HomeMy WebLinkAbout20170170RESOLUTION
RE: APPROVE NONEXCLUSIVE LICENSE AGREEMENT FOR THE CONSTRUCTION,
MAINTENANCE, AND/OR USE OF OIL AND GAS PIPELINE WITHIN THE CR 40
RIGHT-OF-WAY AND AUTHORIZE CHAIR TO SIGN - DCP MIDSTREAM, LP
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, the Board has been presented with a Nonexclusive License Agreement for
the Construction, Maintenance and/or Use of Oil and Gas Pipeline within the County Road 40
Right of -Way between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Public Works, and
DCP Midstream, LP, commencing upon the full execution of signatures and with further terms
and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Nonexclusive License Agreement for the Construction, Maintenance,
and/or Use of Oil and Gas Pipeline within the County Road 40 Right -of -Way between the County
of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County,
on behalf of the Department of Public Works, and DCP Midstream, LP, be and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 11th day of January, A.D., 2017.
BOARD OF COUNTY COMMISSIONERS
ATTEST: dattiL) G:.�C1to,t
Weld County Clerk to the Board
BY:
Deputy Clerk to the Board
APP 'eV:DAST
Attorney
Date of signature: O`o1(0Cv!(
CGt PLOC c-KiOnIFG)
D t I o►CO I t -I
WELD COUNTY, COLORAD
EXCUSED
Sean P. Conway
arbara Kirkmeye'
Steve Moreno, Pro-Tem
2017-0170
EG0074
Co4(60 it) -14 ci(p`
MEMORANDUM
TO: Esther Gesick, CTB DATE: January 5, 2017
FROM: Clay Kimmi, P.E., Public Works
SUBJECT: Non -Exclusive License Agreement between DCP
and Weld County at the CR 40 and CR 49 Intersection
Please place the attached agreements on the BOCC Agenda. Once the agreement has been signed,
please return one signed original back to me so I can provide it to DCP.
DCP has an 8 inch gas line that lies under CR 40 on the east side of CR 49. The gas line needs to be
relocated as part of the CR 49 project. DCP has contacted the adjacent landowners for easements and
those landowners have decided not to sell an easement to DCP. In order to move, DCP has requested to
remain in Weld County's Right of Way (ROW). DCP will relocate the gas line from under CR 40 to the
north edge of the CR 40 ROW.
In a December 12, 2016 work session, staff recommended that DCP be allowed to stay in the ROW for
only one reason. Because the adjacent landowners are unwilling to work with DCP, allowing DCP to
relocate within the ROW reduces the impacts to the construction schedule. The BOCC provided staff with
direction to proceed with a non-exclusive license agreement (NELA) for DCP.
2017-0170
Page I of I
M:\ -Active Projects\ Strategic Corridor\WC'R 49 ('orridor\Utilities\DCPINELA CO CR 40 Memo to C FR I-4-17.docx
NONEXCLUSIVE LICENSE AGREEMENT FOR THE CONSTRUCTION,
MAINTENANCE, AND/OR USE OF OIL AND GAS PIPELINE
WITHIN WELD COUNTY ROAD 40 RIGHT OF WAY
THIS NONEXCLUSIVE LICENSE AGREEMENT made and entered into this I/ day
of January, 2017, by and between WELD COUNTY, COLORADO, through the Board
of County Commissioners of Weld County, Colorado, whose address is 1150 O Street,
Greeley, Colorado 80631, as First Party, and DCP MIDSTREAM, LP, as Second Party
whose address is 370 17th St, Suite 2500, Denver, CO 80202, Attention Legal
Department.
WITNESSETH:
WHEREAS, Second Party desires to construct an 8" diameter pipeline within
the Right -of -Way (ROW) of Weld County Road (WCR) 40 as it crosses WCR 49, and
WHEREAS, First Party is the owner of the WCR 40 ROW, and
WHEREAS, First Party is currently upgrading WCR 49 as it crosses the WCR 40 ROW,
requiring the relocation of Second Party's pipeline, and
WHEREAS, Second Party wishes to construct, maintain, and/or access its
pipeline located within the ROW at its sole expense, and
WHEREAS, once the pipeline is constructed, no concrete may be cut for
maintenance, repair, or any other purpose, and
WHEREAS, if the pipeline is abandoned at any time, it shall be flash -filled and
plugged.
NOW, THEREFORE, in consideration of the covenants contained herein and
the agreements of said Second party to be performed hereunder, and upon the conditions
herein stated, First Party does grant to Second Party, its successors and assigns, a
nonexclusive license to construct, maintain, and/or access the pipeline within the ROW.
The conditions by which Second Party may construct, maintain, and/or access
the oil and gas pipeline within the ROW are as follows:
1. The parties intend that this Agreement shall allow Second Party to construct,
maintain, and access the oil and gas pipeline in accordance with the location and
design attached as Exhibit A. However, First Party retains the right to revoke
this Nonexclusive License Agreement at any time for good cause as reasonably
determined by the First Party, and such revocation may operate, at First Party's
sole discretion, to require Second Party to remove and vacate all facilities and
uses that First Party deems not to be in the best interests of the public. Such
revocation shall not prohibit Second Party's continued use of the ROW for
access to Second Party's property, to the extent that such continued use is
consistent with the right of the public to use the ROW. First Party shall give
Second Party written notice of its intent to revoke this Nonexclusive License
Agreement at least six (6) months prior to the intended date of revocation. Such
notice shall be sent to Second Party by Certified Mail to its address written
above or served upon Second Party in accordance with the Colorado Rules of
Civil Procedure. Second Party shall have the duty of informing First Party of
Second Party's change in address from the above stated address.
2. The construction, maintenance, and/or access of oil and gas pipeline within the
ROW by Second Party shall be done in such manner as reasonably prescribed by
First Party, which manner shall include, but not be limited to, the following:
a. ROW shall be maintained in the present state as found at this time.
b. This Nonexclusive License Agreement does not grant the right to gate
or fence ROW for private use.
c. Prior to commencing any activities within the ROW, Second Party
020/ 7- o/ 7'
shall in accordance with First Party agree to the exact location of the
exterior boundaries of the ROW.
3. Any maintenance of any of Second Party's facilities in the ROW shall be at its
own expense and without the aid or use of Weld County funds.
4. Except for the negligence of First Party, Second Party shall indemnify and save
harmless First Party, its successors, assigns, employees, and agents from any
damage or loss sustained by them or any of them to the extent caused by Second
Party's negligence with respect to the maintenance and/or use of the ROW.
5. Except for the negligence of First Party, Second Party agrees to protect First Party and
save and hold it harmless from any and all third party claims and damages that said
maintenance and/or use may directly or indirectly cause to the extent attributable to the
negligence of Second Party. Second Party hereby releases First Party, its successors,
assigns, employees, and agents from any and all claims and damages of whatsoever
character to said ROW by Second Party resulting from any act, either on the part of the
First Party or on the part of any third party.
6. Other than assignments in connection with the mortgage or sale of all or substantially all
of the Second Party's assets or equity interests in Second Party, for which no consent
shall be required, Second Party shall not assign any or all of its rights under this
Nonexclusive License Agreement without first obtaining written consent to such
assignment from First Party, which consent shall not be unreasonably withheld.
7. The parties hereby agree that neither has made or authorized any agreement with respect
to the subject matter of this instrument other than expressly set forth herein, and no oral
representation, promise, or consideration different from the terms herein contained shall
be binding on either party hereto, or its agents or employees. This Nonexclusive License
Agreement embodies all agreements between the parties hereto and there are no
promises, terms, conditions, or obligations referring to the subject matter whereof other
than as contained herein.
2
8. If any term or provision of this Nonexclusive License Agreement, or the application
thereof to any person or circumstances shall, to any extent, be held invalid or
unenforceable, the remainder of this Nonexclusive License Agreement, or the
application of such terms or provisions, to a person or circumstances other than those as
to which it is held invalid or unenforceable, shall not be affected, and every other term
and provision of this Nonexclusive License Agreement shall be deemed valid and
enforceable to the extent permitted by law.
9. No portion of this Nonexclusive License Agreement shall be deemed to constitute a
waiver of any immunities the parties or their officers or employees may possess, nor
shall any portion of this Nonexclusive License Agreement be deemed to have created a
duty of care which did not previously exist with respect to any person not a party to this
Nonexclusive License Agreement.
10. It is expressly understood and agreed that the enforcement of the tenns and conditions of
this Nonexclusive License Agreement, and all rights of action relating to such
enforcement, shall be strictly reserved to the undersigned parties and nothing in this
Nonexclusive License Agreement shall give or allow any claim or right of action
whatsoever by any other person not included in this Nonexclusive License Agreement.
It is the express intention of the undersigned parties that any entity other than the
undersigned parties receiving services or benefits under this Nonexclusive License
Agreement shall be an incidental beneficiary only.
It is mutually understood and agreed that this Nonexclusive License Agreement and all the
terms and conditions hereof shall extend to and be binding upon the parties hereto, their
successors, and assigns.
DCP MIDSTREAM LP:
By:
Lewis D. Hagenlock, Attorney In Fact
SUBSCRIBED AND SWORN to before me this
By {-i tiJ {'lit', e,1IC7E
WITNESS my hand and official seal
WELD COUN
ATTEST: 5
Weld
BY:
adatou
y Clerk to the Board
Deputy Cle
day of Ii L11 i,,�Ll i1!i' ,2017,
Not. Public
My com/jM7jND4B)lMNC'i .a11
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 20114024382
MY COMMISSION EAPIRES APRIL 20, 2019
—1`1
scABOARD OF COUNTY COMMISSIONERS
ELD COUNTY, COLORADO
kit/
Julie A. Cozad,
4269554 Pages: 3 of 5
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