HomeMy WebLinkAbout20170912.tiffEXHIBIT INVENTORY CONTROL SHEET
Case USR17-0003 - George L. Sandberg Irrevocable Trust FBO, Jennifer Lynn
Sandberg, and George L. Sandberg Irrevocable Trust FBO Michelle Kay
Sandberg, c/o Winter Seed and Ag Services, LLC
Exhibit Submitted By Description
A. Planning Commission Resolution of Recommendation
B. Planning Commission Summary of Hearing (Minutes dated 3/21/2017)
C. Planning Services PowerPoint Presentation
D. Planning Services Sale of Property Documentation (4/14/2017)
E. County Attorney Email for language added to plat (4/12/2017)
F.
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Big Bend Boat and RVStorage, LLC
Covered and Outdoor RV Storage
www.BigBendStorage.com
1) Sketch of additional sign to be mounted onto Storage Building 1. This will be placed on the west facing side of the building
This will be visible to traffic along Hwy 85.
2) The building will be a 40' x 240' x 16' building.
3) The proposed sign will be centered on the building.
4) The proposed sign will be approximatley i atl a 8' H x 24' L.
5) The sign will be visible at night with ground lights directed back towards the sign.
Building mounted sign proposed to be visible from HWY 85
Stephanie Frederick
From:
Sent:
To:
Subject:
Attachments:
Diana Aungst
Friday, April 14, 2017 7:38 AM
Esther Gesick; Tisa Juanicorena; Stephanie Frederick
BOCC 4/12/17
USR17-0003 Reso-MODIFIED.docx; USR16-0045 Reso.docx
USR 17-0003
The property was purchased and it is listed under the following two trusts:
George L. Sandberg Irrevocable Trust FBO Jennifer Lynn Sandberg, dated March 12, 2009 and
George L. Sandberg Irrevocable Trust FBO Michelle Kay Sandberg, dated March 12, 2009.
The USR will also need to be issued to those two Trusts and not issued to Winter Seed. We are doing a 1031
exchange of properties and I have the Qualified Exchange Accommodation Agreement and the Absolute Net
Lease Agreement documents for you if needed. The 1031 company advised us that those two documents are
typically what the county requests.
Thanks!
Diana Aungst, AICP, C'FM
Planner 11
Weld County Department of Planning Services
1555 N. 17th Avenue - Greeley, Colorado 80631
970-400-3524
Fax: (970) 304-6498
da ungst(c. weldgov. com
www. weldgov. com
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed
and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please
immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents
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1
4292719 04/11/2017 09:38 AM
Total Pages: 1 Rec Fee: $13.00 Doc Fee: $7.65
Carly Koppes - Clerk and Recorder, Weld County, CO
WARRANTY DEED
State Doc Fee: $7.64
Recording Fee: $13.00
THIS DEED is dated the 7th day of April, 2016, and is made between
Delbert Wertz also known as Delbert E. Wertz and Rosalie Wertz also known as Rosalie K. VVertz
(whether one, or more than one), the "Grantor" of the County of iA ld and State of Colorado and
Highland Properties 417 LLC, a Colorado limited liability company
(whether one, or more than one), the "Grantee", whose legal address is 1707 N. Main Street, Longmont of the County of
/ s and State of Colorado.
WITNESS, that the Grantor, for and in consideration of the sum of Seventy Six Thousand Four Hundred Forty Five
Dollars and No Cents ( 576,445.00 ), the receipt and sufficiency of which is hereby acknowledged, hereby grants,
bargains, sells, conveys and confirms unto the Grantee and the Grantee's heirs and assigns forever, all the real property,
together with any improvements thereon, located in the County cf Weld and State of Colorado described as follows:
Lot A,
Recorded Exemption No. 1057-12-03 RECX17-0013,
recorded March 9, 2017 as Reception No. 4289587 Being a part of the Southwest Quarter of Section 12,
Township 4 North, Range 66 West of the 6th Principal Meridian,
Weld County, State of Colorado,
also known by street address as: LotA RE 17-0013, La Salle, CO 80645
TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining,
the reversions, remainders, rents, issues and profits thereof and all the estate, right, title, interest, claim and demand
whatsoever of the 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 the
Grantees, and the Grantees' heirs and assigns forever.
The Grantor, for the Grantor and the Grantor's heirs and assigns, does covenant, grant, bargain, and agree to and with
the Grantee, and the Grantee's heirs and assigns: that at the time of the ensealing and delivery of these presents, the Grantor
is well seized of the premises above described; has good, sure, perfect, absolute and indefeasible estate of inheritance, in
law, and in fee simple: and has good right, full power and lawful 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 soever, except and subject to:
2017 taxes and all subsequent years, restrictions, reservations, covenants, easements and rights -of -way of
record, if any.
And the Grantor shall and will WARRANT THE TITLE AND DEFEND the above described premises, in the quiet and
peaceable possession of the Grantees, and the heirs and assigns of the Grantees, against ail and every person or persons
lawfully claiming the whole or any part thereof.
IN WITNESS WHEREOF, the Grantor has executed this deed on the date set forth above.
Delbert E. Wertz aka Delbert Wertz
State of Colorado
County of Weld
Rosalie K. Wertz aka Rosalie Wertz)
The foregoing instrument was acknowledged before me this 7th day of April, 2016 by Delbert E. Wertz aka
Delbert Wertz and Rosalie K. Wertz aka Rosalie Wertz
JOEL T1 i8ELNORN
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 19984025790
MY COMMISSION EXPIRES SEPTEMBER 25, 2018
Witness my hand.end offidlal seal.
Notary" P«b
MY commission expires:
Stewart Title Flle Number: 01330-95770
932A WARRANTY DEED STCO
Page 1
Esther Gesick
From:
Sent:
To:
Subject:
I think that's accurate.
Bob Choate
Wednesday, April 12, 2017 10:30 AM
Janet Lundquist; Esther Gesick; Diana Aungst
RE: how does this look
Bob Choate
Assistant Weld County Attorney
1150 "O" Street; P.O. Box 758
Greeley, Colorado 80632
Tel: 970-336-7235
Fax: 970-352-0242
Email: bchoate(),weldgov.com
STATEMENT OF CONFIDENTIALITY & DISCLAIMER:The information contained in this email message
is attorney privileged and confidential, intended only for the use of the individual or
entity named above. If the reader of this message is not the intended recipient, you are
hereby notified that any dissemination, distribution or copy of this email is strictly
prohibited. If you have received this email in error, please notify us immediately by
replying and delete the message. Thank you.
From: Janet Lundquist
Sent: Wednesday, April 12, 2017 10:30 AM
To: Bob Choate <bchoate@co.weld.co.us>; Esther Gesick <egesick@co.weld.co.us>; Diana Aungst
<daungst@co.weld.co.us>
Subject: RE: how does this look
In accordance with the US 85 Access Control Plan. CR 35 access to US 85 may be closed in the future, which could
potentially impact a haul route to the USR property.
Janet Lundquist
Support Services Manager
Weld County Public Works Dept.
P.O. Box 758, Greeley, CO 80632
Tele-970.356.4000 ext 3726
Fax- 970.304.6497
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise
protected from disclosure. If you have received this communication in error, please immediately notify sender by return
e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the
contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited.
1
From: Bob Choate
Sent: Wednesday, April 12, 2017 10:25 AM
To: Janet Lundquist <jlundquist@co.weld.co.us>; Esther Gesick <egesick@co.weld.co.us>
Subject: RE: how does this look
I like it.
From: Janet Lundquist
Sent: Wednesday, April 12, 2017 10:25 AM
To: Bob Choate <bchoate@co.weld.co.us>; Esther Gesick <egesick@co.weld.co.us>
Subject: RE: how does this look
I made one more change:
In accordance with the US 85 Access Control Plan, the Colorado Department of Transportation may close the CR 35
access to US 85 in the future, which could potentially impact a haul route to the USR property.
Janet Lundquist
Support Services Manager
Weld County Public Works Dept.
P.O. Box 758, Greeley, CO 80632
Tele-970.356.4000 ext 3726
Fax- 970.304.6497
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise
protected from disclosure. If you have received this communication in error, please immediately notify sender by return
e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the
contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited.
From: Bob Choate
Sent: Wednesday, April 12, 2017 10:23 AM
To: Janet Lundquist <jlundquist@co.weld.co.us>; Esther Gesick <egesick@co.weld.co.us>
Subject: RE: how does this look
How about this:
In accordance with the US 85 Access Control Plan, the CDOT may close the CR 35 access to US 85 in the future, which
could potentially impact a haul route to the USR property.
Janet Lundquist
Support Services Manager
Weld County Public Works Dept.
2
P.O. Box 758, Greeley, CO 80632
Tele-970.356.4000 ext 3726
Fax- 970.304.6497
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise
protected from disclosure. If you have received this communication in error, please immediately notify sender by return
e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the
contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited.
3
Revised I/1/17
QUALIFIED EXCHANGE .
ACCOMMODATION AGREEMENT
(Land Company Taking Title To Replacement Property)
(improvements To Be Made To Replacement Property)
The Parties to this Qualified Exchange Accommodation Agreement ("Agreement") are
Highland Properties 417 LLC, a Colorado limited liability company ("Land Company"),
and George L. Sandberg irrevocable Trust FBO Jennifer Lynn Sandberg, dated
March 12, 2009 and George L. Sandberg Irrevocable Trust FBO Michelle Kay
Sandberg, dated March 12, 2009 ("Taxpayer").
RECITALS
A. Taxpayer owns certain real property ("Relinquished Property") described as The Real
property located at the Northeast 1/4 of Section 20, Township 17, Range 5,
Morris County, Kansas, together with all mineral rights, and all easements and
rights benefiting to the Land, Morris County, Kansas (including any personal
property located on the real property that will be exchanged);
B. Taxpayer desires to exchange the Relinquished Property for like -kind property
("Replacement Property") described as Lot A, Recorded Exemption 17-0013, Section
12, Township 4 North, Range 66 West' Weld County, Colorado (including any
personal property located on the real property that will be exchanged) in such a way as to
qualify for tax -deferred treatment under I.R.C. Section 1031;
C. Taxpayer, with the assistance of 1031 Corporation acting as Intermediary, intends to
complete a tax -deferred exchange pursuant to I.R.C. Section 1031 and the Reverse Exchange
safe -harbor procedures of Rev. Proc. 2000-37, and desires to assign the Contract to Purchase
the Replacement Property to Land Company as the substitute purchaser of the Replacement
Property; and
D. Land Company is willing to accept the assignment of the Contract to Purchase the
Replacement Property, become the beneficial owner of the property for all federal income tax
purposes in compliance with the provisions of Rev. Proc. 2000-37, and to hold the
Replacement Property while construction takes place and otherwise assist with construction
of improvements until the improvements are complete and the property can be deeded to the
Taxpayer,
1031 er rp ratio
2005315300 2
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Phone: (888) 367-1031 Fax: (303) 6846889
1707 North Main Street Longmont.CO 80501
Revised I/1117
THEREFORE, the parties hereto agree as follows:
1. EXCHANGE OF PROPERTIES.
Subject to the conditions set forth in this Agreement, Taxpayer hereby agrees to
assign Taxpayer's interest in the Contract to Purchase the Replacement Property to
Land Company. Land Company agrees to purchase the Replacement Property and
hold the Replacement Property by deed until improvements are completed.
2. ACQUISITION AND IMPROVEMENT OF REPLACEMENT PROPERTY AND
RELATED FINANCING.
Land Company will take title to the Replacement Property as substitute purchaser
and will hold title until it is deeded to the Taxpayer which shall occur no later than
15 days after the improvements are completed. Non -recourse financing for the
acquisition of the Replacement Property in an amount necessary to close on the
Replacement Property and complete all construction improvements will be provided
by or arranged for by the Taxpayer and the financing will he secured by a Deed of
Trust on the Replacement Property. Land Company shall have no personal
obligation to pay any sums related to the financing of the Replacement Property.
Land Company agrees to be treated as the beneficial owner of the Replacement
Property for purposes of federal income tax reporting in accordance with the
requirements of Rev. Proc. 2000-37 during the period of its ownership of the
Replacement Property.
3. TAXPAYER'S RESPONSIBILITY FOR REPLACEMENT PROPERTY UNTIL
RECEIPT OF DEED.
Taxpayer will be in possession of the Replacement Property as a tenant under an
Absolute Net Lease Agreement (in a form to be provided by Land Company) until
the Replacement Property is deeded to Taxpayer. Taxpayer agrees to report
Taxpayer's possession of the Replacement Property as a tenant for federal income
tax purposes.
Taxpayer assumes sole and absolute responsibility for acting as Construction
Manager for supervision of construction of the improvements during the term of this
Agreement. Taxpayer, as Construction Manager, will arrange for a contractor to
construct the improvements on behalf of Land Company, and shall be responsible
for maintenance, construction management, workmanship, compliance with all local
building code and permitting requirements, and payment of bills for construction of
the improvement on the Replacement Property during the time Land Company has
title to the Replacement Property. Taxpayer will approve all bills for payment
before any disbursement is made by Land Company from funds in its possession or
exchange funds forwarded by 1031 Corporation are disbursed.
1031
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2005315300 2
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Phone: (686) 367.1031 Fax: (303) 6846999
1707 North Main Street. Longmont, CO 80501
Revised I/1/17 3
Taxpayer is authorized by this Agreement to accept assignments of lease
agreements with tenants of the Replacement Property or enter into lease
arrangements or agreements with tenants of the Replacement Property for their
tenancy in a sub -lessee capacity. Taxpayer shall be responsible for and is entitled to
collect and retain all rents from tenants of the Replacement Property.
Taxpayer shall be responsible for payment of all amounts due on the acquisition and
construction financing of the Replacement Property and for payment of all expenses
associated with the Replacement Property during the time the Replacement Property
is owned by Land Company.
4. LIABILITY AND HAZARD INSURANCE.
Taxpayer shall insure the Replacement Property against loss by fire, flood, or other
casualty normally covered under property damage or builder's risk insurance
coverage in an amount to cover full replacement cost of the improvements on the
Replacement Property. In addition, Taxpayer shall obtain a liability insurance policy
with limits of not less than $1,000,000 to be maintained throughout the term of this
Agreement. Land Company will be named as additional insured under the terms of
both policies and be provided with a Certificate of Insurance to evidence insurance
coverage.
5. TRANSFER OF DEED.
As described in Paragraph 6, Land Company will deed the Replacement Property to
Taxpayer in full satisfaction of its obligations under this Agreement, including any
obligations under any financing arrangements which have been incurred under the
provisions of Paragraph 2. Taxpayer agrees to payment of all transfer costs incurred
in connection with transfer of the Replacement Property by deed from Land
Company to Taxpayer, including title insurance, legal fees, recording fees and other
costs associated with the closing. The final transfer price of the Replacement
Property from Land Company to Taxpayer will be calculated by reference to the
original purchase price of the Replacement Property, plus the cost of all
improvements made. Any financing provided by Land Company for construction of
improvements shall be paid from closing proceeds unless Taxpayer agrees to
assume indebtedness for institutional financing with Land Company to be released
therefrom. All financial obligations of Land Company to Taxpayer in connection
with the acquisition of the Replacement Property and construction of improvements
thereon shall be satisfied from proceeds of closing.
6. TERMINATION OF AGREEMENT.
This Agreement shall terminate and the Replacement Property and any other cash or
assets held by Land Company shall be conveyed or paid to Taxpayer upon the
earlier of the following events:
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2005315300 2
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Phone (886) 367-1031 Fax: (303) 684-6899
1707 North Main Street, Longmont, CO 80501
Revised I/I/17
4
Within 15 days following receipt of writtennotification given by Taxpayer that Taxpayer
desires. to receive a deed to, the Replacement Property in satisfaction of all financial obligations
of Land Company to Taxpayer or to any financing institution.
• Within 15 days following the sale and closing of the Relinquished Property mA
completion of construction improvements to the Replacement Property.
• Within 15 days following the end of the 180 day period commencing with the
date Land Company received title to the Replacement Property.
7. NON SAFE HARBOR.
If Taxpayer wishes for Land Company to remain in title on the Replacement
Property after 180 days from the date Land Company received title to the
Replacement Property, Land Company will agree to extend its title -holding services
under the terms of a new "Non Safe Harbor Qualified Exchange Accommodation
Agreement." This extended title -holding arrangement may be made by Taxpayer's
written request and Taxpayer shall acknowledge in writing that Taxpayer
understands that the extended service is subject to challenge by the Internal Revenue
Service and Taxpayer shall accept all responsibility for potential tax issues, and
Taxpayer shall hold Land Company and each of its owners, shareholders, members,
managers, directors, officers, employees, representatives, subsidiaries, affiliates,
successors and assigns harmless from any and all claims that result from Land
Company's agreement to extend its title -holding services.
8. COMPENSATION TO LAND COMPANY.
The parties acknowledge and agree that the underlying purpose of this Agreement is
for Land Company to assist Taxpayer with a tax -deferred exchange under I.R.C.
Section 1031. Compensation has been negotiated and Taxpayer agrees to
compensate Land Company for its assistance as follows:
$5,000.00 To be paid from the closing of the Replacement Property.
$1,000.00 To be paid for each $1 Million (or part thereof) of improvements
in excess of$1 Million invested in the Replacement Property while
Land Company is owner of the Replacement Property, payable at
closing when Land Company transfers ownership to Taxpayer.
4i 1031
Corporation
2005315300_2
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Phone: (888) 387-1031 Fain (303)884-8899
1707 North Main Street. Longmont, CO 80501
Revised 1/1/17 5
The parties agree that the compensation to Land Company shall be considered net -
lease income on the books and annual income tax returns of Land Company.
Taxpayer agrees to report the compensation as net -lease or rent expense on its books
and annual income tax filings. Any Form 1099 filed by Taxpayer reporting this
compensation to Land Company shall report the compensation as "rent"
9. COMPLIANCE WITH TAX REGULATIONS.
Taxpayer acknowledges that it is relying solely on its own knowledge and
information and on the advice of its own tax professionals in determining the
validity of the tax deferred exchange and the adequacy of the documents and
procedures used for the purpose of the exchange. The tax results of this tax deferred
exchange will vary depending on the manner in which closings are transacted and
on continued compliance with the requirements of 1.R.C. Section 1031 and its
regulations.
Land Company makes no representations or warranties that the contemplated tax
deferred exchange complies with I.R.C. Section 1031 or its regulations and Land
Company shall bear no responsibility or liability concerning the federal or state law
consequences to Taxpayer, including, without limitation, the qualification of the
transaction as a tax deferred exchange pursuant to I.R.C. Section 1031 or applicable
state laws. Land Company does not guaranty or warrant a favorable tax outcome as
a result of the transactions contemplated by this Agreement. Taxpayer specifically
waives any right to recover from Land Company any sums incurred by Taxpayer as
a result of the disallowance of the transactions contemplated by this Agreement.
10. INDEMNIFICATION.
Taxpayer hereby agrees to indemnify, defend and hold Land Company and each of
its owners, shareholders, members, managers, directors, officers, employees,
representatives, subsidiaries, affiliates, successors and assigns (hereinafter referred
to as "Land Company And Related Parties") harmless from any claim, liability,
demand, expense, judgment, tax, court costs, expenses, attorney fees, loss, or
assessment of any nature or kind, express or implied, whether sounding in tort,
contract or otherwise, that may be asserted against Land Company And Related
Parties by any person, firm, entity, corporation, governmental agency or taxing
authority as a result of taking title to the Replacement Property and any assignment
of the Taxpayer's interest in the Contract to Purchase the Replacement Property.
Taxpayer is solely responsiblefor any and all losses, obligations and liabilities
incurred during the period of time that Land Company is the owner of the
Replacement Property.
1031
cowman
2005315390_2
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Phone: (888) 367-1031 Fax: (303) 6846899
1707 North Main Street Longmont, CO 80501
Revised 1/1/17
II. BINDING EFFECT.
6
The duties and obligations arising hereunder shall be binding upon the Taxpayer's
personal representative and beneficiaries in the event of death of the Taxpayer.
12. ASSIGNMENT.
Neither party shall assign this Agreement or any right or obligation of this
Agreement without the prior written consent of the other party, which shall not be
unreasonably withheld.
13. ENTITY AUTHORITY.
Land Company warrants that its officers and agents have all requisite entity
authority to execute this Agreement on behalf of Land Company and to execute any
and all instruments and documents which are required or requested pursuant to any
transaction arising under this Agreement.
14. CONFLICT.
If any provision of this Agreement is in conflict with the terms of Rev. Proc. 2000-
37, the provisions of Rev. Proc. 2000-37 shall govern.
15. SURVIVAL.
The provisions of paragraphs 9 and 10 of this Agreement and obligations of the
parties stated therein shall survive the transfer of title and the closing.
16. APPLICABLE LAW.
This Agreement shall be construed in accordance with the laws of the State of
Colorado and the laws of the United States of America. Taxpayer and Land
Company consent to the exclusive jurisdiction and venue of the state and federal
courts in the State of Colorado.
17. TAXPAYER ACKNOWLEDGEMENT.
Taxpayer acknowledges that it is Taxpayer's responsibility to contact Intermediary
immediately after entering into a contract to sell Taxpayer's Relinquished Property
and enter into an Exchange Agreement with Intermediary prior to closings on the
sale of the Relinquished Property. The Intermediary must become the substitute
seller of the Relinquished Property prior to closing of the sale of the Relinquished
Property.
1031
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200531S100_2
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Phone (888) 367-1031 Fax: (303) 68M6809
1707 North Main Street. Longmont, CO 80501
Revised 111/17
18. WAIVER OF JURY TRIAL.
7
Taxpayer and Land Company each hereby voluntarily, knowingly, irrevocably and
unconditionally waive their respective rights for trial by jury of any claim or cause
of action based on, arising from or related to this Agreement.
19. EXECUTION OF AGREEMENT.
This agreement is accepted by:
LAND COMPANY
Highland Properties 417 LLC p
Michelle Torbeck
Address for notices to be mailed
Highland Properties 417 LLC
1707 North Main Street
Longmont, Colorado 80501
TAXPAYER:
George L. Sandberg Irrevocable Trust FBO Jennifer Lynn Sandberg, dated
March 12, 2009
By:
Jenniffe lnn Winter, Trustee
By: /121€41-6,-- Atitsut ,"L+a-44
Lauren William Sandberg, Trustee
Date
Date
George L. Sandberg Irrevocable Trust FBO Michelle Kay Sandberg, dated March
12, 2009 ,` t�/
By: (F' ! -1 LA —A r (r+
Michelle Kay Fried, Trustee Date
By: Ot eat—L`f%.CG.c / acs t4-17
Lauren William Sandberg, Trustee Date
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2005315100 2
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Phone: (886) 397-1031 Fat (303) 684.9899
1707 North Main Street, Longmont, CO 80501
Revised 1/1/17 1
ABSOLUTE NET LEASE AGREEMENT
PURSUANT TO A QUALIFIED EXCHANGE ACCOMMODATION AGREEMENT
THIS ABSOLUTE NET LEASE AGREEMENT "(Lease") is made this April 5, 2017, by
and between Highland Properties 417 LW, a Colorado limited liability company, as
Landlord, and George L. Sandberg irrevocable Trust FBO Jennifer Lynn Sandberg,
dated March 12, 2009 and George L. Sandberg Irrevocable Trust FBO Michelle
Kay Sandberg, dated March 12, 2009, as Tenant.
The parties are entering into this Lease pursuant to the terms of a Qualified Exchange
Accommodation Agreement dated
Tenant intends to complete a tax -deferred exchange pursuant to I.R.C. Section 1031 and the
Reverse Exchange safe -harbor procedures of Rev. Proc. 2000-37. Until that exchange is
completed the parties agree that Tenant shall be in possession of the Leased Premises described
below as a Tenant under the terms of this Lease.
IN CONSIDERATION of the covenants herein, it is agreed:
1. Lease of Premises. Landlord hereby leases to the Tenant, and the Tenant hereby leases from
the Landlord, the land and all improvements located at Lot A, Recorded Exemption 17-
0013, Section 12, Township 4 North, Range 66 West, Weld County, Colorado and all
appurtenances thereto, and all fixtures attached thereto, in present condition, (the "Leased
Premises").
2. Condition of Premises. Tenant has examined, and accepts the Leased Premises in present
"as is" condition.
3. Term. The term of this Lease shall be until such time as Tenant completes the tax -deferred
exchange by taking title to the Leased Premises. If Tenant does not complete the tax -deferred
exchange, this Lease shall terminate upon termination of the Qualified Exchange
Accommodation Agreement.
4. Rent. As provided here and elsewhere in this Lease, this Lease is a triple -net lease. All costs
and expenses of acquiring, financing, management and ownership of the Leased Premises shall
be paid by Tenant. All payments made by Tenant to Landlord will be considered to be rent paid
to Landlord for the possession of the Leased Premises under the terms of this Lease. Such
payments will include but not be limited to:
• 55,000 at the time Tenant takes possession of the Leased Premises.
• 51,000 for each $ 1 million (or part thereof) of improvements in excess of S I million
invested in the property while Landlord is owner of the property, payable at closing when
Landlord transfers ownership to Tenant.
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Phone: (888) 387-1031 For (303) 684-6899
1707 North Main Street, Longmont, CO 80501
Revised 1/1/17 2
• Debt Service - Tenant shall pay all costs, payments and sums due on any financing used
by Landlord to acquire the above described Leased Premises. Any payments made by
Taxpayer on the debt service will be deemed to be a payment on behalf of Landlord
resulting in an obligation of Landlord repayable to Tenant at the time Tenant takes
ownership of the Leased Premises.
• Maintenance and repairs —All costs and expenses of maintaining the Leased Premises.
• Taxes and assessments — All taxes and assessments which are levied against the Leased
Premises.
• Insurance —All premiums for fire and extended coverage insurance, property damage
and liability insurance.
5. Use. The Tenant may use and occupy the Leased Premises for its own purposes and Tenant
shall not use or occupy nor permit the Leased Premises or any part thereof to be used or occupied
for any unlawful business, use or purpose, nor for any business, use, or purpose deemed extra -
hazardous, or which would void or make voidable any insurance coverage, nor for any purpose
or in any manner which is in violation of any present or future governmental laws or regulations.
Tenant specifically agrees not to use any portion of the Leased Premises for any activity related
to marijuana, including but not limited to cultivation, growth, storage, manufacturing, or
distribution facilities or recreational or medical marijuana operations, or permit any lease,
sublease, license or other agreement relating to such activities on or in any portion of the Leased
Premises, or make any payment to Landlord from any funds derived from such activity. The
Tenant shall indemnify and hold Landlord and each of its owners, shareholders, members,
managers, directors, officers, employees, representatives, subsidiaries, affiliates, successors and
assigns harmless against all costs, expenses, liabilities, losses, damages, injunctions, suits, fines,
penalties, claims, and demands, including attorney fees, arising out of any violation of this
covenant by Tenant.
Tenant shall comply with all applicable environmental laws, rules and regulations concerning the
Tenant's business conducted on the Leased Premises.
6. Possession and Quiet Enjoyment. The Tenant, upon the payment of the rent and upon the
performance of all the terms of this Lease, shall at all times while the Lease is in force, peaceably
and quietly possess and enjoy the Leased Premises without any disturbance from the Landlord.
7. Maintenance and Repairs. Landlord shall have no responsibility whatsoever for any
expenses related to the upkeep or maintenance of the Leased Premises, including any
expenditures for capital improvements. All ordinary and customary maintenance, repairs and
replacements to the Leased Premises shall be performed by Tenant, at its own expense, including
all necessary repairs to pipes, healing systems, plumbing systems, electrical systems, window
glass, doors, fixtures, interior decorations, and all other appliances and appurtenances and the
parking lot. Such repairs ordinary as well as extraordinary shall be made promptly, as and when
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necessary. All such repairs and replacements shall be in quality and class at least equal to the
original work. On default of the Tenant in making such repairs or replacements, the Landlord
may, but shall not be required to, make such repairs and replacements for the Tenant's account,
and the expense shall constitute and be collectable as additional rent, together with interest
thereon at the rate of twelve percent (12%) per annum until paid. Tenant shall be responsible for
maintaining the structural components of the Leased Premises including but not limited to, the
roof, foundation, exterior walls and interior support systems.
Tenant shall not allow or permit any waste of the Leased Premises, and shall keep the Leased
Premises free of trash or debris.
8. Taxes and Assessments. The Tenant shall pay all real estate taxes, assessments, and other
charges, as shall, from and after the date hereof, be assessed upon the Leased Premises and any
appurtenances or improvements to the extent the same are levied with respect to any period of
time after commencement of this Lease. The Tenant may in good faith contest, by appropriate
proceeding and at the Tenant's expense, in the Landlord's or Tenant's name, whenever necessary,
any assessment. The Landlord may pay such contested item out of any sums so deposited in case
of undue delay in the prosecution of such proceeding or if Landlord deems it necessary for the
protection of the Leased Premises. Landlord shall refund any excess monies held on deposit
after payment or conclusion of the dispute.
9. Utilities. The Landlord shall not be required to furnish to Tenant any facilities or services of
any kind, such as but not limited to, water, hot water, heat, gas, electricity, light, and power. The
Tenant shall be responsible for all expenses related to utility charges to the Leased Premises.
10. Insurance. Tenant shall insure the Leased Premises against loss by fire, flood, or other
casualty normally covered under property damage insurance coverages in an amount to cover
full replacement cost of the improvements on the Leased Premises.
In addition, Tenant shall maintain, at the sole expense of the Tenant, the following insurance
throughout the term of this Lease:
• Liability. Claims for liability and property.damage under a comprehensive general broad
form liability policy with limits of not less than a $1,000,000.00 combined single limit
liability policy.
• Tenant Improvements. Insurance covering all of Tenant's leasehold improvements,
alterations, additions or improvements to the Leased Premises, in an amount not less than
100 percent (100%) of their full replacement cost from time to time during the term of
this Lease, providing protection against any peril included within a broad form policy.
Any policy proceeds shall be used for the repair or replacement of the property damaged
or destroyed unless this Lease shall cease and terminate due to destruction of the
premises as provided below.
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Phone: (888) 367-1031 Fax: (303) 884-6899
1707 North Main Sheet, Longmont, CO 80501
Revised 1/1/17 4
• Other Hazards. Against such other hazards and in such amounts as the holder of any
mortgage or deed of trust to which this Lease is subordinate may require from time to
time.
All insurance required of Tenant in this Lease shall be maintained under enforceable policies
issued by insurers of recognized responsibility licensed to do business in Colorado. A Certificate
of Insurance shall be delivered by the Tenant to the Landlord. All policies of insurance shall
name the Landlord as an additional insured and the Tenant as the insured, as their respective
interests may appear.
11. Assignment and Subletting. The Tenant may sublease or sublet the Leased Premises or
any part thereof to be used by others. No such assignment, subletting, or occupancy shall be
deemed a release of Tenant from further performance by the Tenant of the covenants in this
Lease.
12, Indemnity. Tenant hereby agrees to indemnify and hold Landlord and each of its owners,
shareholders, members, managers, directors, officers, employees, representatives, subsidiaries,
affiliates, successors and assigns (hereinafter referred to as "Landlord And Related Parties")
harmless from and against all liabilities, penalties, damages, judgments, and expenses, including
reasonable attorney fees incurred by Landlord And Related Parties in defending or satisfying any
claim of any type or nature, including personal injury claims or property damage claims, arising
out of the use, occupancy, or control of the Leased Premises or any of its appurtenances by
Tenant. This indemnity also includes Tenant's obligation to indemnify Landlord And Related
Parties from any claims, losses, damages, liabilities, charges, attorney fees or other charges
associated with the non -recourse financing used to acquire the Leased Premises.
Tenant hereby agrees to indemnify and hold Landlord And Related Parties harmless from and
against any and all claims, losses, damages, liabilities, fines, penalties, charges, administrative
and judicial proceedings and orders, judgments, remedial action requirements, enforcement
actions of any kind and all costs and expenses incurred in connection therewith (including but
not limited to attorney fees and expenses), arising directly or indirectly from any releases or
discharges at the Leased Premises of any Hazardous Materials), in connection with the handling,
treatment, removal, storage, decontamination, cleanup, transport or disposal of Hazardous
Materials at the Leased Premises by Tenant or any employees, agents, contractors or
subcontractors of Tenant or other persons occupying or present on the Leased Premises (except
Landlord, its agents, contractors and employees) during the term of this Lease. The foregoing
indemnity shall include any residual contamination on or under the Leased Premises or affecting
any natural resources and to any contamination of any of the Leased Premises and/or natural
resources arising in connection with the generation, use, handling, storage, transport or disposal
of any such Hazardous Materials by or on behalf of Tenant and irrespective of whether any of
such activities were or will be undertaken in accordance with applicable laws, regulations, codes
and ordinances.
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Phone: (888) 387-1031 Fax (303)684-6899
1707 North Main Street, Longmont, CO 80501
Revised 1/1/17 5
13. Binding Effect. The duties and obligations arising under the terms of this Lease shall be
binding upon and extend to the heirs, representatives, successors, and assigns of the parties
hereto.
14. Applicable Law. This Lease shall be construed in accordance with the laws of the State of
Colorado. Landlord and Tenant consent to the exclusive jurisdiction and venue of the state and
federal courts in the State of Colorado.
15. Waiver of Jury Trial. Landlord and Tenant each hereby voluntarily, knowingly,
irrevocably and unconditionally waive their respective rights for trial by jury of any claim or
cause of action based on, arising from or related to this Lease.
IN WITNESS WHEREOF, the parties have executed this Absolute Net Lease Agreement on
the dates set forth below.
LANDLORD:
Highland Properties 417 LLC
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4/3/17
Michelle Torbeck Date
TENANT:
George L. Sandberg Irrevocable Trust FBO Jennifer Lynn Sandberg, dated March
12, 2009
By:
Jennlf¢$4'nn Winter, Trustee
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Date
By: 7v • Mica, , 5,tnniht, / rc-s?. 7 y-3-17
Lauren William Sandberg, Trustee
Date
George L. Sandberg Irrevocable Trust PBD Michelle Kay Sandberg, dated March
12, 2009
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Michelle Kay Fried, T e Date
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Lauren William Sandberg, Trustee Date
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