HomeMy WebLinkAbout20140144.tiff RESOLUTION
RE: APPROVE AGREEMENT FOR THE EXCHANGE OF CERTAIN REAL PROPERTY
AND AUTHORIZE CHAIR TO SIGN - BIG THOMPSON INVESTMENT HOLDINGS,
LLC, C/O MARK GOLDSTEIN
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with an Agreement for the Exchange of
Certain Real Property between the County of Weld, State of Colorado, by and through the Board
of County Commissioners of Weld County, and Big Thompson Investment Holdings, LLC, do
Mark Goldstein, with terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Agreement for the Exchange of Certain Real Property between the
County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, and Big Thompson Investment Holdings, LLC, c/o Mark Goldstein be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 15th day of January, A.D., 2014.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: C2etkA_. `�. I ► iw•
Douglas Rademacher, Chair
Weld County Clerk to the B. d n
1861 �� Barbara Kirkmey r, Pro-T m
BY. A _ �, �t4eic 1^
Dep y Clerk to the Boa O `
f G'" Sean P. Conway
AP D A ORM:
Mike Free n
u y Attorney 7):_
William F. Garcia
Date of signature: /`1_
2014-0144
et; cM , 2-ert`9+° 'APpr- PL2147
Iht.i11W
AGREEMENT FOR THE EXCHANGE OF CERTAIN REAL PROPERTY
BETWEEN
BIG THOMPSON INVESTMENT HOLDINGS,LLC
AND
WELD COUNTY, COLORADO
This Agreement is entered into this /5 day of jelA ldYy , 201 .7. , by and
between Big Thompson Investment Holdings, LLC (hereinafter"Thompson"), whose address
is P.O. Box 273180, Fort Collins, CO 80527, and the County of Weld, a body corporate and
politic of the State of Colorado, by and through its Board of County Commissioners (hereinafter
"County"), whose address is 1150 O Street, Greeley, Colorado 80631.
RECITALS
WHEREAS, Thompson is the owner of real property located in Lot B of RE 4914, part of
the W2, 523, T4N, R66W of the 6th P.M., Weld County, CO, commonly known as 20488 Weld
County Road 33,and more fully described in Exhibit"A",attached hereto and incorporated herein
by this reference (hereinafter"Property 1"); and
WHEREAS, County is the owner of real property and the improvements thereon
commonly referred to as the "Peckham Grader Station", located in the NW4, S23, T4N,R66W of
the 6th P.M.,Weld County, CO, commonly known as 16460 Weld County Road 44 and more fully
described in Exhibit "B", attached hereto and incorporated herein by this reference (hereinafter
"Property 2"); and
WHEREAS, Thompson was granted conditional approval for a 9-lot Minor Subdivision in
an I-3 (Industrial) zoning district by the Weld County Board of Commissioners on October 31,
2012, in case MINF12-0001, a copy of which case is attached hereto and incorporated herein as
Exhibit"C" (the "Minor Subdivision"); and
WHEREAS, Property 1 is included in the Minor Subdivision as an outlot; and
WHEREAS, the conditions of approval for the Minor Subdivision have not yet been
satisfied, nor has a final plat been recorded; and
WHEREAS, in order for Thompson to develop the property in accordance with case
MINF12-0001, it needs access to Weld County Road 44; and
WHEREAS, Property 2 is located adjacent to and accesses Weld County Road 44; and
WHEREAS, Thompson and County believe that a trade of Property 1 for Property 2, with
certain additional consideration from each party, is beneficial to both parties and to the citizens of
Weld County, Colorado; and
2014-0144
-1-
PLaoy?
WHEREAS,upon the Property 1 closing date specified in this Agreement,Thompson shall
transfer the title to Property 1 to County, together with a cashier's check or wire transfer of funds
in the principal sum of$181,000.00 to be used by County to construct a replacement grader shed
upon Property 1; and
WHEREAS, upon completion of the replacement grader shed upon Property 1 and the
issuance of a Certificate of Occupancy for the replacement grader shed by the Weld County
Planning and Building Department, County shall within ten (10) business days thereafter vacate
Property 2 and transfer title to Property 2 to Thompson, and
WHEREAS, all required maintenance of Weld County Road 33 shall be governed by the
Interim Road Maintenance and Collateral Agreement, Weld County Case MINF12-0001
Agreement executed contemporaneously with this Agreement, and any amendment thereto, until
an improvements agreement is executed in MINF 12-0001 and title to Property 2 is transferred to
Thompson pursuant to the terms of this Agreement. Upon the parties' execution of the
improvements agreement and the transfer of Property 2 from County to Thompson, the Interim
Road Maintenance Agreement shall be conclusively deemed to have automatically terminated.
NOW THEREFORE, in consideration of the above Recitals and the mutual covenants of
the parties, Thompson agrees to convey title to Property 1 and certain additional consideration to
County, and County agrees to subsequently convey title to Property 2 and certain additional
consideration to Thompson pursuant to the terms and conditions set forth in this Agreement as
follows:
1. RECITALS. The above set forth Recitals are incorporated herein as a material part of this
Agreement as though fully set forth in the main body of this Agreement.
2. DEFINITIONS. Terms or expressions used in this Agreement that begin with a capital letter
shall have the same defined meanings given to them in the main body of this Agreement,unless
the context clearly requires a different meaning. The term"Transferor" shall at times be used
in this Agreement to identify the party conveying the title to a respective parcel of property to
the other party, which other party shall at such times be referred to as the "Transferee".
3. ADDITIONAL CONSIDERATION FOR PROPERTY 1. At Closing 1, as defined in Section
11(A) below, in addition to transferring the title to Property 1 to County, Thompson further
agrees to deliver to County either a cashier's check payable to the order of Weld County or
wire transfer funds in the amount of One Hundred Eighty-One Thousand and No/100ths U.S.
Dollars (U.S. $181,000.00) as payment for the construction of a replacement grader shed on
Property 1 by County.
4. ADDITIONAL CONSIDERATION FOR PROPERTY 2.
A. BRIDGE CONSTRUCTION. Immediately after the completion of Closing 1, and prior to
Closing 2, as defined in Section 11(B)below, Thompson shall have the right to enter upon
Property 2 for the sole purpose of constructing a bridge over the portion of the Western
Mutual Ditch that crosses Property 2. Construction of said bridge shall not unreasonably
interfere with County's operation of the Peckham Grader Shed. Other than vehicles,
-2-
equipment, supplies, and materials necessary to construct said bridge, Thompson shall not
park or stage vehicles, equipment, supplies, or materials on Property 2. Upon completion
of the construction of the bridge, Thompson shall not utilize the bridge to access Property
2, unless and until County grants such access pursuant to Section 4(B) of this Agreement.
i. Bridge construction activities undertaken by Thompson shall be in compliance with all
applicable federal,state,and county statutes,ordinances,rules,and regulations. Failure
to so comply, as determined in County's sole subjective discretion, shall result in the
termination of the above-described temporary bridge construction access to Property 2
by Thompson, and Thompson shall not have access to Property 2 until such time as
Closing 2 is completed.
ii. Prior to the above-described bridge construction activity beginning, Thompson shall
give County at least ten (10) days prior written notice of its intent to commence such
construction activity.
B. ACCESS POINT. At Closing 2, in addition to transferring the title to Property 2 to
Thompson, County further agrees to grant Thompson one industrial access permit for one
point of ingress and egress onto Weld County Road 44 from Property 2. County considers
an industrial access as the highest intensity access land use classification of accesses and
all other lower intensity access land uses are allowable with such an industrial
classification, including, but not limited to, temporary, agricultural/field, single family
residential, small commercial, subdivision, and large commercial land uses.
C. ROAD MAINTENANCE. County agrees that all roadway triggers and required
maintenance of Weld County Road 33 shall be governed by the Interim Road Maintenance
and Collateral Agreement, Weld County Case MINF12-0001, approved by the Weld
County Board of Commissioners concurrently with this Agreement, and any amendment
thereto,until an improvements agreement is executed in MINF12-0001 and title to Property
2 is transferred to Thompson pursuant to the terms of this Agreement. At such time as the
improvements agreement is executed in MINF12-0001 and Property 2 is transferred to
Thompson, the terms of the improvements agreement shall govern, inter alia, the
maintenance of Weld County Road 33, and the Interim Road Maintenance and Collateral
Agreement, Weld County Case MINF12-0001 shall terminate. Should this Agreement
terminate for any reason, the terms of the improvement agreement shall govern, inter alia,
the maintenance of Weld County Road 33. Should this Agreement terminate prior to the
execution of the improvements agreement, the Interim Road Maintenance and Collateral
Agreement, Weld County Case MINF12-0001 shall remain in effect until such time as the
improvements agreement is executed.
5. VALUE. For purposes of this Agreement, the parties agree that the value of Property 1 is
$381,000 (i.e., $200,000 for the land+$181,000.00 for the replacement grader shed County is
to construct upon Property 1), and that the value of Property 2 is $175,000.
6. WATER RIGHTS AND MINERAL RIGHTS. No water rights are associated with Property
2. Thompson shall reserve in all transfer documents concerning Property 1 any and all water
and water rights, ditches and ditch rights, reservoir and reservoir rights, springs and spring
-3-
rights, well and groundwater rights, ditch and reservoir company stock, and all other water
rights of any kind,whether decreed or not,and whether in the nature of tributary,non-tributary
or not non-tributary interests, appurtenant to, or historically used in connection with, Property
1. Thompson shall also so reserve all mineral rights appurtenant to Property 1.
7. GROWING CROPS. Thompson shall make all necessary agreements and settlements, if any,
with any tenant farmer of Property 1 concerning the removal of all crops from Property 1 by
Closing 1.
8. PROPERTY 1 INCLUSIONS AND EXCLUSIONS. Property 1 does not have any inclusions.
Thompson shall reserve in all transfer documents concerning Property 1 all water;water rights,
including, but not limited to, tributary, non-tributary, and not-non tributary water rights; and
water transfer rights appurtenant to Property 1. Thompson shall also so reserve all mineral
rights appurtenant to Property 1.
9. PROPERTY 2 INCLUSIONS AND EXCLUSIONS. Except as otherwise expressly set forth
to the contrary in this Agreement Thompson agrees to accept title to Property 2 from County
as-is, where-is, and assumes all obligations and responsibility for the costs and expenses
associated with the removal of any and all improvements currently existing on Property 2,
except for the above-ground fuel tank currently located on Property 2, which fuel tank shall
be the sole obligation and responsibility of County to decommission in accordance with any
and all applicable federal, state, and county laws,ordinances,rules,regulations,and/or policies
and remove from Property 2 at County's sole cost and expense.
10. HAZARDOUS SUBSTANCES STATEMENT. Both County and Thompson, represent that
they and their respective officers, managers, members, agents, employees, and contractors,
have at all times complied with any and all applicable Hazardous Substances Laws concerning
Property 1 and Property 2 respectively. County and Thompson represent that the respective
parties have not used, generated, stored, or disposed of, nor permitted the use, generation,
storage, or disposal of, Hazardous Substances on, under, or about their respective properties,
or transported or permitted the transportation of Hazardous Substances to or from their
respective properties, except in full compliance with any and all applicable Hazardous
Substances Laws. Any Hazardous Substances located on Property 1 by Thompson, its
managers, members, agents, employees, and/or contractors have been handled in an
appropriately controlled environment which has included the use of such equipment as was
necessary to meet or exceed standards imposed by any and all applicable Hazardous
Substances Laws and in such a way as not to interfere in any way with, injure, or damage any
other person, entity, or property. Any Hazardous Substances located on Property 2 have been
handled in an appropriately controlled environment which has included the use of such
equipment as was necessary to meet or exceed standards imposed by any and all applicable
Hazardous Substances Laws and in such a way as not to interfere in any way with, injure, or
damage any other person, entity, or property. Thompson, as a mere short-time owner and non-
user of Property 1, represents that, to the best of its knowledge and belief, and without
independent investigation, Property 1 does not have underground storage tanks, and that
Property 1 has never been used as a landfill or waste dump. County, as the long-time owner
-4-
and user of Property 2, represents that Property 2 does not have underground storage tanks,
and that Property 2 has never been used as a landfill or waste dump.
As used in this Agreement, the term "Hazardous Substances" shall mean any hazardous or
toxic substance, material, or waste that is, or subsequently becomes, regulated by any local
governmental authority, the State of Colorado, or the United States Government. As used in
this Agreement, the term "Hazardous Substances Laws" shall mean any federal, state, or local
laws, ordinances, rules, regulations, or policies relating to: (1) the environmental health and
safety of; (2) the use, handling, transportation, production, disposal, discharge, or storage of
Hazardous Substances on, under, or about; and/or (3) the industrial hygiene and the
environmental conditions on, under, or about, Property 1 and Property 2. Said term shall be
deemed to include all such laws as are now in effect or as are hereafter amended, enacted, or
adopted.
County, as the long-time owner and user of Property 2, shall be solely responsible for any
and all required cleanup or remediation expenses attributable to the existence of Hazardous
Substances on,under,or about Property 2 as of Closing 2. County shall be liable to Thompson
for any and all costs, expenses, or losses incurred by Thompson due to any and all such clean-
up or remediation, including, but not limited to, loss of income from Property 2 and any loss
of value in Property 2 that Thompson may suffer as a result of the existence of any such
Hazardous Substances despite any such clean-up or remediation performed by County. County
must receive notice of any such claims by Thompson for cleanup or remediation expenses or
losses within one year of Closing 2. County shall not be responsible for any or all costs,
expenses, or losses pursuant to this Section where notice of any claim pursuant to this Section
occurs more than one year after Closing 2.
Thompson shall be solely responsible for any and all required clean-up or remediation
expenses attributable to the existence of Hazardous Substances on,under, or about Property 1
as of Closing 1. In such event Thompson shall be liable to County for any and all costs,
expenses, or losses incurred by County due to any and all such clean-up or remediation,
including, but not limited to, loss of income from Property 1 and any loss of value in Property
1 that County may suffer as a result of the existence of any such Hazardous Substances despite
any such clean-up or remediation performed by Thompson. Thompson must receive notice of
any such claims by County for cleanup or remediation expenses or losses within one year of
Closing 1. Thompson shall not be responsible for any or all costs,expenses,or losses pursuant
to this Section where notice of any claim pursuant to this Section occurs more than one year
after Closing 1.
11. DATES.
A. The Property 1 closing(hereinafter"Closing 1"),whereupon the title to Property 1 shall be
transferred by Thompson to County together with Thompson's cashier's check made
payable to the order of County for$181,000.00, or Thompson's wire transfer funds in said
amount for the County's construction of the replacement grader shed, shall occur on or
before forty-five (45) business days from the latest date listed in Subsections C through I
of this Section 11. See also Sections 3 and 15 concerning Closing 1.
-5-
B. The Property 2 closing (hereinafter"Closing 2"), whereupon the title to Property 2 shall be
transferred by County to Thompson together with the industrial access permit to Weld County
Road 44 described in Subsection 4(B) above, shall occur subsequent to Closing 1,but in no event
later than ten(10) business days after the issuance of a Certificate of Occupancy to County by the
Weld County Planning and Building Department for the replacement grader shed that is to be
constructed on Property 1. County shall have the Certificate of Occupancy issued for the
replacement grader shed within one year of Closing 1 occurring. Should the Certificate of
Occupancy not be issued within one year of Closing 1 occurring,Closing 2 shall occur and County
shall be permitted to continue to occupy Property 2 for a maximum of three additional months
("Continued Occupancy") for the purpose of continuing grader shed operations.
Any Continued Occupancy of Property 2 by County subsequent to Closing 2 shall be non-
exclusive and County shall maintain grader shed operations to allow Thompson to fully
utilize the access discussed in Section 4(B) of this Agreement and to make any
improvements to the access including but not limited to the installation of a sign.
Thompson shall ensure that ingress and egress for County grader operations is available at
all times.
C. Title Deadline See Section 13 10 days after mutual
execution of contract
D. Title Objection Deadline See Section 14(A) 21 days after mutual
execution of contract
E. Off Record Matters Deadline See Section 14(B) 14 days after mutual
execution of contract
F. Off Record Matters Objection See Section 14(B) 21 days after mutual
Deadline execution of contract
G. Property Disclosure Deadline See Section 15(A) 14 days after mutual
execution of contract
H. Inspection Objection Deadline See Section 15(B) 45 days after mutual
execution of contract
I. Resolution Deadline See Section 15(C) 50 days after mutual
execution of contract
J. Property Insurance Objection See Section 15(D) 21 days after mutual
Deadline execution of contract
12. CONTINGENCIES PRIOR TO CLOSING 1. In addition to any other terms and conditions
set forth in this Agreement, Closing 1 is contingent upon each and every one of following
conditions occurring prior to Closing 1:
-6-
A. Thompson satisfactorily completing all conditions of approval contained in Weld County
case MINF12-0001 and recording a fmal plat.
B. County finding, in its sole subjective discretion, that Property 1 is appropriate for the
construction of a replacement grader shed based upon soil testing and any other evaluation
of the physical condition of Property I deemed necessary by County.
C. Thompson, in conjunction with the Central Weld County Water District, developing
domestic water service adjacent to Property 1 in Weld County Road 33 to allow for a water
tap to be purchased by County to support the construction, and the County's future use, of
the replacement grader shed on Property 1.
D. Thompson, in conjunction with the appropriate natural gas and electricity suppliers for the
area including Property 1,developing natural gas and electrical service adjacent to Property
1, so that appropriate taps or connections therefor can be purchased by County for the
natural gas and electrical service construction and future use needs of the replacement
grader shed. Any and all capital investment fees required to develop such natural gas and
electric service shall be the responsibility of Thompson.
If any one or more of the preceding listed contingencies are not satisfied prior to Closing 1,
then upon County giving written notice thereof to Thompson, this Agreement shall terminate,
unless County,within such notice, either: (1)waives any such contingency or contingencies or
(2) gives Thompson a stated amount of additional time in which to satisfy any such
contingency or contingencies.
13. EVIDENCE OF TITLE. On or before the Title Deadline, each Transferor agrees, at such
Transferor's expense, to cause to be furnished to the respective Transferee, a current
commitment for an Owner's Title Insurance Policy (hereinafter "Title Commitment") in an
amount equal to the land value set forth in Section 5 for such property. Each such Title
Commitment shall set forth all matters of record necessary to permit a determination by the
respective proposed Transferee of whether title is merchantable or satisfactory to said
respective Transferee.At each respective Transferor's expense, each Transferor shall cause the
Owner's Title Insurance Policy to be issued and delivered to the respective Transferee as soon
as practicable after Closing 1 and Closing 2 respectively. Each Owner's Title Insurance Policy
shall contain an Owner's Extended Coverage Endorsement deleting the four (4) "Standard
Exceptions"and the"Gap Period Exception"from the Policy.Any additional expense incurred
in order to obtain this additional coverage shall be paid by the respective Transferor.
On or before the respective Title Deadline for each property, each Transferor, at its sole
expense, shall furnish to each Transferee, dbeckmana,co.weld.co.us, and
jolmapharrislaw.com: (1) a copy of any plats, declarations, covenants, conditions, and
restrictions burdening each Transferor's respective property, of which the respective
Transferor is aware and regardless of whether such documents have been recorded; and (2)
copies of any documents, or if illegible, summaries of such documents, listed in the Schedule
B-Section 2 Exceptions attached to the Title Commitment and which have been recorded with
-7-
the office of the Weld County Clerk and Recorder. Each respective Title Commitment,
together with any copies or summaries of such documents furnished pursuant to this Section,
constitutes the Title Documents for the respective closing involved therewith.
14. TITLE, OFF RECORD MATTERS.
A. Title Review. Each respective Transferee shall have the right to inspect the Title
Documents regarding the property to which the Transferee is to receive title. Written notice
by a Transferee of unmerchantability of title, form, or content of Title Commitment or of
any other unsatisfactory title condition shown by the Title Documents, notwithstanding
Section 19 concerning Transfer of Title, shall be signed by or on behalf of such Transferee
and given to Transferor of said property on or before the respective Title Objection
Deadline for said property. If a Transferor does not receive a Transferee's notice by the
Title Objection Deadline, then said Transferee shall be deemed to have accepted the
conditions of title disclosed by the Title Documents as satisfactory to said Transferee.
Between the period from the close of the Title Objection Deadline and prior to Closing 2,
County shall have an ongoing obligation to disclose additional or changed Title Documents
of which it becomes aware.
B. Matters Not Shown by Public Records. Each respective Transferor shall deliver to each
respective Transferee, on or before the Off Record Matters Deadline, true copies of all
leases and surveys in such Transferor's possession pertaining to the respective property to
be transferred to such Transferee and shall disclose to such Transferee all easements, liens
(including,without limitation, governmental improvements approved but not yet installed)
or other title matters (including, without limitation, rights of first refusal and options) not
shown by the public records of which such Transferor has actual knowledge. Each
Transferee shall have the right to inspect the respective property, the title to which is to be
transferred to such Transferee, to determine if any third party has any right in the subject
property not shown by the public records (such as an unrecorded easement, unrecorded
lease, or boundary line discrepancy). Written notice of any unsatisfactory condition
disclosed by a Transferor or revealed by such inspection, notwithstanding Section 19
concerning Transfer of Title, shall be signed by or on behalf of a Transferee and given to
the Transferor thereof on or before the Off-Record Matters Objection Deadline. If a
Transferor does not receive a Transferee's notice of any unsatisfactory condition by said
date, such Transferee accepts title to the respective property to be transferred to such
Transferee, subject to such rights, if any, of third parties of which such Transferee has
actual knowledge.
Between the period from the close of the Off-Record Matters Objection Deadline and prior
to Closing 2, County shall have an ongoing obligation to disclose additional documents
related to matters not shown by public records as discussed in this Subsection B, of which
it becomes aware.
C. Right to Object,Cure. Transferee's right to object to the status of title to the property which
title is to be transferred to the Transferee shall include,but not be limited to, those matters
-8-
listed in Section 19 concerning Transfer of Title. If a Transferor receives notice of
unmerchantibility of title or any other unsatisfactory title condition or commitment terms
as provided in Subsections A and B immediately above,the Transferor shall use reasonable
efforts to correct said items and bear any nominal expense to correct the same prior to the
proposed closing on said property. If such unsatisfactory title condition is not corrected to
the Transferee's satisfaction, in the Transferee's sole subjective discretion, on or before
Closing 1, this Agreement shall then terminate; provided, however, a Transferee may, by
written notice received by the Transferor on or before Closing 1, waive objection to such
items.
Subsequent to Closing 1 and through Closing 2, County shall not encumber or otherwise
impair the title to Property 2 in any manner which shall affect merchantability of title nor
allow third parties of which County is aware to encumber or otherwise impair the title to
encumber Property 2 in any manner which shall affect merchantability of title.
15. PROPERTY DISCLOSURE, INSPECTION, AND INSURABILITY; TRANSFEREE
DISCLOSURE.
A. Property Disclosure. On or before the respective Property Disclosure Deadline,each party
agrees to provide the other party with a written disclosure of adverse matters regarding the
respective property completed by such party to the best of that party's current actual
knowledge and information, without having made any independent investigation
concerning such matters.
Between the period from the close of the Property Disclosure Deadline and prior to Closing
2, County shall have an ongoing obligation to disclose additional adverse matters of which
it becomes aware.
B. Inspection Objection Deadline. Each party shall have the right to have inspections of the
physical condition of the respective property and inclusions such party is proposed to
acquire, at that party's own expense, except that, prior to the execution of this Agreement,
County has provided Thompson with a Phase I Environmental Site Assessment for
Property 2 (the "Phase 1") at County's expense and County's choice of contractor. If the
physical condition of the respective property or inclusions is unsatisfactory in a
Transferee's sole subjective discretion, such Transferee shall, on or before the Inspection
Objection Deadline, give the respective Transferor notice in writing that this Agreement is
terminated, or provide such Transferor with a written description of any unsatisfactory
physical conditions which such Transferee requires such Transferor to correct(hereinafter
a "Notice to Correct"). If written Notice to Correct is not received by a Transferor on or
before the respective Inspection Objection Deadline for the property involved,the physical
condition of the respective property and any inclusions shall be deemed to be satisfactory
to such Transferee.
A Transferee is responsible for payment for all inspections, surveys, engineering reports,
or for any other work performed at the Transferee's request and shall pay for any damage
which occurs to the property and inclusions related thereto as a result of such activities. A
9
Transferee shall not permit claims or liens of any kind against the property for inspections,
surveys, engineering reports, and/or for any other work performed on the property at such
Transferee's request.
C. Resolution Deadline. If a Notice to Correct is received by a Transferor, and if both parties
have not agreed in writing to a settlement thereof on or before the respective Resolution
Deadline, this Agreement shall terminate one (1) business day following the respective
Resolution Deadline, unless before such termination, such Transferor receives such
Transferee's written withdrawal of the Notice to Correct.
D. Insurability. This Agreement is conditioned upon each Transferee's satisfaction, in each
Transferee's sole subjective discretion, with the availability, terms, conditions, and
premium for property insurance for the property the Transferee is proposed to receive title
to. This Agreement shall terminate upon a Transferor's receipt, on or before the respective
Property Insurance Objection Deadline of a Transferee's written notice that such insurance
was not satisfactory to such Transferee. If said notice is not timely received, such
Transferee shall have waived any right to terminate this Agreement under this Subsection.
E. Transferee Disclosure. Each party represents to the other party that the party does not need
to sell or transfer and close upon the sale of a property in order to be able complete this
transaction.
16. CLOSING 1. Delivery of the Property 1 deed and the cashier's check or wire transfer funds
for$181,000.00 for the County's construction of the replacement grader shed from Thompson
to County shall be at Closing 1. Closing 1 shall be on the date specified in Section 11(A)above
or by mutual agreement at an earlier date. The hour and location of closing shall be determined
by mutual agreement of the parties.
17. CLOSING 2. Delivery of the Property 2 deed shall be at Closing 2. In addition, at Closing 2,
County agrees to grant Thompson one industrial access point onto Weld County Road 44 from
Property 2. Closing 2 shall be on the date specified in Section 11(B) above or by mutual
agreement at an earlier date. The hour and location of closing shall be determined by mutual
agreement of the parties.
18. POSSESSION. Immediate possession of the respective properties shall be granted upon the
successful transfer of title to the properties at Closing 1 and Closing 2 respectively.
19. TRANSFER OF TITLE. Subject to tender or payment at Closing 1 and Closing 2 respectively
and as required herein and compliance by the acquiring party with the other teams and
provisions hereof, Thompson shall execute and deliver a good and sufficient General Warranty
Deed to County at Closing 1, and County shall execute and deliver a good and sufficient
General Warranty Deed to Thompson at Closing 2, conveying the respective properties free
and clear of all taxes except the general taxes for the year in which Closing 1 and Closing 2
respectively occur.Except as provided herein,title shall be conveyed free and clear of all liens,
including any governmental liens for special improvements installed as of the date of the
parties' signatures hereon, whether assessed or not. Title shall be conveyed subject to:
-10-
A. Those specific Exceptions which shall be listed and described by the individual recordation
information (book and page or reception number) of the recorded documents as reflected
in the Title Documents accepted by a Transferee in accordance with Section 14(A) above
concerning Title Review;
B. Distribution utility easements, including cable TV;
C. Those specifically described rights of third parties not shown by the public records of
which a Transferee has actual knowledge and which were accepted by a Transferee in
accordance with Section 14(A) above concerning Title Review, and Section 14(B) above
concerning Off Record Matters;
D. Inclusion of the respective property within any special taxing district; and
E. Any documents of record against the respective property.
20. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid shall be paid at or
before Closing 1 and Closing 2 respectively.
21. CLOSING COSTS, DOCUMENTS, AND SERVICES. The parties shall pay their respective
closing costs and all other items required to be paid at Closing 1 and Closing 2 respectively,
except that fees for real estate closing services shall be divided equally among the two parties
and paid at Closing 1 and Closing 2 respectively. The parties shall sign and complete all
customary or reasonably required documents at or before Closing 1 and Closing 2 respectively.
22. PRORATIONS. The following shall be prorated for Property 1 and Property 2 to Closing 1
and Closing 2 respectively and shall be final:
A. Personal property taxes, if any, and general real estate taxes for the year of Closing,based
on the most recent Mill Levy and most recent assessment; and
B. Water, sewer, natural gas,propane, and electric charges.
23. INSURANCE; CONDITION OF OR DAMAGE TO PROPERTY AND INCLUSIONS.
Except as otherwise provided in this Agreement, each property shall be delivered in the
condition existing as of the date of this Agreement, ordinary wear and tear excepted.
A. Casualty; Insurance. In the event either or both Property 1 or Property 2 shall be damaged
by fire or other casualty prior to Closing 1 or Closing 2 respectively the respective
Transferor shall repair the same before the respective closing date, or the respective
Transferee shall be entitled to a credit, at Closing 1 or Closing 2 respectively, for all the
insurance proceeds resulting from such damage to the respective property payable to the
respective Transferor, plus the amount of any deductible provided for in such insurance
policy;provided,however,that such credit shall not exceed the total value of such property
and inclusions as set forth in this Agreement in Section 5.
-11-
B. Damage; Services. Should any services (including systems and components of the
respectiveproperty, plumbing, etc.) fail or be damaged between the date of
P e.g. heating, p g, g
this Agreement and Closing 1 or Closing 2 respectively, or possession of the respective
property, whichever shall be earlier, then the respective Transferor shall be liable for the
repair or replacement of such services with a unit of similar size, age, and quality, or an
equivalent credit, less any insurance proceeds received by the respective Transferee
covering such repair or replacement.
C. Walk Through Verification of Condition. Each Transferee, upon reasonable notice to the
respective Transferor, shall have the right to walk through the respective property prior to
Closing to verify that the physical condition of the property complies with this Agreement.
24. TIME OF ESSENCE, DEFAULT, AND REMEDIES. Time is of the essence hereof. If any
obligation hereunder is not performed or waived as herein provided, there shall be the
following remedies:
A. Default Remedies. The party who is not in default ("Non-Defaulting Party") may elect to
treat this Agreement as cancelled, in which case all payments and things of value received
hereunder shall be forfeited and retained on behalf of the Non-Defaulting Party, and the
Non-Defaulting Party may recover such damages as may be proper, or the Non-Defaulting
Party may elect to treat this Agreement as being in full force and effect and the Non-
Defaulting Party shall have the right to specific performance or damages, or both.
B. Specific Performance. In the event of a default or a threatened default of this Agreement,
any non-defaulting party to this Agreement may maintain an action for specific performance
and temporary and peuuanent injunctive relief against the party or parties to this Agreement
who are alleged to have defaulted or threaten to default under any of the teens, conditions,
representations, warranties, promises, or agreements herein contained (without necessity of
posting or filing a bond or any other security). It is agreed that such a default or threatened
default will cause the aggrieved party to suffer immediate and irreparable damage,for which
monetary relief may be inadequate or impossible to ascertain, and the aggrieved party will
not have an adequate remedy at law. It is further agreed that no objection to the form of
action in any proceeding for specific performance of this Agreement and temporary and
permanent injunctive relief shall be raised by any party hereto so that such specific
performance of this Agreement and temporary and permanent injunctive relief may not be
obtained by the aggrieved party. Anything contained in this Agreement to the contrary
notwithstanding, this Section shall not be construed to limit in any manner whatsoever any
other rights and remedies an aggrieved party may have by virtue of any default under this
Agreement.
C. Costs And Expenses. Anything to the contrary herein notwithstanding, in the event of any
arbitration or litigation arising out of this Agreement, the arbitrator or court shall award to
the substantially prevailing party all reasonable costs and expenses of arbitration or
litigation, including, but not limited to, all reasonable attorneys' fees and costs incurred in
appeals,bankruptcy actions, and collecting upon a judgment(including,but not limited to,
-12-
court costs; deposition and other discovery expenses; expert witness fees;witness fees; and
such other related expenses).
25. TERMINATION. In the event this Agreement is terminated, all payments and things of value
received hereunder shall be returned and the parties shall be relieved of all obligations
hereunder, subject to the teens of Subsection 15(B) Inspection Objection Deadline; Section 21
Closing Costs, Documents, and Services; and Section 22 Prorations.
26. ENTIRE AGREEMENT, MODIFICATION, SURVIVAL. This Agreement constitutes the
entire agreement between the parties relating to the subject hereof, and any prior agreements
pertaining thereto, whether oral or written, have been merged and integrated into this
Agreement. No subsequent modification of any of the terms of this Agreement shall be valid,
binding upon the parties, and enforceable, unless made in writing and signed by the parties.
Any obligation in this Agreement that, by its terms, is intended to be performed after
termination or Closing shall survive the same.
27. NOTICES, DELIVERY, AND CHOICE OF LAW.
A. Notices. Any notice required or permitted to be given under this Agreement shall be in
writing and shall be deemed given and received either: (a) upon personal delivery; (b) by
email upon electronically-confirmed delivery thereof;(c)on the first(1st)business day after
receipted delivery to a courier service that guarantees next-business-day delivery, under
circumstances where such guaranty is applicable; or(d) on the third(3`d)business day after
mailing via United States Certified Mail, Return Receipt Requested, proper postage fully
prepaid,addressed to the party at the addresses listed in Subsection(C)immediately below
or at such other addresses as either of the parties may subsequently designate to the other
party by written notice in accordance with the terms and conditions of this Subsection(A).
B. Choice of Law. This Agreement and all disputes arising hereunder shall be governed by
and construed in accordance with the laws of the State of Colorado that would be applicable
to Colorado residents who sign a contract in this state for property located in Colorado.
C. Addresses of Parties. The initial notice addresses of the parties shall be as follows:
Thompson:
Big Thompson Investment Holdings, LLC
Attn: Mark S. Goldstein, Manager
P.O. Box 273180
Fort Collins, Colorado 80527
Email: markgoldstein@goldsteinenterprisesinc.com
With a copy to:
March, Olive &Pharris, LLC
Attn: John W. Pharris, Esq.
-13-
110 E. Oak Street, Suite 200
Fort Collins, CO 80524
Email:john@pharrislaw.com
County:
Weld County Board of Commissioners
do Monica Daniels-Mika, Clerk to the Board
1150 O Street
P.O. Box 758
Greeley, CO 80632
Email: gesick@co.weld.co.us
With a copy to:
Weld County Attorney
c/o Brad Yatabe, Assistant County Attorney
1150 "O" St
Greeley, CO 80631
Email: byatabe@co.weld.co.us
28. COUNTERPARTS AND SIGNATURES. A copy of this document may be executed by each
party, separately, and when each party has executed a copy thereof, such copies taken together
shall be deemed to be a full and complete agreement between the parties. Facsimile, e-mail,
and Internet signatures on this Agreement or a counterpart hereof shall be deemed as legal and
binding as an original signature with regard to this Agreement, including, but not limited to,
any written notices,addenda,amendments,or modifications to this Agreement.Within ten(10)
calendar days after the effective date of this Agreement, each party shall provide the other
party with the originals of all facsimile, e-mail, and Internet signatures on this Agreement or
any counterpart of this Agreement.
29. SEVERABILITY. If any provision of this Agreement or portion thereof shall be found by any
court having competent jurisdiction over this Agreement and the parties hereto to be invalid,
unlawful, or unenforceable, this Agreement shall nevertheless remain effective, but shall be
considered amended to the extent considered by said court to be necessary to render said
provision or portion hereof valid, lawful and enforceable, and shall be fully enforceable as so
amended. The parties do hereby expressly authorize any court of competent jurisdiction to
modify any such provision or portion thereof in order that any such provision or portion thereof
may be enforced by such court to the fullest extent permitted by applicable law.
30. NO THIRD PARTY BENEFICIARY ENFORCEMENT. It is expressly understood and
agreed that the enforcement of the terms and conditions of this Agreement, and all rights of
action relating to such enforcement, shall be strictly reserved to the undersigned parties and
nothing in this Agreement shall give or allow any claim or right of action whatsoever by any
other person not included in this Agreement. It is the express intention of the undersigned
-14-
parties that any entity other than the undersigned parties receiving services or benefits under
this Agreement shall be an incidental beneficiary only.
31. GOVERNMENTAL IMMUNITY. Thompson acknowledges that County is a governmental
entity that has limited liability in certain situations. No term or condition of this Agreement
shall be construed or interpreted as a waiver, express or implied, of any of the immunities,
rights, benefits, protections or other provisions of the Colorado Governmental Immunity Act
§§24-10-101 et seq., C.R.S., as applicable now or hereafter amended.
32. IMPORTANCE OF ADVISEMENT BY LEGAL,TAX,OR OTHER COUNSEL. By signing
this document, the parties acknowledge that this document has important legal consequences
and understand the importance of having legal, tax, or other counsel examine this Agreement
before signing this Agreement. The parties further acknowledge the importance of having
legal, tax, or other counsel examine all documents referred to herein throughout the
performance of this Agreement.
33. WAIVER. In no event shall either party to this Agreement be deemed to have waived any
provision of this Agreement, unless such waiver is acknowledged in a written agreement
executed by both parties hereto, and then only to the extent specifically and expressly set forth
in said written agreement. No waiver by either party hereto of any provision as applied in one
context shall be construed as a waiver of any other provision of this Agreement or of the same
provision as applied to other contexts.
34.NEGOTIATION AND DRAFTING OF AGREEMENT. This Agreement has been negotiated
at arms-length with neither Seller nor Buyer acting under any threat, coercion, or duress. The
parties hereto jointly participated in the negotiation and drafting of this Agreement. The
language used in this Agreement shall be deemed to be the language chosen by the parties
hereto to express their collective mutual intent. This Agreement shall be construed as if drafted
jointly by the parties hereto,and no rule of strict construction shall be applied against any party
to the Agreement.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day
and year first written above:
Thompson:
Big Thompson Investment Holdings, LLC,
a Colorado limited liability co any
By: g, AC-0 6%2
Mark S. Goldstein, ag
County:
-15-
Weld County, a Body Politic and Corporate of the State of Colorado
By:
Douglas Rademac er, Chairman of the Weld County Board of Commissioners
JAN 2Q14
-16-
/Y 0/9V
EXHIBIT"A"
PROPERTY ONE PAGE 1 OF 2
LEGAL DESCRIPTION:
A PARCEL OF LAND LYING IN LOT B OF RE-4914 BEING PART OF THE WEST 112 OF
SECTION 23,TOWNSI IIP 4 NORTH,RANGE 66 WEST,OF THE 6TH.P.M.,COUNTY OF
WELD,STATE OF COLORADO BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS;
BASIS OF BEARING:CONSIDERING THE WEST LINE OF THE NORTHWEST 1/4 OF
SECTION 23,TOWNSHIP 4 NORTH,RANGE 66 WEST,OF THE 6TH.P.M.,TO BEAR
NORTH 00°08'03"EAST AND WITH ALL OTHER BEARINGS CONTAINED HEREIN RELATIVE
THERETO;
COMMENCING AT THE WEST ONE-QUARTER CORNER OF SECTION 23,TOWNSHIP 4
NORTH,RANGE 86 WEST SAID POINT BEING THE POINT OF BEGINNING;
THENCE ALONG THE WEST LINE OF THE NORTHWEST 1/4 OF SAID SECTION 23,
N 00°06'03"E FOR A DISTANCE OF 184.43 FEET;
THENCE DEPARTING SAID WEST LINE N 90°00'00"E FOR A DISTANCE OF 602.09 FEET;
THENCE S 00°00'00"E FOR A DISTANCE OF 163.39 FEET TO A POINT ON THE SOUTH
LINE OF SAID NORTHWEST 114;
THENCE CONTINUING S 00°00'00"E FOR A DISTANCE OF 176.61 FEET TOA POINT ON
THE SOUTH LINE OF LOT B OF RE-4914;
THENCE ALONG SAID SOUTH LINE S 80°84'08"W FOR A DISTANCE OF 502.15 FEET TO A
POINT ON'THE WEST LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 23;
THENCE ALONG SAID WEST LINE N 00°06'02"W FOR A DISTANCE OF 185,19 FEET TO
THE POINT OF BEGINNING.
CONTAINING A CALCULATED AREA OF 3,98 ACRES.
SUBJECT TO COUNTY ROAD RIGHT-OF-WAY.
r
o w
co 0 . -learnt MEM II
i ml
48 . gto
g °I
p4
es mg
b.
i--1
1Vi WWW3
�f � � PPP o
(�xi o
p V' �D Ur M o o by p
tp� � l-7 Ni zPPPo $ a
W c7 W W z m a 00
z o vi z yoao
ZN D T hi
gill ro
'z w ®®®
o z mm
FZ.- OWN � 1 o Zo �mh � `I'
a X O N a s t=--g
ZZQal N J WZKlo K1
V0. j� zi rc7 z Ua ZQ •NN
F3Oo ,� J D2RW06 I
1u-{. bra CI a
N� Z t 1 t.1 q A 0.4 I U 0 N� IQ Z(a C.f
to too N 111
ral
co
W. OyN r �/y1 t/.j 6M O �,a N I�NY(9 p0p to 11.N 7N7n� Za N Biqin
m�1-p.[Uy
06 R NF07bo
Z� Z C7 O' ND. N W O 1 ��NC
`- n: o i1 �a1rtW
m ca L4 _ 1 _ viiV; al '
co 03
CU RI
^ N nf za NN
j{ a'" 3NI1 N011035 30 3015 1913 rj
52< AVM-AO-MOWONIISIX3 ,0C s
ado B6 'ON OV0a AMMO u,^
8a.
Lc' mm
aM
ZW 11
N•
(a3 IMRm
ilim
EXHIBIT"B"
PROPERTY TWO
LEGAL DESCRIPTION
Lot "A" of Recorded Exemption No. 1057-23-2-PE 1177 recorded July
18, 1989, in Book 1238 as Reception No. 2185517, being a part of
the following described property:
Lot "1" of Recorded Exemption No. 1057-23-2--PE 600 recorded June
9, 1983, in Book 999 as Reception No. 1929764, being more
particularly described as follows:
A parcel of land located in the Northwest Quarter of Section 23,
Township 4 North, Range 66 West of the 6th P.M. , Weld County,
Colorado, being more particularly described as follows!
BEGINNING at the Northeast Corner of said Northwest Quarter and
considering the North Line as bearing South 90°00'00" West with
all other bearings contained herein relative thereto;
thence South 90°00'00" West, along said North line 204 feet to the
TRUE POINT OF BEGINNING;
thence South 00°00'21" East, 149.53 feet; •
thence South 80°52'45" West, 487.29 feet; 1•
thence South 84°17'47" West, 284.34 feet;
thence South 87°15'49" West, 288.51 feet;
thence South 70°45'51" West, 492.34 feet to a point on the East
right-of--way line of the Union Pacific Railroad;
thence North 41°08'20" West, along said right-of-way, 572.30 feet
to a point on the said North line;
thence North 90°00'00" East, 1140.59 feet, along said North line
to the TRUE POINT O ' BEGINNING.
EXHIBIT C
RESOLUTION
RE: APPROVE SITE SPECIFIC DEVELOPMENT PLAN AND MINOR SUBDIVISION FINAL
PLAN, MINF12-0001, FOR A NINE (9) LOT MINOR SUBDIVISION IN THE 1-3
(INDUSTRIAL)ZONE DISTRICT- BIG THOMPSON INVESTMENT HOLDINGS, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board of County Commissioners held a public hearing on the 31st day
of October, 2012, at the hour of 10:00 a.m., in the Chambers of the Board for the purpose of
hearing the application of Big Thompson Investment Holdings, LLC, 1205 W. Elizabeth Street,
P.O. Box 134, Ft. Collins, Colorado 80521, for a Site Specific Development Plan and Minor
Subdivision Final Plan, MINF12-0001, for a nine (9) Lot Minor Subdivision in the 1-3 (Industrial)
Zone District on the following described real estate,to-wit:
Lot B of Recorded Exemption, RECX12-0056;
being part of W112 of Section 23, Township 4
North, Range 66 West of the 6th P.M., Weld
County, Colorado
WHEREAS, the applicant was represented by Tim Naylor and Tom Haren,
AGPROfessionals, LLC, 4350 Highway 66, Longmont, Colorado 80504, and
WHEREAS, Section 24-3-50 of the Weld County Code provides standards for review of
said Minor Subdivision Final Plan, and
WHEREAS, the Board of County Commissioners heard all of the testimony and
statements of those present, studied the request of the applicant and the recommendations of
the Weld County Planning Commission and all of the exhibits and evidence presented in this
matter and, having been fully informed,finds that this request shall be approved for the following
reasons:
1. The submitted materials are in compliance with the application requirements of
Section 24-3-50 of the Weld County Code.
2. It is the opinion of the Board of County Commissioners that the applicant has
shown compliance with Section 24-3-60 of the Weld County Code, including
specifically:
A. Section 24-3-60.0—The applicant has the burden of proof to show the
standards of Paragraphs 1 through 15 below are met.
1) Section 24-3-60.O: Compliance with Chapter 24, Chapter 22 of
the Weld County Code, the zone district in which the proposed
use is located, and any adopted intergovernmental agreements or
master plans of affected municipalities. This property is located in
an 1-3 Industrial Zone District, which was approved under
•
COZ11-0001. It is not located in the adopted master plans of the
Towns of LaSalle or Gitcrest. The proposed subdivision is also
CC '. CA tVL 1 UAJ L 1-1 AM2b12�3002
PL2147
I !
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 2
located outside the IGA boundaries between Weld County and the
Towns of Gilcrest and LaSalle. The 1-3 zoning also allows I-1 and
1-2 Industrial uses. Both towns were notified of the proposed
subdivision and did not respond to the referral. •
2) Section 24-3-60.O.2: Provisions have been made to preserve
prime agricultural land. The applicant has made provisions to
conserve prime agricultural land by keeping the agricultural uses
on-going while the subdivision builds-out. The owner intends to
keep the existing well that is permitted for irrigation and the
Western Mutual Ditch that runs parallel on the west for most of the
property will remain agricultural. Once the subdivision is built-out,
the agricultural uses will go away. COZ11-0001 effectively
authorized the agricultural uses to fade out when the property's
zoning was changed from Agricultural to Industrial.
3) Section 24-3-60.O.3: Provisions have been made for a public
water supply that is sufficient in terms of quantity, dependability
and quality to provide water for the minor subdivision, including
fire protection. The applicant has evidence that the proposed
subdivision can be served by a public water supply. The applicant
has a will-serve and commitment letter from the Central Weld
County Water District (CWCWD) and will purchase taps on an as-
needed basis. The applicant will also be burdened with the cost to
extend the water lines into the subdivision.
4) Section 24-3-60.O.4: That, if a public sewage disposal system is
proposed, provision has been made for the system and, if other
methods of sewage disposal are proposed, evidence that such
systems will comply with state and local laws and regulations,
which are in effect at the time of submission of the minor
subdivision. There is no public sewer available to the proposed
subdivision. The applicant is authorized by Code to apply for
Individual Sewage Disposal Systems (I.S.D.S.) on each lot. The
Weld County Department of Public Health and Environment has
reviewed this request and finds it acceptable.
5) Section 24-3-60.O.5: Ail areas of the minor subdivision, which
may involve soil or topographical conditions presenting hazards or
requiring special precautions, have been identified by the
subdivider and that the proposed uses of these areas are
compatible with such conditions. The applicant has submitted a
Soils and Geologic Hazard Report, which was reviewed by the
State of Colorado, Division of Mining and Geology. The State did
not find any evidence of unique, unusual or suspect conditions
that would prohibit or severely limit development.
6) Section 24-3-60.O.6: Streets within the minor subdivision are
adequate in functional classification, width and structural capacity
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001) -BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 3
to meet the traffic requirements of the minor subdivision.
Standards are established in Chapter 24, Appendix 24-E. The
proposed streets within the development meet the minimum
County requirements. The Department of Public Works has
reviewed the application and has deferred most of the comments
when the applicant proposes to develop the lots within the
subdivision,thereby triggering a site plan.
7) Section 24-3-60.07: Off-site street or highway facilities providing
access to the proposed minor subdivision are adequate in
functional classification, width and structural capacity to meet the
traffic requirements of the minor subdivision. The subdivision
proposes to access County Road (CR) 44 and CR 33. The
applicant has been working diligently with the Department of
Public Works to access CR 44. Current access exists at CR 33.
The Colorado Department of Transportation received the traffic
study and indicated that the initial phase of the development will
not require any improvements. Future uses and phases will be
evaluated and the applicant understands that there may be costs
associated with off-site improvements. CR 44 is designated as an
arterial and CR 33 is designated as a local gravel road.
8) Section 24-3-60.O.8: The construction, maintenance, snow
removal and other matters pertaining to, or affecting the road and
rights-of-way for, the minor subdivision are the sole responsibility
of the landowners within the minor subdivision. The applicant will
form a Homeowner's Association that will be responsible for the
on-going maintenance of the subdivision. The final association
documents will be a condition prior to recoding the plat and will be
filed and recorded with the County.
9) Section 24-3-60.O.9: The Hickman Subdivision is not part of, or
contiguous with, another subdivision or an unincorporated
townsite. The nearest subdivision is located at the northwest
corner of U.S. Highway 65 and CR 44, known as the
Hunt/Wiedeman Subdivision.This is not contiguous with Hickman.
10) Section 24-3-60.O.10: There will be no on-street parking permitted
within the minor subdivision.All parking will be located off-site and
incorporated into any site plan. This will be incorporated into the
subdivision's association documents.
11) Section 24-3-60.0.11: No additional access to a county, state or
federal highway will be created. No additional accesses are
proposed on U.S. Highway 85. In fact, the US 85 Access Control
Plan calls for CR 33 to be closed and realigned at some point in
the future. The County has agreed to allow the owner to access
CR 44 where an existing access is located and where the County
owns property.
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001) -BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 4
12) Section 24-3-60.O.12: All proposed lots in the subdivision will
ingress and egress onto an internal road network and the
proposed roads have adequate circulation.
13) Section 24-3-60.O.13: Facilities providing drainage and
stormwater management is adequate. The owner has provided an
area on an outlot, which specifically handles the subdivision's
drainage and stormwater runoff. The applicant submitted both a
preliminary and final drainage report, which will be finalized and
made Conditions of Approval prior to recording the plat. The
reports were prepared by a professional engineer.
14) Section 24-3-60.O.14: The maximum number of lots within the
minor subdivision will not exceed nine (9) lots. There are nine (9)
buildable lots and two (2)outlots. Both outlots will be encumbered.
The outlot located in the southeast corner of the subdivision will
be utilized for detention and stormwater runoff and is not
buildable. The outlot located in the southwest corner of the
subdivision will eventually be sold to the County for a new grader
shed. The Weld County Attorney's Office determined that a grader
shed can be located on an outlot within an approved subdivision.
15) Section 24-3-60.O.15: The minor subdivision will not cause an
unreasonable burden on the ability of local governments or
districts to provide fire and police protection or other services.The
proposed subdivision will not impede or cause an unreasonable
burden on local services such as police, fire and schools. All
emergency responders and the school district were sent referrals.
The Weld County Sherriff's Office and LaSalle/Gilcrest Fire
Protection District did not respond with any comments. Weld
County School District RE-1 submitted a letter of concern
regarding traffic impacts, based on the assumption of 5,000
vehicles.
16) Section 24-3-60.O.16: The subdivision will not have an undue
adverse effect on wildlife and its habitat, the preservation of
agricultural land and historical sites. The Colorado Division of
Parks and Wildlife was sent a referral and they did not respond
with any comments. There are no historical sites that are
•
registered with a local, state of federal agency on or near the
proposed subdivision. The applicant has made an effort to
•
conserve the existing agricultural land until such a time when the
subdivision is built-out or no longer conducive to sustaining
productive farmland. The property's zoning was changed from
Agricultural to i-3 (Industrial) in 2011, thereby eliminating the
agricultural uses.
2012-3002
P12147
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 5
B. Sec. 22-2-80. Industrial Development Goals and Policies.
1. I.Goal 1: Promote the location of industrial uses within
municipalities, County Urban Growth Boundary areas,
Intergovernmental Agreement Urban Growth areas, Growth
Management areas, as defined in municipalities' comprehensive
plans, the Regional Urbanization Areas, Urban Development
Nodes, along railroad infrastructure or where adequate services
are currently available or reasonably obtainable.
2. (.Policy 1.2: Encourage new industrial development with existing
industrial areas. The proposed subdivision is located in an urban
development node which is at the intersection of CR 44 and U.S.
Highway 85. There are several businesses in the area that have
commercial uses.
3. (.Policy 4.1: The new development should pay for the additional
costs associated with those services directly impacted by the new
industrial development. The applicant is bearing the costs
associated with the development of the industrial subdivision and
will be responsible for installing the infrastructure that is required
to sustain the development. The County is not subsidizing the
development.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the application of Big Thompson Investment Holdings, LLC, for a
Site Specific Development Plan and Minor Subdivision Final Plan, MINF12-0001, for a nine (9)
Lot Minor Subdivision in the I-3(Industrial)Zone District, on the hereinabove described parcel of
land be, and hereby is, granted subject to the following conditions:
1. Prior to Recording the Final Plat:
A. The applicant needs to enter into an Improvements and Road
Maintenance Agreement for the on-site and off-site work to be done. The
improvements will include triggers for on-site and off-site roadway
upgrades and auxiliary lanes. Collateral needs to be submitted to, and
accepted by, the Weld County Board of County Commissioners prior to
recording of the plat.
B. The applicant needs to submit a grading permit showing: proposed
grading, erosion control placement, typical details for all Best
Management Practices (BMPs) to be utilized, and a Construction
Stormwater Permit from the Colorado Department of Public Health and
Environment. The permit must be stamped by a registered professional
engineer licensed in the State of Colorado. Please note that the grading
permit will not be released until the applicant has signed the
improvements agreement, posted collateral, and submitted the Final plat
for recording.
2012-3002
PL2147
I _ ,
MINOR SUBDIVISION(MINF12-0001) -BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 6
C. The applicant shall submit a complete copy of the covenants for the
Hickman Commercial Association for review and approval by County
Staff.
D. The applicant shall submit, to the Department of Planning Services,
Certificates from the Secretary of Slate showing the Hickman Commercial
Association has been formed and registered with the State.
E. A Signing Plan is required as part of the final roadway plans. The Signing
Plan shall include street names, stop, yield, no outlet or other associated
subdivision signing. Written evidence of the Department of Public Works
approval shall be submitted to the Department of Planning Services.
F. The applicant shall submit three (3) additional sets of final roadway,
drainage, utility/construction plan drawings(stamped, signed, and dated)
to the Department of Public Works for Weld County Field Inspectors' use
during construction of the subdivision. Written evidence from the
Department of Public Works indicating the plans have been submitted
shall be given to the Department of Planning Services.
G. The applicant shall submit copies of finalized water agreements with the
Central Weld County Water District (CWCWD).
H. The applicant shall provide evidence that the owner has a Surface Use
Agreement (SUA) with any, and all, mineral interest owners to the
Department of Planning Services.
The applicant shall submit written evidence to the Department of Planning
that all of the concerns of the Department of Public Works have been
addressed.
J. The applicant shall submit a Final Drainage Report stamped, signed, and
dated by a professional engineer licensed in the State of Colorado for
review and approval by the Department of Public Works. The 5-year
storm and 100-year storm drainage studies shall take into consideration
off-site flows both entering and leaving the development. Increased
runoff due to development will require detention of the 100-year storm •
developed condition while releasing the 5-year storm existing condition.
Written evidence of acceptance of this report shall be submitted to the
Department of Planning Services,
K. As-Built Construction Plans, including survey data and plans of all
drainage facilities, all storm drain pipes, headwalls, inlets, swales,
detention pond outlet structures giving locations and elevations of key
features, shall be submitted in digital format to Weld County upon
completion and final acceptance by the County.
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001)- BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 7
2. The Plat shall be amended to include the following:
A. All sheets of the Final Plat shall be labeled MINF12-0001.
B. The Final Plat shall be in compliance with Section 24-3-50 of the Weld
County Code.
C. All utility easements shall be indicated on the plat as approved by the
Weld County Utility Advisory Board.
D. The Weld County Right to Farm Statement, as it appears in Section
22-2-20.J,2 of the Weld County Code, shall be placed on the plat and
recognized at all times.
E. CR 44 is an arterial road, which requires a 140-foot right-of-way at full
buiidout. There is presently a 60-foot right-of-way. This road is maintained
by Weld County. Pursuant to the definition of SETBACK in the Weld
County Code (Section 23-1-90), the required setback is measured from
the future right-of-way line.
F. CR 33 is a local gravel road and requires a 60-foot right-of-way at full
buildout. There is presently a 60-foot right-of-way.This road is maintained
by Weld County. Pursuant to the definition of SETBACK in the Weld
County Code (Section 23-1-90), the required setback is measured from
the future right-of-way line.
G. All interior roadways must be privately maintained by the subdivision
association. The County will not accept interior roadways for County
maintenance.
H. The Western Mutual Ditch Road must be appropriately labeled and
dimensioned, including setbacks. The Western Mutual Ditch road shall
not be utilized for subdivision use.
I. The plat shall delineate the 400-foot by 400-foot, and the 800-foot by
800-foot oil and gas drilling envelope locations, per state statute, if
applicable.
J. The applicant shall submit a digital file of all drawings associated with the
Final Plan application. Acceptable CAD formats are .dwg, .dxf, and .dgn
(Microstation); acceptable GIS formats are ArcView shapefiies or ArcGIS
Personal GeoDataBase (MDB). The preferred format for Images is .tif
(Group 4). (Group 6 is not acceptable). This digital file may be sent to
maps@co.weld.co.us.
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 8
3. The Final Plat is conditional upon the following and that each be placed on the
Final Plat as notes prior to recording:
A. The Final Plat is for nine (9) lots with 1-3 (Industrial) Zone Uses and
continuing Oil and Gas Production Uses along with two (2) outlots as
indicated in the application materials on file, and subject to, and governed
by, the Conditions of Approval stated hereon and all applicable Weld
County regulations.
B. Approval of this plan may create a vested property right pursuant to
Section 23-8-10 of the Weld County Code.
C. The Subdivision shall conform to the Design and Operational Standards,
as delineated in Sections 23-3-350 and 23-3-260 for I-1, I-2 and 1-3 Zone
Districts.
D. The outlot for drainage is non-buildable for structures or structures
providing habitable space.
E. Activities such as landscaping (i.e. planting of trees and shrubs) and
construction (i.e. auxiliary structures, dirt mounds, etc.) activities are
expressly prohibited in the designated absorption field site.
F. If land development creates more than a 25-acre contiguous disturbance,
or exceeds six(6) months in duration, the responsible party shall prepare
a Fugitive Dust Control Plan, submit an Air Pollution Emissions Notice,
and apply for a permit from the Colorado Department of Public Health and
Environment.
G. In accordance with the Regulations of the Colorado Air Quality Control
Commission, any development that disturbs more than five (5) acres of
land must incorporate all available and practical methods that are
technologically feasible and economically reasonable in order to minimize
dust emissions.
H. During development of the site, all land disturbances shall be conducted
so that nuisance conditions are not created. If dust emissions create
nuisance conditions, at the request of the Weld County Department of
Public Health and Environment, a Fugitive Dust Control Plan must be
submitted.
I. A Stormwater Discharge Permit may be required for a development/
redevelopment/construction site where a contiguous or non-contiguous
land disturbance is greater than, or equal to, one acre in area. Contact
the Water Quality Control Division of the Colorado Department of Public
Health and Environment, at www.cdphe_state.co.us/wq/PermitsUnit, for
more information.
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 9
J. This subdivision is in rural Weld County and is not served by a municipal
sanitary sewer system. Sewage disposal shall be by septic systems
designed in accordance with the regulations of the Colorado Department
of Public Health and Environment, Water Quality Control Division, and the
Weld County Code in effect at the time of construction, repair,
replacement,or modification of the system.
K.- Water service shall be obtained from the Central Weld County Water
District.
L. The Weld County Right to Farm Statement, as it appears in Section
22-2-20.J.2 of the Weld County Code, shall be placed on the plat and
recognized at all times.
M. A Commercial Owner's Association shall be established prior to the sale
of any lot. The Association is responsible for liability insurance,taxes and
maintenance of outlots, streets,private utilities, and other facilities.
N. Intersection sight distance triangles at development entrances will be
required. All landscaping within the triangles must be less than 3.5 feet in
height at maturity.
O. All signs, including entrance signs, shall require building permits. Signs
shall adhere to the approved Sign Plan.
P. Installation of utilities and requirements of the service providers shall
comply with Section 24-9-10 of the Weld County Code.
Q. No grading permits will he issued for this project without submission to,
and approval by, the Weld County Department of Public Works for
Erosion Control and Sediment Control Plans prepared, stamped, and
signed by a professional engineer licensed to practice in Colorado. The
applicant is notified that land disturbance on one portion of this site may
require construction of temporary or permanent erosion control and
sediment control BMPs on other portions of the site.
R. Building permits shall be obtained prior to grading or the construction of
any building or structure. Building permits are also required for signs and
structures, such as bus shelters, if provided.
S. A plan review is required for each building for which a building permit is
required. Plans shall include a floor plan. Building plans shall bear the
wet stamp of a Colorado registered architect or engineer. Two (2)
complete sets of plans are required when applying for each permit.
Building plans require a Code Analysis Data Sheet, provided by the
Department of Building Inspection. Residential building plans may be
required to bear the wet stamp of a Colorado registered architect or
engineer.
2012-3002
PL2147
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 10
•
T. Buildings shall conform to the requirements of the Codes adopted by
Weld County at the time of permit application. Currently, Weld County
has adopted the following: 2006 International Residential Code, 2006
International Building Code, 2006 International Mechanical Code, 2006
International Plumbing Code, 2006 International Fuel Gas Code, 2012
National Electrical Code,and Chapter 29 of the Weld County Code.
U. All structures in the subdivision will require an engineered foundation
based on a Site-Specific Geotechnical Report or an Open Hole Inspection
conducted by a Colorado registered professional engineer. Engineered
foundations shall be designed by a professional engineer registered in the
State of Colorado.
V. Fire resistance of walls and openings, construction requirements,
maximum building height, and allowable areas will be reviewed at the Site
Plan Review. Setback and offset distances shall be determined by the
Weld County Code.
W. Building height shall be measured in accordance with the 2006
International Building Code for the purpose of determining the maximum
building size and height for various uses and types of construction, and to
determine compliance with the Bulk requirements from Chapter 23 of the
Weld County Code. Building height shall be measured in accordance with
Chapter 23 of the Weld County Code to determine compliance with offset
and setback requirements. Offset and setback distances are measured
from the farthest projection from the building. Property lines shall be
clearly identified, and all property pins shall be staked prior to the first site
inspection.
X. The applicant shall supply evidence to the Department of Planning
Services that all requirements of the LaSalle/Gilcrest Fire Protection
District have been met.
Y. The site shall maintain compliance, at all times, with the requirements of
the Weld County Departments of Public Works, Public Health and
Environment, and Planning Services, and adopted Weld County Code
and policies.
Z. The operation shall comply with all applicable rules and regulations of
state and federal agencies and the Weld County Code.
AA. When a Site Plan Review (SPR) is received by the County far
development on any of the nine(9) lots located within the subdivision, the
applicant shall be required to notify all adjacent property owners within
500 feet of the subdivision.
AB. The Final Plan shall comply with all regulations and requirements of
Chapter 24 of the Weld County Code.
2012-3002
PL2147
� f
MINOR SUBDIVISION (MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 11
AC. The applicant shall comply with Section 24-3-70 of the Weld County
Code, as follows: If a final plat has not been recorded within one(1) year
of the date of the approval of the minor subdivision final plat or within a
date specified by the Board of County Commissioners, the Board may
require the landowner to appear before it and present evidence
substantiating that the minor subdivision final plat has not been
abandoned and that the applicant possesses the willingness and ability to
record the final plat. The Board of County Commissioners may extend the
date for recording the plat. If the Board determines that conditions
supporting the original approval of the final plat cannot be met, the Board
may, after a public hearing, revoke the minor subdivision final plat.
AD. Section 24-3-80 of the Weld County Code - Failure to commence minor
subdivision final plat. If no construction has begun or no use established
in the minor subdivision within three (3) years of the date of the approval
of the minor subdivision final plan, the Board of County Commissioners
may require the landowner to appear before it and present evidence
substantiating that the final plat has not been abandoned and that the
applicant possesses the willingness and ability to continue the minor
subdivision. The Board of County Commissioners may extend the date for
initiation of the minor subdivision construction and shall annually require
the applicant to demonstrate that the minor subdivision has not been
abandoned. If the Board of County Commissioners determines that
conditions supporting the original approval of the minor subdivision final
plat have changed, or that the landowner cannot implement the minor
subdivision final plat, the Board may, after a public hearing, revoke the
minor subdivision final plat and order the recorded minor subdivision
vacated.
AE. Section 24-3-90 of the Weld County Code - Failure to comply with minor
subdivision final plan. The Board of County Commissioners may serve
written notice upon such organization or upon the owners or residents of
the minor subdivision setting forth that the organization has failed to
comply with the minor subdivision final plat. Said notice shall include a
demand that such deficiencies of maintenance be cured within thirty (30)
days thereof. A hearing shall be held by the Board of County
Commissioners within fifteen (15) days of the issuance of such notice,
setting forth the item, date and place of the hearing. The Board of County
Commissioners may modify the terms of the original notice as to
deficiencies and may give an extension of time within which they shall be
rectified.
AF. No development activity shall commence, nor shall any building permits
be issued on the property, until the final plan has been approved and
recorded.
AG. The Final Plat Map shall be submitted to the Department of Planning
Services for recording within one hundred twenty (120) days of approval
by the Board of County Commissioners. With the Final plat map, the
2012-3002
PL2147
Ii
MINOR SUBDIVISION(MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 12
applicant shall submit a digital file of all drawings associated with the
Change of Zone application. Acceptable CAD formats are .dwg, .dxf, and
.dgn (Microstation); acceptable GIS formats are .shp (Shape Files),
ArcInfo Coverages and Arclnfo Export files format type is .e00. The
preferred format for Images is.tif(Group 4). (Group 6 is not acceptable),
AH. In accordance with the Weld County Code, should the plat not be
recorded within the required one hundred twenty(120)days from the date
of the Board of County Commissioners Resolution, a $50.00 recording
continuance charge may be added for each additional three (3) month
period.
4. Upon completion of Conditions of Approvals#1 through#3 above, the applicant
shall submit two (2)paper copies of the plat for preliminary approval to the Weld
County Department of Planning Services. Upon approval of the paper copies,the
applicant shall submit a Mylar plat, along with all other documentation required
as conditions of approval. The Mylar plat shall be recorded in the office of the
Weld County Clerk and Recorder by the Department of Planning Services. The
plat shall be prepared in accordance with the requirements of the Weld County
Code. The Mylar plat and additional requirements shall be submitted within one
hundred twenty(120) days from the date of the Board of County Commissioners
Resolution.The applicant shall be responsible for paying the recording fee.
5. Prior to the release of any building permits:
A. The applicant shall supply the required street signs and Stop signs at
appropriate locations.
B. Prior to the commencement of construction activities, Stormwater Erosion
Control and Sediment Control Best Management Practices shall be in
place in accordance with approved permits, plans, Weld County Code,
and Urban Drainage Standards. Silt fences shall be maintained on the
down gradient portion of the site during all phases of the site construction.
C. The applicant shall contact the LaSalle/Gilcrest Fire Protection District for
review and approval of all access roads. Evidence of Fire District
approval shall be submitted to the Department of Building Inspections
prior to construction on the site.
D. The applicant shall submit street construction plans for the utilities
showing the location of fire hydrants, the size of water mains and
available fire flows to the LaSalle/Gilcrest Fire Protection District for
review and approval. Evidence of Fire District approval shall be submitted
to the Department of Building Inspection prior to construction on the site.
E. Stop signs and street name signs, including address ranges, will be
required at all intersections. If standard street signs are not used, the sign
type must be submitted to LaSalle/Gilcrest Fire Protection for review.
2012-3002
PL2147
MINOR SUBDIVISION(MINF12-0001)-BIG THOMPSON INVESTMENT HOLDINGS, LLC
PAGE 13
F. The applicant shall submit an eight and one-half-inch by eleven-inch map
showing street configuration, street names, hydrant locations and
addresses of the lots to the LaSalle/Gilcrest Fire Protection District.
G. All properties shall have a legible address that is clearly visible from the
street fronting the property. The address numbers shall contrast with their
background.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 31st day of October,A.Q.,2012.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY,COLORADO
ATTEST: 0�'\11can P. C nway,Chair
Weld County Cle to the Bo eV'
t=` m -. Garcia, Pro
BY:
Deputy Cle k t the Board '4.4=k, � , lit L' ,ti
! . a ara Kirkmeyer
AP O DA
David E, Long
ounty Attorney
4 Dougla Rademach r
Date of signature: 1 1)'�)`
2012-3002
PL2147
Hello