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Home My WebLink AboutC11-263 Community Concepts Colorado AGREEMENT BETWEEN EAGLE COUNTY AND COMMUNITY CONCEPTS COLORADO, LLC RELATING TO THE APPLICATION FOR THE WOLCOTT PLANNED UNIT DEVELOPMENT APPROVAL This Agreement is made and entered into this IA-- day of ' /A 2011 by Community Concepts Colorado, LLC, whose address is PO Box 2633, Edw.'s s CO 81632 and the BOARD OF COUNTY COMMISSIONERS OF EAGLE COUNTY, COLORADO. WITNESSETH WHEREAS, Community Concepts Colorado, LLC (hereinafter "CCC ") submitted the Wolcott Planned Unit Development (PUD) (hereinafter the "Project ") Sketch Plan Application to Eagle County (hereinafter "County "); and WHEREAS, CCC is the agent for three entities who are the contract purchasers of the land comprising the Project, and WHEREAS, the Project consists of approximately 373 acres of land and is centrally located in County with portions of Section 11 -15, 22 and 23, Township 4 South, Range 83 West of the 6 Principal Meridian in an area historically referred to as Wolcott, Colorado, bounded on the north by the Eagle River, with both Interstate 70 and State Highway 6 traversing through the center of the Project; and WHEREAS, the Project falls under the Colorado Department of Transportation (hereinafter "CDOT ") Policy Directive 1601: Interchange Access Process — (IAR) process; and WHEREAS, CDOT requires reimbursement for costs incurred in the IAR Process up to the $60,000 to fund the design, review, right -of -way, environmental, utility, and maintenance clearance; and WHEREAS, County requires reimbursement of up to $20,000 for an independent traffic operations review by a Professional Traffic Operations Engineer; and WHEREAS, CDOT can enter into an Intergovernmental Agreement (IGA) only with a Local Agency (a county, a municipality, or a metro district); and WHEREAS, County is a Local Agency and CCC is not, and Eagle County must therefore agree to work with CDOT as the Local Agency in order to facilitate CCC's development efforts; and 1 Isk WHEREAS, County has accepted the Wolcott PUD Sketch Plan application as complete but has not approved the application, and this Agreement provides no commitment or other assurances as to the eventual approval of the Project by the County; and NOW, THEREFORE, in consideration of the foregoing premises and the following promises, the County and CCC agree as follows: 1. CCC acknowledges that County is acting as the Local Agency for the sole purpose of facilitating the PUD application and that the County has absolutely no financial, performance related or other obligation for any aspect of the Project other than as specifically set forth herein. CCC shall: A. Deposit with County Eighty Thousand Dollars ($80,000), comprised of Sixty Thousand Dollars ($60,000) to cover CDOT oversight and 1601 application process and Twenty Thousand Dollars ($20,000) to cover County costs for a traffic review by independent traffic engineer. B. Assume sole responsibility for fulfillment and completion of all of the Local Agency Commitments related to the Project. CCC agrees to deposit additional funds with County for retention in Engineering Department escrow account to cover any amounts in excess of the above - specified amounts incurred by CDOT and/or County for the purposes set forth herein, upon request therefore by CDOT or County. 2. County's Obligations: A. County agrees that it will act as the Local Agency for purposes of receiving CDOT authorization necessary to accomplish the project. B. Upon payment to County by CCC, County shall remit to CDOT the full Sixty Thousand Dollars ($60,000) for CDOT efforts with the 1601 process, on the understanding that any portion of such amount not expended by CDOT as aforesaid shall be returned to County for transmittal back to CCC. County shall pay the costs of the independent traffic engineer with such portion of the $20,000 as shall be necessary to cover such costs, and return any remaining amount to CCC following review process. C. County shall have no further obligations under this Agreement, financial or otherwise, other than to provide timely notice to CCC of all requests or direction provided by CDOT relating to the Project. 3. Indemnification. CCC assumes all liabilities associated with the CDOT Policy Directive 1601 ro e p c ss. 2 4. Non - Assignable. This agreement is not assignable by either party. 5. Integrated Agreement. This Agreement may be changed or modified only in writing by an agreement approved by both parties and signed by authorized officers of each party. This Agreement constitutes the entire Agreement between the parties and all other promises and agreements relating to the subject of this Agreement, whether oral or written are merged herein. 6. Severability. Should any one or more section or provisions of this Agreement be judicially adjudged invalid or unenforceable, such judgment shall not affect, impair, or invalidate the remaining provisions of this Agreement, the intention being that the various sections and provisions hereof are severable. 7. Notices. Any notice required or permitted under this Agreement shall be in writing and shall be hand - delivered or sent by registered or certified regular mail, postage pre -paid to the addresses of the parties as follows. Each party by notice sent pursuant to this paragraph may change the address to which future notices should be sent. Notice to County: Eva Wilson Eagle County Engineer 500 Broadway P.O. Box 850 Eagle, Colorado 81631 Notice to Community Concepts Colorado, LLC: Jeff Townsend Community Concepts Colorado, LLC P.O. Box 2633 Edwards, Colorado 81632 8. Immunity. The parties agree and understand that both parties are relying on and do not waive, by any provisions of this Agreement, the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. §24 -10 -101, et seq., as from time to time amended or otherwise available to the parties or any of their officers, agents, or employees. 9. Binding Effect. The rights and obligations of the parties under this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 10. Choice of Law and Venue. This Agreement shall be construed according to the laws of the State of Colorado, and venue for any action shall be in the District Courts of Eagle County, Colorado. County shall have standing to bring an action to enforce the terms of this Agreement in District Court, including an action for specific performance and injunctive relief. 3 11. Duration. This Agreement shall remain in effect for the duration of the Project and until each and every of County's obligations to CDOT pursuant to terms of the CDOT contract have been satisfied. 12. Authority. Each of the parties warrants that they possess the legal authority to enter into this contract and that they have taken all actions required by all applicable procedures, by -laws, and/or applicable law to exercise that authority, and to lawfully authorize their undersigned signatory to execute this contract and to bind them to its terms. The person executing this contract on behalf of each party warrants that such person has full authorization to execute this contract. 13. No Third Party Beneficiaries. It is expressly understood and agreed that the enforcement of the terms and conditions of this contract and all rights of action relating to such enforcement, shall be strictly reserved to the County, CCC and potentially, CDOT. Nothing contained in this contract shall give or allow any claim or right of action whatsoever by any other third person or entity, other than CDOT. It is the express intention of County and CCC that any such person or entity, other than CDOT, receiving services or benefits under this contract shall be deemed an incidental beneficiary only. 14. Waiver. The waiver of any breach of a term, provision or requirement of this Agreement shall not be construed or deemed a waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision or requirement. 15. Modification and Amendment. This Agreement is subject to such modifications as may be required by changes in a federal or state law, or their implementing regulations. Any such required modification shall automatically be incorporated into and be part of this contract on the effective date of such change as if fully set forth herein. Except as provided above, no modification of this Agreement shall be effective unless agreed to in writing by both parties in an amendment to this Agreement that is properly executed and approved in accordance with applicable law. 16. No Personal Liability. No elected official, director, officer, agent or employee of either party shall be charged personally or held contractually liable by or to the other party under any term or provision of this Agreement or because of any breach thereof or because of its or their execution, approval or attempted execution of this Agreement. 4 ■ In Witness Whereof, the parties hereto have caused this Agreement to be executed as of the day and year first above written. EAGLE COUNTY: COUNTY OF EAGLE, STATE OF COLORADO, By an• - ough Its BO •,` 1 OF COUNTY CO • ONERS A ., „„; By: , � Jo - . vney, Chai . ATTEST: 01 co ei 111/ irPi ,a'Cial Teak J. Simonton Clerk to the Board of County Co . - . '-rs COMi I Y CONCEPTS COLORADO LLC \ A i By =--� ■ T IP , 1 - 5 Engineering Department iiii Eagle County Phone: (970) 328 -3560 P.O. Box 850 FAX: (970) 328 -8789 41 500 Broadway www.eaglecounty.us ' Eagle, CO 81631 EAGLE COUNTY August 16, 2011 David Eller, Director Transportation Region 3 Colorado Department of Transportation 222 South Sixth Street, #317 Grand Junction, CO 81501 -2769 Subject: Wolcott PUD Dear Director Eller: We have agreed to the request from Community Concepts Colorado, LLC (CCC) to participate in the CDOT Intergovernmental Agreement (IGA) process to enable CCC's Wolcott Planned Unit Development (PUD) application to proceed. CCC's PUD application includes the relocation of US Highway 6. Per CDOT guidance, $60,000 is estimated to be required for the CDOT Policy Directive 1601: Interchange Access Process. This Agreement provides no commitment or other assurances as to the eventual approval of the Project by the County. We have received $60,000 from CCC and are ready to proceed with the CDOT IGA. If you have any questions, please feel free to contact us or our County Engineer, Eva Wilson at 970 - 328 -3560. Sincerely, Eagle Co my Board of Commissioners i � ,ti, (::(‘IA on Stavney Peter F. Runyon hairman Commissioner gaJLO—.9 iesed....e... Sara J. Fisher Commissioner cc: Brian Killian, CDOT R3 Tammie Smith, CDOT R3 Mark Rogers, CDOT R3 Joe Elsen, CDOT R3 Martha Miller, CDOT Eagle County Resident Engineer