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Home My WebLink About2.0 BOCC Staff Report 10.05.2009BOCC Exhibits (10/5/2009) Public Hearing: LB Rose Ranch, Ironbridge Phase 1 Forfeiture of Financial Guaranty Exhibit A Proof of Mail Receipts B Proof of Publication C Garfield County Unified land use Regulations of 2008, as amended (ULUR, the Zoning Code) D 7/15/09 Applicant Letter Requesting Hearing E 6/16/09 Notice of Default F 5/18/09 Notice of Default G SIA dated 9/13/99 With Amendments 1-5 H 7/6/09 Letter from Leavenworth and Karp I 7/8/09 Letter to Leavenworth and Karp J Assignment of Rights K Ownership Map L Resolutions 2004-20 and 2004-21 M Staff Report N 9/23/09 Email from Andy Schwaller 0 Escrow Status P Escrow Agreeement EDWARD MULHALL, JR. SCOTT BALCOMB LAWRENCE R. GREEN TIMOTHY A. THULSON DAVID C. HALLFORD CHRISTOPHER L. COYLE THOMAS J. HARTERT CHRISTOPHER L. GEIGER SARA M. DUNN DANIEL C, WENNOGLE SCOTT GROSSCUP CHAD J. LEE BALCOMB & GREEN, P.0 ATTORNEYS AT LAW P.O. DRAWER 790 818 COLORADO AVENUE GLENWOOD SPRINGS, COLORADO 81602 VIA HAND DELIVERY Fred Jarman, Planning Director Garfield County Planning Dept. 108 Eighth Street, Suite 401 Glenwood Springs, CO 81601 TELEPHONE: 970.945.6546 FACSIMILE: 970.945.8902 www.balcombgreen.com July 15, 2009 JUL 5 20091 KENNETH BALCOMB (I 920-2005) OF COUNSEL: JOHN A. THULSON RE: Notice of Default in Subdivision Improvements Agieemated September 13, 1999 with Garfield County, Colorado, Board of County Commissioners Dear Fred: As attorney for LB Rose Ranch, LLC and in response to the above -referenced Notice of Default, I hereby would request that the Board of County Commissioners set a public hearing on the above -referenced matter. TAT:skl Pc: Debra Quinn, Garfield County Attorney's Office Very truly yours, imotA. Thulson John Martin Glenwood Springs, CO Mike Samson Rifle, CO Tresi Houpt Glenwood Springs, CO June 16, 2009 James Fogarty, Authorized Officer L.B. Rose Ranch, LLC 1271 Avenue of the Americas New York , NY 10020 Roaring Fork Investments, LLC A Colorado Limited Liability Company c/o Heggemeier and Stone, PC 19563 East Main Street, Suite 200 Parker, CO 80138 Timothy Thulson Balcomb and Green PO Drawer 790 Glenwood Springs, CO 81602 Garfield County BOARD OF COUNTY COMMISSIONERS Via Certified Mail Via Certified Mail Via Certified Mail Re: Notice of Default in Subdivision Improvements Agreement dated September 13, 1999 with Garfield County Colorado Board of County Commissioners Dear Mr. Fogarty and Mr. Thulson: Please be advised that L.B. Rose Ranch, LLC., assignee under that certain Assignment from Roaring Fork Investments LLC, recorded at reception number 573466 of the real estate records of the Clerk and Recorder of Garfield County, Colorado, is in default of the Subdivision Improvements Agreement for the Rose Ranch PUD, Phase I recorded September 11, 2000 at reception number 569190, as amended from time to time, most recently by the Fifth Amendment to Subdivision Improvements Agreement, Ironbridge Planned Unit Development, Phase I (formerly known as "Rose Ranch Planned Unit Development"), recorded at reception number 654211, (hereinafter collectively referred to as the "SIA"), due to failure to complete all improvements by June 30, 2004. In addition to the defaults listed in the Notice of Default dated May 18, 2009, defaults exist for the failure to comply with the provisions of paragraphs 4, 5, and 6 of the SIA by failing to convey to the appropriate entities, the improvements, water rights, 108 Eighth Street, Suite 213 • Glenwood Springs, CO 81601 (970) 945-5004 • Fax: (970) 945-7785 EXHIBIT easements, and rights of way necessary to properly operate and maintain the sewer system, the domestic water system, and the irrigation system for Phase I. Please be advised that you may respond to this Notice of Default with a written request for a public hearing by the Board. Should you fail to request such a hearing, within thirty (30) days of your receipt of this notice, the Board of County Commissioners will take such action necessary to compel enforcement of the SIA. Your request for a hearing must be in writing, addressed to: Planning Director of Garfield County 108 8th Street, #401 Glenwood Springs, CO 81601 Should you have any questions regarding this matter please call Deborah Quinn, Assistant County Attorney at (970) 945-9150. Sincerely, Board of Cou issioners of Garfield County, Colorado John Martin, Chair District 2 Tresi Houpt, Chair Pro -Tena District 1 Mike Samson District 3 May 18, 2009 James Fogarty, Authorized Officer L.B. Rose Ranch, LLC 1271 Avenue of the Americas New York , NY 10020 Roaring Fork Investments, LLC A Colorado Limited Liability Company c/o Heggemeier and Stone, PC 19563 East Main Street, Suite 200 Parker, CO 80138 Timothy Thulson Balcomb and Green 818 Colorado Avenue Glenwood Springs, CO 81601 Timothy Thulson Balcomb and Green PO Drawer 790 Glenwood Springs, CO 81602 Lehman Brothers Holding Inc. 745 Seventh Avenue New York, NY 10019 Garfield County BOARD OF COUNTY COMMISSIONERS Via Certified Mail Via Certified Mail Via Hand Delivery Via Certified Mail Via Certified Mail Re: Notice of Default in Subdivision Improvements Agreement dated September 13, 1999 with Garfield County Colorado Board of County Commissioners Dear Mr. Fogarty and Mr. Thulson: The Board of County Commissioners has been advised that L.B. Rose Ranch, LLC ("L.B. Rose"), has retained Mr. Thulson to undertake actions necessary through the County land use approval process to complete the obligations of L.B. Rose under two subdivision improvement 108 Eighth Street, Suite 213 • Glenwood Springs, CO 81601 (970) 945-5004 • Fax: (970) 945-7785 EXHIBIT • Improvements Agreement for the Rose Ranch PUD, Phase I recorded September 11, 2000 at reception number 569190, as amended from time to time, most recently by the Fifth Amendment to Subdivision Improvements Agreement, Ironbridge Planned Unit Development, Phase I (formerly known as "Rose Ranch Planned Unit Development"), recorded at reception number 6-54211 (hereinafter collectively referred to as the "SIA"), due to failure to complete all improvements by June 30, 2004. According to County records, in particular the Acknowledgement of Partial Satisfaction of the SIA recorded at reception number 706250, the subdivision improvements that have not been need include the following: 1,137 square yards of sod for roadside ditches: cost $558.50; a five foot concrete sidewalk, 28,102 sq. ft.: cost $112, 408. The total amount of improvements remaining is $113,076.50. That, together with the 10 percent contingency, results in a total cost of improvements, based upon the prices estimated on July 6, 2000, of $124,384.18. Please be advised that you may respond to this Notice of Default with a request for a public hearing by the Board. Should you fail to request such a hearing, we will certify to Key Bank National Association under its Letter of Credit number S304308 dated February 28, 2002, as amended, that a default has occurred. In the event that you do request a hearing concerning this default, such hearing must be scheduled for a regular Board of County Commissioners meeting date. The last meeting date prior to expiration of the existing letter of credit is June 15, 2009. Expiration of the existing letter of credit without any substitute security approved by the Board will also constitute a default under the SIA. Should you have any questions regarding this matter please call Deborah Quinn, Assistant County Attorney at (970) 945-9150. Sincerely, Board of Cou ty Co issioners of Garfield County, Colorado By: John Ma Cc• the Board Association CERTIFICATE OF HAND DELIVERY I, the undersigned, certify that true and accurate copies of the NOTICE OF DEFAULT IN SUBDIVISION IMPROVEMENTS AGREEMENTS DATED_-. SEPTEMBER 13, -1999 _ WITH GARFIELD COUNTY COLORADO BOARD OF COUNTY COMMISSIONERS, was sent via hand deliver, on this 18th day of May, 2009, to the following: Timothy Thulson Balcomb and Green 818 Colorado Avenue Glenwood Springs, CO 81601 1 !11111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 81206 P574 M ALSDORF 1 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Upon recording return to: Gatlield County Dept. of Build and Planning c% Mark Bean 109 8' Street Glenwood Springs, CO 81601 Roaring Fork Investments, LLC clo Tim Thulson P.O. Box 790 Glenwood Springs. CO 81602 SUBDIVISION IMPROVEMENTS AGREEMENT Rose Ranch Planned Unit Development Phase 1 THIS AGREEMENT is made and entered into this/34k. day of September, 1999 by and between the ROARING FORK INVESTMENTS, LLC., a Colorado limited liability company (hereinafter "Owner") and the BOARD OF COUNTY COMMISSIONERS OF GARFIELD COUNTY, STATE OF COLORADO, (hereinafter "County"). W ITNESSET H: WHEREAS, Owner is the owner and developer of certain real property located within Garfield County, Colorado, known as the Rose Ranch Planned Unit Development (P.U.D.), as approved and more particularly described in County Resolution No. 98-80, as amended under County Resolution No. 99-067; and WHEREAS, approval for the preliminary plan for the Rose Ranch P.U.D. was obtained under the terms and conditions set forth in County Resolution No. 99-068; and WHEREAS, both the P.U.D. approval, as amended, and the Preliminary Plan approval contemplated development of the Rose Ranch P.U.D. in phases; and WHEREAS, Owner has submitted to the County for its approval the Final Plat for Phase 1 of the Rose Ranch P.U.D. (hereinafter "Final Plat") for a portion of the property ("Subdivision") lying within the Rose Ranch P.U.D., more particularly described in said Final Plat and set forth in Exhibit A attached hereto and incorporated by reference; and WHEREAS, as a condition of approval of the Final Plat and as required by the laws of the State of Colorado, the Owner wishes to enter into this Subdivision Improvements Agreement with the County; and WHEREAS, Owner has agreed to execute and deliver a letter of credit to the County to secure and guarantee its performance of this agreement, and has agreed to certain restrictions and conditions regarding the issuance of building permits, Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 1 (le EXHIBIT 11111111111111111►111111111111111111111111111111111111 569190 09/11/2000 05:05P B1206 P575 M ALSDORF 2 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO certificates of occupancy and sale of properties, all as more fully set forth hereinafter. NOW, THEREFORE, for and in consideration of the premises and the following mutual covenants and agreements, the parties hereby agree as follows: 1. FINAL PLAT APPROVAL. The County hereby accepts and approves the Final Plat, subject to the terms and conditions of this agreement, as well as the terms and conditions of the above identified P.U.D. approval, the Preliminary Plan approval, and the requirements of the Garfield County Zoning and Subdivision Regulations. 2. OWNER'S PERFORMANCE. Owner has constructed and installed or shall cause to be constructed and installed, at its own expense, those improvements related to the Final Plat which are required to be constructed by Resolution Nos. 98-80, 99-067 and 99-068, this Agreement, the Final Plat, and all Garfield County Zoning and Subdivision Regulations. These improvements shall be completed on or before the 1st day of September, 2000. Additionally, the Owner shall comply with the following: A. all plat documents, if any, submitted prior to or at the time of the final plat approval, including the terms of the certification for improvements completed prior to the date hereof, which plat documents are incorporated herein by reference, and made a part of this agreement; B. all requirements of Resolution Nos. 98-80, 99-067 and 99-068, including all requirements of the Garfield County Zoning Code and Garfield County Subdivision Regulations, as they relate to Phase 1 of the Rose Ranch P.U.D. C. all laws, regulations, orders and resolutions of the County of Garfield, State of Colorado, and affected special districts; and D. all designs, maps, specifications, sketches, • and other materials submitted to and approved by any of the above -stated governmental entities. E. the improvements to be constructed by the Owner shall include, but are not limited to the following: Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 2 111111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 61206 P576 M RLSDORF 3 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO (1) sewer collection lines, mains, interceptors and lift stations for Phase 1 of the Rose Ranch P.U.D, as more particularly described in the plans submitted as part of the Final Plat and identified as, "Rose Ranch P.U.D Phase 1 Master Utility Plan"; "Rose Ranch P.U.D. Phase 1 Sewer Line Main Plan and Profile (M.H. 1 through M.H. 22)"; Rose Ranch P.U.D. Phase 1 Sewer Line Plan and Profile (Sewer Lines A through I)"; "Rose Ranch P.U.D Phase 1 Lift Station #1 Detail Sheet Above Ground Pumps"; "Rose Ranch P.U.D. Phase 1 Lift Station #2 Detail Sheet Below Ground Pumps"; "Rose Ranch P.U.D. Phase 1 Sewer Line and Miscellaneous Detail Sheet" and "Rose Ranch P.U.D. Phase 1 Sewer Line Force Main Off -Site Plan and Profile"; and (2) water supply and distribution system for Phase 1 of the Rose Ranch P.U.D, as more particularly described the plans submitted as part of the Final Plan and identified as, "Rose Ranch P.U.D. Phase 1 Master Utility Plan"; "Rose Ranch P.U.D. Water Treatment Plan Details", addressing POSY PUMP & PIPELINE, TRIDENT PACKAGED WATER TREATMENT PLANT GENERAL ARRANGEMENT, WATER TREATMENT SYSTEM FLOW DIAGRAM, TRIDENT PACKAGE PLANT BUILDING UNIT FOR TR -105A FLOOR PLAN, TRIDENT PACKAGE PLANT UNIT FOR TR -105A CROSS SECTION, TRIDENT PACKAGE PLANT BUILDING UNIT FOR TR -105A LENGTH SECTION, TRIDENT PACKAGE PLANT BUILDING UNIT FOR TR -105A PLUMBING/MECHANICAL and TRIDENT PACKAGE PLANT UNIT FOR TR -105A EFFLUENT PIPING; "Rose Ranch P.U.D. Phase 1 Water Tank Details", addressing FOUNDATION PLAN AND DETAILS, DETAILS, WALL AND PILASTER DETAILS, WALL SECTIONS AND PILASTER ANCHORAGE PLAN, WALL ELEVATION AND DETAILS, ROOF SLAB PLAN AND DETAILS and MISCELLANEOUS DETAILS; "Rose Ranch P.U.D Phase 1 Water Line and Miscellaneous Detail Sheet" and "Rose Ranch P.U.D. Phase 1 Potable Water Main Off - Site Plan"; and (3) internal roads, pedestrian ways, bike paths, drainage features and utility structures, as more particularly described in the plans submitted as part of the Final Plat and identified as "Rose Ranch P.U.D. Grading and Drainage Plan"; Rose Ranch P.U.D. Phase 1 Road Plan and Profile (Roads A through E, and Road J)"; Rose Ranch Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 3 1111111 1111 11111 1111111111 III 111111111111111111 569190 09/11/2000 05:05P B1206 P577 M ALSDORF 4 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO P.U.D. Phase 1 Cart Path Plan and Profile (STA. 1+00 to 14+00 and 14+00 to end)"; "Rose Ranch P.U.D. Phase 1 Miscellaneous Detail Sheet"; Rose Ranch P.U.D. Cart Path Bridge Section and Elevation Details and Rose Ranch P.U.D. Phase 1 Grading and Drainage Plan - Westbank Golf Course; and (4) all improvements to Colorado Highway 82 and its intersection with County Road 154, as more particularly described in the plans submitted as part of the Final Plat and identified as "Rose Ranch P.U.D. Phase 1 Highway 82/County Road 154 Improvements Site Plan", "Rose Ranch P.U.D. Phase 1 HWY. 82/County Road 154 Improvements Sign and Striping Plan", "Rose Ranch P.U.D. Phase 1 Highway 82/County Road 154 Improvements Grading and Drainage Plan" and "Rose Ranch P.U.D. Phase 1 Intersection of HWY. 82 + County Road 154 Miscellaneous Details". The traffic signals to be constructed under this provision shall be placed into service on or before September 1, 2000; and (5) all improvements to County Road 109, as more particularly described in the plans submitted as part of the Final Plat and identified as "Rose Ranch P.U.D. Garfield C.R. 109 Improvements Site/Gradient/Details and Road Profile"; and "Rose Ranch P.U.D. County Road 109 Improvements North Entrance Widening"; "Rose Ranch P.U.D. County Road 109 Improvements Main Entrance" and "Rose Ranch P.U.D. County Road 109 Improvements Southern Entrance Widening"; and (6) all landscaping and vegetative screening improvements as more particularly described in the plans submitted as part of the Final Plat and identified as, "Rose Ranch Vegetative Screening Plans (Wildlife Corridors)"; "Rose Ranch Weingberg Property Vegetative Screening Plan"; "Rose Ranch Blue Heron Vegetative Screening Plan"; and (7) the relocation of the Historic Railroad Building to the approximate location depicted in the plans submitted as part of the Final and identified as "Rose Ranch Golf Clubhouse/Community Park (Conceptual Site Plan)". The County agrees that if all improvements are Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 4 111101111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 81206 P578 M NAMORF 5 of 55 R 190.00 D 0.00 CGARFIELD COUNTY CO installed in accordance with this agreement,. Final Plat documents, and the as -built drawings to be submitted upon completion of the improvements, the requirements of the Garfield County Zoning Code, all other requirements of this agreement, the requirements of the Preliminary Plan, and the requirements of the P.U.D. approval resolution, then the Owner shall be deemed to have satisfied all terms and conditions of the Zoning and Subdivision Regulations of Garfield County, Colorado. 3. SECURITY FOR IMPROVEMENTS. a. Letter of Credit. On or before the date of the recording of the Final Plat with the Garfield County Clerk and Recorder, the Owner shall deliver a Letter of Credit in a form acceptable to the County in the amount of $8,395,108.86, which is the sum of the estimated cost of $8,024,512.86 for completion of the subdivision improvements related to Phase 1 of the Rose Ranch P.U.D. as set forth and certified by a licensed engineer on Exhibit B attached hereto and $370.596.00, which constitutes the total cost of all deferred payments to be made by Owner to the Roaring Fork Water and Sanitation District under the Preinclusion Agreement recorded in the records of the Clerk and Recorder on 9—iI , 1009 at Book/WA-6, Page hyo and Reception No.5 "1Y , minus the cost of improvements, if any, already completed as certified on Exhibit C hereto. The Letter of Credit required by this Agreement shall be issued by a state or national banking institution acceptable to the County. If the institution issuing the Letter of Credit is not licensed in the State of Colorado and transacting business in the State of Colorado, the Letter of Credit shall be "confirmed" within the meaning of C.R.S. 4-5- 106(2) by a bank that is licensed to do business in the State of Colorado, doing business in the State of Colorado, and acceptable to the County. With the exception of that portion of the Letter of Credit to be retained for revegetation of landscaping improvements in accordance with paragraph 3(c) herein below, the Letter of Credit must be valid for a minimum of six (6) months beyond the completion date for the improvements set forth herein. If the time for completion of improvements is extended through the execution of a written amendment to this Agreement, the time period for the validity of the Letter of Credit shall be similarly extended. Additionally, should the Letter of Credit become void or unenforceable for any reason, including the bankruptcy of the owner or the financial institution issuing or confirming the Letter of Credit, prior to acceptance of the improvements, this Agreement shall become void and of no force and effect, and the Final Plat shall be vacated pursuant to the terms of this Agreement. b. Partial Releases of Letter of Credit. The County Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 5 11111111111111111111111111111 III 1111111 III 1111111111111 569190 09/11/2000 05:05P 61206 P579 M ALSDORF 6 of 55 R 190.00 0 0.00 GARFIELD COUNTY CO shall release portions of the Letter of Credit as portions of the subdivision improvements are completed to the satisfaction of the County. Certification of completion of improvements adequate to authorize release of security must be submitted by a licensed or registered engineer. Such certification authorizing release of security shall certify that the improvements have been constructed in accordance with the requirements of this Agreement, including all Final Plat plans, and shall be stamped upon as-built drawings by said professional engineer where applicable. Owner may also request release for a portion of the security upon proof (i),that Owner has a valid contract with a public utility company regulated by the Colorado PUC that obligates such utility company to install certain utility lines and (ii) that Owner has paid to such utility company the cost of installation of such utilities required to be paid by Owner under such contract. Upon submission of a certification of completion of improvements by the Owner, the County may inspect and review the improvements certified as complete to determine whether or not said improvements have been constructed in compliance with the relevant specifications. If the County determines that all or a portion of the improvements certified as complete are not in compliance with the relevant specifications, the County shall furnish a letter of potential deficiencies to the Owner within fifteen (15) days specifying which improvements are potentially deficient. If no letter of potential deficiency is furnished within said fifteen (15) day period, all improvements certified as complete shall be deemed accepted and the County shall release the appropriate amount of security as it relates to the improvements which were certified as complete. If a letter of potential deficiencies is issued which identifies a portion of the certified improvements as potentially deficient, then all improvements not so identified in the letter of potential deficiencies shall be deemed accepted and the County shall release the appropriate amount of security as such relates to the certified improvements that are not identified as potentially deficient in the letter. With respect to any improvements certified as complete by the Owner that are identified as potentially deficient in a letter of potential deficiencies as provided in this paragraph, the County shall have thirty (30) days from the date of the letter of potential deficiencies to complete its investigation and provide written confirmation of the deficiency to the Owner. If upon further investigation the County finds that the improvements are acceptable, then appropriate security shall be released to the Owner within ten (10) days after completion of such investigation. In the event the improvements are not Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 6 1111111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P B1206 P580 M RLSDORF 7 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO accepted by the County, the Board of Commissioners shall make a written finding prior to requesting payment from the Letter of Credit. Additionally, the County shall provide the Owner a reasonable period of time to cure any deficiency prior to requesting payment from the Letter of Credit. c. Security for Revegetation. The cost of landscaping improvements has been set forth on Exhibit B, including an amount sufficient to provide for full revegetation of the landscaping required by the PUD approval and the Preliminary Plan, The Letter of Credit required hereby must provide security for all costs of landscaping. The Certificate of Completion for landscaping improvements shall set forth the costs of revegetation and such amount shall be retained as security for a period not to exceed one (1) year after such completion. At the conclusion of that one (1) year period the amount of security retained for landscaping shall be released by the County upon receipt and acceptance of a certified letter from a landscape professional that such landscaping is complete and is no longer in need of revegetation and that the revegetation is established. d. Substitution of Letter of Credit. The County may, at its sole option, permit the Owner to substitute collateral other than a Letter of Credit acceptable to the County for the purpose of securing the completion of the improvements as hereinabove provided. e. Recording of Final Plat. No Final Plat shall be recorded pursuant to this Agreement until the Letter of Credit described in this Agreement has been received and approved by the County. 4. SEWER SYSTEM. Prior to September 1, 2000, Owner shall in conformance with the Preinclusion Agreement, above referenced, construct and convey to the Roaring Fork Water and Sanitation District all appurtenant improvements to the sewer system located within the Subdivision, including all sewer lines, interceptors and lift -stations, along with all easements and rights of way necessary to properly operate and maintain the sewer system improvements as they shall be located and in place. 5. DOMESTIC WATER SYSTEM. Prior to September 1, 2000, Owner shall construct and convey through appropriate instrument to the Rose Ranch Property Owners Association, Inc., a Colorado nonprofit corporation or, as may be applicable, the Roaring Fork Water and Sanitation District or such other special district as may be approved by the County, all appurtenant improvements to the domestic water system located within the Subdivision, Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 7 1111111111111111111111111111 III 1111111 III 1111111111111 569190 09/11/2000 05:05P B1206 P581 M RLSDORF 8 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO including the Water Treatment Plant, Water Tank, diversion facilities, all water mains and lines, and applicable water rights, along with all easements and rights of way necessary to properly operate and maintain the domestic water system improvements as they shall be located and in place. 6. IRRIGATION SYSTEM. Prior to September 1, 2000, Owner shall construct and convey through appropriate instrument to the Rose Ranch Property Owners Association, Inc., a Colorado nonprofit corporation or such special district as may be approved by the County, all appurtenant improvements to the irrigation system located within the Subdivision, including all water lines, pumps, diversion and storage facilities and applicable water rights, along with all easements and rights of way necessary to properly operate and maintain the irrigation improvements as they shall be located and in place. 7. AFFORDABLE DWELLING UNITS. Owner was required under its' original P.U.D. approval (98-80), to provide owner -occupied affordable dwelling units in a number equal to 10% of the total units zoned under the P.U.D. In order to provide the opportunity for housing of seasonal golf course employees, Owner requested and received authority under its' P.U.D amendment (99-067) to satisfy this requirement through the provision of rental dwelling units, the rents for which will be by deed restriction capped in accordance with the definition of "Affordability" subsequently incorporated by the County within Section 4.07.03(3) of the Garfield County Zoning Resolution of 1978, as amended. Under Section 4.07.15.04, Owner is required make available for rent the Affordable Dwelling Units, "(a)t the time that other houses are available for rent." In conformance with the above and upon the following conditions, Owner shall construct the Affordable Dwelling Units: a. the Affordable Dwelling Units shall be constructed within a single structure to be sited within Golf Course Parcel 6 at the location depicted and described on the Map submitted with the Final Plat and identified as, "Rose Ranch Golf Clubhouse/Community Park (Conceptual Site Plan), attached herewith as Exhibit D and b. construction shall be completed and the Affordable Dwelling Units shall be made available for rent at or prior to the time at which the County has issued building permits for the Rose Ranch P.U.D in a number equal to % of the number of Lots contained within the Subdivision; and c. until such time as the Affordable Dwelling Units Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 8 11E11 1111111112 11 THE 569190 09/11/2000 05:05P B1206 P582 M RLSDORF 9 of 55 R 190.00 0 0.00 GARFIELD COUNTY CO are constructed and made available for rent: i. Owner shall not be allowed to use or occupy for commercial purposes, the Golf Course Parcels or buildings constructed thereon unless, Owner provides security , in a form and amount satisfactory to the County, the construction of the Affordable Dwelling Units; and ii. Owner shall not be allowed to pursue under the County subdivision regulations, any further phase of subdivision within the Rose Ranch P.U.D. d. Owner shall obtain all required signatures of the Garfield County Housing Authority, or such other management entity as may be designated by the County, to a Occupancy Deed Restriction And Agreement For The Rose Ranch Affordable Dwelling Units -- which deed restriction shall be in a form substantially consistent with the form deed restriction attached hereto as Exhibit G -- at or prior to the earlier of: i. the time at which the Affordable Dwelling Units are made available for rent: or ii. the expiration of this Agreement (September 1, 2000). 8. ROADS. All roads within the Final Plat shall be dedicated to the public as public rights-of-way. The homeowners association shall be solely responsible for the maintenance, repair and upkeep of those roads. The County shall not be obligated to maintain any roads within the subdivision. The owner of the Golf Course Parcel(s) shall contribute towards the expenses of maintenance, upkeep, repair, restoration and snow removal and reconstruction of roads as provided in the Golf Course Easement, recorded in the public records of the Clerk and Recorder for Garfield County, Colorado on 9-// , 1999, at Book , c.6, Page %aye, and Reception No. sh1/9s 9. INDEMNITY. To the extent allowed by law, the Owner agrees to indemnify and hold the County harmless and defend the County from all claims which may arise as a result of the Owner's installation of the improvements required pursuant to this agreement. However, the Owner does not indemnify the County for claims made asserting that the standards imposed by the County are improper or the cause of the injury asserted. The County shall be required to notify the Owner of Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 9 1111111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 91206 P583 M ALSDORF 10 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO receipt of a notice of claim, or a notice of intent to sue and shall afford the Owner the option of defending any such claim or action. Failure to notify and provide such written option to the Owner shall extinguish the County's rights under this paragraph. Nothing herein stated shall be interpreted to require the Owner to indemnify the County from claims which may arise from the negligent acts or omissions of the County or its employees. 10. SCHOOL IMPACT FEES. The parties recognize and agree that the approval of the Final Plat constitutes approval of 82 single family lots for a corresponding total of 82 dwelling units. The parties agree that school impact fees shall be $200.00 per dwelling unit or such other amount as may be established by the County at the time of approval of the Final Plat. The Owner specifically agrees that it is obligated to pay the same at the time of recordation of the Final Plat, herein accepts that obligation, and waives any claim that it is not so obligated or required to pay school impact fees. The Owner agrees that subsequent to recording of the Final Plat, the Owner will not claim, nor is the Owner entitled to, a reimbursement of the school impact fees paid in conjunction with this Subdivision Improvements Agreement. 11. ROAD IMPACTS. The parties stipulate and agree That as determined pursuant to Section 4:94 of the Garfield County Subdivision Regulations of 1984, as amended and the Worksheet calculated in accordance therewith and attached hereto as Exhibit E., that the off-site road impact fee ("Road Impact Fee") applicable to the Property is $ . Owner agrees to pay the County the Road Impact Fee, subject to the following terms and conditions: A. Owner shall be allowed to offset against the Road Impact Fee, on a dollar for dollar basis, the estimated costs to be incurred by Owner in completing the improvements to County Road 109 ("109 Improvement Costs"), as more specifically described in Paragraph 2.E.(5), Supra. B. If the 109 Improvement Costs exceed the Road Impact Fee, Owner shall be allowed to carry the amount of such surplus forward as an offset against all off-site road impact fees applicable to future final plats of the Rose Ranch P.U.D. C. if the Road Impact Fee exceeds the 109 Improvement Costs, Owner shall pay the amount of such surplus to the County as follows: i if any portion of the road improvements for Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 10 1111111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 81206 P584 M ALSDORF 11 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO District 9 (as defined under the Capital Improvements Plan adopted by the County under Resolution No. 97-111) are scheduled to be commenced within (5) years of execution of this Agreement, Owner shall pay (50%) of such surplus to the County at the time of filing of the Final Plat. The remaining balance shall be made in payments to the County by the Subdivision property owners at the issuance of each building permit, each such payment to be determined in accordance with the following formula: Where: (A _ B) * C A = the Average Daily Traffic ("ADT") estimated to be generated by the home/structure for which application for building permit is made. B = the ADT estimated to be generated by the Subdivision. C = the payment to be made to the County. ii if the construction of road improvements within District 9 are not scheduled to be commenced within (5) years of the execution of this Agreement, the entire remaining balance shall be made in payments to the County by the Subdivision property owners at the time of issuance at building permit, each such payment to be determined in accordance with the formula set forth in Paragraph 9.C.i, above. D. All Road Impact Fees collected by the County pursuant to this provision shall be placed into a separate interest bearing account in the County Treasurer's office. All such fees and interest accrued must be spent on the capital improvements for District 9 identified in the Capital Improvements Plan adopted by the County under Resolution No. 97-111 within (20) years of execution of this Agreement. If after (20)years, such fees and interest have not been spent in accordance with the Capital Improvements Plan, they shall be returned to the party who originally paid the Road Impact Fee. E. The parties stipulate and agree that if the 109 Improvement Costs exceed the total Impact Fees imposed for the Rose Ranch P.U.D., that pursuant to Section 4:94, the Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 11 1111111 11111 11111 11111111111 111 1111E111 111111 I 11111 569190 09/11/2000 05:05P B1206 P585 M RLSDORF 12 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO County shall be obligated to refund to the Owner such excess credit balance. 12 FIRE DISTRICT FEES. The parties recognize and agree that the approval of the Final Plat constitutes approval of 82 single family lots for a corresponding total of 82 dwelling units. The parties agree that impact fees for the Carbondale & Rural Fire Protection District shall be $ per dwelling unit or such other amount as may be established by the County at the time of approval of the Final Plat. The Owner specifically agrees that it is obligated to pay the same at the time of recordation of the Final Plat, herein accepts that obligation, and waives any claim that it is not so obligated or required to pay the Fire District Fees. The Owner agrees that subsequent to recording of the Final Plat, the Owner will not claim, nor is the Owner entitled to, a reimbursement of the Fire District Fees paid in conjunction with this Subdivision Improvements Agreement. 13. 404 PERMIT. On or before 15 -Sep -99, Owner shall provide the County written verification from the Army Corps of Engineers that Owner's Nationwide 404 permit shall be valid and in effect past the stated 15 -Sep -99 expiration date 14. GOLF CART UNDERPASSES. Prior to the initiation of any construction activities on the County Road 109 golf cart underpasses identified on the Final Plat, Owner shall obtain all required construction permits for the same from the County's Road and Bridge Department. Owner and all construction contractors and subcontractors of Owner shall, in the construction of the County Road 109 golf cart underpasses, comply with and be bound by all terms, conditions and provisions contained within said permits. 15. COMMUNITY GARDEN. Owner shall establish at locations contained within those parcels identified upon the Final Plat as "Future Development Parcels" a temporary community garden of a size sufficient to allow each lot owner to manage a garden plot for his/her use. Owner shall be obligated to maintain the temporary community garden available for lot owner use until such time as a permanent location is established and dedicated under future subdivision Phases of the Rose Ranch P.U.D. 16. CONSULTING ENGINEERING. Owner shall reimburse to the County all professional fees and costs incurred by the County instant to the review and monitoring by an independent geotechnical engineer of all geotechnical mitigation measures required under Owner's PUD and Preliminary approvals above referenced. Subdivision Improve. Agree. Rose Ranch P.U.D. 23 -Sep -99 Page 12 11111111111111111111111111111 III 11111111111111111111111 569190 09/11/2000 05:05P 61206 P586 M RLSDORF 13 of 55 R 190.00 0 0.00 GARFIELD COUNTY CO 17. SALE OF LOTS. No lots within the Subdivision shall be conveyed prior to recording of the Final Plat. 18. ISSUANCE OF BUILDING PERMITS. As one remedy for breach of this agreement, the County may withhold issuance of building permits for any structure within the Subdivision. Additionally, the Owner agrees that no building permit shall be issued for any structure within the subdivision prior to the inclusion of the Subdivision within the Roaring Fork Water and Sanitation District. The parties also agree that no building permit shall be issued until the Owner demonstrates to the satisfaction of the Fire District that adequate water is available for the Fire District's purposes at the site of construction. Further, the parties agree that no certificate of occupancy shall be issued for any building or structure within the Subdivision until all subdivision improvements, sewer and the water distribution systems have been completed and are operational, as required by this agreement. Finally, the Owner herein agrees that prior to the conveyance of any lot within this Subdivision, it will provide to the purchaser of that lot a signed copy of Exhibit F attached hereto, notifying the owner of the foregoing restrictions upon issuance of building permits and certificates of occupancy. 19. ENFORCEMENT. In addition to any rights which may be provided by Colorado statute, it is mutually agreed that the County or any purchaser of a lot within the Subdivision shall have the authority to bring an action in the District Court of Garfield County, Colorado, to compel enforcement of this agreement. 20. CONSENT TO VACATE PLAT. In the event the Owner fails to comply with the terms of this agreement, including the terms of the Preliminary Plan, or the P.U.D. approval, as amended, the County shall have the ability to vacate the Final Plat as it pertains to lots for which no building permits have been issued. Any existing lots for which building permits have been issued, shall not be vacated and the plat as to those lots shall remain valid. The Owner shall provide a survey and complete legal description with a map showing the location of a portion of the plat so vacated. 21. BINDING EFFECT. This agreement shall be a covenant running with the title to each lot within the Final Plat, and the rights and obligations as contained herein shall be binding upon and inure to the benefit of the Owner, its successors and assigns. Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 13 11E1 11111111131131111 III 1111111113111 11111111 569190 09/11/2000 05:05P 81206 P587 11 ALSDORF 14 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO 22. RECORDING. Upon execution and authorization by the County, the Owner shall record this agreement with the Office of the Clerk & Recorder for Garfield County, Colorado. 23. VENUE AND JURISDICTION. Venue and jurisdiction for any cause arising out of or related to this agreement shall lie in the District Court for Garfield County, Colorado, and be construed pursuant to the laws of the State of Colorado. 24. AMENDMENT. The parties hereto mutually agree that this agreement may be amended from time to time, provided such amendment is in writing and signed by the parties hereto. 25. NOTICE. All notices required herein shall be tendered by personal service or certified mail upon the following individuals or agents of the parties to this agreement: Board of County Commissioners of Garfield County c/o Mark Bean, Planning Director 109 8th Street, Suite 303 Glenwood Springs, CO 81601 Roaring Fork Investments, LLC, a Colorado Limited Liability Company c/o Heggemeier & Stone, P.C. 19563 East Mainstreet, Suite 200 Parker, CO 80138 with copy to: Timothy A. Thulson Balcomb & Green, P.C. P.O. Drawer 790 Glenwood Springs, CO 81602 Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 14 111111 1 111 1 11111 1111111 1111 111 1111111111111111 111 1111 569190 09/11/2000 05:05P B1206 P588 11 ALSDORF 15 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO ENTERED INTO the day and year first above written. ROARING FORK INVESTMENTS, LLC., a Colorado Limited Liability Company By Ronald R. Heggem-ier, Manager BOARD 0 OF GARF UNTY COMMISSIONERS E D COUNT CO •RADO By o: • • JI-.AfiwL .Cerk: tai the Board Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 15 1111111111111111111111111111111111111111111111111111111 569190 09/11/2000 05:05P 61206 P589 M RLSDORF 16 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit A (Legal Description of Phase 1 of the Rose Ranch P.U.D.) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 16 1 111111 11111 111111 11111 111111 111 1111111 111 111111 III 1111 569190 09/11/2000 05:05P 81206 P590 M ALSDORF 17 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 1 ROSE RANCH P.U.D. PHASE 1 PROPERTY DESCRIPTION A PARCEL OF LAND SITUATED IN LOTS 7, 8, 9, 12, 13, 15 AND 16 OF SECTION 12, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 12, A BLM BRASS CAP IN PLACE; THENCE S 39°16'15" E 4369.77 FEET TO THE SOUTHWEST CORNER OF THE ROSE RANCH, SAID POINT BEING ON THE EASTERLY RIGHT-OF-WAY OF COUNTY ROAD NO. 109, A REBAR AND CAP L.S. #19598 IN PLACE, THE POINT OF BEGINNING; THENCE THE FOLLOWING THE SEVEN (7) COURSES ALONG SAID EASTERLY RIGHT-OF-WAY: 1. N 13°15'08" E 30.84 FEET 2. N 13°40'41" E 86.97 FEET 3. N 14°26'34" E 8.37 FEET 4. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 263.67 FEET AND A CENTRAL ANGLE OF 22°42'13", A DISTANCE OF 104.48 FEET (CHORD BEARS N 03°05'28" E 103.80 FEET) - 5. N 08°15'39" W 721.97 FEET 6. N 09°37'30" W 215.26 FEET 7. N 09°32'11" W 374.52 FEET; THENCE LEAVING SAID EASTERLY RIGHT-OF-WAY; N 80°27'49" E 61.66 FEET; THENCE S 69°00'00" E 114.87 FEET; THENCE N 64°00'00" E 195.36 FEET; THENCE N 31°18'55" E 343.31 FEET; THENCE N 29°11'53" E 207.54 FEET; THENCE N 53°00'00" W 117.98 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 80.00 FEET AND A CENTRAL ANGLE OF 59°30'10", A DISTANCE OF 83.08 FEET (CHORD BEARS N 50°44'48" E 79.40 FEET); THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 35.00 FEET AND A CENTRAL ANGLE OF 55°34'57", A DISTANCE OF 33.95 FEET (CHORD BEARS N 48°47'11" E 32.64 FEET); THENCE N 76°34'40" E 45.82 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 145.00 FEET AND A CENTRAL ANGLE OF 07°59'08", A DISTANCE OF 20.21 FEET (CHORD BEARS N 80°34'14" E 20.19 FEET); THENCE N 84°33'48" E 162.26 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 145.00 FEET AND A CENTRAL ANGLE OF 12°40'07", A DISTANCE OF 32.06 FEET (CHORD BEARS S 89°06'08" E 32.00 FEET); THENCE S 82°46'05" E 88.97 FEET; THENCE N 16°02'33" E 71.09 FEET; THENCE N 59°50'09" E 321.51 FEET; THENCE N 62°10'49" E 340.58 FEET TO A POINT ON THE WESTERLY BOUNDARY 1 1111 11111 111111 11111111111 III 11111E111 111111 1111111 569190 09/11/2000 05:05P 81206 P591 M ALSDORF 18 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 2 OF THAT PROPERTY DESCRIBED IN BOOK 511 AT PAGE 103 OF THE GARFIELD COUNTY CLERK AND RECORDER'S OFFICE; THENCE THE FOLLOWING FOUR (4) COURSES ALONG THE WESTERLY LINE OF SAID PROPERTY: 1. S 47°16'43" E 189.98 FEET 2. S 34°28'09" E 123.72 FEET 3. S 04°45'38" E 390.41 FEET 4. S 08°01'51" W 130.25 FEET TO THE SOUTHWEST CORNER OF SAID PROPERTY; THENCE N 67°25'06" E ALONG THE SOUTHERLY LINE OF SAID PROPERTY 211.00 FEET TO A POINT ON THE EASTERLY LINE OF LOT 9 OF SAID SECTION 12; THENCE S 00°22'11" E ALONG SAID EASTERLY LINE 606.90 FEET TO THE SOUTHEAST CORNER OF SAID LOT 9, A REBAR AND ALUMINUM CAP, LS #22580, IN PLACE; THENCE S 03°11'58" W ALONG THE EASTERLY LINE OF LOT 12 OF SAID SECTION 12 A DISTANCE OF 741.05 FEET TO THE SOUTHEAST CORNER OF SAID LOT 12, A REBAR AND ALUMINUM CAP IN PLACE; THENCE S 00°06'02" E ALONG THE EASTERLY LINE OF LOT 16 OF SAID SECTION 12 A DISTANCE OF 555.52 FEET TO THE SOUTHEAST CORNER OF SAID LOT 16, A REBAR AND ALUMINUM CAP IN PLACE, SAID POINT ALSO BEING THE NORTHEAST CORNER OF TELLER SPRINGS SUBDIVISION; THENCE S 89°59'08" W ALONG THE NORTHERLY LINE OF SAID TELLER SPRINGS SUBDIVISION 220.61 FEET TO THE SOUTHEAST CORNER OF PARCEL C OF RECEPTION NO. 444311 OF THE GARFIELD COUNTY CLERK AND RECORDER'S OFFICE; THENCE LEAVING SAID NORTHERLY LINE N 12°57'48" W ALONG THE EASTERLY LINE OF SAID RECEPTION NO. 444311 169.14 FEET; THENCE N 87°58'25" W ALONG THE NORTHERLY LINE OF SAID PARCEL C 324.74 FEET; THENCE ALONG THE WESTERLY LINE OF SAID PARCEL C ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 582.29 FEET AND A CENTRAL ANGLE OF 17°52'51", A DISTANCE OF 181.72 FEET (CHORD BEARS S 13°29'05" E 180.98 FEET) TO A POINT ON THE NORTHERLY LINE OF SAID TELLER SPRINGS SUBDIVISION; THENCE S 89°52'26" W ALONG SAID NORTHERLY LINE 174.01 FEET TO THE NORTHWEST CORNER OF THE TELLER SPRINGS OPEN SPACE; THENCE LEAVING SAID NORTHERLY LINE S 21°55'10" W ALONG THE WESTERLY LINE OF SAID OPEN SPACE 53.97 FEET TO THE NORTHEAST CORNER OF LOT 5 OF SAID TELLER SPRINGS SUBDIVISION AS SHOWN ON THE AMENDED PLAT THEREOF; THENCE S 89°59'08" W ALONG THE NORTHERLY LINE OF SAID LOT 5 165.35 FEET; THENCE CONTINUING ALONG SAID NORTHERLY LINE N 45°01'42" W 28.27 FEET; THENCE CONTINUING ALONG SAID NORTHERLY LINE S 89°59'08" W 855.53 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 89.288 ACRES, MORE OR LESS. TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 3 AND 4, SECTION 12 AND LOTS 28 AND 29, SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 12, A BLM BRASS CAP FOUND IN PLACE; THENCE N 86°59'45" E 2478.86 FEET, THE POINT OF BEGINNING; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A I 111111 11111 111111 11111 111111 111 1111111 II 111111 111 1111 569190 09/11/2000 05:05P B1206 P592 M ALSDORF 19 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 3 R1IDIUS OF 170.00 FEET AND A CENTRAL ANGLE OF 65°53'11", A DISTANCE OF 195.49 FEET (CHORD BEARS N 29°55'34" E 184.89 FEET); THENCE N 62°52'09" E 50.72 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 230.00 FEET AND A CENTRAL ANGLE OF 32°51'34", A DISTANCE OF 131.91 FEET (CHORD BEARS N 46°26'22" E 130.11 FEET); THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 35.00 FEET AND A CENTRAL ANGLE OF 91°43'08", A DISTANCE OF 56.03 FEET (CHORD BEARS N 75°52'09" E 50.23 FEET); THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 105.00 FEET AND A CENTRAL ANGLE OF 35°43'54", A DISTANCE OF 65.48 FEET (CHORD BEARS S 40°24'20" E 64.43 FEET); THENCE S 22°32'23" E 367.78 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 145.00 FEET AND A CENTRAL ANGLE OF 39°28'24", A DISTANCE OF 99.90 FEET (CHORD BEARS S 42°16'35" E 97.93 FEET); THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 105.00 FEET AND A CENTRAL ANGLE OF 59°42'05", A DISTANCE OF 109.41 FEET (CHORD BEARS S 32°09'45" E 104.53 FEET); THENCE S 02°18'42" E 155.70 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 260.00 FEET AND A CENTRAL ANGLE OF 34°26'18", A DISTANCE OF 156.28 FEET (CHORD BEARS S 19°31'51" E 153.93 FEET); THENCE S 36°45'00" E 647.15 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 155.00 FEET AND A CENTRAL ANGLE OF 43°58'55", A DISTANCE OF 118.98 FEET (CHORD BEARS S 14°45'33" E 116.08 FEET); THENCE S 07°13'55" W 6.00 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 35.00 FEET AND A CENTRAL ANGLE OF 90°00'00", A DISTANCE OF 54.98 FEET (CHORD BEARS S 52°13'55" W A DISTANCE OF 49.50 FEET); THENCE N 82°46'05" W 14.61 FEET; THENCE ALONG THE ARC OF A CURVE THE LEFT HAVING A RADIUS OF 205.00 FEET AND A CENTRAL ANGLE OF 12°40'07", A DISTANCE OF 45.33 FEET (CHORD BEARS N 89°06'08" W 45.23 FEET); THENCE S 84°33'48" W 162.26 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 205.00 FEET AND A CENTRAL ANGLE OF 07°59'08", A DISTANCE OF 28.57 FEET (CHORD BEARS S 80°34'14" W 28.55 FEET); THENCE'S 76°34'40" W 45.82 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 35.00 FEET AND A CENTRAL ANGLE OF 55°34'57", A DISTANCE OF 33.95 FEET (CHORD BEARS N 75°37'51" W 32.64 FEET); THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 80.00 FEET AND A CENTRAL ANGLE OF 06°20'04", A DISTANCE OF 8.84 FEET (CHORD BEARS N 51°00'24' W 8.84 FEET); THENCE N 41°00'00" E 94.71 FEET; THENCE N 47°00'00" W 488.04 FEET; THENCE N 50°47'54" W 40.59 FEET; THENCE N 25°00'00" W 384.00 FEET; THENCE N 25°52'15' W 41.58 FEET; THENCE N 05°31'07" W 211.73 FEET; THENCE N 22°32'23" W 214.58 FEET; THENCE N 74°00'00" W 80.63 FEET, TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 13.185 ACRES, MORE OR LESS. 1 111111 11111 111111 11111 111111 111 1111111 111 III1111111111 569190 09/11/2000 05:05P B1206 P593 M RLSDORF 20 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL • PAGE 4 TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 5, 11, 12, 13, 15, 16, 23, 24, AND 28 OF SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 1, A BLM BRASS CAP IN PLACE; THENCE N 82°31'27" W 2263.73 FEET, TO A POINT ON THE WESTERLY RIGHT-OF-WAY OF COUNTY ROAD 109, THE POINT OF BEGINNING; THENCE THE FOLLOWING SIXTEEN (16) COURSES ALONG SAID EASTERLY RIGHT- OF-WAY: 1. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 1870.00 FEET AND A CENTRAL ANGLE OF 05°38'57", A DISTANCE OF 81.70 FEET (CHORD BEARS N 05°00'44" W 81.69 FEET) 2. N 03°45'38" W 70.62 FEET 3. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 1155.00 FEETAND A CENTRAL ANGLE OF 08°59'23", A DISTANCE OF 181.22 FEET (CHORD BEARS N 08°15'19" W 181.03 FEET) 4. N 12°45'01" W 250.30 FEET 5. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 518.09 FEET AND A CENTRAL ANGLE OF 35°11'37", A DISTANCE OF 318.23 FEET (CHORD BEARS N 30°20'49" W 313.26 FEET) - 6. N 47°56'38" W 239.80 FEET 7. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 1520.00 FEET AND A CENTRAL ANGLE OF 14°05'17", A DISTANCE OF 373.74 FEET (CHORD BEARS N 40°53'59" W 372.80 FEET) 8. N 33°51'20" W 485.97 FEET 9. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 620.00 FEET AND A'CENTRAL ANGLE OF 19°38'05", A DISTANCE OF 212.47 FEET (CHORD BEARS N 43°40'23" W 211.43 FEET) 10. N 53°29'25" W 511.09 FEET 11. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 470.00 FEET AND A CENTRAL ANGLE OF 34°45'42", A DISTANCE OF 285.15 FEET (CHORD BEARS N 36°06'34" W 280.80 FEET) 12. N 18°43'43" W 773.97 FEET 13. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 620.00 FEET AND A CENTRAL ANGLE OF 30°05'19"., A DISTANCE OF 325.59 FEET (CHORD BEARS N 03°41'04" W 321.86 FEET) 14. N 11°21'36" E 171.27 FEET 15. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 380.00 FEET AND A CENTRAL ANGLE OF 02°00'48", A DISTANCE OF 13.35 FEET (CHORD BEARS N 10°21'13" E 13.35 FEET) 111111111111111111111111111111111111111 111 1111111 111111 569190 09/11/2000 05:05P 81205 P594 IT RLSDORF 21 of 55 R 190.00 D 0.00 GRRFIELD COUNTY CO PHASE 1 LEGAL PAGE 5 16. N 19°24'30"E 52.13 FEET; THENCE LEAVING SAID WESTERLY RIGHT- OF-WAY S 05°09'02" E 158.12 FEET; THENCE S 11°21'36" W 124.44 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 1000.00 FEET AND A CENTRAL ANGLE OF 20°55'56", A DISTANCE OF 365.34 FEET (CHORD BEARS S 02°39'27" E 363.31 FEET); THENCE S 18°43'43" E 446.82 FEET; THENCE N 71°16'17" E 67.02 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 292.00 FEET AND A CENTRAL ANGLE OF 37°24'07", A DISTANCE OF 190.61 FEET (CHORD BEARS N 52°34'13" E 187.25 FEET); THENCE N 33°52'10" E 231.99 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 295.00 FEET AND A CENTRAL ANGLE OF 14°20'09", A DISTANCE OF 73.81 FEET (CHORD BEARS N 41°02'14" E 73.60 FEET); THENCE S 17°00'00" E 57.28 FEET; THENCE S 60°27'28" E 705.20 FEET; THENCE S 41°00'00" E 291.19 FEET; THENCE S 59°10'31" E 528.72 FEET; THENCE S 65°03'14" E 289.30 FEET; THENCE S 12°42'29" W 193.82 FEET; THENCE S 69°26'39" W 162.39 FEET; THENCE S 12°06'13" E 354.63 FEET; THENCE S 03°31'27" E 80.00 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 510.00 FEET AND A CENTRAL ANGLE OF 34°21'58", A DISTANCE OF 305.90 FEET (CHORD BEARS S 68°46'29" W 301.33 FEET); THENCE S 39°38'44" E 684.26; THENCE S 31°03'39" E 112.70 FEET; THENCE S 06°45'49" W 144.32 FEET; THENCE S 12°45'01" E 209.29 FEET; THENCE S 60°00'00" E 110.74 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 170.00 FEET AND A CENTRAL ANGLE OF 38°53'55", A DISTANCE OF 115.41 FEET (CHORD BEARS S 43°25'11" W 113.21 FEET); THENCE S 62°52'09" W 50.72 FEET; THENCE S 80°35'25" W 299.88 FEET, TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 48.206 ACRES, MORE OR LESS. TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 2, 3, AND 9 OF SECTION 12, AND LOTS 10, 11, 12, 17, 22, 29, AND 30 OF SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 1, A BLM BRASS CAP IN PLACE; THENCE S 76°17'40" E 3972.43 FEET TO THE POINT OF BEGINNING; THENCE N 44°21'10" W 102.28 FEET; THENCE N 58°00'42" W 191.26 FEET; THENCE N 31°18'36" W 193.84 FEET; THENCE N 35°01'04" W 195.06 FEET; THENCE N 50°10'09" W 174.71 FEET; THENCE N 54°11'49" W 43.11 FEET; THENCE N 24°39'20" W 163.26 FEET; THENCE S 69°34'20" W 77.75 FEET; THENCE N 02°18'42" W 50.18 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 145.00 FEET AND A CENTRAL ANGLE OF 59°42'05", A DISTANCE OF 151.09 FEET (CHORD BEARS N 32°09'45" W 144.35 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 1 1111111111111111111111111111111 1 111111 111 111111111 1111 569190 09/11/2000 03:05P 01206 P595 M ALSDORF 22 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 6 105.00 FEET AND A CENTRAL ANGLE OF 18°41'42", A DISTANCE OF 34.26 FEET (CHORD BEARS N 52°39'56" W 34.11 FEET); THENCE N 66°06'05" E 97.52 FEET; THENCE N 12°00'28" W 243.11 FEET; THENCE N 11°30'42" W 105.63 FEET; THENCE N 07°12'34" W 75.18 FEET; THENCE N 08°02'04" W 130.43 FEET; THENCE N 00°42'38" W 148.65 FEET; THENCE N 84°00'00" W 223.25 FEET; THENCE N 05°18'54" E 90.01 FEET; THENCE S 84°00'00" E 226.92 FEET; THENCE N 03°33'06" E 162.15 FEET; THENCE N 00°42'38" W 162.56 FEET; THENCE N 21°00'00" E 332.51 FEET; THENCE N 00°42'38" W 202.27 FEET; THENCE N 09°00'00" W 381.49 FEET; THENCE N 00°42'38" W 176.32 FEET; THENCE N 86°49'23" W 193.89 FEET; THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 580.00 FEET AND A CENTRAL ANGLE OF 10°53'34", A DISTANCE OF 110.27 FEET (CHORD BEARS N 21°33'22" W 110.10 FEET); THENCE S 86°49'23" E 225.61 FEET; THENCE N 25°43'53" W 308,74 FEET; THENCE N 14°33'44" W 79.98 FEET; THENCE N 30°42'43" W 86.50 FEET; THENCE N 34°03'44" W 197.29 FEET; THENCE N 34°19'54" W 149.21 FEET; THENCE N 49°00'00" W 200.56 FEET; THENCE N 59°50'00" W 206.65 FEET; THENCE N 69°00'00" W 209.58 FEET; THENCE N 65°00'00" W 362.59 FEET; THENCE N 67°51'09" W 379.36 FEET; THENCE N 72°00'00" W 128.25 FEET, TO A POINT ON THE EASTERLY LINE OF THAT PROPERTY DESCRIBED IN BOOK 590 AT PAGE 955; THENCE N 37°11'37" E ALONG SAID EASTERLY LINE 123.94 FEET TO A POINT ON THE CENTERLINE OF THE ROARING FORK RIVER; THENCE THE FOLLOWING FIVE (5) COURSES ALONG THE CENTERLINE OF SAID RIVER: 1. S 64°20'33" E 539.13 FEET 2. S 69°24'54" E 523.30 FEET 3. S 61°41'54" E 1.47.51 FEET 4. S 34°19'54" E 646.80 FEET 5. S 29°54'54" E 516.97 FEET TO A POINT ON THE EASTERLY LINE OF LOT 17 OF SAID SECTION 1; THENCE LEAVING SAID CENTERLINE S 00°42'38" E ALONG THE EASTERLY LINE OF LOTS 17, 22 AND 29, A DISTANCE OF 2140.70 FEET; THENCE LEAVING SAID EASTERLY LINE N 89°15'45" E 43.14 FEET TO THE NORTHWEST CORNER OF THAT PROPERTY DESCRIBED IN BOOK 511 AT PAGE 103 OF THE GARFIELD COUNTY CLERK AND RECORDER'S OFFICE; THENCE THE FOLLOWING THREE (3) COURSES ALONG THE WESTERLY LINE OF SAID PROPERTY: • 1. S 41°07'10" E 559.76 FEET 2, S 47°56'39" E 519.80 FEET 3. S 47°16'43" E 276.72 FEET; THENCE LEAVING SAID WESTERLY LINE S 62°10'49" W 340.58 FEET, TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 18.603 ACRES, MORE OR LESS. TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 23 AND 28 OF SECTION 1 AND LOTS 4, 5, 6, 7, 14, THE NW1/4NW1/4 AND THE SW1/4NW1/4 OF SECTION 111111 11111 111111 11111 111111 111 1111111 111 1111111 11 1111 569190 09/11/2000 05:05P 81206 P596 M ALSDORF 23 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 7 12, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL OF LAND BEING MORE PARTICULARLY AS DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 1, A BLM BRASS CAP IN PLACE, THE POINT OF BEGINNING; THENCE S 88°08'24" E ALONG THE NORTHERLY LINE OF THE NW1/4NW1/4 AND LOT 5 OF SAID SECTION 12 1925.15 FEET; THENCE LEAVING SAID NORTHERLY LINE S 01°19'06" W 100.00 FEET; THENCE S 88°08'24" E 150.00 FEET; THENCE N 00°03'38" E 200.10 FEET; THENCE N 88°08'24" W 100.15 FEET TO A POINT ON THE WESTERLY LINE OF LOT 28 OF SAID SECTION 1; THENCE N 01°16'57" W ALONG THE WESTERLY LINE OF LOTS 28 AND 23 OF SAID SECTION 1 1061.60 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY OF COUNTY ROAD 109; THENCE LEAVING THE WESTERLY LINE OF SAID LOT 23 THE FOLLOWING SEVEN (7) COURSES ALONG THE WESTERLY RIGHT-OF-WAY OF SAID COUNTY ROAD 109: 1. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 458.09 FEET AND A CENTRAL ANGLE OF 36°07'56", A DISTANCE OF 288.88 FEET (CHORD BEARS S 30°48'59" E 284.12 FEET) 2. S 12°45'01" E 247.15 FEET 3. ALONG THE ARC OF A CURVE TO THE RIGHT•HAVING A RADIUS OF 1095.00 FEET AND A CENTRAL ANGLE OF 08°59'23", A DISTANCE OF 171.80 FEET (CHORD BEARS S 08°15'19" E 171.63 FEET) 4. S 03°45'38" E 70.62 FEET 5. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS_OF 1930.00 FEET,AND A CENTRAL ANGLE OF 05°38'57", A DISTANCE OF 190.29 FEET (CHORD BEARS S 06°35'06" E 190.21 FEET) 6. S 09°24'35" E 1739.96 FEET 7. S 09°32'11" E 545.09 FEET (TO A POINT WHENCE AN ONE INCH IRON PIPE BEARS S 80°39'46" W 15.01 FEET); THENCE LEAVING SAID WESTERLY RIGHT-OF-WAY S 80039,46" W ALONG THE NORTHERLY LINE EXTENDED AND THE NORTHERLY LINE OF RECEPTION NO. 402764 156.56 FEET TO AN ONE INCH IRON PIPE IN PLACE; THENCE CONTINUING ALONG SAID NORTHERLY LINE S 46°49'46" W 319.59 FEET TO THE NORTHWEST CORNER OF SAID RECEPTION NO. 402764, A REBAR AND CAP IN PLACE; THENCE S 08°30'14" E ALONG THE WESTERLY LINE OF SAID RECEPTION NO. 402764 AND RECEPTION NO. 418590, 302.72 FEET TO THE SOUTHWEST CORNER OF SAID RECEPTION NO. 418590; THENCE S 80°45'44" W ALONG THE NORTHERLY LINE OF RECEPTION NO. 397182, 177.17 FEET TO THE NORTHWEST CORNER OF SAID RECEPTION NO. 397182; THENCE S 17°25'15" W ALONG THE WESTERLY LINE OF RECEPTION NO. 397182 AND RECEPTION NO. 411767, 741.91 FEET TO THE NORTHWEST CORNER OF LOT 21 OF SAID SECTION 12, ALSO BEING THE NORTHWEST CORNER OF TELLER SPRINGS SUBDIVISION; THENCE S 00°00'34" W ALONG THE WESTERLY LINE OF SAID TELLER SPRINGS SUBDIVISION AND THE EASTERLY LINE OF LOT 14 OF SAID SECTION 12 768.25 FEET TO THE SOUTHEAST CORNER OF SAID LOT 14; THENCE LEAVING THE WESTERLY LINE OF TELLER SPRINGS SUBDIVISION S 89°00'59" W ALONG THE SOUTHERLY LINE OF SAID LOT 14 468.99 FEET TO 1 111111 11111 111111 11111 111111 111 1111111 111 1111111 11 1111 569190 09/11/2000 05:05P 81208 P597 M RLSDORF 24 of 55 R 190.00 D 0.00 GRRFIELD COUNTY CO PHASE 1 LEGAL PAGE 8 THE SOUTHWEST CORNER OF SAID LOT 14; THENCE N 00°22'13" E ALONG THE WESTERLY LINE OF SAID LOT 14 1378.08 FEET TO THE NORTHWEST CORNER OF SAID LOT 14; THENCE N 89°07'53" W ALONG THE SOUTHERLY LINE OF THE SW1/4NW1/4 OF SAID SECTION 12 1347.91 FEET TO THE WEST QUARTER CORNER OF SAID SECTION 12, AN ALUMINUM CAP IN PLACE; THENCE N 00°33'14" W ALONG THE WESTERLY LINE OF SAID SECTION 12 2728.80 FEET TO THE POINT OF BEGINNING, SAID PARCEL OF LAND CONTAINING 166.038 ACRES, MORE OR LESS. TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 5 AND 13 OF SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SECTION 1, A BLM BRASS CAP IN PLACE: THENCE S 56'22'411 E 518.09 FEET TO THE POINT OF BEGINNING. THENCE S 59°20'23 E 118.46 FEET; THENCE S 60°00'001 W 121.04 FEET; THENCE S 11°21'36 W 58.67 FEET; THENCE N 05°09'021 W 158.12 FEET; THENCE N 19°24'30 E 31.12 FEET; THENCE S 65°25'041 E 20.16 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 0.220 ACRES, MORE OR LESS. TOGETHER WITH A PARCEL OF LAND SITUATED IN LOTS 12 AND 13 OF SECTION 1, TOWNWHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SECTION 1, A BLM BRASS CAP IN PLACE: THENCE S 34°35'14' E 723.60 FEET TO THE POINT OF BEGINNING. THENCE S 14°00'001 E 407.29 FEET; THENCE S 18°43'438 E 156.81 FEET; THENCE S 69'00'001 E 190.08 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 232.70 FEET AND A CENTRAL ANGLE OF 38°55'16" , A DISTANCE OF 158.08 FEET (CHORD BEARS S 51'47'111 W 155.05 FEET); THENCE S 71°16'17/ W 67.02 FEET; THENCE N 18°43'431 W 446.82 FEET; THENCE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADUIS OF 1000.00 FEET AND A CENTRAL ANGLE OF 20°55'56" , A DISTANCE OF 365.34 FEET (CHORD BEARS N 02°39'271 W 363.31 FEET) TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 1.300 ACRES, MORE OF LESS. TOGETHER WITH A TRACT OF LAND SITUATED IN SECTION 35, TOWNSHIP 6 SOUTH, RANGE 89 WEST AND SECTION 2, TOWNSHIP 7 SOUTH, RANGE 89 WEST, ALL IN THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID TRACT OF LAND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE COMMON CORNER TO SECTIONS 1 AND 2, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, SAID CORNER ALSO BEING COMMON TO SECTIONS 35 AND 36, TOWNSHIP 6 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN; THENCE N 76°04'29" W 4185.64 FEET TO THE NORTHEAST CORNER OF LOT 21, WESTBANK RANCH SUBDIVISION, FILING 1, THE 1111111 11111 111111 11111 11 111 1111111111 1111111111111 569190 09/11/2000 05:05P 61206 P598 M ALSDORF 25 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 9 POINT OF BEGINNING; THENCE THE FOLLOWING TWENTY FIVE (25) COURSES ALONG THE NORTHERLY AND EASTERLY BOUNDARY OF SAID WESTBANK RANCH, FILING 1: 1. S 09°00'22" W 226.00 FEET TO A REBAR AND CAP, 2. S 69°53'22" W 82.00 FEET TO A REBAR AND CAP, 3. S 06°59'38" E 79.00 FEET TO A REBAR AND CAP, 4. S 55°29'38" E 95.00 FEET TO A REBAR AND CAP 5. S 75°13'38" E 215.00 FEET TO A NO. 5 REBAR 6. N 88°58'22" E 451.00 FEET TO A REBAR AND CAP 7. N 82°55'22" E 240.00 FEET TO A REBAR AND CAP 8. S 20°35'18" E 185.00 FEET TO A REBAR AND CAP 9. N 69°24'42" E 210.00 FEET TO A REBAR AND CAP, 10. N 07°18'26" W 251.73 FEET TO A NO. 5 REBAR 11. N 71°15'22" E 272.00 FEET TO A REBAR AND CAP 12. N 41°00'22" E 372.54 FEET TO A NO. 5 REBAR 13. S 65°59'38" E 435.00 FEET TO A NO. 5 REBAR 14. S 19°59'38" E 210.00 FEET TO A NO. 5 REBAR 15 S 60°00'22" W 398.80 FEET TO A NO. 5 REBAR 16. S 48°16'51" W 235.20 FEET TO A NO. 5 REBAR 17. S 50°30'22" W 210.22 FEET TO A NO. 5 REBAR 18. S 69°24'42" W 180.00 FEET TO A NO. 5 REBAR 19. N 20°35'18" W 260.00 FEET TO A REBAR AND CAP, L.S. NO. 19598 20. S 69°24'42" W 230.27 FEET TO A NO. 5 REBAR 21. S 20°35'18" E 266.00 FEET TO A REBAR AND CAP 22. S 66°09'07" W 96.57 FEET TO A REBAR AND CAP, 23. S 01°23'54" W 109.60 FEET TO A REBAR AND CAP, 24. S 28°05'38" E 250.00 FEET TO A REBAR AND CAP L.S. NO. 19598 L.S. NO. 19598 L.S. NO. 19598 (ILLEGIBLE) (ILLEGIBLE) (ILLEGIBLE) (ILLEGIBLE) L.S. NO. 19598 (ILLEGIBLE) (ILLEGIBLE) L.S. NO. 19598 L.S. NO. 7168 (ILLEGIBLE) 25. S 67°07'27" E 149.99 FEET TO A REBAR AND CAP (ILLEGIBLE), THE COMMON CORNER OF WESTBANK RANCH SUBDIVISION FILING 1 AND WESTBANK RANCH SUBDIVISION FILING 2, SAID CORNER ALSO BEING THE NORTHWEST CORNER OF LOT 23 OF SAID FILING 2; THENCE THE FOLLOWING SEVENTEEN (17) COURSES ALONG THE NORTHERLY BOUNDARY OF SAID WESTBANK RANCH SUBDIVISION FILING 2: 1. S 69°05'38" E 633.53 FEET TO A NO. 5 REBAR 2. N 78°31'22" E 318.16 FEET TO A NO. 5 REBAR 3. S 62°19'08" E 376.50 FEET TO A REBAR AND CAP (ILLEGIBLE) 4. S 84°58'08" E 192.70 FEET TO A REBAR AND CAP (ILLEGIBLE) 5. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 585.00 FEET, A CENTRAL ANGLE OF 03°55'13" AND DISTANCE OF 40.03 FEET (CHORD BEARS N 03°04'17" E 40.02 FEET) TO A NO. 5 REBAR 6. N 84°58'08" W 183.32 FEET TO A NO. 5 REBAR 7. N 62°19'08" W 133.53 FEET TO A NO. 5 REBAR 1 111111 11111 11111111111 111111 1111111111 111 1111111 1111 569190 09/11/2000 05:05P 61206 P599 M RLSDORF 26 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 10 8. N 10°46'22" E 65.11 FEET TO A 1 INCH STEEL PIPE 9. N 30°36'38" W 476.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 10. N 39°08'22" E 306.48 FEET TO A NO. 5 REBAR 11. N 77°24'22" E 264.88 FEET TO A REBAR AND CAP (ILLEGIBLE) 12. S 33°46'38" E 544.01 FEET 13. S 18°29'38" E 217.0,0 FEET 14. S 06°49'38" E 218.79 FEET TO A REBAR AND CAP, L.S. NO. 19598 15. N 84°58'08" W 259.29 FEET TO A NO. 5 REBAR 16. ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 645.00 FEET, A CENTRAL ANGLE OF 03°33'20" AND A DISTANCE OF 40.03 FEET (CHORD BEARS S 03°15'14" W 40.02 FEET) TO A REBAR AND CAP (ILLEGIBLE) 17. S 84°58'08" E 334.45 FEET TO A NO. 5 REBAR, THE COMMON CORNER OF WESTBANK RANCH SUBDIVISION FILING 2 AND WESTBANK RANCH SUBDIVISION FILING 3, SAID CORNER ALSO BEING THE NORTHWEST CORNER OF LOT 14 OF SAID FILING 3; THENCE THE FOLLOWING SIXTEEN (16) COURSES ALONG THE WESTERLY BOUNDARY OF SAID WESTBANK RANCH SUBDIVISION FILING 3: 1. N 81°07'37" E 357.91 FEET TO A REBAR AND CAP, L.S. NO. 9184 2. N 89°54'22" E 200.00 FEET TO A REBAR AND CAP, L.S. NO. 19598 3. S 78°32'08" E 216.49 FEET TO A NO. 5 REBAR 4. S 74°29'38" E 173.39 FEET TO A REBAR AND CAP (ILLEGIBLE) 5. ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 300.00 FEET, A CENTRAL ANGLE OF 09°56'03" AND A DISTANCE OF 52.02 FEET (CHORD BEARS N 00°36'54"'E 51.95 FEET) TO A REBAR AND ALUMINUM CAP, L.S. NO. 11204 6. N 74°29'38" W 319.84 FEET TO A REBAR AND ALUMINUM CAP, L.S. NO. 11204 7. N 33°34'38" W 232.00 FEET TO A REBAR AND CAP (ILLEGIBLE) 8. N 22°27'38" W 382.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 9. N 20°22'38" W 328.18 FEET TO A NO. 5 REBAR 10. N 35°29'38" W 119.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 11. N 52°29'38" W ,175.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 12. N 52°29'38" W 215.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 13. N 16°18'38" W 321.00 FEET TO A REBAR AND CAP (ILLEGIBLE) 14. N 33°56'22" E 228.90 FEET TO A REBAR AND CAP, L.S. NO. 9184 15. S 69°27'38" E 475.00 FEET TO A REBAR AND CAP, L.S. NO. 9184 16. S 50°45'38" E 395.00 FEET TO A REBAR AND CAP, L.S. NO. 9184, SAID POINT ALSO BEING THE NORTHEAST CORNER OF LOT 23 OF SAID WESTBANK RANCH SUBDIVISION FILING 3; THENCE LEAVING SAID BOUNDARY N 42°04'22" E 160.00 FEET TO A POINT IN THE CENTER OF THE ROARING FORK RIVER; THENCE THE TWELVE (12) FOLLOWING COURSES ALONG SAID CENTERLINE: 1. N 51°47'38" W 124.10 FEET 111E1 11111 IIII11hill111111 111 1111111 111 1111111 111111 569190 09/11/2000 05:05P B1206 P600 M PLSDORF 27 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 11 2. N 45°56'38" W 239.80 FEET 3. N 64°32'38" W 507.80 FEET 4. N 84°51'38" W 169.60 FEET 5. N 79°36'38" W 203.00 FEET 6. N 72°34'38" W 879.00 FEET 7. S 87°46'22" W 342.00 FEET 8. S 85°12'22" W' 231.00 FEET 9. S 65°57'22" W 517.00 FEET 10. S 48°42'22" W 332.00 FEET 11. S 69°44'22" W 363.00 FEET 12. N 80°02'30" W 181.97 FEET TO THE POINT OF BEGINNING; SAID TRACT OF LAND CONTAINING 93.860 ACRES, MORE OR LESS. TOGETHER WITH A 30.00' WIDE ACCESS AND UTILITY EASEMENT EXTENDING FROM MEADOW LANE TO COUNTY ROAD NO. 109 AND BEING THE SOUTHERLY 30.00 FEET OF LOT 15, WESTBANK SUBDIVISION, FILING NO. 3, AS SHOWN ON THE PLAT THEREOF RECORDED IN THE GARFIELD COUNTY CLERK AND RECORDER'S OFFICE. TOGETHER WITH A LIMITED ACCESS EASEMENT THROUGH WEST BANK OPEN'SPACE BEING A 25.00 FOOT WIDE STRIP OF LAND SITUATED IN LOT 24, SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID STRIP OF LAND LYING 12.50 FEET TO EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 1, A BLM BRASS CAP IN PLACE; THENCE N 61°13124" E 2223.28 FEET TO A POINT ON THE PAGE EASTERLY LINE OF SAID LOT 24, SAID POINT ALSO BEING ON SAID CENTERLINE, THE POINT OF BEGINNING; THENCE LEAVING SAID EASTERLY LINE N 48°52'57" W ALONG SAID CENTERLINE 236.91 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 1404.75 FEET AND A CENTRAL ANGLE OF 10055142, A DISTANCE OF 267.94 FEET (CHORD BEARS N 43°25'05" W 267.53 FEET); THENCE CONTINUING ALONG SAID CENTERLINE N 69°16'39" E 20.95 FEET TO A POINT ON THE SOUTHWESTERLY RIGHT-OF-WAY OF COUNTY ROAD NO. 109; THENCE LEAVING SAID RIGHT-OF-WAY AND CONTINUING ALONG SAID CENTERLINE S 69°16'39" W 30.81 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 42°43'58", A DISTANCE OF 18.65 FEET(CHORD BEARS N 89°21'22" W 18.22 FEET); THENCE CONTINUING ALONG SAID CENTERLINE N 67°59'23" W 56.79 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET AND.A CENTRAL ANGLE OF 1 111111 1111111111111111 11111 111 1111111 1111111E1II 1111 569190 09/11/2000 05:05P 81206 P601 M ALSDORF 28 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 12 64°44'47", A DISTANCE OF 28.25 FEET (CHORD BEARS S 79°38'13" W 26.77 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 47°15'50" W 58.23 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 1250.00 FEET AND A CENTRAL ANGLE OF 05°28'45", A DISTANCE OF 119.54 FEET (CHORD BEARS S 44°31'27" W 119.49 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 41047105" W 96.44 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 18°48'32", A DISTANCE OF 32.83 FEET(CHORD BEARS S 51°11'21" W 32.6,8 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 60°35'37" W 46.99 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 16°49'45", A DISTANCE OF 29.37 FEET(CHORD BEARS S 69°00'29" W 29.27 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 77°25'22" W 39.30 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 33°15'59", A DISTANCE OF 14.52 FEET (CHORD BEARS S 60°47'22" W 14.31 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 44°09'23" W 33.76 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 29°35'03", A DISTANCE OF 25.82 FEET(CHORD BEARS S 29°21'52" W 25.53 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 14°34'20" W 21.94 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF_A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 25°18'20", A DISTANCE OF 22.08 FEET (CHORD BEARS S 01°55'10" W 21.90 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 10°44'00" E 127.50 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 71°09'00", A DISTANCE OF 31.05 FEET(CHORD BEARS S 24°50'30" W 29.09 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 60°25'00" W 83.15 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 68°29'58", A DISTANCE OF 29.89 FEET (CHORD BEARS S 26°10'01" W 28.14 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 08°04'58" E 10.67 FEET TO A POINT ON THE SOUTHERLY LINE OF LOT 24 OF SAID SECTION 1, THE TERMINUS; WHENCE THE SOUTHWEST CORNER OF SAID SECTION 1 BEARS S 50°30'32" W 1335.39 FEET. TOGETHER WITH A LIMITED ACCESS EASEMENT THROUGH TROUT BEING A 40.00 FOOT WIDE STRIP OF LAND SITUATED IN LOT 26 AND 27, SECTION 1, TOWNSHIP 7 SOUTH, RANGE 89 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF GARFIELD, STATE OF COLORADO; SAID STRIP OF LAND LYING 20.00 FEET TO EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: 1 111111 11111 111111 11111 111111 111 1111111 111 1111111 11 1111 569190 09/11/2000 05:05P 01206 P602 M RLSDORF 29 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 13 COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 1, A BLM BRASS CAP IN PLACE; THENCE N 50°30'32" E 1335.39 FEET TO A POINT ON THE NORTHERLY LINE OF SAID LOT 26, SAID POINT ALSO BEING ON SAID CENTERLINE, THE POINT OF BEGINNING; THENCE LEAVING SAID NORTHERLY LINE S 08°04'58" W ALONG SAID CENTERLINE 38.58 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 79°39'45", A DISTANCE OF 34.76 FEET(CHORD BEARS S 31°44'55" W 32.03 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 71°34'47" W 11.95 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 21°47'02", A DISTANCE OF 19.01 FEET(CHORD BEARS S 82°28'18" W 18.90 FEET); THENCE CONTINUING ALONG SAID CENTERLINE N 81°44'27" W 16.83 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 95°09'44", A DISTANCE OF 41.52 FEET (CHORD BEARS S 50°40'40" W 36.91 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 01°01'23" W 29.68 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 31°40'51", A DISTANCE OF 27.65 FEET(CHORD BEARS S 16°51'49" W 27.30 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 32°42'14" W 88.36 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 26°01'54", A DISTANCE OF 22.72 FEET (CHORD BEARS S 19°41'17" W 22.52 FEET); THENCE CONTINUING ALONG SAID CENTERLINES 06°40'20" W 19.05 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 60°30'09", A DISTANCE OF 26.40 FEET (CHORD BEARS S 23°34'44" E 25.19 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 53°49'49" E 8.59 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 28°56'52", A DISTANCE OF 12.63 FEET(CHORD BEARS S 39°21'22" E 12.50 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 24°52'56" E 10.28 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 42°02'11", A DISTANCE OF 18.34 FEET(CHORD BEARS S 03°51'51" E 17.93 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 17°09'15" W 46.43 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 10°32'50", A DISTANCE OF 18.41 FEET(CHORD BEARS S 22°25'40" W 18.38 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 27°42'05" W 49.78 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 46°09'03", A 111111 11111 111111 13I111II11111111111111111111111111 569190 09/11/2000 05:05p 81206 P603 M ALSDORF 30 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO PHASE 1 LEGAL PAGE 14 DISTANCE OF 40.27 FEET (CHORD BEARS S 04°37'33" W 39.19 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 18°26'59" E 9.34 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 41°51'43", A • DISTANCE OF 36.53 FEET(CHORD BEARS S 02°28'53" W 35.72 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 23°24'44" W 52.26 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 39°55'48", A DISTANCE OF 34.85 FEET (CHORD BEARS S 03°26'50" W 34.14 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 16°31'04" E 8.35 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 48°53'14", A DISTANCE OF 42.66 FEET (CHORD BEARS S 07°55'33" W 41.38 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 32°22'11" W 27.64 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 50.00 FEET AND A CENTRAL ANGLE OF 26°24'43", A DISTANCE OF 23.05 FEET (CHORD BEARS S 19°09'49" W 22.85 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 05°57'27" W 107.09 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 05°31'35", A DISTANCE OF 9.65 FEET (CHORD BEARS S 03°11'40" W 9.64 FEET); THENCE CONTINUING ALONG SAID CENTERLINE S 00°25'52" W 48.93 FEET; THENCE CONTINUING ALONG SAID CENTERLINE ALONG THE ARC OF A CURVE TO THE RIGHT HAVING A RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 09°55'00", A DISTANCE OF 17.31 FEET(CHORD BEARS S 05°23'22" W 17.29 FEET) TO A POINT ON THE SOUTHERLY LINE OF LOT 26 OF SAID SECTION 1, THE TERMINUS; WHENCE THE SOUTHWEST CORNER OF SAID SECTION 1 BEARS N 88°08'24" W 801.05 FEET. THE ABOVE DESCRIBED PROPERTY CONTAINING A TOTAL ACREAGE OF 430.698 ACRES, MORE OR LESS. 8/5/99 11111111 111111 11111111111III 1111111111 11111(1111111 569190 09/11/2000 05:05P 61206 P604 M RLSDORF 31 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit B (Certified Costs of Improvements) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 17 ROSE RA.NCH P.U.D. PIi4SE I PUBLIC IMPROVEMENTS ENGL\'EERS ESTIMATE OF PROBABLE June 9, 1999 CONSTRUCTION COST HCE JOB N0: 97042.01 ITEM UNIT QUANTITY COST COST •+:tea:: � r; _G_Ail mz teed wo'rXc' g ;'.y-izz ',_,i Mobilization Earthwork Earthwork for util. above ditch Water Tank Base Prep. Retaining Wall (Face Area) Rock Excavation 3' Asphalt 6' Class 6 ABC 1' Ribbon Curb 1.5' Median Curb Check Darn Construction Sod in roadside ditches 10' Concrete bike path Maintenance Road to Water Tank 5' Concrete Sidewalk 1 L.S. 1 L.S. 52173 CY 1 L.S. 6263 S.F. 1500 C.Y. 13,739 S.Y. 3,469 C.Y. 12,826 L.F. 1,248 L.F. 1,444 L.F. 1.137 S.Y. 4,623 S.Y. 2,008 S.Y. 28,102 S.F. 100,000.00 300,000.00 11.00 10,000.00 32.00 30.00 8.00 20.00 9.00 11.00 2.00 0.50 29.00 9.00 4,00 100,000.00 300,000.00 573,903.00 10,000.00 200,416.00 45,000.00 149,912.00 69,330.00 115,434.00 13,728.00 2,888.00 568.50 134,067.00 18,072.00 112,408.00 Couiuy`' Ro d 109 �Y >T it e Improvements • *see Engineer's Estimate for breakdown L.S. 497,764.00. 497,784.00 Hr fnv • Improvements .. • *see Engineer's Estimate for breakdown 1 L.S. 614,316.00 614,316.00 .Sk it{ Drdin •%"fi iY#?: •S2f :Jr 18" ADS N'•.•••�. �` -12 .• . 24' ADS N-12 . 30" ADS N-12 36' ADS N-12 ' 42'. ADS N-12 - 48' ADS N-12 ' 24' C.M.P. • 36' C.M.P. • 10'x10' Concrete Box Culvert 18" CMP Flared End 24' CMP Flared End . 30' CMP Flared End Wing Walls for Concrete Culverts Baffled Oil Skimmer Domestic !Water . •: 'price includes trenching and finings and restraints where needed 12' DIP Waterline 10' DIP Waterline 8' DIP Waterline 6' DIP Waterline 12' Gate Valve 10' Gate Valve 132 L.F.:: 424 L.F.'. 142 L.F. 0 L.F. • . 1743 L.F. • 334 L.F. 60 L.F. •124 L.F. 85 L.F. 4 Each 10 Each 4 Each 4 Each 4 Each 6,539 L.F. 2,023 L.F. 9,794 L.F. 1,418 L.F. 10 Each 8 Each ; .27.00. "' 30.00 ....12,720,00 ::.• :70.00 • 0.00.: • :90.00, 156,870.00 • 110.00 36,740.00 32.00 , 1,920.00 72.00 8,928.00 I,050.00 89,250.00 200.00 800.00 250.00 2,500.00 650.00 2,600.00 1000.00 4,000.00 2500.00 10,000.00 54.00 353,106.00 41.05 83,044,15 31.33 306,846.02 20.00 28,360.00 975.00 9,750.00 850.00 6,800,00 3' Gate Valve l' Water Service PRV Vault Fire Hydrant Assembly. Air Vac 6' PVC Drain from Tank Pump House Pump House Appurtenances Water Tank (300k gal) Concrete Water Tank Appurtenances Water Treatment Building Water Treatment Appurtenances Water Treatment Pumps Connection to Exist Aspen Glen Settling Pond Intake Structure sanita ,... 'price includes trenching and Fittings and resrrainu where needed. 8' SDR 35 Sewer Pipe 4' dia. Manhole Sewer Services 4' PE Sanitary Sewer Force Main Force Main Manhole Below grade lift station Concrete Encasement 24 Each 32 Each 2 Each 10 Each 2 Each 830 L.F. • 1 Each 1 L.S. 1 L.S. 1 L.S. 1 L.S. 1 L.S. 1 L.S. 1 L.S. 2 E.A. 5421 L.F. 23 Each 82 Each 9898 L.F.' 24 Each 2 Each 481 L.F. Shalloiv.:iltilities` 'price includes trenching and finings Electric Utility Conduit & Wire Electric Vault/Manhole 8650 L.F. Telephone/ Cable Utility Cond&Wire26 Each 8650 L,F. Gas Utility •••.. 8650 L.F. x tics crs: s,;^.;.r.,: •:�::r. Revegetate/Landscapej. . ... . Class I Ground Sign . . Sediment control fence . Erosion and Sediment Control . :: 1 L.S. '7 Each .. 14854 •1 L.S»... 675.00 1.000.00 16.500.00 2,500.00 3,000.00 20.00 10,000.00 20,000.00 450,000.00 17,000,00 160,000.00 230,000,00 80,000,00 4,000.00 2,000.00 16,200,00 82.000.00 33,000.00 25.000.00 6,000.00 17,6C0.00 10,000.00 20,000.00 450,000.00 17,000.00 160,000.00 230,000.00 80,000.00 4,000.00 4,000.00 32.00 173,472.00 4,000.00 92,000.00 600.00 • 49,200.00 12.00 118,776.00 5,000.00 120,000.00 65,000.00 130,000.00 30.00 14,430.00 20.00. 173,000.00 600.00. 15,600.00 1.00 8,650.00 3.50 30,275.00 50,000.00 :.. 200.00 1.00 :•' 5,000.00 (50,000.00) :. 1,400.00. '• 14,854.001.: • SUB.TOTAL 56,234,23167 10% Contin•enc 5623,423.17 • TOTAL' . . • 56,857,654.84 • This summary of probable conrtructionuost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances ...•\ EGfS 1 1 1 from this estimate as actual costs may vary due to bid and market fluctuations. Q j 1 O a�Q'•�aO HA pii U :II' , � c 30938 • � , June 8, 1999 OSE.R•LVCH P• U.D.;.. CR 109 L' fPROVE:VIENT ' SUMMAR} OF,PROBABLEI_ NST COST Y;�CO RUCTION : ^:uEl,�^•��`-is=?`t HCE 10B N0: 97042.04 k.ly"Maosr evn97o..`...ms, so: UNIT QUANTITY COST COST ITEM1 Grading...'Earthwo Earthwork Rock Excavation 4" Asphalt 2" Asphalt' 12" Class 3 ABC 6" Class 6 ABC Boulder wall Storm airs. ':30' CMP 30" Flared End •24" CMP 24" Flared End Guardrail CDOT Type 3 Revegetate/Landscape Class I Ground Sign. Surveying%Constniction Staking Soils Testing 10% Contingency 1 L.S. 125,000.00 125,000.00 50 C.Y. 50.00 2,500.00 9352 S.Y. 8.00 74,816.00 12032 S.Y. 6.00 72,192.00 3150 C.X. 19.00 59,850.00 1600 C.Y. 20.00 32,000.00 1600 S.F. 20.00 32,000.00 81 L.F. 50.00 4,050.00 2 Each 600.00 1,200.00 205 L.F. 30.00 6,150.00 8 Each 600.00 4,800.00 2658 L.F. 22.00 58,476,00 1 L.S. 5,000.00 . 5,000.00 15 Each ' 250.00. •.. ,: 3,7500 1 L.S.::-. ;..8000:00 : 8,000.00. • 1 L.S. :8000.00 8,000,00 Sub Total • 5497,784.00 549,778.40 Total 5547,562.40 This estimate of probable construction cost was prepared for estimating purposes • only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate, as actual costs may vary due to bid and market fluctuations. w01 OI o —Molm -"+ (0 ut m- amM X1 H � B N m B v) 0 0 _ NEM 1111111 ILII 111111 IMI 1111111111111111 1111111111111111 569190 09/11/2000 05:05P 81206 P608 M ALSDORF 35 of 55 R 190.00 D 0.00 GRRFIELD COUNTY CO fOS 4 P :FIGHiYAAR 81g• iP, r� & C1?ORUOeCYBTOAYSBTRLEr0;.4yD� Y_1 ,•711-P"4•:rCONS RUCTIOYNovember 12, 1993 7rir��lIdtoITPROrt VEbrI"E�N. T}S. ITEM Gradinmt%two Earthwork 'Rock Excavation 4" Asphalt (2 -Lifts), Class CX 1.5" Asphalt Overlay, Class CX 12' Class 1 ABC 6" Class 6 ABC . Retaining Wall Median Curb & Gutter 24" CMP 24' Flared End 8' Concrete Box Culvert Relocate Inlets Traffic Signals Traffic Loops Pavement Striping Guardrail Type 3 • • Guardrail Type 4':'.• Class I Ground Signe Traffic Control Raise Utilities';.-'':.:.:. Revegetate/Landscape Surveying/Construction Staking Soils Testing 10% Contingency Total HCE JOB NO: 97042.04 k:'.oy"Aml f44\9197O+Pcm,u,. wb t UNIT QUANTITY • COST ' COST I L.S. 76,000.00 100 C.Y. 50.00 5,300 S.Y. 9.50 19,400 S.Y. 4.00 1,750 C.Y. 19.00 880 C.Y. 20.00 3,600 S.F. 7.00 100 L.F. 11.00 263 L.F. 3 Each 440 L.F. 2 Each 76,000.00 5,000.00 50,350.00 77,600.00 33,250.00 17,600.00 25,200.00 1,100.00 32.00 8,416.00 400.00 1,200.00 350.00 . 154,000.00 1,000.00 2,000.00 1 L.S. 100,000.00 100,000.00 1 L.S. 13,000:00 I3,000.00 1 L.S. . 10,000.00 •:.,10,000.00 1,800 L.F. 22.00 "39,600.00 1,150 ,LF. •..':.'""-.50.00 ::57,500.00.'.:.'. 4 ; Each • ;,-.250.00 .1000.00 1 L.S. 35,00000 ;.35,00000 1 • L.S. 10,000.00 10,000.00 1 L.S. , 5,000.00 : 5,000.00. 1 L.S. ' 7,000.00 7,000.00 1 L.S. ' 5,000.00 5,000.00 Sub Total $614,316.00 561,431.60 $675, 747.60 This estimate Of probable construction cost was prepared for estimating purposes G\�3 •E \EOt I t t tt only. High Country Engineering, Inc. cannot be held responsible for variances = mac• • '•,� .e. "" ti • from this estimate, as actual costs may vary due to bid and market fluctuations. p lune 17, 1999 ROSE RANCH P.U.D. PHASE l LANDSCAPING ENGDIEERS ESTWATE OF PROBABLE CONSTRUCTION COST HCE JOB N0: 97042.01 w w- 0 o -1.1M ++to= ITEM QUANTITY UNIT ua COST — •Elue%E p-Scr a ung _...:,.za�:__:�.�._ COST -,-- Evergreen Trees 8' = —' ~ — ( Average) m ro� Deciduous Trees (4' Caliper) 67 EA 475.00 31,825.00 m m �� Deciduous Trees (4' Caliper) 95 EA 475.00 Irrigation 67 EA 47,500.00 4509 LF 47.00 31,636.25 o w 1.25 5,636.25 ®aim TYienberg Prope Bu er_ - ! mut — Evergreen Trees (8 ver) m ��' 5' Berm 3 EA 475.00 2 a w 36' ADS Pipe 1384 Cy!,4_5.00 Irrigation 100 LF 6.00 8304 qw._ 800 LF 35.00 3,500.00 m 1.25 1,000.00 � Phase 1 Revegetation Contigency SUB TOTAL ic —_!0a Construction Cost Contineencv 5131,015,25=- 5131,015.25 ;i9a) - 513.101.53 � y— c, o ter. TOTAL 5275,132.03 o �� r_ , 339 °9�:c %//per \.7 \� :44.:.- /,(?,,,•\.7 ,\� F s. 'Eta 1 ./010.t. 1111111 111111111111111! 111111 111 1111111 III 11111 1111 1111 569190 09/11/2000 05:05P 81206 P610 M ALSDORF 37 of 55 R 190.00 0 0.00 GARFIELD COUNTY CO August 6, 1999 ROSE RANCH PAID.: • CARTFATH UP RAVINE ;SUMMARY OF PROBABLE; CONSTRUCTION COST ITEM QUANTITY NCE JOB NO: 97042.05 k:\gprodata\file\97\97042\costest.wb2 UNIT COST COST Mobilization Earthwork Rock Excavation Concrete Path Section Wood Path Section Abutments 6" Class 6 ABC 1 L.S. 1 L.S. 200 C.Y. 491 L.F. 1652 L.F. 14 E.A. 100 C.Y. 10% Contingency Total 20,000.00 100,000.00 50.00 60.00 350.00 5,000.00 30.00 Sub Total 20,000.00 100,000.00 10,000.00 29,460.00 578,200.00 70,000.00 3,000.00 $810,660.00 $81,066.00 $891,726.00 This estimate of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate, as actual costs may vary due to bid and market fluctuations. 1111111 11111 111111 11111 111111 111 1111111111 1111 11111111 569190 09/11/2000 05:05P 81206 P611 M RLSDORF 38 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit C (Certified Costs of Constructed Improvements) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 18 1111111 11111 111111 11111111111 111 11111111111111111111111 569190 09/11/2000 05:05P 81206 P612 M RLSDORF 39 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit D (Rose Ranch Golf Clubhouse/Community Park) (Conceptual Site Plan) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 19 0 CO —40 m - n v 111111111111 1111111111111111111111111111111111111111111 569190 09/11/2000 05:05P B1206 P614 M ALSDORF 41 of 55 R 190.00 0 0.00 GARFIELD COUNTY CO Exhibit E (Worksheet for Road Impact Fees) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 20 1 • 1 111111 11111 111111 11111 111111 1111111111 111 111111 III 101 569190 09/11/2000 05:05P B1206 P615 M iSDORF 42 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO IMPACT FEE WORK SHEET INSTRUCTIONS A. Note the name of the project or fee payer on line 1 as well as the type of land use. B. Enter the road cost at the point of service on line 2. The road cost will be based on a Capital Improvetnents Plan adopted by the Board of County Commissioners. C. Enter the road capacity (expressed in Average Daily Trips [ADTJ) at the point of service. This may be determined by the Special Report 209, Highway Capacity Manual (1994, Transportation Research Board). D. Calculate the base road cost per ADT at the point of service by dividing Line 2 by Line 3. Enter the result on Line 4. • • • 1 111111 11111 111111 11111 111111 111 11111 111 111111 1111111 569190 09/11/2000 05:05P B1206 P616 M ALSDORF 43 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO E. Determine the ADT per Land Use from the ITE Trip Generation Manual or another credible source accepted by the Board and enter the result on Line 5. F. Calculate the Base Traffic Impact Fee for the type of land use by multiplying the ADT per Land Use (Line 5) by the Base Road Cost per ADT (Line 4) and enter the result on Line 6. G. Calculate Tax Credits as follows: a. Enter the equivalent of 80% of the Road and Bridge property tax mill levy (for the type of land use) on Line 7. b. Enter the County Discount Rate (the rate of return the County receives from its investments) on Line 8. c. Enter the Road Design Life (in years) on Line 9. d. Enter the Present Worth Factor (PWF) on Line 10. The PWF for various combinations of Term and Discount Rates is found in the Appendix. e. Calculate the Net Present Value of the tax credit by multiplying the Road & Bridge equivalent tax (Line 7) by the PWF (Line 10). Enter the result on Linc 11. H. Calculate the UNADJUSTED ROAD IMPACT FEE by subtracting the tax credit (Line 11) from the Base Traffic Impact Fee (Line 6). Enter the results on Line 12. I. Calculate the INFLATION ADJUSTMENT as follows: a. On Line 13, enter Denver -Boulder Consumer Price Index (CPI) for the year the road cost estimate was prepared or the year the cost estimate is based. b. Enter the CPI for the year the impact fee is collected on Line 14. [If the current CPI is not available, use the average rate of change for the last three years to derive the current year index_] c. Calculate the Inflation Factor by dividing the entry on Line 14 by the entry on line 13. Enter the Result on Line 15. J. Calculate the PRE -CONSTRUCTION INFLATION ADJUSTIvfENT IMPACT FEE by multiplying the Unadjusted Road Impact Fee (Line 12) by the Inflation Factor (Line 15). Enter the result on Line 16. Note: This adjustment is not necessary if the construction cost estimate is determined the same year as the fee is collected. F• . ( 4 v�II- .1 / - • • • 1 111111 11111 111111 11111 111111 1111111111 111 111111 111 1111 569190 09/11/2000 05:05P 81206 P617 M ALSDORF 44 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO K. Calculate the POST -CONS tf �� „ter, - _ DWS: a.. Enter the County's Discount or Investment Rate on Line 17. If the road construction was financed, derive the financed rate from the debt repayment schedule prepared for the financing and substitute the derived rate for the Discount Rate. b. Enter the number of years since the road was constructed on Line 18. c. Determine the Compound Interest Multiplier from Appendix A. Enter this multiplier on Line 19. In the case of debt financing, enter the imputed multiplier from the debt service schedule prepared for the finance instrument. d. •Calculate the POST -CONSTRUCTION ADJUSTED IMPACT FEE by multiplying the UNADJUSTED ROAD IMPACT FEE (Line 12) by the Compound Interest Multiplier (or imputed finance multiplier) from Line 19. Enter the result on Line 20. ROAD IMPACT FEE CALCULATION WORK SHEET 1. Project/Land Use 2. Base road cost to point of service 3. Road Capacity to Point of Service (in ADT) 4. Base Road Cost per ADT to Point of Service 5. ADT per Land Use 6. Ba3e Traffic Impact Fee per Land Use $ ADT ADT S IIIS 7. 80% of Annual Road & Bridge Property Tax per Land Uses $ 8. County Discount Rate S 9. Road Design Life (Years) Years 10. Present Worth Factor (PWF - from appendix A) 11. Tax Credits = Property tax equivalent x PWF P 05 1111111 11111 111111 11111 111111 111 1111111 111 111111 111 1111 569190 09/11/2000 05:05P B1206 P618 M ALSDORF 45 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO • 12, UNADJUSTED ROAD IMPACT FEE per Land Use S (Base TALCUM -IS INFLATION ADJUSTMENT 13. Denver -Boulder CPI Year of Cost Estimate 14. Denver -Boulder CPI Year of Impact Fee Calculation 15. Inflation Factor (CPI for Collection Year/CPI of Year of Cost Estimate) 16. PRE -CONSTRUCTION INFLATION ADJUSTED ROAD IMPACT FEE POST-CONSTRIICTION COST ADJUSTMENT 17. Discount Rate or Finance Rate 18. Term (Years) Years 19. Compound Interest Multiplier 20. POST -CONSTRUCTION ADJUSTED ROAD IMPACT FEE S 1 111111 11111 111111 IIIII 111111 111 11311 111 111111 111 1111 569190 09/11/2000 05:05P 81206 P619 M RLSDORF 46 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit F (Notice Regarding Building Permit Restrictions) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 21 NOTICE REGARDING BUILDING PERMITS 3 g TO: All purchasers of Homesites within Phase of the Rose Ranch P.U.D. �Eo U 11o YOU ARE HEREBY NOTIFIED, that under applicable Garfield County regulation you m M may not commence construction of a residence within unicorporated Garfield County, including .:.N Phase 1 of the Rose Ranch P.U.D ("Property"), prior to issuance of a building permit by Garfield g County. Under the terms of the Subdivision Improvements Agreement between Garfield County =n m and Roaring Fork Investments, LLC ("RFI") and the subdivision approvals issued for the Rose m Ranch P.U.D., Garfield County will not issue building permits for the Property until: MEM m O 1 . The Roaring Fork Water and Sanitation District ("District") has included included m the Property within the boundaries of the District pursuant to the provisions of the Preinclusion :"'�. \ m Agreement between the Distrit and RFI, a copy of which has been recorded in the records of the m n Clerk and Recorder for Garfield County, Colorado on , 1999 at Book Page and °OM.� w Reception No. --M 0 = ROARING FORK INVESTMENTS, LLC ��LL 0 o a Colorado Limited Liability Company 0 0 -J 2 = ¢ - E 2, - O = N o m By 's- O 2 Ronald R. Hegg ��meier, Manager =rDLL CSI The foregoing was read and understood by the undersigned Purchaser of a Homesite 8 within the Property. m — n dao a m • .- By Homeowner 110 LO Homeowner 11111111111111111111111111111 III 1111111111111111 Ill 1111 569190 09/11/2000 05:05P 61206 P622 M RLSDORF 49 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Exhibit G (Occupancy Deed Restriction) Subdivision Improve. Agree. Rose Ranch P.U.D. 13 -Sep -99 Page 22 1 111111 11111 111111 11111 111111 111 1111111111 111111 III 1111 569190 09/11/2000 05:05P B1206 P623 M RLSDORF 50 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO Upon recording return to: Roaring Fork Investments, LLC c/o Timothy A. Thulson P.O. Box 790 Glenwood Springs, CO 81602 OCCUPANCY DEED RESTRICTION AND AGREEMENT FOR THE ROSE RANCH AFFORDABLE DWELLING UNITS THIS AGREEMENT is made and entered into this day of , 200_, by Roaring Fork Investments, LLC ("Roaring Fork"), a Colorado Limited Liability Company, whose address is 19563 East Mainstreet, Suite 200 Parker, Colorado 80138 and the Garfield County Housing Authority ("Authority"), a duly formed housing authority and political subdivision of the State of Colorado, organized and existing under Colo. Rev. Stat. §§ 29-4-501 et. seq. WITNESSETH WHEREAS, Owner owns that real property ("Real Property") located in Garfield County, Colorado and more particularly described on Exhibit A, attached herewith and incorporated herein by this reference; and WHEREAS, the Real Property is located, in its entirety, within the Rose Ranch P.U.D., a planned unit development approved and established by the Board of County Commissioners under Resolution No. 98-80, recorded in the records of the Clerk and Recorder for Garfield County, Colorado on September 9, 1998 at Book 1087, Page 862 and Reception No. 531935, and Resolution No. 99-067, recorded in the records of the Clerk and Recorder for Garfield County, Colorado on June 8, 1999 at Book 1133, Page 911 and Reception No. 546856; and WHEREAS, in accordance with the provisions and requirements of the resolutions of approval above identified, Owner has constructed upon the Real Property an apartment building within which is contained ( ) dwelling units ("Affordable Dwelling Units"). For purposes of this Agreement, the Affordable Dwelling Units, the Real Property and all appurtenances, improvements and fixtures associated therewith shall hereinafter be referred to as the "Property"; and WHEREAS, this Agreement imposes certain covenants upon the Property which restrict the use and occupancy of the Affordable Dwelling Units to those persons meeting the eligibility qualifications presently set forth within the Garfield County Affordable Housing Regulations as contained within Section 4.07.14(1) of the Garfield County Zoning Resolution of 1978, as Affordable Dwelling Unit Deed Restriction Rose Ranch P.U.D. 13 -Sep -99 Page / 1111111 11111 1111111 11111111111 III 1111111 III 111111 Ill 1111 569190 09/11/2000 05:05P 81208 P624 M RLSDORF 51 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO amended, and the Garfield County Affordable Housing Guidelines. NOW THEREFORE, in consideration of the mutual promises, covenants and obligations contained herein, Owner hereby covenants and agrees as follows: 1 The Affordable Dwelling Units shall at all times remain available for rent as rental units and shall not be condominiumized. 2. The use and occupancy of the Affordable Dwelling Units shall henceforth be limited exclusively to housing for persons who: a. reside full-time and/or are or will be employed in Garfield County, Colorado; and b. occupy the Affordable Dwelling Unit as his/her primary residence; and c. have a current household net worth, minus qualified retirement assets, not in excess of one hundred thousand dollars ($100,000.00). 3. The Affordable Housing Units shall be rented pursuant to written lease ("Lease") which shall incorporate the following provisions: a. Qualification. Each prospective tenant shall be required provide satisfactory proof to the Authority, that he/she qualifies for eligibility under the Garfield County Affordable Housing Regulations and the Garfield County Affordable Housing Guidelines. Upon request by the Authority, prospective tenants may be required in this regard to provide any or all of the following documentation: i. Federal income tax returns for the last year. ii. A current financial statement, in a form acceptable to the Authority, verified by the prospective tenant to be true and correct. iii Employment verification or offer of employment including but not limited to the following: wage stubs, employer name, address and/or telephone number. iv. Landlord verification of proof of residency, vehicle registration, voter registration and/or I.N.S. Form 1-9 (Employment Eligibility Verification). v. Divorce/support decrees and/or banking statements. Affordable Dwelling Unit Deed Restriction Rose Ranch P. U.D. 13 -Sep -99 Page 2 1 11111111111111111 11111111111 111 111111 MOON 111111 569190 09/11/2000 05:05p 01206 P625 M RLSDORF 52 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO b. Requalification. Each tenant shall be required as a condition of his/her tenancy, to annually provide satisfactory proof to the Authority that he/she qualifies for eligibility under the Garfield County Affordable Housing Regulations and that the tenant may in this regard be required to provide to the Authority any or all of the documentation described in Paragraph 3.b, above. c. Term. The minimum rental term (tenancy) shall be six (6) months. d. Rent. The Affordable Dwelling Units may be leased for any combination of rental rates, so long as: i. The average of the total rents charged do not exceed that which would be paid by a tenant earning 80% of the Area Median Income ("AMI") for Garfield County, Colorado, as determined yearly by the United States Department of Housing and Urban Development, who spends 30% of his/her income for rent; and ii. The maximum rent charged for any single unit does not exceed that which would be paid by a tenant earning 100% of the AMI who 30% of his/her income for rent. The rent to be charged each unit, as determined above, shall be inclusive of all utility charges applicable to such unit. e. Authority Enforcement. The Authority shall have the right, concomitant with Owner, to take all steps necessary to enforce against each tenant all the conditions of this Agreement, the Lease, the Garfield County Affordable Housing Regulations and the Garfield County Affordable Housing Guidelines including, but not limited to, the filing and prosecution of actions for abatement, injunction or eviction under the Forcible Entry and Detainer Act, Colo. Rev. Stat. §§ 13-40-101 et. seq. 4. Owner shall at all times maintain the Property in a state of good repair and shall deliver to the Authority the following insurance policies or evidence thereof: a. a builder's risk insurance policy during the period of construction of the Affordable Dwelling Units and fire and extended coverage thereafter, covering such units and appurtenant improvements at their replacement value; and b. liability in the minimum amount of one million dollars ($1,000,000.00), under which policy the housing authority shall be named as an additional insured. Affordable Dwelling Unit Deed Restriction Rose Ranch P.UD. 13 -Sep -99 Page 3 1 11111 11111 111111 11111 11111 111 1111111 111 1111111 11 1111 569190 09/11/2000 05:05P B1206 P626 M ALSDORF 53 of 55 R 190,00 D 0.00 GARFIELD COUNTY CO Each of the above described insurance policies shall include a stipulation that coverage will not be diminished or canceled without at least (30) days prior written notice to the Authority. 5. Owner shall at all times maintain Affordable Dwelling Units available for rent to persons eligible under the Garfield County Affordable Housing Regulations and Garfield County Affordable Housing Guidelines. Upon the vacancy of an Affordable Dwelling Unit, Owner shall have forty-five (45) days in which to locate an eligible tenant and to qualify him/her with the Authority. If an eligible tenant is not placed within the vacant unit during this time by Owner, Owner shall rent the unit an eligible tenant placed by the Authority. 6. Affordable Dwelling Units shall not be occupied by the Owner or members of the Owner's immediate family nor shall any unit be used as a guest house or guest facility. For purposes of this Paragraph 7, "immediate family" shall mean a person related by blood -- first cousin or closer relative -- or marriage. 7. This terms and provisions of this Agreement may be removed or amended only with the approval of the Board of County Commissioners for Garfield County, Colorado. Unless modified as such, this Agreement shall constitute covenants running with the Property as a burden thereon and shall be specifically enforceable by, the Authority, the Board of County Commissioners for Garfield County, Colorado, and their respective successors, as applicable, by any appropriate legal action including, but not limited to, injunction, abatement, or eviction of non-qualified tenants. Affordable Dwelling Unit Deed Restriction Rose Ranch P. U.D. 13 -Sep -99 Page 4 11111 11111111111 11111 1111 III 11111111111111111111111 569190 09/11/2000 05:05P 61206 P627 M ALSDORF 54 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO IN WITNESS HEREOF, the parties hereto have executed this instrument this date and year above first written. Roaring Fork Investments, LLC a Colorado Limited Liability Company The Garfield County Housing Authority By By Ronald R.Heggemeier, Manager Chairperson 19563 East Mainstreet, Suite 200 Parker, Colorado 80138 (303)841-8072 By Secretary STATE OF COLORADO The foregoing instrument was acknowledged before me this day of , 2000, by Ronald R. Heggmeier, Manager for Roaring Fork Investments, LLC, a Colorado Limited Liability Company and by , Chairman for the Garfield County Housing Authority. WITNESS MY HAND AND OFFICIAL SEAL Notary Public My Commission expires Affordable Dwelling Unit Deed Restriction Rose Ranch P.U.D. 13 -Sep -99 Page 5 1111111 11111 111111 11111E11 111 11111111111111111 111111 569190 09/11/2000 05:05P 81206 P628 M ALSDORF 55 of 55 R 190.00 D 0.00 GARFIELD COUNTY CO EXHIBIT A (Property Legal Description) Affordable Dwelling Unit Deed Restriction Rose Ranch P.U.D. 13 -Sep -99 Page 6 111111111111111111111111111111111111111111111111111111 569191 09/11/2000 05:07P 81206 P629 M ALSDORF 1 of 8 R 40.00 D 0.00 GARFIELD COUNTY CO FIRST AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT Rose Ranch Planned Unit Development Phase 1 THIS FIRST AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT is made and entered into this 10th day of July, 2000 by and between ROARING FORK INVESTMENTS, LLC , a Colorado limited liability company (hereinafter "Owner") and the BOARD OF COUNTY COMMISSIONERS FOR GARFIELD COUNTY, COLORADO (hereinafter "Board"). WITNESSETH WHEREAS, on September 13, 1999 and pursuant to the provisions set forth within Section 5:31 of the Garfield County Subdivision Regulations, as amended, Owner and the Board executed a Subdivision Improvements Agreement (hereinafter "SIA") addressing and conceming the construction and completion of certain public and other improvements (hereinafter "Improvements") contained within the Rose Ranch Planned Unit Development, Phase 1. The SIA and final plat for the Rose Ranch Planned Unit Development, Phase 1 is presently being held for filing by the Garfield County Clerk and Recorder upon the posting by Owner of security adequate to ensure the construction and completion of the Improvements. WHEREAS, the SIA requires the completion of construction of the Improvements on or by September 1, 2000. WHEREAS, subsequent to execution oldie SIA, the time period for filing of the final plat for the Rose Ranch Planned Unit Development, Phase 1 was extended by the Board to September 11, 2000. WHEREAS, the Board and Owner wish to amend those provisions of the STA governing the time periods for completion of the Improvements to comport with the final plat filing extension granted by the Board above described. NOW THEREFORE, for and consideration of the premises and the following mutual covenants and agreements, Owner and the Board agree as follows: 1. The time periods for Owner's performance set forth within the SIA at Paragraphs 2, 4, 5, 6, and 7 are hereby amended from September 1, 2000 to September 1, 2001. 2. The total amount to be secured by the letter of credit under Paragraph 3 of the SIA shall be amended from $8,395,108.86 to $8,563,366,85, which amount represents the updated First Amendment to SIA Rose Ranch PUD Page I 111111 1111111111111111111111111111111( III 111111111 Illi 569191 09/11/2000 05:07P B1206 P630 M RLSDORF 2 of 8 R 40.00 D 0.00 GARFIELD COUNTY CO certified cost estimates of the Improvements prepared by High Country Engineering of July 6, attached herewith as Exhibit A. 3. All remaining terms, provisions and conditions of the SIA not amended or otherwise affected by this First Amendment to Subdivision Improvements Agreement shall remain in full force and effect. ENTERED INTO the day and year first above written. ROARING FORK INVESTMENTS, LLC a Colorado Limited Liability Company By Manager BOARD OF COUNTY COMMISSIONERS FOR GARFIELD COUNTY, COLORADO By ATTE Clerk to the Board First Amendment to SIA Rose Ranch PUD Page 2 gr.1.444:. Mobilization Earthwork Earthwork for util. above ditch - (4ILI Water Tank Base Prep. a) a. gt Retaining Wall (Face Area) rsa Rock Excavation li C9 -63 . TMEillin:,!1.„ V.11.161 Ls CI -- 04 42 mom ••-• • e.11 =a) cs) cc as -1111 -.. 11 r) Oon ITEM 3" Asphalt 6" Class 6 ABC Ribbon Curb 1.5Median Curb Check Dam Construction Sod in roadside ditches 10' Concrete bike path Maintenance Road to Water Tank 5' Concrete Sidewalk ReVU.:XENOglaCkEjtirMthelatEllatetelMa Improvements *see Engineer's Estimate for breakdown ,MATAITOMMVP Improvements *see Engineer's Estimate for breakdown 1047137arin'IMM.i. tribMIARM 18" ADS N-12 24' ADS N-12 30" ADS N-12 36' ADS N-12 42' ADS N -I2 48' ADS N-12 24" C.M.P. 36" C.M.P. 10'x10' Concrete Box Culvert 18" CMP Flared End 24" CMP Flared End 30" CMP Flared End Wing Walls for Concrete Culverts Baffled Oil Skimmer H.14t/4.001484"... *price includes trenching and fittings and restraints where needed 8" DIP Waterline 9,794 L.F. 6,539 L.P. 41.05 83,044.15 31.33 54.00 306,846.02 353,106.00 10" DIP Waterline 2,023 L.F. 12" DIP Waterline 4 QUANTITY 1 L.S. 1 L.S. 52173 CY 1 LS. 6263 S.F. 1500 C.Y. 18,739 S.Y. 3,469 C.Y. 12,826 L.F. 1,248 L.F. 1,444 L.F. 1,137 S.Y. 4,623 S.Y. 2,008 S.Y. 28,102 S.F. 1 L.S. 1 L.S. 'kAtiprodatik \ file \ 97 \ 971)421coarsuxis (Palk UNIT COST COST 100,000.00 300,000.00 11.00 10,000.00 32.00 30.00 8.00 20.00 9.00 11.00 2.00 0.50 29.00 9.00 4.00 100,000.00 300,000.00 573,903.00 10,000.00 200,416.00 45,000.00 149,912.00 69,380.00 115,434.00 13,728.00 2,888.00 568.50 134,067.00 18,072.00 112,408.00 511,508.00 511,508.00 745,016.00 745,016.00 132 L.F. 27.00 3,564.00 424 L.F. 30.00 12,720.00 142 L.F. 50.00 7.100.00 65 L.F. 70.00 4,550.00 1743 L.F. 90.00 156,870.00 334 L.F. 110.00 36,740.00 60 L.P. 32.00 1,920.00 124 L.F. 72.00 8,928.00 85 L.F. 1,050.00 89,250.00 4 Each 200.00 800.00 10 Each 250.00 2,500,00 4 Each 650.00 2,600.00 4 Each 1000.00 4,000.00 4 Each 2500.00 10,000.00 EXHIBIT A G, O1 t0 'price includes trenching and fittings —;1,1,- O atd restraints where needed 111 a 8' SDR 35 Sewer Pipe 5421 L.F. 4' dia. Manhole 23 Each Sewer Services 82 Each 4" PE Sanitary Sewer Force Main 9898 L.F. Force Main Manhole 24 Each Below grade lift station 2 Each Concrete Encasement 481 L.F. 6" DIP Waterline 12" Gate Valve 10" Gate Valve 8" Gate Valve 1" Water Service PRV Vault Fire Hydrant Assembly Air Vac 6" PVC Drain from Tank Pump House Pump House Appurtenances Water Tank (300k gal) Concrete Water Tank Appurtenances Water Treatment Building Water Treatment Appurtenances Water Treatment Pumps Connection to Exist Aspen Glen Settling Pond Intake Structure nt 1,418 L.F. 10 Each 8 Each 24 Each 82 Each 2 Each 10 Each 2 Each 880 L.F. 1 Each 1 L.S. 1 L.S. 1 L.S. I L.S. 1 L.S. 1 L.S. 1 L.S. 2 E.A. Shallow 41.4. S A '''price includes trenching and fittings Electric Utility Conduit & Wire Electric Vault/Manhole Telephone/ Cable Utility Cond&Wire Gas Utility 7c et i7xEM 20.00 975.00 850.00 675.00 1,000.00 16,500.00 2,500.00 3,000.00 20.00 10,000.00 20,000.00 450,000.00 17,000.00 160,000,00 230,000.00 80,000.00 4,000.00 2,000.00 32.00 4,000.00 600.00 12.00 5,000.00 65,000 00 30.00 28,360.00 9.750.00 6,800.00 16,200.00 82,000.00 33,000.00 25.000.00 6,000.00 17,600.00 10,000.00 20,000.00 450,000.00 17,000.00 160,000.00 230,000.00 80,000.00 4,000.00 4,000.00 173,472.00 92,000.00 49,200.00 118,776.00 120,000,00 130,000.00 14,430.00 8650 L.F. 20,00 173,000.00 26 Each 600.00 15,600.00 8650 L.F. 1.00 8,650.00 8650 L.F. 3.50 30,275.00 2} ISCfRarrCa7!✓t -: 'I.r .,�; � �� p 11-3511 Rcvegetate/Landscape 1 L.S. Class I Ground Sign 7 Each Sediment control fence 14854 L.F. Erosion and Sediment Control 1 L.S. 50,000.00 200.00 1.00 5,000.00 50,000.00 1,400.00 14,854.00 5,000.00 SUB TOTAL $6,383,205.67 105 Contingency TOTAL 5638.320.57 $7,021,526.24 This summary of probable construction cost was prepared for estimating purposes .„.s.\\.\‘‘%1, only. High Country Engineering, Inc. cannot be held responsible for variance �(�EGISTF9I tt from this estimate as actual costs may vary due to bid and market jluctuatieu Q� • •o• HQ —O.O i• 0 2 i 111tvv5\' July 6, 2000 HCE JOB NO: 97042.04 k:\gprodata\file\97\97042\costest.xls (cr 109) ITEM QUANTITY UNIT COST COST Earthwork Rock Excavation 4" Asphalt 2" Asphalt 12" Class 3 ABC 6" Class 6 ABC Boulder wall ,. 30" CMP 30" Flared End 24" CMP 24" Flared End 1 L.S. 50 C.Y. 9352 S.Y. 12032 S.Y. 3150 C.Y. 1600 C.Y. 1600 S.F. 81 L.F. 2 Each 205 L.F. 8 Each 126,000.00 50.00 8.00 6.00 20.00 21.00 20.00 50.00 600.00 30.00 600.00 126,000.00 2,500.00 74,816.00 72,192.00 63,000.00 33,600.00 32,000.00 4,050.00 1,200.00 6,150.00 4,800.00 Guardrail CDOT Type 3 2658 L.F. 25.00 66,450.00 Revegetate/Landscape 1 L.S. 5,000.00 5,000.00 Class 1 Ground Sign 15 Each 250.00 3,750.00 Surveying/Construction Staking I L.S. 8,000.00 8,000.00 Soils Testing 1 L.S. 8,000.00 8,000.00 Sub Total $511,508.00 10% Contingency $51,150.80 Total This estimate of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate, as actual costs may vary due to bid and market fluctuations. $562,658.80 July 6, 2000 ITEM QUANTITY HCE JOB NO: 97042.05 k:\gprodata\file\97\97042\costest.xls (Hwy82 Imp.) UNIT COST COST 'x:11 ��Fi W.l�l: •'> .tl�KI!r l': °. a:_"_,t. Earthwork Rock Excavation 4" Asphalt (2 -Lifts), Class CX 1.5" Asphalt Overlay, Class CX 12" Class 1 ABC 6" Class 6 ABC Retaining Wall Median Curb & Gutter �rm 24" CMP 24" Flared End 8' Concrete Box Culvert Relocate Inlets Traffic Signals Traffic Loops Pavement Striping Guardrail Type 3 Guardrail Type 4 Class I Ground Sign Traffic Control tri i't, zY..«' y,•. Raise Utilities Revegetate/Landscape Surveying/Construction Staking Soils Testing ;141.71/10141;-. E 1 L.S. 100 C.Y. 5,300 S.Y. 19,400 S.Y. 1,750 C.Y. 880 C.Y. 3,600 S.F. 100 L.F. 263 L.F. 3 Each 440 L.F. 2 Each 1 L.S. 1 L.S. 1 L.S. 1,800 L.F. 1,150 L.F. 4 Each 1 L.S. 1 L.S. 1 L.S. 1 L.S. 1 L.S. 77,000.00 55.00 9.60 4.10 20.00 21.00 8.00 11.00 32.00 400.00 350.00 1,000.00 100,000.00 13,000.00 10,000.00 22.00 50.00 250.00 35,000.00 10,000.00 5,000.00 7,000.00 5,000.00 77,000.00 5,500.00 50,880.00 79,540.00 35,000.00 18,480.00 28,800.00 1,100.00 8,416.00 1,200.00 154,000.00 2,000.00 100,000.00 13,000.00 10,000.00 39,600.00 57,500.00 1,000.00 35,000.00 10,000.00 5,000.00 7,000.00 5,000.00 10% Contingency Sub Total $745,016.00 $74,501.60 Total $819, 517.60 This estimate of probable construction cost was prepared for estimating purposes ,\\‘‘"%1 only. High Country Engineering, Inc. cannot be held responsible for variances tGISTER 111 from this estimate, as actual costs may vary due to bid and market fluctuations. _7743$..6. I/ •0 tss •z: 0' rt�09 ;� t t t lAi?aFESSO —s r t - Z =0 0 O. 0 July 6, 2000 WEIRSE$TIMIV' =CONSiI UG'TiO HCE JOB NO: 97042.05 'kagprodata\M697\970421cosicst. xis (Landscape) ITEM QUANTITY UNIT COST COST BIue hero II .1`.gFjtk`",�5.n Evergreen Trees (8' Average) Deciduous Trees (4" Caliper) Deciduous Trees (4" Caliper) Irrigation 67 EA 95 EA 67 EA 4509 LF 480.00 510.00 480.00 1.30 32,160.00 48,450.00 32,160.00 5,861.70 M" Oa p, SOI O `tom ,i3 M e l�Wty,'(13 —n r Evergreen Trees (8' Average) 3 EA 480.00 1,440.00 5' Berm 1384 CY 6.10 8,442.40 36" ADS Pipe 100 LF 35.50 3,550.00 Irrigation 800 LF 1.30 1,040.00 Phase 1 Revegetation Contigency 10% Construction Cost Contingency SUB TOTAL $133,104.10 $133,104.10 $13,310.41 TOTAL $279,518.61 tc STEREe 1f Q' • OP ia.o UC �/ Wi Q• a • /(.• /, •n Pte'= "1 pgOFESs\°� 11111111111111111111111111111 III 11111111111111111111111 569191 09/11/2000 05:07P 81206 P636 M RLSDORF 8 of 8 R 40.00 D 0.00 GARFIELD COUNTY CO July 6, 2000 ITEM QUANTITY HCE JOB NO: 97042.05 k:\gprodata\file\97\97042\costest.xls (cart path) UNIT COST COST Mobilization Earthwork Rock Excavation Concrete Path Section Wood Path Section Abutments 6" Class 6 ABC 1 L.S. 1 L.S. 200 C.Y. 491 L.F. 1652 L.F. 14 E.A. 100 C.Y. 10% Contingency Total 20,000.00 20,000.00 100,000.00 100,000.00 50.00 10,000.00 60.00 29,460.00 350.00 578,200.00 5,000.00 70,000.00 30.00 3,000.00 Sub Total $810,660.00 $81,066.00 $891,726.00 This estimate of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate, as actual costs may vary due to bid and market fluctuations. REG/srtt r 30939 t FS 1 llS/ONAL`�` 1 11111111111 111111 111111111111111111111111 11111 11111111 =� 569192 09/11/2000 05:08P 81206 P637 M RLSDORF 1 of 3 R 15.00 D 0.00 GARFIELD COUNTY CO SECOND AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT Rose Ranch Planned Unit Development Phase 1 THIS SECOND AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT is made and entered into this 11th day of September, 2000 by and between ROARING FORK INVESTMENTS, LLC, a Colorado Limited Liability Company (hereinafter "Owner") and the BOARD OF COUNTY COMMISSIONERS FOR GARFIELD COUNTY, COLORADO (hereinafter "Board") WITNESSETH WHEREAS, on September 13, 1999, and pursuant to the provisions set forth within Section 5:31 of the Garfield County Subdivision Regulations, as amended, Owner and the Board executed a Subdivision Improvements Agreement (hereinafter "SIA) addressing and concerning the construction and completion of certain public and other improvements (hereinafter "Improvements") contained within the Rose Ranch Planned Unit Development, Phase 1. The SIA and final plat for the Rose Ranch Planned Unit Development, Phase 1 is presently being held for filing by the Garfield County Clerk and Recorder pending the posting by Owner of security adequate to ensure the construction and completion of the Improvements, WHEREAS, the SIA was duly amended by the Board on 10 -July -00. WHEREAS, the SIA, as amended, requires Owner to secure construction and completion of the Improvements pursuant to the posting of a letter of credit. WHEREAS, the Board and Owner wish to amend that provision of the SIA governing the manner in which the construction and completion of the Improvements is to be secured to allow Owner the flexibility of securing said construction and completion of Improvements through the posting of alternative forms of security, which security shall be at all times satisfactory to the Board. NOW THEREFORE, for and in consideration of the premises and the following mutual covenants and agreements, Owner and the Board agree as follows: 1. The first sentence of Paragraph 3.a. of the SIA shall be amended to read: On or before the date of recording of the Final Plat with the Garfield County Clerk land Recorder, the Owner shall deliver a Letter of Credit, or such other form of security as shall be deemed acceptable to the County, in the amount of $8,563,366.85 for completion of the subdivision improvements related to Phase 1 of the Rose Ranch P.U.D. as set forth and certified by a licensed engineer on Exhibit B attached hereto and $370,596.00 which constitutes the total cost of all deferred payments to be made by Owner to the Roaring Fork Water and 1 111111 11111 111111 IN 1111 111 1111111 111 1111 1111 569192 09/11/2000 05:08P B1206 P638 M ALSDORF 2 of 3 R 15.00 D 0.00 GARFIELD COUNTY CO Sanitation District under the Preinclusion Agreement recorded in the records of the Clerk and Recorder on , 2000, at Book , Page and Reception No, , minus the cost of improvements, if any, already completed as certified on Exhibit C. hereto. ENTERED INTO the day and year first above written ROARING FORK INVESTMENTS, LLC a Colorado Limited Liability Com y By mothy A. Thulson, attorney in fact for Roaring Fork Investments, LLC BOARD OF COUNTY COMMISSIONERS FOR GARFjIELD.COUNTY, COLORADO By ATTE T Clerk to the Board September 11, 2000 Mr. Tim Thulson Balcomb and Green, P.C. 818 Colorado Ave. Glenwood Springs, CO 81601 Re: Rose Ranch, P.U.D. HCE Job No. 97042.01 Dear Tim: 111111! 111111111111111111111111111111111111111111111111 569192 09/11/2000 05:08P 81206 P639 M ALSDORF 3 of 3 R 15.00 D 0.00 GRRFIELD COUNTY CO We have attempted to determine the offsite roadway impact fee for the referenced project from the form and tables provided by the county. However, we (county staff and I) have been unable to reach a final determination of the fee. Therefore, based on conversations with the planning staff and the short analysis provided on the county form, we anticipate the offsite roadway impact fees to be approximately $1500.00 per lot. The offsite roadway improvements being constructed by the project far exceed the required offsite roadway impact fee. If you have any questions or need additional information, please call. Sincerely, HIGH COUNTRY ENGINEERING, INC. COMTRY rl yerne4n D. Hope, .E. TrincIPa3i4939 i 0 . • c 923 Cooper Avenue Glenwood Springs, CO 81601 phone 970 945-8676 • far 970 945-2555 14 Inverness Drive East, Ste B-144 Englewood, CO 80112 phone 303 925-0544 • far 303 925-0547 111111 11111 111111 11111 111111 111 1111111 111 11111 1111 1111 572131 11/14/2000 11:37A 01217 P266 M ALSDORF 1 of 2 R 0.00 D 0.00 GARFIELD COUNTY CO -71iia.c\ THRID AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT Rose Ranch Planned Unit Development Phase I THIS THIRD AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT is made and entered into this,Cseday of November, 2000 by and between ROARING FORK INVESTMENTS, LLC, a Colorado limited liability company (hereinafter "Owner") and the BOARD OF COUNTY COMMISSIONERS FOR GARFIELD COUNTY, COLORADO (hereinafter "Board") WITNESSETH WHEREAS, on September 13, 1999, and pursuant to the provisions set forth within Section 5:31 of the Garfield County Subdivision Regulations, as amended, Owner and the Board executed a Subdivision Improvements Agreement (hereinafter "SIA") addressing and concerning the construction and completion of certain public and other improvements (hereinafter "Improvements") contained within the Rose Ranch Planned Unit Development, Phase 1. WHEREAS, the SIA was duly amended by the Board on July 10, 2000 and again on September 11, 2000. WHEREAS, the SIA as amended, requires Owner to secure construction and completion of the Improvements. WHEREAS, the Board and Owner wish to further amend that provision of the SIA governing the manner in which the construction and completion of the Improvements is secured by clarifying that the receipt of notice from the issuer of the letter of credit that it will not be renewed constitutes a default under the SIA entitling the Board to immediately draw upon the letter of credit and to substitute the cash as security for the completion of the Improvements. NOW THEREFORE, for and in consideration of the premises and the following mutual covenants and agreements, Owner and the Board agree as follows: 1. The last sentence of Paragraph 3.a. of the SIA shall be amended by the addition of the following clause: and should the issuer of the Letter of Credit give notice that the Letter of Credit will not be extend receipt of such a notice shall be deemed to be a default entitling the County to immediately draw upon the Letter of Credit and to substitute the cash received as security under this paragraph 3.a. 1111111111111111111111111111 III IIIIH1 III 1111111111111 572131 11/14/2000 11:37A 81217 P267 11 RLSDORF 2 of 2 R 0.00 D 0.00 GARFIELD COUNTY CO ENTERED INTO the day and year first above written. ROARING FORK INVESTMENTS, LLC a Colorado limited lia.) ty company Bv: BOARD OF OR GARY LINTY COMMISSIONERS COUNTY, COLORADO 1111111111111111111111 11111 IIIII 1111111 111 111111111 1111 388280 03/01/2002 04:38P 61333 P855 M ALSDORF 1 of 8 R 0.00 D 0.00 GARFIELD COUNTY CO FOURTH AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT ROSE RANCH PLANNED UNIT DEVELOPMENT, PHASE 1 THIS FOURTH AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT is made and entered into this 19th day of February, 2002, by and between L.B. Rose Ranch, LLC, a Delaware limited liability company ("Owner") and the Board of County Commissioners of Garfield County, Colorado ("County"). WHEREAS, on September 13, 1999 Owner and the County executed pursuant to the requirements and provisions of Section 5:31 of the Garfield County Subdivision Regulations, as amended, a Subdivision Improvements Agreement which addresses and concerns the construction and completion of the public and other improvements to be contained within the Rose Ranch Planned Unit Development, Phase 1 ("Subdivision Improvements"); WHEREAS, under the SIA, Owner was required to complete construction of the Subdivision Improvements on or before September 1, 2000; WHEREAS, on July 10, 2000, and for the purpose of accommodating the delays incurred by Owner in the filing of the final plat for the Rose Ranch Planned Unit Development, Phase 1, Owner and the County amended the SIA ("First Amendment") for the purpose of extending the date for completion of Subdivision Improvements to September I, 2001; WHEREAS, on September 1, 2000, the final plat for the Rose Ranch Planned Unit Development, Phase 1 ("Final Plat") was filed in the records of the Clerk and Recorder for Garfield County, Colorado. Coincident with the filing of the Final Plat, Owner and the County further amended the SIA (Second Amendment) to allow Owner the flexibility of posting "other acceptable security" for the completion of the Subdivision Improvements; WHEREAS, completion of the Subdivision Improvements under the SIA, as amended, is secured under the Letter of Credit issued by Key Bank (No. S00/97109) on November 6, 2000 ("Letter of Credit"). WHEREAS, on September 17, 2001, and for the purpose of accommodating delays incurred by Owner during the construction of the Subdivision Improvements, Owner and the County again amended the SIA to further extend the date for completion of the Subdivision Improvements to March 1, 2002, which date coincides with the expiration date of the Letter of Credit; WHEREAS, on date even herewith the County by execution of ACKNOWLEDGMENT OF PARTIAL SATISFACTION OF SUBDIVISION IMPROVEMENTS AGREEMENT Rose Ranch Fourth Amendment To Subdivision Improvements Agreement Page I A:\Roseranch fourth.sia extension.02-13-02.wpd 1 111111 11111 111111 1111 11111 11111 1111111 111 11111 1111 1111 . 698260 03/01/2002 04 38P 81333 P856 M ALSDORF 2 of 6 R 0.00 D 0.00 GARFIELD COUNTY CO reduced the total amount of costs to be secured by the Letter of Credit under the SIA, as amended, to Three Million One Hundred and Seventy -Nine Thousand Seventy -Seven and 21/100 dollars ($3,179,077.21) to reflect the amount of Subdivision Improvements that have been completed by Owner to date; WHEREAS, Owner has experienced additional construction delays which will prevent Owner from completing the Subdivision Improvements by March 1, 2002; WHEREAS, Owner and the County have agreed further extend the time period for construction of the Subdivision Improvements under the SIA, as amended, to allow the completion thereof in accordance with Owner's anticipated construction schedule; and WHEREAS, Owner has agreed, as a condition precedent to the extension above described, to secure the completion of construction of the Subdivision Improvements under the SIA pursuant to letter of credit or such other form of security as may be acceptable to the County for the entire time period of said extension, if not earlier released by the County. NOW THEREFORE, for and in consideration of the premises and the following mutual covenants and agreements, Owner and the County agree as follows: 1. Subject to Owner's full and complete satisfaction of the requirements set forth within Paragraph 2 hereinbelow, the time period for completion of the Subdivision Improvements under the SIA, as amended, is hereby extended to December 31, 2002. 2. Prior to March 1, 2002, Owner shall provide to the County a letter a credit or other form of security to secure the completion of construction of the Subdivision Improvements under the SIA, as amended. The letter of credit or other form of security shall be in a form acceptable County, shall be equivalent in amount to cover the total costs of the yet to be released Subdivision Improvements above stated and shall be remain in effect for the entire length of the extension hereinabove set forth unless earlier released by the County. 3. The Clerk and Recorder for Garfield County, Colorado is hereby authorized to hold, for filing within her Office's records, this Fourth Amendment to Subdivision Improvements Agreement until such time as Owner has fully complied with the provisions set forth within Paragraph 2, hereinabove. 4. In the event Owner fails or is otherwise unable to comply with the provisions of Paragraph 2. hereinabove, this Agreement shall terminate and be of no further force or effect. 5. All remaining terms and provisions of the SIA, as amended, not addressed or otherwise affected by this Fourth Amendment to Subdivision Improvements shall remain unaffected by the same and in full force and effect. Rose Ranch Fourth Amendment To Subdivision Improvements Agreement Page 2 A:\Roseranch fourth.sia extension.02-13-02.wpd 11111111111111111111111111111111111111 111 1111111111111 598280 03/01/2002 04 38P B1333 P857 M ALSDORF 3 of 6 R 0.00 D 0.00 GARFIELD COUNTY CO ENTERED INTO this day and year first above written A:\Roseranch fourth.sia extension.02-13-02.wpd L.B. ROSE RANCH, L . C a Delaware limited lia.4 y company By /. ry A. Thulson, Attorney in Fact for L.B. Rose Ranch, LLC BOARD OF COUNTY COMMISSIONERS OF GARFIELD C BTY, COLORADO By Rose Ranch Fourth Amendment To Subdivision Improvements Agreement Page 3 A:\Roseranch fourth.sia extension.02-13-02.wpd Chaijrmann / 1 1111111 11111 111111 1111 11111 11111 1111111 111 11111 1111 1111 598280 03/01/2002 04.38P 51333 P858 M ALSDORF KeyBank 4 of 6 R 0.00 D 0.00 GRRFIELD COUNTY CO A KeyCorp Bank KEYBANK NATIONAL ASSOCIATION STANDBY LETTER OF CREDIT PROCESSING AND SERVICE CENTER 4910 TIEDEMAN ROAD - OH01510435 CLEVELAND, OHIO 44144-2338, USA SWIFT: KEYBUS33SLC TELEX: 212525 SNB UR PHONE: 216-813-3701 FAX: 216-813-3718 IRREVOCABLE STANDBY LETTER OF CREDIT NO. S304308 DATE: FEBRUARY 28, 2002 Beneficiary: Board of County Commissioners Garfield County State of Colorado Suite 300, 109 Eighth Street Glenwood Springs, Colorado 81601 Gentlemen: Applicant: Lehman Brothers Holding Inc. 3 World Financial Center 200 Vesey Street, 24th Floor New York, New York 10285 Amount: USD 3,179,077.21 Expiry: June 30, 2003 We hereby establish our irrevocable standby Letter of Credit No. S304308 in your favor for account of Applicant listed above for a sum or sums not exceeding a total of United States Dollars Three Million One Hundred Seventy Nine Thousand Seventy-seven and 21/100, available by your draft(s) at sight drawn on KeyBank National Association, Denver, Colorado 80202, accompanied by the following documents: 1. Beneficiary's Certificate, purportedly signed by one of its officials, reading: "We hereby certify that a default has occurred under the Subdivision Improvement Agreement, Rose Ranch Planned Unit Development Phase 1, dated September 13, 1999 which after proper notice has not been cured." 2. The original of this Letter of Credit. Partial drawings are permitted. Ati drafts drawn under this Credit must be marked: "Drawn under KeyBank National Association Credit No. S304308 dated February 28, 2002", and each drawing must be endorsed on the reverse side of this original Credit. Authorized Signature Page 1 of 3 Authorized Si . nature _ I 111111 11111 111111 1111 11111 11111 IRE 111 11111 1111 1111 KeyBank 3 ef80 8 R30.002D02 04:38P 0.00 GARFIELD3COUNTYMCOLSDORF KEYBANK NATIONAL ASSOCIATION Irrevocable Standby Letter of Credit No. S304308 dated February 28, 2002 Except so far as otherwise expressly stated, this Credit is subject to the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No. 500. The amount available under this Letter of Credit may be reduced from time to time upon receipt by KeyBank National Association of a Reduction Certificate as per Annex I, attached hereto, which forms an integral part of this Credit. Each reduction must be endorsed on the reverse side of this original Letter of Credit We hereby engage with you that all drafts drawn under and In compliance with the terms of this Credit will be duly honored on due presentation and delivery of documents as specified to KeyBank National Association, Commercial Lending Department, 1675 Broadway, Suite 500, Attention: Cedric L. Buchanon (Mail Code: C002 -WT -0502), Denver, Colorado 80202 on or before June 30, 2003. Authorized Signature Page 2 of 3 Authorized. ignatur 4‘;‘,. 111111 11111 II1111111111111 11111 1111111 111 11111 1111 1111 KeyBank 6 of88 R30.002D00.00 GARFIELD2 04 38P 3COUNTYMCOLSDQRF KEYBANK NATIONAL ASSOCIATION Irrevocable Standby Letter of Credit No. S304308 dated February 28, 2002 ANNEX 1 REDUCTION CERTIFICATE TO: KeyBank National Association Standby Letter of Credit Processing and Service Center 4910 Tiedeman Road — OH01510435 Cleveland, Ohio 44144-2338 Re: KeyBank National Association Standby Credit No. S304308 Gentlemen: The undersigned, a duly authorized official of the Board of County. Commissioners, Garfield County, State of Colorado hereby certifies that the improvements required by the Subdivision Improvement Agreement, Rose Ranch Planned Unit Development Phase 1, dated September 13, 1999 have been partially completed and, therefore, the amount of the above -referenced Letter of Credit shall be reduced by USD to a new total of not exceeding USD The original Letter of Credit is attached for endorsement. Board of County Commissioners Garfield County, State of Colorado By: Title: _Authorized Signature Page 3 of 3 Authorized gnature 111111 11111 Illlll 111111111111111111111 111 111111111 II11 654211 06/16/2004 10:44A B1596 P871 M ALSDORF 1 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO FIFTH AMENDMENT TO SUBDIVISION IMPROVEMENTS AGREEMENT IRONBRIDGE PLANNED UNIT DEVELOPMENT, PHASE I (formerly known as "Rose Ranch Planned Unit Development") THIS FIFTH AMEND I ENT TO SUBDIVISION IMPROVEMENTS AGREEMENT, is made and entered into this /4- day of u N e. , 2004, by and between LB Rose Ranch LLC, a Delaware limited liability company ("Owner") and the Board of County Commissioners for Garfield County, Colorado ("Board"). WHEREAS, on September 13, 1999, Owner and the Board executed, pursuant to the requirements and provision of Section 5:31 of the Garfield County Subdivision Regulations, as amended, a Subdivision Improvements Agreement ("SIA") securing to the satisfaction ofthe Board the completion of construction of all subdivision improvements within the first subdivision phase of the Ironbridge Planned Unit Development ("PUD") — then known as the Rose Ranch PUD. A copy of the SIA executed on this date was recorded in the records of the Clerk and Recorder for Garfield County, Colorado as Reception No. 569190; WHEREAS, in addition to the subdivision improvements above referenced, the SIA also set forth Owners obligations relating to the provision of affordable housing this phase of the Ironbridge PUD; WHEREAS, amendments to the SIA (First, Second, Third and Fourth) were executed by Owner and the Board on July 10, 2000, September 11, 2000 and February 19, 2003. Copies of said amendments were recorded in the records of the Clerk and Recorder for Garfield County, Colorado as Reception Nos. 569191, 569192, 597597 and 598280, respectively; WHEREAS, subsequent to the execution of the SIA and amendments thereto and during construction ofthe subdivision improvements, Owner encountered on-site conditions which required certain modifications and changes to the subdivision improvements as previously specified within the SIA, as amended; WHEREAS, subsequent to the execution ofthe STA and amendments thereto developments in the Colorado courts significantly undermined the legal validity of Owner's planned provision of affordable rental housing units; WHEREAS, all of the modifications and changes to the subdivision improvements above referenced together with new plan for the provision of affordable housing were reviewed and approved by the Board on October 6, 2003 upon the applications by Owner for Amended PUD and Preliminary Plan. The Board's approvals in this regard were memorialized within Resolution of Approval No. 2004-20 ("PUD Amendment Approval") and Resolution No. 2004-21 ("Preliminary Plan Approval"), heretofore recorded in the records of the Clerk and Recorder for Garfield County, Colorado as Reception No. 647544; 1111111 11111 EH 111 11111111 111 11111III 1111111111111 654211 06/16/2004 10:44A B1596 P872 M RLSDORF 2 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO . WHEREAS, as hereinafter set forth, Owner and the Board have agreed to amend the SIA to incorporate as applicable all of the modifications to the subdivision improvements and affordable housing provision changes reviewed and approved by the Board under the PUD Amendment Approval and Preliminary Plan Approval. NOW THEREFORE, for and in consideration of the premises and the following mutual covenants and agreements, Owner and the Board agree as follows: 1. The subdivision improvements heretofore identified within the SIA and amendments thereto shall be deemed to include all modifications thereto approved by the Board under the PUD Amendment Approval and Preliminary Plan Approval 2. The time period for the completion by Owner of all remaining subdivision improvements shall be extended to jr,u16 30 off$, which date coincides with the date of expiration of the present Letter of Credit securing the same. 3. The amount required to be secured under the Letter of Credit is hereby reduced to $495, 681.56, said amount heretofore having been established under the Acknowledgment of Partial Satisfaction Subdivision Improvements Agreement ("Acknowledgment of Partial Satisfaction) approved by the Board on March 1, 2004 upon the certification of construction costs prepared by High Country Engineering, Inc., a copy of which is attached hereto and incorporated herein as Exhibit A.. 4. Consistent with the Acknowledgment of Partial Satisfaction, the Board agrees that the sole improvements remaining to be constructed by Owner under this Amendment address bike paths, landscaping and other non -integral improvements; accordingly, and for purposes relating solely to the interpretation of Paragraph 18 of the SIA and the issuance of Certificates of Occupancy thereunder, Owner shall be deemed to have completed all subdivision improvments. 4. Paragraph 7 of the SIA addressing the provision of affordable housing is hereby replaced in its entirety with the following: 7. Affordable Housing Units. Owner shall create and obtain all required subdivision approvals within PA 22 ( Block 1, Amended and Restated Final Plat Ironbridge Planned Unit Development, Phase i) necessary to locate therein ten (10) affordable housing units in partial satisfaction of the requirements set forth within Section 4.07.15.01 of the Garfield County Zoning Resolution of 1978, as amended ("Zoning Resolution"). Owner shall construct and offer for sale the ten (10) affordable housing units in compliance with the terms and provisions of the Affordable Housing Guidelines set forth within Section 4.14 of the Zoning Resolution. The obligation to provide the affordable housing units within this 1st Subdivision Phase shall be secured by Applicant pursuant to the following documents: a. A deed of trust recorded on PA 22, as subdivided, in favor of the Board in the amount of $500,000.00 or in lieu thereof, such other security as may be deemed by satisfactory by the Board; and 111111111111111111111111111111111(1111111111111 IIII 1111 654211 06/16/2004 10:44A 61596 P873 M ALSDORF 3 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO b. A deed restriction which shall be appurtenant to and run with title to the land of PA 22, as subdivided, requiring the location, construction and sale therein of the ten (10) affordable housing units in accordance with the terms and provisions of Sections 4.07.15.01 and 4.14 of the Zoning Resolution. Owner shall be required at all times and until construction of the entire 10 affordable housing units required in this Subdivision Phase are complete, to have constructed and sold or have constructed and made available for sale, affordable housing units in a number equal to 10% of the total number of unrestricted units which have at that time bee sold or made available for sale. If at any time, this percentage falls below the required 10%, Owner shall be required for each such deficient affordable housing unit, to place $150,000.00 into an escrow account in favor of the Board or to provide such other security in lieu thereof as may be acceptable to the Board, which funds or security the Baord will then apply to the construction of the affordable dwelling unit. The remaining twenty (20) affordable housing units required under owners PUD approval may, in lieu of being located within the PUD property, be located off-site. 4. All remaining provisions of the SIA, as heretofore amended, not modified herein or otherwise affected by this Fifth Amendment to Subdivision Improvements Agreement shall remain in full force and effect. ENTERED INTO the day and year first above written. LB ROSE RANCH LLC, a Delaware Limited Liability Company 13y: PAMI LLC, a Delaware Limited Liability Company, its managing member By STATE OF Authorized Signatory COUNTY OF 2004 b )SS The foregoing instrument was acknowledged before me this day of of LB Rose Ranch LLC. WITNESS MY HAND AND SEAL hatlesaq Notary Public My Commission Expires: , Authorized Signatory for PAMI LLC, mana g member \„lltllllili11,,, 111111 11111 111111 III 11111111 ID 111111 111 11111 1111 1111 654211 06/16/2004 10:44A 61596 P874 M ALSDORF 4 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO BOARD OF COU OMMISSIONERS R GARFI TY, COLORADO By ATTEST ,1011 i4n 11 Chai 3o the Board 4. �'?�•. N:�PeggWP es4 unVronbridge\Phase I PIaP6ronbndge. SLA 0524.04. wpd Si 42.:i7 .C• • \�• ti� '''�`f�Ff/Iflltl!1111t1�1`\\\` February 2, 2004 1 111111 11111 111111 111 11111111 10 1111111 111 11111 1111 1111 654211 06/16/2004 I0:44A B1596 P875 M ALSDORF 5 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO Mark Bean, County Planner Garfield County Building and Planning Department 109 8th Street, Suite 303 Glenwood Springs, CO 81601 Re: Ironbridge P.U.D. — Partial Release of Collateral Request Number Four HCE Project No. 2000075.02 Dear Mark: On behalf of LB Rose Ranch, LLC, the Owner of Ironbridge P.U.D., and in accordance with the terms of the Subdivision Improvements Agreement by and between the Board of County Commissioners of Garfield County and the Owners, this letter serves as the fourth request for partial collateral release. High Country Engineering, Inc. (HCE) has been on site daily to observe the construction on the project and certify that: 1. All costs for which the release is being requested have been incurred in connection with the construction of the Improvements; 2. All work performed and materials supplies are in accordance with the plans and specifications; 3. All work has been performed in a workmanlike manner; 4. No funds are being requested for work not completed, or for materials not installed or stored on site. Except on this request we are asking for release of all funds related to the construction of the water treatment facility. Since we are joining the Roaring Fork Water and Sanitation District these facilities will not be necessary and will be the responsibility of the district if needed in the future. 5. The Project Engineer has inspected, approved and has certified that all such improvements have been constructed in accordance with the plans and specifications. The associated request for release is shown in the following table. 14 Inverness Drive East, Suit, Englewood, Colorado 80 telephone (303) 925-0544 - fax (3 Exhibit A '7 Blake Avenue, Suite 10! nwood Springs, CO 81601 70) 945-8676 — fax (970) 945-2555 Mark Bean February 2, 2004 Page 2 of 2 11111111111111111111111111111111111111111111III 11111III 654211 06/16/2004 10:44A 81596 P876 M ALSDORF 6 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO Cost Estimate OriginalTotal Previously Released 4th Collateral Release Funds Remaining Phase 1 Public Improvements $7,021,526.24 5,480,052.17 $1,192,207.02 $349,267.05 Phase 1 Landscaping $279,518.61 $0.00 $133,104.10 $146,414,51 Cart Path $891,726.00 $810,660 $81,066,00 $0.00 RFWSD Payment $370,596.00 $0.00 $370,596.00 $0.00 TOTAL $8,563,366.85 $6,290,712.17 $1,776,973.12 $495,681.56 Please see the enclosed summaries of the costs being requested on the different areas of the project. We are requesting the funds in the amount of $1,776,973.12 be released and considered complete. This leaves $495,681.56 to complete the remainder of the public improvements. In this request we have also asked for all of the retainage for those items that have been completed. Those items still incomplete still have the retainage applied. We have also requested the release of 100% of the landscape cost since the contingency of the landscaping portion was 110%, this leaves the 10% for constructing the landscaping. This 10% will not be requested to be released until the warranty period with the county has expired. Please contact me if you have any questions or need additional information. Sincerely, HIGH COUNTRY GINE RING, INC. ....--,2 , ,00. IiFGr3,1,►/� -- 4•: a K b. . .t' / ...7 G • �j `i -e% I . , O.0 i Vernon Hope, P.E;'' 3 J Principle ;. ti • Enc i+ /Ccni t.`'�' Cc: Mike Staheli — Ironbridge Tim Thulson — Balcomb & Green February 4, 2004 HCE JOB NO: 97042.05 •\wpV7\042\collatetal#4r2.xls (public improvements 4th Release (reoruary .4, tvu4) Item Quantity Unit Cost Cost _ Previous Release -- 4th Colateral Release Quantity Installed 1 Request L Remaining RFLFASE REQUEST Check Dam Construction 1,444 L.F. 2.00 2,888.00 0.00 1,444,00 2,888.00 0.00 C.R. 109 Improvements 1 L.S. 511,508.00 511,508.00 502,758.00 0.02 8,750.00 0.00 H.W. 82 Int. Improvements 1 L.S. 745,016.00_ 745,016.00 740,016.00 0.01 5,000.00 0.00 Pump House 1 Each 10,000.00 10,000.00 0.00 1.00 10,000.00 20,000.00 0,00 0.00 Pump House Appurtenances 1 L.S. 20,000.00 20,000.00 0.00 1.00 Water Treatment Building 1 L.S. 160,000.00 160,000.00 0.00 1.00. 160,000.00 0.00 Water Treatment Appurtenances 1 L.S. 230,000.00 230,000.00 0.00 1.00 230,000.00 0.00 Water Treatment Pumps 1 L.S. 80,000.00 80,000.00 0.00 1.00 80,000.00 0.00 Settling Pond Intake Structure 2 E.A. 2,000.00 4,000.00 0.00 2.00 4,000.00 0.00 Below grade lift station 2 Each 65,000.00 130,000.00 65,000.00 1.00 65.000.00 0.00 Subtotal 585,638.00 BRAfAINING WORK Sod in roadside ditches 1,137 S.Y. 0.50 568.50 0.00 0.00 0.00 568.50 10' Concrete bike path 4,623 S.Y. 29.00 134,067.00 0.00 0.00 _ 0.00 134,067.00 Maintenance Road to Water Tank 2,008 S.Y. 9.00 18,072.00 9,000.00 0.00 0.00 9,072.00 5' Concrete Sidewalk 28,102 S.F. 4.00 112,408.00 0.00 0.00 0.00 112,408.00 Baffled Oil Skimmer 4 Each 2500.00 10,000.00 0.00 0.00 0.00 10,000.00 Revegetate/Landscape 1 L.S. 50,000.00 50,000.00 0.00 0.00 0.00 50,000.00 Class ] Ground Sign 7 Each 200.00 1,400.00T 0.00 0.00 0.00 1,400.00 Subtotal 317,515.50 SUB TOTAL $6,383,205.67 5,480,052.17 5585,638.00 $317,515.50 10% Contingency .5638,320.57 5606.569.02 531,751.55 TOTAL 87,021,526.24 5,480,052.17 $1,192,207.02 $349,267.05 !his summary of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate as actual costs may vary due to bid and market fluctuations. 1111111111111111111(11111111111111(1111111111111111111I 654211 06/16/2004 10:44A 81596 P877 M ALSDORF 7 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO February 4, 2004 HCE JOB NO: 97042.05 •\wp\97\042\coilaterai#4r2.xis (landsc qtn xeiease treotuacy 2, , ItemCost Unit Original Cost .-• Previous Release 4th Colateral Release Request Remainiy Phase 1 Estimated Cost SUB TOTAL $133,104.10 $0.00 $133,104.10 Phase 1 Revegetation Contigency $133,104.10 5133,104.10 10% Construction Cost Contingency $13,310 41 $ 13,310.41 TOTAL $279,518.61 $0.00 $133,104.10 $ 146,414.51 This summary of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate as actual costs may vary due to bid and marker fluctuations. 1111111 11111 111111 111 111E1 111 1111111 111 1111111111111 654211 06/16/2004 10:448 B1596 P878 M RLSDORF 8 of 9 R 46.00 D 0.00 GRRFIELD COUNTY CO February 4, 2004 HCE )OB NO: 97042.05 \wp\9710421co11ateraI#4r2.xis (car path) Item Unit Cost Cost Previous Release 4th Colateral Release Request Remaining Sub Total $810,660.00 $810,660.00 $0.00 10% Contingency $81,066.00 $81,066.00 $0.00 Total $891,726.00 $810,660.00 $81,066.00 $0.00 This summary of probable construction cost was prepared for estimating purposes only. High Country Engineering, Inc. cannot be held responsible for variances from this estimate as actual costs may vary due to bid and market fluctuations. 1 111111 1 1111 11111 11 11111111 1 1 1 1111111 III 11111111111 654211 06/16/2004 10:448 B1596 P879 M ALSDORF 9 of 9 R 46.00 D 0.00 GARFIELD COUNTY CO LOYAL E. LEAVENWORTH SANDER N. KARP JAMES S.-NEU - KARL J.HANLON MICHAEL J. SAWYER JAMES F. FOSNAUGHT ANNA S. ITENBERG CASSIA R. FURMAN JENNIFER M. SMITH T. DALIIEN ZUMBRENNEN Via Federal Express John W. Madden, III The Madden Law Firm 370 17th Street Suite 3500 Denver, CO 80202 LEAVENWORTH & KARP, P.C. ATTORNEYS AT LAW EST. 1980 201 14TH STREET, SUITE 200 P. 0. DRAWER 2030 GLENWOOD SPRINGS, COLORADO 81602 Telephone: (970) 945-2261 Facsimile: (970) 945-7336 kjh@1klawfirm.com Deborah Quinn Assistant Garfield County Attorney 108 8th Street, Suite 219 Glenwood Springs, CO 81601 July 6, 2009 DENVER OFFICE:* 700 WASHINGTON ST. STE 702 DENVER, COLORADO 80203 Telephone: (303) 825-3995 *(Please direct all correspondence to our Glenwood Springs Office) Re: Ironbridge Property Owners' Association/LB Rose Ranch, LLC Dear John and Deborah: We represent the Ironbridge Property Owners' Association ("IPOA"). This letter is in follow up to previous conversations you have had with either myself or Duncan Barber regarding resolution of matters affecting the Ironbridge project. As I noted at the recent Board of County Commissioners Hearing, an additional matter has arisen in relation to the failure of LB Rose Ranch, LLC ("LBRR") to comply with the Subdivision Improvements Agreement for Phases I and Il ("SIAs") with the County of Garfield and the Operating and Cost -Sharing Agreement ("OCSA") entered between the IPOA and LBRR. Specifically, we are informed that there is cash collateral in place to secure LBRR's compliance with the SIAs. Recently, the Board of County Conunissioners for Garfield County EXHIBIT 1 \-\ "1 LEAVENWORTH & KARP, P.C. Page 2 (`BOCC"), through the County Attorney's office, notified LBRR that it was not in compliance with the terms of the SIA for Phase I with respect to the construction of sidewalks, the conveyance of the irrigation--system-to the IPOA, and the assignment of water rights to the IPOA-under the OCSA� These matters are of particular concern to the IPOA given the enforceability of the SIA as a covenant running with the land as well as the critical need for the IPOA to secure its water rights in accordance with the terms of the SIAs and the OCSA. In that regard, we provide the following documentation for your review: Exhibit 1 — A copy of the Subdivision Improvements Agreement for Rose Ranch Planned Unit Development Phase I and related amendments. Note that Sections 5 and 6 of the SIA require LBRR to convey various water systems and water rights for domestic water and irrigation purposes to the Roaring Fork Water and Sanitation District and/or the IPOA as appropriate. 2. Exhibit 2 — A copy of the Subdivision Improvements Agreement for Phase II. Note that Sections 4 and 6 of the SIA for Phase 11 require similar conveyances. 3. Exhibit 3 —A copy ofthe Operating and Cost Sharing Agreement entered into between LBRR and the IPOA. While the document is unsigned, it is our understanding that the IPOA executed this document and transmitted it to LBRR shortly before the Lehman Brothers bankruptcy petition was filed. The parties have been operating under the terms of the OCSA for several years and it is listed by LBRR as an executory contract in its bankruptcy Schedules. Note that, among other LBRR obligations, LBRR is required to convey its interests in the Pump Station facility and 25% of its water rights to the IPOA in the Robertson Ditch. The Robertson Ditch is a ditch that provides irrigation water to the IPOA for its common areas as well as homeowner irrigation. The water is obtained from the Roaring Fork River pursuant to numerous water rights agreements between LBRR and various third parties. These additional water rights agreements are listed in LBRR's bankruptcy Schedules as well. As a threshold matter, there is no dispute that the PUD and SIA for Phase I required the construction of sidewalks at the Ironbridge Development. However, we are informed that this improvement was not made a requirement for Phase II by the County and that the County recently allowed LBRR's construction of a pedestrian path in lieu of the sidewalk requirement for Phase I. As such, the IPOA does not consider this item to be a major issue provided the appropriate LEAVENWORTH & KARP, P.C. Page 3 resolutions have been passed by the BOCC and the Final Plat and PUD are amended accordingly by LBRR. This will avoid any potential problems in the future with homeowners attempting to sell their homes with a -non-compliant SIA in place However, the conveyance of the irrigation water system and appurtenant facilities to the IPOA as required under the SIAs and the OCSA is of critical concern to the IPOA. Absent the appropriate conveyances and assignmerits being made, the IPOA will not have access to the necessary facilities and adequate irrigation water to service the needs of the IPOA and its residents. Should LBRR continue to fail to fulfill its obligations under the SIAs and the OCSA, the effect on the entire Ironbridge Development will be catastrophic. The impact could potentially include the loss of Landscaping and vegetation required under the SIAs for both the common areas and homeowner lots serviced by the irrigation water system, a resultant decrease in homeowner property values and any associated tax revenues, reduced sales, and the elimination of any hope for future development under Phases Il and III. We believe that there may also be significant life, safety, and fire -risk issues if the IPOA is unable to take possession of and utilize the irrigation water system as originally contemplated. With this in mind, the IPOA requests that the County and LBRR undertake immediate steps to protect the IPOA and its residents by ensuring that LBRR makes all required conveyances and assignments of water rights and appurtenant facilities required under the SIAs and OCSA. In this regard, the IPOA proposes the following: (1) LBRR will provide the IPOA with a duly executed copy of the OCSA including the Quit Claim Deed and Bill of Sale conveying all right, title and interest in the Pump Station Facility attached thereto as exhibits; (2) LBRR will execute an appropriate deed to the IPOA of not less than a 25% interest in all water rights it possesses to provide non -potable irrigation water to the Ironbridge Development including any water rights in the Robertson Ditch; (3) LBRR will train the appropriate IPOA personnel in the operation of the Pump Station and water distribution and irrigation system and provide reasonable access to LBRR's golf maintenance facility. This is necessary because apparently the non -potable irrigation system for the LBRR-owned golf course and recreational facilities within the Ironbridge Development is the same irrigation system the IPOA utilizes for its water needs and is operated from a single computer within the LBRR-owned maintenance facility. Should LBRR discontinue operating the golf course or recreational facilities it is under contract with the IPOA to provide per the Ironbridge Golf Club Resident Membership Agreement, appropriate arrangements will need to be made to transfer control of the entire irrigation system to the IPOA; and LEAVENWORTH & KARP, P.C. Page 4 (4) The County will review the Final Plat, PUD and SIAs to confirm that all required improvementshavebeen constructed- onPhasesI and -II and that all conveyances under -the SIAs have been made to the various public agencies involved and the IPOA as required. We believe that the above -referenced actions are necessary to protect the interests of the IPOA and its members. We look forward to working with the County and LBRR in a collaborative fashion to resolve these issues in the best interests of the homeowners. If you have any additional questions, please feel free to contact me. Very truly yours, LEAVENWORTH & KARP, P.C. Kari- fat n KJH:jac Enclosure(s) cc Ironbridge IPOA Ironbridge Board of Directors LEAVENWORTH & KARP, P.C. 201 14TH Street, Suite 200 P. O. Drawer 2030 Glenwood Springs, CO 81602 Deborah Quinn Assistant Garfield County Attorney 108 8th Street, Suite 219 Glenwood Springs, CO 81601 EXHIBIT -L July 8, 2009 Garfield County Karl J. Hanlon 201 14th Street, Suite 200 P.O. Drawer 2030 Glenwood Springs, Colorado 81602 John W. Madden, III The Madden Law Firm 370 17th Street Suite 3500 Denver, CO 80202 Y ATTORNEY'S OFFICE Re: Ironbridge Property Owners' Association/LB Rose Ranch, LLC Dear Karl and John: 108 8th Street, Suite 219 Glenwood Springs, CO 81601 Tele: (970) 945-9150 Fax(970)384=5005 I have reviewed Karl Hanlon's July 6, 2009 letter on behalf of the Ironbridge Property Owners' Association and I want to clarify several statements in that letter. First, with respect to the cash collateral in place to secure LB Rose Ranch, LLC's compliance with the Subdivision Improvement Agreements (SIAs), there was a letter of credit securing performance of obligations under Phase I, but that letter of credit has now expired, with the knowledge and consent of the Board of County Commissioners, given the represented intention of LB Rose Ranch, LLC to apply for amendments to the approvals for Phase I to substitute the existing requirement for construction of sidewalks with a requirement to construct the pedestrian path that has already been built. That application has not yet been submitted, and County approvals still need to be obtained. With respect to Phase II, the County is currently holding a cash deposit in the amount of $483,810.54, which includes accrued interest on the initial deposit made pursuant to a Garfield County Treasurer's Disbursement Agreement recorded at Reception Number 716930 and a Deposit and Substitution Agreement approved by the Board of County Commissioner, recorded at Reception Number 705108. Under the SIA for Phase II, copies of which were provided with Mr. Hanlon's letter, paragraph 2, requires the owner to comply with the requirements listed in paragraphs (a) through (e), the latter requiring compliance with provisions of the SIA itself. In order for that collateral to be released, LB Rose Ranch would need to establish compliance with all provisions of that SIA, including paragraphs 4 and 6, which address the concerns raised in T:\MyFiles\PLAN\ROSE RANCH\Correspondence\07-08-09 to Hanlon and Madden re Ironbridge Property Owners Association-LBRose Ranch.docx Mr. Hanlon's letter. It is my current understanding that the Common Area and Common Area Easement Deeds referenced in paragraph 6 of the SIA were not recorded at the time the final plat and the SIA were recorded, and I am in the process of determining whether the escrow with Land Title Guarantee Company was ever established. Ordinarily, the review requested of the County in paragraph 4 on page 4 of Mr. Hanlon's letter is conducted in connection with a request for Final Release of Security. However, given the existence of the bankruptcy and a deadline set for filing claims, County staff is willing to work with the Property Owners' Association and LB Rose Ranch, LLC to attempt to resolve all of the outstanding issues prior to the claims deadline. We have already sent out a Notice of Default with respect to the Phase I SIA. Our next step will be to review the Phase II SIA and determine whether a default notice needs to be sent in connection with the Phase II SIA. All actions by the County with respect to LB Rose Ranch, LLC will be consistent with applicable bankruptcy law and procedure. Please feel free to call if you have questions. ee-A Deborah Quinn Assistant County Attorney cc: Fred Jarman, Garfield County Building and Planning Director Tim Thulson Zaw Win T:\MyFiles\PLAN\ROSE RANCH\Correspondence\07-08-09 to Hanlon and Madden re Ironbridge Property Owners Association-LBRose Ranch.docx 111111 11111 111111 11111 1111 1111111 11111111 1111Illi 1111 573466 12/12/2000 11:13A 61221 P745 M ALSDORF 1 of 4 R 20.00 D 0.00 GARFIELD COUNTY CO ASSIGNMENT OF SUBDIVISION RIGHTS AND APPROVALS THIS ASSIGNMENT (the "Assignment") is entered into as of November 15, 2000 between ROARING FORK INVESTMENTS, L.L.C., a Colorado limited liability company ("Assignor") and LB ROSE RANCH LLC, a Delaware limited liability company ("Assignee"). RECITALS A. Assignee and Assignor have entered into that certain Purchase Agreement in Lieu of Foreclosure and Release dated November 15, 2000 (the "Agreement"). B. Pursuant to the Agreement, Assignor has agreed to assign to Assignee all of its right, title and interest in and to all of governmental approvals and development rights related to the Rose Ranch Planned Unit Development located in Garfield County, Colorado as more fully described in the Agreement (the "Project"). The legal description of the Project is set forth on Exhibit A attached hereto. AGREEMENT NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. The Assignor hereby assigns and transfers to Assignee, its successors and assigns, all of Assignor's right, title and interest in and to any all plats, development agreement, utility agreement, deposits, subdivision agreements and all other governmental and quasi - governmental approvals however defined or described and relating to the Project including without limit, the following (the "Approvals")(all references to recording information of recorded documents are to the real property records for the County of Garfield, State of Colorado) : as set forth on Exhibit A attached hereto. 2. The forgoing listing is not meant by the parties to be restrictive in any way it being the express intent of the parties that Assignor is conveying and assigning to Assignee all of its right, title and interest in all transferable consents, authorizations, variances or waivers, licenses, permits and approvals from any governmental or quasi -governmental agency, department, board, commission, bureau or other entity or instrumentality solely in respect of the Project heretofore or hereafter granted. 3. Assignor represents and warrants to the Assignee that: (a) Assignor has full right, power and authority to assign its interest in the Approvals, (b) except for collateral assignments related to its loan from Lehman Capital, a division of Lehman Brothers Holdings Inc. secured by the Project, Assignor has not assigned or granted any interest in the Approvals to e rrr 04, e / I/� c/c,/. S` r e,2 ! z EXHIBIT BBs J 1111111 11111 111111 11111 Illi 111111111111 III 11111 11111111 573466 12/12/2000 11:13R B1221 P746 M RLSDORF 2 of 4 R 20.00 D 0.00 GARFIELD COUNTY CO anyone other than Assignee and (c) to the Assignor's best actual knowledge there are no defaults existing under the Approvals. 4. Assignee hereby accepts this assignment of the Approvals and assumes Assignor's obligations under the Approvals. 5. This Assignment shall be governed by and construed under the laws of the State of Colorado, and it shall be binding upon and inure to the benefit of Assignor and Assignee and their respective successors and assigns. 6. This Assignment may be executed and delivered in any number of counterparts, each of which so executed and delivered shall be deemed to be an original and all of which shall constitute one and the same instrument. ASSIGNOR: ROARING FORK INVESTMENTS, L.L.C. a Colorado limited liability company By: Ronald R. Heggemeier, Manager ASSIGNEE: LB ROSE RANCH LLC, a Delaware limited liability company By: 2 1111111 11111 11111 11111 1111 1111111 111E11 11111 111111 573466 12/12/2000 11:138 81221 P747 M RLSDORF 3 of 4 R 20.00 D 0.00 GARFIELD COUNTY CO ACKNOWLEDGEMENTS STATE OF COLORADO ) ) ss. CITY AND COUNTY OF DENVER) The foregoing document was subscribed and sworn to before me this /fit day of November, 2000, by Ronald R. Heggemeier as Manager of ROARING FORK INVESTMENTS, L.L.C., a Colorado limited liability company. Witness my hand and official seal. My commission expires: [SEAL] Notary P blic New York STATE OF eoteOF totekorDo ) New Yorkss• CITY AND COUNTY OF -DEN ER) The foregoing document was subscribed and sworn to before me this ao day of November, 2000, by Marguerite M. Brom manager of LB ROSE RANCH LLC, a Delaware limited liability company. Witness my hand and official seal. My commission expires: [SEAL] Notary P lc �tl(4ii Ii MARYANN VENE 1r, Notary Public. State of New York • No.01VE6000184 LTi n }• ' Qualified in Richmond County COmmisSion Expires oec. 8. 3 1111111 11111 111111 11111 1111 1111111 11111111 11111 FJill 573466 12/12/2000 11:13A 81221 P748 M ALSDORF 4 of 4 R 20.00 D 0.00 GARFIELD COUNTY CO Exhibit A to Assignment of Subdivision Rights and Approvals All references to recording information in the following documents are to the records of the Clerk and Recorder for Garfield County, Colorado. 1. Garfield County Board of County Commissioners Resolution No. 98-80 recorded September 9, 1998 in Book 1087 at Page 862, Reception No. 531935, as amended by Garfield County Board of County Commissioners Resolution No. 99-067 recorded June 8, 1999 in book 1133 at Page 911, Reception No. 546856. 2. Garfield County Board of County Commissioners Resolution No. 99-068 recorded June 8, 1999, in Book 1133 at Page 922, Reception No. 546857. 3. Rose Ranch P.U.D. Plan recorded September 11, 2000 at Reception No. 56189. 4. Final Plat of the Rose Ranch P.U.D., Phase 1, recorded September 11, 2000 at Reception No. 569188. 5. Subdivision Improvements Agreement for the Rose Ranch P.U.D., Phase 1 recorded September 11, 2000 in Book 1206 at Page 574, Reception No. 569190 as amended by First Amendment to Subdivision Improvements Agreement recorded September 11, 2000 in Book 1206 at Page 629, Reception No. 569191; Second Amendment to Subdivision Improvements Agreement recorded September 11, 2000 in Book 1206 at Page 637, Reception No. 569192; and Third Amemdment to Subdivision Improvements Agreement recorded on , in Book at Page —, Reception No. , together with all cash deposits, letters of credit or other security provided pursuant to such agreements and any claim or right to claim such deposits or the proceeds of such deposits. 6. Vest Property Rights Development Agreement recorded September 11, 2000 in Book 1206 at Page 780, Reception No. 569199 as amended by First Amendment to Development Agreement recorded September 11, 2000 in Book 1206 at Page 852, Reception No. 569200. 7. Roaring Fork Water and Sanitation District, Roaring Fork Investments, LLC Pre - Inclusion Agreement recorded September 11, 2000 in Book 1206 at Page 640, Reception No. 569193, together with all cash deposits, letters of credit or other security provided pursuant to such agreement and any claim or right to claim such deposits or the proceeds of such deposits. 8. The Declaration of Golf Facilities Development Construction and Operational Agreement recorded September 11, 2000 in Book 1206 at Page 734, Reception No. 569195. 9. Grant of Conservation Easement recorded September 11, 2000, in Book 1206 at Page 748, Reception No. 56196 STATE OF COLORADO County of Garfield 1 111111 1 1111 1 11111 111111111 111111 IIIIII 11111111 1111 1111 646387 02/11/2004 11:13A B1560 P431 M ALSDORF 1 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO )ss At a regular meeting of the Board of County Commissioners for Garfield County, Colorado, held in the Commissioners' Meeting Room, Garfield County Plaza Building, in Glenwood Springs on Monday, the 6th day of October, 2003, there were present: John Martin Larry McCown Tresi Houpt Don DeFord Mildred Alsdorf Ed Green , Commissioner Chairman , Commissioner , Commissioner , County Attorney , Clerk of the Board , County Manager when the following proceedings, among others were had and done, to -wit: RESOLUTION NO. 2004-20 A RESOLUTION CONCERNED WITH THE APPROVAL OF A PLANNED UNIT DEVELOPMENT ("PUD") MODIFICATION FOR IRONBRIDGE (FORMERLY "ROSE RANCH") PUD WHEREAS, the Board of County Commissioners of Garfield County, Colorado, ("Board") received from LB Rose Ranch, LLC. ("Applicant") an application for PUD modification ("Application"); WHEREAS, under the Application, Applicant sought to have modified certain provisions of the PUD heretofore established for the Rose Ranch PUD by the Board under previous Resolution Nos. 98-80 and 99-067; WHEREAS, on the 7th day of July, 2003, the Application was referred by the Board to the Garfield County Planning Commission ("Planning Commission") for review; WHEREAS, the Planning Commission held a public meeting on the 13th day of August, 2003, upon the question of whether the Planning Commission should recommend approval or denial of the Application, at which hearing the public and interested parties were given the opportunity to express their opinions relative to said recommendation; WHEREAS, following the close of the public meeting and on the basis of substantial competent evidence introduced therein, the Planning Commission entered its recommendation to the Board that the Application be approved; WHEREAS, the Board held a public hearing on the 6th day of October, 2003, upon the question of whether the Board should approve, approve with conditions or deny the Application, at which hearing the public and interested persons were given the opportunity to express their 1 EXHIBIT b D V 111111 11111 111111 111111 111 111111 111111 111 11111 1111 1111 646387 02/11/2004 11:13A B1560 P432 M ALSDORF 2 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO opinions relative to said approval or denial; and WHEREAS, following the close of the public hearing and on the basis of substantial competent evidence introduced therein, the Board made and entered the following determinations of fact: 1. That proper posting and public notice was provided, as required, for the hearing before the Board; 2. That the meeting before the Board was extensive and complete, that all pertinent facts, matters and issues were submitted and that all interested parties were heard at that hearing; 1. That for the above stated and other reasons, the proposed modifications to the Ironbridge PUD are: a. in the best interest of the health, safety, morals, convenience, order, prosperity and welfare of the citizens of Garfield County; b. in conformance with the Garfield County Comprehensive Plan of 2000, as amended; c. in conformance with the Garfield County Zoning Resolution of 1978, as amended ("Zoning Resolution"); 2. That pursuant to Section 4.12.03 of the Garfield County Zoning Resolution of 1978, as amended, the proposed modifications to the Ironbridge PUD: a) do not affect the rights of the residents, occupants and owners of the PUD to maintain and enforce the provisions of the PUD Plan established by the BOARD under Resolution Nos. 98-80 and 99-067, given that the Applicant is the sole resident, occupant and owner of the PUD and has consented to all such amendments; b) do not affect in a substantially adverse manner, either the enjoyment of land abutting upon or across a street from the PUD, or the public interest, and is not granted solely to confer a benefit upon any person; c) do not propose time-share or fractional ownership units or other similar interests in property, and d) Do not cause any conflict with the operation or utilization of the adjacent Mass Transit Facility or with any of the standard contained within section 5.11 of the Zoning Resolution. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Garfield County, Colorado, that based on the determinations of fact hereinabove set forth, the modifications to the Ironbridge PUD as set forth within the Application be approved, subject to the following conditions: 2 1111111 11111 111111 111111 111111111 111111 111 11111 1111 1111 646387 02/11/2004 11:13A 81560 P433 M ALSDORF 3 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO 1. Integration/Applicant Representations. All representations made by the Applicant, in the Application, and at the public hearing before the Board, shall be conditions of approval, unless specifically altered by the Board as hereinbelow set forth. 2. Integration/ Previous Resolutions. All terms, conditions and provisions of Resolution Nos. 98-80 and 99-067, attached hereto and incorporated herein respectively as Exhibits A and B, not been modified or otherwise altered by the conditions of this Resolution, shall remain in full force and effect. 3. Zone Text Amendments. The revised Land Use Summary and Zone District Text attached hereto and incorporated herein as Exhibit C is hereby approved and adopted as the zone district text for the Ironbridge PUD and shall supersede the Land use Summary and Zone District Text established under Resolution Nos. 98-80 and 99-067 subject to the following additional modifications: A. All references to, "deed restricted attached or detached Accessory Dwelling Units complying with the requirements of the Garfield County Zoning Regulations governing Affordable Housing for Rent (Section 5.09.05.03(3)(1999))" are hereby deleted; B. Pursuant to Section 4.07.15.01 (Affordable Housing Mix For Lands Designated High Density Residential): 1) Ten (10) owner occupied deed restricted housing units shall be located within the PA 22 zone district, ( Medium Density Residential zone text). Said residential dwelling units shall be designed and constructed in conformance with the provisions of Section 4.07.15.03 and shall be offered for sale in conformance with the provisions of the Affordable Housing Guidelines as set forth within Section 4.14 Zoning Resolution. Hereinafter all housing units conforming to the provisions of the Zoning Resolution hereinabove cited shall be referred to as "Affordable Housing Units"; 2) The remaining twenty Affordable Housing Units required pursuant to Section 4.03.15.01 may be allocated among either or in any combination of, the following three locations: a) outside the PUD as allowed under Section 4.03.15.01(2); b) within those zone districts zoned Medium Density Residential and/or Club Villas (PA 19 and PA 20. The total number of units allowed within the Medium Density Residential or Club Villas zone districts as set forth within the Land Use Summary shall be increased by the number of Affordable Housing Units located within each such district; provided however, that the maximum number of units allowed within the Medium Density Residential zone district shall not exceed 94 units, if all 20 of the affordable units are added to this district. The maximum density allowed within the Club Villas zone district shall 3 1 111111 11111 111111 111111 111 11111 111111 III 1111 1111 1111 646387 02/11/2004 11:13R B1560 P434 M ALSDORF 4 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO not exceed 67 units, if all 20 of the affordable units are added to this district; 3) The total number of Affordable Housing Units to be allocated to each such location (off-site, Medium Density Residential or Club Villas zone districts) shall be designated and quantified by Applicant within all future application(s) for Preliminary Plan within PA 19 (Medium Density Residential) and/or PA 20 (Club Villas); 4) In the event that all required Affordable Housing Units are located within the Ironbridge PUD, the total maximum density allowed within the PUD shall be established at 322 units; provided however, that said maximum density shall be reduced, pro rata, for each such Affordable Housing Unit located by Applicant outside the Ironbridge PUD. 5) Prior to the filing of the first final plat filed under this modified PUD, Applicant shall provide the precise calculations and "% Total" calculations within the Land Use Summary Tables. 4. Zone District Amendments. At the time of filing of this Resolution, Applicant shall also file a modified PUD zone district map which shall include the following: A. Creates PA 22. PA 22 shall encompass approximately 2.5 acres, shall contain 10 residential units / lots and shall be subject to the zone district text applicable zone district designated "Medium Density"; and B. Eliminates references to community trails and overlooks. 5. Regional Trail. At the time of filing of the Final Plat, Applicant shall convey to the Board by special warranty deed, an easement for biking and pedestrian travel over and across the Regional trail paralleling County Road 109, more particularly described within the Preliminary Plan. Coincident with this filing, Applicant shall file with the Board all required applications, if any, and all other documents necessary to vacate the unimproved public trail previously dedicated to the public under the Rose Ranch Final Plat, Phase 1 recorded on September 11, 2000 in the records of the Clerk and Recorder for Garfield County as Reception No. 569188. 6. Affordable Housing. A. That Applicant shall create and obtain all subdivision approvals within PA 22 necessary to locate therein (10) affordable housing units in partial satisfaction of the requirements set forth within Section 4.07.15.01 (10% of housing mix). The Applicant shall construct and offer for sale the (10) affordable housing units in compliance with the terms and provisions of the Affordable Housing Guidelines set forth within Section 4.14 of the Zoning Regulations. The obligation to provide 4 1111111 11111 111111 111111 111111111 1111111 11111 IIII 646387 02/11/2004 11:13A 81560 P435 M ALSDORF 5 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO the affordable dwelling units within the first subdivision phase of the Ironbridge PUD shall be secured by Applicant pursuant to the following instruments: 1) A deed of trust recorded on PA 22 as subdivided in favor of the Board in the amount of $500,000.00 or shall provide to the Board such other security in lieu thereof as may be deemed satisfactory by the Board; 2) A deed restriction which shall be appurtenant to and run with title to the land of PA22 as subdivided requiring the location, construction and sale therein of the 10 affordable dwelling units in accordance with the terms and provisions of Sections 4.07.15.01 and 4.14. In order to ensure that affordable dwelling units are made available for sale in a manner corresponding to the development of non -restricted lots within the first subdivision phase and all subsequent phases of the Ironbridge PUD, Applicant shall be required at all times and until construction of the entire 30 affordable dwelling units is complete, to have constructed and sold or constructed and available for sale, affordable dwelling units in a number equal 10% of the total number of unrestricted units which have at that time been sold or made available for sale. If at any time, this percentage falls below the required 10%, Applicant shall be required for each such deficient affordable dwelling unit, to place $150,000 into an escrow account in favor of the Board or to provide such other security in lieu thereof as may be acceptable to the Board, which funds or security the Board will then apply toward the construction of the affordable dwelling unit. B. That in the event the Applicant is unable to obtain, pursuant to Section 4.07.15.01 of the Zoning Resolution, off-site units in satisfaction of its remaining (20) affordable dwelling unit obligation under future subdivision phases, the Applicant shall be required as a condition precedent to the filing of a final plat in which such affordable dwelling units are required, to obtain from the Board all required subdivision approvals necessary locate said units within the Ironbridge PUD. C. That Applicant shall provide the Garfield County Housing Authority and Garfield County Building and Planning Department semi-annual reports documenting the status of affordable dwelling units within the Ironbridge PUD. 7. Preliminary Plan Phasing. A. Applicant shall be allowed to subdivide Planning Areas 19 and 20 as block filings pursuant to separate future preliminary plan and final plat filings. Future subdivision development within the Ironbridge PUD shall be in accordance with the phasing plan attached hereto and incorporated herein as Exhibit D. 5 1 111111 11111 111111 111111 1111111111111111111111111111111 646387 02/11/2004 11:13A B1560 P436 M ALSDORF 6 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO 8. Street Name Changes. All streets contained within the Final Plat and all final plats to be filed in the future shall be identified in accordance with the street names set forth within Exhibit E, attached hereto and incorporated herein. 9. Modification to Lot Locations. Applicant shall eliminate from its 1st Preliminary Plan filed under this amended PUD the Lot identified in the previous Preliminary Plan as Lot 62 and shall replace the same within a Lot to be created adjacent to existing Lot 19. Existing Lot 19 shall hereinafter be identified as Lot 19A and the Lot located adjacent thereto shall hereinafter be identified as Lot 19B. 10. Community Facility. Applicant shall make available for sale to the existing residents of the Westbank Ranch subdivision without initiation fee, social memberships in the Ironbridge PUD's fitness/pool/tennis club facilities on the same terms offered residents of the PUD. 11. Golf Course Operation. The golf course will be private with a public component, as represented during the initial application process. As indicated in the "Community Impact Analysis: Rose Ranch Golf Course, Garfield County, Colorado" prepared by Roaring For Investments, LLC., public tee times shall be no less than 34 times a week, with an additional six (6) affordable tee times a week. 12. Name Change. The Rose Ranch PUD name shall be changed to Ironbridge PUD and all approvals, documentations, representations heretofore issued to and made in the name of the Rose Ranch PUD shall be deemed to pertain to the Ironbridge PUD. Dated this 9th day of Feb ATTEST: , A.D. 2004. GARFIELD COUNTY BOARD OF COMMISSIONERS, GARFIELD COUNTY, COLORADO Chai Upon motion duly made and seconded the foreg vote: John Martin ing Reso was adopt Larry McCown Tresi Houpt d by the following , Nay , Aye , Aye 6 1 111111 11111 111111 111111 III 111111 111111 111 11111 1111 1111 646387 02/11/2004 11:13A B1560 P437 M ALSDORF 7 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO STATE OF COLORADO ) )ss County of Garfield ) I , County Clerk and ex -officio Clerk of the Board of County Commissioners in and for the County and State aforesaid do hereby certify that the annexed and foregoing Resolution is truly copied from the Records of the Proceeding of the Board of County Commissioners for said Garfield County, now in my office. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said County, at Glenwood Springs, this day of , A.D. 2004 County Clerk and ex -officio Clerk of the Board of County Commissioners 7 STATE OF COLORADO ) )ss County of Garfield ) 1111111811111`11/2004 11 11111lllll11111111111111111 F 111111 1. 64638:20A 615601 of 7 R 0 00 D 0.00 GARFIELD COUNTY CO At a regular meeting of the Board of County Commissioners for Garfield County, Colorado, held in the Commissioners' Meeting Room, Garfield County Plaza Building, in Glenwood Springs on Monday, the 6th day of October, 2003, there were present: John Martin Larry McCown Tresi Houpt Don DeFord Mildred Alsdorf Ed Green , Commissioner Chairman , Commissioner , Commissioner , County Attorney , Clerk of the Board , County Manager when the following proceedings, among others were had and done, to -wit: RESOLUTION NO. 2004-21 A RESOLUTION CONCERNED WITH THE APPROVAL OF A PRELIMINARY PLAN FOR IRONBRIDGE (FORMERLY "ROSE RANCH") PUD WHEREAS, the Board of County Commissioners of Garfield County, Colorado, ("Board") received an application for Preliminary Plan ("Application") from LB Rose Ranch LLC. ("Applicant"); WHEREAS, Preliminary Plan Subdivision approval was previously granted for the Ironbridge PUD (formerly the Rose Ranch PUD Property and hereinafter the "Property"), pursuant to Board Resolution No. 99-068 ("Original Preliminary Plan"); WHEREAS, in the course of constructing the public and other improvements within the Property, Applicant experienced on-site conditions which precluded the construction of said improvements in strict conformity with Original Preliminary Plan; WHEREAS, in conjunction with the Applicant's application for PUD Amendment, which the application was approved on date even herewith pursuant to Board Resolution No. , Applicant made request under the Application for additional changes to the Original Preliminary Plan to conform said approval to the physical layout of the Property and present market conditions; WHEREAS, on the 7th day of July, 2003, the Application was referred by the Board to the Garfield County Planning Commission ("Planning Commission") for review; WHEREAS, the Planning Commission held a public hearing on the 13`h day of August, 2003, upon the question of whether the Planning Commission should recommend approval or denial of the Application, at which hearing the public and interested parties were given the opportunity to express their opinions relative to said recommendation; Plan\Rose Ranch\Ironbridge Prelim Plan 1 � WHEREAS, following close of the public hearing and on the basis of substantial mooo evidence introduced therein, the Planning Commission made recommendation to the Board that Q o the Application be approved; -r 0 CI)M z WHEREAS, the Board held a public hearing on the 6th day of October, 2003, upon the O.. 0 question of whether the above described Preliminary Plan should be granted or denied, at which 0 o hearing the public and interested persons were given the opportunity to express their opinions ifl w relative to said approval or denial; N Li - CC d' ma N 0 1-4 CS) �m l0 N WHEREAS, the Board closed the public hearing on the 6`h day of October, 2003, to make a final decision; and WHEREAS, the Board on the basis of substantial competent evidence produced at the aforementioned hearing, has made the following determination of facts: 1. That proper posting and public notice was provided, as required, for the hearing before the Board; That the hearing before the Board was extensive and complete, that all pertinent facts, matters and issues were submitted and that all interested parties were heard at said hearing; 3. That for the above stated and other reasons, the proposed subdivision as set forth within the Application is in the best interest of the health, safety, morals, convenience, order, prosperity and welfare of the citizens of Garfield County; 4. That the proposed subdivision as set forth within the Application is in conformance with the Garfield County Zoning Resolution of 1978, as amended; 5. That the application is in conformance with the Garfield County Subdivision Regulations of 1984, as amended; and 6. That the application is in conformance with the Garfield County Comprehensive Plan of 2000, as amended. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Garfield County, Colorado, that based on determination of facts set forth above, the Application for Preliminary Plan for Ironbridge PUD be approved subject to the following conditions: 1. That all representations made by the Applicant in the Application, and at the public hearings before the Planning Commission and the Board, shall be conditions of approval, unless specifically altered by the Board. 2. That all terms, conditions and provisions of Resolution No. 99-068 (Exhibit A) which are not modified or altered by the conditions of this Resolution shall remain in full force and effect. 3. That Applicant shall maintain all drainage structures in accordance with the provision and requirements of the Drainage Report prepared by High Country Engineering, Inc. dated April 3, Plan\Rose Ranch\ironbridge Prelim Plan 2 2003. 4. That Applicant shall include within and dedicate under the first final plat filed in conformance with this approved Preliminary Plan ("Final Plat") the relocated Regional Trail as set forth and described within this Preliminary Plan. 5. That prior to the filing of the Final Plat, Applicant shall contact the Colorado Department ,L of Health and Environment and the Garfield County Vegetation Manager to determine the oappropriate procedures for the storage of pesticides, fertilizers and other hazardous materials on ao site so as not to adversely impact the domestic water wells serving the Westbank Ranch c, Subdivision. a_s — r - az 6. The Applicant shall adhere to the recommendations of the Garfield County Vegetation mManager set forth in his correspondence of July 31, 2003, and September 22, 2003, as follows: (0 0 .:.. m a. The tree inventory of 1997 indicates the presence of hundreds of Russian olives on the g a property. Russian olive has been designated a noxious weed in Garfield County since (.0`�' 2000. Prior to the filing of the Final Plat, Applicant shall submit a plan that provides for — N-1 o the control of Russian olive with the Property; —0.o MIN m b. There have been reports, although not confirmed, that there may be some Tamarisk trees located along the east side of the Property along the Roaring Fork River. Applicant shall inventory the area within the Property for Tamarisk, and provide a Tamarisk management plan if the plant is present. Tamarisk is classified as a noxious weed in Garfield County; c. The Russian knapweed, salt cedar, and Russian olive on the Property should be treated by the fall of 2003. Applicant shall treat these 3 species prior to November and provide the County with copies of the treatment applications by November 1, 2003. Treatment may be in the form of application records by a commercial applicator. The remaining weed species, Canada thistle, Oxeye daisy and Scotch thistle shall be treated in the spring. The Applicant shall provide a weed management plan for spring treatment of oxeye daisy and Scotch thistle. The plan shall also provide for a follow-up treatment in 2004 of Russian knapweed, Russian olive and salt cedar; d. Applicant shall remove the tumbleweeds that have established on the road cuts along County Road 109 either mechanically or manually prior to November 2003; e. Tall grass between the golf course and private yards shall be mowed and trimmed for a seamless transition; and f. Applicant shall provide copies of the records to the Building and Planning Department and the County Vegetation Management Department of reseeding of the sewer line at Teller Springs upon completion. 7. All maintenance vehicles and vehicles associated with the Property and utilizing roads that are maintained by the West Bank Homeowners Association but which are dedicated to the County shall be licensed prior to the filing of this Resolution. Applicant shall work with the Garfield County Sheriff's Department and the Garfield County Clerk and Recorders Office to determine which vehicles to be licensed. Plan\Rose Ranchlironbridge Prelim Plan 3 1111111 11111111111111111111111111111111111 11111 1111 1111 646388 02/11/2004 11:20A 81560 P441 M ALSDORF 4 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO 8. All references contained with subdivision documents, including but not limited to all plats, protective covenants and deeds shall be changed to Ironbridge PUD. All approvals, documentations and representations heretofore issued to and made in the name of Rose Ranch PUD shall pertain to Ironbridge PUD. 9. All conditions heretofore established by the Board under Resolution No. 99-068, shall remain in full force and effect except to the extent said conditions are modified under the following conditions of approval, to wit:1 be permitted unless otherwise specified within these conditions of approval: a. Preliminary Plan Sheet 1 of 8 - Lot area modifications for Lots 16, 77, 78, 79, 105 and 171 and addition of Lot 79a (under this approval now denominated as Lot 79b) with corresponding deletion of Lot 62 to maintain the total number of lots at 292; b. Preliminary Plan Sheet 2 of 8 - Enlargement of the Westbank underpass easement to allow for grading and revisions to underpass material and orientation; relocation of sections of the Robertson Ditch easement to straighten the ditch and allow the ditch to work with golf course grading; lot line adjustment to Golf Parcel adjacent to Block 3 to allow new routing of golf hole; movement of water tank easement up hill to satisfy Roaring Fork Water & Sanitation District elevation requirements; relocation of Regional Trail; creation of river access corridor (15 foot width) between Lots 15 and 16; c. Preliminary Plan Sheet 3 of 8 — Additional specifications addressing englargement of Westbank underpass; d. Preliminary Plan Sheet 4 of 8 — Additional specifications addressing modifications to Robertson Ditch and Westbank underpass; termination of Regional Trail at the intersection of Road M Road; e. Preliminary Plan Sheet 5 of 8 — Additional specifications addressing addition of Lot 79(a) and 79(b), modifications to Robertson Ditch and Lots 77, 78 and 79 and property line adjustments to Golf Parcel and Block 3; f. Preliminary Plan Sheet 6 of 8 — Additional specifications addressing modifications to Robertson Ditch and Regional Trail; g. Preliminary Plan Sheet 7 of 8 — Additional specifications addressing modifications to Regional Trail and new easement to Roaring Fork Water & Sanitation District; h. Preliminary Plan Sheet 10 of 77 (Grading & Drainage Plan) — additional specifications addressing water tank and access road relocation, relocation and construction of Regional Trail and modifications to golf course; modifications to southernmost underpass increasing width from 10' to 12' and length from 90' to 190' and modifications to intersection of County Road 109 and River Bend Way All Plan Sheet references are to Preliminary Plan drawings prepared by High Country Engineering as contained within the Application and filed with the Garfield County Department of Building and Planning Plan\Rose Ranch\ironbridge Prelim Plan 4 >- - N 1- = mr• - v z imin 0- 0 U ..(S) �Q CO 1`.. ap �M 4 - CO w 0 (0� addressing reduced intersection width; i. Preliminary Plan Sheet 11 of 77 — Additional specifications addressing modification of lot areas for Lots 105 and 171; removal of culvert #7 due to relocation of Pond B (See also item j) and piping of segments of Robertson Ditch; J. Preliminary Plan Sheet 12 of 77 — Relocation of culverts crossing County Road 109 in accordance with County Road and Bridge direction; removal of retaining wall and piping of Robertson Ditch west of Road H; new location of Pond B; elimination of Pond G and elimination of golf cart underpass at County Road 109 to reflect re- routing of golf course; k. Preliminary Plan Sheet 13 of 77 — Additional specifications regarding modifications to Robertson Ditch; 1. Preliminary Plan Sheet 14 of 77 — Additional specifications addressing piping of Robertson Ditch, golf course grading, relocation of County Road 109 culvert and property line revisions to Golf Parcel and Lots 77, 78, 79 (now 79a) and 79a (now 79b); removal of culvert 18a and elimination of pond c; revision of culvert 17; m. Preliminary Plan Sheet 15 of 77 — Additional specifications addressing modifications to golf course grading and Robertson Ditch; n. Preliminary PIan Sheet 16 of 77 — Additional specifications addressing 15' wide access corridor created between lots 15 & 16, golf course grading, modifications to Robertson Ditch and Westbank underpass; elimination of Pond D, and modification of ponds E and H; o. Preliminary Plan Sheet 17 of 77 — Additional specifications addressing modifications to water tank site, golf course grading and County Road 109 underpass; p. Preliminary Plan Sheet 18 of 77 — Additional specifications addressing removal of County Road 109 underpass, relocation of County Road 109 culverts and golf course grading modifications; q. Preliminary Plan Sheet 19 of 77 — Additional specifications addressing modifications to County Road 109 underpass extending from ravine, said changes including grading changes, orientation to ravine and construction material changes; r. Preliminary Plan Sheets 20, 21 — Modifications to debris flow structures as further detailed within Sheet 67 of 77; changes to grading, construction materials and structure orientation; additional specifications addressing golf course grading; s. Preliminary Plan Sheet 40 of 77 — Additional specifications addressing relocated water tank, relocated access road and drain pipe; PRV relocation as required by Roaring Fork Water & Sanitation District; t. Preliminary Plan Sheet 41 of 77 — PRV location changes and minor utility location Plan\Rose Ranch\ironbridge Prelim Plan 5 IIII11111111111111111111111111111111111111111111111111 646388 02/11/2004 11:20A 81560 P443 M RLSDORF changes; 6 of 7 R 0.00 D 0.00 GRRFIELD COUNTY CO u. Preliminary Plan Sheet 42-44 of 77 — Relocation of sewer force main from west to east side of road; v. Preliminary Plan Sheet 45 and 46 of 77 — Water treatment plant site changes as required by Roaring Fork Water and Sanitation District and the elimination of it on golf course; w. Preliminary Plan Sheet 64-65 of 77 - Replaced by Smith and Loveless Inc. drawing of 7-15-99 as required by Roaring Fork Water & Sanitation District; x. Preliminary Plan Sheet 67 of 77 — Debris structure detail changes resulting from change in construction materials from wood to earth, additional specifications addressing Regional Trail construction specifications (Change 6" asphalt to 4"); y. Preliminary Plan Sheet 68 of 77 — PRV detail modifications and sample tap detail modifications as required by Roaring Fork Water & Sanitation District; z. Preliminary Plan Sheet 68a and 68b — Lift station building modifications; aa. Preliminary Plan Sheet 69 of 77 — Modifications to Water and Sewer Main Notes and details as required by Roaring Fork Water and Sanitation District; bb. Preliminary Plan Sheet 75 of 77 —as built golf course grading; cc. Preliminary Plan Sheet 76 of 77 — Relocation of Roaring Fork Water & Sanitation District water line to west side of County Road 109; dd. All matters addressed in the report entitled, DRAINAGE REPORT, ROSE RANCH P.U.D., prepared by High Country Engineering, Inc. on April 03, 2003 and including the change from wooden boardwalk cart path to cement path with spanning bridges; ee. All matters addressed in technical review prepared by Resource Engineering, Inc (Michael Erion) as set forth in Erion correspondence of August 01, 2003. 10. In accordance with the US Department of Interior Fish and Wildlife Service letter dated August 7, 2003, the Applicant shall in late 2003 or early winter or spring 2004 provide the Fish and Wildlife Service documentation regarding the monitoring for the presence and nesting behavior of the bald eagles. The monitoring shall be carried out in cooperation with the Fish and Wildlife Service and/or the Colorado Department of Wildlife. Shall the bald eagle return, the Applicant will enter into a Habitat Conservation Plan (HCP), and the Service will determine the adequacy of existing mitigation measures agreed to and implemented by the Applicant, and determine if other potential measures are appropriate. Prior to the approval of the 2"d Phase of the Ironbridge PUD, the Applicant shall provide documentation regarding the monitoring of the bald eagles and the determination of the Fish and Wildlife Service with respect to the HCP. Plan\Rose Ranch\ironbridge Prelim Plan 6 11. An equipment storage facility shall be completed on the Ironbridge side of County Road 109 to minimize traffic in Westbank. The equipment storage facility shall be completed in conjunction with the construction of the Athletic Center. Dated this 9th day of Feb. , A.D. 2003. •••"• ST: GARFIELD COUNTY BOARD OF I -Q =: COMMISSIONERS, GARFIELD COUNTY, COL &1=k of the Board Upon motion duly made and seconded the forego ng Res. ion was adop d by the following vote: John Martin Larry McCown Tresi Houpt STATE OF COLORADO )ss County of Garfield , Aye , Aye , Aye I, , County Clerk and ex -officio Clerk of the Board of County Commissioners in and for the County and State aforesaid do hereby certify that the annexed and foregoing Resolution is truly copied from the Records of the Proceeding of the Board of County Commissioners for said Garfield County, now in my office. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said County, at Glenwood Springs, this day of , A.D. 2003 County Clerk and ex -officio Clerk of the Board of County Commissioners Plan\Rose Ranch\ironbridge Prelim Plan 7 1111111 IIIII IIH1I IMF 1111111111 1E111 I1III IIIE 11nn 646388 02/11/2004 11:20A 81560 P444 M ALSDORF 7 of 7 R 0.00 D 0.00 GARFIELD COUNTY CO MEMO TO: Board of County Commissioners FROM: Deborah Quinn, Assistant County Attorney and Fred Jarman, Director of Garfield County Building and Planning Department RE: LB Rose Ranch, LLC/ Ironbridge Phase I Forfeiture of Financial Guarantee DATE: October 5, 2009 Purpose. This is a public hearing pursuant to Unified Land Use Resolution (ULUR) of 2008, as amended, section 13-106, requested by the applicant LB Rose Ranch, LLC (Exh. D). The Board of County Commissioners sent two Notices of Default, the first dated May 18, 2009 (Exh. F) and the second dated June 16, 2009, (Exh. E) concerning defaults in the performance of the Subdivision Improvement Agreement ("SIA") (Exh. G) for the Ironbridge Subdivision, Phase I. Although as indicated below any financial guarantees in connection with the Phase I SIA have expired, section 13-106d allows the County Attorney to take such steps as deemed proper when there is inadequate revenue from any forfeiture of a financial guarantee to cover the costs of accomplishing the purposes of the financial guarantee. Because there is a bankruptcy action involving LB Rose Ranch, LLC, any action taken by the County Attorney would first require relief from the Bankruptcy Court to be able to pursue state remedies against LB Rose Ranch, LLC. Background and Current Status. The Ironbridge Subdivision was first authorized as the Rose Ranch Planned Unit Development (PUD) pursuant to Garfield County Resolution 98-80, as amended pursuant to Resolution 99-067. The PUD approvals contemplated development in phases. The SIA for Phase I between Roaring Fork Investments, LLC and the Board of County Commissioners was finalized and filed in connection with the recording on the Final Plat for Phase I of the PUD. Roaring Fork Investments, LLC, the initial developer, assigned its rights to LB Rose Ranch, LLC pursuant to an assignment of Subdivision Rights and Approvals (Exh. J) recorded in December of 2000. The attached map prepared by the Garfield County Assessor's office depicts the various phases of the Ironbridge PUD and also indicates the portions of the PUD still owned by LB Rose Ranch, LLC (Exh. K). The SIA dated September 13, 1999 for Phase I, with amendments 1-5 (Exhibit G) requires LB Rose Ranch, LLC to complete all improvements related to the final plat and as required by Resolutions 98-80, 99-067, and 99-068. The amendments to the SIA, the Fifth Amendment in particular, incorporated changes in the approvals and requirements for the developer pursuant to Resolution 2004-20 (PUD Amendment Approval) and 2004-21 (Preliminary Plan Approval). This Fifth Amendment incorporates the current affordable housing requirement, requiring that ten affordable housing units be constructed within Phase I. The requirement is that these units be 1 constructed and sold or constructed and made available for sale, and includes the requirement that the Owner, LB Rose Ranch, LLC, must meet, at all times, a requirement to construct "affordable housing units in a number equal to 10 percent of the total number of unrestricted units which have at that time been sold or made available for sale." If at any time this percentage falls below the required ten percent, Owner shall be required for such deficient affordable housing unit to place $150,000.00 into an escrow account in favor of the Board or to provide such other security in lieu thereof as may be acceptable to the Board, which funds or security to the Board will then apply to the construction of the affordable dwelling unit. The improvements that were secured by a Letter of Credit for the Phase I SIA did not include these affordable housing units, but rather dealt with infrastructure as listed in the SIA, Exhibit B, totaling $6,857,600.84 in accordance with to the engineers estimate with a ten percent contingency as of June 18, 1999. The only default with respect to completion of those improvements was detailed in the May 18, 2009 Notice of Default, Exhibit F. At the time of that notice, the Board of County Commissioners still had a Letter of Credit securing those obligations. However, that Letter of Credit has since expired; the failure to maintain the financial guarantees of the subdivision improvement agreement also constitutes a default. LB Rose Ranch, LLC proposed to "cure" the default referenced in the May 18, 2009 letter by submitting an application for a Plat Amendment to eliminate the requirement for the five foot concrete sidewalk, which was the major item outstanding at the time Notice was sent. To date, that application has not yet been submitted. The June 6, 2009 Notice of Default (Exh. E) incorporates the default from the May letter but also includes a default for failure to comply with provisions of paragraphs 4, 5, and 6 of the SIA by failing to convey to the appropriate entities the improvements for water rights, easements and rights-of-way necessary to properly maintain and operate the sewer system, the domestic water system, and the irrigation system for Phase I. These items are more fully explained in the correspondence between Leavenworth and Karp, representing the Ironbridge Homeowners Association (Exhibit H) and the County Attorney's Office (Exhibit I). Although LB Rose Ranch, LLC through its attorney, has represented that these required conveyances to allow for proper operation of this infrastructure will be made, as of this date they have not yet been conveyed as required by the SIA. Default in PUD Requirements. With respect to the affordable housing requirements, as indicated, the developer was required to construct ten affordable housing units in conjunction with Phase I and maintain a 10 percent ratio based upon the issuance of certificates of occupancy. Based upon the email from Andy Schwaller dated September 23, 2009 (Exh. N), the developer has fallen behind in its obligation to maintain its ten percent ratio. In addition, based upon information obtained from Land Title Guaranty Company, the holder of the escrow for the affordable housing, LB Rose Ranch, LLC withdrew $300,000.00 from escrow in March of 2009 when the ratio was current at ten percent, leaving a balance of $45,043.45, an amount insufficient to secure completion of the affordable housing as agreed upon (a $150,000.00 per unit of deficiency is required pursuant to the Escrow Agreement (Exh. P)). Although the obligation to construct ten (10) affordable housing units has been satisfied for Phase I, LB Rose Ranch, LLC is out of compliance with the PUD approval, paragraph 6 of Resolution 2004-20, for 2 failing to maintain the 10% ratio. There has not yet been a formal notice of this default or violation provided to LB Rose Ranch, although local counsel has been advised of the issue. Effect of Bankruptcy. As the Board is aware, LB Rose Ranch, LLC filed a Petition in Bankruptcy on February 9, 2009, which is being jointly administered with the Lehman Brothers Holdings, Inc. bankruptcy, one of the largest bankruptcies in history. The amended schedule of assets and liabilities filed by LB Rose Ranch, LLC on June 14, 2009 in the bankruptcy court includes as assets all of the real property that LB Rose Ranch, LLC still owns in Garfield County, as well as "Executory Government Contracts," six different agreements with Garfield County, including the recorded Deed Restriction and Agreement for the affordable units, the Treasurer's Deposit and Substitution Agreement regarding Phase II security, the Escrow Agreement for affordable housing, the SIA for Phases I and II and an unsigned Zone District Amendment application contemplated to cure the default with respect to construction of sidewalks for Phase I. Proofs of claim with respect to each of these contracts were submitted on behalf of the County in mid September indicating that the amount of the claim with respect to each of these agreements is unliquidated, i.e. the amount is not currently known. The bankruptcy code prohibits actions against a debtor during the pendency of a bankruptcy unless the bankruptcy court authorizes relief from the automatic stay. In addition, there are procedures available to require the debtor to either assume or reject executory contracts. While this Board can determine the existence of a default, no action against the debtor, under this SIA or otherwise, may be undertaken without first obtaining an appropriate order from the bankruptcy court. Available Remedies. The following remedies are available to the Board, in connection with the defaults in the SIA: provided that bankruptcy court authority to pursue such remedies is first obtained: 1. Withholding the issuance of building permits, pursuant to paragraph 18 of the SIA. 2. An action in district court for injunctive relief, compelling enforcement of the SIA, pursuant to paragraph 19 of the SIA. 3. Vacation of final plat with respect to any lots in Phase I of the Ironbridge Subdivision for which no building permits have been issued, pursuant to paragraph 20 of the SIA. (Staff does not recommend this alternative because LB Rose Ranch no longer owns any lots in Phase I and it would punish only third party buyers.) With respect to the affordable housing issue the Board has the following remedies in connection with non-compliance with PUD conditions of approval" again, provided that bankruptcy court authority to pursue such remedies is first obtained: 1. Issuance of a Notice of Violation the conditions of approval of the PUD and pursuing remedies pursuant to that, under section 12-102c (see also section 12-102d2 of the ULUR of 2008, which provides that it is unlawful to use real property or improvements on real property in a way inconsistent with or not in accordance with the terms and conditions of any land use approval. 2. Revocation of land use approvals pursuant to 12-103d2. 3. Withdrawal of development permit for the PUD pursuant to 12-103e. 3 Staff Recommendations. Staff recommends that the Board: 1. determine that defaults exist in connection with obligations of the Phase I SIA, specifically, failure to maintain financial security for completion of improvements, failure to complete improvements within the time specified, and failure to convey the necessary easements and improvements for operation of water and wastewater and irrigation systems 2. direct staff to request the necessary bankruptcy orders to pursue any and all available remedies to compel compliance by LB Rose Ranch, LL with the Phase I SIA and for the conditions of approval of the PUD. T:\MyFiles\PLAN\LB ROSE RANCH\MEMO re LB Rose Ranch, LLC- Iron Bridge Phase I Forfeiture of Financial Guarantee.docc 4 Deborah Quinn From: Andy Schwaller Sent: Wednesday, September 23, 2009 2:01 PM To: Deborah Quinn Subject: Iron Bridge Affordable Housing Deb, To date there are 157 C.O.ed non -restricted properties in the subdivision. I believe there are 8 more permitted non- restricted lots in various stages of construction. As of this date they have completed 14 affordable units. With the above, they are short 2 affordable units with the possibility of a requirement for one more affordable unit once 4 of the above 8 pending non -restricted units are completed (161 units would round up). Assuming there are not any new permits for the non -restricted lots, a requirement for a total of 17 affordable units (short 3 units) could be needed in the near future. There are 10 affordable units on hold in various stages of construction. Assuming construction stopped on or around March 18, 2009 as per the building code Sec R105.5 as amended, these permits have expired as of Sept 15, 2009 (180 days). The owners could request a 180 day extension which we would probably approve pending certification the existing partially constructed units are still sound, plumb, level and un -damaged with the passing of time. Let me know if you need any additional data. Thanks, Andy Schwaller, Building Official Garfield County, CO 970.945.8212 1 EXHIBIT \1 =210 Long Term Escrow Entry Page: 2 of 3 Depository ID 17. Bank Name 19. Contact 20. Party Tax ID 22. Type of Funds REPO 23. Type Act. Date 13 1 01-30-2009 14 1 02-28-2009 15 0 03-27-2009 16 1 03-31-2009 17 1 04-30-2009 18 1 05-31-2009 19 1 06-30-2009 20 1 07-31-2009 21 1 08-31-2009 24. Show Activity Ac Activity Email Comment 518990 23 WELLS FARGO DENVER (1071) 18. Account LB ROSE RANCH LLC .ctivity type Repo Description INT INT JJ/ INT INT INT INT INT INT t. Fax i)Ricd4e 21. Entry Date 06-09-2008 Customer Direct Deposit/Int Disburse/Cor Show 107.70 100.54 102.44 14.10 13.62 15.04 14.57 14.57 Balance 300,000.00 45,043.45 EXHIBIT 0 111111PATEA111011,10,1AMIMAU14110iiii1411111 Receptionll' 749679 06/02/2008 05:00:02 P11 Jean Alberico 1 of 5 Rec Fee:80.00 Doc Fee:0.00 GARFIELD COUNTY CO ESCROW AGREEMENT Escrow Number. Commitment Number. Closer. Denver, Colorado Date: The undersigned deposit with LAND TITLE GUARANTEE COMPANY. a Colorado Corporation, as Escrow Holder (the 'Escrow Holder"), the items set forth in Schedule A, to be held by Escrow Holder subject to the terms of this Escrow Agreement, the General Provisions to the Escrow Agreement and the Special Instructions in Schedule B (collectively, the'Escrow Agreement"). l All cash deposits must be accompanied by a Forrn W-9 Request for Taxpayer Identification Number. "SCHEDULE A" (Deposits) Good Funds in the amount of One Milton, Three Hundred and Fifty Thousand dollars ($1,350,000.00) "SCHEDULE B" (Special Instructions) 0 Special Instruction No. 1 (Repairs) Attached 0 Special Instruction No. 18 (Completion) Attached 0 Special Instruction No. 2 (Lender Completion Instructions) Attached 0 Special Instruction No, 3 (Indemnity Agreement - Cash Deposit) Attached ❑ Special Instruction No. 4 (Depository Instructions) Attached 0 Special Instruction No. 5 (F.I.R.P.T.A.) 0 Special Instruction No. 6 (Resolution of Miscellaneous Issues) ta All other (See attached ExbIbtt'A') The parties to the Escrow Agreement, by their signature below, acknowledge and agree that they have read, and will be bound by the Escrow Agree : nt, including the General Provisions to the Escrow Agreement, and the Special Transactions in Schedule B. LB ROSE RANCH LLC, a Delaware limited Mobility company, by PAMI LLC, a Delaware limited liability company, its man: e' a member. Address: Balcomb & Green P.C. Glenwood Springs, CO 81601 Telephone: (970) 945-8546 Emai Address: 9m@baloombgreen.com SSN# or Tax ID# Contact Person: Timothy A. Thutson LENDER: (If applicable) By. Address: Telephone #L Tax ID# Contact Person Any correspondence regarding this escrow shall be addressed to: ATTN: ESCROW COORDINATOR OARD OF G FIELD Address. 7' f Coo afield Coun c/o Building and 108 8" Street, Ste. 401 Glenwood Springs CO 81601 Telephone: (970) 945-8212 Emat Address: fredJarman@garfieId-county.com SSN# or Tax ID# Contact Person: Fred Jarman ESCROW FEES TO BE AS FOLLOWS: (a) Set up fee $ (b) Annual fee $ (c) Miscellaneous 5 Recelpted of the Escrow Deposit and acceptance of the Escrow Agreement hereby Acknowledged by ESCROW HOLDER By Form 3550 oa.dol 0,1/2005 Ppo 1 of 3 EXHIBIT 111114101� �'ffi�l� IN��1�11� I«`«�iGfu �« 1 L ' + � 11111 Reception#: 749679 06/02(2008 05:00:02 PM Jean Alberico 2 of 5 Rec Fee:$0.00 Doc Pee:0.00 GARFIELD COUNTY CO LAND TITLE GUARANTEE COMPANY GENERAL PROVISIONS TO THE ESCROW AGREEMENT Initials _ _ Initials 1. Notices. (a) AI notices shall be in writing and shall be effective when actually received by the party to whom the notice is addressed. (b) Any Notices delivered in terms of the Escrow Agreement shad be delivered to the addressee(s) given in the Escrow Agreement. (c) Notice may be delivered personally, by U.S. or private mail, Of corner. (d) As an alternative to physical delivery, any Notice may be delivered In electronic form by facsimile or by email. (e) Notices with original signatures shall be provided upon request of any party. (f) All Notices shall state conspicuously the Escrow Number as shown on the Escrow Agreement. (g) Any notice to Escrow Holder, shall be given no later Mian 24 tours poor to the date and time for action by Escrow Helder. Escrow Holder agrees to act upon all notices given to it. which are luny approved by all appropriate parties an are not conditioned upon any event other than Escrow HoLers actions, not later than 5:00 pm. on the business day next Iollowine the date upon which such Notice was received. 2. Reliance on Notice. Escrow Holder may cat in reliance upon any writing or inshnmeni or signature which Escrow Holder, in good faith, believes to be genuine, and may assume the vagd5y and accuracy of any statement or assertion contained in such a writing or nstrument, and may assume that any person purporting to give any ending, rntice, advice or instruction in connection with the provisions hereof has been duly authorized so to do. 3. Laws Relating lo Unclaimed Funds. AI parties are hereby advised that unclaimed funds may be payable to the Stale at some future dale pumuant to unclaimed property taws, and should Escrow Holder pay any sure') funds held in the Escrow Deposit. Escrow Holder shall be released from all )stare responsibility under the Escrow Agreement and shall not be gable to any Party so long as such payment was made pursuant to applicable law. 4. Escrow Deposit and interest Earned on Escrow Deposit. (e) in the event that the Escrow Deposit consists partly or entirely of money, then during the period the Escrow Holder is in possession of the Escrow Deposit the money will be deposited n an FDIC insured institution (the institution'). Deposits of less than 515,000.00 shad not bear interest. Deposes 01515,000.00 to 1100,000.00 stall bear interest at the rate paid by the Institution. Deposits of 5100,00000 or more may be directed by the parties hereto to other types d investments, or the Escrow Holder may invest the Escrow Deposit In Repurchase Agreements for U.S. Treasury obligations or other Federal agency issued securities. (b) Escrow Holder shad not be responsible 1a maximizing the yield on the Escrow Deposit. Under no circumstances shall Escrow Holder be fade for loss of funds due to bank or otter Institution failure, including employees or agents thereof, suspension or cessation of business. or any action or inectice on the part of the bade or other institution, or any delivery service transporting funds to and from the institution. (c) All parties hereto shall execute and detiver to Escrow Holder all fors required by federal, state or other governmental agencies relative to taxation mailers and Escrow Holder will fie appropriate 1099 or other forms. 5, Fess and Expenses of Escrow Holder. (a) The Escrow Holder shall be entitled to reimbursement in full, or may demand payment in advance, for all costs, expenses. charges, fees or other payments made or 10 be made by Escrow Holder in the performance of Escrow Holder's duties and obligations under the Escrow Agreement. (b) The parties to the Escrow Agreement are jointly and severally gable for the payment to Escrow Holder of all fees and expenses. Escrow Holder Is hereby authorized and directed to disburse to Knot in payment of fees or expenses from any funds in the Escrow Deposit, whether frau principal or interest or both, at any time, and frau time to time, as the same may be dee and owing (c) Escrow Holder is hereby authorized to withhold any fees or expenses from any disbursement or disbibution re Escrow Deposit to any Party hereto or to the Clerk of the Count upon interpleader. (d) In the event that the Escrow Deposit shall consist of documents only and not funds, Escrow Holder may refuse to distribute any such documents or to otherwise act under tats Agreement until all accrued by unpaid lees and expenses have been paid 01 fug. 8. Non -liability of Escrow Holder. (a) Escrow Holder shall not be liable for any mistakes of fad, or errors of judgment, a for any acts or omissions of any kind unless caused by the willful misconduct of gross neglgence of Escrow Holder. (b) Escrow Holder shall not be liable for any taxes, assessments or other governmental charges which maybe levied a assessed upon the Escrow Deposit on any part thereof. Of upon the income therefrom, (c) Escrow Holder may rely upon the advice of counsel and upon statements of accountants, brokers or other persons reasonably believed by it in good lath to be expert in the maters upon which they are consulted, arid for any reasonable action taken or suffered in good faith based upon such advice of statements. 7. Indemnity of Escrow Holder. The parties hereto, jointly aro severally, agree to: i) indemnify Escrow Holder and hold it harmless as to any !iabiity by it incurred by the Escrow Holder to any other persona persons by reason of this Escrow Agreement, or in connection herewith except for Escrow Holdees own willful misconduct or groes negigence, and A) reimburse Escrow Heider for all its expenses, including. but not necessarily limited lo attorneys' fees and court costs incurred in connection herewith. 8. Disputes and Interpleader. (a) In the event of any dispute between the Parties as to either law or fad, or in the event any of the Parties hereto fail, fa any reason, to fully receipt and acquit the Escrow Honer In writing, Escrow Bolder may refuse, in its discretion, to carry out said escrow instructions or to deliver any funds, documents, or property in ins hands to anyone and in so doing shall not become Gable to demand. (b) Escrow Holder shall be enttled to continue, without liability, to refrain and refuse to act: i) until all the rights of the adverse claimants have been finally adjudicated by a court having jurisdiction over the Parties and the hems affected hereby, after 'which time the Escrow Helder sial be entitled to act in conformity with such adjudication; or 5) until al differences shall have been adjusted by agreement and Escrow Holder shall have been notified thereof and shall have been directed in writing signed jointly or in counterpart by the Parties and all persons making adverse claims a dornases, at which time Escrow Holder shat be protected in acting in compliance therewith. (c) Escrow Holder also has the right In interplead into a court of competent jurisdiction al the expensed the Parties. 9. Request for Written Instruction. (a) Escrow Holder may al any time, and from time to time, request the parties to provide written nstructiors concerning tie propriety of a proposed payment of funds on deposit, cestribution of documents, or other action or refusal to ad by Escrow Holder. (5) Should the parties tall to provide such written instructions within a reasonable lime. Escrow Holder may take such action, or refuse to act, as it may deem appropriate and shall not be lade to anyone for such action or refusal to act. (c) Notwithstanding the foregoing, should the terms of the Escrow Agreement be complied with, in the judgment of Escrow Hddar, then the Escrow Holder may disburse any funds, distribute documents, or take such action without specific further written instructions from any Party. form 31130 aa.001 64)2005 Pape 2 01 3 1111 PA Fill111'i#111.1 GilV 11111 Reception#: 749679 06/02/2000 05:00.02 PM Jean Alberico 3 of 5 Rec Fee:$0.00 Doc Fee.0.00 GARFIELD COUNTY CO 10. Resignation of Escrow Holder. (a) Escrow Holder may resign under this Agreement by giving written notice to ail of the parties hereto, effective 30 days sifter the date of said notice. (b) Upon the appointment by the parties of a new escrow holder or custodian, or upon written instruction to Escrow Holder for other disposition of the Escrow Deposit, Escrow Holder shalt, after retention of Its accrued escrow fees and expanse, it any. shall deliver the Escrow Deposit with a reasonable period of time as so directed. and shell be relieved of any and al lability hereunder arising thereafter. 11. Bandit A3 rights and protections afforded to Escrow Balder in terns of the Escrow Agreement shall inure to, and for the benefit of , its underwriter. As used in the Escrow Agreement, the term 'Escrow Holder. shall include its underwriter, and their respective agents and representative. 12 Applicable Law, This Agreement shalt be governed by the laws of the State of Colorado. 13. Counterparts/Facsimile. The Escrow Agreement may be executed in any number of counterparts, each of which when so executed shat constitute the entire agreement between to parties hereto end may be executed in facsimile and such facsimile signature shall be accepted as original signatures. The partes eclenowledge and agree that there we no intended or unintended third party beneficiaries who may rely upon or benefit from the provisions of this agreement Form 3510 ea dol 04/2005 Pepe 3 DO 3 KRUNli 4 +LPi VIII Receptiontt: 749679 06/02/2008 05:00:02 PM Jean Alberioo 4 of 5 Rec Fee :$0.00 Doc Fee:0.00 GRRFIELD COUNTY CO This Escrow Agreement is entered into by and between LB Rose Ranch LLC ("Rose Ranch") and the Board of County Commissioners for Garfield County, Colorado ("BOCC") and Escrow Holder for the purpose of securing the completion of construction of deed restricted affordable housing units ("Affordable Units"), as defined under Section 4.14 of the Garfield County Zoning Resolution of 1978, as amended, within Ironbridge Planned Unit Development, Phase II and Phase III, all in accordance with BOCC Resolution No. 2004-20 ("PUD Approval"), which provides in relevant part: In order to ensure that affordable dwelling units are made available for sale in a manner corresponding to the development of non -restricted lots within the first subdivision phase and all subsequent phases of the Ironbridge PUD, Applicant shall be required at all times and until construction of the entire 30 affordable dwelling units is complete, to have constructed and sold or constructed and [sic] available for sale, affordable dwelling units in a number equal to 10% of the total number of unrestricted units which have at that time been sold or made available for sale' . If at any time, this percentage falls below that required 10%, Applicant shall be required for each such deficient affordable dwelling unit, to place $150,000 into an escrow account in favor of the Board or to provide such other security in lieu thereof as may be acceptable to the Board, which funds or security the Board will then apply toward the construction of the affordable dwelling unit. In accordance with the above, Escrow Holder is instructed to disburse the funds deposited herein under Schedule A ("Escrow Deposit")2, as follows: To Rose Ranch Escrow Holder shall disburse the sum of $37,500.00 to Rose Ranch upon Escrow Holder's receipt of written confirmation that as to each Affordable Unit the following stage of construction inspection has been satisfactorily completed: 1. Footing and Foundation Wall; 2. Plumbing, Chimney and Vent and gas piping; 3. Framing and Insulation and Drywall; 4. Certificate of Occupancy (Temporary or Final) Said sum shall be disbursed for each such Affordable Unit at the completion of each identified stage of construction inspection hereinabove identified. Written confirmation shall be made utilizing the standard construction inspection process under the current 1 At its meeting of November 13, 2007, the BOCC by motion clarified the meaning of the phrase, "unrestricted units which at that time have been sold or made available for sale" to mean unrestricted units for which certificates of occupancy have been issued. At this meeting, BOCC also by motion and with the agreement of Rose Ranch required that restricted units equaling the then required 10% of unrestricted units, as above defined, be made available for sale by December 31, 2008. 2 The present Schedule A Deposits were computed on the basis of the total unrestricted lots for which Certificates of Occupancy had been issued on December 31, 2007. In accordance with the above cited portion of the PUD approval, additional funds may be deposited into the Schedule A Deposits by Rose Ranch which additional funds shall be disbursed in accordance with the provisions herein set forth. Exhibit A to Escrow Agreement Page 1 Exhibit A Q:\R\Rose Ranch \DEVE1 OPMENrVhase 1ThAffordabk Houang\Exhibit A to Escrow Apeemeat 2-13-05 Ckan.doc 1111 MINIFIFJ1441 P4%11,119/4 11111 Reception#: 749679 06/02/2008 05:00:02 PM Jean Alberico 5 of 5 Reo Fee:$0.00 Doc Fee:0.00 GARFIELD COUNTY CO Garfield County Building Code employed by the Garfield County Building Department and shall be signed by the Garfield County Planning Director or his or her designee. All interest on the Escrow Deposit accrued during the term of this Escrow Agreement shall be disbursed to Rose Ranch upon confirmation of completion of the last required Affordable Unit. The procedures set forth hereinabove are intended to govern the manner in which the Escrow Deposit are disbursed to Rose Ranch and shall not affect in any respect the manner or conduct of inspections to be performed by the Office of the Garfield County Building Inspector. To the BOCC Escrow Holder shall disburse the balance of the Escrow Deposit, together with all accrued interest, to the BOCC upon Escrow Holder's receipt of a duly approved written resolution of the BOCC confirming that the BOCC has determined Rose Ranch to be in default under the PUD Approval. Such determination shall be made at a duly noticed public meeting for which Rose Ranch has been provided two weeks advanced written notice. Rose Ranch hereby waives any and all claims against the BOCC, its officers, employees, agents and contractors on account of each of their good faith performance of their obligations under this Escrow Agreement. Rose Ranch shall defend, indemnify and hold harmless the BOCC, its officers, employees, agents and contractors from and against any claim made on account of this Escrow Agreement Exhibit A to Escrow Agreement Page 2 Q:\R\Ro a RRecb1DEVELOPMENTTba+e ID\Affordable Hoosing\kxbibit A io Escrow Agreesnen 24348 Clcsa.doc