HomeMy WebLinkAboutC12-349 Eagle Ranch Village Second Amendment(j
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SECOND AMENDMENT TO CONTRACT
This Second Amendment to Contract (this "Second Amendment") is entered into the 5"
day of October, by and between EAGLE RANCH VILLAGE, LLC., a Delaware limited liability
company ('Seller") and EAGLE COUNTY, COLORADO, a Colorado political subdivision
("Purchaser").
RECITALS:
A. Purchase and Seller are parties to that certain Purchase and Sale Agreement dated
July 24, 2012 and an Amendment thereto effective August 27, 2012 (hereinafter
collectively the "Contract").
B. Purchase and Seller desire to amend the provisions of Section 2.3.1.4 of the Contract
relating to Purchaser's submittal of applications, as more specifically provided herein.
SECOND AMENDMENT
NOW, THEREFORE, the parties agree to the following amendments to the Contract:
Terms. Capitalized terms in this Second Amendment will have the same meanings as
in the Contract. To the extent that the terms and provisions of the Amendment r
conflict with, modify or supplement portions of the Contract, the terms and provisions
contained in this Second Amendment shall govern and control the rights and
obligations of the parties.
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2. Purchaser Submittals. Paragraph 2.3.1.4 of the Contract shall be amended to read as
follows:
" Purchaser shall submit applications for all such Approvals within ten (10) business
days after notice of Seller's approval when required, but in no event later than the
following dates: (a) To the Town of Eagle for approval of the PUD Amendment on or
before November 29, 2012; (b) to the Town of Eagle for the Development Plan
Approval on or before January 18, 2012Fand (c) to the Eagle Ranch Design Review
Board for preliminary design
p y gn review approval on or before January 18, 20 . So long /
as Seller's approval is required and granted under this Agreement, Seller agrees t '1 z
actively support Purchaser's applications for the Approvals through the Town of
.Eagle and design review processes. Purchaser shall diligently prosecute such
applications, but final and binding adoption of the Approvals by the Town shall not
occur until Purchaser closes upon the purchase of the Property. Seller shall endeavor
to have a representative present at any public hearing at which the Approvals shall be
considered by Eagle Ranch Design Review Board, Town of Eagle planning
commission or board of trustees."
Acknowledgement: Waiver. Purchaser acknowledges that it has conducted such
investigations or inspections of the property as Purchaser deems necessary pursuant
to section 2. 1.1 of the Contract. Purchaser further acknowledges receipt of Off
Record Matters from Seller pursuant to section 2.1.2 of the Contract. Purchaser
acknowledges receipt of Seller's title resolution letter dated September 20, 2012 and
acknowledges that Purchaser's title objections have been addressed by Seller as set
forth in that letter. Purchaser hereby waives any right to terminate the Contract
pursuant to Sections 2.1.1, 2.1.2, 2.3.3 thereof. Further, Purchaser hereby waives any
right to terminate the Contract pursuant to Section 4.4 thereof except with respect to
any change to the Title Commitment or endorsement to the Title Commitment adding
any new exception to title that has not been disclosed to Purchaser prior to the date of
this Amendment.
4. No. Further Modification. Except as expressly provided in this Second Amendment,
the Contract is in full force and effect and unmodified.
5. Counterparts and Facsimile. This Second Amendment may be executed in
counterparts which when taken together shall constitute the entire agreement of the
parties. This Second Amendment may be transmitted by telefax and the parties agree
that their signature transmitted by telefax will constitute a duly executed counterpart
of the Second_Amendd ent. __
IN WITNESS WHEREOF the parties hereto have executed this Second Amendment to
be effective as of the date above written.
SELLER:
EAGLE RANCH VILLAGE, LLC,
a Delaware limited liability company
By: Mataura Corp., a Delaware corporation
Its Manager
By:
Willis J. Wright, President
PURCHASER:
EAGLE COUNTY, COLORADO
By and through its Board of County
Commissioners
By: G! c
Peter F. Runyon, Chair
Attes
Teak Simont n, Clerk to the Board s
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