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HomeMy WebLinkAbout6.1 St Finnbar Sewer Service Agreement11111111I1II IIIIII�IIIIII 11111111111111 :11 I1L 11I 530717 09/19/1999 11:291 91146 P196 N:111111 ALSDORF 1 of 46 R 230.00 D 0.00 GFiRFIEtO COUNTY CO SEWER SERVICE A REEMENT (St. Finnbar Pr party) THIS AGREEMENT (this "Agreement' day of August, 1999, by and between HOME OWNERS ASSOCIATION, INC., a Col (the "RANCH") and ST. FINNBAR LAND C corporation (the "Developer") (colle RECITALS A. The Ranch is the homeowner residential community known as "The located in the County of Garfield, S Property"). B. The Ranch owns and operate plant and related facilities appurte Systems (the "Existing Facilities") Property for the benefit of the owne C. The Developer is the owner located in the County of Garfield, S particularly described in Exhibit A Incorporated herein by this referent Property"), which Developer Property Property. D. The Developer is in..the.pr platting the Developer Property, :and the Developer needs to obtain Certai permits; in order to obtain such app Developer must demonstrate that wast treatment services ("Sewer Service") Developer Property. E. The Developer has requeste to provide such Sewer Service to the Parties desire to set forth their ag covenants and conditions under which provided. Execution Copy is executed as of this 4`'' he RANCH AT ROARING FORK rado non-profit corporation ANY, a Colorado tively, the "Parties"). ' association for a anch at Roaring Fork," ate of Colorado (the "Ranch a wastewater treatment antes and collection n and about the Ranch s thereof. of certain real property ate of Colorado, as is more ttached hereto and (the "Developer lies adjacent to the Ranch cess of subdividing and in connection therewith, governmental approvals and ovals and permits, water collection and will be available to the , and the Ranch has agreed Developer Property, and the eement regarding the terms, such Sewer Service will be rA gco a,3 I J' yr -11-c'U 6 �.s TIMI IIIA IIIIII °1!1111 IIIIl!IH I VIII III''1 IIIHIII 550717 08/19/1999 11:29A B114$ P196 1LSOORF 2 of 46 R 230.00 D 0.00 GRlIELD COUNTY CO NOW, THEREFORE, for and in cons and the mutual covenants hereinafter agree as follows: 1. Infrastructure Improvement deration of the premises set -forth, the Parties and Cost Allocation. la. Existing Facilities I Developer Collection System. Portio Facilities need to be improved, repl process, can be expanded in order to the Developer Property (the -"Improve the Improvement Project shall be bo upon receipt of the tap fees identif and 13 b. (2) below. In addition to sewage collection system (the "Devel will need to be designed and const Developer Property, including but, no lines and other facilities and app line will need to be designed and c. Property ("Connecting Main"), in or. to the Developer Property. The Dev. the Connecting Main shall be design= constructed at Developer's sole cost lb. C nnecting Main.. The be designed and constructed within the Developer Collection System to the Ranch Property in the:. cul de sa Lane. The Connecting Main is expec the easement described in the Agree Mutual Release dated June 28., 1986, 616 of the Garfield County -real est Easement,) being an easement under to use a portion of the Ranch Prope Property's west boundary ("Develope which the owner of the Preshana Pro 4b) has the right to use a portion adjacent to=the Preshana Property's Usage Portion"); (2) through a port Recreation Reserve south of Lot 11, 5; (3) through the platted utility 11, 12 and 13, Ranch at Roaring For easement owned by Developer along t Ranch at Roaring Fork, Phase 5; and where the existing Ranch main is lo Easement Route"). The Connecting.M provement Project and s of the Existing ced or upgraded and, in the provide Sewer Service to ent Project"). The cost of e by the Ranch, contingent ed in Sections 13 b. (1) the Improvement Project, a per Collection System") ted on and about the limited to, collection enances, and a connecting- structed within the Ranch ✓ to provide Sewer Service oper Collection System and , engineered and and expense. .nnecting Main will need to e Ranch Property to connect e nearest existing main on at the end of Stagecoach d to traverse through (1) t, Easement Grant and ecorded in Book 697 at Page to records ("Usage ich Developer has the right y adjacent to the Developer Usage Portion") and under rty (as defined in Section the Ranch Property est boundary ("Preshana .n of the Ranch's Common nch at Roaring Pork, Phase sements at the rear of Lots Phase 5; (4) through the south line of Lot 13, (5) through the cul de sac ted (the "Connecting Main n will not be installed in 1111(1111n 1111111111111111 IIIn 11111 � 9(1111111111 550717 08/19/1999 11:298 81146 P; I p.S00RF 3 of 46 R 230.00 0 0.00 GpRFIELD tuUNTY CO the Preshana Usage Portion of the USage Easement unless the Preshana Owner grants to Developer nd the Ranch the right to use the Preshana Usage Portion for he Connecting Main in form and substance satisfactory to Devel per and the Ranch. The Connecting Main shall be owned and operated by the Ranch, and Developer hereby grants to the Ranch the right to use the sewer line easement owned by Developer along the south line of Lot 13, Ranch at Roaring Fork, Phase 5 and to use the Usage Easement owned by Developer on the Panch Property for the Connecting Main. Notwithstanding the fact that the Connecting Main will be located within the Ranch Property and will be owned and operated by the Ranch, the Connecting Main shall be designed, engineered and 'installed.and thereafter maintained, repaired and replaced at the cost and expense of Developer, acting as agent for the Ranch and sUbject to the direction and approval of the Ranch in the exercise of its reasonable discretion. Developer shall indemnify.and hold harmless the Ranch from all loss, cost, damage and expense, including, without limitation, attorneys, fees, wising out of the design, engineering, installation, maintenance repair or replacement of the Connecting Main by Developer. The Connecting Main shall, at s me accessible point, have manhole access and a means to shut o f effluent entering the existing Ranch system. If the Ranch or Developer as agent for the Ranch are prevented from installing the Connecting Main in any portion of the Connecting Main Easement Route as a result of any temporary or permanent order of any court: of competent jurisdiction, Developer shall have the right to terminate this Agreement by written notice to the Ranch given before the Ranch has contracted for construction -of the Improvement Project, in which case any payment by Developer of_tap fees under Section 13 below shall be refunded to Developer and both parties shall be released from any further obligations hereunder. The Developer shall have until July 1, 2000 to install the Connecting Main. Until that date, the Ranch agrees not to contract for any construction of the Improvement Project, the costs of which would be the obligation of the Develoiper if it terminates this Agreement pursuant to this provision. 2. Project Design and Construction. 2a. McLaughlin Role. The McLaughlin Water Engineers, Ltd. ("Mc -3- Developer acknowledges that ...aughlin"), water engineer littl,011.1.19111111111L1111'"'Imili"'1N1111! LSDOR 4 of 46 R 230.00 D 0.00 G18;FIELD CO%MI iY CO for the Ranch, shall design, engine construction of the Improvement Pro entitled to retain either McLaughli engineers, at its sole expense, to supervise construction of the Devel. the Connecting Main; provided that, Ranch, and at Developer's sole cost $5,000, shall have rights to (i) re grounds, approve and/or disapprove plans produced by Developer's engin construction of the Developer Colle. Connecting Main. If McLaughlin dis- Collection System or the Connecting changes necessary to allow approval. 2b. cause McLaughlin to finalize its en• a final design for the Improvement detailed cost estimates (thea"Projec of the Project Design to the -Ranch, to Developer for its review. and comm twenty (20) calendar days to deliver changes to the Ranch, in writing_ T reasonable consideration to such co but reserves the right to approve th discretion. Upon the Ranch's approv and upon receipt from Developer of t in Sections 13 b. (1) and 13 b. (2) of the conditions in Sections 14a, shall construct, or cause, to be -.cons Project. Developer shall construct, the Developer Collection System and Ranch and the Developer shall each b at their respective cost, all requir.. performance of their respectivecons such construction shall be in'accord- building codes and regulations, as w: with plans and specifications approv Developer shall construct and -instal constructed and installed, at its so lines to serve individual units with' r, and supervise ect. Developer shall be or its own engineer or esign, engineer and per Collection System and McLaughlin, on behalf of the up to, but not exceeding iew and, based on reasonable f the design and engineering rs, and (ii) inspect ion System and the •proves of the Developer ain, it shall specify the Proiect Resign and C. struction. Ranch agrees to neering studies and produce oject, inclusive of Design"). Upon delivery he Ranch shall deliver same nt. Developer shall have any comments or suggested e Ranch covenants to give ents or suggested changes, Project Design in its sole 1 of the Project Design, e tap fee amounts specified low, and upon satisfaction d 14.b below the Ranch ructed, the Improvement ✓ cause to be constructed, he Connecting Main. The responsible for obtaining, d permits and approvals for ruction obligations. A11 ce with applicable laws, 11 as being in accordance • by McLaughlin. The , or cause to be e cost and expense, service n the Developer Property. 2c. Completion Date for I parties hope that the Improvement Pr 2000 but understand that there could this not possible. If however, the completed by December 31, 2001, the -4- rovement Proiect. The ect will be completed in e delays that would make mprovement Project is not veloper may, at its 111111111111 IIIIII 111111111111111111111 IPS''1111111111 350717 08/19/1999 11:29A 01146 P19. . ALSDORF 5 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO option, terminate this Agreement by given before completion of the Impro any payments by Developer of tap fee shall be refunded to Developer and b released from any further obligation It, however, the condition and 14 of this Agreement have been s complete the Improvement Project by unreasonable delay within the contro may bring an action for specific per obligations hereunder: The remedy o be in lieu of termination of this Ag fees paid hereunder. 2d. Interim Service to De [Available to Preshana to extent not requested in writing by Developer on or such earlier date as the Ranch ma shall offer to provide Developer wit EQRs on the Developer Property pendi Improvement Project ("Interim Sewer S capacity of the Ranch's Existing Faci shall actually be provided only to t paid and only after satisfaction of t Sections 11 and 14 below. If Interim Agreement will govern as to the EQRs termination of this Agreement for fai Improvement Project or for any other 3. Design/Evaluation License. Ranch, McLaughlin, and their.contract shall have the right, after-reasonabl Developer, to reasonably enter upon t the expense of the Ranch for the limi testing and examining the Developer P the design and construction of the I "Design/Evaiation License"). To the possible, such entry shall utilize ro on the Developer Property and avoid a areas, wetlands and wildlife.sensitiv Design/Evaluation License shall expir Improvement Project. The Design/Eval from and different than the inspectio Sections 2a., 4a. and 9._of this Agre -5-- ritten notice to the Ranch ement Project in which case under Section 13 below th parties shall be hereunder. contained in Sections 13 tisfied and the failure to ecember 31, 2001 is due to of the Ranch, Developer ormance by the Ranch of its specific performance shall eement and return of tap loner Property. tilized by Developer) If ✓ after August 15, 2000, elect to do so, the Ranch Sewer Service for up to 14 completion of the rvice") utilizing existing ities. Interim Service extent tap fees have been e conditions precedent in Service is commenced, this erved notwithstanding any ure to complete the eason. Upon execution hereof, the rs, agents and consultants advance notice to e Developer Property, at ed purposes of inspecting, operty in connection with rovement Project (the extent reasonably ds and driveways in place y homes and improved areas. The upon completion of the tion License is distinct and other rights under nt. 101111111111111HIM 11111111•I II` 71111111 1111 550717 08/19/1999 11:29A 61148 P20s, A ALSDORF 6 of 46 R 230.00 D 8.00 GARFIELD COUNTY CO 4. Easements. 4a. Developer Collection commencement of construction of the the Ranch shall have an easement (t System Easement") which shall (i) o matters and burdens that would not interfere with the Ranch's exercise thereunder; (ii) allow the Ranch an consultants, licensees, employees a notice, to enter upon the portion o containing the Developer Collection necessary in order to access the De enter upon adjacent portions of the entry, to the extent reasonably:pos driveways in place on the,Developer and improved areas, wetlands and wi (iii) be used to monitor and inspec System and, as provided in Section Regulations have been violated or D or untimely in performing its oblig the Ranch to maintain, operate, rep Developer Collection System. 4b. the Ranch, the owner or owners of th hereinafter defined (the "Preshana • to connect into and use, for -.sewer s Property, all or any portion of the "Preshana Joint Use Portion")ny s be at the sole cost and expense bf_,t time of any such connection,. and, as, commencement of service to the Presh Owner shall pay to Developer the Pre defined, of the costs to Developer,o the Connecting Main within the Presh Preshana Owner shall pay to Develope costs to Developer of maintaining; r portion of the.Connecting Main withi Portion ("Maintenance Costs") and sh for any loss, cost, damage or expens Owner and for any breach of, or defa caused by the Preshana Owner; The "P the proportion which the EQRs..on the to the Preshana Joint Use Portion, b connected to the PreshanaJoint Use Property" shall mean that certain se. System Easement. Upon Developer Collection System, e "Developer Collection ly be subject to such title terially impair, limit or of any of its rights its contractors, d agents, upon the Developer System and, if reasonable Property reasonably toper Collection System, to eveloper Property (such ible, to utilize roads and roperty and to avoid homes •life sensitive areas); and the Developer Collection below, if the Rules and eloper has been negligent ions hereunder, be used by r, replace and clean the Preshana Rights to Co ect. At the election of Preshana Property, as er") shall have the right rvice to the Preshana onnecting Main (the ch connection and use shall e Preshana Owner. At the condition precedent to a Property, the Preshana hana Share, as hereinafter installing the portion of na Joint Use Portion. The the Preshana Share of the pairing and replacing the the Preshana Joint Use 11 be solely responsible caused by the Preshana It under, this Agreement eshana Share" shall mean reshana Property connected rs to the total EQRs •rtion. The "Preshana 1 property located in 1 Illlll IIIA 11111111NII Ifll! Hill IIIA !11 rill' 550717 08/19/1999 11:298 81146 P201 , _.tS00RF 7 of 46 R 230.00 D 0.00 GPRFIELD COUNTY CO Garfield County, Colorado, bounded Property, on the south by the Devel by Colorado State Highway 52 and on Road. In any agreement with Pre - service, the Ranch shall seek to ha permits the Ranch to shut off sewer Preshana at any time fails, after a• to cure, to pay Preshana's Share of required to be paid to St. Finnbar. the Ranch will, after.notice and ri service to Preshana at the written Preshana pays Preshana's Share of M - be paid to St. Finnbar provided, ho satisfied that Preshana has,.:after clearly breached its obligation to Maintenance Costs required to be pal provided also that St. Finnbar agree substance satisfactory to the Ranch, against any loss, cost, damage or e fees, arising as a result of the shu Pre shana . 5. Rules and Recrulations. Th Developer, and Developer acknowledge is not, and does not hold itself out utility or as a governmental or quas Ranch, acting through the Committee below, shall have, in perpetuity, th amend, from time to time, the rules Sewer Service will be provided., to.th Developer Property and/or other user rules and regulations shall be,appli users who are members of the Ranch. initial rules and regulations is_att (the "Rules and Regulations"). The R and right to establish and amend suc subject to the limitation that the.R not be amended to treat the Develope the Ranch Property except as.provide unreasonably, materially and adverse of Sewer Service to Developer,._(bj .i for such Sewer Service, except:incre increases for single-family homeowne materially alter Developer's rights -7 - n the west by the Ranch per Property, on the north the east by Catherine Store ana to provide sewer included a provision that ervice to Preshana if ropriate notice and right ny Maintenance Costs Under any such provision, t to cure, shut off sewer quest of St. Finnbar until ntenance Costs required to ver, that the Ranch is tice and right to cure, y the Preshana Share of to St. Finnbar and in writing, in form and to indemnify the Ranch ense, including attorney's off of service to Ranch has advised and agrees, that the Ranch as, a public or private -governmental entity. The eferred to in Section 8 right to establish and nd regulations under which Ranch Property and the of the Sewer Service which able also to residential A copy of the Ranch's ched hereto as Exhibit 3 chs discretionary power Rules and Regulations is les and Regulations shall Property differently than in this Agreement or to (a) affect the provision rease Developer's costs es which are comparable to s within the Ranch, or (c) der this Agreement. 11111111111111101111111 I�1I Ills111111111'3'1111 1111 530717 08/19/1999 11:2911 51146 P202 . _SDOiF 8 of 46 R 230.00 D 0.00 GPRFIELD COUNTY CO 6. Developer Declarations expressly consents to the recordati•, real property records of the County Colorado. Developer agrees that it simple title to any portion of the party, cause to be recorded in the County of Garfield, State of Colora• covenants (the "Declarations and Co they relate to or may affect this A. obligations of the parties hereto, - substance reasonably satisfactory t• counsel. The Declarations and Cove Developer, the Developer Property - thereof and will, at a minimum, (i) entitled "Sewer Service Disclosure" Ranch and refer to this Agreement, of the Garfield County real propert Agreement is recorded and note that Service to the Developer Property is (ii) contain a provision -to the effe Developer Property is providedbyth homeowners' association entitled.to, regulations for the provision of suc subject to rules or regulations affe (iii) expressly require the acceptan association for the Developer. Proper Association"), without vote or other of this Agreement and assumption by Association of each and all of the D rights hereunder; and (iv) provide f Developer Property Association with and the power to enforce such lien sufficient to allow the Developer Pr its obligations hereunder, including collect assessments for such purpose approval. an Covenants. Developer n of this Agreement in the of Garfield, State of hall, prior to conveying fee eveloper Property to a third eal property records of the o, declarations and enants"), which, insofar as reement or the rights and hall be in form and the Ranch and its legal is shall be binding upon all subsequent owners ontain a separate section hich will identify the cluding the Book and Page records at which this he provision of Sewer subject to this Agreement; t that Sewer Service to the Ranch which is a private stablish rules and service but which is not ting public utilities; e by the homeowners' y (the "Developer Property approval, of an assignment she Developer Property eloper's obligations and ✓ the formation of the ien and assessment rights assessment rights •"erty Association to meet he power to levy and ithout the need for member 7. Developer's Successors'and agreed between the Ranch and the•Deve creates a master service relationship Developer, any Successor Developer, a ultimately, the Developer Prooerty_As Agreement shall be binding uponl:Devel assigns, this Agreement is not intend shall it at any time, create.a contra the Ranch and any party other than De Developer and the Developer Property -8- ssians. It is expressly oper that this Agreement between the Ranch and the hereinafter defined, and, ociation. Although this per's successors and d to, nor does it, nor tual relationship between eloper, a Successor sociation. Only 1 IIIII11111111111111III HIM11 P`''n111111111 550717 08/19/1999 11.298 81148 P2& AISDORF 9 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO Developer, a Successor Developer a Association shall have the right tg make any claim or have any cause of any of its officers, directors, me or employees arising from or on ac Developer may not assign this Agree to any other person or entity, and shall be void and of no effect prov shall be entitled, prior to creatin Association, to assign this Agreeme purchaser of all, but not less than Property described on -Exhibit A (a (ii) Developer or any such Successo Developer's rights hereunder.and de hereunder to the Developer Property to the Declarations and Covenants, the Ranch as Developer's successor - to the entirety of Developer's cont obligations hereunder. Owners of a of the Developer Property shall be Agreement but shall have no direct Agreement or make any claim or have the Ranch under this Agreement. Th_ Association shall at all times repr• entitled to act for such owners_.and Property Association shall be.bindi 8. System Management and Modi Special District. A Wastewater:Syste "Committee") shall be established to shall, so long as this Agreement re decisions regarding (a) the''alterati reconstruction or replacement, -of the wastewater treatment plant, (b) est - fees, sewer charges, rules and regul connections to the sewer system (exc of the Ranch) which decisions shall with the terms of the agreements, in between the=Ranch and third parties required or authorized to provide wa Initially, the Committee shall consi appointed by the St. Finnbar andone homeowners association with each me equal to the number of fully paid se respective properties. All decision by majority vote. Should another en from the Ranch, the Committee shall -9- the Developer Property enforce this Agreement or to action against the Ranch or rs, attorneys, consultants punt of this Agreement. ent or any portion thereof y such attempted assignment ded that, (i) Developer the Developer Property t, in its entirety to a all, of the Developer Successor Developer"); and Developer shall assign egate Developer's duties Association created pursuant hich will be recognized by n -interest and shall succeed actual rights and lot or unit or other portion .und by the terms of this ights to enforce this y cause of action against Developer Property ent and be the only party 11 actions of the Developer on such owners. .ica.tion; Organization of Management Committee (the which the Ranch Board ins in effect, delegate all n, modification, sewer system and/or lishment of rates, tap tions and future uding existing commitments subject to and consistent luding this Agreement, o whom the Ranch is tewater treatment service. t of two (2) members, one appointed by the Ranch er having a number of votes r taps available to their of the Committee shall be ity obtain sewer service ve one (1) additional 1111111111111111111lviI IIID 1111 ool l; :i1M111111 550717 08/19/1999 11: 611464 fL$DORF 10 of 46 R 230.00 D 0.00 MIDFIELD COUNTY CO member appointed by each such entit shall have a number of votes equal sewer taps available to such entity act in a manner which would impair Developer's Property, the Ranch and other entity other than for periods for work affecting the system and u.� parties. except in cases of emerge shall not be necessary. The Ranch its sole and absolute discretion, t and to assign its rights and"delega■ such a special district and/or to a governmental entity, in which event Committee shall be assumed by the D. the organization of such special di and/or delegation of the Ranch's ri• hereunder to a governmental or quas' Developer covenants on behalf of De heirs, successors and assgris,.to r= organization and/or to reasonably c. and/or delegation and to lend all as by the Ranch in connection therewith Developer Property may be within or such special district or governmenta entity; provided that the Developer service area of such district.or.ent of sewer service from such district no less favorable to the Developer P this Agreement except to the extent Ranch Property are also comparably 1 which additional member o the number of fully paid The Committee shall not ewer service to the if applicable, any such of time reasonably required on reasonable notice to all cy where advance notice lso reserves the right, in organize a special district e its duties hereunder to governmental or quasi - 11 functions of the trict. In connection with rict or the assignment is and obligations governmental entity, the loper and Developer's sonably support such ent to such assignment -istance reasonably required notwithstanding that the ithout the boundaries of or quasi -governmental roperty is included in the ty or otherwise is assured r entity on terms which are operty than the terms of hat terms applicable to the se favorable. 9. System Maintenance and Cos' shall perform or cause to be perform -I replacements, cleaning and monitorin• treatment plant and all portions of •� same may be expanded or:modified.aft= excluding the Developer"Collection.S Main which shall be maintained',: repa monitored by Developer at its_sole c• respect to the Developer Collection that the Rules and Regulations:have. or Developer has been negligent or; Developer's obligations, theRanch;.." Developer may (but shall not' -be obli- Developer Property to operate, mainta and/or monitor the DeveloperCollecti -10- Allocation. The Ranch d all maintenance, repairs, of the wastewater he sewer system, as the the date hereof, stem and the Connecting ed, replaced, cleaned and -t and expense. With stem, if and to the extent en violated by Developer imely in performing •on giving prior notice to is ted to) enter upon the n, repair, replace, clean •n System at Developer's 11111111111111111111111111111111111111 II. /11111111 550717 08/19/1999 11:29A 81146 P205 M ALSDORF 11 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO sole cost and expense; provided that, 2n the event of emergency, no prior notice of entry need be gi en. 10. Ownership of Improvements wastewater treatment plant and all lying within the Ranch Property, in The Developer shall own the Develop 11. Conditions Precedent to P Developer expressly acknowledges an shall constitute conditions precede obligation to provide -the Sewer Ser the Ranch's allowing any sewer taps Developer Property. 11a. Service Charge Rese The Ranch shall own the ortions of the sewer system luding the Connecting Main. ✓ Collection System. ovision of Service. agrees that the following t to both the Ranch's ice described herein and to to be connected on the e Developer shall have delivered to the Ranch and shall th months' service charge reserve, cal. the Ranch's Rules and Regulations - Section 13 d. below, and based on t of 18 EQRs committed to hereunder o which have actually been connected. agrees that such service charge.res= Ranch to satisfy any delinquencyor covenants to maintain such service for so long as Sewer Service-.ispro extent such service charge reserve any delinquency or default, Develop: the funds drawn down or applsed:=..De service charge reserve as necessary number of EQRs connected and -to ref charges over time. The Ranch,;.shall reserve in an interest-bearing acco financial institution in which it - own accounts and shall pay the inte. to the Developer at least annually t the service charge reserve, after th are at least equal to the amount the in the service. charge reserve:. llb. Activation of_Develop The Developer's Declarations and-;Cov described shall have been. recorded i of the County of Garfield, State of Property Association describedthere commenced to operate and assumed the Agreement. -11- reafter maintain a six (6) ulated in accordance with d the formula set forth in e larger of (i) the minimum (ii) the number of EQRs Developer acknowledges and rve may be applied by the default hereunder and harge reserve with the Ranch ided hereunder. To the sdrawn down or applied to ✓ shall promptly replenish eloper shall add to the to reflect increases in the ect increases in service keep the service charge t at a bank or other 'ntains one or more of its st credited to the account o the extent the funds in e payout of such interest, n required to be maintained er Property Association. enants as hereinabove n the real property records Colorado, and the Developer in shall have been formed, obligations under this 111111 !1111 N11111 11111 !list lull hi .4111111 1111 550717 08/19/1999 11.29A 81146 P206 M ALSDDRF 12 of 46 R 230.00 D 0.00 GARFIELD COt1NTY CO lic. [Intentionally Omittl lld. Payment of Tao Fees. paid and/or reimbursed to the Ranc and costs required hereby and by t Regulations. lle. have performed or caused to be perf may be required by law, by this Ag be required by the Ranch's enginee the connection of taps on the Devel d.] The Developer shall have all tap fees and other fees Ranch's Rules and Performance by D�veper. The Developer shall rmed such acts or actions as ement or as may reasonably , as necessary conditions to per Property. 11f. Tap fees payable pur been paid and the conditions set fo have been satisfied. 12. Lien Rights, Disconnectio the Ranch. uant to Section 13b have t -h in Sections 14a and b Rights and Other Rights of 12a. Sewer Service Lien. Ranch entering into this Agreement payment and performance of the obi•i hereunder, the Developer; on behalf successors and assigns, hereby gran successors and assigns a perpetual-• Property (the "Sewer Service Lien°-) shall run with the Developer.-Proper and enforceable against the Develop= Developer's successors and assigns. and a 30 -day right of cure by Devel• may be foreclosed and/or executed o as a mortgage, or by any other mean - applicable laws of the State of Col• Lien shall be prior and superior to encumbrance upon the Developer Prop= for ad valorem real property taxes; Service Lien shall be juniorto_the or first deed of trust on arij[.`part taken in good faith and for value,a the office of the Clerk and Recorde Colorado, prior to the time.of.reco Ranch of a specific notice of.:.len c In consideration of the nd in order to secure the ations of Developer of Developer and Developer's s to the Ranch and its ien upon the Developer The Sewer Service Lien y and shall be binding upon r and each and all of fter notice to Developer �•er, the Sewer Service Lien realized upon by the Ranch authorized under the rado. The Sewer Service y other lien or ty, excepting only the lien •rovided that, the Sewer Bien of any first mortgage the Developer Property • perfected by recording in of Garfield County, ging by or on behalf of the 1 aim. 12b. Disconnection for -Def ult. The Ranch expressly reserves, and the Developer hereby • ants to the Ranch, the -12- 1.11111171E11111 111 112 101161 1P12 0"7 fl 1A1LS11D1R1 13 of 46 R 230.00 D 0.00 C RFIELD COUNTY CO right, after notice to Developer an cure the default by the expiration hereinafter defined, to disconnect portion thereof from service or to failure of Developer to f the Cure Period as he Developer Property or any iscontinue providing service to the Developer Property or any potion thereof in the event any charges, costs or fees payable hereunder or under the Rules and Regulations of the Ranch are not timely paid, or in the event of any other violation of this Agreement or the Ranch's Rules and Regulations by Developer or Developer's successors or assigns or any owner or occupant of the Developer Property. The °Cure Period" for purposes of this Section shall mean, tor a monetary default, 60 days and, for a non -monetary default, 60 days plus such additional time as Developer is diligently proceeding to cure the default, in each case, extended until conclusion of any arbitration under Section 22 below which is commenced prior to disconnection of service. In the event of reconnection to the system or the ccntinuation of service, Developer shall pay the costs and expenses thereof. 12c. Individual Lien for Sewer Charges. Upon payment in full of all sums due, the Ranch under Sections 13b.(1) and (2) below and lla. above and the platting of the Developer Property into legally subdivided lots or parcels of land, the Ranch's remedies of a Sewer Service Lien and disconnection set forth in 12a. and 12b. above shall apply in each instance: (i) only to the separate lot or parcel of land that is in default with respect to nonpayment of service charges including capital costs provided that the Developer Property Association shall designate in writing to the Ranch the particular lot or parcel that is in default, and -(ii) to the entire Developer Property with respect to any obligations under this Agreement other than nonpayment of service charges. including capital costs. 12d. Controls on -Developer Property and Use of Sewer Facilities. Developer shall not (i) use any sewer tap on the Developer Property for any purpose other than providing service to a single-family residence and any related Caretaker Unit, as hereinafter defined, or Outbuilding, as hereinafter defined (e.g., no commercial uses other than unobtrusive home occupations shall be allowed)..or (ii) permit or allow to occur occupancy of any of such single-family residence or Caretaker Unit by a number of persons which exceeds any applicable statute, rule, ordinance, regulation or the design capacity of such residence or Caretaker Unit or (iii) permit or allow to occur infiltration of the sewer. system by ground or seepage water or (iv) permit or allow use of the sewer system for disposal of any wastes which are not usual and customary in -13- 111111111111111111111111111111111II111111t ; ill Illi 550717 08/19/1999 11248 61146 P208 M PLSDORF 14 of 46 R 230.00 D 0.00 OBRFIELD COUNTY CO connection with single family resi Preshana Property is connected to and its successors and assigns sha violation of the foregoing require owners of lots or units on the Pre ential use. In the event the he sewer system, Developer 1 not be responsible for any ents by the Preshana Owner or hana Property. 13. Fees Charges and Pavmen. Thereof. 13a. EORs to be Served. purchase and, subject to the terms Ranch hereby commits to sell to De less than 18 nor more -than 35 EQRs. Agreement, one "EQR" shall equal a ("Residence") with up to three (3) bathrooms or Half Baths; each Care defined) shall equal 0.4 EQR; each or Half Bath of the Residence or Ca Outbuilding bathroom or Half Bath ( equal two-tenths (0.2) EQR. The ad baths with a service demand of less require the payment for onehalf (. purchased in half or whole number_i partial EQRs required to serve a -Re and/or Outbuilding may be aggregate existing EQRs of the associated Res determining service requirements he hereof, the term "Caretaker Unit" s located on the lot or parcel contai attached to or detached from a Resi inhabiting the Residence, such fami tenants and containing no more than one bathroom or Half Bath. For pu Bath" shall mean a toilet and wash shall mean a non -dwelling unit asso from a Residence or Caretaker Unit. 13b. Payment of Tap Fees. should be adjusted in proportion to:: shall pay to the Ranch tap fees;equ- Hundred Dollars ($7,500) per EQR. 1 cause to be paid the tap fees.. -as -fol (1) $75,000, re later of 30 days after receipt that approval has been obtained the Improvement Project as prov days after the date of this Agr NS -14- veloper hereby agrees to nd conditions hereof, the loper sewer taps for not For purposes of this ingle-family residence edrooms and two (2) ker Unit (as hereinafter dditional bedroom, bathroom, etaker Unit as well as an s hereinafter defined) shall ition of bedrooms and/or than one-half (.5) EQR shall EQR, and EQRs must be crements provided that, idence, Caretaker Unit together and with any pre- dence for purposes of eunder. For purposes all mean a dwelling unit, ng the Residence, whether ence used by the family y's guests employees, and/or one bedroom and no more than oses hereof, the term "Half- asin and an "Outbuilding" iated with, but detached [Numbers for Preshana umber of EQRs]. Developer .to Seven Thousand Five - v -eloper agrees to pay or ows: resenting 10 EQRs, by the y Developer of notification of the Site Application for ded in Section 14(b) or 120 ement. 11011111111111111Hl111 IIII111IA11111 L .1111111III 550717 08/19/1999 11:29A 81146 P209 h ALSDORF 15 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO (2) $60,000, before the commencement of co Project. At Developer's elect subsections (1) and (2) may b Bank pursuant to escrow inst disbursement of such payments design, engineering and const Project as authorized by McLa escrow instructions shall be Developer and agreed to in ad costs and fees of the escrow a borne by Developer. Approval by the Ranch shall not be unre The escrow agreement may,:provi shall be placed in an interest interest earned to be paid to (3) $7,500 for exceed 17 additional EQRs in t the date upon which the servic by Developer. Developer, ackno made, the payments under subse shall be deemed fully earned.b refundable under any circumst Agreement does not become effe the conditions precedent..set f or is terminated as provided.,i Section lb. or as provided in Credit Against Tap'Fees.. entered into a Sewer Service Agreem ("Prior Agreement") which terminated the Ranch to obtain, at that time, c within the Ranch which were a condit the Prior Agreement. Subsequent to Agreement, Developer incurred_costs design and pursuit of permits and ag construction of a wastewater treatme Property. Ranch hereby agrees to'pu studies in exchange for a credit to payable hereunder equal to theactua expenses incurred by Developer for s period from December 10, 1996 throug but not exceeding $20,000. The.actu epresenting 8 EQRs, on or truction of the Improvement on, payments under placed in escrow with Alpine tions providing for o the Ranch solely for ction of the Improvement hlin; provided that, such epared at the cost of nce by the Ranch and all ent and the escrow shall be f any,such escrow agreement sonabiy withheld or delayed. e that the escrowed funds bearing account with eveloper. -15- each additional EQR (not to e aggregate) on or before for such EQR is requested ledges and agrees that once tions (1), (2) and (3) above the Ranch and shall not be ces, except if this tive for failure to satisfy h in Sections 14a. and b the last paragraph of ction 2c. he parties previously t, dated October 31, 1996, because of the inability of rtain approvals of owners on to the effectiveness of ermination of the Prior f approximately $20,000 in eements necessary for the t plant on the Developer chase such information and eveloper against_ tap fees out-of-pocket costs and ch purposes during the November 20, 1997 up to, 1 total amount of the (1111! 1111101111111111 Elul 111111111111..... il11111 550717 08/19/1999 11:29 91146 P210 M NLSDORF 16 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO credit shall be the amount shown on costs and expenses attached as Exhi given by reducing the tap fee per E 20th EQRs purchased hereunder by 1/ shown on Exhibit D. 13c. Time Limits for :..rc e fu orae ani` epi ect for a period on the date hereof_ After the expi. (i) the Ranch shall have no obligat unpurchased taps to Developer, and i EQRs shall be determined by the Ran• taps purchased hereunder must be co by December 31, 2020. Thereafter, obligation to allow connection of, • for, taps not put into service by s additional taps except to the extent uncommitted available capacity_ 13d. Service Charges. The charges in accordance with'the Rules by the Ranch from time to time,; prow charges per EQR payable by Developer accordance with the following-formul Aggregate cost of operatio the sewer system divided b connected to the sewer'sys per EQR connected on, the D the itemization of such it D. The credit shall be R for the 11th through the Oth of the total amount ase and Connection of Taps. EQR tap fee shall remain in f five (5) years commencing ation of such 5 -year period, •n to provide any ii) service for additional in its discretion. Any ected and put into service .e Ranch will have no to provide Sewer Service h date or to provide of then existing unused and For purposes of determining service Improvement Project and Capital Cost shall not be included and costs for items as are customary and necessary of the sewer system shall be include. in good faith which might be found to Costs of service or other fees or cha Developer shall be based, on actual,co operating, maintaining and repairing Except as__ot-hexwise provided herein, opn, maintenance, etc.. _of _,the R be `payable by Developer. 13e. Caoital Costs.,. the term "Capital Costs" shall expenses of whatsoever kind or For p mean -a nature -16- Developer shall pay service and Regulations promulgated ded that the service shall be determined in maintenance and repair of the total number of EQRs em x 1.25 = service charge eloper Property. arges, the costs of the , as hereinafter defined, surance and such other o the continued operation including costs incurred be avoidable or excessive. ges in the future to is and experience in heanch's se ew r system. o ditional charges for. nch' s sewe system--sliari .oses of this Agreement, d include costa and suffered or incurred in 1111111111111111111111111111IIllIN111111L�_,1:1111I11 960717 08/19/1999 11:298 81146 P211 M RLSDORF 17 of 46 R 730.00 D 0.00 GflRFIELD COUNTY CO connection with installing or replacing Common Facilities and major or extraordinary expenditures for repair and maintenance of Common Facilities, except that t1'e costs of the Improvement Project shall not be included. The term "Common Facilities" shall mean and include all portions of the Ranch's sewer system on the Ranch Property, including without limitation the wastewater treatment plant, all mains, lift stations and other facilities and appurtenances, but excluding service lines to provide service to individual users, and excluding facilities which never handle or treat sewage from the Developer Property, and excluding the Connecting Main. Developer hereby covenants and agrees to pay to the Ranch the Developer's Share of Capital Costs for Common Facilities. Developer's Share of Capital Costs shall be due and payable within a reasonable time after receipt of a written billing from the Ranch. Capital Costs" shall be'the proporti on the Developer Property for which whether or not the EQRs have been:ca number of EQRs connected to the Ranc "Developer's Share of on which the number of EQRs tap fees have been paid, nnected, is of the total h sewer system. 13f. EORs Attributable to Ranch Property. Develooer acknowledges and agrees that, under the.. Ranch's governing documents, assessments of dwelling units are equal and therefore each dwelling unit now or hereafter existing on the Ranch Property (whether the same is a. condominium, townhome or detached residence) will be deemed to equal one EQR for all purposes, in perpetuity. Developer further acknowledges and agrees that the Ranch shall be entitled, in its sole and absolute discretion, to determine the number of EQRs to be charged and/or allocated to commercial users of the Ranch's sewer system. 14. Conditions Precedent to Col of Agreement. The following shall.c precedent to the Ranch's obligation 14a. Financing Availabili tinuina Effectiveness onstitute conditions to perform hereunder: substantially unconditional loan co satisfactory to the Ranch, for.fina: costs of the Improvement Projectot credits under Section 13b) payable''. under Sections 13b (1) and (2) ("Fi. target date for satisfaction of the November 5, 1999. . The Ranch obtaining a mitment, on terms cing up to $600,000 to cover er than the $135,000 (less y Developer as tap fees ancing Condition"). The Financing Condition shall be 14b. Obtaining Permits. The obtaining by the Ranch of all necessary permits, licenses and approvals from all applicable -17- 1111111 IIIII�IIIIN UWE! 11111IAI1 Ib _4111Ill IIII 5J 717 08/19/3999 11:29P 01146 P212 M RLSDORF 18 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO governmental entities and/or regulatory agencies. The target date for obtaining approval of the Site pplication for the Improvement Project and for obtaining any other permits, licenses and approvals required before commenc ment of construction of the Improvement Project shall be May 15; 2000. 14c. Condition Satisfaction Dates. If conditions set forth in subparagraphs 14a and 14b are not satisfied by the target dates set forth therein, this Agreement may be terminated by either party by written notice to the other party given before the relevant condition is satisfied, :n which case any payments by Developer of tap fees.under Sectior 13 above shall be refunded to Developer and both parties shall be released from any further obligations hereunder. 15. Reuse Water. All waste Service provided to the Developer the Roaring Fork River basin at the discharge point. ater resulting from the Sewer Property shall be returned to Ranch's wastewater treatment 16. Design, Engineering and Construction Claims. In the event of any negligence, default,or other defalcation by any designer, engineer, contractor. or subcontractor retained by either the Ranch and/or the Developer in connection with the Improvement Project and/or the Developer Collection System, each of the Ranch and the Developer shall have, and .they hereby retain, the right to proceed against such designer, engineer, contractor or subcontractor. The Ranch and the Developer hereby waive and disclaim any rights to proceed against the other on account of the negligence, default or defalcation Sf any such designer, engineer, contractor or subcontractor. 17. Notices. All notices, demands, requests or other communications to be sent by one party to the other hereunder or required by law shall be in writing and shall be deemed to have been validly given or served by delivery of same in person to the addressee or by courier delivery via Federal Express or other nationally :recognized overnight air courier service or by depositing same in the t7nited States mail, postage prepaid, or by facsimile transmission, addressed as follows: To Ranch:. Ra ch at Roaring Fork Homeowners As gelation, Inc. 14913 State}Hig ay 82 Carbondale CO 8 623 FacsimileNo. 9 0-963-9243 macscan -18- 1 111111 11111111111111111111111111 11111 h..4111111111 550717 08/19/1999 11:298 01146 P213 M ALSDORF 19 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO with copy to: .H- din Holmes, Esq. Ireland, Stapleon & Pryor 1675 Broadway, 600 Denver CO 50202 Facsimile No. 33.-628-2062 To Developer:.St Finnbar Land Company % Jim Mindling Mid -Valley Development Co. 32 Buttonball - e Weston CT 06883 Facsimile No. 213-227-9519 with copy to: G-rfield & Hecht, P.C. 601 E. Hyman -Ay nue Aspen CO 81611 Facsimile No. 9 0-925-3008 All notices, demands an upon such personal delivery or one deposited with Federal Express o overnight air courier service: or. deposit in the United States mai facsimile transmission as require business day in which case' a fa effective on the next business day. hereto at least ten (10). -days' accordance with the provisions her have the right from time to ti addresses and/or facsimile numbers. requests shall be effective (1) business day after being other nationally recognized hree (3) business days after or upon the date of such .above, unless it is not a simile transmission shall be By giving to the other party written notice thereof in of, the parties hereto shall to change their respective 18. Governing_ Law. This Agr and condition hereof shall be gove applicable laws of the . State of Colo 19. Inurement. This Agreemen and be binding upon the parties her successors and assigns; provided t set forth establish the relatio Developer's successors and assigns modified or amended except in, a hereto. ment and each term, covenant, ed by and construed under the ado. shall inure to the benefit of to and their respective heirs t the provisions hereinabove hip between the Ranch and This Agreement may not be ting executed by the Parties 20. Comme cement of Service. covenants and conditions hereof, Service to the Developer Property a -19- Subject to each of the terms, he Ranch shall provide Sewer provided in this Agreement. 1111111111111111111111111111111111:...,.1111 11111 350717 08/19/1999 11:298 81146 P214 h RLSDDRF 20 of 46 R 230.00 0 0.00 GARFIELD COUNTY CO 21. Force Maieure. Any obligation of either party under this Agreement which is delayed oz not performed due to acts of God, strike, riot, or weather, failure to obtain labor and materials at a reasonable cost, inability to gain governmental or regulatory licenses, permits or approvals, or any other reason beyond the control of the party, shall not constitute a default hereunder and such obligation Shall be performed within a reasonable time after the end of such cause for delay or non- performance. 22. Resolution of Disputes: Atbitration and Attorney's Fees. If and to the extent any person or party (including individual property owners) has a complaint or dispute regarding the interpretation of this Agreement or the provision of Sewer Service or the imposition and/or collecti of fees, rates, or charges hereunder, such complaint or disput shall first be addressed to, and heard by, the Ranch's Board of Directors. If, and only if, after such hearing, the complai t or dispute has not been satisfactorily resolved, the dissat'sfied person or party shall be obligated to submit the matter to inding arbitration before one arbitrator under the Commercial Rul s of the American Arbitration Association in Glenwood.. Springs, Qolorado. If the arbitrator finds that a party is entitled to relief available only through court proceedings, such as foreclosure or injunctive relief, the party may proceed in court, for such relief based on the arbitrator's decision which shall not be challenged. In the event of any arbitration or other proceeding to enforce the terms, conditions or provisions hereof. the prevailing party in any, such arbitration or other proceeding -shall be entitled to obtain as part of its judgment or award, its reasonable costs, including attorney's tees and costs. 23. Limitation on Liability. The Ranch, Developer, any Successor Developer and the Developer Property Association, their Boards of Directors, officers, agents, members and employees shall not be liable to any person or party with respect to any matter arising in connection with this Agreement or the Sewer Service to be provided -hereunder except in the case of willful disregard of this Agreement, recklessness, bad faith or malice, except that Developer, a Successor Developer and the Developer Property Association shall be liable for payment of all fees, charges and other monetary amounts payable hereunder, and the Ranch shall be entitled to pursue the remedies set forth in Sections 12.a. and b. above and except that either party shall be entitled, in an appropriate case, to injunctive relief. No person or party shall be entitled to recover any, punitive or consequential damages in -20- 1 IIIIII IIII IIHUI tvlll IIIA III11 IIIA Ih *AIN II IIII 550717 08/19/1999 11e29A 81146 P215 fl ALSDORF 21 of 46 R 230.00 D 0.00 GARFIELD COUNTY Co any action or proceeding arising Agreement. un .. -r or in connection with this 24. Entire Agreement, This A Understanding between the parties da constitute the entire understandin with respect to the subject matte agreements or understandings shall Agreement and the MOU. This Agree extent of matters covered herein. 25. Authority of Parties. De corporation validly existing and in of the State of Colorado. The Ranc corporation validly existingand in of the State of Colorado. Each of authority to own its properties and now conducted, and, except to the approvals are required as provided i necessary power and authority to exe Agreement and any other documents therewith and to be bound thereby. 26. Ben- 't of Oth-r A shall enter into other like or service with Preshana or any other party hereinafter referred to, as a agreement shall contain provisions or advantage to said Third Pa retroactively to the date hereof, embody said provisions of greater be illustration only, should the Ranc agreement with Preshana with a pri Agreement shall be amended to reduc $5,000.00 per EQR, withthe$2,500. credit to St. Finnbar against'fut this Agreement, or if all tap.fees exceeds any unpaid tap fees,,: such Finbar within sixty (60) days :foil agreement. Within thirty (30) day Ranch shall provide Developer _.with agreements for sewer service with.an of this Section shall not.apply properties located within the Origi Second Amended Declaration governing eement and the Memorandum of ed December 14, 1995 ("MOU"), between the parties hereto hereof and all other prior be deemed merged into this t supersedes the MOU to the loper is a Colorado good standing under the laws is a Colorado not for profit good standing under the laws he parties has the power and to carry on its, business as extent permits, licenses or Section 14b. hereof, has all ute, deliver and perform this made or given in connection - 21'- t-. In the event the Ranch imilar agreements for sewer arty (Preshana or such other "Third Party"), which other f materially greater benefit y, this Agreement shall, automatically be amended to efit or advantage. By way of enter into a sewer service of $5,000.00 per EQR, this the price to St. Finnbar to 0 difference per EQR being a tap fees to be paid under ve been paid or the credit mount being refunded to St. wing execution of such other -of the full execution, the opies of all like or similar Third Party. The provisions agreements with respect to al Ranch, as defined in the he Ranch at Roaring Fork. 11111111(111111111 i11111IIN1 11111111 Ili .�,J11I II 1111 550717 08/1.6/1999 11:29A 61146 P216 n ALSDORF 22 of 46 R 230.00 D 0.00 GARFIELD COUNTY CO IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above. Attest: By: Its: RANCH AT ROARING FORK HOMPOWNERS ASSOCIATION, INC., a Colorado nonprofit corporation BY: L .��lli/e. Its: Ift C- 5,04, Attest: BY4. Its: ST. F COMP , alColorado corporation By: Its: STATE OF C.cipra.00 }ss COUNTY OF C ) 11i S The foregoing instrument was acknowledged before me on this day of August, 1999, by .. �,� ilt .p�( as vi.y a- and by 'c t. as ,,,, ff Ranch at Roaring Fork Homeowners As ciation, Inc.; a Color do non-profit corporation. No tat'` (= -22- 111111111111111111111111111111111IIIAh.:11111111111 530717 08/19/1999 1129A 61146 P217 M RLSDORF 23 of 46 R 230.00 D 0.00 GRRFTELD COUNTY CO KIMBERLY A AABERG Notary Pubic State of Colorado STATE OF Ca/oxalo COUNTY OF illy Commission Expires: w .) O .O ( ,` The foregoing instrument was acknowledged before me on this 7 day of August, 1999, by Richard D. Lewis as President of St. Finnbar Land Company, a Colorado corporation. :r STATE OF (12/O/274(0 COUNTY OF )ss. ) Natary lic MYCOURISSIONIXARPS Commission Expires: 417101 SThe foregoing instrument_was acknowledged before me on this day of August, 1999, by'Norton A. Heller as Secretary of St. Finbar Land Company, a Colorado corporation. -23- I� tar�lic MY COMI®SSIoH p(pip� 'salon. Expires: 411/01 biy Co F SEWER (S THIS FIRST AMENDMENT ( certain Sewer Service Agreement (St. "Original Agreement"), between the ASSOCIATION, INC., a Colorado non COMPANY, a Colorado corporation (` otherwise defined have the meanings T AMENDMENT to the SERVICE AGREEMENT innhar Property) Amendment") dated effective July 1 2005, amends that nnbar Property) dated August 4, 1999 (referred to as the CH AT ROARING FORK HOME OWNERS profit corporation ("Ranch") and ST. FINNBAR LAND eveloper"). Capitalized terms used herein and not ribed to them in the Agreement. A. The Ranch is a homeo treatment plant and rel Ranch Property. B. At the time of execution property described on E the Ranch Property (ref C. Developer and the Ranc Reception No. 550717, August 19, 1999, whereb sewer treatment capacity use only. RECITALS ers' association that owns and operates a wastewater d facilities and collection systems on and about the f the Original Agreement, Developer owned certain real 'bit A to the Original Agreement, which lies adjacent to d to as the St. Finbar Property"). entered into the Original Agreement recorded as k 1146, Page 195 of the Garfield County records on the Ranch agreed to sell Developer up to 35 EQR of the Ranch's wastewater treatment plan for residential D. Developer assigned all o Original Agreement to th nonprofit corporation (th Declaration of Protective 2001 in Book 1226 at P Colorado and (ii) that c February 14, 2001 betw Developer's right, title and interest in and to the St. Finnbar Homeowners Association, a Colorado "Association") pursuant to (i) Paragraph 11 of the ovenants for St. Finnbar Farm recorded January 9, 345 of the real estate records of Garfield County, Assignment and Assumption Agreement dated Developer and the Association. E. Developer received final Finnbar Property, which i thereof recorded January F. To facilitate the residenti Association has previousl residential uses. To finali proval from Garfield County to develop the St. now known as St. Finnbar Farm, according to the Plat 2001 as Reception No. 574731. development of the St. Finnbar Property, the purchased 18 EQRs of sewer treatment capacity for the construction and implementation of the St. Finnbar Property, the As capacity. G. The Ranch desires to all extend the time limit in set forth a payment sch NOW, THEREFORE, for and in contained in the Original Agreement an 1. At all relevant places in the Ori Gorden Meyer shall be substituted for 2. Paragraph 13(b)(3) shall be ame additional EQRs purchased: Purchase by Date August 22, 2005 August 22, 2006 August 22, 2007 August 22, 2008 August 22, 2009 3. The paragraph titled C : s A for purchase of tap fees for which a credi ociation intends to purchase additional sewer treatment the Association to amend the Original Agreement to 'ch the Association may purchase additional EQRs and e for such additional EQRs. onsideration of the promises and mutual covenants this Amendment, the parties agree as follows: Agreement, the engineering firm of Schmueser Laughlin Water Engineers, Ltd. ed to reflect the following payment schedule for 4. Paragraph 13(c) shall be amend paragraph 2 of this Amendment shall re After said date, (i) the Ranch shall have Developer, and (ii) service for additional discretion. 6. The Developer and the Associatio Ranch for any attomey's fees incurred by Amendment. 7. This Amendment shall be recorde Recorder. 8. The Original Agreement, except Purchase Price $ 8,000.00 each $ 8,500.00 each $ 9,000.00 each $ 9,500.00 each $I0,000.00 each T F shall be amended to provide that the date shall apply is extended to January 31, 2006. to provide that the payment schedule referred to in in full force and effect through August 22, 2009. obligation to provide any unpurchased taps to QRs shall be determined by the Ranch at its sole shall be jointly and severally liable to reimburse the e Ranch in the drafting and negotiation of this in the records of the Garfield County Clerk and amended hereby, shall remain in full force and effect. IN WITNESS WHEREOF, the date first set forth above. arties hereto have executed this Agreement as of the RANCH AT ROARING FORK ST. FINNBAR HOMEOWNER'S HOMEOWNERS ASSOCIATION, INq., ASSOCIATION, a Colorado non-profit corporation a Colorado non-profit corporation By: Title: STATE OF COUNTY OF Acknowledged before me this Association, Inc. ,as My commission expires: )ss day of By: Title: STATE OF C )ss. COUNTY OF,C t -t E .o ))p Acknowledged before me this Y� to d ( rt y , as Inc. My commission expires: ay of 2005, by of Ranch at Roaring Fork Homeowner's Notary 2005, by of St. Finnbar Homeowners Association, ANotary Approved: St. Knnbar a Colorado corporationCtiem -� � / Q Date: 1C/t 0/6 J By.- 6/28/05-E:1Data.Assistant 1 \wpdata\Rbedoc-J rrthoa-St. Finnbar_Amendment to Sewer Service A: ment.DOC