HomeMy WebLinkAbout20160313.tiff BOARD OF COUNTY COMMISSIONERS
PASS-AROUND REVIEW/Regular or Consent Hearing Agenda REQUEST
RE: BOCC Agenda Item - Approve Improvements Agreement and Accept Collateral For:
Booth Land and Livestock, LLC C/O NGL Water Solutions DJ, LLC, —USR15-0006
RECEIVED
DEPARTMENT: Public Works DATE: 1/8/2016
JAN 0 8 2016
PERSON REQUESTING: Rich Hastings COMMISSIONERS
The Department of Public Works received a request from the applicant, Doug White/NGL Water Solutions, requesting
that the Board of County Commissioners consider approving the Improvements Agreement for the Mineral Resource
Development Facility, (USR15-0006), located at CR's 74 &47, west of the town of Galeton.
Weld County Public Works, Planning Services and the County Attorney's Office have reviewed the above-mentioned
signed original document and observed the following:
All Public Works related items, of the "Improvements & Road Maintenance Agreement According To Policy Regarding
Collateral For Improvements", are found to be acceptable. The Agreement has been signed by Jay
McDonald/Public Works Director. Revisions to Part 2 of the Agreement were made, and approved by Bob
Choate/Assistant County Attorney.
The Department of Public Works received a request from the applicant, Doug White/NGL Water Solutions, requesting
that the Board of County Commissioners consider accepting off-site collateral in the form of a Company Check —NGL
Water Solutions DJ, LLC (Bank of America) in the amount of $3,600.00, for the above-mentioned Improvements
Agreement.
What options exist for the Board?
1. Have this BOCC Hearing item be placed on the next available agenda as part of the Consent Agenda.
2. Have this BOCC Hearing item be placed on the next available agenda as part of the Regular Agenda.
Recommendation:
Option 1. The Department's of Public Works, Planning Services and the County Attorney's Office are recommending
approval of the Improvements & Road Maintenance Agreement According To Policy Regarding Collateral For
Improvements and the acceptance of off-site collateral for (USR15-0006), and that this item be placed on the next
regularly scheduled BOCC Hearing, as part of the Consent Agenda.
Approve Schedule as Regular
Recommendation BOCC Hearing Item Other/Comments:
Mike Freeman, Chair m
Sean P. Conway, Pro-Tem _
Julie A. Cozad
Barbara Kirkmeyer
Steve Moreno
t!�
U'\Engineering\PLANNING-DEVELOPMENT REVIEW-2015 Planning Referrals\USRI 5\USRI 5-0006 NGL C-10\Improvements Agreement\USR 15-0006 Passaround-BOCC Hearing Request 2016docx
2016-0313
Cm a Peed ell ems: ��,�� a a3��
Arrrrrour
IMPROVEMENTS &ROAD MAINTENANCE AGREEMENT ACCORDING TO
POLICY REGARDING COLLATERAL FOR IMPROVEMENTS
Booth Land and Livestock, LLC C/O NGL Water Solutions DJ,LLC, —USR15-0006
Part 1: Site Specific Provisions //ww
THIS AGREEMENT is made this 'D day of 1nuu"4y , 201k, by and between,
Booth Land and Livestock , LLC whose address is, 33071 US Highway 85, Lucerne, CO
80646, hereinafter referred to as "Property Owner", NGL Water Solutions DJ, LLC whose
principal business address is 3773 Cherry Creek North Drive, Denver, CO 80209
hereinafter called "Lessee", authorized to do business in the State of Colorado, and the
County of Weld, a body corporate and politic of the State of Colorado, by and through its
Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631
hereinafter referred to as"County."
WITNESSETH:
WHEREAS, Property Owner is the owner of, the following described property in the
County of Weld,Colorado:
Subdivision Exemption, SUBX15-0004; being
part of the S1/2 of Section 35, Township 7 North,
Range 65 West of the 6th P.M., Weld County,
Colorado and
hereinafter referred to as"the Property," and
WHEREAS Lessee has leased the Property from the Property Owner and
WHEREAS, County has approved land use permits for a Mineral Resource Development
Facility including an Oil and Gas Support and Service Facility (Class II Oilfield Waste
Disposal Facility — saltwater injection facility, water recycling, a truck tanker washout
facility and a tank storage area with containment), on approximately 25 acres on the above
described real property, and the County is currently in the process of considering an Use-by-
Special Review for the Property(USR15-0006), and
WHEREAS, the Lessee acknowledges that the issuance of USR15-0006 is conditional
upon Lessee performance of the on-site and off-site improvements which are described in this
Agreement and depicted in the Plat Map and the set of accepted Construction Plans, copies of
which shall be attached to this Agreement as they become available and made a part hereof, as
Exhibits C and D,respectively, and
WHEREAS, the Lessee acknowledges that it may not engage in any activity described in
USR15-0006 and/or any activity related to the businesses described above until said
improvements have been completed, and
WHEREAS, the Lessee agrees that pursuant to the provisions of Weld County Code Sec.
1 of 22
C:\Users\jack.lopezWppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
4177132 Pages: 1 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
VIII IV4�1��1�IL� i '�i 'R I ITI M�ll ��4 ;�Y�h iI II
23-2-290, the failure to commence construction of the improvements outlined herein or to
commence the use of the Property as approved in USR15-0006 within three (3) years of the
approval of the permit issued under USR15-0006, may result in the revocation of USR15-0006,
upon consideration and order of the Board of County Commissioners, and
plat the Lessee agrees that the failure to record the p at within the time limits
imposed by the Weld County Board of County Commissioners, may result in the revocation of
USR15-0006,upon consideration and order of the Board of County Commissioners, and
WHEREAS, the parties agree that the Lessee shall provide collateral for all off-site
improvements required by this Agreement when; the Lessee submits and receives approval of an
application for a Grading Permit, Building Permit or for a Right-Of-Way Permit for construction
of accesses and work within the County and/or State of Colorado Right-Of-Way, or at a time
determined acceptable by the Board of County Commissioners.
NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the promises and
covenants contained herein, the parties hereto promise, covenant and agree as follows:
A. Required Off-Site Improvements:
1.0 Weld County Road 74: The Lessee shall be responsible for the construction
and/or maintenance of certain on-site and off-site safety improvements, which shall include:
construction and/or maintenance of adequate turning radii sixty (60) feet at the main entrances
and exits which extend partially into CR 74 right-of-way (ROW), drainage and signage
installations, as indicated on the accepted Construction Plans and/or USR15-0006 plat. The main
entrance improvements will include County approved tracking control, placed across the entire
width of the CR 74 roadway access, to ensure a complete revolution of the truck tires in order
minimize the tracking of mud and debris onto the adjacent CR 74 roadway. Granting of any new
point of access may generate additional obligations with County for Off-Site Improvements and
the need to post additional"Road Maintenance Collateral". A County access permit is needed for
every access to a County road.
2.0 Road Improvements Responsibilities: Lessee is solely responsible for all
designated improvements, as specified above in Section A.1.0, on CR 74 and for any
construction improvements mandated by the Colorado Department of Transportation(hereinafter
"CDOT") and/or the County, and for all expenses associated therewith. These responsibilities
include, but are not limited to the following: design, surveys, utility locates, present and future
right-of-way clearances and permits; coordination with oil and gas operators and facilities, and
affected irrigation facilities; traffic control; and project safety during construction. Lessee shall
obey all applicable regulations issued by the Occupational Safety and Health Administration
(hereinafter "OSHA"), CDOT, Colorado Department of Public Health and Environment,
(hereinafter"CDPHE") and other Federal, State or County regulatory agencies.
3.0 Engineering Design and Construction Plans: For Off-Site Improvements as set-
forth in Section A. 1-2 above, all engineering designs and construction plans must be provided
by Lessee. All plans showing work within the County shall be reviewed and accepted by Weld
County,prior to the start of construction. For all construction in the County right-of-way,prior to
2of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL C10 USR15-0006 Part 1
Site Specific Provisions-Final IA(12-16-15).docx
4177132 Pages: 2 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
;NA II II
the issuance of any access permit or right-of-way permit, a construction schedule giving times
and locations of all proposed improvements shall be provided to Public Works for review and
acceptance. The approved and accepted construction plans are a part of this Agreement.
4.0 Construction Standards: All construction and materials controls for a project and
any designated improvements shall conform to the requirements in effect as the time of the
completion of the improvements set forth in the "Standard Specifications for Road and Bridge
Construction"provided by CDOT.
5.0 Traffic Control: Prior to any construction in the County and/or State Right-Of-
Way and as a condition of issuance of any access permit or Right-Of-Way permit, the Lessee
shall submit a traffic control plan for County review. During construction, appropriate safety
signage shall be posted in accordance with the then current version of the Manual of Uniform
Traffic Control Devices (hereinafter"MUTCD").
6.0 Off-Site Dust Control/Abatement and/or Paving (If Applicable): The Lessee is
required to provide dust abatement along affected Haul Route Roads approximately two to five
times per year, as determined by the County. County will determine the proportionate share of
dust control and/or paving costs to be paid by Lessee based upon then current Equivalent Single
Axle Load (ESAL) Counts that identify traffic loading due to Lessee sourced traffic. The
amount and extent of dust control and paving measures will be determined by site-specific
conditions at the time, as determined exclusively by County personnel. In order to accurately
determine percentage of Lessee haul traffic, the County reserves the right to install traffic
counters on the driveway(s) of their facility. The percentage of haul traffic utilizing County
roads in the vicinity of the site attributable to Lessee (or their contractors, clients, tenants, or
customers) activities will be determined by traffic counts conducted by the County on the
primary and requested alternate or revised haul routes. The County will have sole responsibility
for determination of the percentage of haul route traffic on all affected roads.
7.0 Future Improvements: Future improvements to the haul route(s) may be required
by County. Lessee shall address all County access issues associated with afore-mentioned haul
route. Future County mandated measures may include improvements to any haul route
intersections or roadways then utilized by Lessee. Lessee shall pay a proportionate share of the
cost of the entire project including engineering designs and construction plans based on the
Applicant's share of ESAL Counts using then current data on the haul route in the
implementation of the above-mentioned improvements. County personnel alone shall make all
determinations regarding the gathering of and use of traffic data when making decisions
regarding cost sharing. In order to accurately determine percentage of Lessee haul traffic, the
County reserves the right to install traffic counters on the driveway(s) of their facility. Future
improvements will be subject to any Federal, State or County regulations in place at the time the
improvement project is initiated. Haul Route improvements may be triggered due to heavy truck
traffic associated with the facility.
The following is a list of the American Association of State Highway & Transportation Officials,
(hereinafter "AASHTO')site-specific triggers for turn lanes:
a. 25vph turning right into the facility during a peak hour.
b. 50 vph turning right out of the facility during a peak hour.
3of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL C10 USR15-0006 Part 1
r:".1 IA/11-16.1 51 dncx
4177132 Pages: 3 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
lIII PIANO��' � Kti�h�lrkJ�l����GE.�11rk1�W�h II II
c. 10vph turning left into the facility during a peak hour.
8.0 Timing of Improvements: Subject to the provisions of Weld County Code Sec.
23-2-290 and any conditions or considerations granted by the Board of County Commissioners,
Lessee shall not be required to complete the aforementioned offsite improvements as described
in Sections A.1.0-2.0 until the occurrence of the triggering event for each improvement, namely
the application for the Grading Permit, Building Permit or Right-Of-Way access permit or the
commencement of activities on the property(s). At that time, Lessee agrees that the required off-
site collateral will be posted and all on-site and offsite improvements shall commence and shall
be completed within the parameters established in Sections A.3.0 and E.7.2, and Exhibit B,
herein.
9.0 Acceptance of Off-Site Improvements: Upon completion of the off-site
improvements, Lessee shall contact a representative of the Weld County Department of Public
Works and request an inspection of the off-site improvements described in Sections A.1.0-2.0
above. The County's representatives may then initiate the acceptance process set forth in
Sections E.6.1-6.3.
9.1 All references in this Agreement to "Acceptance of Improvements" shall
refer to the County confirming completion of said improvement(s)
according to the accepted construction plans. By accepting any
improvement, the County does not thereby accept said improvement for
purposes of future maintenance, nor does the County accept any present or
future responsibilities or obligations relative to these improvements.
B. Haul Routes:
1.0 Established Haul Routes from the facility access point:
1.1 Exiting or entering the site: Haul trucks shall enter or exit the site at the
approved accesses onto CR 74, for further dispersal. Any County roads
routinely utilized by USR15-0006 haul traffic may become part of the
established haul routes.
1.2 No haul vehicles may exceed CDOT required specifications for pounds per
axle.
1.3 In unusual or rare occasions, if particular projects mandate deviation from
the above-mentioned haul route for a limited period of time (which is
defined in this Agreement as a period of not more than thirty days), which
shall be established by County at the time that the deviation is allowed. If
County approves such deviation, haul vehicles will utilize paved county
roads whenever possible. A deviation from the established Haul route
lasting more than thirty (30) days or requests for two or more deviations
within a twelve month period shall be subject to the terms of Section B.4.0.
In the event that haul route traffic, in excess of 15% of the daily facility
4of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
Site Specific Provisions-Final IA(12-16-15).docx
4177132 Pages: 4 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
1111 NriditY�Nu�4 Y1��'"K�� i�f�11 41M �1��"�k�l"� h "Ill
haul vehicle trips, utilizes alternate haul routes, the provisions of Section
4.0 of this Section B shall be triggered.
2.0 Haul Route Signage (If Applicable): Lessee shall install haul route signs, as per
MUTCD standards, at all exit points of the Property which can be clearly seen by drivers leaving
the facility and which clearly depict County approved haul routes.
3.0 No Deviation from Permitted Haul Routes: Except under the provisions provided
in Section B.1.3, no deviation in the use of any roads other than those specifically authorized for
use in this Agreement is permitted without the prior written amendment of this Agreement.
4.0 Effect of Future Changes to Haul Routes: In the event that County is requested
by Lessee or site operator to approve the use of an additional access, new haul route, or an
alternative haul route as a result of a change in Lessee 's site activities and/or truck circulation
patterns, and if the alternative or additional access or haul route utilizes any unpaved portion of
County roads, and if County determines that dust control or paving is required on the unpaved
portion of said haul route roads, Lessee agrees that dust control or paving measures to protect
the public health, safety, and welfare shall be instituted. County will determine the proportionate
share of dust control and/or paving costs to be paid by Lessee based upon then current truck trip
counts that identify traffic loading due to Lessee -sourced traffic. The amount and extent of dust
control and/or paving measures will be determined by site-specific conditions at the time, as
determined exclusively by County personnel.
C. County Road Maintenance Requirements:
1.0 Obligation to Maintain Current and Future Haul Routes: Lessee will be
financially responsible for the excavation, repair, and patching of any damage on current or
future haul route roads, which in the sole opinion of County has been created by hauling to and
from the Property. Should Lessee's site activities and/or should Lessee's truck circulation
patterns change in the future so that County approves an alternate haul route, and all or a
significant portion of Lessee's sourced traffic no longer utilizes the above-described haul route
and instead utilizes other portions of County roads, Lessee shall cooperate with County in
maintenance of said roads which are included within the new haul route. The type and method
of repair will be determined by the County Engineer or his representative. Repairs shall
commence within 48 hours of notification by the County for any roadway damage that exposes
the driving public to adverse or unsafe driving conditions. All other repairs shall commence
within thirty(30)days of receipt of Weld County's written notice.
1.1 Need for Immediate Repairs: In the event of damage to an Approved Haul
Route by Project traffic that causes an immediate threat to public health
and safety or renders the road impassible ("Significant Damage"), County
shall, after inspection, notify Lessee of such Significant Damage. Lessee
shall identify the repair required and shall consult with County on the
extent, type, timing, materials and quality of repair (i.e. temporary versus
permanent) within twenty-four (24) hours after receipt of such notice and
shall commence such repair within forty-eight (48) hours after receipt of
such notice. If such repair is not commenced within such forty-eight (48)
5of 22
C:\Users\jack.lopez\AppData\L.ocal\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
Site Specific Provisions-Final IA(12-16-15).docx
4177132 Pages: 5 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
����Initia I NikliAllikligNIVI
hour period, County shall have the right to draw on the Road Maintenance
Collateral and use such funds to perform such repair. If Lessee identifies
Significant Damage prior to receiving notice thereof from County, Lessee
may commence repair of such Significant Damage and shall concurrently
notify County of the extent, type, timing, materials and quality of repair
(i.e. temporary versus permanent).
1.2 Repair of Road: On or before December 31 of the calendar year in which
County staff has determined through site analysis and/or pavement testing
that a particular haul route road portion will require paving measures in
order to protect the public health, safety, and welfare, and has budgeted
sufficient funds for the following calendar year to pay its share of the Off-
Site Improvement/Repair Costs, County shall notify Lessee in writing that
the Off-Site Improvements/Repairs shall be undertaken. Within ninety
(90) days of its receipt of County's notice of the need to undertake the
road maintenance repairs and/or improvements, Lessee shall submit Off-
Site Construction Plans and Cost Estimates to County for review. Lessee
shall have sole responsibility for the completion of the repairs and/or
improvements on or before December 15 of the year following County's
notice of the need for repairs.
1.3 In County's sole discretion, County may undertake the repairs and/or
improvements. Lessee's payment for its Proportionate Share of the road
repairs/improvements will be calculated as determined in Sections A.6.0
or A.7.0 of this Agreement, and in a manner consistent with Section C.3.0
of this Agreement.
1.4 The County shall notify Lessee of County's preliminary determination
and assessment of Lessee's proportionate share of costs of dust control,
paving, repairs and maintenance on any particular Haul Route Road.
Prior to County's final determination and assessment, County shall
provide Lessee with a reasonable opportunity to review, comment upon
and supplement County's data, collection methodology, and
determinations. The County shall review and consider Lessee's input
prior to making a final determination and assessment. The County shall
have sole responsibility for determination of Lessee's proportionate share
of costs.
2.0 Annual Road Inspection: County will conduct a road inspection annually with the
cooperation of Lessee and all other Property Owners and/or Lessees who are required by County
to participate in road improvement/maintenance agreements. As a result of the annual inspection,
County, in its sole discretion, shall determine actual conditions and shall further determine what
road repair/improvement/maintenance work is to be performed during that construction season.
Notification to the Lessee of the required roadway repairs will be given as soon as the data
becomes available.
3.0 Future Road Replacement: At any time in the future, if, in the opinion of County,
6of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
4177132 Pages: 6 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
VIII PIAinwiJllikI NMI'I %WAWA till
road damage increases beyond the point that repair of damage cannot maintain the road in a safe
and usable condition, Lessee shall pay a proportionate cost of a complete restoration based on the
number of Haul Trip ESAL Counts using then current data of haul trips entering or exiting
Lessee's site onto the haul route in the implementation of the above-mentioned improvements.
Notification to the Lessee of the required roadway replacements will be given as soon as the data
becomes available and typically takes place before the end of the year prior to the start of the
replacement project, as described in Section C.1.0 above.
4.0 Sharing of Road Maintenance Responsibilities with Other Property Owners
and/or Lessees: It is anticipated that Lessee and other Property Owners and/or Lessees subject
to agreements similar to this Agreement will perform the required road maintenance work and
will share in the equipment, labor, and materials required. Any such sharing arrangement
between Lessee, and other Property Owners and/or Lessees shall be conducted pursuant to
separate agreements between the Lessee and other Property Owners and/or Lessees. County shall
approve the Agreements only to determine whether the required improvements/maintenance
projects have been adequately addressed. County alone shall determine the sufficiency of all road
improvement/maintenance projects when completed.
5.0 Violation of Terms of Agreement: If Lessee does not perform as outlined in this
Agreement and Exhibits A and B such non-performance will constitute a violation of Lessee land
use permits granted by County, and County will take whatever remedial measures it deems
necessary, against Lessee. In addition to any other remedy available to the County in law or
equity, a failure to comply with this Agreement shall be considered grounds for setting a
probable cause hearing according to the procedures described in Section 2-4-40 of Weld County
Code. Revocation of USR15-0006 as it now exists or may, from time to time, be amended is a
remedy which County may impose.
D. On-Site Improvements: (No On-Site Collateral is required for USR15-0006 but Lessee
shall complete all On-Site Improvements as shown on the accepted Construction Plans and Plat
Map for USR15-0006.)
1.0 Landscaping and Fencing Requirements: Lessee shall landscape and/or maintain
the landscaping and re-seeding of the property where applicable as shown on the accepted
Construction Plans and USR15-0006 plat map. Specifically, Lessee shall at its own expense,
plant, install and/or maintain all grass and other landscaping and re-seeding where applicable as
shown on the accepted Construction Plans and USR15-0006 plat map. Additionally, the Lessee
shall install and/or maintain fencing to screen the property where applicable as indicated on the
accepted construction plans and USR15-0006 plat map. In the event any of these improvements
may include work extending into State or County Right-Of-Way, a Right-Of-Way or access
permit is required.
2.0 On-Site Grading, Drainage Facilities and Paving: Lessee shall, at its sole
expense, grade and/or pave, if applicable, specified roadways, accesses, easements and parking
areas, and install accepted drainage and signage components, adjacent to or within the interior
portion of the property in accordance with the directives of the Weld County Department of
Public Works and Department of Planning Services, as further described in the accepted
Construction Plans and USR15-0006 Plat Map. The main entrance improvements will include;
7of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
Site Snecific Provisions-Final IA(12-16-15).docx
4177132 Pages: 7 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
mu lOrjIMPOICI 'iI Cif LIAN/IMIVINiftivi UI II
construction of adequate turning radii at the CR 74 roadway access for USR15-0006. Any other
on-site improvements shall be completed as indicated on the accepted Construction Plans for this
facility. Lessee shall be responsible for all maintenance of the on-site improvements. Additional
infrastructure improvements will be addressed at the time of application for any future amended
USR. Some of these improvements may include work extending into State or County Right-Of-
Way in which case a Right-Of-Way or access permit is required.
3.0 Timing of Improvements: Subject to the provisions of Weld County Code Sec.
23-2-290 and any conditions or considerations granted by the Board of County Commissioners,
Lessee shall not be required to initiate the landscaping requirements until the occurrence of the
triggering event for all improvements, namely the approval of the grading permit or an
amendment to the existing USR. Except with prior County consent, no grading permit will be
released until collateral is posted for all off-site improvements and the final Construction Plans
have been submitted to and accepted by the Department of Public Works. Access and/or Right-
Of-Way permits might also be required prior to approval of the grading permit. Grading shall
not commence until Construction Plans are accepted. Any alterations to the accepted
Construction Plans must be accepted in writing by the County Planning and Public Works
Departments. At that time, and unless otherwise amended, Lessee agrees that all landscaping
and other on-site improvements, as indicated in Section D. 2.0 above shall be completed within
the parameters established in Section E.7.2 and Exhibit B. The Lessee's failure to complete the
On-Site Improvements within the time period(s) established by Resolution approving USR15-
0006, and/or set forth within the context of this Agreement may, at County's option, result in the
revocation of said land use permit.
4.0 Acceptance of On-Site Improvements: Upon completion of the on-site
improvements, Lessee shall contact the Weld County Department of Planning Services and the
Weld County Department of Public Works and request an inspection of the on-site
improvements described in Section D.1.0 and D.2.0 above. The County's representatives may
then initiate the process for"Acceptance of Improvements" set forth in Sections E. 6.1-6.3. The
BOCC does not represent or ensure the on-site improvements will be constructed and/or
available for their intended use(s). The County does not and shall not assume liability for
improvements designed and/or constructed by others.
"End of Part 1"
8of 22
C:\Users\jack.lopez\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\F4QY2CL2\NGL CIO USR15-0006 Part 1
Site Specific Provisions-Final IA(12-16-15).docx
4177132 Pages: 8 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
HI
IMPROVEMENTS &ROAD MAINTENANCE AGREEMENT ACCORDING TO
POLICY REGARDING COLLATERAL FOR IMPROVEMENTS
Booth Land and Livestock, LLC C/O NGL Water Solutions DJ,LLC "C-10"-USR15-0006
Part 2: General Provisions
E. General Requirements:
1.0 Engineering Services: Lessee shall furnish, at its own expense, all engineering
services in connection with the design and construction of the improvements identified on the
accepted Construction Plans according to the construction schedule set forth in Exhibit"B,"both
of which are attached hereto and incorporated herein by reference.
1.1 The required engineering services shall be performed by a Professional
Engineer and Land Surveyor registered in the State of Colorado, and shall
conform to the standards and criteria established by the County for public
improvements.
1.2 The required engineering services shall consist of, but not be limited to,
surveys, designs, plans and profiles, estimates, construction supervision,
and the submission of necessary documents to the County.
1.3 Lessee shall furnish construction drawings for the road improvements on
public rights-of-way or easements and all improvements interior on the
Property for approval prior to the letting of any construction contract.
2.0 Rights-of-way and Easements: Before commencing the construction of any
improvements herein agreed upon for public rights-of-way or easements, Lessee shall acquire, at
the sole expense of Lessee, good and sufficient rights-of-way and easements on all lands and
facilities traversed by the proposed improvements. All such rights-of-way and easements used
for the construction of roads to be accepted by the County shall be conveyed to the County and
the documents of conveyance shall be furnished to the County for recording.
3.0 Construction: Lessee shall furnish and install, at its own expense, the
improvements identified on the accepted Construction Plans and USR15-0006 Plat Map, be
solely responsible for the costs listed on Exhibit "A", and described in parts A and D of this
agreement, which are attached hereto and/or incorporated herein by reference, with the
improvements interior to the Property being completed by the dates set forth on Exhibit"B"(On-
site), and improvements to public rights-of-way or easements being completed also in
accordance with the schedule set forth in Exhibit "B" (Off-site). The Board of County
Commissioners, at its option, may grant an extension of the time of completion set forth in
Exhibit B stated herein upon application by the Lessee.
3.1 Said construction shall be in strict conformance to the plans and drawings
accepted by the County and the specifications adopted by the County.
9 of 22
U:\Engineering\PLANNING-DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USRl5-0006 NGL C-10\Improvements
Agreement\NGL-Booth CIO(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 9 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
H
3.2 Lessee shall employ, at its own expense, a qualified testing company
previously approved by the County to perform all testing of materials or
construction; and shall furnish copies of test results to the County. If
County discovers inconsistencies in the testing results, Lessee shall
employ at its expense a third party qualified testing company approved by
County. Such third party shall furnish the certified results of all such
testing to the County.
3.3 At all times during said construction, the County shall have the right to
test and inspect, or to require testing and inspection of material and work,
at Lessee's expense. Any material or work not conforming to the
approved plans and specifications, including but not limited to damages to
property adjacent to the construction plan area shall be repaired, removed
or replaced to the satisfaction of the County at the expense of Lessee.
4.0 Release of Liability: Lessee shall indemnify and hold harmless the County from
any and all liability loss and damage County may suffer as a result of all suits, actions or claims
of every nature and description caused by, arising from, or on account of said design and
construction of improvements, and pay any and all judgments rendered against the County on
account of any such suit, action or claim, together with all reasonable expenses and attorney fees
incurred by County in defending such suit, action or claim whether the liability, loss or damage
is caused by, or arises out of the negligence of the County or its officers, agents, employees, or
otherwise except for the liability, loss, or damage arising from the intentional torts or the gross
negligence of the County or its employees while acting within the scope of their employment.
All contractors and other employees engaged in construction of the improvements shall maintain
adequate worker's compensation insurance and public liability insurance coverage, and shall
operate in strict accordance with the laws and regulations of the State of Colorado governing
occupational safety and health.
4.1 Lessee shall indemnify and hold harmless the Property Owner from any
and all liability loss and damage Property Owner may suffer as a result of
all suits, actions or claims of every nature and description caused by,
arising from, or on account of said design and construction of
improvements, and pay any and all judgments rendered against the
Property Owner on account of any such suit, action or claim, together with
all reasonable expenses and attorney fees incurred by Property Owner in
defendingliability, damage suit, action or claim whether the loss or dama a is
caused by, or arises out of the negligence of the Property Owner or its
officers, agents, employees, or otherwise except for the liability, loss, or
damage arising from the intentional torts or the gross negligence of the
Property Owner or its employees while acting within the scope of their
employment. All contractors and other employees engaged in
construction of the improvements shall maintain adequate worker's
compensation insurance and public liability insurance coverage, and shall
operate in strict accordance with the laws and regulations of the State of
Colorado governing occupational safety and health.
10 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth CIO(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 10 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
iiiFA"R NIA'TRCIIEL II1UMI IV4 WADI
4.2 The Property Owner consents to Lessee entering into this Agreement. The
Property Owner shall incur no obligation, liability or financial
responsibility under this Agreement.
5.0 Warranty of On-Site and Off-Site Improvements: Lessee shall warranty all
public rights-of-way, and all rivatel created and maintained roads or
improvements to (if any), privately p
rights-of-way, or easements, and all on-site improvements for a period of two (2) years. The
warranty period shall begin only after the County's execution of a written acceptance of the
improvement(s).
6.0 Acceptance of On-Site and/or Off-Site Improvements by the County: Upon
compliance with the following procedures by the Lessee, the improvements shall be deemed
accepted by the County, if collateral had been initially posted for the improvements. The BOCC
does not represent or ensure the on-site improvements will be constructed and/or available for
their intended use(s).
6.1 If requested by the Lessee and approved by the County, portions of the
improvements may be placed in service when completed according to the
schedule shown on Exhibit "B," but such use and operation shall not,
alone, constitute an acceptance of said portions of the improvements.
6.2 County may, at its option, issue building permits for construction for
which the improvements detailed herein have been started but not
completed according to the schedule shown on Exhibit "B," and may
continue to issue building permits so long as the progress of work on the
USR improvements in that phase of the USR is satisfactory to the County,
and all terms of this Agreement have been faithfully kept by Lessee.
6.3a Upon completion of the construction of the required off-site
improvements, and the filing of a Statement of Substantial Compliance by
Lessee's engineer, the Lessee may, as set forth in Section A.9.0, request in
writing that the County inspect the improvements and recommend to the
Board of County Commissioners that the improvements be accepted and
further that the two-year warranty period begin. Upon completion of the
two-year warranty period, the County Engineer shall, upon request by the
Lessee, inspect the subject improvements, and notify the Lessee of any
deficiencies. If any deficiencies are discovered, the Lessee shall correct
the deficiencies. The County Engineer shall reinspect the improvements
after notification from the Lessee that said deficiencies have been
corrected. If the County Engineer finds that the improvements are
constructed according to County standards, he or she shall recommend full
acceptance. Upon a receipt of a positive unqualified written
recommendation from the County Engineer for acceptance of
improvements within the USR, the Board of County Commissioners shall
fully accept said improvements.
11 of 22
U:\Engineering\PLANNING--DEVELOPMENT REVIEW\--2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 11 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
II
6.3b Upon completion of the construction of the required on-site
improvements, and the filing of a Statement of Substantial Compliance,
when necessary, by Lessee's engineer, the Lessee may, as set forth in
Section D.4.0,request in writing that the County inspect the improvements
and recommend to the Board of County Commissioners that the
improvements be accepted if collateral had been initially posted for the
improvements, and further that the two-year warranty period begin. Upon
completion of the two-year warranty period, the County Engineer and/or
the Weld County Department of Planning Services shall, upon request of
the Lessee, inspect the subject improvements, and notify the Lessee of any
deficiencies. If any deficiencies are discovered, the Lessee shall correct
the deficiencies. The County Engineer and/or the Department of Planning
Services shall reinspect the improvements after notification from the
Lessee that said deficiencies have been corrected. If the County Engineer
and/or Department of Planning Services find that the improvements are
constructed according to County standards, he or she shall recommend full
acceptance. Upon a receipt of a positive unqualified written
recommendation from the County Engineer and/or the Department of
Planning Services for acceptance of improvements within the USR, the
Board of County Commissioners shall fully accept said improvements.
7.0 General Requirements for Collateral: (Currently no on-site collateral for USR15-0006 is
required, but possible future on-site collateral may be required by County, should the Lessee
revise conditions of operation in the future.)
7.1 County requires Lessee to provide collateral to guaranty all of Lessee's
obligations under this Agreement: (1) Project Collateral for completion of
all improvements described in this Agreement shall be provided for off-
site improvements with no on-site collateral for USR15-0006 required at
this time. Possible future on-site collateral may be required by County,
should the Lessee revise conditions of operation in the future. (2)
Warranty Collateral required for all improvements during the warranty
phase; and (3) Road Maintenance Collateral (If Applicable) to be kept in
place for the life of the permit.
7.2 Project Collateral submitted to Weld County to guarantee completion of
the improvements indentified on the accepted Construction Plans and
USR15-0006 Plat Map and further enumerated in the costs listed in
Exhibit "A," must be equivalent to One-Hundred Percent (100%) of the
value of the improvements as shown in this Agreement This collateral
must be submitted to County upon the execution of this Agreement, or at a
time determined acceptable by the Board of County Commissioners, and
shall be held in total by County as provided in Paragraph E. 7.3 below
until all improvements have been completed.
12 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 12 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
lIIIMUM Walla P4W:AMIDMAIlidBIII
7.3 Warranty Collateral for all off-site improvements shall be submitted to
County and shall be held in total by the County for two(2) years following
its written acceptance of the improvement(s).
7.4 In the event Lessee fails to adequately complete and/or repair
improvements associated with this Improvements Agreement, County will
access, in its sole discretion, Project or Warranty Collateral to the extent
necessary to complete said improvements or repairs in order to preserve
public interest.
7.5 Road Maintenance Collateral shall be submitted to County upon the
release of the warranty collateral by the Board of County Commissioners
or at the time of approval of this Agreement, if no Project Collateral was
initially submitted. Road Maintenance Collateral is held for use on roads
associated with the designated haul route.
If no Project Collateral was initially submitted, Road Maintenance
Collateral shall be submitted at the time of approval for this Agreement or
at such time that approved USR15-0006 activities are initiated. If the
County has accepted a Corporate Guaranty as collateral pursuant to Weld
County Code Sec. 2-3-3O.D. Road Maintenance Collateral shall be
submitted at the time of approval of the Improvements Agreement or at
such time that approved permit activities are initiated. The submitted
amount shall be $3,600.00 for facilities adjacent to paved haul route roads
or $2,400.00 for facilities adjacent to gravel haul route roads, and the
amounts will be listed on Exhibit"A"-Cost Sheet(OFF-SITE).
Road Maintenance Collateral shall be held by County as long as this
Agreement is in effect and returned to Lessee upon vacation of associated
land use agreement or permit. The Road Maintenance Collateral will only
be accessed by County, if following notification to Lessee of required
roadway safety related repairs, Lessee fails to perform said repairs within
the time allowed in County's notification. If any of this collateral shall be
collected by County, Lessee shall replace the amount, plus interest, within
six(6)months.
7.5.1 Road Maintenance Collateral Option(For Materials Haulers):
In lieu of cash collateral, Lessee may submit funds quarterly to
Weld County, at a rate of ten (10) cents per ton, based on the
amount of processed material leaving the site. These funds will be
escrowed by the County and utilized for roadway repairs specific
to the USR's designated haul route. The first payment of funds
will be due three months after the initial sale of materials from the
USR site. Subsequent quarterly payments will be deposited in the
associated escrow account until the USR permit is terminated.
Utilization of this collateral option will negate any further
obligations of the Lessee to participate in any future maintenance
13 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Refenals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(I 1-24-15).docx
4177132 Pages: 13 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
uIII I iii lVINCIVIU ili.V IR "III
and/or improvements projects for the associated Haul Route. Upon
vacation of the USR for this facility and following determination
by Public Works staff that no immediate repairs are required for
the Haul Route, any remaining funds in the escrow account will be
returned to the USR Permittee.
7.5.2 Road Maintenance Collateral (For Off-Site Dust Control—If
Applicable):
The total costs for materials and application, will be listed on
Exhibit "A" (OFF-SITE) —Dust Control, of this agreement. These
funds will be utilized by the County for roadway applications
specific to the USR's designated haul route, only if the Lessee
does not adhere to the requirements for dust suppression as
specified in Section A.6.0 of this agreement. Following completion
of all construction phases, and/or upon vacation of this USR, and
following determination by Public Works staff that no immediate
repairs are required for the Haul Route, any remaining Dust
Control collateral will be returned to the USR Permittee.
7.6 Acceptable Project Collateral shall be submitted by the Lessee upon
execution of this Agreement, as herein defined.
7.6.1 No grading or building permits shall be issued for any site related
activities, on the property and no Site Preparation shall commence
until cost estimates for all improvements are updated, and the
development plans are revised to comply with all current County
standards, policies and regulations, except with prior County
consent. The improvements shall be completed within the time
schedule set forth in Exhibit "B", which is attached hereto and
made a part of this Agreement. "Site Preparation" shall mean
earthwork grading or performance of work, or construction or
installation of improvements related to Lessee's operations
pursuant to USR15-0006 that require a grading or building permit
from the County pursuant to the Weld County Code. In the event
that the Improvements outlined in this Agreement and Exhibit A
are not completed within one year of the execution of this
Agreement Weld County may require Lessee to obtain current cost
figures for one or more of the Improvements.
7.7 Collateral may be in the form of an irrevocable letter of credit(LOC) in an
amount equivalent to one-hundred percent(100%) of the total value of the
improvements set forth in the Improvements Agreement and the Plat; the
LOC shall be subject to the requirements of Weld County Code Section 2-
3-30 B. The Lessee shall utilize only a County approved form when
obtaining an LOC: (IRRVEVOCABLE STANDBY LETTER OF
CREDIT FOR BOARD OF COUNTY COMMISSIONERS OF WELD
14 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth CIO(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 14 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
����1 �1!'R�I�,'?Ii�{�hlkh i' ai i4r •lL��� �1 W�h 11111
COUNTY, COLORADO). A copy of said form shall be provided to
Lessee upon request.
7.8 Collateral may be in the form of a corporate guaranty given by a legal
entity in good standing and authorized to do business in the State of
Colorado or the applicable governmental licensing agency of the
Guarantor's state of incorporation, in an amount equivalent to one hundred
percent (100%) of the value of the improvements set forth in the
Improvements Agreement and the Plat. The corporate guaranty shall
conform to and be subject to the requirements of Weld County Code
Section 2-3-30 B.4. The Lessee shall utilize only a County approved form
when obtaining a corporate guaranty: (CORPORATE GUARANTY FOR
BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY,
COLORADO). A copy of said form shall be provided to Lessee upon
request.
7.9 Collateral may be in the form of a surety bond given by a corporate surety
authorized to do business in the State of Colorado in an amount equivalent
to one hundred percent(100%) of the value of the improvements set forth
in the Improvements Agreement and the Plat. The surety bond shall
conform to and be subject to the requirements of Weld County Code
Section 2-3-30 B.4. The Lessee shall utilize only a County approved form
when obtaining a surety bond: (PERFORMANCE BOND FOR BOARD
OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO).
A copy of said form shall be provided to Lessee upon request.
7.10 Collateral may be in the form of a cash deposit made with the Board in an
amount equivalent to One Hundred Percent (100%) of the value of the
improvements set forth in the Improvements Agreement. In the event the
Lessee is required to warranty the improvements, the Lessee shall replace
the original deposit with a deposit in the amount of fifteen percent (15%)
of the original amount and those funds shall remain available to the
County until released by the County at the end of the warranty period.
7.11 The Board of County Commissioners reserves the right to reject collateral
which is deemed inappropriate or insufficient, which may be either as
collateral in the form of a letter of credit offered by a banking institution
which does not have at least a"three star"rating given by Bauer Financial,
or as collateral in the form of a performance bond offered by an insurance
company which does not have at least a B+ rating given by A.M. Best, or
as collateral in the form of a corporate guaranty offered by a legal entity
which does not have a rating classification of 5A, 4A, or 3A, and does not
have a Composite Credit Appraisal of 1, 2, or 3 given by Dun and
Bradstreet Credit Rating Reports. If the Applicant meets all of the
requirements provided in the previous sentence regarding a corporate
guaranty, the Board may then decide whether acceptance of a corporate
guaranty agreement is appropriate under the circumstances. The Board
15 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 15 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
may consider (1) the value listed in the improvements agreement, (2) the
net worth of the Guarantor, (3) the Applicant's history regarding
successful local projects, and (4) anything else the Board deems relevant
and appropriate for consideration for a corporate guaranty as a form of
acceptable collateral. The Board further reserves the right to require
Lessee to obtain replacement collateral if the rating of the financial
institution providing said collateral drops below the levels stated above.
Replacement collateral shall be submitted by Lessee within sixty(60) days
of the Board's notice to Lessee that the rating has fallen and that the
collateral must be replaced. Lessee may not terminate existing collateral
until replacement collateral has been secured.
8.0 Request for Release of Collateral: Collateral shall be released in accordance with
the provisions of Weld County Code Section 2-3-30.C. Prior to release of collateral for the entire
project or for a portion of the project by Weld County, the Lessee must present a Statement of
Substantial Compliance from an Engineer registered in the State of Colorado. The Statement of
Substantial Compliance shall state that the project or a portion of the project has been completed
in substantial compliance with accepted plans and specifications documenting the following:
8.1 The Lessee's Engineer or his representative has made regular on-site
inspections during the course of construction and the construction plans
utilized are the same as those accepted by Weld County.
8.2 For the improvements to public rights-of-way or easements, test results
must be submitted for all phases of this project as per Colorado
Department of Transportation (CDOT) Schedule for minimum materials
sampling,testing and inspections found in CDOT Materials Manual.
8.3 "As-built"plans shall be submitted at the time the letter requesting release
of collateral is submitted or at such time as the Lessee has completed
improvements as shown on the USR15-0006 accepted Construction Plans
and Plat Map, and shall be stamped and approved by an Engineer
registered in the State of Colorado, if an Engineer was initially required
for the project. The Lessee's Engineer shall certify that the project
"as-built" is in substantial compliance with the plans and specifications as
approved, or that any material deviations have received prior written
acceptance from the County Engineer.
8.4 The Statements of Substantial Compliance must be accompanied, if
appropriate, by a letter of acceptance of maintenance and responsibility by
the appropriate utility company, special district or town for any utilities.
8.5 A letter must be submitted from the appropriate Fire Authority, if
applicable, indicating the fire hydrants are in place in accordance with the
approved plans. The letter shall indicate if the fire hydrants are operational
and, if required by the County, state the results of fire flow tests.
16 of 22
U:\Engineering\PLANNING-DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 16 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
VIII KIWI W4r liki. lk&MCI:
8.6 The requirements in the paragraphs 8.0 through 8.5 shall be noted in the
final Construction Plans.
8.7 Following the submittal of the Statement of Substantial Compliance and
written recommendation of acceptance of the improvements by the Weld
County Department of Planning Services and the Weld County
Department of Public Works, the Lessee (if Lessee has supplied any or all
of the collateral) may request release of the collateral for the project or
portion of the project by the Board. This action will be taken at a
regularly scheduled public meeting of the Board.
8.8 Following the written request for partial release of the "Project
Collateral", the Weld County Department of Planning Services and the
Weld County Department of Public Works County shall inspect the on-site
and/or off-site improvements. If the improvements require mitigation or
further repairs are required, said work must be completed prior to the
partial release of "Project Collateral". For all off-site improvements
(including improvements to public rights-of-way or easements), the
written request for release of"Project Collateral" shall be accompanied by
"Warranty Collateral" in the amount of fifteen percent (15%) of the value
of the improvements as shown in this Agreement.
8.9 Following the written request for release of the "Warranty Collateral", the
Weld County Department of Planning Services and the Weld County
Department of Public Works County shall inspect the improvements. If
the improvements require mitigation or further repairs are required, said
work must be completed prior to the conclusion of the Warranty period.
The "Warranty Collateral" shall be released to the Lessee following the
expiration of the warranty period upon final written acceptance by the
Board of County Commissioners.
8.10 For all off-site improvements(including improvements to public rights-of-
way or easements), the written request for release of "Warranty
Collateral" shall be accompanied by "Road Maintenance Collateral" (If
Applicable) as specified in Section E.7.5 of this Agreement. "Road
Maintenance Collateral" for roads associated with the designated haul
route shall be maintained as long as the USR is active.
9.0 Successors and Assigns: This Agreement may not be delegated, transferred or
assigned in whole or in part by Lessee without the express written consent of County and the
written agreement of the party to whom the obligations under this Agreement are assigned.
Lessee's release of its obligations shall be accomplished by County's execution of a new
Improvements Agreement with the successor owner of the property. (See paragraphs F. 1.2 and
2.2 below) Consent to a delegation or an assignment will not be unreasonably withheld by
County. In the event of sale of the Property, County may agree to release Lessee in whole or in
part from obligations under this Agreement. County's rights and obligations under this
Agreement shall automatically be delegated, transferred or assigned to any municipality which,
17 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 17 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
VIII KrP3Filigli ti Ntri,il rirkillYkii id III H
by and through annexation proceedings, has assumed jurisdiction and maintenance responsibility
over the roads affected by this Agreement. All of the terms and conditions set forth in this
Agreement shall be binding upon the heirs, executors, personal representatives, successors and
assigns of Lessee, and upon recording by the County, shall be deemed a covenant running with
the land herein described.
10.0 County Engineer: All references in this Agreement to "County Engineer" shall
refer to the any individual or individuals appointed by the County Engineer to act on his/her
behalf.
III 11.0 Violation of Terms of Agreement: If in County's opinion, Lessee has violated any
g t3' s
of the terms of this Agreement, County shall notify Lessee of its belief that the Agreement has
been violated and shall state with specificity the facts and circumstances which County believes
constitute the violation. Lessee shall have fifteen (15) days within which to either cure the
violation or demonstrate compliance. If, after fifteen (15) days have elapsed, County believes in
good faith that there has been a violation of the terms of this Agreement, County shall initiate
proceedings to revoke the permit which is the subject matter of this Agreement. Violations of the
terms of this Agreement include violations of the agreements contemplated by Sections C. 4.0 &
C. 5.0 of this Agreement, and a failure to enter into such Agreements in a timely manner.
F. Termination of Agreement:
1.0 Termination Event: This Agreement shall terminate upon the earliest of the
following events:
1.1 Cessation of all Permit Related Activities. Termination of this Agreement
shall occur upon Operator's complete cessation of all activities permitted under USR15-
0006 or any amendments thereto. A partial cessation of activities shall not constitute a
Termination of this Agreement, nor shall County's issuance of a partial release constitute
a Termination. Operator shall provide written notice to Property Owner and Lessee and
County of said cessation of activity, which County shall then verify. If written notice is
not provided to County, Termination of this Agreement shall not occur until County has
determined that the Use by Special Review is inactive, which shall be three (3) years
following County's observance of the cessation of activities, as provided in Sec. 23-2-
200.E of the Weld County Code.
1.2 Execution of Replacement "Improvements Agreement According to
Policy Regarding Collateral for Improvements — USR15-0006 by New Lessee: This
Agreement shall terminate following County's execution of a new Improvements
Agreement According to Policy Regarding Collateral for Improvements — USR15-0006
with a new Property Owner and/or Lessee who has purchased the Property, and intends to
make use of the rights and privileges available to it through the then existing USR.
1.3 Execution of Replacement "Improvements Agreement According to
Policy Regarding Collateral for Improvements — USR15-0006 by New Operator: This
Agreement shall terminate following County's execution of a new Improvements
Agreement According to Policy Regarding Collateral for Improvements — USR15-0006
18 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 18 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
■iii r ��� � .Kt�I l4�GMJI��aa 11111
with a new operator who has assumed the operation of the business on the Property
which business activities are permitted by the then existing USR.
2.0 Termination Procedures.
2.1 Termination Procedures Following Cessation of Permit Related Activities:
Following the events outlined in paragraph 1.1 above, County shall conduct its annual
road inspection. Said road inspection shall be conducted on or before May 31 following
the announcement or determination of the cessation of permit related activities on the
Property. The results of the inspection shall be delivered in writing to the Lessee and
Operator. If the County determines that pursuant to the terms of this Agreement, the
Operator must complete any of the improvements and/or road maintenance obligations
outlined herein, said obligations must be completed within a reasonable period of time
thereafter, but in no event later than six (6) months following the determination that
permit related activities have ceased. Collateral shall not be released by County until such
time as county determines that all of the improvements have been completed.
2.2 Termination Procedures Pursuant to Transfer of Ownership of the
Property or Transfer of Operations: If the Lessee or Operator desires to assign its rights
and obligations under this Agreement to a successor Lessee or Operator, the Lessee or
Operator shall, prior to the transfer, provide Property Owner and County with a written
Notice to Transfer, stating the date of transfer, and identifying the party to whom the
transfer shall be made. Following receipt of the Notice to Transfer, County shall inspect
the improvements required under the terms of this Agreement to determine whether the
improvements have been completed. If the improvements have not been completed, the
Lessee and/or Operator shall either complete the improvements or post collateral equal to
the cost of the completion of the improvements, if such collateral is not in place. If
collateral is available at the time, County shall hold a hearing to determine whether the
collateral should be called upon to pay County or a contractor of the County to complete
the improvements. County shall also inspect the road(s) which are covered by this
Agreement to assess the current condition of the road(s) and determine whether Operator
and/or Lessee would be required to perform road maintenance within the following
twelve months had the Agreement not been assigned. If road maintenance is, in the
opinion of County, required, Lessee and/or Operator shall be required to either perform
the road maintenance or to post collateral equal to the cost of said maintenance. County
shall not execute a new Improvements Agreement According to Policy Regarding
Collateral for Improvements — USR15-0006 with a successor Lessee and/or Operator
prior to the performance of the road maintenance or the posting of collateral for said
maintenance, unless the new Lessee and/or Operator posts collateral for the required
maintenance.
3.0 Consequence of Termination by Cessation of Permit Related Activities:
Following County's confirmation that Lessee and/or Operator has/have ceased all permit related
activities and has/have completed previously uncompleted Improvements and or completed any
required road maintenance, County shall release Lessee and/or Operator from all further
obligations under this Agreement. No Further permit related activities shall be permitted unless
and until approved by County following execution of a new Improvements Agreement
19 of 22
U:\Engineering\PLANNING-DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 19 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
Ell Nr1A'«I Y4.41): h{t ritk#:ii r141J44 11ilY h iI H
According to Policy Regarding Collateral for Improvements — USR15-0006 with a Lessee and
Operator.
4.0 Consequence of Termination by Execution of Replacement Improvements
Agreement: Following County's execution of an Improvements Agreement According to
Policy Regarding Collateral for Improvements — USR15-0006 with a successor Lessee and/or
Operator, the predecessor Lessee and/or Operator shall have no further rights and/or obligations
under this Agreement or in USR15-0006.
5.0 Consequence of Termination Pursuant to Section E.11.0: In the event that
activities related to USR15-0006 cease as a result of the revocation of the permit as described in
Section E.11.0 of this Agreement, neither Lessee nor Operator will be released from any of the
obligations imposed by the terms of this Agreement only after Lessee's successful completion of
all improvements required under this Agreement or after County accesses the collateral to the
extent necessary to complete improvements County, in its sole discretion, deems necessary to
preserve public interests.
G. Governmental Immunity: 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., as
applicable now or hereafter amended.
H. Enforcement: If, in the County's opinion, Lessee has violated any of the terms of this
Agreement, County shall notify Property Owner and Lessee of its belief that the Agreement has
been violated and shall state with specificity the facts and circumstances which the County
believes constitute violation. Lessee shall have thirty (30) days within which to either cure the
violation or demonstrate compliance. If, after thirty (30) days have elapsed, County believes in
good faith that a violation of the terms and conditions of this Agreement still exists (despite
cure), County may enforce by any legal means, including, but not limited to, legal action for
equitable or monetary relief filed in the Weld District Court, execution upon submitted collateral
(if applicable), and/or administrative action of the County to suspend or revoke the underlying
land use permit or approval pursuant to the procedural provisions of Section 2-4-40 of the Weld
County Code. Violations of the terms and conditions of this Agreement include, but are not
limited to, violations of the agreements Lessee must enter into as required by this Agreement,
and/or failure to enter into such agreements in a timely manner.
I. 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 contained in
this Agreement shall give or allow any claim or right of action whatsoever by any other person
or entity not included in this Agreement. It is the express intention of the undersigned parties that
any person or entity, other than the undersigned parties, receiving services or benefits under this
Agreement shall be an incidental beneficiary only.
20 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 20 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
uiv NUrjI��RIhr.'�I'K�'PI�C '�F JI'� �l4��Ii KMIi 1I II
J. Authority to Sign: Each person signing this Agreement, and associated Exhibits,
represents and warrants that he or she is duly authorized and has legal capacity to execute and
deliver this Agreement. Each party represents and warrants to the other that the execution and
delivery of the Agreement and the performance of such party's obligations hereunder have been
duly authorized and that the Agreement is a valid and legal agreement binding on such party and
enforceable in accordance with its terms. If requested by the County, Lessee shall provide the
County with proof of Lessee's authority to enter into this Agreement within five (5) days of
receiving such request.
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed on the
day and year first above written.
PROPERTY
OWNERS:
SIGNATURE 3
PRINTED NAME S 77031-14
TITLE(If Applicable) 4�Ati N�2
STATE OF COLORADO )
ss.
County of Weld )
i
The foregoing instrument was acknowledged before me this 31 dayof [1 e n ,
2015, by bO_ ca b ,
WITNESS my hand and official seal.
Notary Publi
My commission Expires: OZ-1-0011 ��, r• 1STpN *.
SP• RY o �'
O
., s iq fE O``,a�`.
21 of 22
U:\Engineering\PLANNING—DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USRl5-0006 NGL C-l0\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 21 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
LESSEE(If Applicable):
SIGNATURE
PRINTED N ‘1/
TITLE
STATE OF COLORADO )
ss.
County of Weld )
The foregoing instrument was acknowledged before me this U day of J Giivu.4 r 1,
2015,by b o ut., W I\ -fie-
;Lo/4,
WITNESS my hand and official seal.
go.‘„)20
Notary Public
My commission Expires: I,/*1--v1/47-O/ --may
P �j i
,1 l,',
i RAENELL I. `:
k CHRISMAN
co
�'-,,, .ATTEST: did., .�- ,., BOARD OF COUNTY COMMISSIONERS
Weld Co . ty Clerk to the Bo {►' ,� / , WELD COUNTY, COLORADO
BY: 4i
Deputy Cler-'to the Bo,.. I`4 f e Freeman, Chair JAN 2 0 MS
APPROVED FORM: \ ,11- PROVE S TO UBSTANCE:
ounty Attorney fficial or epartment 22 of of 22
U:\Engineering\PLANNING..DEVELOPMENT REVIEW\-2015 Planning Referrals\USR15\USR15-0006 NGL C-10\Improvements
Agreement\NGL-Booth C10(USR15-0006)Part 2 General Provisions-Final IA(11-24-15).docx
4177132 Pages: 22 of 26 O�V� 031 5
01/28/2016 04:09 PM R Fee:$0.00
t CO
Carly Koppes, Clerk and Recorder,
Weld County,
1111 N m14 '41n1t�I���, .�h�ILR�I� 11111
EXHIBIT A- Cost Sheet(OFF-SITE)
Name of Facility: C..10 SW'D Filing/Case#: USA IS-() (XP Location: Stay, 535;77N, 12615 11
Personnel Contact:Name Title: Phone:
Intending to be legally bound,the undersi•ned Applicant hereby agrees to provide throughout this facility the following improvements
Improvements (OFF SITE)
(Leave spaces blank where they do not apply)
Ouantitv Units Unit Costs($) Estimated Construction
Cost($1
.PUBLIC WORKSJ,
Site Grading
Street Grading
Street Base,Gravel for Parking
Street Paving
Pavement Marking
Curbs,Gutters,and Culverts
Sidewalk
Stormwater/Drainage Facilities
Retention/Detention Ponds
Road Culvert
Grass Lined Swale
Ditch Improvements
Subsurface Drainage
Entrance/Access Improvements
Erosion Control Measures/BMP's
Road Maint.Collateral(per Sec.E.-7.5) $3,600 '3,GOO
Dust Control(per Sec.E.-7.5.2)
Fire Hydrants
Survey,Street Monuments/Boxes
.PLANNING SERVICES j.
Parking Area,Curb Stops,Bus Kiosks
Street Lighting
Street Names
Signage
Fencing Requirements
Landscaping,Seeding,Trees,etc.
Park Improvements
Handicap Accessibility,Parking&Rails
Septic Systems
SUB-TOTAL: $3,Cr00
e. g,mspec ion,as- p ans an'wor m a.c► on o pre mmary an
Engineering and Supervision Costs($) final plat;supervision of actual construction by contractors)
ITnT A T >cQTT1I.i A TTh AND SUPERVISION ($) $ GOO-p0
4177132 Pages: 23 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
■III ���'��I 't1�1��'IUhI�� F 9r4����I�i+al �L'i 11111
EXHIBIT A - Cost Sheet (OFF-SITE) - Signature Page
The above improvements shall be constructed in accordance with all County requirements and specifications,
and conformance with this provision shall be determined solely by Weld County,or its duly authorized agent.
Said improvement h be completed according to the construction schedule set out in Exhibit B
By:
pplicant
SW) Date a / b ,20 if
Title
By:
Applicant
Date ,20
Title
4177132 Pages: 24 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, Co
1111 r Ir��liildw+ lei4.w�� 41il d OE%PE Lkii II I
EXHIBIT`� B-Time Schedule(ON-SITE) & (OFF-SITE)
Name of Subdivision,PUD,USR,RE,SPR: JU exj5-OOOj Filing/Case#:0$R/S-000G Location: SIAM,53S;T t4, RtaSW
Intending to be legally bound,the undersigned Applicant hereby agrees to provide throughout this facility the following improvements.
All improvements shall be completed within 3 years from the date of approval of the final plat.
Construction of the umprovements listed in Exhibit A shall be completed as follows:
Improvements Time Schedule
(Leave spaces blank where they do not apply) O( N SITEZ (OFF-SITE)
IPUBLIC WORKSJ,
Site Grading
Street Grading
Street Base,Gravel for Parking
Street Paving
Pavement Marking
Curbs,Gutters,and Culverts
Sidewalk
Stormwater/Drainage Facilities
Retention/Detention Ponds
Road Culvert
Grass Lined Swale
Ditch Improvements
Subsurface Drainage
Entrance/Access
Erosion Control Measures/BMP's
Fire Hydrants
Survey,Street Monuments/Boxes
J.PLANNING SERVICESJ,
Parking Area,Curb Stops,Bus Kiosks
Street Lighting
Street Names
Signage
Fencing Requirements
Landscaping,Seeding,Trees,etc.
Park Improvements
Handicap Accessibility,Parking&Rails
Septic Systems
Final Completion Date for Entire Protect 14$/zDic 2/146/201G
4177132 Pages: 25 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
III rain ��'IlYeleringlillUi PIONIINFRilikilk 1i ii i
EXHIBIT B - Time Schedule- Signature Page
The County, at its option, and upon the request of the Applicant,may grant an extension of time for completion
for any particular improvements shown above,upon a showing by the Applicant that the above schedule cannot
be met.
I'I
B •
pplicant
Date 42 / g ,20 /5-
Title
By:
Applicant
Date ,20
Title
4177132 Pages: 26 of 26
01/28/2016 04:09 PM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County, CO
■III�U�1�l4 '���Y�'14i�.�l M l�K�Mr��l�l�l�. '�i��k 11111
O:\New Version Agreement\Exhibits\2013\Exh B Time Schedule-FINAL(2013).xlsx
,
NGL Water Solutions DJ,LLC Biaskof .. ,,.: 88-130/1119 TX 06-JAN-16 4251010128
a subsidiary of NGL Energy Partners, LP
3773 Cherry Creek North Dr,STE 1000
Denver,CO 80209
PAY Three Thousand Six Hundred Dollars And 00 Cents******************* ******$3,600.00 6
Void After 90 Days
TO THE
ORDER OF: WELD COUNTY PUBLIC WORKS
1111 H STREET PO BOX 758 9A----'
GREELEY,CO 80632 US
J0HECK DATE HECK NO. PAYEE CHECK AMOUN
06-JAN-16 4251010128 Weld County Public Works $3,600.0
INVOICE# INVOICE DESCRIPTION INVOICE DATE INVOICE AMOUNT'DISCOUNT TAKE INVOICE AMT PAI
010416-WELD C10 ROAD MAINT 04-JAN-16 3,600.00 0.0 3,600.0
IMPROVEMENT COLLATERAL
RECEIPT DATE t - ►$-ti NO. 88508
2
t
ofi 12 RECEIVED FROM /4161.... WQau SO iltikfrIS TT L(-L,
ca cc
, ADDRESS �� ��,��
o LF., ti OU �t�1_'�10'1[�Sh_�lQ �w.+� r fJ'—IJ4 ��T�_$ �j �i)•�=
U ° og_. FOR 6.0l4,prl' 111). 4 r-WVI
-d Y m
0 ° 0 x°141'. f':':4.' '' '' Li.aSt DIM 2.8
-ir.; , 4\411'
g 4 z'
I :i, flons. ,____. BY 1.3
P°Y�' VGA ifi,
Hello