet the traffic safety triggers requiring the improvements specified below. However, future off -site or phased improvements may be warranted in the future. Property Owner is required to design, obtain right-of-way, relocate utilities, and construct said auxiliary lanes into their site when all traffic to/from the Property meets the following traffic triggers: 1) Property Owner shall design and construct a right deceleration/turn lane on CR 19 whenever traffic exceeds 25 VPH turning right into the Property for an average daily peak hour. 2) Property Owner shall design and construct a right acceleration lane on CR 19 whenever traffic exceeds 50 VPH turning right out of the Property for an average daily peak hour. 3) Property Owner shall design and construct a left acceleration lane on CR 19 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. 2.0 Property Owner's Responsibilities when Future Triggers are Met. Property Owner is solely responsible for all designated improvements and their cost. These responsibilities include but are not limited to the following, as applicable: design, surveys, utility locates, acquisition of ROW, if necessary, dedication of ROW, if necessary, 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 the trigger is met the Property Owner shall submit Exhibit A-2 within six (6) months of being notified regarding the 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-2. Exhibit A-2 shall be attached to this Agreement and incorporated herein once approved by the County. 4.0 Construction Schedule Exhibit. When the trigger is met the Property Owner shall submit Exhibit B-2 within six (6) months of being notified regarding the need for the triggered improvements, indicating the construction schedule, 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. 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-2 shall be attached to this Agreement and incorporated herein once approved by the County. 4508399 Pages: 3 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koeces, Clerk and Recorder, Ws1d County, CO � u NUrj llkilliiNfOICIVIII iMVI ritilil llyi, Ill Ill lorado, LLC - USR18-0029, IA of 13 5.0 Collateral. Collateral for any additional improvements required by the triggers may be required by the BOCC. Collateral.is accepted and released by the Board of County Commissioners 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 ll.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 County's costs associated with maintaining and/or improving designated haul/travel routes. As stipulated by the BOCC, CR 18 may not be utilized as a part of the associated haul routes. i .0 Haul Routes. The following roads are designated as haul/travel routes for the Property: 1) North and South on CR 19 2.0 Haul trucks/traffic shall enter and exit the site at the approved access(es) on CR 19 and travel north -south for further dispersal. Any County roads used by traffic associated with USRl8-0029 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), Weld County 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 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 Board 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 Dust Control. Property Owner shall be financially responsible for its proportional share of dust control on unpaved designated haul/travel routes after commencement of operation and during construction periods. 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. 4506399 Pages: 4 of 17 07/17/2019 03:02 PM R Fee :$0,00 Carly Koppea, Clerk and Recorder, Weld County, CO Mill'IMINIi E C IAligneIVVCk►Aiiii 11 III -ado, LLC - USR 18-0029, IA f 13 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. 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). 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. Within ninety (90) days of its receipt of County's notice of the need to undertake the road maintenance repairs and/or improvements, Property Owner shall submit Off - Site Construction Plans and Cost Estimates to County for review. Property Owner shall have sole responsibility for the completion of the repairs and/or improvements on or before December 15 of the year following County's notice of the need for repairs. 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 final determination and assessment, County shall provide Property Owner with a reasonable opportunity to review, comment upon and supplement County's data, collection methodology, and determinations. The County shall review and consider Property Owner's input prior to making a final determination and assessment. The County shall have sole responsibility for determination of Property Owner's proportional share of costs. Property Owner agrees to pay such proportional share of costs within 30 days of receiving an invoice from County. 7.0 Annual Road Inspection. County may conduct a road inspection annually 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 4308399 Pages: S of 17 07/17/2019 03:02 PM R Fee:S0.00 Carly Koppes, Clerk and Recorder, Weld County, CO lorado, LLC - USR18-0029, IA ;of13 season. Notification to the Property Owner of the required roadway repairs will be given as soon as the data become 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 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 H: 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, identified on the accepted Construction Plans 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 Board of County Commissioners, 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 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. 4506399 Paws: 6 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppsa, Clark and Raoordar, Wald County, CO liii mKplio tpa IpiColo / h��1'l& AI abtIil kt 11111 rado, LLC - USRI8-0029, IA )f 13 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 collateral to guarantee all of Property Owner's obligations under this Agreement: (l) 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 Codc. 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 from and 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. Road Maintenance Collateral may be withheld from and at the time of release of Warranty Collateral, or may be submitted separately by Property Owner. 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 4308399 Pages: 7 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppss, Clark and Reoorder, Wald County. CO liii rj!'ti,4� '��,wCt'�Kl,li ELI hvitvi 11111 wado, LLC - USR 18-0029, IA of 13 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 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 Property Owner that said deficiencies have been corrected. If the County personnel finds that the 4906399 Pages: 8 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppel, Clark and Recorder, Weld County, CO VIII iNrINIMIWI VhilegaGaMSl+Ntr la ,Wk III III *ado, LLC - USR18-0029, IA f 13 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 ofthis Agreement have been faithfully kept by Property Owner. D. Access and Right -of -Way Permits: 1.0 Access Permits. Property Owner shall not use any access onto ally 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 V of Chapter 12 of the Weld County Code. 2.0 Right -of -Way (ROW) Permits. Per Article iV of Chapter 12 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. 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 508399 Pages: 9 of 17 0 07/17/2019 03:02 PM R Fee:$O 00 Carly KOPP4S, Clerk and Recorder, Weld county, CO 1�'1�'��'k��ifh III iii rado, LLC - USR18-0029, IA 4'13 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 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. 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. 4506399 Pages: 10 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppel, Clerk and Recorder, Weld County, CO iIII NUrjI'1�►I�r4Rh�Ilh��k'ti+i'r41��41Yr#�+4�Y4rk iI iii lo, LLC - USR I8-0029, IA l3 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. 5.0 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. 6.0 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. 7.0 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. 8.0 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. 9.0 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. 10.0 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 4505399 Pages: 11 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppss, Clerk and Recorder, Weld County, CO MAI MINI Ni AWlM4W iIN 1'1411411 II 'olorado, LLC - USR18-0029, iA 11 of 13 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. 11.0 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. 12.0 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. 4506399 Pages: 12 of 17 07/17/2019 03:02 PM R Fee:00.00 Carly Koppel', and Clark Recorder, Weld County, CO IM 1siali,w Expedition Water Solutions Colorado, LLC - USR18-0029, IA Page 12 of 13 PROPERTY OWNER: Expedition Water Solutions Colorado, LLC By: Name: Title: 71 - STATE OF COLORADO County of Weld } } Date: SS. The foregoing instrument was acknowledged before me this day of /?/%4te 201q,by Ji/v2 Cod /t C, WITNESS my hand and official seal. JENNIFER CHERE GODDARD NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20144036683 MY COMMISSION EXPIRES SEPTEMBER 18, 2022 WELD COUNTY: ((�� ATTEST. G :„k, Weld •u ler o the Bo BY: BOARD OF COUNTY COMMISSIONERS W D COUNTY, COL 1 RA DO Deputy CI to the Bo .`P� ♦�� arbara Kirkmeyer, C 07/01 19 03637/2002gPM Re 13 of $0.00 Carly Koppel, Clerk and Recorder, Weld County, CO W ' 1 I % BM Expedition Water Solutions Colorado, LLC - USR 18-0029, IA Page 13 of 13 air 1UL I cE 2B1 .g0/9- a6,/, EXHIBIT A-1 - Cost Sheet (OFF -SITE) Name of Facility: WCR 19 Widening Personnel Contact: Name Aaron Mills Filing/Case #: Location: WCR 19 Between 18 & 20 Title: President / TLM Const. Phone: 970-346-8323 Intending to be legally bound, the undersigned Applicant hereby agrees to provide throughout this facility the following improvements. Improvements (Leave spaces blank where they do not apply ) (OFF -SITE) Quantity Units Unit Costs (5) Estimated Construction Cost (5) f,PUBLIC WORKS.I. Survey, Street Monuments/Boxes Street Grading 4256 CY 11.70 49,795.20 Street Base 3000 SY 13.20 39,600.00 Street Paving 2915 SY 34.71 101,179.65 Pavement Marking 3564 SF 4.51 16,073.64 Curbs, Gutters, and Culverts Sidewalk Entrance/Access Improvements Road Culvert 20 LF 188.00 3,760.00 Dust Control (per Sec. E.-7.5.2) Road Maint. Collateral (per Sec. E.-7.5) Traffic Control 45 DAY 684.27 30,792.15 ,j,PLANNING SERVICES. Fire Hydrants Site Grading Retention / Detention Ponds Stormwater/Drainage Facilities Erosion Control Measures/BMP's 1540 LF 3.84 5,913.60 Grass Lined Swale Subsurface Drainage Ditch Improvements Parking Area, Curb Stops, Bus Kiosks, Mailboxes Street Lighting Street Names Signage Fencing Requirements Landscaping, Seeding, Trees, etc. 1.25 ACRE 7,300.00 9,125.00 Park Improvements Handicap Accessibility, Parking & Rails Lower Phone Line 2100 LF 6.20 13,020.00 4. Health Department. Septic Systems SUB -TOTAL: 269,259.24 (Testing, inspection, as -built plans and work in addition to preliminary and Engineering and Supervision Costs (5) final plat; supervision of actual construction by contractors) 7,742.21 4506399 Pages: 14 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Koppel', Clerk and Recorder, Weld County, CO R it IVINACCIiiiti II III AND SUPERVISION (S) 277 001.45 EXHIBIT A-1 - Cost Sheet (OFF -SITE) - Signature Page The above improvements shall be constructed in accordance with all County requirements and specifications, and conformance with this provision shall be determined solely by Weld County, or its duly authorized :. nt. Said improvements shall be completed according to the construction schedule set out in Exhibit B Title Date By: Applicant 2© r Date , 20 Title 6506390 Pages: 15 of 17 07/17/2010 03:02 P11 R Fee:$0.00 Carly Itoppes, Clerk and Recorder, Wald County, CO viii �� I I�hYw1�I Klift y 11111 EXHIBIT B-1 - Time Schedule (OFF -SITE) Name of Subdivision, PUD, IJSR, RE, SPR: Filing/Case #: Location: Intending to he legally hound, the undersigned Applicant hereby agrees to provide throughout this facility the following improvements. All improvements shall be completed within _years from the date of approval of the final plat. Construction of the improvements listed in Exhibit A-1 shall be completed as follows: Improvements (Leave spaces blank where they do not apply) Time Schedule TOFF -SITE► ,PUBLIC WORKS, Survey, Street Monuments/Boxes 2 Days Street Grading 10 Days Street Base 4 Days Street Paving 3 Days Pavement Marking 2 Days Entrance/Access Improvements Road Culvert 1 Day Sidewalks, Curbs, Gutters, and Culverts (OFF -SITE) Dust Control (per Sec. E.-7.5.2) Road Maint. Collateral (per Sec. E.-7.5) ,PLANNING SERVICES, Sidewalks, Curbs, Gutters, and Culverts (ON -SITE) Fire Hydrants Site Grading Retention / Detention Ponds Stormwater/Drainage Facilities Erosion Control Measures/BMP's 2 Days Grass Lined Swale Subsurface Drainage Ditch Improvements Parking Area, Curb Stops, Bus Kiosks, Mailboxes Street Lighting Street Names Signage Fencing Requirements Landscaping, Seeding, Trees, etc. 2 Days Park Improvements Handicap Accessibility, Parking & Rails Lower Phone Line 3 Days ,Health Department, Septic Systems Final Completion Date for Entire Project 4606399 Pages: 16 of 17 07/17/2019 03:02 PM R Fee:$0.00 Carly Ropes', Clerk and Recorder, Weld County, CO lIII I PJI1 RMNI IUiii.141 +110NWC !Mai 11111 EXHIBIT B-1 - Time Schedule- Signature Page The County, at its option, and upon the request of the Applicant, may grant an extension of time for completion for any particular improvements shown above, upon a showing by the Applicant that the above schedule cannot be met. By Applicant Date /� : j . �. 20 By: Title Applicant Date , 20 Title 4506399 Pages: 17 of 17 07/17/2019 03:02 PM R Feo:$0.00 Carly Koppes, Clerk and Reoordar, Weld County, CO 11111 4422396 08/10/2018 12:18 PM Total Pages: 1 Rec Fee: $13.00 Doc Fee. $43.50 Carly Koppes - Clerk and Recorder, Weld County, CO II Oils MILLI Special Warranty Deed (Pursuant to 38-30-115 C.RS.) Ting DEED, made on August 09, 2018 by FRONT RANGE DAIRY, LLC, A COLORADO LIMITED LIMB= COMPANY Grantor(s), of the County of WELD and State of COLORADO for the considerate of (5435,000.00) ***Four Hundred ThlrtY Five Thousand and 00/100*** dollars in hand paid, hereby sells and conveys to EXPEDITION WATER SOLUTIONS COLORADO LLC, A DELAWARE LIMITED LIABILrrY COMPANY Grantee(s), whose street address is 9360 STATION STREET, STE 375 LONE TREE, CO 80124, County of . and State of COLORADO, the following real properly in the County of Weld, and State of Colorado, to wit State Documentary Fee Date: August 09, 2019 $43.50 LOT f RECORDED EXEMPTION NO.1311- 03 RECXI&0929, ACCORDING 113 MAP RECORDED AUGUST 1, 2018 AT REC ON NO. 4419780, BEING A PORTION OF THE W112 OF SECTION 22, TOWNSHIP 2 NORTH, RANGE 67 WEST OF THE 0TH PJ SL, COUNTY OF WELD, STATE OF COLORADO. **EI EPTING AND RESERVING UNTO GRANTOR 100% OF THE OWNED OIL, GAS AND MINERAL RIGHTS. also lulown by street and number as: 0 COUNTY ROAD 19 FORT LUPTON CO 00621 with all its appurtenances and warrants the title against all persons claiming under the Grantor(s), subject to general taxes for the year 2018 and those specific Exaepdorts desaibed by reference to recorded documents as reflected ha the Tattle Documents accepted by Grmntge(s) in aoao►dance with Renard Tide Matter (Section 82) of the Contract to Buy and Sell Real Estate relating to the above described real property; distribution utility easements, (including cable TV); those specificalf+ described rights of third ponies not shown by the public records of which Grantee(s) has actual knowledge and which were accepted by Grantee(s) in accordance with Off - Recant Title Matters (Section 8.3) and Current Survey Review (Section 9) of the Contract to Buy and Sell Real Estate relating to the above described real property; inclusion of the Property within any special tax district; arty special assessment if the improvements were not installed as of the date of Bigeer's signature on the Contract to Byy and Sell Real Estate, whether assessed prior to or after Closing; and other NONE PROM' RANGE DAIRY, [LC, A AOO MUTED LIABILITY COMPANY -- EHAANAS MEMBER Store al COLORADO • cotrn rof It) e t4 The foregoing instniment was admowledged before me on this day of August 09, 2018 by DAVID DEHAAN AS MEMBER OF FRONT RANGE DAIRY, LLC, A COLORADO LIMITED LIABILITY COMPANY Winne s my hand and official Myminmission expires w1 -t F" ' C ) ss NANCY A LOHR N '1TAIW PUBLIC STATE. OF COLORADO NC1'PRY 1010924008574 My Commission Expires July 18, 2020 y/2.1711, otary Public, When Return to: EXPEDITION WATER SOLUTIONS COLORADO LLC, A DELAWARE LIMITED LIABILITY COMPANY 9350 STATION STREET, STE: 375 LONE TREE, CO 80124 Form 1051 12/2015 swd.16.odt 1-16 Special Warranty Deed (Photographic) FCC25155671 (29383543) Expedition Water Solutions Colorado, LLC 2015 Clubhouse Drive, Suite 201 Greeley, CO 80634 PAY Three hundred thirty-two thousand dollars and no cents TO THE ORDER OF WELD COUNTY PUBLIC WORKS DEPARTMENT 1111 H STREET GREELEY, CO 80631 Cadence Bank, N.A. 2800 Post Oak Boulevard, Suite 3600 Houston, Texas 77056 61-629/622 DATE 04/30/2019 001741 AMOUNT $**332,000.00* ati/ Authorized Signature Authorized Signature; Expedition Water Solutions Colorado, LLC - 2015 Clubhouse Drive, Suite 201 - Greeley, CO 80634 To: Weld County Public Works Department Vendor Code Check Date Check Amount Check Number H Street WELD 04/30/2019 $332,000.00 B-1741 Greeley, CO 80631 Invoice # , Invoice PERMIT #18-0029 332,000.00 Deposit for Permit # 18-0029 Expedition Nlike Water Solutions Jim Goddard President/Founder 970 -381 -5005 -Cell 970 -515 -6950 -Office jgoddard@expedition-water.com 2015 Clubhouse Dr.,Ste 201 Greeley, CO 80634 001741 O m o csi co O U ow 0 m ° a) o p�r-U -a Y m d w e O UaC0 / RECEIPT RECEIVED FROM ADDRESS o04r FOR DATE NO 90562 N A BY u5ie/d—,94, Expedition Water Solutions Colorado, LLC - 2015 Clubhouse Drive, Suite 201 - Greeley, CO 80634 001741 To: Weld County Public Works Department Vendor Code Check Date Check Amount Check Number ill H Street Greeley, CO 80631 WELD 04/30/2019 $332,000.00 B-1741 . , trtvoic a Amt ' PERMIT #18-0029 332,000.00 De osit for Permit # 18-0029 Cheryl Hoffman From: Sent: To: Subject: Attachments: Tisa Juanicorena Wednesday, May 22, 2019 10:42 AM Cheryl Hoffman; Dawn Anderson; Elizabeth Relford; Esther Gesick; Jay McDonald; Karla Ford BOCC PA REVIEW IA USR18-0029 EWS Signed IA and PA USR18-0029 EWS.pdf ATTACHED BOCC PA REVIEW Improvements Agreement: Improvements and Road Maintenance Agreement w Collateral Case/Applicant: USR18-0029 Expedition Water Solutions Colorado, LLC Please note: I have attached the deed to show why the applicant is only EWS now. Dawn said this will be presented — so it will have a Reso, Exhibits, Collateral and the Final Mylar. Thanks Karla!! lisa Juanicorena Development Review Public Works 1111 H Street Greeley, CO 80634 tjuanicorend@weldqov.com tivanicorenaPco.weld.co.us tel: 970.400.3778 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. Contract Form New Contract Reque Entity Name* EXPEDITION WATER SOLUTIONS, LLC Contract Name* IMPROVEMENTS AGREEMENT Contract Status CTB REVIEW Contract Description* IMPROVEMENTS AND ROAD Contract Description 2 Contract Type* AGREEMENT Amount* $332,000.00 Renewable* NO Grant Entity ID* �• t rt35538 ❑ New Entity? Contract ID 2751 Contract Lead* TJUANICORENA Contract Lead Email tjuanicorena@co:weki.co us E CE AGREEMENT WITH COLLATERAL Department PUBLIC WORKS Department Email CM - Public Works@weldgov.com Department Head Email CM-PublicWorks- DeptHead *gov.com County Attorney GENERAL COUNTY ATTORNEY E L County Attorney Email CM- CCUNTYATTORNEY@WELD GOV. COM 0 this is a renewal enter previous Contract ID a Requested BOCC Agend. Date* 06/10/2019 Will a wart sessi NO Parent Contract ID Requires Board Approval YES Department Project I tnm tote 06/06/2019 r Does Contract require Purchasing Dept. to be include& NO Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in On Base ice Review Date* 06/10/2020 Committed Delivery Date Renewal Date Expiration 06/302021 Contact Information Contact Info Contact Name Purchasing Purchasing Approver Approval Process Department Head JAY MCDONALD DH Approved Date 06/03/2019 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 07/10/2019 Originator TJUANICORENA Contact Type Contact Email Finance Approver BARB CONNOLLY Contact Phone 1 Contact Phone 2 Purchasing Approved Date Finance Approved Date 06/0412019 Tyler Ref # AG 071019 Legal Counsel BOB CHOATE Legal Counsel Approved Date D6/04/2019 Submit Hello