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Home My WebLink About20171090April 10, 2017 WELD COUNTY ATTORNEY'S OFFICE 1150 "O" Street P.O. Box 758 Greeley, CO 80632-0758 Website: www.co.weld.co.us Phone: (970) 336-7235 Fax: (970) 352-0242 The Law Office of James A. Martell, LLC 145 N. College Avenue, Suite E Fort Collins, Colorado 80524 Via email to jamartclllawoffice.com mark@geiresources.com RE: Appeal of Denial of Access Permit Dear Mr. Martell: I am writing this letter in response to your appeal of a denial of an access permit off of Niobrara Boulevard near Weld County Road 44. Upon review of your information as well internal documents, the denial and appeal are not yet timely to address. Niobrara Blvd. is an internal subdivision road, and the access requested is off the privately maintained road, not WCR 44. As a result, until Niobrara becomes publicly maintained, Weld County is not granting or denying accesses off of that road. The County has safety concerns regarding this road. However, at this time your appeal is not necessary as the denial of the permit is not yet appropriate. Yours truly, Frank N. Haug Assistant Weld County Attorney cc: Jay McDonald, Janet Lundquist, Elizabeth Relford, Weld County Public Works. 2017-1090 y-/9- oLOj 7 LAW OFFICE OF JAMES A. MARTELL, LLC March 31, 2017 VIA E-MAIL egesick@weldgov.com Ms. Esther Gesick, Clerk Weld County Board of County Commissioners 1150 O Street Greeley, CO 80632 RECEIVED APR 032017 WELD COUNTY COMMISSIONERS Re: Appeal of Denial of Access Permit Lot "A" of Recorded Exemption No. 1057 -23 -2 -RE 1177 Ladies and Gentlemen: I represent Peckham Development Corporation, a Colorado corporation ("Peckham"). This is an appeal pursuant to Section 12-5-130 of the Weld County Code by Peckham of the denial of an Access Permit from Niobrara Boulevard ("Niobrara") to Lot A of Recorded Exemption No. 1057 -23 -2 -RE 1177 ("Lot A"). Niobrara is a gravel road that runs through the Weld County Industrial Park ("WCIP"), across the Western Mutual Ditch via bridge and through Lot A from Weld County Road 33 to Weld County Road 44. The connection of Niobrara Boulevard through Lot A from the Western Mutual Ditch to CR 44 is currently not built and will be constructed concurrent with the CR 44 planned improvements. The location of the proposed access driveway from Niobrara onto Lot A is shown on the Grader Shed Setback Exhibit attached hereto as Exhibit A and a Power Point presentation of photographs of the area included with this letter (the "Access Drive"). 145 N. College Avenue, Unit E, Fort Collins, CO 80524 Direct: (970) 449-8718; Main: (970) 221-4455; Facsimile: (970) 221-4242 Email: jamartell@martelllawoffice.com Weld County Board of County Commissioners March 31, 2017 Page 2 The decision to deny the Access Permit was made by the Weld County Public Works Department. The decision to deny the Access Permit denies all access to Lot A, makes Lot A unusable for any purpose and therefore constitutes a complete taking of Lot A. Denial of all access to Lot A would thus create an extreme hardship to Peckham. Peckham has lost prospective purchasers due to the uncertainty of available access. It will also create a hardship to the County because the denial of the Access Permit constitutes a complete taking of Lot A by inverse condemnation under State Department of Highways v. Davis, 626 P.2d 661(Ct. App. 1981), resulting in potential liability to the County for damages. A Broker Opinion of Property Value from SVN/Denver Commercial, LLC, a commercial real estate brokerage firm, is included with this letter as Exhibit B, which shows the current fair market value of Lot A to be $274,000. FACTS Peckham is the owner of Lot A. Peckham acquired Lot A from Weld County pursuant to the terms of an "Agreement for the Exchange of Certain Real Property between Big Thompson Investment Holdings, LLC and Weld County, Colorado" dated January 15, 2014 (the "Exchange Agreement"). A copy of the Exchange Agreement is included with this letter as Exhibit C. The Exchange Agreement was assigned by Big Thompson Investment Holdings, LLC ("Big Thompson") to Peckham and Lot A was conveyed by Weld County to Peckham by General Warranty Deed dated March 18, 2015 and recorded March 19, 2015 at Reception No. 4091728 of the Weld County, Colorado records and is included in this letter as Exhibit D. The consideration for Lot A was the conveyance by Peckham of Outlot A ("Outlot A") as shown on the plat of the WCIP. A copy of the Plat of WCIP is included with this letter as Exhibit E. In addition to conveying Outlot A to Weld County Peckham also paid to Weld County the sum of $181,000.00. At the time of the Closing of the Exchange Transaction Lot A was improved with the County Grader Shed (the "Grader Shed"). The County benefited from the exchange by being able to move the Grader Shed off of County Road 44, an arterial road, which reduces the risk of pulling slow moving Road Graders on and off of an arterial road thus reducing the health and safety risks to both the County staff operating the Road Graders and the general public traveling on the arterial road. The Exchange Agreement required the County to grant one industrial access permit for one point of ingress and egress onto County Road 44 from Lot A. The Exchange Agreement does not place any restrictions or limitations on the use of Lot A. The purpose of the Road Access Policy as set forth in § 8-2-20 of the Weld County Code is to "provide for the safe and efficient movement of traffic while allowing reasonable access to properties." Even though the Access Driveway at its proposed Weld County Board of County Commissioners March 31, 2017 Page 3 location does not meet all of the specific requirements of the County's regulations as explained by the Public Works Department staff, Peckham believes the Access Driveway will provide for the safe and efficient movement of traffic while allowing reasonable access to Lot A. The Public Works Department has given three reasons for the denial of Peckham's application for the Access Permit: First, the location of the Access Drive does not meet the minimum distance requirement from an arterial roadway. The minimum distance from an arterial roadway is 100 feet. The Access Drive is 69.17 feet from the south edge of the ultimate right of way for County Road 44. Any vehicles turning onto Niobrara from the Access Drive will be clearly visible from vehicles turning onto Niobrara from County Road 44 whether traveling east or west on County Road 44 as shown in the power point photographs. Vehicles turning from County Road 44 on to Niobrara will have to slow to a complete stop at the intersection before turning onto Niobrara from either east or west. Second, the sight distance at the Access Drive would require a reduced speed on Niobrara Blvd to accommodate the Access Drive. The purpose of the connection of Niobrara to County Road 44 is to accommodate the industrial truck traffic leaving and entering WCIP. As indicated above vehicles turning onto Niobrara from County Road 44 will have to slow to a complete stop, which is particularly true of industrial trucks. After turning onto Niobrara from County Road 44 vehicles will have to proceed very slowly past the Access Drive because there is an elevated box culvert just to the south of Lot A for the Western Mutual Ditch (the "Box Culvert"). Vehicles, particularly industrial trucks, traveling north on Niobrara towards County Road 44 will be traveling very slowly through Lot A because they will have just crossed over a cattle guard, the Box Culvert and then down a steep grade. The Cattle Guard and Box Culvert effectively act as a gigantic speed bump in Niobrara just along the south boundary of Lot A. In addition to the Grader Shed being clearly visible from the Box Culvert, Peckham will be installing safety signage at the Box Culvert alerting north bound traffic to the Access Drive and grade change. Third, the Grader Shed does not meet the County's setback requirements from Niobrara. The Grader Shed is setback 20 feet from Niobrara as shown on the Grader Shed Setback exhibit, but the Grader Shed cannot be moved and there was no other suitable location for Niobrara. Big Thompson initially proposed that Niobrara be located on the west side of Lot A and obtained an easement for Niobrara from the neighboring property owner. A copy of the easement is included with this letter as Exhibit F. The Public Works Department staff explained that locating Niobrara along the west side of Weld County Board of County Commissioners March 31, 2017 Page 4 Lot A was not acceptable because it would have been too close to the intersection of County Road 44 and US Highway 85. Finally, Peckham believes Niobrara should have a reduced speed limit from the Weld County standard of 55 mph given the following: 1. The length of Niobrara from Weld County Road 33 to Weld County Road 44 is only .63 miles or 3379.09 feet (approximately) as shown on Exhibit G. Niobrara between CR 33 and CR 44 goes through the middle of the WCIP which is a 10 lot heavy industrial zoned park. A majority of the traffic along Niobrara and from the industrial lots is heavy truck traffic. Along the .63 mile Niobrara Boulevard there are approximately 20 access points into the industrial lots as shown on Exhibit H. The distance between access points into the industrial lots off Niobrara generally ranges between 175 and 350 feet more or less. Given these distances the Colorado Department of Transportation State Highway Access Code recommends a speed limit of 30-40 mph. 2. There is a cattle guard on Niobrara after turning onto Niobrara from CR 33 which essentially acts as a speed bump. There is also a cattle guard (to be installed) and bridge (over the Western Ditch) on Niobrara just prior to CR 44 that act as a speed bump. Given this and the short distance between CR 33 and CR 44 its unlikely that vehicles and especially heavy truck traffic will be accelerating to speeds anywhere near 55mph. Given the short distance of Niobrara between CR 33 and CR 44, the multiple access points from industrial lots onto Niobrara, the cattle guards and bridge acting as speed bumps, Peckham believes a reduced speed limit is warranted. Even now, most vehicles are only going 20-30 mph along Niobrara given the aforementioned points. It is my understanding that this appeal will be set for a Hearing. Please notify me of the time and date of the Hearing. Weld County Board of County Commissioners March 31, 2017 Page 5 Thank you for your consideration of this appeal. Si cerely, e/rbi in<A-nea' James A. Martell JAM:bkr Enclosures cc: Mr. Bruce Barker (via email and regular mail) Mr. Frank Houg (via email and regular mail) Ms. Janet Lundquist (via email and regular mail) WELD COUNTY ROAD 44 EXISTING 30' ROW aa ,0o, MARCH 30, 2017 PROPOSED EDGE OF ASPHALT- - PROPOSED RIGHT-OF-WAY (WIDTH VARIES) ULTIMATE RIGHT-OF-WAY (140' TOTAL WIDTH) \-- SECTION LINE ULTIMATE 70' ROW 36.03' (-Qs 69 17' 24' 31' NIOBRARA BLVD. EXISTING 100' ROW r -- WELD COUNTY ROAD 44 WELD COUNTY, COLORADO r a EXHIBIT B *--SVN DENVER COMMERCIAL BROKER OPINION OF PROPERTY VALUE March 27, 2017 Prepared For: Peckham Development Corporation Prepared By: DENVER COMMERCIAL Dan Leuschen Senior Advisor 970-219-7555 dan.Ieuschen@svn.com DENVER COMMERCIAL Your Creative -4i 4SVN DENVER COMMERCIAL 3 NOTICE: The preparer of this Broker Opinion of Value is not registered, licensed or certified as a real estate appraiser by the State of Colorado. This represents Broker's Opinion of Value as limited to information avail- able to us. This is not an appraisal and may not be used to obtain fi- nancing. Table of Contents Cost Method pg. 4 Income Method pg. 7 Market Method pg. 11 Final Reconciliation of Three Valuation Methods pg. 13 Your Creative 4 DENVER COMMERCIAL Cost Method • Examines current construction costs to replicate the building and im- provements. • These costs, in today's dollars are then depreciated to represent functional and physical obsolescence due to aging and other such factors. • The market value of the land parcel is then added to these calcula- tions. The table below is the most recent average for Weld and Larimer Counties. It estimates the regional average of the cost to build a basic 2,448 square foot, industrial building. COST ESTIMATE % OF TOTAL COST PER SQUARE FOOT COST Construction Costs Soft Costs & Fees 79% $110.00 $269,280 21% $30.00 $73,440 TOTAL BUILDING COST 100% $140.00 $342,720 4I:VN DENVER COMMERCIAL 5 An additional factor affecting the Cost Method is the Cost Index, seen below. The most recent national data from the First Quarter of 2016 indicates that there is a 4.9% annual increase in con- struction costs due to the improving economy. Therefore, to reflect this adjustment we use the price per square foot of $140 to build and industrial building in Weld County. Cost Index Turner's Fourth Quarter Building Cost Index Reflects Strong Market Conditions Fourth. Quarter 2016 Turner Building Cost Index —which measures costs in the non-residential bulding construction market in the United States —has increased to a value of 1006. This reflects a 1.11% increase from the Third Quarter 2016 and a 4.9% yearly increase from the Fourth Quarter 2015. "The shortage of skilled labor continues to be a key factor towards cost Impacts across the construction Industry. As we move Into 203.7, this focus on skilled labor is expected to intensify." tlato Wirt/ rye Dres=den& Quarter Index % Change 4th Quarter 2016 1006 1.11 Std Quarter 2016 996 122 2nd Quarter 2016 —___-983 t34 1st Quarter 2016 970 1-15 USVN DENVER COMMERCIAL 6 Final Cost Method Analysis Building costs 2,448 SF @ $140 Per Square Foot Depreciation of 72% applied* SUBTOTAL Land Value 37,806 SF @ $2.85 Per Square Foot TOTAL COST VALUE: _ $342,720 _ ($246,758) _ $95,962 $107,747 $203,709 = $203,709 = $83.00Per Sq Foot *Commercial depreciation is calculated over 39 years. The subject was built in 1989, so because it is 28 years old the deprecation is 72% (28= 39). Yaw Creme e Income Method Examines the property from an investment perspective. Net cash flows are calculated for the property based on rental in- come and operating expenses. The resultant cash flow is then capi- talized to represent the value that an investor might pay to acquire the property and have an equivalent cash flow stream given the risk of the investment. Note that this analysis relies on approximate cash figures determined by market conditions. The lease comparables on the pages that follow are used to estimate a price per square foot for a industrial building working under the assumption that the subject would be leased. INDUSTRIAL/FLEX UNIT 2881 South 31st Avenue Greeley, CO 3,600 Square Feet Rate: $8.50 4SVN DENVER COMMERCIAL 14459 Mead Court Longmont, CO 5,000 Square Feet Rate: $12.00 8 DENVER COMMERCIAL �usvN DENVER COMMERCIAL 10 Final Income Method Analysis The comparables of industrial buildings for lease is between $8.50 and $12.00. Average of $10.25. Note the above lease rates are base rents, meaning that they do not include taxes, insurance, or maintenance ("NNN", or "triple net" expenses) which an Owner passes on to the Tenant. Triple net expenses vary by building. Annual rent income for 2,448 SF at $10.25 per square foot (triple net lease costs are not included) _ $25,092 Vacancy allowance at 5% _ ($1,255) SUBTOTAL/ Net Operating Income = $23,837 Capitalization rate at 8% (23,837 _ 0.08) _ $297,962 TOTAL INCOME VALUE: _ $297,962 $121.00 PSF Your creativew For market value comparison and comparable sales we have assumed the property to be fully functional "as -is". The following sales comparables are used to estimate a reasonable price per square foot for sold properties. Sold on May 29, 2015 for $390,000 ($130.00/SF) 2983 W 29th St - Dent Master's Bldg. Greeley, CO 80631 - Weld County Ind Submarket 3,000 SF Class C Industrial Warehouse Building Built in 1993 Sold on Mar 19, 2015 for $1,400,000 ($280.00/SF) 601 E Collins St Eaton, CO 8O315 - Weld County Ind Submarket 5,000 SF Class C Industrial Warehouse Building Built in 1994 Sold on Mar 4, 2016 for $740,000 ($182.09/SF) 522 27th St Greeley, CO 80631 - Weld County Ind Submarket 4,064 SF Class C Industrial Warehouse Building Built in 1951 LhSVN DENVER COMMERCIAL 12 Final Market Method Analysis The sales comparables price per square foot between $130 and $280. The subject falls between the comparables. We believe the subject would sell for approximately $150 per square foot. 2,448 SF x $150 TOTAL MARKET VALUE: $367,200 $367,200 $150.00 PSF Yot chive *SYN. DENVER COMMERCIAL 13 Final Reconciliation of the Three Valuation Methods The Cost and Income Methods are weighted more heavily than the Market Method. METHODOLOGY VALUE WEIGHTING Cost Basis $203,709 40% Income Basis $297,962 40% Market Basis $367,200 20% Final Opinion of Value= $274,109 $112.00 PSF NOTICE: The preparer of this Broker Opinion of Value is not registered, licensed or certified as a real estate appraiser by the State of Colorado. This represents Broker's Opinion of Value as limited to infor- mation available to us. This is not an appraisal and may not be used to obtain financing. EXHIBIT C AGREEMENT FOR THE EXCHANGE OF CERTAIN REAL PROPERTY BETWEEN BIG THOMPSON INVESTMENT HOLDINGS, LLC AND WELD COUNTY, COLORADO This Agreement is entered into this /5 — day of Jet'hii m,, , 201 , by and between Big Thompson Investment Holdings, LLC (hereinafter "Thompson"), whose address is P.O. Box 273180, Fort Collins, CO 80527, and the County of Weld, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners (hereinafter "County"), whose address is 1150 O Street, Greeley, Colorado 80631. RECITALS WHEREAS, Thompson is the owner of real property located in Lot B of RE 4914, part of the W2, S23, T4N, R66W of the 6th P.M., Weld County, CO, commonly known as 20488 Weld County Road 33, and more fully described in Exhibit "A", attached hereto and incorporated herein by this reference (hereinafter "Property 1"); and WHEREAS, County is the owner of real property and the improvements thereon commonly referred to as the "Peckham Grader Station", located in the NW4, S23, T4N, R66W of the 6th P.M., Weld County, CO, commonly known as 16460 Weld County Road 44 and more fully described in Exhibit "B", attached hereto and incorporated herein by this reference (hereinafter "Property 2"); and WHEREAS, Thompson was granted conditional approval for a 9 -lot Minor Subdivision in an I-3 (Industrial) zoning district by the Weld County Board of Commissioners on October 31, 2012, in case MINF12-0001, a copy of which case is attached hereto and incorporated herein as Exhibit "C" (the "Minor Subdivision"); and WHEREAS, Property 1 is included in the Minor Subdivision as an outlot; and WHEREAS, the conditions of approval for the Minor Subdivision have not yet been satisfied, nor has a final plat been recorded; and WHEREAS, in order for Thompson to develop the property in accordance with case MINF12-0001, it needs access to Weld County Road 44; and WHEREAS, Property 2 is located adjacent to and accesses Weld County Road 44; and WHEREAS, Thompson and County believe that a trade of Property 1 for Property 2, with certain additional consideration from each party, is beneficial to both parties and to the citizens of Weld County, Colorado; and o? /4/,-, WHEREAS, upon the Property 1 closing date specified in this Agreement, Thompson shall transfer the title to Property 1 to County,. together with a cashier's check or wire transfer of funds in the principal sum of $181,000.00 to be used by County to construct a replacement grader shed upon Property 1; and WHEREAS, upon completion of the replacement grader shed upon Property 1 and the issuance of a Certificate of Occupancy for the replacement grader shed by the Weld County Planning and Building Depaitinent, County shall within ten (10) business days thereafter vacate Property 2 and transfer title to Property 2 to Thompson, and WHEREAS, all required maintenance of Weld County Road 33 shall be governed by the Interim Road Maintenance and Collateral Agreement, Weld County Case MINF12-0001 Agreement executed contemporaneously with this Agreement, and any amendment thereto, until an improvements agreement is executed in MINF12-0001 and title to Property 2 is transferred to Thompson pursuant to the terms of this Agreement. Upon the parties' execution of the improvements agreement and the transfer of Property 2 from County to Thompson, the Interim Road Maintenance Agreement shall be conclusively deemed to have automatically terminated. NOW THEREFORE, in consideration of the above Recitals and the mutual covenants of the parties, Thompson agrees to convey title to Property 1 and certain additional consideration to County, and County agrees to subsequently convey title to Property 2 and certain additional consideration to Thompson pursuant to the terms and conditions set forth in this Agreement as follows: 1. RECITALS. The above set forth Recitals are incorporated herein as a material part of this Agreement as though fully set forth in the main body of this Agreement. 2. DEFINITIONS. Terms or expressions used in this Agreement that begin with a capital letter shall have the same defined meanings given to them in the main body of this Agreement, unless the context clearly requires a different meaning. The term "Transferor" shall at times be used in this Agreement to identify the party conveying the title to a respective parcel of property to the other party, which other party shall at such times be referred to as the "Transferee". 3. ADDITIONAL CONSIDERATION FOR PROPERTY 1. At Closing 1, as defined in Section 11(A) below, in addition to transferring the title to Property 1 to County, Thompson further agrees to deliver to County either a cashier's check payable to the order of Weld County or wire transfer funds in the amount of One Hundred Eighty -One Thousand and No/100ths U.S. Dollars (U.S. $181,000.00) as payment for the construction of a replacement grader shed on Property 1 by County. 4. ADDITIONAL CONSIDERATION FOR PROPERTY 2. A. BRIDGE CONSTRUCTION. Immediately after the completion of Closing 1, and prior to Closing 2, as defined in Section 11(B) below, Thompson shall have the right to enter upon Property 2 for the sole purpose of constructing a bridge over the portion of the Western Mutual Ditch that crosses Property 2. Construction of said bridge shall not unreasonably interfere with County's operation of the Peckham Grader Shed. Other than vehicles, -2- equipment, supplies, and materials necessary to construct said bridge, Thompson shall not park or stage vehicles, equipment, supplies, or materials on Property 2. Upon completion of the construction of the bridge, Thompson shall not utilize the bridge to access Property 2, unless and until County grants such access pursuant to Section 4(B) of this Agreement. Bridge construction activities undertaken by Thompson shall be in compliance with all applicable federal, state, and county statutes, ordinances, rules, and regulations. Failure to so comply, as determined in County's sole subjective discretion, shall result in the termination of the above -described temporary bridge construction access to Property 2 by Thompson, and Thompson shall not have access to Property 2 until such time as Closing 2 is completed. ii. Prior to the above -described bridge construction activity beginning, Thompson shall give County at least ten (10) days prior written notice of its intent to commence such construction activity. B. ACCESS POINT. At Closing 2, in addition to transferring the title to Property 2 to Thompson, County further agrees to grant Thompson one industrial access permit for one point of ingress and egress onto Weld County Road 44 from Property 2. County considers an industrial access as the highest intensity access land use classification of accesses and all other lower intensity access land uses are allowable with such an industrial classification, including, but not limited to, temporary, agricultural/field, single family residential, small commercial, subdivision, and large commercial land uses. C. ROAD MAINTENANCE. County agrees that all roadway triggers and required maintenance of Weld County Road 33 shall be governed by the Interim Road Maintenance and Collateral Agreement, Weld County Case MINF12-0001, approved by the Weld County Board of Commissioners concurrently with this Agreement, and any amendment thereto, until an improvements agreement is executed in MINF 12-0001 and title to Property 2 is transferred to Thompson pursuant to the terms of this Agreement. At such time as the improvements agreement is executed in MINF12-0001 and Property 2 is transferred to Thompson, the terms of the improvements agreement shall govern, inter alia, the maintenance of Weld County Road 33, and the Interim Road Maintenance and Collateral Agreement, Weld County Case MINF12-0001 shall terminate. Should this Agreement terminate for any reason, the terms of the improvement agreement shall govern, inter alia, the maintenance of Weld County Road 33. Should this Agreement terminate prior to the execution of the improvements agreement, the Interim Road Maintenance and Collateral Agreement, Weld County Case MINF12-0001 shall remain in effect until such time as the improvements agreement is executed. 5. VALUE. For purposes of this Agreement, the parties agree that the value of Property 1 is $381,000 (i.e., $200,000 for the land + $181,000.00 for the replacement grader shed County is to construct upon Property 1), and that the value of Property 2 is $175,000. 6. WATER RIGHTS AND MINERAL RIGHTS. No water rights are associated with Property 2. Thompson shall reserve in all transfer documents concerning Property 1 any and all water and water rights, ditches and ditch rights, reservoir and reservoir rights, springs and spring -3- rights, well and groundwater rights, ditch and reservoir company stock, and all other water rights of any kind, whether decreed or not, and whether in the nature of tributary, non -tributary or not non -tributary interests, appurtenant to, or historically used in connection with, Property 1. Thompson shall also so reserve all mineral rights appurtenant to Property 1. 7. GROWING CROPS. Thompson shall make all necessary agreements and settlements, if any, with any tenant farmer of Property 1 concerning the removal of all crops from Property 1 by Closing 1. 8. PROPERTY 1 INCLUSIONS AND EXCLUSIONS. Property 1 does not have any inclusions. Thompson shall reserve in all transfer documents concerning Property 1 all water; water rights, including, but not limited to, tributary, non -tributary, and not -non tributary water rights; and water transfer rights appurtenant to Property 1. Thompson shall also so reserve all mineral rights appurtenant to Property 1. 9. PROPERTY 2 INCLUSIONS AND EXCLUSIONS. Except as otherwise expressly set forth to the contrary in this Agreement, Thompson agrees to accept title to Property 2 from County as -is, where -is, and assumes all obligations and responsibility for the costs and expenses associated with the removal of any and all improvements currently existing on Property 2, except for the above -ground fuel tank currently located on Property 2, which fuel tank shall be the sole obligation and responsibility of County to decommission in accordance with any and all applicable federal, state, and county laws, ordinances, rules, regulations, and/or policies and remove from Property 2 at County's sole cost and expense. 10. HAZARDOUS SUBSTANCES STATEMENT. Both County and Thompson, represent that they and their respective officers, managers, members, agents, employees, and contractors, have at all times complied with any and all applicable Hazardous Substances Laws concerning Property 1 and Property 2 respectively. County and Thompson represent that the respective parties have not used, generated, stored, or disposed of, nor permitted the use, generation, storage, or disposal of, Hazardous Substances on, under, or about their respective properties, or transported or permitted the transportation of Hazardous Substances to or from their respective properties, except in full compliance with any and all applicable Hazardous Substances Laws. Any Hazardous Substances located on Property 1 by Thompson, its managers, members, agents, employees, and/or contractors have been handled in an appropriately controlled environment which has included the use of such equipment as was necessary to meet or exceed standards imposed by any and all applicable Hazardous Substances Laws and in such a way as not to interfere in any way with, injure, or damage any other person, entity, or property. Any Hazardous Substances located on Property 2 have been handled in an appropriately controlled environment which has included the use of such equipment as was necessary to meet or exceed standards imposed by any and all applicable Hazardous Substances Laws and in such a way as not to interfere in any way with, injure, or damage any other person, entity, or property. Thompson, as a mere short -time owner and non- user of Property 1, represents that, to the best of its knowledge and belief, and without independent investigation, Property 1 does not have underground storage tanks, and that Property 1 has never been used as a landfill or waste dump. County, as the long-time owner -4- and user of Property 2, represents that Property 2 does not have underground storage tanks, and that Property 2 has never been used as a landfill or waste dump. As used in this Agreement, the term "Hazardous Substances" shall mean any hazardous or toxic substance, material, or waste that is, or subsequently becomes, regulated by any local governmental authority, the State of Colorado, or the United States Government. As used in this Agreement, the term "Hazardous Substances Laws" shall mean any federal, state, or local laws, ordinances, rules, regulations, or policies relating to: (1) the environmental health and safety of; (2) the use, handling, transportation, production, disposal, discharge, or storage of Hazardous Substances on, under, or about; and/or (3) the industrial hygiene and the environmental conditions on, under, or about, Property 1 and Property 2. Said term shall be deemed to include all such laws as are now in effect or as are hereafter amended, enacted, or adopted. County, as the long-time owner and user of Property 2, shall be solely responsible for any and all required cleanup or remediation expenses attributable to the existence of Hazardous Substances on, under, or about Property 2 as of Closing 2. County shall be liable to Thompson for any and all costs, expenses, or losses incurred by Thompson due to any and all such clean- up or remediation, including, but not limited to, loss of income from Property 2 and any loss of value in Property 2 that Thompson may suffer as a result of the existence of any such Hazardous Substances despite any such clean-up or remediation performed by County. County must receive notice of any such claims by Thompson for cleanup or remediation expenses or losses within one year of Closing 2. County shall not be responsible for any or all costs, expenses, or losses pursuant to this Section where notice of any claim pursuant to this Section occurs more than one year after Closing 2. Thompson shall be solely responsible for any and all required clean-up or remediation expenses attributable to the existence of Hazardous Substances on, under, or about Property 1 as of Closing 1. In such event Thompson shall be liable to County for any and all costs, expenses, or losses incurred by County due to any and all such clean-up or remediation, including, but not limited to, loss of income from Property 1 and any loss of value in Property 1 that County may suffer as a result of the existence of any such Hazardous Substances despite any such clean-up or remediation performed by Thompson. Thompson must receive notice of any such claims by County for cleanup or remediation expenses or losses within one year of Closing 1. Thompson shall not be responsible for any or all costs, expenses, or losses pursuant to this Section where notice of any claim pursuant to this Section occurs more than one year after Closing 1. 11. DATES. A. The Property 1 closing (hereinafter "Closing 1"), whereupon the title to Property 1 shall be transferred by Thompson to County together with Thompson's cashier's check made payable to the order of County for $181,000.00, or Thompson's wire transfer funds in said amount for the County's construction of the replacement grader shed, shall occur on or before forty-five (45) business days from the latest date listed in Subsections C through I of this Section 11. See also Sections 3 and 15 concerning Closing 1. -5- B. The Property 2 closing (hereinafter "Closing 2"), whereupon the title to Property 2 shall be transferred by County to Thompson together with the industrial access permit to Weld County Road 44 described in Subsection 4(B) above, shall occur subsequent to Closing 1, but in no event later than ten (10) business days after the issuance of a Certificate of Occupancy to County by the Weld County Planning and Building Department for the replacement grader shed that is to be constructed on Property 1. County shall have the Certificate of Occupancy issued for the replacement grader shed within one year of Closing 1 occurring. Should the Certificate of Occupancy not be issued within one year of Closing 1 occurring, Closing 2 shall occur and County shall be permitted to continue to occupy Property 2 for a maximum of three additional months ("Continued Occupancy") for the purpose of continuing grader shed operations. Any Continued Occupancy of Property 2 by County subsequent to Closing 2 shall be non- exclusive and County shall maintain grader shed operations to allow Thompson to fully utilize the access discussed in Section 4(B) of this Agreement and to make any improvements to the access including but not limited to the installation of a sign. Thompson shall ensure that ingress and egress for County grader operations is available at all times. C. Title Deadline D. Title Objection Deadline E. Off Record Matters Deadline See Section 13 See Section 14(A) See Section 14(B) F. Off Record Matters Objection See Section 14(B) Deadline G. Property Disclosure Deadline See Section 15(A) H. Inspection Objection Deadline See Section 15(B) 10 days after mutual execution of contract 21 days after mutual execution of contract 14 days after mutual execution of contract 21 days after mutual execution of contract 14 days after mutual execution of contract 45 days after mutual execution of contract I. Resolution Deadline See Section 15(C) 50 days after mutual execution of contract J. Property Insurance Objection See Section 15(D) 21 days after mutual Deadline execution of contract 12. CONTINGENCIES PRIOR TO CLOSING 1. In addition to any other terms and conditions set forth in this Agreement, Closing 1 is contingent upon each and every one of following conditions occurring prior to Closing 1: -6- A. Thompson satisfactorily completing all conditions of approval contained in Weld County case MINF12-0001 and recording a final plat. B. County finding, in its sole subjective discretion, that Property 1 is appropriate for the construction of a replacement grader shed based upon soil testing and any other evaluation of the physical condition of Property 1 deemed necessary by County. C. Thompson, in conjunction with the Central Weld County Water District, developing domestic water service adjacent to Property 1 in Weld County Road 33 to allow for a water tap to be purchased by County to support the construction, and the County's future use, of the replacement grader shed on Property 1. D. Thompson, in conjunction with the appropriate natural gas and electricity suppliers for the area including Property 1, developing natural gas and electrical service adjacent to Property 1, so that appropriate taps or connections therefor can be purchased by County for the natural gas and electrical service construction and future use needs of the replacement grader shed. Any and all capital investment fees required to develop such natural gas and electric service shall be the responsibility of Thompson. If any one or more of the preceding listed contingencies are not satisfied prior to Closing 1, then upon County giving written notice thereof to Thompson, this Agreement shall terminate, unless County, within such notice, either: (1) waives any such contingency or contingencies or (2) gives Thompson a stated amount of additional time in which to satisfy any such contingency or contingencies. 13. EVIDENCE OF TITLE. On or before the Title Deadline, each Transferor agrees, at such Transferor's expense, to cause to be furnished to the respective Transferee, a current commitment for an Owner's Title Insurance Policy (hereinafter "Title Commitment") in an amount equal to the land value set forth in Section 5 for such property. Each such Title Commitment shall set forth all matters of record necessary to permit a determination by the respective proposed Transferee of whether title is merchantable or satisfactory to said respective Transferee. At each respective Transferor's expense, each Transferor shall cause the Owner's Title Insurance Policy to be issued and delivered to the respective Transferee as soon as practicable after Closing 1 and Closing 2 respectively. Each Owner's Title Insurance Policy shall contain an Owner's Extended Coverage Endorsement deleting the four (4) "Standard Exceptions" and the "Gap Period Exception" from the Policy. Any additional expense incurred in order to obtain this additional coverage shall be paid by the respective Transferor. On or before the respective Title Deadline for each property, each Transferor, at its sole expense, shall furnish to each Transferee, dbeckman@co.weld.co.us, and johnna,pharrislaw.com: (1) a copy of any plats, declarations, covenants, conditions, and restrictions burdening each Transferor's respective property, of which the respective Transferor is aware and regardless of whether such documents have been recorded; and (2) copies of any documents, or if illegible, summaries of such documents, listed in the Schedule B -Section 2 Exceptions attached to the Title Commitment and which have been recorded with -7- the office of the Weld County Clerk and Recorder. Each respective Title Commitment, together with any copies or summaries of such documents furnished pursuant to this Section, constitutes the Title Documents for the respective closing involved therewith. 14. TITLE, OFF RECORD MATTERS. A. Title Review. Each respective Transferee shall have the right to inspect the Title Documents regarding the property to which the Transferee is to receive title. Written notice by a Transferee of unmerchantability of title, form, or content of Title Commitment or of any other unsatisfactory title condition shown by the Title Documents, notwithstanding Section 19 concerning Transfer of Title, shall be signed by or on behalf of such Transferee and given to Transferor of said property on or before the respective Title Objection Deadline for said property. If a Transferor does not receive a Transferee's notice by the Title Objection Deadline, then said Transferee shall be deemed to have accepted the conditions of title disclosed by the Title Documents as satisfactory to said Transferee. Between the period from the close of the Title Objection Deadline and prior to Closing 2, County shall have an ongoing obligation to disclose additional or changed Title Documents of which it becomes aware. B. Matters Not Shown by Public Records. Each respective Transferor shall deliver to each respective Transferee, on or before the Off Record Matters Deadline, true copies of all leases and surveys in such Transferor's possession pertaining to the respective property to be transferred to such Transferee and shall disclose to such Transferee all easements, liens (including, without limitation, governmental improvements approved but not yet installed) or other title matters (including, without limitation, rights of first refusal and options) not shown by the public records of which such Transferor has actual knowledge. Each Transferee shall have the right to inspect the respective property, the title to which is to be transferred to such Transferee, to determine if any third party has any right in the subject property not shown by the public records (such as an unrecorded easement, unrecorded lease, or boundary line discrepancy). Written notice of any unsatisfactory condition disclosed by a Transferor or revealed by such inspection, notwithstanding Section 19 concerning Transfer of Title, shall be signed by or on behalf of a Transferee and given to the Transferor thereof on or before the Off -Record Matters Objection Deadline. If a Transferor does not receive a Transferee's notice of any unsatisfactory condition by said date, such Transferee accepts title to the respective property to be transferred to such Transferee, subject to such rights, if any, of third parties of which such Transferee has actual knowledge. Between the period from the close of the Off -Record Matters Objection Deadline and prior to Closing 2, County shall have an ongoing obligation to disclose additional documents related to matters not shown by public records as discussed in this Subsection B, of which it becomes aware. C. Right to Object, Cure. Transferee's right to object to the status of title to the property which title is to be transferred to the Transferee shall include, but not be limited to, those matters -8- listed in Section 19 concerning Transfer of Title. If a Transferor receives notice of unmerchantibility of title or any other unsatisfactory title condition or commitment terms as provided in Subsections A and B immediately above, the Transferor shall use reasonable efforts to correct said items and bear any nominal expense to correct the same prior to the proposed closing on said property. If such unsatisfactory title condition is not corrected to the Transferee's satisfaction, in the Transferee's sole subjective discretion, on or before Closing 1, this Agreement shall then terminate; provided, however, a Transferee may, by written notice received by the Transferor on or before Closing 1, waive objection to such items. Subsequent to Closing 1 and through Closing 2, County shall not encumber or otherwise impair the title to Property 2 in any manner which shall affect merchantability of title nor allow third parties of which County is aware to encumber or otherwise impair the title to encumber Property 2 in any manner which shall affect merchantability of title. 15. PROPERTY DISCLOSURE, INSPECTION, AND INSURABILITY; TRANSFEREE DISCLOSURE. A. Property Disclosure. On or before the respective Property Disclosure Deadline, each party agrees to provide the other party with a written disclosure of adverse matters regarding the respective property completed by such party to the best of that party's current actual knowledge and information, without having made any independent investigation concerning such matters. Between the period from the close of the Property Disclosure Deadline and prior to Closing 2, County shall have an ongoing obligation to disclose additional adverse matters of which it becomes aware. B. Inspection Objection Deadline. Each party shall have the right to have inspections of the physical condition of the respective property and inclusions such party is proposed to acquire, at that party's own expense, except that, prior to the execution of this Agreement, County has provided Thompson with a Phase I Environmental Site Assessment for Property 2 (the "Phase 1") at County's expense and County's choice of contractor. If the physical condition of the respective property or inclusions is unsatisfactory in a Transferee's sole subjective discretion, such Transferee shall, on or before the Inspection Objection Deadline, give the respective Transferor notice in writing that this Agreement is terminated, or provide such Transferor with a written description of any unsatisfactory physical conditions which such Transferee requires such Transferor to correct (hereinafter a `Notice to Correct"). If written Notice to Correct is not received by a Transferor on or before the respective Inspection Objection Deadline for the property involved, the physical condition of the respective property and any inclusions shall be deemed to be satisfactory to such Transferee. A Transferee is responsible for payment for all inspections, surveys, engineering reports, or for any other work performed at the Transferee's request and shall pay for any damage which occurs to the property and inclusions related thereto as a result of such activities. A -9- Transferee shall not permit claims or liens of any kind against the property for inspections, surveys, engineering reports, and/or for any other work performed on the property at such Transferee's request. C. Resolution Deadline. If a Notice to Correct is received by a Transferor, and if both parties have not agreed in writing to a settlement thereof on or before the respective Resolution Deadline, this Agreement shall terminate one (1) business day following the respective Resolution Deadline, unless before such termination, such Transferor receives such Transferee's written withdrawal of the Notice to Correct. D. Insurability. This Agreement is conditioned upon each Transferee's satisfaction, in each Transferee's sole subjective discretion, with the availability, terms, conditions, and premium for property insurance for the property the Transferee is proposed to receive title to. This Agreement shall terminate upon a Transferor's receipt, on or before the respective Property Insurance Objection Deadline of a Transferee's written notice that such insurance was not satisfactory to such Transferee. If said notice is not timely received, such Transferee shall have waived any right to terminate this Agreement under this Subsection. E. Transferee Disclosure. Each party represents to the other party that the party does not need to sell or transfer and close upon the sale of a property in order to be able complete this transaction. 16. CLOSING 1. Delivery of the Property 1 deed and the cashier's check or wire transfer funds for $181,000.00 for the County's construction of the replacement grader shed from Thompson to County shall be at Closing 1. Closing 1 shall be on the date specified in Section 11(A) above or by mutual agreement at an earlier date. The hour and location of closing shall be determined by mutual agreement of the parties. 17. CLOSING 2. Delivery of the Property 2 deed shall be at Closing 2. In addition, at Closing 2, County agrees to grant Thompson one industrial access point onto Weld County Road 44 from Property 2. Closing 2 shall be on the date specified in Section 11(B) above or by mutual agreement at an earlier date. The hour and location of closing shall be determined by mutual agreement of the parties. 18. POSSESSION. Immediate possession of the respective properties shall be granted upon the successful transfer of title to the properties at Closing 1 and Closing 2 respectively. 19. TRANSFER OF TITLE. Subject to tender or payment at Closing 1 and Closing 2 respectively and as required herein and compliance by the acquiring party with the other terms and provisions hereof, Thompson shall execute and deliver a good and sufficient General Warranty Deed to County at Closing 1, and County shall execute and deliver a good and sufficient General Warranty Deed to Thompson at Closing 2, conveying the respective properties free and clear of all taxes except the general taxes for the year in which Closing 1 and Closing 2 respectively occur. Except as provided herein, title shall be conveyed free and clear of all liens, including any governmental liens for special improvements installed as of the date of the parties' signatures hereon, whether assessed or not. Title shall be conveyed subject to: -10- A. Those specific Exceptions which shall be listed and described by the individual recordation information (book and page or reception number) of the recorded documents as reflected in the Title Documents accepted by a Transferee in accordance with Section 14(A) above concerning Title Review; B. Distribution utility easements, including cable TV; C. Those specifically described rights of third parties not shown by the public records of which a Transferee has actual knowledge and which were accepted by a Transferee in accordance with Section 14(A) above concerning Title Review, and Section 14(B) above concerning Off Record Matters; D. Inclusion of the respective property within any special taxing district; and E. Any documents of record against the respective property. 20. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid shall be paid at or before Closing 1 and Closing 2 respectively. 21. CLOSING COSTS, DOCUMENTS, AND SERVICES. The parties shall pay their respective closing costs and all other items required to be paid at Closing 1 and Closing 2 respectively, except that fees for real estate closing services shall be divided equally among the two parties and paid at Closing 1 and Closing 2 respectively. The parties shall sign and complete all customary or reasonably required documents at or before Closing 1 and Closing 2 respectively. 22. PRORATIONS. The following shall be prorated for Property 1 and Property 2 to Closing 1 and Closing 2 respectively and shall be final: A. Personal property taxes, if any, and general real estate taxes for the year of Closing, based on the most recent Mill Levy and most recent assessment; and B. Water, sewer, natural gas, propane, and electric charges. 23. INSURANCE; CONDITION OF OR DAMAGE TO PROPERTY AND INCLUSIONS. Except as otherwise provided in this Agreement, each property shall be delivered in the condition existing as of the date of this Agreement, ordinary wear and tear excepted. A. Casualty; Insurance. In the event either or both Property 1 or Property 2 shall be damaged by fire or other casualty prior to Closing 1 or Closing 2 respectively the respective Transferor shall repair the same before the respective closing date, or the respective Transferee shall be entitled to a credit, at Closing 1 or Closing 2 respectively, for all the insurance proceeds resulting from such damage to the respective property payable to the respective Transferor, plus the amount of any deductible provided for in such insurance policy; provided, however, that such credit shall not exceed the total value of such property and inclusions as set forth in this Agreement in Section 5. -11- B. Damage; Services. Should any services (including systems and components of the respective property, e.g. heating, plumbing, etc.) fail or be damaged between the date of this Agreement and Closing 1 or Closing 2 respectively, or possession of the respective property, whichever shall be earlier, then the respective Transferor shall be liable for the repair or replacement of such services with a unit of similar size, age, and quality, or an equivalent credit, less any insurance proceeds received by the respective Transferee covering such repair or replacement. C. Walk Through Verification of Condition. Each Transferee, upon reasonable notice to the respective Transferor, shall have the right to walk through the respective property prior to Closing to verify that the physical condition of the property complies with this Agreement. 24. TIME OF ESSENCE, DEFAULT, AND REMEDIES. Time is of the essence hereof. If any obligation hereunder is not performed or waived as herein provided, there shall be the following remedies: A. Default Remedies. The party who is not in default ("Non -Defaulting Party") may elect to treat this Agreement as cancelled, in which case all payments and things of value received hereunder shall be forfeited and retained on behalf of the Non -Defaulting Party, and the Non -Defaulting Party may recover such damages as may be proper, or the Non -Defaulting Party may elect to treat this Agreement as being in full force and effect and the Non - Defaulting Party shall have the right to specific performance or damages, or both. B. Specific Performance. In the event of a default or a threatened default of this Agreement, any non -defaulting party to this Agreement may maintain an action for specific performance and temporary and permanent injunctive relief against the party or parties to this Agreement who are alleged to have defaulted or threaten to default under any of the terms, conditions, representations, warranties, promises, or agreements herein contained (without necessity of posting or filing a bond or any other security). It is agreed that such a default or threatened default will cause the aggrieved party to suffer immediate and irreparable damage, for which monetary relief may be inadequate or impossible to ascertain, and the aggrieved party will not have an adequate remedy at law. It is further agreed that no objection to the form of action in any proceeding for specific performance of this Agreement and temporary and permanent injunctive relief shall be raised by any party hereto so that such specific performance of this Agreement and temporary and permanent injunctive relief may not be obtained by the aggrieved party. Anything contained in this Agreement to the contrary notwithstanding, this Section shall not be construed to limit in any manner whatsoever any other rights and remedies an aggrieved party may have by virtue of any default under this Agreement. C. Costs And Expenses. Anything to the contrary herein notwithstanding, in the event of any arbitration or litigation arising out of this Agreement, the arbitrator or court shall award to the substantially prevailing party all reasonable costs and expenses of arbitration or litigation, including, but not limited to, all reasonable attorneys' fees and costs incurred in appeals, bankruptcy actions, and collecting upon a judgment (including, but not limited to, -12- court costs; deposition and other discovery expenses; expert witness fees; witness fees; and such other related expenses). 25. TERMINATION. In the event this Agreement is terminated, all payments and things of value received hereunder shall be returned and the parties shall be relieved of all obligations hereunder, subject to the terms of Subsection 15(B) Inspection Objection Deadline; Section 21 Closing Costs, Documents, and Services; and Section 22 Prorations. 26. ENTIRE AGREEMENT, MODIFICATION, SURVIVAL. This Agreement constitutes the entire agreement between the parties relating to the subject hereof, and any prior agreements pertaining thereto, whether oral or written, have been merged and integrated into this Agreement. No subsequent modification of any of the terms of this Agreement shall be valid, binding upon the parties, and enforceable, unless made in writing and signed by the parties. Any obligation in this Agreement that, by its terms, is intended to be performed after termination or Closing shall survive the same. 27. NOTICES, DELIVERY, AND CHOICE OF LAW. A. Notices. Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed given and received either: (a) upon personal delivery; (b) by email upon electronically -confirmed delivery thereof; (c) on the first (1St) business day after receipted delivery to a courier service that guarantees next -business -day delivery, under circumstances where such guaranty is applicable; or (d) on the third (3rd) business day after mailing via United States Certified Mail, Return Receipt Requested, proper postage fully prepaid, addressed to the party at the addresses listed in Subsection (C) immediately below or at such other addresses as either of the parties may subsequently designate to the other party by written notice in accordance with the terms and conditions of this Subsection (A). B. Choice of Law. This Agreement and all disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Colorado that would be applicable to Colorado residents who sign a contract in this state for property located in Colorado. C. Addresses of Parties. The initial notice addresses of the parties shall be as follows: Thompson: Big Thompson Investment Holdings, LLC Attn: Mark S. Goldstein, Manager P.O. Box 273180 Fort Collins, Colorado 80527 Email: markgoldstein@goldsteinenterprisesinc.com With a copy to: March, Olive & Pharris, LLC Attn: John W. Pharris, Esq. -13- 110 E. Oak Street, Suite 200 Fort Collins, CO 80524 Email: john@pharrislaw.com County: Weld County Board of Commissioners c/o Monica Daniels -Mika, Clerk to the Board 1150 O Street P.O. Box 758 Greeley, CO 80632 Email: gesick@co.weld.co.us With a copy to: Weld County Attorney c/o Brad Yatabe, Assistant County Attorney 1150 "O" St Greeley, CO 80631 Email: byatabe@co.weld.co.us 28. COUNTERPARTS AND SIGNATURES. A copy of this document may be executed by each party, separately, and when each party has executed a copy thereof, such copies taken together shall be deemed to be a full and complete agreement between the parties. Facsimile, e-mail, and Internet signatures on this Agreement or a counterpart hereof shall be deemed as legal and binding as an original signature with regard to this Agreement, including, but not limited to, any written notices, addenda, amendments, or modifications to this Agreement. Within ten (10) calendar days after the effective date of this Agreement, each party shall provide the other party with the originals of all facsimile, e-mail, and Internet signatures on this Agreement or any counterpart of this Agreement. 29. SEVERABILITY. If any provision of this Agreement or portion thereof shall be found by any court having competent jurisdiction over this Agreement and the parties hereto to be invalid, unlawful, or unenforceable, this Agreement shall nevertheless remain effective, but shall be considered amended to the extent considered by said court to be necessary to render said provision or portion hereof valid, lawful and enforceable, and shall be fully enforceable as so amended. The parties do hereby expressly authorize any court of competent jurisdiction to modify any such provision or portion thereof in order that any such provision or portion thereof may be enforced by such court to the fullest extent permitted by applicable law. 30. NO THIRD PARTY BENEFICIARY ENFORCEMENT. 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 -14- parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 31. GOVERNMENTAL IMMUNITY. Thompson acknowledges that County is a governmental entity that has limited liability in certain situations. No term or condition of this Agreement 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., C.R.S., as applicable now or hereafter amended. 32. IMPORTANCE OF ADVISEMENT BY LEGAL, TAX, OR OTHER COUNSEL. By signing this document, the parties acknowledge that this document has important legal consequences and understand the importance of having legal, tax, or other counsel examine this Agreement before signing this Agreement. The parties further acknowledge the importance of having legal, tax, or other counsel examine all documents referred to herein throughout the performance of this Agreement. 33. WAIVER. In no event shall either party to this Agreement be deemed to have waived any provision of this Agreement, unless such waiver is acknowledged in a written agreement executed by both parties hereto, and then only to the extent specifically and expressly set forth in said written agreement. No waiver by either party hereto of any provision as applied in one context shall be construed as a waiver of any other provision of this Agreement or of the same provision as applied to other contexts. 34. NEGOTIATION AND DRAFTING OF AGREEMENT. This Agreement has been negotiated at arms -length with neither Seller nor Buyer acting under any threat, coercion, or duress. The parties hereto jointly participated in the negotiation and drafting of this Agreement. The language used in this Agreement shall be deemed to be the language chosen by the parties hereto to express their collective mutual intent. This Agreement shall be construed as if drafted jointly by the parties hereto, and no rule of strict construction shall be applied against any party to the Agreement. IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day and year first written above: Thompson: Big Thompson Investment Holdings, LLC, a Colorado limited liability company By: Mark S. Goldstei ager County: -15- Weld County, a Body Politic and Corporate of the State of Colorado By: Doug s Rademac er, Chairman of the Weld County Board of Commissioners JAN 15 2014 -16- Qv/ of pXHIBIT "A" PROPERTY ONE PAGE 1 OF 2 J.EGAL DEsCRIPTIoN: A PARCEL OF LAND LYING IN LOT B OF RE -4914 BEING PART OF THE WEST 1/2 OF SECTION 23, TOWNSHIP 4 NORTH, RANGE 66 WEST, OF THE 6TH. P.M., COUNTY OF WELD, STATE OF COLORADO BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BASIS OF BEARING: CONSIDERING THE WEST LINE OF THE NORTHWEST 1/4 OF SECTION 23, TOWNSHIP 4 NORTH, RANGE 66 WEST, OF THE 6TH. P.M., TO BEAR NORTH 00°06'03" EAST AND WITH ALL OTHER BEARINGS CONTAINED HEREIN RELATIVE THERETO; COMMENCING AT THE WEST ONE -QUARTER CORNER OF SECTION 23, TOWNSHIP 4 NORTH, RANGE 66 WEST SAID POINT BEING THE POINT OF BEGINNING; THENCE ALONG THE WEST LINE OF THE NORTHWEST 1/4 OF SAID SECTION 23, N 00°06'03" E FOR A DISTANCE OF 164.93 FEET; THENCE DEPARTING SAID WEST LINE N 90°00'00" E FOR A DISTANCE OF 602,09 FEET; THENCE S 00°00'00° E FOR A DISTANCE OF 163.39 FEET TO A POINT ON THE SOUTH LINE OF SAID NORTHWEST 114; THENCE CONTINUING S 00°00'00" E FOR A DISTANCE OF 176.61 FEET TO A POINT ON THE SOUTH LINE OF LOT B OF RE -4914; THENCE ALONG SAID SOUTH LINES 68°64'08"W FOR A DISTANCE OF 602.16 FEET TO A POINT ON THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 23; THENCE ALONG SAID WEST LINE N 00°06'02"W FOR A DISTANCE OF 185,19 FEET TO THE POINT OF BEGINNING. CONTAINING A CALCULATED AREA OF 3,98 ACRES. SUBJECT TO COUNTY ROAD RIGHT-OF-WAY. WEST ONE -QUARTER CORNER SECTION 23. TOWNSHIP 4 NORTH. RANGE 66 WEST, FOUND A 2 1/2" ALUM. CAP C3 0 z G 0 a z 0 U HAMMER IMD SURVEYING, ]NC. 433 970-535-9318 ssn� 60504 15 14 NORTHWEST SECTION CORNER - SECTION 23, TOWNSHIP 4 NORTH, 22 �� 23 RANGE 66 WEST. FOUND A 2 1/2" ALUM. CAP IN MONUMENT BOX NO0'06`03 E 2643.30' (BASIS OF BEARING) N90'00'Oo"E 502.09 \FOUND PIN AND CAP PLS 4392 PAGE 2 OF 2 EXHIBIT A GRADER SHED PARCEL FROM BIG THOMPSON INVESTMENT HOLDINGS, LLC. TO WELD COUNTY SOUTH LINE NW 1/4 SECTION 23 SOUTH LINE LOT B RE -4914 S8751'19"W 1693.69' UNE TABLE LINE L7 L2 L3 L4 500'06'02"E 2652.16' SOUTHWEST SECTION CORNER 22'I23 SECTION 23, TOWNSHIP 4 NORTH, -ilk-- RANGE 66 WEST, FOUND A 3 1/4" 27126 ALUM. CAP STAMPED AS SHOWN LENGTH 164.43 163.39 176.61 185.19 CLIENT: BIG TEOMPSON INVESTMENT HOIDINGS, LLC 1205 W. =OEM ST. PMB#194 FORT COLLINS, CD 80521 BEARING NOO103'03"E S00'00'00"E Sooroo'Oo"E N00'06'02"W i i ID = 200' ISECTION 23. TOWNSHIP 4 NORTH, RANGE 66 WEST, 6TH P.M. COUNTY OF WE1D STATE OF COLORADO 05/04/2012 10701 D EXHIBIT "B" PROPERTY TWO LEGAL DESCRIPTION Lot "A" of Recorded Exemption No. 1057 -23 -2 -RE 1177 recorded July 18, 1989, in Book 1238 as Reception No. 2185517, being a part of the following described property: Lot "A" of Recorded Exemption No. 1057 -23 -2 -RE 600 recorded June 9, 1983, in Book 999 as Reception No. 1929764, being more particularly described as follows; A parcel of land located in the Northwest Quarter of Section 23, Township 4 North, Range 66 West of the 6th P.M., Weld County, Colorado, being more particularly described as follows. BEGINNING at the Northeast Corner of said Northwest Quarter and considering the North Line as bearing South 90°00'00" West with all other bearings contained herein relative thereto; thence South 90°00,00" West, along said North line 204 feet to the TRUE POINT O2' BEGINNING; thence South 00°00'21" East, 149.53 feet; thence South 80°52'45" West, 487.29 feet; thence South 84°17'47" West, 284.34 feet; thence South 87°15'49" West, 288.51 feet; thence South 70°45'51" West, 492.34 feet to a point on the East right -of --way line of the Union Pacific Railroad; thence North 41°08'20" West, along said right-of-way, 572.30 feet to a point on the said North line; thence North 90°00'00" East, 1140.59 feet, along said North line to the TRUE POINT OF BEGINNING. EXHIBIT C RESOLUTION RE: APPROVE SITE SPECIFIC DEVELOPMENT PLAN AND MINOR SUBDIVISION FINAL PLAN, MINF12-0001, FOR A NINE (9) LOT MINOR SUBDIVISION IN THE 1-3 (INDUSTRIAL) ZONE DISTRICT - BIG THOMPSON INVESTMENT HOLDINGS, 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, the Board of County Commissioners held a public hearing on the 31st day of October, 2012, at the hour of 10:00 a.m., in the Chambers of the Board for the purpose of hearing the application of Big Thompson Investment Holdings, LLC, 1205 W. Elizabeth Street, P.O. Box 134, Ft. Collins, Colorado 80521, for a Site Specific Development Plan and Minor Subdivision Final Plan, MINF12-0001, for a nine (9) Lot Minor Subdivision in the 1-3 (Industrial) Zone District on the following described real estate, to -wit: Lot B of Recorded Exemption, RECX12-0056; being part of W1/2 of Section 23, Township 4 North, Range 66 West of the 6th P.M., Weld County, Colorado WHEREAS, the applicant was represented by Tim Naylor and Tom Haren, AGPROfessionals, LLC, 4350 Highway 66, Longmont, Colorado 80504, and WHEREAS, Section 24-3-50 of the Weld County Code provides standards for review of said Minor Subdivision Final Plan, and WHEREAS, the Board of County Commissioners heard all of the testimony and statements of those present, studied the request of the applicant and the recommendations of the Weld County Planning Commission and all of the exhibits and evidence presented in this matter and, having been fully informed, finds that this request shall be approved for the following reasons: 1. The submitted materials are in compliance with the application requirements of Section 24-3-50 of the Weld County Code. 2. It is the opinion of the Board of County Commissioners that the applicant has shown compliance with Section 24-3-60 of the Weld County Code, including specifically: A. Section 24-3-60.O — The applicant has the burden of proof to show the standards of Paragraphs 1 through 15 below are met. 1) Section 24-3-60.O: Compliance with Chapter 24, Chapter 22 of the Weld County Code, the zone district in which the proposed use is located, and any adopted intergovernmental agreements or master plans of affected municipalities. This property is located in an 1-3 Industrial Zone District, which was approved under COZ11-0001. It Is not located in the adopted master plans of the Towns of LaSalle or Gilcrest. The proposed subdivision is also 1121" °1-141VIV4Too2 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 2 located outside the IGA boundaries between Weld County and the Towns of Gilcrest and LaSalle. The 1-3 zoning also allows I-1 and 1-2 Industrial uses. Both towns were notified of the proposed subdivision and did not respond to the referral. 2) Section 24-3-60.O.2: Provisions have been made to preserve prime agricultural land. The applicant has made provisions to conserve prime agricultural land by keeping the agricultural uses on -going while the subdivision builds -out. The owner intends to keep the existing well that is permitted for irrigation and the Western Mutual Ditch that runs parallel on the west for most of the property will remain agricultural. Once the subdivision is built -out, the agricultural uses will go away. COZ11-0001 effectively authorized the agricultural uses to fade out when the property's zoning was changed from Agricultural to Industrial. 3) Section 24-3-60.O.3; Provisions have been made for a public water supply that is sufficient in terms of quantity, dependability and quality to provide water for the minor subdivision, including fire protection. The applicant has evidence that the proposed subdivision can be served by a public water supply. The applicant has a will -serve and commitment letter from the Central Weld County Water District (CWCWD) and will purchase taps on an as - needed basis. The applicant will also be burdened with the cost to extend the water lines into the subdivision. 4) Section 24-3-60.O.4: That, if a public sewage disposal system is proposed, provision has been made for the system and, if other methods of sewage disposal are proposed, evidence that such systems will comply with state and local laws and regulations, which are in effect at the time of submission of the minor subdivision. There is no public sewer available to the proposed subdivision. The applicant is authorized by Code to apply for Individual Sewage Disposal Systems (LS.D.S.) on each lot. The Weld County Department of Public Health and Environment has reviewed this request and finds it acceptable. 5) Section 24-3-60.O.5: All areas of the minor subdivision, which may involve soil or topographical conditions presenting hazards or requiring special precautions, have been identified by the subdivider and that the proposed uses of these areas are compatible with such conditions. The applicant has submitted a Soils and Geologic Hazard Report, which was reviewed by the State of Colorado, Division of Mining and Geology. The State did not find any evidence of unique, unusual or suspect conditions that would prohibit or severely limit development. 6) Section 24-3-60.O.6: Streets within the minor subdivision are adequate In functional classification, width and structural capacity 2012-3002 P12147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 3 to meet the traffic requirements of the minor subdivision. Standards are established in Chapter 24, Appendix 24-E. The proposed streets within the development meet the minimum County requirements. The Department of Public Works has reviewed the application and has deferred most of the comments when the applicant proposes to develop the lots within the subdivision, thereby triggering a site plan. 7) Section 24-3-60.O.7: Off -site street or highway facilities providing access to the proposed minor subdivision are adequate in functional classification, width and structural capacity to meet the traffic requirements of the minor subdivision. The subdivision proposes to access County Road (CR) 44 and CR 33. The applicant has been working diligently with the Department of Public Works to access CR 44. Current access exists at CR 33. The Colorado Department of Transportation received the traffic study and indicated that the initial phase of the development will not require any Improvements. Future uses and phases will be evaluated and the applicant understands that there may be costs associated with off -site improvements. CR 44 is designated as an arterial and CR 33 is designated as a local gravel road. 8) Section 24-3-60.O.8: The construction, maintenance, snow removal and other matters pertaining to, or affecting the road and rights -of -way for, the minor subdivision are the sole responsibility of the landowners within the minor subdivision. The applicant will form a Homeowner's Association that will be responsible for the on -going maintenance of the subdivision. The final association documents will be a condition prior to recoding the plat and will be filed and recorded with the County. 9) Section 24-3-60.O.9: The Hickman Subdivision is not part of, or contiguous with, another subdivision or an unincorporated townsite. The nearest subdivision Is located at the northwest corner of U.S. Highway 85 and CR 44, known as the Hunt/Wiedeman Subdivision. This is not contiguous with Hickman. 10) Section 24-3-60.O.10: There will be no on -street parking permitted within the minor subdivision. All parking will be located off -site and incorporated into any site plan. This will be Incorporated into the subdivision's association documents. 11) Section 24-3-60.O.11: No additional access to a county, state or federal highway will be created. No additional accesses are proposed on U.S. Highway 85. In fact, the US 85 Access Control Plan calls for CR 33 to be closed and realigned at some point in the future. The County has agreed to allow the owner to access CR 44 where an existing access is located and where the County owns property. 2012-3002 P12147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 4 12) Section 24-3.60.O.12: All proposed lots in the subdivision will ingress and egress onto an internal road network and the proposed roads have adequate circulation. 13) Section 24-3-60.O.13: Facilities providing drainage and stormwater management is adequate. The owner has provided an area on an outlot, which specifically handles the subdivision's drainage and stormwater runoff. The applicant submitted both a preliminary and final drainage report, which will be finalized and made Conditions of Approval prior to recording the plat. The reports were prepared by a professional engineer. 14) Section 24-3-60.O.14: The maximum number of lots within the minor subdivision will not exceed nine (9) lots. There are nine (9) buildable lots and two (2) outlots. Both outlots will be encumbered. The outlot located in the southeast corner of the subdivision will be utilized for detention and stormwater runoff and is not buildable. The outlot located in the southwest corner of the subdivision will eventually be sold to the County for a new grader shed. The Weld County Attorney's Office determined that a grader shed can be located on an outlot within an approved subdivision. 15) Section 24-3-60.O.15: The minor subdivision will not cause an unreasonable burden on the ability of local governments or districts to provide fire and police protection or other services. The proposed subdivision will not impede or cause an unreasonable burden on local services such as police, fire and schools. All emergency responders and the school district were sent referrals. The Weld County Sherriff's Office and LaSalle/Gilcrest Fire Protection District did not respond with any comments. Weld County School District RE -1 submitted a letter of concern regarding traffic impacts, based on the assumption of 5,000 vehicles. 16) Section 24-3-60.O.16: The subdivision will not have an undue adverse effect on wildlife and its habitat, the preservation of agricultural land and historical sites. The Colorado Division of Parks and Wildlife was sent a referral and they did not respond with any comments. There are no historical sites that are registered with a local, state of federal agency on or near the proposed subdivision. The applicant has made an effort to conserve the existing agricultural land until such a time when the subdivision is built -out or no longer conducive to sustaining productive farmland. The property's zoning was changed from Agricultural to 1-3 (Industrial) In 2011, thereby eliminating the agricultural uses. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 5 B. Sec. 22-2-80. Industrial Development Goals and Policies. 1. I.Goal 1: Promote the location of industrial uses within municipalities, County Urban Growth Boundary areas, Intergovernmental Agreement Urban Growth areas, Growth Management areas, as defined in municipalities' comprehensive plans, the Regional Urbanization Areas, Urban Development Nodes, along railroad infrastructure or where adequate services are currently available or reasonably obtainable. 2. I.Policy 1.2: Encourage new industrial development with existing industrial areas. The proposed subdivision is located in an urban development node which is at the intersection of CR 44 and U.S. Highway 85. There are several businesses in the area that have commercial uses. 3. 'Policy 4.1: The new development should pay for the additional costs associated with those services directly impacted by the new industrial development. The applicant is bearing the costs associated with the development of the industrial subdivision and will be responsible for Installing the infrastructure that is required to sustain the development. The County is not subsidizing the development. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the application of Big Thompson Investment Holdings, LLC, for a Site Specific Development Plan and Minor Subdivision Final Plan, MINF12-0001, for a nine (9) Lot Minor Subdivision In the 1-3 (Industrial) Zone District, on the hereinabove described parcel of land be, and hereby is, granted subject to the following conditions: 1. Prior to Recording the Final Plat: A. The applicant needs to enter into an Improvements and Road Maintenance Agreement for the on -site and off -site work to be done. The improvements will include triggers for on -site and off -site roadway upgrades and auxiliary lanes. Collateral needs to be submitted to, and accepted by, the Weld County Board of County Commissioners prior to recording of the plat. B. The applicant needs to submit a grading permit showing: proposed grading, erosion control placement, typical details for all Best Management Practices (BMPs) to be utilized, and a Construction Stormwater Permit from the Colorado Department of Public Health and Environment. The permit must be stamped by a registered professional engineer licensed in the State of Colorado. Please note that the grading permit will not be released until the applicant has signed the improvements agreement, posted collateral, and submitted the Final plat for recording. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 6 C. The applicant shall submit a complete copy of the covenants for the Hickman Commercial Association for review and approval by County Staff. D. The applicant shall submit, to the Department of Planning Services, Certificates from the Secretary of State showing the Hickman Commercial Association has been formed and registered with the State. E. A Signing Plan is required as part of the final roadway plans. The Signing Plan shall include street names, stop, yield, no outlet or other associated subdivision signing. Written evidence of the Department of Public Works approval shall be submitted to the Department of Planning Services. F. The applicant shall submit three (3) additional sets of final roadway, drainage, utility / construction plan drawings (stamped, signed, and dated) to the Department of Public Works for Weld County Field Inspectors' use during construction of the subdivision. Written evidence from the Department of Public Works indicating the plans have been submitted shall be given to the Department of Planning Services. G. The applicant shall submit copies of finalized water agreements with the Central Weld County Water District (CWCWD). H. The applicant shall provide evidence that the owner has a Surface Use Agreement (SUA) with any, and all, mineral interest owners to the Department of Planning Services. f. The applicant shall submit written evidence to the Department of Planning that all of the concerns of the Department of Public Works have been addressed. J. The applicant shall submit a Final Drainage Report stamped, signed, and dated by a professional engineer licensed in the State of Colorado for review and approval by the Department of Public Works. The 5 -year storm and 100 -year storm drainage studies shall take into consideration off -site flows both entering and leaving the development. Increased runoff due to development will require detention of the 100 -year storm developed condition while releasing the 5 -year storm existing condition. Written evidence of acceptance of this report shalt be submitted to the Department of Planning Services. K. As -Built Construction Plans, Including survey data and plans of all drainage facilities, all storm drain pipes, headwalls, inlets, swales, detention pond outlet structures giving locations and elevations of key features, shall be submitted in digital format to Weld County upon completion and final acceptance by the County. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 7 2. The Plat shall be amended to include the following: A. All sheets of the Final Plat shall be labeled MINF12-0001. B. The Final Plat shall be in compliance with Section 24-3-50 of the Weld County Code. C. All utility easements shall be indicated on the plat as approved by the Weld County Utility Advisory Board. D. The Weld County Right to Farm 'Statement, as It appears in Section 22-2-20.J.2 of the Weld County Code, shall be placed on the plat and recognized at all times. E. CR 44 is an arterial road, which requires a 140 -foot right-of-way at full buildout. There is presently a 60 -foot right-of-way. This road is maintained by Weld County. Pursuant to the definition of SETBACK in the Weld County Code (Section 23-1-90), the required setback is measured from the future right-of-way line. F. CR 33 is a local gravel road and requires a 60 -foot right-of-way at full buildout. There is presently a 60 -foot right-of-way. This road is maintained by Weld County. Pursuant to the definition of SETBACK in the Weld County Code (Section 23-1-90), the required setback is measured from the future right-of-way line. G. All interior roadways must be privately maintained by the subdivision association. The County will not accept interior roadways for County maintenance. H. The Western Mutual Ditch Road must be appropriately labeled and dimensioned, including setbacks. The Western Mutual Ditch road shall not be utilized for subdivision use. I. The plat shall delineate the 400 -foot by 400 -foot, and the 800 -foot by 800 -foot oil and gas drilling envelope locations, per state statute, if applicable. J. The applicant shall submit a digital file of all drawings associated with the Final Plan application. Acceptable CAD formats are .dwg, .dxf, and .dgn (Microstation); acceptable GIS formats are ArcView shapefiles or ArcGIS Personal GeoDataBase (MDB). The preferred format for Images is .tif (Group 4). (Group 6 is not acceptable). This digital file may be sent to maps@co.weld.co.us. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 8 3. The Final Nat is conditional upon the following and that each be placed on the Final Plat as notes prior to recording: A. The Final Plat Is for nine (9) lots with 1-3 (Industrial) Zone Uses and continuing Oil and Gas Production Uses along with two (2) outtots as indicated in the application materials on file, and subject to, and governed by, the Conditions of Approval stated hereon and all applicable Weld County regulations. B. Approval of this plan may create a vested property right pursuant to Section 23-8-10 of the Weld County Code. C. The Subdivision shall conform to the Design and Operational Standards, as delineated in Sections 23-3-350 and 23-3-260 for I-1, 1-2 and 1-3 Zone Districts. D. The outlot for drainage is non -buildable for structures or structures providing habitable space. E. Activities such as landscaping (i.e. planting of trees and shrubs) and construction (i.e. auxiliary structures, dirt mounds, etc.) activities are expressly prohibited in the designated absorption field site. F. If land development creates more than a 25 -acre contiguous disturbance, or exceeds six (6) months in duration, the responsible party shall prepare a Fugitive Dust Control Plan, submit an Air Pollution Emissions Notice, and apply for a permit from the Colorado Department of Public Health and Environment. G. In accordance with the Regulations of the Colorado Air Quality Control Commission, any development that disturbs more than five (5) acres of land must incorporate all available and practical methods that are technologically feasible and economically reasonable in order to minimize dust emissions. H. During development of the site, all land disturbances shall be conducted so that nuisance conditions are not created. If dust emissions create nuisance conditions, at the request of the Weld County Department of Public Health and Environment, a Fugitive Dust Control Plan must be submitted. A Stormwater Discharge Permit may be required for a development/ redevelopmenticonstruction site where a contiguous or non-contiguous land disturbance Is greater than, or equal to, one acre in area. Contact the Water Quality Control Division of the Colorado Department of Public Health and Environment, at www.cdphe.state.co.us/wq/PermitsUnit, for more information. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 9 J. This subdivision is in rural Weld County and is not served by a municipal sanitary sewer system. Sewage disposal shall be by septic systems designed in accordance with the regulations of the Colorado Department of Public Health and Environment, Water Quality Control Division, and the Weld County Code in effect at the time of construction, repair, replacement, or modification of the system. K.. Water service shall be obtained from the Central Weld County Water District. L. The Weld County Right to Farm Statement, as it appears in Section 22-2-20.J.2 of the Weld County Code, shall be placed on the plat and recognized at all times. M. A Commercial Owner's Association shall be established prior to the sale of any lot. The Association is responsible for liability Insurance, taxes and maintenance of outlots, streets, private utilities, and other facilities. N. Intersection sight distance triangles at development entrances will be required. All landscaping within the triangles must be less than 3.5 feet in height at maturity. O. All signs, including entrance signs, shall require building permits. Signs shall adhere to the approved Sign Plan. P. Installation of utilities and requirements of the service providers shall comply with Section 24-9-10 of the Weld County Code. Q. No grading permits will be issued for this project without submission to, and approval by, the Weld County Department of Public Works for Erosion Control and Sediment Control Plans prepared, stamped, and signed by a professional engineer licensed to practice in Colorado. The applicant is notified that land disturbance on one portion of this site may require construction of temporary or permanent erosion control and sediment control BMPs on other portions of the site. R. Building permits shall be obtained prior to grading or the construction of any building or structure. Building permits are also required for signs and structures, such as bus shelters, if provided. S. A plan review is required for each building for which a building permit is required. Plans shall include a floor plan. Building plans shall bear the wet stamp of a Colorado registered architect or engineer. Two (2) complete sets of plans are required when applying for each permit. Building plans require a Code Analysis Data Sheet, provided by the Department of Building Inspection. Residential building plans may be required to bear the wet stamp of a Colorado registered architect or engineer. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 10 T. Buildings shall conform to the requirements of the Codes adopted by Weld County at the time of permit application. Currently, Weld County has adopted the following: 2006 International Residential Code, 2006 International Building Code, 2006 International Mechanical Code, 2006 International Plumbing Code, 2006 International Fuel Gas Code, 2012 National Electrical Code, and Chapter 29 of the Weld County Code. U. All structures in the subdivision will require an engineered foundation based on a Site -Specific Geotechnical Report or an Open Hole Inspection conducted by a Colorado registered professional engineer. Engineered foundations shall be designed by a professional engineer registered in the State of Colorado. V. Fire resistance of walls and openings, construction requirements, maximum building height, and allowable areas will be reviewed at the Site Plan Review. Setback and offset distances shall be determined by the Weld County Code. W. Building height shall be measured in accordance with the 2006 International Building Code for the purpose of determining the maximum building size and height for various uses and types of construction, and to determine compliance with the Bulk requirements from Chapter 23 of the Weld County Code. Building height shall be measured in accordance with Chapter 23 of the Weld County Code to determine compliance with offset and setback requirements. Offset and setback distances are measured from the farthest projection from the building. Property lines shall be clearly identified, and all property pins shall be staked prior to the first site inspection. X. The applicant shall supply evidence to the Department of Planning Services that all requirements of the LaSalle/Gilcrest Fire Protection District have been met. Y. The site shall maintain compliance, at all times, with the requirements of the Weld County Departments of Public Works, Public Health and Environment, and Planning Services, and adopted Weld County Code and policies. Z. The operation shall comply with all applicable rules and regulations of state and federal agencies and the Weld County Code. AA. When a Site Plan Review (SPR) is received by the County for development on any of the nine (9) lots located within the subdivision, the applicant shall be required to notify all adjacent property owners within 500 feet of the subdivision. AB. The Final Plan shall comply with all regulations and requirements of Chapter 24 of the Weld County Code. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 11 AC. The applicant shall comply with Section 24-3-70 of the Weld County Code, as follows: If a final plat has not been recorded within one (1) year of the date of the approval of the minor subdivision final plat or within a date specified by the Board of County Commissioners, the Board may require the landowner to appear before it and present evidence substantiating that the minor subdivision final plat has not been abandoned and that the applicant possesses the willingness and ability to record the final plat. The Board of County Commissioners may extend the date for recording the plat. If the Board determines that conditions supporting the original approval of the final plat cannot be met, the Board may, after a public hearing, revoke the minor subdivision final plat. AD. Section 24-3-80 of the Weld County Code - Failure to commence minor subdivision final plat. If no construction has begun or no use established in the minor subdivision within three (3) years of the date of the approval of the minor subdivision final plan, the Board of County Commissioners may require the landowner to appear before it and present evidence substantiating that the final plat has not been abandoned and that the applicant possesses the willingness and ability to continue the minor subdivision. The Board of County Commissioners may extend the date for initiation of the minor subdivision construction and shall annually require the applicant to demonstrate that the minor subdivision has not been abandoned. If the Board of County Commissioners determines that conditions supporting the original approval of the minor subdivision final plat have changed, or that the landowner cannot implement the minor subdivision final plat, the Board may, after a public hearing, revoke the minor subdivision final plat and order the recorded minor subdivision vacated. AE. Section 24-3-90 of the Weld County Code - Failure to comply with minor subdivision final plan. The Board of County Commissioners may serve written notice upon such organization or upon the owners or residents of the minor subdivision setting forth that the organization has failed to comply with the minor subdivision final plat. Said notice shall include a demand that such deficiencies of maintenance be cured within thirty (30) days thereof. A hearing shall be held by the Board of County Commissioners within fifteen (15) days of the issuance of such notice, setting forth the item, date and place of the hearing. The Board of County Commissioners may modify the terms of the original notice as to deficiencies and may give an extension of time within which they shall be rectified. AF. No development activity shall commence, nor shall any building permits be issued on the property, until the final plan has been approved and recorded. AG. The Final Plat Map shall be submitted to the Department of Planning Services for recording within one hundred twenty (120) days of approval by the Board of County Commissioners. With the Final plat map, the 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 12 applicant shall submit a digital file of all drawings associated with the Change of Zone application. Acceptable CAD formats are .dwg, .dxf, and .dgn (Microstation); acceptable GIS formats are .shp (Shape Files), Arclnfo Coverages and Arcinfo Export files format type is .e00. The preferred format for Images is .tif (Group 4). (Group 6 is not acceptable). AH. In accordance with the Weld County Code, should the plat not be recorded within the required one hundred twenty (120) days from the date of the Board of County Commissioners Resolution, a $50.00 recording continuance charge may be added for each additional three (3) month period. 4. Upon completion of Conditions of Approvals #1 through #3 above, the applicant shall submit two (2) paper copies of the plat for preliminary approval to the Weld County Department of Planning Services. Upon approval of the paper copies, the applicant shall submit a Mylar plat, along with all other documentation required as conditions of approval. The Mylar plat shall be recorded in the office of the Weld County Clerk and Recorder by the Department of Planning Services. The plat shall be prepared in accordance with the requirements of the Weld County Code. The Mylar plat and additional requirements shall be submitted within one hundred twenty (120) days from the date of the Board of County Commissioners Resolution. The applicant shall be responsible for paying the recording fee. 5. Prior to the release of any building permits: A. The applicant shall supply the required street signs and Stop signs at appropriate locations. B. Prior to the commencement of construction activities, Stormwater Erosion Control and Sediment Control Best Management Practices shall be in place in accordance with approved permits, plans, Weld County Code, and Urban Drainage Standards. Silt fences shall be maintained on the down gradient portion of the site during all phases of the site construction. C. The applicant shall contact the LaSalle/Gilcrest Fire Protection District for review and approval of all access roads. Evidence of Fire District approval shall be submitted to the Department of Building Inspections prior to construction on the site. D. The applicant shall submit street construction plans for the utilities showing the location of fire hydrants, the size of water mains and available fire flows to the LaSalle/Gilcrest Fire Protection District for review and approval. Evidence of Fire District approval shall be submitted to the Department of Building Inspection prior to construction on the site. E. Stop signs and street name signs, including address ranges, will be required at all intersections. If standard street signs are not used, the sign type must be submitted to LaSalle/Gilcrest Fire Protection for review. 2012-3002 PL2147 MINOR SUBDIVISION (MINF12-0001) - BIG THOMPSON INVESTMENT HOLDINGS, LLC PAGE 13 F. The applicant shall submit an eight and one -half -inch by eleven -inch map showing street configuration, street names, hydrant locations and addresses of the lots to the LaSalle/Gilcrest Fire Protection District. G. All properties shall have a legible address that is clearly visible from the street fronting the property. The address numbers shall contrast with their background. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 31st day of October, A.D., 2012. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: d 1 Weld County Cle to the Bo BY: Deputy Cle AP- -O • D A �•.��eTM; � 7 o my Attorney Date of signature: I _ `? - )— Dougla• Rademach r 2012-3002 PL2147 t EXHIBIT D 8 ' 03/19/2015 02:56 PM k oral rages: 4 Rec Fee: $26.00 Doc Fee: $23.10 Carly Koppes - Clerk and Recorder, Weld County, CO GENERAL WARRANTY DEED THIS DEED, made to be effective the 18th day of March, 2015, between the County of Weld, a body politic and corporate of the State of Colorado, and of the County of Weld, State of Colorado (the "Grantor") and Peckham Development ✓Corporation, a Colorado corporation, whose legal address is 2850 McClelland Drive, Suite 2400, Fort Collins, CO 80525 of the County of Larimer, State of Colorado, (the "Grantee"): WITNESSETH, That Grantor, for and in consideration of the sum of Two Hundred Thirty -One Thousand and No/100ths U.S. DOLLARS (U.S. 8231,00.00), the receipt and sufficiency of which is hereby acknowledged, has granted, bargained, sold, and conveyed, and by these presents does grant, bargain, sell, convey, and confirm, unto Grantee, its successors and assigns forever, all the real property, together with improvements, if any, situate, lying, and being in the County of Weld, State of Colorado, described as follows See Exhibit "A" attached hereto and made a part hereof by this reference. also known by street and number as: 16460 WCR 44, Weld County, CO TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues, and profits thereof and all the estate, right, title, interest, claim, and demand whatsoever of Grantor, either in law or equity, of in, and to the above bargained premises, with the hereditaments and appurtenances. TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. And Grantor, for itself, its successors and assigns, does covenant, grant, bargain, and agree to and with Grantee, its successors and assigns, that at the time of the ensealing and delivery of these presents, Grantor is well seized of the premises above conveyed, has good, sure, perfect, absolute, and indefeasible estate of inheritance, in law, in fee simple, and has good right, full power, and authority to grant, bargain, sell, and convey the same in manner and form as aforesaid, and that the same are free and clear from all former and other grants, bargains, sales, liens, taxes, assessments, encumbrances, and restrictions of whatever kind or nature whatsoever, except those matters set forth in Exhibit "B" attached hereto and incorporated herein by this reference and real estate taxes and assessments for current and subsequent years, a lien for which is not yet due and payable. Grantor shall and wilt WARRANT AND FOREVER DEFEND the above -bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons lawfully claiming the whole or any part thereof. IN WITNESS WHEREOF, Grantor has executed this General Warranty Deed to be effective on the date set forth above. STATE OF COLORADO ) )ss. County of WELD The County of Weld, a body politic and corporate of the State of Colorado • Barbara Kirknl#er, Chair othe Board of the Weld Co�r((nty Commissioners The foregoing instilment was acknowledged before me this _ th day of March, 2015, by the County of Weld, a body politic and corporate of the State of Colorado, by Barbara Kirlcmeyer, as Chair of the Board of the Weld County Commissioners. Witness my hand and of My commission expires, VAT(' (4)3�zl�r t.. 6 AN ANY PUGLIC NOTARY. ID commis199itaideam 8g, return IuN r:, Pituir9,alivo21',11 5, LC 110 E. Oak Street, Suite 200 Fort Collins, CO 80524 4091728 03/19/2015 02:56 PM Page 2 of 4 Exhibit A ATTACHED LEGAL DESCRIPTION Lot "A" of Recorded Exemption No. 1057 -23 -2 -RE 1177 recorded July 18, 1989, in Book 1238 as Reception No. 2185517, being a part of the following described property: Lot "A" of Recorded Exemption NO. 1057 -23 -2 -RE 600 recorded June 9, 1983, in Book 999 as Reception No. 1929764, being more particularly described as follows: A parcel of land located in the Northwest Quarter of Section 23, Township 4 North, Range 66 West of the 6th P.M., Weld County, Colorado, being more particularly described as follows: BEGINNING at the Northeast corner of said Northwest Quarter and considering the North line as bearing South 90°00'00" West with all other bearings contained herein relative thereto; Thence South 90°00'00" West, along said North line 204 feet to the TRUE POINT OF BEGINNING; Thence South 00°00'21" East, 149.53 feet; Thence South 80°52'45" West, 48729 feet; Thence South 84°17'47" West, 28434 feet; Thence South 87°15'49" West, 288.51 feet; Thence South 70°45'51" West, 49234 feet to a point on the East right-of-way line of the Union Pacific Railroad; Thence North 41°08'20" West, along said right-of-way, 572.30 feet to a point on the said North line; Thence North 90°00'00" East 1140.59 feet, along said North line to the TRUE POINT OF BEGINNING, County of Weld, State of Colorado. Also Known as: 16460 WCR 44, „ CO 459-H0392161-082-KT6 4091728 03/19/2015 02:56 PM Page 3 of 4 Exhibit B Exceptions 1. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof, (c) water rights, claims of title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 2. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 3. All taxes and assessments, now or heretofore assessed, due or payable. 4. Any existing leases or tenancies, and any and all parties claiming by, through or under said lessees. 5. Right of Way and rights incidental thereto for County Roads 30 feet on either side of Section and Township lines as established by the Board of County Commissioners for Weld County, as set forth in a document: Recording Date: October 14, 1889 Recording No: Book 86 at Page 273. 6. Reservations made by the Union Pacific Railroad Company in the deed set forth below, providing substantially as follows: Reserving unto the company and its assigns right of way for railroad and all coal that may be found underneath surface of the Land and the exclusive right to prospect and mine for same, also such right of way and other grounds as may appear necessary for proper working of any coal mines that may be developed upon the Land, and for transportation of coal from same, and any and all assignments thereof or interests therein: Recording Date: February 12, 1903 Recording No.: Book 201 at Page 430. 7. Water rights, claims or title to water, whether or not disclosed by the public records. 8. An oil and gas lease for the term therein provided with certain covenants, conditions and provisions, together with easements, if any, as set forth therein, and any and all assignments thereof or interests therein. Recording Date: January 16, 1973 Recording No: 1605493. 9. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Panhandle Eastern Pipe Line Company Purpose: Pipe lines Recording Date: September 16, 1975 Recording No: 1669973. 10. Undivided all of grantors' interest in all oil, gas and other mineral rights, if any, reserved in the instrument set forth below, and any and all assignments thereof or interests therein: Reserved by: Paul C. Lorenz and Ivan L. Lorenz as Co -Personal Representatives of the Estate of Bertha C. Lorenz, deceased Recording Date: December 27, 1979 Recording No.: 1812867. 11. All matters shown on the map of Recorded Exemption No. 1057 -23 -2 -RE -600 recorded June 9, 1983 at Reception Number 1929764. 12. Any taxes or assessments by reason of the inclusion of the Land in the Central Weld County Water District as disclosed by Order recorded January 8, 1986 at Reception Number 2038366. 4091728 03/19/2015 02:56 PM Page 4 of 4 13. All matters shown on the map of Recorded Exemption No. 1057 -23 -2 -RE 1177 recorded July 18, 1989 at Reception Number 2185517. 14. Any taxes or assessments by reason of the inclusion of the Land in the Central Weld County Water District as disclosed by Order recorded January 4, 1990 at Reception Number 2201872. 15. Notice of Oil and Gas Interests and Surface Use recorded January 23, 2001 at Reception Number 2820945. 16. Request for Notification of Surface Development recorded May 28, 2002 at Reception Number 2955111. 17. Request for Notification (Mineral Estate Owner) recorded December 21, 2007 at Reception Number 3525268. 18. Any rights, interests, or claims which may exist or arise by reason of the following matters disclosed by survey recorded February 21, 2014 at Reception Number 3997371, Job No.: 2013758 Dated: January 7, 2014, Prepared by: King Surveyors, Matters shown: a. Propane tank is on property line b. 20' Future right of way c. Fence lines do not coincide with property lines. d. Overhead power lines. e. Central Weld County Water District water line. 19. Terms, conditions, provisions, agreements and obligations contained in the First Amendment to Agreement for the Exchange of Certain Real Property Between Big Thompson Investments, LLC and Weld County, Colorado as set forth below: Recording Date: May 7, 2014 Recording No.: 4014543. Note: Item(s) above refers to recorded evidence 15Y>I,Y47AW f 61Y.1'{`AF{'i [pNiWl irl �1II CLIONCATES OP MO. MIMS. 003 MOM. FOLLOWS.ER'S). r10MOaKIM ANL ONOwa a u' "o Of am ""+,m'"`COVITTI n' .a"`.m. DOOMED ,m COM' 4110 1•01M. MCE AST Of 110 .. 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Ta"m'"ir. s AIOVED C cCOINITS "`rs> OF 'W AT KO.N NOME TOO MM. OF TM RANI MEM MET GALL Of 1041"`. "`a M.ARimrc"1°uAl NJ MO.. Km= IN. CO.. MT SIM MO MONO PERWTS 11.02 . MOAT. es TO Knoeccs MO RI CI 0070.0 MN MM. P1 . EVENT VAR NO MON MED MAN INT COM DE COMORO 10010 MI TO MO MOSI SG DAR CLIENT: BIG THOMPSON INVESTMENT HOLDINGS, LLC P.O. BOX 273180 FORT COLLINS, CO 80527 HAMMER LAND SURVEYING, INC. 4350 HIGHWAY 66 LONGMONT,CO 80504 PH: 970-535-9318 MINOR SUBDIVISION SECTION 23 TOWNSHIP 4 NORTH, RANGE 66 WEST, 6TH P.M. SECTION 23, TOWNSHIP 4 NORTH, RANGE 66 WEST, 6TH P.M. DATE, 12/23/13 I JO9#07013MS SHEET 1 OF 2 SncA loa co1corThSI cl/Ca/al arcKs 'n'a Ocr 'asax 99 MMIYI •0.1x00 . areaxaal ca x9uaas NOISIAIOHOS 80NIW 10909 cv.Non^.Nol rgq.. 'Jh7 'J.'31A3A8(15 O.VY[ 83{fRVH 42909 00 '00077700 1803 O9IEL2 %OH '0'd 077 SOKIO'IOH 1N3P1S3ANI NOSd110H1 010 1N3I73 ===rh*.' '" `...�._.�.'t",."m.�..' na a .1.5.01 Mfr. 9.19. ©� aR �u� . �.... 6 r,L•.?`. —r �' yam" E ..-1_•lV 1,_; .^71.1.7.7,14.7... ey _ 1t it ._ s, __�`v y _ tip _ .T _/ a, Y.j d"5= .7.' =';•'..'''.::::"..1.1 O '000000103 30 3LV1S '0'130 40 1.151003 '11'4 019 301 do '1S3Y 99 30008 11180N S d1H5N001 'CZ N011339 40 211 a 301 d0 11104 V 0N039 '9000-010330-0-EZ-L000 'ON 00114013.%3 010�0a033030 H 107 2 T000—ZTdNITV x2IFVd 'IvI?I,LSIIQNI A.LNI100 Q1HAI a„1q- Vini AM EXHIBIT F 4210655 06/10/2016 04:36 PM Total Pages: 8 Rec Fee: $46.00 Carly Koppes - Clerk and Recorder, Weld County, CO .EASCM ENT DEED AN1) AGREEMENT' 'l'1 -€]S EASEMENT DEEDS IWO t1M1iMlThr1' rthr. "/Agreement") ist matte ttd5 ₹ rt r! cloy of 2O11, bynntl. brbtreen Pe-wocso'Emity Limited Partnership; LLLP, a Cvlvravla Iimi(Gd MIRY' lini€teii partnership, Whose principal -address is.14110 Brighton -toad, 1:3rirgEiton, Colorado 80(101 (the "'Grantor") nod Rig Thunrpsou Investment Holdings, I.L.C, a Colorado •limited liability -company, whose principal mailing arches is 1205 West Elizabeth Street, l'1vM13 #1134; Fort Collins, Cal arado 20521 {I he "Grantee"). Ctmntor is the sole and exclusive legal and record owner of the to11owing legnity. -described pared of land sitrtatt, lying, and being in the County of Weld, State of Colorado, W- WI: 'Lot II of Recorded .tNer ptiou N. 11157.232 'RE; 1177 i eeurded'July 12,1M- 9 in Rauh 1238 in Reception No. 7465517 below a Ir►1i Of frc Norlhn M'' Quartei'.of Seethclrt 23,'1'olvttvhiit 4 North, Range 66 West of -the C$' PAC Vitold County, Colorado (the., ",$ervient tlstttre''), 0rturteq is the. sole and exclusive legal and record owner or the following legally -- described parcel of land situate, lying, and being in the County of Weld., Stale of Colorado, to - •wit:. ''Lot A ;rttd Lot 11 or RecoFcletl Exemption No, t0 /-23.2 RE.X19:111, recorded Jiccemlrer 201iJ as Rviceptltm No, 3667225, being a put o1' Lot. i3 :RE42ii2 Lrehtg. ti part- or the West YL Of Section 23, Township 4 North, Rooge 6G Wrest of the 6th i'.M,, County itff Weld, Stete:-or Colorado (the "Drtntindut.Bstate"). Grantor, for auto In -consideration of Mila id No/Ohs US. Dollars (GS. $10.0(0).acrd other good and valuable consideration, the receipt aid sufficiency of which is :hereby -acknowledged' by Grnnior, ltorclty gratn(s, bnrga€ns, wits, and Conveys unto Grantee, its successors. and assigns forever, -a-rota-exclusive, petpe(unt,access andeasement over trail across the following Itsgallptiescnibed portion attic- SQrvient Estate, to wit; See .t;iItibit "A"carolled hereto and incorporated; herein by this reference, (the "Easement") The ) nsemonl is depicted In C#xbililt 'V attached beret[- and incorporated herein by this rclercnee, 1, PettW0.. This Agreement shalt be for thy:use mrd benefit ofl,oth -Grantor and Grantee, nod their respective successors, assigns, managers, members, partners, employees, agents, contractors, invitees, and guests, mid their successors' and assigns' respective mairtgers.' -1- 4210655 06/10/2016 04:36 PM Page 2 of 8 members, partners; :employees, agents, cot• tt'rtkic rs,. invtices, and gtiosis., gravickcl however, thttl Ci'antor'-R and Grantor's 'Woman', ', leSSige, managers', ineirtburs►a J)artne s% employees', cent et{ais},. invitees',, and guests°, rind their owes -sots' 'fliid tts5lgns' manatee, , members', mum', em loyees% t1CQCtlis', contt'iaAors', i vitees% and gfteStS' use of the Easetnent shall in -no 'way -prevent .or intei't'erc with Grantce?S Suce±w5sO s', Mitgus', managers', rs', fnernbers', partnere, $ni l�lo��.eetia agents', t ' ' ' goofs', t y R 4r)tttrttC:l01'S , iftr ifctaS ., And and •tli it successors' and assigns' managers', haunt os , partners', employees', u e1its'% contractor?... illviWs', and gi►estsi a;thhts in, and rise oat; the Iltisetnetit, rani shall not be i►taQI-tsi .tCrtt With sus*tights hi, use'rjl', and Atli tsujoy'nicttt :r the Bi)senient,:N:ot:whiKtttittirnu the foregoing igrovislon s, Cfrantor Ad not Oleo }lily strttcttrre;t, (ttnclsoupingi co' el ei' niproti'ei ents -within the Easemen', and Grantee slitill:tint b liable far their rem ovil-i•j'they are sr.) i3l►teod_ by Grantor, 2, Ei pitfall . Lim;. The ]aastmieal. is. Cpl` utilities and ingress to, .find egress from, � nGIItCiiil , without •litttifnlirtti, 'vehicular titia pedestrian fraf iel the Dominant. t state, This Agreement also attthiirizes armitev -to place .signage at ti 17iiiflt near the ti)tet`Secttcwm of the E sentetlt.tttld Weld: Ctnttilty Road 'Wills lls parented train that iii time. by theVeld C Canty sign code, rates,.ttnd regulations, t s.amended. t , ttfilitit;s, -t irantee 1s authorizer(- ie • cntserue() ittstaLl, operate,- inspect, .repair, maintain, replace, recon. fillet, Cnlrtrge, improve, relocate, nncl.renit ve utilities within and from the ILnnettxutit wit:hunt the axprars. written consent •or ilit'tntot•, •jtioutclecl, Fa wever, that Ciretlitee sliiiff'lltr e the ditty and obligation to restore -Alfa En.;enwit to its Original condition ulcer any Stith• coti$til icttatt,. insutllati'uk npernlitan, insjtedion, r•VAir�, maintenance; -replacement, reedonstractlan, etilarternent, i.uiprovement, relocation, and/or aUtn.ovui of utilities- svillitn the Ettsettttrill, 6,,ems., Grantee stittll.t we the right tck constrnct,--repait. Iflid tttlln, r i uikl, pntrbl, and improve die f'aSltiletit (Vcititl- its present'.condition at ftun.tet a stile` cost and expense, hlclu4litig, hat not 4tttiitacl to, gradirtg, digging,-ditching,•ittldi )r itdding barrow pitfi, road gfise gravel, ,p viii& asphalt, lindfor conei:4ioi ptovideecl,• lioweiCag,, that aft 'trnintivetaents 411011 b eome the-sOte tto.'rl excln:5ivti property al' Cfrtttior, �i, T t tt�rttt't� C'uristroctlict}_1i:asenscni. 'Grantee has • ife. tit n. to tentj)I)t'rertly use a •tltrat- (Z )- t`aot wide strip of qr nter;5 real -property along each boundary of the 'EEpsctntent- for •putvoseS of eptt5trt ermg, rePairin ►, maintaining, rcbttdr1in , and 11ttprtwi i the [ itsei leis, 4. Will tetnmree,.lb.mat•.sand. h412Kn Fen e.oc,. Grantee shalt ht!ve fh.a mite and 0�;clnseve duty and -Oblig ticw to maintain, repair, and improve the Easement. (t'anter thrill have no duly Cir obit utioll try itipait', mnirtmtiro:in improve. the tga,e uerit. Clrattico, M. its stile +'�xpertsc, shall curt§ti'tiei n feii.ee; han'ior, or landscaping, including witl out limitation si ittige, designed tci prevent trek wing the Eixsement from ttcc sSing ertlittor's Servient l+.sttite, 5; liAarlrez's.. K3etiik e. shall have: the tight to mark tlae .Ioc ttUon of the • asontcitt- by suftilblOr5tu'4Wet in the:jlrotittd, 4210655 06/10/2016 04:36 PM Page 3 of 8 6. Ulm, u, ThA tiasenitr. it *Shull be Iiertiotiial mid shit rail with :(he lied concerning ning the bciniinnnt Estate -awl the 5ervient. tsttto. 7. WItura'lty Sr i#:ice lll►ttt?i't ft7r armor, {lied Oi'tinor's $ticeessors and asS.igns, oOvetitiols acid 'warrants' that c►•ctuityr is •t1 solo _one! efkd ;it►O Ie,�stl ntui ie ord owner of thv $erv1eiti-Estate, ims good. right ztnd alit~ to grant, bo_i nin, sell°, and •coiiw y -the Easement and the tights heroin set fora Iti.Ct'tintee. il.tlrl will warrant tinl defend the.,slline to (ti'antec, its sucaossars Mid assign?, tomer, 1). t nr teatliltl, Grantee itideirirtillos- and t:t, rees •td defend ttitli bold Creator .h rtniess :front taint gaiuct tiny and t.il bodily injury offered or prt per•ty change •iijctttred by Cir..ailty+ and/or Orantects itlttaagers, men hol% erilltltiyet;s, utteuts, cantifte(ois, invitees, and guests White using the Easement. J, Citi:i Pt it •ffor ftetiitell, $hould-Grantor tlr 01imiLee ()rend) tiny teat err t:t' ditlun. of this Agreement, the brelte'hittg party shall:ham mh thirty -j3.0) •cloys Fcoin •rec .1pt of writ(o'n titmice or :the breach flint -rave lion-brene1Urig party lit which to .once• the breach, Utile breaching party falls to etlre the bi;i acli within sill{I •eurt: l5�'.•1'i.(ifl,, till% ilronitI 1L pity will •lhon be hi default under this Agreement. tii.foreeinoiit, iii the evenl.tuiy ptlrtyto,this Agreemelit 1uenrs op≥its and attoTheys' R,es in etd.'ge:413 the terms of thls• Agreement titter erne party's dcfauit llllli+rr this Agreetiient, whethor .sueli eft bree.tne.ni. is by .IAwsliit cu' oiltcl'wise, the mailing party shall be t41tilled tO Li irnthcttsemontofitif tta retlsotutblc titto iisey+s' foes ttnd eosts by ilia otltt i party. I I. Wlili'e's,, • .Grantor has trot .tti.tz►eby waived MY T%ghts it the Property; -except those , pressly set forth in this Agl' e nc►it, ()bettor reservg5 .cite right 'to rise the Property f,ai' purposes' itot iticotisistent with -the hell .enjoyment of the l: ltsali nil, No. provido contained in this Agrtentent :rill be-:de0iitecf toita0 been. abrogated Or. waited by reason ol'any !Idiom to enroree the s₹mw. Irrespective' .or the- Winter' ol` 'i 'L tio.ns .Oi' 'I,'iieneltes• that tiny -omit; A provision t;ontalned in this .Agreettlent n'my •oniy'be waived by •€t written instrument Signed by the parry wtiiVink Well: provision, t2F. j lti.,Proseririlit'e Rittlits: The Easement .grunted hepciin is not intended, nor will it •ereate nnv.i7iescriptive •rights in the public to the Easl*ntent, Both. the Grantor and •or'natee shalt have the night Petro to (line to temporarily close the night -of: -way within the 8tiseraent fora. reitsoil±lti}e period ot'titue, under ntottml writtol it reerrtottt, lst order to avoid the prtinning by . nrescirilAi01 ol`an.y absolute rihxhts.tn such right -or -way -to third p.u'titts. 1.3. +t;U1;el;pitfg Caryl J il`isdktion atilt 3?Oune. This Agreement slinll lae-g€mtyied l y:cind construed la act &dance with the laws of We state or Colorado, •ilaelt:islvt-r of the principla of conflicts at law. Tho-cot.a ly•aud.D striel. Courts of Weld Conoty, Colorado shall have. the ale and exclusive jtitisdictinii and _venue to deeititr.ttiiy aitd'iill dislst tesai'l ing ant el'this Agreement_ The hart( to -this Agreeni itt hereby in'evocal ty-staanlit lo.the iri f r*t: tmont jurisdie.tien and 'process Of said Courts, and waive their i'igts•ta a•ftial:byjnty.. 4210655 06/1D/2016 04:36 PM Page 4 of 8 t4,.liatzteclir:iSlitttrltr , All tights, a'et edi.e;t, and reeourscrs Worded -4y reason of' this Attreetilent, sir otherwrse,, nro sephritttt•andetttiuiltltiPre and tha t+ be pttrstia1sepatatel ','sttorossitvety, .or noltcitrrently, try occasion t1tereftr shall ot:cmur4 ttlitl.ttre •nonexclos`hi.o:atid lira°I iii;nn ways limit or prejatoe any otter legator quirt* right,. t'ettledy x. rr !worse: rse that is available, Tiro:single sir pttah-a • oscraie a any= right or remedy shall preclude litrilto eX¢reise thereat or. the .estiri;ise cil'' City other right or remedy,. All notices,. t'ecittesh,, dlottmtliuls, or other .counotnt(eations :drilled for or -co templated' under this Agreement to be given to a putty bha.11 be in welting and shalt be<liiemed tti•ititve beoa'd."ttly tl uli ivlieri personally delivered or, if tilttiled, three (3) bnsiness days Lifter the .date of rnttillti , 'l,y, tlnitod Slates PJi':st Clajs Mall,. proper, postage littly prepaid, addressed to stio pt1ety at the;nddre s i ited in the inti'od ttiioiry .pnt<tgrttjih:of this sign e iienl., or at such oihpr address tis such party may tstibsctjuenity ticsigntttc to •(b 'rather -.parties by written notice in i eco dance with the (mils itnd troticlif ions of this Soetiitti, 1G, Sby ertii.i1IIty Unity 1ii:ovisititi of CIA ;gt`t*eitt�nt or portion thereo ]tall do-rotuid by any court.lu}vittg competent jitri dictiotr Myer thiS.Atcro metltiind the pat ties to be nu'atid utti t4 fur, ui; uncnfirrceettble,..this Agreernem sTmlJ nevertheicss. remain otte i ive; but shalt Iv considered anieiirl_ed to the. estcttt.eiin4ldr'red b) staid cotni tobq teason ibly neces,,sai'y to render.Said piovlsion or portion ltctx;of valid, lawful, and et forceable, and Shalt be fully entbreeabte its sci tutiencteci, The miles do hereby expressly -nttlhol'iFae any court of -comJ e.tent jurisdiction to inudity tiny sttcl) .proviSioworp.oilleti thercofItt order that any.sticlt provision oi'portion dir t :ol'tuay beenfo ced by such total l to du f3illt st chteiil. permitted by appltoahle t . €.10-10A, The captions and headings in this. i\greeinent: me for lire tar the sole ?urpcJse of convenient, •rVlere- e and in:no way define, Iiuiit,,or presvtibe the, scope or. nten( of this .Agrednie t. -iii' uiiy part 'hereof; and suet) captions and Ireadiiigs-:shall riot be considered in :.11'lt4c'i5t'el'lti :.o ltiiti Agi'Cetucnt, Pt Tinto :of tire. 1{;ssorr_tte. 'nine. is pl' (he essence in this, A ,reetttear, Ir nay duty or obligation uitct4r this Agrtop ent is riot timely performed .iii• Wtilvttd tiS limit) Provided, •4tteh nuiion.shall eonstiiii;tea deth.ttit attd,l mtrli tinder this O reerne4t... 19. Plunihers -tYad Ccirctcr:S. Whenever used betein, unless tltts cone a,e,4litilt otltcrivise provide, I -he singultuf nunthet-..shdit.hielutle the phinil, tm l the plural shall include the .Singular, and the: -.use 0--fttny get er shalt ineli-tde all g,Grid.crs,. VItiuovr 9.tuess lhi~ i,tittit rsottl fit'lintr ►''S and (irttit(ets'x btu* i►itd Sear .dais r3-. 11ay . or -4- 4210655 06/10/2016 04:36 PM Page 5of8 G IANTQRI Pet r<)ectli r'irrt ilt i,iu.ti ietl yaittita blip, L1,1,1), •a Ceder): ()Oda liiit(t�*<I' ic'lt.i(i� �li Otte Vpartitet,ltip 131; „a.� 4.14f4 Print. Name: Mr -,44 X;. q, Yri Title. Clcneral Patner GRANTEE1 Biellompson 111VVN nnettf t n1Ultrls; Lie tt Gctloraclo linlilctl liability company Mark S. doled ldu lvlatt c}r 81 410 Of Colorado ) ss, Cguaty:tr_r, (1i J, '1'1re- forew.dag insittlitarmAt tv�t5 a knt�wletl$c<i t etot'e the this ,, a cloy of nil by J (L, ' ;�� ,,, ',_ s sts General Pfu'tner of Politico!NuttilyLimitedPitr�tnet' rhtp, t4141,C', ft Colorado 11143(l liability limited pallnersliip, °\\ritriUss my hand and oftlo al My uommissit)n expire,4; E �. ( 1' 4 411. #...., 1d'ott -yr Publ( [SEAL] State of Colorado ) Gotani =.ofJ4 ) "'he fbt'ep,O instillment was. 41uknowledgeci before me. this - day of Wan/ 2011 bk MaYk S: Ori1dstela, as Mane ;4t' of Big Thompson Invest-ntertt IIulclita s, LLC, a Colotac city lirnitr"ci Hatay uompan . 4210655 06/10/2016 04:36 PM Page 6 of 8 *Witnessmy band ttnd oftielat seat, holy conubission ogpiro: tit 1.5 ISRATA 14Y OVl GXit# t ` ..9:1 ),KED OFTM5ST Radii) p � .„0.,,. at.pis etc Icle r of the Deed or Trust dated yt fT1 D , �'4cor'dGcl[D , ii th.e tells olle ly r,carrls of Veld Co#rnn -Cole i o,1 ecepIi m No, 36 5'(} kiln ij & 1 1 it (li LIi L, Gish-tW6).ttp ) LL ter . LU i•Rtl1Ol', to th'e� Public; Trustee: 01 V CIet� COnutyX Colomdoifor illy boneItt of F CY)tAti. - „am,. _ -. . ,- , h t• by ,loitiS in the &'ot'eseid Easement Deed ttttil Agreeinenl -far the snit purflcse of c4 -pressing 11:8 consent. thereto tuna of bolding, subjecting, And.Sab0rdinnting •Ihi: ntor'esaki Deed oI' Trust Inlet its interest; in any portion of the property described therein to- the (4t'ms and •eonditioris of the ls',tsetneat Deed alit Agi'eentent. DBBD OF TRUST HOI,DBR; ' l lUL l n -fro (00..� {IYrtno) State of Colorado ) ss. Courtly of ) The loregoilt8 inettltilr t was neknowIedged bets)) the .this 9 day •or /' 2f)1" /214 , (`ride) Cites/4?-4— Wl'I Ntis$- my hand;aud nflickd sent. My Comiiltssiot) fixpiees: ' 7 /, vY n I:If 11. , .I :VI Notary Public [SEAL] of 421O655 O6/1O/2O16 04:36 PM Page 7 of 8 011,311, " uCAI taFSfimmJ` Nu0•FOOTW1,bE:Acc.CS$ E=ASMILINT AOI QS8 711E 1 ASt SIDE OF L(T 1 OFRE t'i LYING IN THE+NQRfHW .'1 1/4 OF' S OTt0N aa; TOWNS111F.4 NORTH., RANok.e* W1 sr, 'OF TM IITII,P;M., O004TYOP WW1, "PfrATE OF cot.011AQO-E31 IPi.0 rtl0 tf. PART1CUI.F1RLY•t ORI0F,b AS FQLLOVV ; 8,018.0F BGNING: QCII`1JIDER*NGTHE.1JO.tiTN title OI=TH1Z NORTHWraT'F/21-t P $60110N 23, TOW NSHEp 4No1 T11',1lANOE.c WEST, o TFII 'Gi'H: P H., TO'B Ait- NpRTfI eP8V10" iaASTAN4 WiTHALL:OTHER 13E:AR1Ne6 CoNTAINED•HFREIN RFCATIVL: TMEF3Erbt OCIMMEROINC3 iTTHE NOM Mge,c1tIART1 ROORi4CI OI'a1:Cir1ONz3, TOWNSHIP 4 NORTH, 'RANGE 63 WE{ T; THMORALONO I-tt=-1JOiri'I-J LW of THE NQI 1'l:1Wtn$T •4/4 0jr$/ D. 8EcTION 23, 80°80-1.181'WFORA btBiAWOL'oria`I.70:rea. TO NC,RTHi3Ai$7OO1.Her1 i=I>O1'13 PF.RE-1"17r t3E1N( Tt Ilw P j'NTOP 13EEGiNh1Ir1 3, THENOI=.OLPARri aAI')NORTI4 LINEAI,ONG'i i (E EABT I INL'0P Ej:AiC) LOT' 13 0060a'44-i E.1;OR-A L11arANc13 OF :18F .'1 i .1=EGT TO.THE SOtf t 11Ei1 r OOR F R or SAID LOT E1; 'rrlEi`tcE=:AL41'ic -THj sot -JIM LINE O1• SAI00 LOTT a a lio°49VI" W VORA DISTANct OF +ia,7 r•CE•Irl EHEh1CL DEPANTIM0 SAW SQUTI•I LINIa..N .t oT3'44" 1N r^OF A-PISTAMOI O1 '1115,T4 FELT TO-APoiNTON T11L NORTH LIME Or.SA1O NO.f TIHWl:S:1• 1111, Ti-ilIOEAr,oNG sAIID N0RT1•I LiteN tor6 '1-V.E, FOR A DfSTANcB• OFW,0Q rEntu "THE Aolg'rVP•BLc 1►d f1NO, •OONTA1Mt4 A cAL0UL:ATEzerMeA ofU t3Aoil o, • ��t11 uu11////7/ GA Y 116I iG1LI , Rot-eastv,nR EcR At4O-Or4 1 � HAI_4OF FlAt0E 1.ArALs,p i - No, 4350'TATE.I-HIGi HIGHWAY Sb- •��. (3M QNQNT, cp enrol ,►z�i�-a1 rit A fJq,rrlC�YIs NCRThPEsT s5ciION' COINER sanc-at t. TO'4'iN$RE?' Nog% . RAN SS NVE4T.. M, NO Et {`r' dratflag daps 'Litt represent a� 77iR�I trrterit2d• . ii7a-4137,. eoy: Atat 4,4 Ht-CIF-wAi :rya -r .1 .0 SECTION: ENE N 5 2.$55A6'. ('4Is.0?.a; ') C>- r rt f / 6- e� � ., c mILY HERS'- frF ✓ ��-�'1' �4�p_ goo La E BB3IT B ACCESS M $T PETECICC.0 kamur pmemegs. • PA8' (W3SON 04' V a.L. MUTUAL 60. 1-' fi Ls LENOTFF LII 4l.i.4i• L2% ttuF�F REARM .SBA*Salift 0 ,44."195.741 modtitr:44kyt • w3 0Q1 A189.t&5 E E• le5.7si •v er4stri.9, • dNE 4. SC3IQ 23,. •F0RvNsiiwP 4 N0Rcr<; OT a', P -- 2-O7• = • WA A'R'M.i D utJEfEl i`tk 4.=sr4 .afv ii es �Nght0�TT. C0i e` 0 •60504 EOM:UM, LW 1Z1Y--;,' -4"Jr'I,r ST. p'nat,^f,.3 FORT 0.07727; CO 20527 • EO1.oti 25, TOY/NISEI!, 4 No.F. 4 RATI c 01,4 P_M. Cotilla Y OF WELD WATS OF COLO§ADO. DAM: PRoJECTI /12/12/2011 c1'075E ss._: ij N C 0, 0ci O al COO 0O O GJ EXHIBIT H Z Z K O C o 2 in m m a z o a- 0--• m n cr CD a) O asi n a CO O Cu Q. W a0) n ---.v O ET On Z3 n -• O ry 3• on In Hello