HomeMy WebLinkAbout20152773.tiffRECEIVED
JAN 11 9 22 O 1177
WELDCOUNTY
COMMISSIONERS
BOCC STAFF USE
Date Set: Time:
BOARD OF COUNTY COMMISSIONERS
Pass Around Request
RE: BOCC Agenda Item -Accept Payment from Whiting O&G for CR 127/129 Maintenance Agreement
DEPARTMENT: WELD COUNTY PUBLIC WORKS DATE: November 14, 2016
PERSON REQUESTING: Janet Lundquist Extension: 3726
Brief description of the issue: (please select one) ❑ Informational only X Action needed
The Public Works Department and the County Attorney's Office have been working with Whiting O&G on a voluntary
Maintenance Agreement, please see the attached. The Road Maintenance Agreement is for CR 127/129, from SH 14 to
CR 110. In accordance with the Maintenance Agreement the Department of Public Works received the proportional
share for year two in the amount of $258,696.27 in the form of a company check (JPMorgan Chase Bank 3101258736,
for the above -mentioned Road Maintenance Agreement.
If a Work Session is required, recommended length of time needed for discussion:
15 min
If a Work Session is required, In addition to yourself and the board, who should attend?
Jay McDonald, Evan Pinkham, Esther Gesick, Tisa Juanicorena, Barb Connolly & Frank Haug
What options exist for the Board? (Include consequences, impacts, costs, etc. of options)
Option A: Have this BOCC Hearing item be placed on the next available agenda as part of the Consent Agenda.
Option B: Have this BOCC Hearing item be placed on the next available agenda as part of the Regular Agenda.
Recommendations:
Option A: Have this BOCC Hearing item be placed on the next available agenda as part of the Consent Agenda.
Julie Cozad, Chair
Steve Moreno, Pro-Tem
Sean Conway
Mike Freeman
Barbara Kirkmeyer
BOARD CHAIR USE
Results/Outcomes:
-a
Approve Schedule Other
Recommendation Work Session Comments:
J;/
4
rAr
020/x- 01770
Whiting Oil & Gas Corp.
DENVER, COLORADO 80290 303-837-1661
checkeo.3101258736
Reference Inv date Invoice No. Invoice Amt Prior Pmt
1611 -AP -6128 09/08/16 09082016
Vendor
258696.27
98325 WELD COUNTY
A
WHITING
N
PAY
0.00
Ck date
Discount Amount Paid
11/08/16
WARNING: DO NOT ACCEPT THIS DOCUMENT UNLESS YOU CAN SEE A WATERMARK,
WhitingQ: & Gas Corp.
A WHOLLY OWNED SUBSIDIARY OF
WHITING PETROLEUM CORP.
1700 BROADWAY SUITE 2300, DENVER COLORADO 80290
303-837-106T -_
JPMORGAN CHASE BANK, N.A.
COLUMBUS, OHIO.
56-1544 / 441
Two hundred fifty-eight thousand' six
cents
TO THE.
ORDER
OF
WELD COUNTY
DEPARTMENT OF PUBLIC WORKS
ATTN; JANET LUNDQUIST
1111 H STREET
PO BOX 758
GREELEY, CO 80632
Aefritsfts
RESOLUTION
RE: APPROVE ROAD MAINTENANCE AGREEMENT AND AUTHORIZE CHAIR TO SIGN
- NOBLE ENERGY, INC., AND WHITING OIL AND GAS CORPORATION
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 Road Maintenance Agreement
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 Noble Energy,
Inc., and Whiting Oil and Gas Corporation, commencing upon full execution of signatures, and
ending three (3) years from the effective date, with further terms and conditions being as stated in
said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said maintenance
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 Road Maintenance Agreement 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, Noble Energy, Inc., and Whiting Oil and Gas Corporation, 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 19th day of August, A.D., 2015.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST:d C' J;ok
Weld County Clerk to the Board
BY:
uty Clerk to
AP iVVED AS T
County Attorney
Date of signature: 9/z
rbara Kih it
Mike Freeman, Pro-Tem
. Cozad
CC:T %,
2015-2773
EG00 72
MEMORANDUM
TO: Esther Gesick, Clerk to the Board DATE: July 17, 2015
FROM: Janet Lundquist, Public Works
SUBJECT: CR 127/129 Maintenance Agreement
Weld County Public Works has worked with Noble Energy and Whiting Oil & Gas on a Maintenance
Agreement for CR 127/129 from SH 14 to CR 110. Both companies contribute approximately 90% of the traffic
generated on this roadway segment for their use -by -right operations. Public Works determined a maintenance
schedule and cost for the maintenance of the roadway. Both companies are committing at $435,190.39 each
which will total $870,380.78 approximately 90% of the costs required for the maintenance of the roadway
segment. Attached is copy of the agreed upon Maintenance Agreement.
2015-2773
Page 1 of 1
C:\Users\jlundquist\Desktop\MA Noble, Whiting & Weld County .docx
ROAD MAINTENANCE AGREEMENT
THIS ROAD MAINTENANCE AGREEMENT (this "Agreement") is made effective the
day of August, 2015 ("Effective Date") by and between the COUNTY OF WELD, a political subdivision
of the State of Colorado ("County"), NOBLE ENERGY, INC., a Delaware Corporation ("Noble"), and
WHITING OIL AND GAS CORPORATION, a Delaware Corporation ("Whiting"). County, Noble and
Whiting are herein referred to as each a "Party" and collectively the "Parties."
RECITALS
A. Whereas the Parties understand that Weld County Road 127, beginning at the
Southeast corner of Section 33, Township 10 North, Range 58 West, at the junction of County Road
110, and heading south approximately eight (8) miles, before ending in the southern portion of Section
10, Township 8 North, Range 58 West, and turning into County Road 129 which begins in the southern
portion of Section 10, Township 8 North, Range 58 West, and heads south approximately four (4)
miles to the southeast corner of Section 34, Township 8 North, Range 58 West as depicted on Exhibit
A (the "Subject Roads") may require maintenance as a result of increased traffic activity associated
with the oil and gas operations of Noble and Whiting.
B. Whereas the Parties agree that it is in their mutual interests that periodic maintenance
of the Subject Roads be administered and performed by the County. Noble and Whiting agree to
contribute payment to the County for road maintenance on the Subject Roads in accordance with this
Agreement.
AGREEMENT
For good and valuable consideration, including the mutual promises and covenants set forth herein,
the Parties agree as follows:
1. Administration and Performance of Road Maintenance. The Subject Roads are,
and will remain, a public road and, therefore, the County shall continue administering and performing
road maintenance and repair activities on the Subject Roads, as set forth in more detail in this
Agreement on Exhibit B attached hereto (the "Road Maintenance"). The County will be responsible
for administering and performing all of the Road Maintenance required as agreed upon and pursuant
to this Agreement. The rights and obligations created by and under this Agreement shall apply
only to the Subject Roads and will have no effect on the Parties' use and maintenance on any
other public roads.
2. Commencement of Work. After execution of this Agreement by the Parties, the
County shall continue and/or commence executing the Road Maintenance as set forth in this
Agreement as depicted on Exhibit B.
3. Maintenance and Repair Standards. All road maintenance and repairs will be in
accordance with the Weld County Code and the Weld County Engineering and Construction Criteria
Guidelines.
.2o 10-- 02-7736)
4. Costs and Contributions for Road Maintenance.
A. Contribution Percentages. The contribution calculations are set forth in more
detail in this Agreement on Exhibit C attached hereto (the "Proportional Shares"). The County
will be responsible for administering and performing all of the annual traffic counts for
determining the calculations required as agreed upon and pursuant to this Agreement.
B. Contribution Billing. The County has identified the baseline of traffic and the
proportional shares included in Exhibit C. All Parties' contributions are due in full to the County
annually in August. The County will update the costs included within Exhibit B and Proportional
Shares within Exhibit C by May annually. If the previous period's monies were not expended,
the costs for the upcoming period will be reduced. If the previous period's monies expended
were above the costs included within Exhibit B the costs for the upcoming period may be
increased not to exceed the amount from the previous period. The County will provide a status
of the monies expended as a quarterly true -up bill to all Parties of this agreement. An annual
audit of expended funds for Subject Roads will be made available by the County upon request
from the other Parties.
C. County Contributions. County shall contribute 10% of the cost for Road
Maintenance of the Subject Roads, being an approximate amount of $96,708.98 as
determined by the estimated total cost of the annual Road Maintenance. The County shall
supply all permit authorizations and easements ("Approvals"), personnel, materials, and
equipment as necessary to perform County activities as set forth in more detail in this
Agreement on Exhibit B attached hereto.
D. Noble Contributions. Noble shall contribute 45% of the cost to the County for
Road Maintenance of the Subject Roads, being an approximate amount of $435,190.39 as
determined by the estimated total cost of the annual Road Maintenance. Noble will be
responsible for an amount not to exceed $456,949.91 annually as determined by the estimated
total cost of Road Maintenance for the Term of this Agreement and summarized on Exhibit B.
E. Whiting Contributions. Whiting shall contribute 45% of the cost to the County
for Road Maintenance of the Subject Roads, being an approximate amount of $435,190.39 as
determined by the estimated total cost of the annual Road Maintenance. Whiting will be
responsible for an amount not to exceed $456,949.91 annually as determined by the estimated
total cost of Road Maintenance for the Term of this Agreement and summarized on Exhibit B.
5. Provision of Maintenance. The Parties agree that all Road Maintenance for the
Subject Roads will be mutually agreed upon by Noble (45%), Whiting (45%), and County (10%) and
that all contributions made for Road Maintenance, as described in Section 4, correlate with the
respective level of the Parties' use of the Subject Roads. If the Parties cannot agree on any aspect of
the Road Maintenance required for the Subject Roads, then the Parties will resolve the disagreement
in accordance with Section 6.
A. Consultation. On or before the anniversary of the Effective Date, Noble,
Whiting, and County will engage in a follow-up onsite inspection to collectively inspect the
Subject Roads to determine the extent and type of repairs, if any, which will be necessary to
maintain the road for the following year. After the consultation, if all Parties agree in
2
accordance with Section 7, the Parties may review this Agreement on a year to year basis and
establish an annual cost estimate based on the contribution percentages dictated by traffic
volumes. At the end of the three year period, the Parties may renew this Agreement on a year
to year basis and establish an annual cost estimate based on the consultation for the renewal
period. If the Parties agree to renew the Agreement, they shall continue to comply with the
consultation requirement in this Section 5 (A) for each renewal period.
6. Expert Resolution.
A. The Parties desire to establish an efficient process for resolving commercial
issues that may arise between them, but which issues do not constitute a controversy or claim
arising under or relating to this Agreement, or a breach thereof. The Parties therefore agree
to use the Expert to resolve the following commercial issue: determination of which Party or
Parties are responsible for repairs to the Subject Roads as determined by the County during
the Term of this Agreement.
B. If any Party believes in good faith that a determination described above is
required, that Party shall provide written notice of the need for a determination to the other
Parties. The written notice shall provide a statement of the issue to be determined and all
facts relevant to the determination.
The Parties shall attempt to select a mutually acceptable Expert within ten (10) days of receipt
of the written notice of expert resolution. If Parties are unable to select a mutually acceptable
Expert to the International Institute for Conflict Prevention and Resolution (CPR Institute). The
Parties agree to accept any Expert appointed by the CPR Institute
C. The Expert, once appointed, will set a schedule for receiving written
submissions from each Party on the issue posed in the written notices. The Expert shall issue
his or her decision in written form no later than sixty (60) days from his or her appointment.
D. Noble, Whiting, and County agree to be bound by the decision of the Expert.
Noble, Whiting, and County shall share the costs of the Expert's services equally.
7. Term of Agreement, New Parties and Termination. This Agreement shall remain in
effect for a period of three (3) years from the Effective Date ("Term"), and may be renewed
thereafter on a year to year basis by mutual written consent of all Parties. A new operator can
be made a Party to this Agreement if there is mutual consent of all of the existing Parties. The
new Party will be included within the next annual Term. Exhibit C would be revised to include
the new Party within the proportion share. Any Party may terminate their involvement in this
Agreement by giving written notice of such termination to the other Parties. The remaining
Parties shall be required to all of its obligations under this Agreement including the previously
agreed upon Proportional Shares as described in Exhibit C. Each Party will be charged a
proportional share based upon traffic counts, regardless of the status of the other Parties. Such
voluntary termination shall be effective on the sixtieth (60th) day following receipt of the notice
by the non -terminating Parties. Prior to termination, the terminating Party shall be required to
all of its obligations under this Agreement accrued to the end of the current Term.
3
8. General Provisions.
A. Binding Effect. All of the covenants, conditions and terms of this Agreement
shall be binding upon and inure to the benefit of the Parties and their respective successors.
B. Notices. Unless otherwise provided in this Agreement, any notice or other
correspondence required or permitted by this Agreement shall be deemed to have been
properly given and delivered when made in writing and hand delivered to the Party to whom
directed, or when sent by certified mail with all necessary postage or charges fully prepaid, or
when sent by electronic facsimile transmission, with written confirmation of delivery of
transmission, and addressed or delivered to:
County of Weld
Attn: Janet Lundquist, Support Services Manager
1111 H Street
Greeley, Colorado 80632
Phone: 970-304-6496
Noble Energy, Inc.
Attn: Director of Land, US Onshore
1625 Broadway, Suite 2200
Denver, Colorado 80202
Phone: 720-587-2059
Whiting Oil & Gas Corporation.
Attn: Mike Stahl, Operations Manager
1700 Broadway, Suite 2300
Denver, Colorado 80290
Phone 303-495-6715
Any Party may change its address for the purpose of notices or communication by furnishing notice
thereof to the other Party in the manner provided in this Section.
C. Entire Agreement. This Agreement, along with Exhibit A, Exhibit B, and Exhibit
C attached hereto and made a part hereof, contains the entire Agreement between the Parties,
and it shall supersede all prior discussions or negotiations between them. This Agreement
may be modified only in writing signed by the Parties.
D. Governing Law. This Agreement shall be governed by and interpreted in
accordance with the laws of the State of Colorado. Jurisdiction and venue shall be in the
Denver District Court, County of Denver, in and for the State of Colorado.
4
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the Effective
Date.
COUNTY OF WELD
By:
Jay r D•n. •, Director of Public Works
NOBLE ENERGY, INC.
By: IVY/T
Mark Patteson, Vice President of DJ Basin Business Unit
WHITING OIL AND GAS CORPORATION
By:
Rick Ross, Senior Vice President, Operations
5
RE: ROAD MAINTENANCE AGREEMENT WITH NOBLE ENERGY, INC. AND WHITING OIL
AND GAS CORPORATION
ATTEST:
dirhyti
Weld o nt,Clerk to th- Bo -rd
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
BY: ,L /lJAIL/
Deputy CI
RO D
Controller
APPROVE AS TO FOR
County Attorney
arbara Kirkmeyer,/Chair,
AUG 1 9 2otS
APPROVED AS TO SUBSTANCE:
lected Official or Department Head
Director of General Services
Exhibit A: Subject Roads
Attached to and by reference made a part of that certain Road Maintenance Agreement dated the
day of August, 2015, by and between the COUNTY OF WELD, a political subdivision of the
State of Colorado ("County"), NOBLE ENERGY, INC., a Delaware Corporation ("Noble"), and
WHITING OIL AND GAS CORPORATION, a Delaware Corporation ("Whiting") covering the following:
Weld County Road 127, beginning at the Southeast corner of Section 33, Township 10 North, Range
58 West, at the junction of County Road 110, and heading south approximately eight (8) miles, before
ending in the southern portion of Section 10, Township 8 North, Range 58 West, and turning into
County Road 129 which begins in the southern portion of Section 10, Township 8 North, Range 58
West, and heads south approximately four (4) miles to the southeast corner of Section 34, Township
8 North, Range 58 West.
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Exhibit B: Road Maintenance
1. Road Conditions. The. County has conducted an onsite inspection to determine the
current condition of the Subject Roads. At the conclusion of this inspection, all Parties mutually agreed
to a summary of the overall condition of the Subject Roads and the Parties have used the summary
as a baseline to determine the repair and maintenance costs for the Term of this Agreement detailed
herein (the "Road Maintenance").
Maintenance Plan - Weld County Road 127/129
Estimated 1st year cost for 1 mile of full depth with Gravel Improvements
One Full Depth Application:
Estimated 4" needed to add to replace the 8" above CTB equals to 2000
tons/mile, This includes: Gravel, Loading and Hauling
Water/Chemicals, This includes: Water, Chemical and Hauling
Road Prep/Work, This includes: Reclaiming, Grading,
Compacting, Mobilization and Flagging
Total Full Depth Application
Topical Application on Full Depth
Water/Chemicals, This includes: Water, Chemical and Hauling
Road Prep/Work, This includes: Reclaiming, Grading, Compacting
and Mobilization
Topical Application
TOTAL FULL DEPTH + TOPICAL, 1st Application
Estimated 1st year cost for 1 mile of Topical Treatment X Five Applications.
Water/Chemicals, This includes: Water, Chemical and Hauling
Road Prep/Work, This includes: Grading, Compacting and Mobilization
TOTAL
Estimated 1st year cost for 1 mile of Maintenance X 12
Water and Water Hauling
Road Prep/Work
TOTAL
TOTAL FOR YEARLY MAINTENANCE PER MILE
12.5 miles depicted on Exhibit A
County (10%)
Noble (45%)
Whiting (45%)
$26,955.88
$5,307.06
$4,807.76
$37,070.70
$2,482.06
$1,346.66
$3,828.72
$40,899.42
$12,410.30
$6,733.30
$19,143.60
$8,556.48
$8,767.68
$17,324.16
$77,367.18
$967,089.75
$96,708.98
$435,190.39
$435,190.39
Exhibit C: Proportional Shares
The County has conducted traffic counts on the Subject Roads to develop baseline traffic historically
and currently. Annually, the County will complete additional traffic counts to determine each of the
Parties' Proportional Shares of generated traffic. The following summary establishes the baseline
traffic from 2011 and the current proportional share based upon a traffic count taken in 2014. All
Parties mutually agreed to a summary as a baseline to determine the repair and maintenance costs
for the Term of this Agreement detailed herein (the "Proportional Shares").
Cost Sharing: AADT to ESAL Form
Noble/Whiting/Weld County CR
Project: 127/129
Designed
by: Janet Lundquist
Vehicle Classification
Existing
AADT
Existing Vehicle
Proposed
Proposed
Vehicle
Total
Trips/Day
%
Trips/Day
%
Trips/Day
Passenger Vehicles (Class 1-3)
63%
4,`K
46%
530
Single Units (Class 4-7)
27%
31
26%
281
Combo Units (Class 8-13)
'°
10%
28%
271
Totals
184
100%
897
100%
1,082
Vehicle Classification
Total
Vehicle
ESAL
ESAL
ESAL
ESAL
%
Factor
Existing
Proposed
Total
Passenger Vehicles (Class 1-3)
49%
0.003
0.35
1.24
1.59
Single Units (Class 4-7)
26%
0.249
12.45 -
57.52
70.04
Combo Units (Class 8-13)
25%
1.087
19.57
275.01
294.68
Totals
100%
-
32.36
333.77
366.31
8/3/2011
w/ annual 2%
Growth
7/16/2014
Increased
Traffic
Passenger Vehicles (Class 1-3)
116
122
535
413
Single Units (Class 4-7)
50
53
284
231
Combo Units (Class 8-13)
18
19
272
253
Applicant's Proportional Share
91%
County's Proportional Share
9%
Total
100%
Final Contributions
Noble Proportional Share
45%
Whiting Proportional Share
45%
County's Proportional Share
10%
Total
100%
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