HomeMy WebLinkAbout20182702.tiffCERTIFICATE OF CONVEYANCES
STATE OF COLORADO
COUNTY OF WELD
WELD COUNTY
DEPARTMENT OF PLANNING SERVICES
The.6.+' t (Kit TITLE INSURANCE or ABSTRACT COMPANY hereby certifies that it
has made a careful search of its records, and finds the following conveyances affecting the real estate described
herein since August 30, 1972, and the most recent deed recorded prior to August 30, 1972.
LEGAL DESCRIPTION: A. iZ `5 EX/ 4,4 Y 3 ") Vy 5 the NI 16/
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The certificate is made for the use and benefit of the Department of Planning Services of Weld County, Colorado.
This certificate is not to be constructed as bstract of Title nor an opinion of Title, nor a guarantee Title and
the liability of 5 1t2 a.01- - ) ` ' COMPANY, is hereby limited to the fee paid for this
Certificate.
In Witness Whereof, COMPANY, has caused this certificate to be
signed by its proper officer this .... 3 day of All i ' , 20 / , at //4 -./
Company
By:
ignature ature
CENTEKP®INT
INTEGRATED SOLUTIONS
September 5, 2017
Michael Hall
Weld County
Department of Planning Services
1555 N 17th Avenue
Greeley, CO 80631
RE: Platteville Solar CSG, LLC
USR Application
Dear Mr. Hall:
Attached is our application for the above referenced project. Please note the following:
• Lease agreement from the State is being submitted as Owner's authorization
• Water and sewage are not required. Therefore, evidence of adequacy is not being submitted.
• In addition to the USR Application, we are submitting a Partial Vacation request consisting of a
request letter and a map.
Should you require additional information to process for completeness review, please do not hesitate to
contact me at 303-679-6962.
Sincerely
Fred Banfield, PE
355 Union Boulevard I Suite 301 I Lakewood, Co 80228 1303.670.4111 I Fax: 303.670.4172
www. cen terpoint-is. corn
State of De33were
Smeta!of State
STATE] of DELAWARE Dltilslon of Coi•Voral#ons
DeliveLIMITED LIABILITY COMPANY FILED 2:42 8107/130166
FILED 02:42 B107/13016
CERTIFICATE of FORMAT QN SR 20164894355 - File Number 6495946
First: The name of the limited liability company is
l a.tittevj lie s c) ar C G LLC
Second The address of its registered office in the State of Delaware is.,
1209 ra e Stine in the City of
. The name of its Registered agent at such address is
Cornea
Third; (Use this paragraph only if thecompany is to have a specific effective date of
dissolution: "The latest date on which the limited liability company is to dissolve is
Fourths (inset ail other matters the members determine to include herein.
The in tia1 maxragert of the LLC are Bteot Beerley and
ExLC Blank.
In Witness Whereof, the undersigned have executed this Certificate of Formation this
day of, -v
By:
Authorized Peron (s)
Name; Er)..c Blau
PLATTEVILLE SOLAR CSG LLC
DELEGATION OF MANAGEMENT AUTHORITY
March 6, 2018 ("Authorization Date")
The undersigned being a Manager of Platteville Solar CSG LLC, a Delaware limited
liability company (the "Company") does hereby consent to and approve the delegation of the
powers and authority listed below to Tyson Taylor ("Special Manager"), and grants said Special
Manager the authority to represent Company in accordance with the below. Said Special
Manager's authority is limited to the powers granted herein and said Special Manager shall not
have any authority to act on behalf of the Company otherwise.
Special Manager shall be authorized to represent Company for purposes of negotiating
agreements and communicating with (i) landowners, (ii) governmental entities and (iii) public
utilities (the "Authorized Actions"), provided, however, that a Manager of Company shall be
required to execute any such agreement in order to bind Company thereto.
The Company's Manager is aware that Special Manager may have performed some or all
of the Authorized Actions prior to the Authorization Date. The Company's Manager therefore
hereby approves and ratifies all Authorized Actions performed by the Special Manager prior to the
Authorization Date as if such Authorized Actions had been performed by Special Manager
pursuant to the authority granted by this document.
The Special Manager is authorized and instructed to present a copy of this instrument to
any person or entity (including, without limitation, landowners, title insurance companies, banks
and consultants) to evidence the Company's Manager's consent to the foregoing.
IN WITNESS WHEREOF, this instrument has been executed by the Company's Manager
as of the day and year first above written.
Platteville Solar CSG LLC,
a Delaware limited liability company
By: _
Eric Blank, Manager
1A Tr. Orr.'OL. OR \[)OO
S"I AlI. 13(.),1121) OF 1. AN CO 1SSIONI.l0;
NO. O'T — 1 1 1096
Solar Energy Planning Lease
THIS LEASE is entered into at Denver, Colorado. this 15` day of June, 2017 , by and between the State of
Colorado, acting through its State Board of Land Commissioners ("Board"), whose address is 1127 Sherman
Street, Suite 300, Denver, CO 80203, and Community Energy Solar ("Lessee", whether one or more), as
PLATTEVILLE SOLAR CSG LLC, whose address is Three Radnor Corporate Center, Suite 300, Radnor PA 19087.
1. DESCRIPTION OF THE PREMISES
The Board leases to the Lessee and Lessee teases from the Board, exclusively for the purposes indicated
below, the trust lands, in the County(s) of Weld, Colorado, described as follows (the "Premises") and
subject to all existing easements and right-of-ways of third parties, and the rights of existing surface
and mineral lessees and surface patentees, and further subject to the terms, conditions, and
agreements set out in this Lease:
SUBDIVISION - SECTION - TOWNSHIP - RANGE , P.M. - ACRES
A portion of the E2 16 3N 66W 6TH 15
Total 15 acres
2. CONDITION OF LEASED PREMISES
Lessee represents that Lessee has had an opportunity to inspect the Premises prior to entering into this
lease, and Lessee accepts the Premises in their present condition and acknowledges that the Premises are
in all respects suitable for the purposes permitted. The Board disclaims any and alt obligation to provide
access to the Premises across adjacent land or to fence, make any repairs to or construct any
improvements upon the Premises, and the Board does not warrant that the Premises are suitable for the
permitted purposes. Lessee acknowledges that it is solely responsible for performing its own due
diligence and for becoming fully familiar with the condition of the land and any applicable restrictions,
uses, or other conditions that might affect its development or use for a particular purpose.
3. USE OF THE LEASED PREMISES
A. The use of the Premises shall be limited to solar energy development studies. Lessee shall not
produce for sale any power under this Lease. Lessee shall have the right of access only for the
purpose of determining the feasibility of solar energy conversion to electrical power, including
studies of wind speed, wind direction, solar insolation, air temperature and other related and
relevant meteorological data; extracting soil samples, for the purpose of determining the feasibility
of installing solar panels and related power generation facilities, meteorological towers, and solar
measurement equipment; and undertaking any other activities that Lessee reasonably determines are
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necessary, useful or appropriate to accomplish the foregoing, including the right of ingress to and
egress from the Premises by means of existing roads and lanes.
B. No activities are allowed or shall commence on the Premises without first obtaining written approval
of the Board for such activities. Lessee must provide information to the Board sufficient for the
Board to determine and evaluate Lessee's proposed work activities, including but not limited to the
location and number of meteorological towers and the full extent of all activities that will occur on
or impact the surface. The Board may require changes to Lessee's proposed work activities.
4. LEASE TERM
This lease is effective for a term of two (2) years, being from June 1, 2017 until the 31st of May 2019,
(the "Initial Term") subject to the covenants and agreements herein.
5, EXTENSION TERM
The Board and the Lessee may agree to an extension of this lease for a period up to one (1) additional
year (the "Extension Term") on terms and conditions set forth by the Board and agreed to by both parties
provided a notice of intent to enter into such extension shall be given in writing to the Board no later
than ninety (90) days prior to the expiration of the Initial Term. in the notice of intent, Lessee may
request a reduction in the area of the Premises to be leased during the Extension Term. Lessee may not
reduce the size of the leased Premises by less than contiguous tracts of approximately 160 acres or
Governmental lot corresponding to a quarter section. The Board shalt determine the new rental rate
during the Extension Term to reflect a reduction in the size of the leased Premises; however, the rental
amount shall not be less than $2,000 per year.
THE INITIAL TERM AND ANY EXTENSION TERM ARE COLLECTIVELY REFERRED TO HEREIN AS THE
"TERM."
6. RENTAL
The rental amount for each year shall be the sum of Two Thousand dollars ($2,000.00). Rental shall be
paid to the Lessor in advance of the date this lease commences and upon each Anniversary Date
thereafter. The "Anniversary Date" shall mean the date one-year after this lease is entered into, and
each subsequent one-year date thereafter during the Term. Lessee shall pay the rental at the office of
the State Board of Land Commissioners, Denver, Colorado.
7. EXCLUSIVE RIGHT TO NEGOTIATE SOLAR ENERGY AND PRODUCTION LEASE
A. Exercise of Exclusive Right to Negotiate Solar Energy Production Lease
Lessee may at any time within the term of the lease exercise an Exclusive Right to Negotiate a Solar
Energy Production Lease by giving the Board at least ninety (90) days written notice of intent to
enter into such lease on the Premises, or a portion of the Premises. The Board and Lessee will
make a good faith effort to negotiate the Solar Energy Production Lease.
B. Exclusive Right to Negotiate Lease
This lease does not guarantee Lessee a Solar Energy Production Lease, only the exclusive right to
negotiate with and request approval from the Board for a Solar Energy Production Lease during the
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Term of this lease, subject to the terms and conditions contained herein and subject to the
approval of the Board.
C. Conditions
Lessee must provide and have in place the following information, documentation, permits, plans,
approvals, etc., and provide the same to the Board as a condition of and before the Board will
consider allowing the exercise of the Exclusive Right to Negotiate and the granting of a Solar Energy
Production Lease.
Project Plans that include: a) the timing of solar energy development from feasibility
studies and planning to construction and operations, b) capital cost projections, c) the
proposed use for each tract of state land, d) maps and plats that indicate the project
area, the state sections, and the location o.f solar panels, access roads, overhead and
underground electrical transmission lines, electrical transformers, energy storage
facilities, telecommunications equipment, power generation facilities, meteorological
towers and solar measurement equipment, control buildings, maintenance yards, and
other related facilities and equipment, and, e) any other land use plans required to
develop the project, including the transmission component from the solar farm to the
interconnect.
ii. Financial information and documentation that demonstrates a) the financial
wherewithal and creditworthy record of the project developer, b) experience in
developing large solar energy projects, c) compliance with the requirements and laws
necessary to do business in the State of Colorado, and, d) financial arrangements and
partnerships in place to accomplish the required capital investment.
iii. Estimates of revenue the state may realize as a result of this land use.
iv. Details regarding the marketing and sale of the electricity, including information on
existing or potential power purchase agreements.
v, Information and documentation indicating compliance with all federal, state, county,
and local government land use laws, rules, regulations, permits, codes, and
ordinances, including the status of the appropriate county land use permit, a copy of
which must be provided to the Board.
vi. Environmental analyses and studies that are required by any federal, state, or county
agency or regulation, including but not limited to the study of the impacts to avian
and raptor activity and evidence of efforts to work cooperatively with and mitigate or
resolve issues and concerns raised by the Colorado Division of Wildlife.
vii. Information regarding other work performed or to be performed to ensure that the
project is constructed and operated in such a manner as to avoid or minimize potential
impacts to sensitive plant and animal wildlife resources.
D. One -Year Notice to Other Lease Holders
Lessee acknowledges by signing of this lease that they realize the Premises may have active
agricultural leases and/or other use leases at present and the Board is required to give a one-year
notice of cancellation of any part or all of the agricultural lease prior to the construction of
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permanent solar generation facilities if the Lessee determines through their planning process to
request a Solar Energy Production Lease and proceed with construction of permanent facilities.
8. INSURANCE
The Lessee at its sole cost and expense, shall during the entire term hereof procure, pay for and keep in
full force and effect the following types of insurance:
A. Property Insurance
A policy of property insurance covering all insurable Authorized Improvements located on the
Premises (except for land, foundation, excavation, and other matters normally excluded from
coverage), in an amount not less than necessary to comply with any co-insurance percentage
stipulated in the insurance policy. Such insurance shall afford protection against at least the
following: (i) loss or damage from fire and other perils normally covered by the standard extended
coverage endorsement; and (ii) such risks as shall customarily be covered with respect to projects
similar in construction, location and use, including all perils normally covered by the standard "all
risk" endorsement where such is available.
B. Liability Insurance
A comprehensive policy of public liability insurance covering the Authorized Improvements and
Premises insuring the Lessee in an amount not less than that necessary to protect the Board from its
maximum liability under the Governmental immunity Act, CRS §24-10-114, and covering bodily injury,
including death to persons, personal injury and property damage liability. Such coverage shall
include, without limitation, legal liability of the insured for property damage, bodily injuries and
deaths of persons in connection with the operation, maintenance or use of the Premises.
C. Other Risks
In addition, the Lessee shall obtain insurance against such other risks of a similar or dissimilar nature,
as the Board shall deem appropriate.
D. General Provisions of Insurance Policies
i AU policies of insurance carried by the Lessee shall name the Lessee as insured and all
liability policies carried by the Lessee shall name the Board as additional insureds.
ii. The policy shall contain a provision that it cannot be cancelled or materially altered
either by the insured or the insurance company until thirty (30) days prior written
notice thereof is given to the Lessee and the Board. The Lessee shall furnish to the
Board the annual Certificate of Insurance which must reference both this lease
number and the legal description of the Premises.
iii. No policy of insurance shall include a deductible clause in an amount greater than
$500 or 1% of the face amount of the policies.
iv. Under CRS 24-10-114, the liability insurance coverage must be in the amount of at
least $600,000.00 per incident for each lease held by the Lessee. Lessee will be
notified if this amount is changed by the State of Colorado.
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v. Notwithstanding anything to the contrary contained herein, the Lessee's obligation to
carry insurance as provided herein may be brought within the coverage of a "blanket"
policy or policies of insurance carried and maintained by the Lessee, so long as such
policy(s) segregates the amount of coverage applicable to the Premises.
9. RESTORATION BOND
If the Lessee intends to disturb the surface or subsurface of the property for any reason during the term
of this Planning Lease, the Lessee shall execute a bond (or other sureties as may be approved by the
Board) at the time this lease is executed by the parties in an amount to be determined based on the
intended disturbance. The bond shall guarantee restoration or/and revegetation of the Premises to a
native grassland condition or to such other conditions as may be approved by the Board. The bond shalt
consist of cash, bank certificate of deposit, or other sureties as may be approved by the Board. However,
if the bond is other than cash, the bond must be in a form that will guarantee payment in cash to the
Board upon receipt by any bank or insurance company of written demand by the Board, without further
condition. Lessee shall commence restoration work not less than six months prior to the expiration of this
tease. The Board shall return the bond to the Lessee if and when it deems that the Premises have been
restored or revegetated to the required conditions.
10. CONSTRUCTION OF IMPROVEMENTS
A, No improvement shall be placed on the Premises by the Lessee without prior written authorization
of the Board. Lessee may request in writing, permission to construct temporary improvements
related to planning and research for potential solar energy development. The Board will consider
such requests and respond in writing of approval or denial of the request and any additional terms if
any. Such written authorization shall not be unreasonably denied. Lessee shall provide any
designs, construction plans or building specifications requested by the Board when the Board is
considering authorization of improvements. Improvements placed upon the Premises by the Lessee
with the Board's written authorization shall be referred to herein as "Authorized Improvements".
B. Upon the termination of this lease, and provided Lessee is not then in breach of or in default under
this lease, all Authorized Improvements and other property of Lessee shall, at the Lessee's option,
either be removed by Lessee without damage to the Premises or sold by Lessee to a subsequent lessee
pursuant to paragraph 21 of this tease.
C. All Authorized Improvements or property not so removed or sold within thirty (30) days after
termination of this lease shall be deemed abandoned and may, at the Board's option, be removed by
the Board at the Lessee's expense, retained by the Board for use by subsequent lessees, or sold by
the Board with all proceeds going to the Board. The Board shall be entitled to recover from the
Lessee the costs of removing any improvements and personal property pursuant to paragraph 21 of
this lease. Lessee shall not be entitled to sell, remove, atter or receive compensation for any
Authorized Improvements or property at anytime the Lessee is in default or breach of any term,
provision or covenant of this lease.
D. Ownership of Authorized Improvements Upon Premises
The Board and the Lessee acknowledge, covenant and agree that any Authorized Improvements,
including all appurtenances and additions thereto, erected at any time upon the Premises by the
Lessee shall immediately upon erection or installation be the property of and belong to the Lessee
for the Term of this lease subject to the requirements and conditions of this lease.
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11. OPERATIONS
A, No more of the surface of the Premises shall be disturbed than is reasonably necessary for the
purpose for which this lease is issued.
B. This lease does not grant exclusive use of the land described, and the Premises shall be available for
other surface uses, including livestock grazing. This lease is subject to all leases, rights -of -way, and
other agreements now in effect on said land, and the Lessee is to cooperate with, and not to
interfere with, nor prevent the operations of any lessee or permittee.
C. Lessee shall be responsible for the control and eradication of noxious weeds on the Premises insofar as
the presence of such noxious weeds is the result of Lessee's actions. Lessee shall cooperate with
other existing or future lessees or permittees to control and eradicate noxious weeds on the
Premises; including cost sharing in weed control and eradication for up to one year after this lease is
terminated. Said cost sharing will be at the sole discretion of the Board.
D. Lessee is to provide drainage and erosion control structures, fences, gates, cattle guards, or any
other facilities necessary to protect the Premises.
E. Excavations, facilities, Authorized Improvements and Lessee's Property shall be maintained in a safe
condition to prevent injury to persons, livestock, and wildlife.
F. All operations of the Lessee shalt be conducted in a workmanlike and reasonable manner, and all
necessary precautions shall be taken to avoid damage to the Premises. Any damage done by Lessee
to the Premises, native grass or timber, or state-owned improvements, shall be paid for by Lessee to
the Board including any cost for reclamation and revegetation. Damage to private property on the
Premises, including fences, crops, irrigation structures, wells, livestock, and privately -owned
improvements, caused by the actions of the Lessee shall be paid by Lessee to the surface lessee or
owner thereof.
G. No refuse, waste, or litter of any kind shall be left on the land by Lessee.
H. Lessee shalt not permit the storage of or spill of any toxic or hazardous material on the Premises
while in its possession. No underground storage facilities are authorized.
I. No minerals of any kind, including but not limited to oil, gas, sand, gravel, or stone, found on the
Premises, shall be sold by the Lessee unless purchased from Board.
No off road traffic allowed.
K. No wood collection or tree cutting allowed.
L. Disturbing, dislodging, damaging, defacing, destroying or removing historical archaeological,
paleontological, or cultural sites or artifacts is prohibited.
M. Disturbing, dislodging, damaging, defacing. destroying any improvement, fixture, item, object or
thing placed or located in, under or upon the land is prohibited.
N. This permit does not grant a right to enter State Trust Lands to which there is no public access.
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0. Any uses or activities not within the scope of this lease are not allowed unless prior written approval
from the Board is granted.
P. There shall be no disposal of sewage, liquid or solid waste on the Premises by Lessee, unless
approved by the Board during the lease term. Any project plans that require disposal of sewage shall
comply with applicable laws and regulations and he approved by the Board prior to being filed with
any local government.
Q. Lessee may not store on the Premises any materials, product, or equipment not directly related to
the Lessee's operations on the Premises.
12. NO PARTNERSHIP
Nothing in this lease shall cause the Board in any way to be construed as a partner, a joint venturer or
associated in any way with the Lessee in the operation of the Premises, or subject the Board to any
obligation, loss, charge or expense connected with or arising from the operation or use of the Premises or
any part thereof.
13. MAINTENANCE AND REPAIR
The Board shall have no duty of maintenance or repair with respect to the Premises, any Authorized
Improvements. Or any Lessee's property thereon. The Lessee shall keep and maintain the Premises,
Lessee's property, and Authorized Improvements thereon in constant good order and repair in the same
condition as when initially constructed, ordinary wear and tear excepted. AU repairs made by the Lessee
shall be at least equal in quality to the original Authorized Improvements.
14. DAMAGE OR DESTRUCTION
In case of damage to or destruction of the Premises or any part thereof, by any cause whatever
resulting from the Lessee's activities, the Lessee shall give or cause to be given to the Board prompt
notice of such occurrence and shall promptly proceed with due diligence to repair, restore, replace or
rebuild so as to make the Premises at least equal in quality to the original condition, or restore the
same to such modified plans as shalt be previously approved in writing by the Board.
If Lessee fails to repair, restore, replace or rebuild, Lessee shall be liable and agrees to pay the Board
or the Board's surface lessee (depending on the ownership of the property damaged) for all damage to
the surface, livestock, crops, pasture, hay, or other agricultural products, water wells, reservoirs, or
other improvements, caused by Lessee's activities and operations on the Premises. Damages shall be
determined by the average of three independent quotes obtained from three mutually acceptable
consultants familiar with the compensation paid for such damages. These obligations shall not
terminate upon the termination, surrender or expiration of the lease, but shall continue until the
surface is returned to at least equal quality to the original condition.
15. TAXES, UTILITIES AND OTHER EXPENSES
It is understood and agreed that all taxes, assessments, insurance, utilities and other operating costs
including those which could otherwise result in a lien being placed against the Premises as well as the
cost of all repairs, remodeling, renovations, alterations, and improvements, and all other direct costs,
charges and expenses of any kind whatsoever respecting the Premises shalt be borne by the Lessee and
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not by the Board so that the rental return to the Board shall not be reduced, offset or diminished directly
or indirectly by any cost or charge, nor subject to suspension or termination for any cause.
16. INSPECTION RIGHTS
The Board or its authorized representatives may from time to time, at any reasonable hour, and with or
without notice, enter upon and inspect the Lessee's books, accounts and records, the Premises, any
portion thereof, and the Authorized Improvements or other improvements thereon to ascertain and
secure compliance with this lease, but without obligation to do so or liability therefore. Lessee hereby
grants to the Board a non -revocable license for such access aver and across Lessee's other lands during
the term of this lease.
17. LIABILITY AND INDEMNITY
The Board shall not be liable to the Lessee, its agents, employees, invitees, patrons or any other person
whomsoever, for injury to or death of any person or damage to or loss of property in, upon or adjacent
to the Premises or other property contiguous or appurtenant thereto, which may arise during the
Lessee's development, use or occupancy of the Premises or by any person so doing through or under the
Lessee or with its permission, express or implied. The Lessee further waives any claim against the
Board regarding the Board's approval or disapproval of any plans or specifications whether or not
defective.
The Lessee agrees to indemnify the Board, to the extent allowed by law, and save it harmless against
and from any and all claims by or on behalf of any person(s), firm(s), corporation(s) arising from the
conduct or management of or from any work or thing whatsoever done on or about the Premises and to
indemnify and save the Board harmless against and from any and all claims arising during the term
hereof from: (i) any of those matters specified in this Article; (ii) any breach or default on the part of
the Lessee hereunder; and (iii) any act or omission of the Lessee or any of its agents, contractors,
servants, assignees, employees, invitees or licensees, on or about the Premises or other property
contiguous or appurtenant to the Premises, including all costs, attorneys fees, expenses and liabilities
incurred in or about any such claim or any action or proceeding brought thereon; and in case any action
or proceeding be brought against the Board by reason of any such claim upon notice from the Board, the
Lessee covenants to promptly effect the dismissal thereof or to diligently resist and defend such action
or proceeding by counsel satisfactory to the Board, at the sole cost and expense of the Lessee.
This provision shall survive the termination, cancellation, surrender, or relinquishment of this Lease and
any cause of action by the Board to enforce it shall not be deemed to accrue until the Board's actual
discovery of said liability, claim, loss, damage, or expense.
18. RESERVATIONS TO THE BOARD
This lease is subject to any and all presently existing easements, rights -of -way and other interests,
whether or not visible on the ground; and, in addition to its reversion upon termination of this lease, the
Board hereby reserves:
The right to sell, exchange, or otherwise dispose of all or any portion of the Premises during the term of
this lease,
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The right to lease all or any portion of the premises to other persons for the purposes of exploring for
and removing timber, minerals, ores, metals, coal, asphaltum, oil, gas, sand, gravel, clay, quarry
products, peat, geothermal resources, and all other naturally occurring resources, together with
reasonable and adequate rights of entry and surface rights necessary or convenient to exercise such
reserved rights,
All water, water rights, ditch rights, water stock and/or ditch stock appurtenant to or used in
connection with the Premises including wells, rights in ditch, water in canal organizations or companies.
All such uses shall be and remain the property of the Board. The Lessee may not explore, drill, or
establish any water use right or well without written permission of the Board. If the Lessee establishes
or adjudicates any water right or use on the Premises, it shall be in the name of the Board. Water
rights and any improvement required to bring this water to the surface shall become the property of the
Board, without cost, upon termination of this Lease for any cause whatsoever allowed by the terms
herein. Under no circumstance may ground water be withdrawn without first having secured the
permission of the Board. Additional payment may be required for the use of any waters as may be
defined as tributary or non -tributary allowed by terms herein.
The right at any time to grant a right-of-way upon, over, under, through, or across all or any part of the
Premises for any ditch, reservoir, railroad, communication system, electric power line, pipeline,
schoolhouse, or other lawful purpose. Such grants shall be compatible with the rights and privileges
granted to Lessee herein, and shall be subordinate to the rights of Lessee. Any new grant of easement
or right-of-way upon, over, or across the Premises shalt include provisions requiring that any and all
damages caused to any structures or Authorized Improvements placed upon the surface of the Premises
subsequent to the date hereof shall be repaired by and at the expense of the party to whom the
easement or right-of-way was granted.
The right to put the Premises to additional uses by granting additional leases, permits, access, or rights
to the Premises or any portion thereof, at any time and for any purpose, including but not limited to
hunting, fishing and other recreational purposes.
All rights, privileges and uses of every kind or nature not specifically granted to Lessee by this lease.
The right to dispose of surface where the Board is the surface owner subject to the terms and
conditions of this lease.
The right at any time to place the Premises into the Stewardship Trust as set forth in Section 10 (1)(b)(I)
of Article IX, of the State Constitution. Placement into the Stewardship Trust can be made under
conditions such that this placement will not unreasonably interfere with the rights and privileges of
Lessee.
19. ASSIGNMENTS, SUBLEASING AND ENCUMBRANCES
This lease shall be binding on the parties hereto, their heirs, representatives, successors and permitted
assigns.
This lease shall not be assigned, transferred or sold, voluntarily or by operation of law, without the
prior written consent of the Board. It shall be understood that any name change, or changes in
Ownership of the Lessee shall be considered an assignment. Consent to an assignment shall be at the
Board's sole discretion and upon such terms and conditions as determined by the Board.
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Assignment or other transfer without written consent of the Board shall not result in a novation of this
lease, and shall, nevertheless, make the assignee responsible and liable, along with the Lessee, for
performing this lease. The acceptance by the Board of any payment due hereunder from any person
other than the Lessee shall not be deemed a waiver by the Board of any provision of this lease or to be
consent to any assignment.
Subleasing, encumbering, pledging or otherwise transferring this lease is expressly prohibited under the
terms of this lease.
The Board's approval of an Assignment shall not relieve Lessee from any liability that may have arisen
under the tease prior to the Assignment.
20. DEFAULTS AND REMEDIES
A. Defaults
The occurrences of any one or more of the following events shall constitute a default hereunder by
the Lessee:
i. Failure by the Lessee to make any payment of rental or other payment of additional rental or
charge required to be made by the Lessee hereunder, as and when due,
ii. Use of the Premises by the Lessee, its successors and assigns or attempted use of the Premises for
any other purpose than those permitted by this lease without the written consent of the Board.
iii. Failure by the Lessee to perform any of the covenants, conditions or requirements contained
herein.
Any of the above events of default may be cured by the Lessee within thirty (30) days after written
notice thereof from the Board to the Lessee in accordance with the "Miscellaneous, Notices" section
of this lease. If the nature of the Lessee's default is such that more than thirty (30) days are
reasonably required to cure such default, then the Lessee shalt not be deemed to be in default if the
Lessee shall commence such cure within said thirty (30) day period and thereafter diligently pursue
such cure to completion.
B. Remedies
In any event of default and in addition to any or all other rights or remedies of the Board hereunder
or by the law provided, the Board may exercise the following remedies at its sole option:
i. Termination. Terminate the Lessee's right to possession of the Premises by any lawful means, in
which case this lease shalt terminate and the Lessee shall immediately surrender possession of
the Premises to the Board according to the terms of the "Surrender" section of this lease. In
such event of termination the Board shall be entitled to recover from the Lessee:
a. The unpaid rental, taxes and damages which have accrued up until the time of
termination together with interest; and
b. Any other amount necessary to compensate the Board for the Lessee's failure to perform
its obligations under this lease or which would be likely to result therefrom, including, but
not limited to, the cost of recovering possession of the Premises, expenses of reletting,
ItrtI'ed?n15
Page 10 of 16
including necessary repair, renovation and alteration of the Premises, reasonable
attorneys fees, and any other reasonable costs.
c. The interest shall be one and one-half percent (1-1/2%) per month. Said interest shall
accrue from the dates such amounts accrued to the Board until paid by the Lessee,
ii. Rental During Unlawful Detainer. In any action for unlawful detainer commenced by the Board
against the Lessee by reason of any default hereunder, the reasonable rental value of the
Premises for the period of the unlawful detainer shall be two (2) times the current rental and
other charges or payments to be made by the Lessee under this lease for such period.
iii. Cumulative Rights. The rights and remedies reserved to the Board, including those not
specifically described, shall be cumulative, and the Board may pursue any or all of such rights and
remedies. at the same time or separately.
21. SURRENDER
Upon expiration or termination of this lease, the Lessee shall peaceably and quietly leave, and
surrender possession of the Premises to the Board, and at its own expense shall promptly and diligently
within thirty (30) days remove, demolish and/or clear off from the Premises all Authorized
Improvements, other improvements, and personal property and restore the surface to its original
condition. Any Authorized Improvements and personal property remaining after thirty (30) days shall,
at the option of the Board, become the property of the Board. In addition, Board shall be entitled to
recover from the Lessee the costs of removing any Authorized Improvements, facilities and personal
property and the costs of restoring the surface to its original condition. This right to recover costs shall
remain in effect after the termination or expiration of this lease.
Notwithstanding any provisions to the contrary, the Lessee shall have no right to remove, alter or
demolish all or part of the Lessee's Authorized Improvements or personal property at anytime the Lessee
is in default or breach of any term, provision or covenant of this lease.
22. HAZARDOUS SUBSTANCES
A. The Lessee shall not place, store, use or dispose on the Premises, temporarily or permanently, any
substance that is hazardous, toxic, dangerous or harmful or which is defined as a hazardous
substance by the Comprehensive Environmental Response Compensation and Liability Act,
42USC9601. These substances shall be referred to collectively as "hazardous substances".
B. The Lessee is also prohibited from storing any gasoline or other fuel on the Premises without the
Board's prior written permission.
C. The Lessee shall immediately notify the Board of all spills, releases, inspections, correspondence,
orders, citations, notices, fines, response and/or cleanup actions, and violation of laws, regulation
ordinance which affect the Premises.
or
D. Lessee shall be solely liable for all liability, damages, costs or claims, including attorneys' fees
arising from or in connection with activities caused or permitted by Lessee, or which Lessee knew or
should have reasonably known about concerning hazardous substances and hereby indemnifies the
Board against the same.
Ret isoLl Mitrdi
Page 11 of 16
23. CONDEMNATION
A. If all of the Premises are taken by any public authority under the power of eminent domain, this
lease shall terminate as of the date possession was taken by said public authority pursuant to such
condemnation. If part of the Premises is taken and, in the opinion of either the Board or the Lessee,
it is not economically feasible to continue this lease, either party may terminate this lease.
B. Such termination by either party shall be made by notice to the other party given not later than
thirty (30) days after possession is so taken. If part of the Premises is taken and neither the Board
nor the Lessee elects to terminate this lease the payment due under this tease shall be abated in the
same proportion as the portion of the Premises so taken bears to the whole of the Premises.
C. All damages awarded for the taking or damaging of all or any part of the Premises, or Board -owned
improvements thereon, shall belong to and become the property of the Board, and the Lessee hereby
disclaims and assigns to the Board any and all claims to such award. The Board shall not claim any
interest in any Authorized Improvements.
D. If the temporary use (defined as less than one year) of the whole or any part of the Premises shall be
taken at any time during the term of this lease, the Lessee shall give prompt notice thereof to the
Board; however, the term, rentals and other obligations of the Lessee under this lease shall not be
reduced or affected in any way. The Lessee shall be entitled to compensation as determined by
applicable law for any such temporary taking of the Premises.
24. LIENS AND CLAIMS
A. Mechanics' Liens
The Lessee shall not suffer or permit to be enforced against the Premises, or any part thereof, or
any Authorized Improvements thereon, any mechanics', materialmen's, contractors', or
subcontractors' liens arising from, or any claim for damage growing out of the work of any
construction, repair, restoration, replacement or improvement, or any other claim or demand
howsoever the same may arise, but the Lessee shall pay or cause to be paid all of said liens,
claims, or demands before any action is brought to enforce. the same against the Premises or
Authorized Improvements,
The Lessee agrees to defend, indemnify and hold the Board and the Premises free and harmless from
all liability for any and all such liens, claims, demands, and actions (collectively, the "liens") together
with reasonable attorneys fees and all costs and expenses in connection herewith.
B. Rights to Contest
Notwithstanding the foregoing, if the Lessee shall in good faith contest the validity of any such lien,
then the Lessee shalt at its sole expense defend itself and the Board against the same and shall pay
and satisfy any adverse expense or cost or adverse judgment that may be rendered thereon before
the enforcement thereof against the Board or the Premises, upon the condition that if the Board shall
require, the Lessee shall furnish a surety bond satisfactory in form and amount to the Board. Said
bond shall not be less than one hundred twenty percent (120%) of such contested lien indemnifying
the Board against liability for the same, and holding the Premises free from the effect of such lien.
Page 12 of 16
C. Posted Notice
The Lessee shalt, upon execution of this lease at its cost, prepare a Notice, pursuant to CRS
538-22-105, and cause the same to be posted for the purpose of protecting the Board against any
liens or encumbrances upon the Premises by reason of work, labor, services or materials contracted
for or supplied to the Lessee,
D. The Board's Liens
To secure the payment of any Rental that becomes due, and to satisfy all reasonable costs and fees
incurred by the Board in recovering said Rental, the Board shall have a contractual lien on any and
all Authorized Improvements (the "Rent Lien") and their proceeds in any disposition. Any security
interest granted in any Authorized Improvement, including a collateral assignment, will be
subordinate to the Rent Lien. Lessee has the affirmative obligation to give notice of these Liens to
any lender, investor or prospective secured party. The Board agrees to work with Lessee's lenders,
investors, or prospective secured parties to make satisfactory arrangements for the suspension or
discharge of such liens.
25. MISCELLANEOUS
A. False Statements
Any false certification or statement by the Lessee in the application, public disclosure statement or
qualification of financial responsibility statement required to be submitted with the application for
the lease, or in any other document or report required to be submitted under this lease, shall at the
discretion of the Board, result in termination of this lease and an action for damages.
B. Lease Document Controls
In the event of inconsistency or conflict between this lease and documents incorporated herein by
reference, this lease shall control.
C. Compliance With Laws
The Lessee shall comply with all applicable federal, state and local ordinances, regulations and laws
including but not limited to criminal, land use, fencing, noxious weed, environmental, wetlands
protection, hazardous waste, health and safety laws, ordinances and regulations regarding the
Premises and activities conducted thereon or by virtue thereof. Furthermore, the Lessee shall not
use or permit the Premises to be used in violation of any such rule, regulation or law; or for any
purpose tending to damage or harm the Premises or improvements thereon or adjacent thereto, or
the image or attractiveness thereof; or for any improper, offensive or immoral use or purpose; or in
any manner which shall constitute waste, nuisance or public annoyance. The Lessee shall
immediately notify the Board of alt spills, releases, inspections, correspondence, orders, citations,
notices, fines, response and/or cleanup actions, and violation of laws, regulation or ordinance
which affect the Premises.
D. Lessee's Authority
If the Lessee is an entity other than an individual, each individual executing this lease on behalf of
said entity represents and warrants that he or she is duly authorized to execute and deliver this lease
lies ix t \hitch IQ, 'n};
Page 13 of 16
on behalf of said entity and that this lease is binding upon said entity in accordance with its terms.
The Lessee shall deliver a certified copy of the appropriate document evidencing authorization for
such execution.
E. Entire Agreement
This lease and all documents incorporated herein by reference represent the entire agreement
between the parties hereto. No oral agreement or implied covenant shall be held to vary the
provisions hereof,
F. Amendments
This lease shall not be amended or ratified except by written document executed by the parties
hereto.
G. Certain Rules of Construction
Time is of the essence in the performance of this lease. Unless the context clearly implies otherwise,
each and every act to be performed or obligation to be fulfilled by the Lessee under this lease shall
be performed or fulfilled at the Lessee's sole cost and expense. Lessee's failure to perform any of its
obligations under this Lease in a timely manner shall be a breach of this lease.
H. Governing Law and Venue
This lease shall be governed by and construed in accordance with the laws of the State of Colorado
and venue shall be in the City and County of Denver or the county in which the Premises is located.
I. Notices
Every notice, demand, request, designation, consent, approval or other document or instrument
required or permitted to be served hereunder shall be in writing, shall be deemed to have been duly
served on the day of receipt and shall be sent by United States mail, postage prepaid. The parties
may change the place for serving of such papers on it, or provide for the delivery of not more than
two (2) additional copies, by giving the other party at least ten (10) days prior written notice to such
effect.
J. Severability
If for any reason provisions of this lease or the application thereof to any person or circumstances,
shall to any extent, be deemed invalid or unenforceable, the remainder of this lease shall not
necessarily be affected thereby and each provision of the lease shall be valid and enforceable to the
fullest extent permitted by law,
K. Costs of Suit: Attorneys Fees
in the event that the Board shall, without fault on the Board's part, be made party to any litigation
instituted by the Lessee or by any third party against the Lessee, or by or against any person holding
under or using the Premises by license of the Lessee, or for the foreclosure of any lien for labor or
Rohe('\I.I I1 r‘).?I}I,
Page 14 of 16
material furnished to or for the Lessee or any such other person or otherwise arising out of or
resulting from any action or transaction of the Lessee or of any such other person, the Lessee hereby
indemnifies and holds the Board harmless from and against any judgment rendered against the Board
or the improvements or any part thereof, and all costs and expenses, including reasonable attorneys
fees, incurred by the Board in or in connection with such litigation. This provision shall survive the
termination, cancellation or relinquishment of this lease.
L. Archaeology
It is contrary to state and federal law to excavate, appropriate or disturb any historical, prehistorical
or archaeological site or resource on any lands administered by the Board. Discovery of a suspected
site or resource shall be immediately brought to the attention of the Board and the State
Archaeologist.
26. HOLDING OVER
If Lessee remains in possession of the Premises after the termination of this lease (by expiration or
otherwise) Lessee shall be liable for rental during such holdover possession. The reasonable rental
during a holdover possession shall be two (2) times the current rental. At the Board's option, the Lessee
shall be construed to be in possession of the Premises and to be occupying the same so long as the
Premises are used in any way to any extent by Lessee, or so long as any of his authorized or unauthorized
improvements remain on the Premises. Continued occupancy shall not establish a new or extended lease
term or other right, no matter how long maintained and regardless of the Board's knowledge thereof.
27. ONGOING OBLIGATIONS
Termination, surrender, or relinquishment shall not release or excuse Lessee from any liability; (i) for
known or unknown waste or damage to the Premises, including environmental damage which arose
from, or in connection with, Lessee's use or occupancy of the Premises; (ii) to the Board, including all
rent owed under this Lease, which accrued prior to the date of such relinquishment; (iii) from the
obligations to restore or revegetate the surface and to maintain or remove Authorized Improvements
or other Lessee property; or (iv) from any other requirement of this lease that survives the
Termination of this Lease. Upon relinquishment, Lessee shall not be entitled to a refund of any rent
previously paid. Any term, condition, restriction, reservation or covenant that gives rise to any rights
or claims of the Board against Lessee shall be deemed to survive the termination, relinquishment,
surrender or abandonment of this lease until all claims and issues have been settled or resolved.
28. BOARD'S AUTHORITY
This lease is entered into pursuant to the authority granted to the Board by Colorado state law.
29. ADDITIONAL CONDITIONS
Additional conditions, if any, are set forth below or on an attached rider, and made a part hereof.
30. NO WAIVER
No failure by either party to exercise and no delay in exercising any right, power or privilege hereunder
wilt operate as a waiver hereof, nor will any single or partial exercise of any right or privilege hereunder
preclude further exercise of the same right or the exercise of any right hereunder. A waiver on one or
more occasions of any provisions hereof shall not be deemed a continuing one.
Rot ihed larch Po. 20
Page 15 of 16
IN WITNESS WHEREOF, the Board and the Lessee, by their signatures below, agree to the terms of this tease:
Lessee:
Signature
individually and as Manager
Lessee:
Position
Signature
Eric Blank
Printed Name
of Platteville Solar CSG LLC
individually and as of
Position
STATE OF , COLORADO BY THE
STATE/t5uJARD OF LAND COMMISSIONERS
--,--yr^
Entity
Printed Name
Appro\ d: Page Bolin, Renewable Energy Program Manager
Application Humber 3.168
1{0 kcd
Page 17 of 17
Entity
Document must be filed electronically.
Paper documents are not accepted.
Fees & forms are subject to change.
For more information or to print copies
of filed documents, visit www.sos.state_co.us.
Colorado Secretary of State
Date and Time: 02/07/2017 12:52 PM
ID Number: 20171107556
Document number: 20171107556
Amount Paid: $100.00
A130VL SPACL 1DR OI ICL USL ONLY
Statement of Foreign Entity Authority
filed pursuant to § 7-90-803 of the Colorado Revised Statutes (C.R.S.)
1. The entity ID number, the entity name, and the true name, if different, are
Entity ID number 20171 107556
Entity name
True name
(if different from the entity name)
(Colorado Secretary of State ID number)
Platteville Solar CSG LLC
2. The form of entity and the jurisdiction under the law of which the entity is formed are
Form of entity Foreign Limited Liability Company
Jurisdiction
Delaware
3. The principal office address of the entity's principal office is
Street address Three Radnor Corp Ctr
Suite 300
Radnor
(Street number and name)
(City)
PA 19087
(State) (ZIP.Postal Code)
United States
(Province — if applica ble) (Country)
Mailing address
(leave blank if same as street address) (Street number and name or Post Office Box information)
(City)
(State) (ZIP.Postal Code)
(Province —it a pplicable) (Country)
4. The registered agent name and registered agent address of the entity's registered agent are
Name
(if an individual)
or
(if an entity) The Corporation Company
(Caution: Do not provide both an individual and an entity name.)
(Middle) (Suffix)
AUTHORITY
Page I of 3 Rev. 12/01'2011
(First)
(Last)
Street address
Mailing address
(leave blank if same as street address)
77OO E Arapahoe Road, Suite 220
(Street number and name)
Centennial
(City)
CO 80112
(State) (ZIP Code)
(Street number and name or Post Office Box information)
(City)
CO
(State)
(The following statement is adopted by marking. the box.)
n The person appointed as registered agent above has consented to being so appointed.
(ZIP Code)
5. The date the entity commenced or expects to commence transacting business or conducting activities in
Colorado is O2/07/2O17
6. (If a pplicable, adopt the following statement by marking the box and include an attachment.)
❑ This document contains additional information as provided by law.
7. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has
significant legal consequences. Read instructions before entering a date.)
(If the following statement applies, adopt the statement by entering a date and, if applicable, time using the required format.)
The delayed effective date and, if applicable, time of this document is/are
(nunrdd/yyyy hour:minute am/pm)
Notice:
Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or
acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the
individual's act and deed, or that the individual in good faith believes the document is the act and deed of the
person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity
with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic
statutes, and that the individual in good faith believes the facts stated in the document are true and the
document complies with the requirements of that Part, the constituent documents, and the organic statutes.
This perjury notice applies to each individual who causes this document to be delivered to the Secretary of
State, whether or not such individual is named in the document as one who has caused it to be delivered.
8. The true name and mailing address of the individual causing the document to be delivered for filing are
Argo Megan
(Last) (First)
Three Radnor Cor[Ctr, Ste 30O
(Street number and name or Post Office Box information)
(Middle) (Suffix)
Radnor
(City)
PA 19O87
(State) (ZIP:Postal Code)
United States .
(Province — if applicable) (Country)
(If the following statement applies. adopt the statement by marking the box and include an attachment.)
n This document contains the true name and mailing address of one or more additional individuals
causing the document to be delivered for filing.
AUTHORITY
Page 2 of 3 Rev. 12/01/2011
Disclaimer:
This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice,
and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy
minimum legal requirements as of its revision date, compliance with applicable law, as the same may be
amended from time to time, remains the responsibility of the user of this formlcover sheet. Questions should
be addressed to the user's legal, business or tax advisor(s).
AUTHOR [TY
Page 3 of 3 Rev. 12/01/2011
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