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HomeMy WebLinkAboutC14-147 Shadowrock Construction LLC SIAI SUBDIVISION AND OFF-SITE IMPROVEMENTS AGREEMENT FOR BLUE RIDGE PLANNED UNIT DEVELOPMENT File No. PDF -00035 THIS SUBDIVISIO AND OFF-SITE IMPROVEMENTS AGREEMENT FOR BLUE RIDGE PLANNED UNIT EVELOPMENT ("Agreement") made and entered into this ""ii day of , 2014, by and between the COUNTY OF EAGLE, STATE OF COLORADO, a body corporate and politic, by and through its Board of County Commissioners (hereinafter "County") and SHADOWROCK CONSTRUCTION, LLC. (hereinafter "Subdivider"), a Colorado Limited Liability Company, whose address is 717 17th Street, Suite 2300, Denver, CO 80202-3317. WITNESSETH WHEREAS, the Subdivider is the successor in interest to Kevin and Tammy Tucker and Blue Ridge Investments, Ltd. and such other third parties or successors to Kevin and Tammy Tucker and Blue Ridge Investments, Ltd. who may have held title to a portion of the property that is the subject of the Blue Ridge Planned Unit Development; and WHEREAS, Kevin and Tammy Tucker and Blue Ridge Investments, Ltd. signed a Subdivision and Off -Site Improvements Agreement dated December 6, 2005 and recorded in the records of the Eagle County Clerk and Recorder at Reception No. 200608136 and a First Amendment thereto dated February 6, 2007 recorded in the records of the Eagle County Clerk and Recorder at Reception No. 200703842 (the two agreements identified in this paragraph shall together be referred to as the "Original SIA"); and WHEREAS, in accordance with the understanding of the parties to this Agreement, the County and Subdivider wish to enter into this Subdivision and Off -Site Improvements Agreement and wish to ensure that the Subdivision Improvements (defined below and described in Exhibit A and Exhibit B), certain obligations and warranties identified in this Agreement and in the Original SIA are completed and fulfilled by Subdivider in accordance with the terms hereof; and WHEREAS, the Subdivider, as a condition of approval of the Final Plat of the Blue Ridge Planned Unit Development (hereinafter referred to as "Subdivision"), desires an Agreement as provided for by the Land Use Regulations of Eagle County, Colorado, 1999, as amended ("hereinafter referred to as "Land Use Regulations") Chapter II, Section 5-280.B.S.e. and C.R.S. §30-28-137; and WHEREAS, pursuant to the same authority, the Subdivider is obligated to provide security or collateral sufficient in the judgment of the County to make reasonable provisions for completion of certain public improvements hereinafter described ("Subdivision Improvements"); and Eagle County, CO 201405503 Teak J Simonton 04/08/2014 Pgs: 27 02:49:07 PM REC: $0.00 DOC: $0.00 WHEREAS, the Subdivider acknowledges and agrees that no lots within the Blue Ridge Planned Unit Development shall be sold, transferred or otherwise conveyed - nor shall any building permit be issued by Eagle County for these lots - until all of the improvements required under this Agreement are either (a) in place and approved by Eagle County, or (b) collateralized in the form as described in the Subdivision and Off -Site Improvements Agreement and Land Use Regulations and acceptable to Eagle County to secure the performance of the obligations as described in the Agreement. WHEREAS, pursuant to Chapter II, Section 4-620 of the Land Use Regulations, when a proposed subdivision is located in an area serviced by an existing County road and the County determines that the traffic generated by such development will result in safety hazards for vehicle drivers, pedestrians and/or adjacent residents, or will result in substantially increased maintenance costs to the County, the County is empowered to determine the amount of work necessary to bring the affected County road to acceptable standards to provide adequate safe service to present owners, to the proposed subdivision and to other probable subdivisions, and to require the Subdivider to improve its equitable portion of such road to an acceptably safe condition; and WHEREAS, the County has determined that the traffic which will be generated by the Subdivision, along with other potential subdivisions in the area, will result in safety hazards and substantially increased maintenance costs relative to the off-site roads; and WHEREAS, the Subdivider has agreed to improve the roads to an acceptably safe condition and to accommodate the incremental increase in traffic burden to the said roads resulting from the development of this Subdivision, by the engineering, construction and completion of physical improvements to the said roads as set forth in this Agreement; and WHEREAS, as a further condition of approval of the final plat of this Subdivision, the Subdivider is obligated to provide security and collateral sufficient in the judgment of the County to make reasonable provision for completion of the Subdivision Improvements defined below and described in Exhibit A and Exhibit B referred to herein; and WHEREAS, pursuant to Chapter II, Section 4-620.J.9 of the Land Use Regulations and C.R.S. 43-2-147, the Subdivider shall provide access for all lots and parcels it creates to the state highway system in conformance with the State Highway Access Code. NOW, THEREFORE, in consideration of the premises and the covenants and agreements herein contained to be kept and performed by the parties hereto, it is hereby understood and agreed as follows: 1. SUBDIVISION IMPROVEMENTS. 1.1. Subdivision Improvements. Subdivision Improvements are deemed to include all public improvements, including but not limited to off-site improvements as set forth in all documents, construction drawings, designs, maps, specifications, sketches, cost estimates, and other materials submitted by the Subdivider in connection with this Agreement or its predecessor in connection with the Original SIA and prior to or at final plat approval and acceptance by the County. Such 2 Subdivision Improvements shall include roads, utilities and other similar public improvements as specified by the County Engineer whether under the Original SIA or this Agreement. 1.2. Scope of Work. The Subdivider hereby agrees, at its sole cost and expense, to furnish all necessary equipment and material, and to complete all Subdivision Improvements as referenced in the attached Exhibit A (which refers to Subdivision Improvements to be constructed by Subdivider) and in Exhibit B (which refers to Subdivision Improvements constructed under the Original SIA and for which the warranty has yet to commence) and as set forth in all documents, construction drawings, designs, maps, specifications, sketches, and other materials submitted by the Subdivider or its predecessor prior to or at final plat approval and in connection with this Agreement or the Original SIA and accepted by the County, and in accordance with all laws of the United States of America, State of Colorado, County of Eagle, and their respective agencies and affected governmental entities. Such performance shall include acquisition of all necessary rights-of-way. 1.2.1. In the event any of the Subdivision Improvements identified on Exhibit A or Exhibit B are located or to be located on real property owned by a third party, then Subdivider shall obtain an easement or other agreement in a form acceptable to County to allow the construction of the Subdivision Improvements by Subdivider, its successors or by County in the event of a default under this Agreement. Such agreement must be in place before any work occurs on third party property and in no event later than April 15, 2014 and shall be in a form substantially similar to the attached Exhibit C. 1.3. Duties of Subdivider. For those Subdivision Improvements set forth in Exhibit A and including but not limited to the reconstruction and physical improvement of that portion of any road subject to this Agreement, the Subdivider shall retain an engineer whose duties shall include construction staking, observation of construction for conformance to the approved plans and specifications, and materials sampling, testing and inspection using the Colorado Department of Highways 2014 Field Materials Manual as a guide for frequency of sampling and testing. 1.3.1. Construction Staking. Where applicable and by way of example only, the following is a highlighting of the construction staking that will be required of the Subdivider: a. Roadway - horizontal and vertical control every 50 feet or every 25 feet in critical areas, specifically including: - slope staking - points of curvature - points of tangency - fillet radius points 9 - culverts - transition points for super -elevation - finished sub -grade - finished gravel b. Water, Sewer, and Other Utilities - horizontal and vertical control every 100 feet, or every 50 feet in critical areas. 1.3.2. Testing. Where applicable and by way of example only, the following is a highlighting of the acceptance testing that will be required of the Subdivider: a. Utility and drainage culvert trench backfill under roadway prisms - one density test per 200 C.Y. of backfill or a minimum of one test per roadway crossing. This will require daily visits to the site by a testing laboratory when utilities or drainage culverts are being backfilled within the roadway prism. b. Embankments for roadways - one density test per 2,000 C.Y. of any additional embankment(s); and one density test per 500 C.Y. when within 100 feet of bridge approaches." C. Finished sub -grade - one density test per 250 lineal feet of roadway. d. Aggregate base course - one in-place density per 250 lineal feet of roadway, and gradation and Atterberg Limits test per 2000 tons of aggregate base course. e. Hot Bituminous Pavement - two asphalt content, gradation and in- place density tests per day's production. Concrete - Curb and Gutter, Sidewalks and Bikepaths - tests for air content, slump and compressive strength per 50 C. Y. of concrete placed or minimum of one set of tests per day. g. Water and Sewer Infrastructure — All water and sewer infrastructure shall be tested per the most current Mid Valley Metropolitan District Rules and Regulations to their satisfaction. 1.3.3. Notification/Road Construction. Subdivider or his Engineer shall notify the Eagle County Engineer for the purpose of arranging an on-site inspection no less than forty-eight (48) hours in advance of the following stages of road construction: a. Finished subgrade b. Finished Aggregate Base Course 4 C. Asphalt Placement. d. Concrete - Curb and Gutter, Sidewalks and Bikepaths The County Engineer shall make an on-site visit within the forty-eight (48) hours notification period or as shortly thereafter as reasonably possible for the purpose of observing proofrolls on items a. and b. above and for general observation of construction methods being employed at these stages. Said on-site inspection by the Eagle County Engineer shall in no way abrogate the duties of the Subdivider outlined elsewhere in this Agreement. The Subdivider shall provide the proofrolling by arranging for a loaded single unit truck carrying 18,000 pounds per rear axle. 1.3.4. Witnessing of Water and Sewer Laterals. It is essential that the ends of these laterals be witnessed by the Subdivider's engineer to a minimum of three divergent points and a permanent record made of the same. Copies of these records are required to be furnished to the Eagle County Engineer prior to commencement of the two year warranty period. In addition to witnessing of the horizontal location of these laterals, a vertical witness shall be required. Horizontal witnessing shall be to property comers, fire hydrants, manholes, and other "permanent" features. Vertical witnessing shall be based on depth below ground and elevation based on a datum used for the subdivision. Bench marks shall be shown on witness records. 1.3.5. Test Reports. All test reports shall be consecutively numbered, with copies furnished directly to the Eagle County Engineer from the laboratory as they are reported to the Subdivider or its engineer. 1.3.6. As -Built Drawings of Subdivision Improvements. As -Built drawings, sealed, signed and dated by a Registered Professional Engineer showing the as -constructed horizontal and vertical locations of Subdivision Improvements described on Exhibit A shall be submitted to the Eagle County Engineer prior to commencement of the two year warranty period. This shall include as -built drawings in an electronic format acceptable to the County Engineer. 1.3.7. Affidavit monumentation. An Affidavit of Monumentation sealed, signed and dated by a Registered Professional Land Surveyor stating that the subdivision has been monumented in accordance with §38-51-105, C.R.S., shall be provided to the Eagle County Engineer prior to the acceptance of the Subdivision Improvements by the County. 1.4. Compliance with Colorado Department of Highways Access Code. Subdivider shall provide the County with designs in compliance with the Colorado Department of Highways Access Code for all road improvements. 1.5. Date of Completion. All Subdivision Improvements described on Exhibit A shall be completed prior to February 1, 2016. 1.6. Approval and Acceptance of Work. 1.6.1. Copies of all test results corresponding to work which is being inspected and any other information which may be necessary to establish the satisfactory completion of the work for which inspection is requested must be submitted prior to said inspection. All such information shall be accompanied by a letter from the Subdivider's engineer verifying the satisfactory completion of the work performed to date. 1.6.2. Notwithstanding Section 1.3.3 above, promptly after receiving a request for inspection and the required documentation, the County Engineer shall review the information presented and, if necessary, make an on-site inspection of the work completed. 1.6.3. All said work shall be done to the reasonable satisfaction of the County Engineer and/or the County Department of Community Development, and shall not be deemed complete until approved and accepted as complete by the County. 1.7. Estimated Costs of Subdivision Improvements. The estimated cost of the all Subdivision Improvements under this Agreement and the Original SIA is $2,868,025.15. The estimated cost of the remaining Subdivision Improvements is the sum of $332,060.30 and is summarized in Exhibit A. The estimated cost of Subdivision Improvements to be secured as set forth in paragraph 2.3 during any warranty period is set forth in Exhibit B. To secure and guarantee performance of its obligations as set forth in this Section 1, including the completion of the required off-site improvements, the Subdivider hereby agrees to provide security and collateral in the form and as set forth in Section 2, below. 1.8. Traffic Control Plan. Subdivider agrees to submit a traffic control plan to be approved by the Eagle County Engineering Department prior to any work commencing within the EI Jebel Road Right of Way. 2. SECURITY and COLLATERAL. 2.1. Collateral. Security and Collateral required in Section 1.7 herein, as security for the performance by Subdivider of the remaining Subdivision Improvements identified in Exhibit A, shall be in the total amount of $332,060.30. Such security and collateral shall be in the form of a letter of credit acceptable to County. 2.2. Partial Release of Collateral. Subdivider may apply to the County for the release of portions of the Collateral based upon work completed in accordance with this Agreement. To make such releases, Subdivider shall request the County Engineer to inspect the work in order to verify satisfactory completion in accordance with plans and specifications in accordance with Section 1.6. Col 2.3. Final Release of Collateral/Warranty. The parties acknowledge that Subdivider shall be responsible for the Subdivision Improvements described in Exhibits A and Exhibit B and any associated warranty whether such Subdivision Improvements were installed by Subdivider or by Kevin and Tammy Tucker and/or Blue Ridge Investments, Ltd. or other third party. Within thirty (30) days after Subdivider has completed all of the work required by this Agreement and the work has been approved and accepted by the County, the entire remaining amount of the Collateral, less an amount equal to ten percent (10%) of the Collateral as set forth in Exhibit B shall be released. Subdivider shall be responsible for the condition of the Subdivision Improvements described in Exhibit A and Exhibit B for a period of two (2) years after completion which commencement date shall be formally established in writing by the Eagle County Engineering Department; this shall be guaranteed either through the retention of Collateral, as set forth above, or Subdivider may provide a substitute form of Collateral as set forth in Section 2.4 hereunder. 2.4. Substitution of Collateral. The Subdivider may at any time substitute the Collateral originally deposited with the County herein, for another form of collateral acceptable to the County, to guarantee the faithful completion of the Subdivision Improvements referred to on Exhibit A and to secure items on Exhibit A and Exhibit B during the warranty period and the performance of the terms of this Agreement. At the time of substitution of collateral, an inflationary and/or deflationary factor based upon the Denver -Boulder, Colorado Consumer Price Index for All Urban Consumers, All Items (1967=100) published by the U.S. Bureau of Labor Statistics, 303-837-2467, or, alternatively, an approved construction cost index, shall be used to determine an adjusted estimated cost for all Subdivision Improvements as described herein, and collateral shall be submitted by the Subdivider in accordance therewith. 2.5. Draws. Draws against the Collateral shall only be made as directed by written Resolution of the County, stating that there has been an event of default under this Agreement and that a sum certain is required to remedy the default. Any amount drawn on the Collateral must be applied for the purpose of completing the work required by this Agreement and related expenses and costs. 2.6. Events of Default. The following events shall be deemed "Events of Default," entitling the County to draw on the Collateral: 2.6.1. If Subdivider has not completed the work required by this Agreement within thirty (30) days prior to the Date of Completion set forth herein, the County may, after ten (10) working days written Notice to Subdivider, draw upon the Collateral an amount sufficient to complete said work and compensate the County for its reasonable costs and expenses related to said draw. 2.6.2. If the original collateral presented to the County (or any extension thereof) is due to expire and the work is not yet completed, and Subdivider has not 7 provided substitute collateral or the bank's written extension to the original collateral (as it may have been previously extended), the County shall draw on the Collateral according to the provisions set forth in this Section 2. It is Subdivider's responsibility, with or without notice, to ensure that the Collateral is extended, or that substitute collateral is provided in a form acceptable to the County, at least ten (10) days prior to its expiration. If Collateral is neither extended nor substitute collateral provided, in a form acceptable to the County, at least ten (10) days prior to its expiration, the developer shall pay the County an additional $500 (Five hundred dollars) for the additional administrative work required because of the failure to extend or substitute collateral in a timely manner as required by this agreement. 2.6.3. If the Collateral is substituted, as otherwise provided herein, this Agreement may be amended or modified in order to set forth specific Events of Default deemed necessary, in the County's sole discretion, commensurate with the type of collateral substituted. 2.7. Costs and Expenses. Subdivider agrees to pay any costs and expenses, including but not limited to legal fees, which the County may incur in determining to accept collateral, in drawing upon the Collateral, or in accomplishing an extension of its expiration. 2.8. Landscape Plan Collateral. 2.8.1. Subdivider agrees to provide collateral in a form acceptable to the County Attorney to ensure landscaping will be installed. Subdivider agrees to provide collateral for no less than one hundred and twenty-five percent (125%) of the estimated cost of the landscaping improvements listed in the Landscape Plan. 2.8.2. As portions of the landscape improvements are completed, the Community Development Director shall inspect them, and upon approval and acceptance, shall authorize the release of the agreed estimated cost for that portion of the improvements, except that the ten percent (10%) shall be withheld until all proposed improvements are completed and approved, and an additional twenty-five percent (25%) shall be retained until the improvements have been maintained in a satisfactory condition for two (2) years. 3. INSURANCE and INDEMNIFICATION. 3.1. Indemnification. Subdivider shall indemnify and hold the County harmless from any and all claims made against the County by any contractor, subcontractor, materialmen, employee, independent contractor, agent or representative involved in the work necessary to comply with this Agreement, or on account of any other claims against the County because of the activities conducted in furtherance of the E terms of this Agreement. This indemnification and hold harmless provision shall include any legal expenses or costs incurred by the County. 3.2. Certificates of Insurance. The Subdivider shall secure from any contractor or subcontractor engaged in the work necessary to comply with this Agreement a Certificate of Insurance providing for liability protection in the minimum amount of $350,000 per individual and $999,000 per occurrence, naming the County as an additionally named insured. The Subdivider, if it serves as the contractor for the Subdivision Improvements, shall provide insurance in the same form and amounts as required of the general contractor. Said limits shall be adjusted to comply with any changed limits in the Colorado Governmental Immunity Act, Title 24, Article 10, Colorado Revised Statutes. 3.3. County Incurs No Liability. The County shall not, nor shall any officer or employee thereof, be liable or responsible for any accident, loss or damage happening or occurring to the Subdivision and/or Subdivision Improvements specified in this Agreement prior to the completion and acceptance of the same; nor shall the County, nor any officer or employee thereof, be liable for any persons or property injured or damaged by reasons of the nature of said work on the Subdivision Improvements, but all of said liabilities shall be and are hereby assumed by the Subdivider. The Subdivider hereby agrees to indemnify and hold harmless the County and any of its officers, agents and employees against any losses, claims, damages or liabilities for which the County or any of its officers, agents, or employees may become subject to, insofar as any such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any performance by the Subdivider hereunder; and the Subdivider shall reimburse the County for any and all legal and other expenses incurred by the County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnity provision shall be in addition to any other liability which the Subdivider may have. 4. GENERAL PROVISIONS. The following shall apply to all Subdivision Improvements, including off-site improvements, set forth in this Agreement: 4.1. Compliance with Land Use Regulations. The Subdivider shall be required to obtain all necessary permits and comply with the provisions of the Land Use Regulations, including but not limited to the Regulations for Construction within the Public Ways of Eagle County (Chapter V), as the same are in effect at the time of commencement of construction of the Subdivision Improvements referred to herein. 4.2. Subdivision Improvement Agreement Controls. In the event of any inconsistency or incongruity between the provisions of this Agreement and the Land Use Regulations, the provisions of this Agreement shall in all respects govern and control. 0 4.3. Warranties and Guarantees. There shall be a two-year correction period, or such longer period as may be prescribed by law, from the time of completion of the Subdivision Improvements described on Exhibit A and Exhibit B whether undertaken by Kevin and Tammy Tucker and/or Blue Ridge Investments, Ltd. or other third party as part of the Original SIA or by Subdivider under this Agreement. During the warranty period the Subdivider shall promptly correct or remove and replace, in accordance with the County's written instructions, defective work or materials and consequences thereof. Repair or replacement made under the two-year correction period shall bear an additional one-year correction period from the acceptance of the repair or the replacement by the Eagle County Engineer. The work shall be collateralized during the correction period in an amount and type of collateral as shall be reasonably determined by the County. The work shall be inspected, at the request of the Subdivider, no less than sixty (60) days prior to expiration of the one-year additional correction period, and any deficiencies shall be noted to the Subdivider. 4.4. Approval of Final Plat. The County agrees to the approval of the final plat of this Subdivision, subject to the terms and conditions of this Agreement. 4.5. Final Plat Amendments. Where field changes or other circumstances have caused the road, utilities, or other subdivision improvements to be constructed in locations different from those shown on the approved plans, the locations of rights-of-way, easements, lot lines, building envelopes, setback lines, or other attributes shown on the Final Plat shall be amended as necessary to comply with Final Plat requirements of the Eagle County Land Use Regulations 4.6. Amendment and Modification. The parties hereto mutually agree that this Agreement may be amended or modified from time to time, provided that such amendment or modification be in writing and signed by all parties hereto. 4.7. Assignability. This Agreement shall be enforceable against the Subdivider, provided, however, that in the event the Subdivider sells, transfers or assigns all or part of the subject Subdivision, the obligations of the Subdivider under this Agreement as to that portion of the subject Subdivision may be assumed in writing by the purchaser of the parcel, and the Subdivider shall have no further obligations hereunder. It is agreed, however, that no such assumption of these obligations shall be effective unless the County gives its prior written approval to such assumption following an investigation of the financial condition of the purchaser. The Subdivider shall not otherwise assign, transfer, convey, pledge or otherwise dispose of this Agreement without prior written consent of the County, which consent shall not be unreasonably withheld. 4.8. Binding upon Successors. This Agreement shall inure to the benefit of and be binding upon the parties hereto, their respective successors, and assigns. 4.9. Sole Responsibility of Subdivider Prior to Coun , Acceptance. It is further agreed and understood that at all times prior to the completion and acceptance of the off - 10 site and Subdivision Improvements set forth herein by the County; each of said improvements not accepted as complete shall be under the sole responsibility and charge of the Subdivider. When it is necessary to allow the general public to utilize the roadways under construction by the Subdivider, traffic control and warning devices shall be placed upon such roadways by the Subdivider in accordance with the Manual on Uniform Traffic Control Devices for Streets and Highways as prepared by the U.S. Department of Transportation, Federal Highway Administration. 4.10. No Riahts to Third Parties. This Agreement does not and shall not be deemed to confer upon or grant to any third party any right to claim damages or to bring any lawsuit, action or other proceedings against either the County or its officers, employees or agents because of any breach hereof or because of any terms, covenants, agreements or conditions contained herein. 4.11. Notice. Notice required pursuant to the terms of this Agreement shall be deemed given on the day that the same is placed in the United States Mail, postage prepaid, certified or registered mail, return receipt requested. 4.12. Enforcement and Attorney. The County may enforce the provisions of this Agreement in the same manner and with the same remedies applicable to the enforcement of land use regulations pursuant to the Eagle County Land Use Regulations, as they may be amended from time to time, or as otherwise provided by law. Alternatively, the terms of this Agreement may be enforceable by the Board or its designee by any appropriate equitable or legal action, including but not limited to specific performance, mandamus, abatement, or injunction. The remedies explicitly provided herein are cumulative, and not exclusive, of all other remedies provided by law. [Rest of page intentionally left blank] 11 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its ATTEST: o��'� OARD OF COUNTY COM SSIONERS L Teak J. Simonton, Clerk to the Board of County Commissioners V T STATE OF COLORADO ) ss. County of -De YNt- — ) y= Jill' n H. Ryan, Address for giving notice: PO Box 850 Eagle, CO 81631 (970)328-8685 Address for giving notice: 717 17th Street, Suite 2300 Denver, CO 80202-3317 The foregoing was acknowledged before me this a t'o day of Mmic H , 2014, by IieS R• ny\ct or—Z as h1on"rnG &m6r of ro4�,- C"acs" LLC - WITNESS my hand and official seal. My commiss icy Notary ublic df^j K sL is .� 0 6elj 12 Exhibit A - Page 1 of 7 December 6, 2013 Greg Schroeder Eagle County Engineering 500 Broadway Eagle, CO 81631 RE: Shadowrock Development SE Job # 13181.01 Dear Greg, I have written this letter to establish the amount of security needed to allow the Shadowrock Townhome project to move forward to completion. I have reviewed the project in the field and coordinated with Mid Valley Metro District (MVMD). SE is representing the new owners (Shadowrock Construction, LLC) and request on their behalf that the amount of security required by the County be $332,060.30. SE, Hughes Excavation and B&R Septic field tested and televised the existing sewer mains and leak tested the water mains. MVMD staff was also present during the testing. MVMD board approved the attached letter by Chris Lehrman of SGM dated November 13, 2013 that agrees what the appropriate security for water and sewer should be $35,310.00. I have prepared the attached updated Engineer's Cost Estimate with adjusted unit cost based upon 2014 pricing. Also, I have reviewed the possibility if the new developer walked away without finishing the project the County would have adequate security to reclaim the unfinished building sites and complete an asphalt road for Overlook Ridge. My assumption is that line items for curb and gutter, street lights, landscaping, playground area etc. would not be required without buildings in Phase II and the estimated security for these items would be more than adequate to reclaim unfinished building areas. If you h uestions please give me a call. ��''' C CC: Jo&PNOvO , Masterworks, LLC Len Haffeman, Shadowrock Construction, LLC Hal Haltquist, Shadowrock Construction, LLC Jacques Machol III, Shadowrock Construction, LLC 1 502 Main Street • Suite A3 • Carbondale, CO 81623 • (970) 704-0311 • Fax (970) 704-0313 SepRis ENGINEERING* LLC civil consultants Exhibit A - Page 2 of 7 Shadowrock Engineer's Cost Estimate SE Job # 13181.01 Description of Work Unit Quanti Unit Price Cost General: - Mobilization LS 1 $ 9,500.00 $ 9,500.00 Excavation LS 1 $ 2,100.00 $ 2,100.00 V As halt SY 1875 $ 26.00 $ 48,750.00 Crusher fine trail with weed fabric SF 1090 $ 12.50 $ 13 625.00 Trail in open area LF 550 $ 20.00 $ 11000.00 Class 6 ABC CY 650 $ 32.00 $ 20,800.00 4" Mountable curb & gutter LF 1885 $ 24.UUJ $ 45 240.00 3'Valley pan LF 162 $ 24.001$ 3,648.00 Rock wall SF 620 $ 28.00 1 $ 17,360.00 Si ns EA 4 $ 250.00 1 $ 1000.00 To soil nlarampnf CY 520 $ 30.00 $ 15,600.00 Erosion control LS 1 $ 1,500.00 $ 1500.00 Electrics lice vault EA 1 $ 950.00 $ 950.00 Transformer EA 2 $ 850.00 $ 1,700.00 Street lights EA 2 $ 2,700.00 $ 5,400.00 Street light conduit LF 560 $ 2.50 $ 1,400.00 Landscaping LS 1 $ 15 000.00 $ 15 000.00 Irrigation LS 1 $ 7,200.00 $ 7,200.00 Playground area LS 1 $ 18 000.00 $ 18,000.00 Construction surveying, obervation testing & As -built LS 1 1 $ 30,000.00 $ 30,000.00 SUB TOTAL: $ 10%Contingency $ TOTAL: $ MVMD $ Total Security Amount $ 269,773.00 26977.30 296,750.30 35 310.00 332,060.30 o RE 28377 SS'/flnin�• ��� Note: This opinion of probable cost was prepared for budget purposes only. Sopris Engineering, I.I.C. cannot be held responsible for variances from this estimate as actual cost may vary due to bid and market fluctuations. Exhibit A - Page 3 of 7 SGM www.sgm-inc.com November 13, 2013 Via E-mail:ynichol@soprisena.com Mr. Yancy Nichol, PE Sopris Engineering RE: MVMD — Shadowrock Phase 2 Security Dear Yancy: The purpose of this letter is to provide comments on the letter from you, which is attached, regarding security and warranty issues for phase 2 of the Shadowrock development dated November 12, 2013. As is explained in your letter, the Shadowrock team field tested the water and sewer lines and the manholes to determine if there had been any damage since installation. The purpose of this testing was not to satisfy MVMD testing requirements but was to verify that the infrastructure was in satisfactory condition so that the security for the project could be reduced. This is a unique situation and is only being contemplated because the Shadowrock team represented that phase 2 of the project would be completed with atleast one lift of asphalt within the next construction season. The existing phase 2 lots are not platted and so the District is not required to provide service to this phase until the infrastructure is completed to District standards. Security: The proposed security for a total amount of $35,310 is adequate to cover potential costs to the District to bring the existing phase 2 infrastructure up to District standards. The security is adequate based on the recent testing that your team performed on the water and sewer lines. The District agrees to a security of $35,310 to cover the water and sewer infrastructure so long as at least one layer of asphalt is installed within the next year or by the end of 2014. If asphalt is not installed in 2014 and the Shadowrock team wishes to plat the phase 2 parcels, the security must be re -negotiated with the District. Warranty: Your letter requests that the two year warranty be waived since the infrastructure has been installed for 5 plus years. The District will not agree to a variance to the rules and regulations. The Infrastructure has been installed for 5 plus years but has not been in operation. The intent of the two year warranty is for the infrastructure to be in service so that it can be properly tested by everyday use. Outstanding Issues: If asphalt is installed within one year then the following are the outstanding issues: - Sewer manholes must be vacuum tested - Fire hydrants must be tested - Water valves must be operated 1:119811015011C1040 - Blue RidgelCorrespondancell- 20131113 Yancy Nichol.doc GLENWOOD SPRINGS 118 West Sixth St, Suite 200 1 Glenwood Springs, CO 81601 1 970.945.1004 Exhibit A - Page 4 of An SCM - Water lines must have BAC T and Chlorine tested to AWWA standards www.sgm-inc.com Once asphalt has been installed and the aforementioned testing has been completed, the District will accept the phase 2 infrastructure and the two year warranty will begin at that time. If the asphalt is not installed within one year, all District owned infrastructure must be re -tested to District standards at the time the asphalt is installed. Please review this letter and let either Bill Reynolds or myself know if you have any questions. If you find it acceptable, there is no need to attend the board meeting. If you do not find it acceptable, we need to meet in advance of the board meeting on November 20, 2013 and resolve any differences we may have. If you have any questions, please call. Sincerely, SGM� Chris Lehrman, PE Project Manager Attachment: Yancy Nichol Letter 11/12/13 Cc e-mail: Jody Newton, Masterworks, LLC Hal Hultquist, Shadowrock Construction, LLC MVMD Staff 1:119811015011C1040 - Blue RldgelCorrespondanceI 20131113 Yancy Nichol.doc Exhibit A - Page 5 of 7 November 12, 2013 Bill Reynolds Mid Valley Metro District 0031 Duroux Lane, Ste A Basalt, CO 81621 breynolds@sopris.net Re: Shadowrock Water and Sewer Security SE Job # 13181.01 Dear Bill, In an attempt to re-establish a new security amount with Eagle County SE has been retained by the new developer of Shadowrock (Shadowrock Construction, LLC) to field verify the conditions of the existing water and sewer infrastructure that was previously constructed that was not accepted by MVMD. The goal is to establish a new security. I have met with Eagle County Engineering and Planning to discuss the process required to re-establish the appropriate amount of security to allow the project to move forward. Eagle County has indicated that they will accept the security amount for water and sewer infrastructure if approved by MVMD. SE understands that MVMD will not accept this infrastructure until asphalt is in place and has passed required testing, however it seems reasonable to reduce the security on these improvements since they have been constructed. Below is a brief description of test results recently performed. SE personnel, MVMD staff and Hughes Excavation performed testing of the water and sewer. The sewer mains were also televised, see attached CD and hard copy. W ate r Test: Water main west half failed leak test. Water main east half passed leak test. It is suspected that a water service may not be completely closed. The leak will need to be fixed prior to asphalt and acceptance by MVMD. Findings of Sewer Test: Sewer manhole's tested — one failed vacuum test. Sewer main tested — one short section failed air test. It is suspected that a sewer service cap may be leaking and a concrete joint in the manhole. Both of these items will be investigated and fixed prior to asphalt and acceptance by MVMD. SE would recommend that the security amount be based upon the above test results that I included in the attached cost estimate Exhibit'A'. The cost estimate was not prepared on the cost to install the water and sewer 502 Main Street • Suite A3 • Carbondale, CO 81623 • (970) 704-0311 • Fax (970) 704-0313 Sums ENGINEERING 9 LLC civil consultants Exhibit A - Page 6 of 7 (since installation is complete) but based upon the potential damage that could occur to the water and sewer during the remaining infrastructure work and to correct items found as part of the testing. The only remaining work left to complete is the curb & gutter and asphalt. All the shallow utilities are in place. No future digging or trenching are required near the water and sewer mains. I would request the security amount of $35,310.00 for the water and sewer infrastructure until MVMD accepts the system. I would also request no warranty period as the infrastructure has been in place for 5 plus years. You mentioned that to modify the security approach would be a board decision. If so, I would make myself available for the board meeting as needed. If you have any questions please give me a call. Thank you, 28377 cc: GM Hal Hultquist, Shadowrock Construction, LLC Len Haffeman, Shadowrock Construction, LLC Jody Newton, Master Works 502 Main Street • Suite A3 • Carbondale, CO 81623 - (970) 704-0311 • Fax (970) 704-0313 Sopnis ENGINEERING 4o LLC civil consultants Exhibit A - Page 7 of 7 Shadowrock Engineer's Cost Estimate Water and Sewer ravn rIcc .., Description of Work Unit Quantity Unit Price Cost 77 Mobilization JOB LS $ 1800.00 $ 1800.00 Manhole fix leak 1 EA $ 2,300.00 $ 2,300.00 Sewer main for leak 1 EA $ 2,500.00 $ 2,500.00_ Wafer main fix for leak 1 EA $ 3,500.00 $ 3,500.00 ExIstinp manholes 8 EA $ 500,00 $ 4,000.00 Existing fire hydrants 3 EA $ 3,500.00 $ 10,500.00 Testing, Asbuilts and acceptance 1 LS $ 7,500,00 $ 7500.00 SUB TOTAL: $ 32100,00 10% Contingency $ 3,210.00 TOTAL: $ 35 310.00 Note: This opWon of probable cost was prepared for budget purposes only. Sopris Engineering, I.I.C. cannot be held responsible for variances from this estimate as actual cost may vary due to bid and market fluctuations. SE Job 13181.01 Exhibit B - Page 1 of 3 EXHIBIT B SUMMARY OF ENGINEERS OPINION OF PROBABLE CONSTRUCTION COST OF WORK NOT COMPLETED OR WORK REQUIRING TO BE WARRANTEED 03107114 ON-SITE ROADWORK AND TRAILS $ 927,349.85 ON-SITE STORM AND IRRIGATION $ 63,371.00 ON-SITE SEWER SYSTEM $ 15,055.00 ON-SITE WATER SYSTEM $ 20,255.00 ON-SITE SHALLOW BURY UTILITIES $ 234,597.66 LANDSCAPE AND PLAYGROUND AREA $ 66,550.00 SHADOW DRIVE FROM EL JEBEL ROD TO WEST PROPERTY LINE $ EL JEBEL ROAD IMPROVEMENTS $ SEWER MAIN CROSSING HWY 82 AND TO WEST PROPERTY LINE $ WATERMIAN FROM EAST PROEPRTY LINE A CCESS HWY 82 $ FRONTAGE ROAD FROM EAST RPOEPRTY LINE TO WILLI TS INFRASTRUCTURE $ - TOTAL PROJECT $ 1,327,178.51 Note; This opinion of probable construction cost was prepared for budget purposes only. Sopris Engineering, LLC cannot be held responsible for variances from this estimate as actual costs may vary due to bid and market fluctuations. COST EST ON-SITE103 Shadd wr � it B - Page 2 of 3 SE Job 13181.01 Engineer's Cost Estimate Water and Sewer Description of Work Unit Quantity Unit Price Cost /.j t.,v'll,',.�,..' "wa rYtffq;; �.�i ;;�-'vftu,,�„'k3M^h3 N�> x S Y�r...: �'`T �df >x..A�`4�tt.�s OWN C•0_. 5`^ f=.;1,:.�{�..3.�2, ' Mobilization JOB LS $ 1,800.00 $ 1,800.00 Manhole fix leak 1 EA $ 2 300.00 $ 2,300.00 Sewer main for leak 1 EA $ 2,500.00 $ 2,500.00 Water main fix for leak 1 EA $ 3600,00 $ 3,500.00 Existing manholes 8 EA $ 500.00 $ 4,000,00 Existing fire hydrants 3 EA $ 3,500.00 $ 10,500.00 Testin Asbuilts and acceptance 1 LS $ 7,500.00 $ 7,500.00 SUB TOTAL: 10% Contingency $ TOTAL: $ 32,100.00 3,210.00 35,310.00 Note: This opinion of probable cost was prepared for budget purposes only. Sopris Engineering, LLC. cannot be held responsible for variances from this estimate as actual cost may vary due to bid and market fluctuations. Exhibit a - Page 3 of 3 e gkgq; \\'d LdL6r f�\ \\§ §kk\. KK■§K££§K!§(§�\«§§§q. 18; Qeam; (k\%4(§ E§;g& -----------------®--- Mgqm§magaaf§@ag.6gg6q e® -�®-. ~§§mm°§/4 ±)%\&§5b5§&&$a c66 j `--}/Cm()R%\§--§-}�-` ef)! SJ ( cffi ! ) �m W e)\ b ) §j§w�)k)§\(}�\) K 2)§/&§Oc0 j When recorded return to: Davis & Ceriani, P.C. Attn: Edward R. Gorab 1350 ITh Street, Suite 400 Denver, CO 80202 EXHIBIT "C" EASEMENT AGREEMENT This EASEMENT AGREEMENT ("Agreement") is entered into by and between Shadowrock Construction, LLC, a Colorado limited liability company ("SC") and Shadowrock Townhome Association, Inc., a Colorado non-profit corporation ("HOA"). SC and HOA may be referred to in this Agreement individually as a "Party" and collectively as the "Parties." RECITALS A. SC owns real property in Eagle County ("County"), Colorado known as Tracts E, F, and G, Shadowrock Townhomes Phase I, according to the plat thereof recorded December 18, 2007, at Reception No. 200732940, Eagle County, Colorado ("SC Property"). B. HOA owns real property in Eagle County, Colorado known as Tract A, Final Plat of Blue Ridge Planned Unit Development, according to the plat thereof recorded April 3, 2006 at Reception No. 200608134, Eagle County, Colorado, Tracts C and D, Shadowrock Townhomes Phase I, according to the plat thereof recorded December 18, 2007 at Reception No. 200732940, Eagle County, Colorado, and other common areas (collectively, "HOA Property"). C. HOA desires to grant to SC easements over the HOA Property for the installation of certain improvements and for access to and from units to be constructed on the SC Property, all in accordance with the terms and conditions of this Agreement. AGREEMENT NOW THEREFORE, in consideration of the sum of ten (10) dollars, the receipt and sufficiency of which are hereby acknowledged, and of the mutual promises and covenants set forth herein, the Parties agree as follows: 1. Construction Easement. HOA hereby grants and conveys to SC, its members, agents, employees, contractors, and subcontractors ("Constructing Parties") a nonexclusive easement on, over, under and across the HOA Property as reasonably necessary for the purposes of grading and installation, maintenance, repair, and replacement of roads, sidewalks, trails, lighting, utilities, storm drainage improvements, and other improvements as required by the County, the Mid -Valley Metropolitan District ("MVMD"), or utility providers as necessary for the development and use of the SC Property and the homes to be constructed thereon. All work performed pursuant to this Section shall be in accordance with plans approved by the County, MVMD, or the applicable utility provider. The County shall also have the right, but not the obligation, to utilize such easement for the purposes described above. HOA shall have no obligation to perform and warranty obligations under a Subdivision and Off -Site Improvements Agreement with the County for improvements constructed by SC. {00488096. DOC; 1 } 2. Access Easement. HOA hereby grants to SC, its members, agents, employees, contractors, subcontractors, tenants, invitees, and licensees, a right of access over the HOA Property for ingress and egress to and from the SC Property and the homes to be constructed. thereon. 3. Compliance with Laws. Constructing Parties shall comply with all .federal, state, and local laws during all construction activities conducted pursuant to this Agreement on the HOA Property. 4. Repair of HOA Property. Contracting Parties shall repair all damage caused to the HOA Property caused by Constructing Parties during construction activities conducted pursuant to this Agreement. 5. Insurance. Constructing Parties shall maintain commercial general liability insurance at all times during performance of work on the HOA Property pursuant to this Agreement, which insurance shall name the HOA as additional insured thereunder. 6. Binding Effect. The covenants, agreements and easement set forth herein will be covenants running with the land and will be binding upon and inure to the benefit of the Parties, their successors and assigns. 7. Default. In the event a Party (a "Defaulting Part ') defaults on any obligation under this Agreement, the other Party ("Non -Defaulting Party") may serve the Defaulting Party with a written notice to cure setting forth the nature of the default. If within fifteen (15) days of receipt of said notice the Defaulting Party fails to cure said default, or commence to cure and diligently pursue the same, then, the Non -Defaulting Party shall have all remedies at law or in equity. 8. Further Assurances. Each Party hereto shall from time to time execute and deliver such further documents and take such further actions as the other Party or its counsel may reasonably request to effectuate the intent of this Agreement. 9. Severability. If any one or more of the provisions herein, or any application thereof, shall be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein, and any other application thereof, shall not in any way be affected or impaired thereby and shall be enforced to the greatest extent permitted by law. 10. Enforcement Costs. Should any action be brought in connection with this Agreement, including, without limitation, actions based on contract, tort or statute, the prevailing party in such action shall be awarded all costs and expenses incurred in connection with such action, including reasonable attorneys' fees. 11. Headings. The captions and headings in this Agreement are for convenience only and shall not be considered in construing any provision herein. {00488096.DOC; 1 } 2 12. Recitals. The Recitals set forth above are incorporated herein by reference as if set forth at length. [Remainder of page intentionally left blank.] 100488096.DOC; 1 } IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written above. SC: SHADOWROCK CONSTRUCTIW, Colorado limited li�apility compark I -IN STATE OF COLORADO ) ). ss COUNTY OFTL'nr� 1 acques A. Maclr6l, III, ber The Foregoing instrument was acknowledged before me this Q%f4,- day of ►i��At� <<I 2014 by Jacques A. Machol, III as Managing Member of Shadowrock Construction, LLC, a Colorado limited liability company. WITNESS my hand and official seal My commission expires: t,t� e7liu 6� {00488096.DOC; 1 } 4 i� No ary P lic HOA: SHADOWROCK TOWNHOME ASSOCIATION, INC. a Colorado non-profit corporation M. STATE OF COLORADO ) ). ss COUNTY OF EAGLE ) Thomas Banner, President The Foregoing instrument was acknowledged before me this day of , 2014 by Thomas Banner as President of Shadowrock Townhome Association, Inc. a Colorado non-profit corporation. WITNESS my hand and official seal Notary Public My commission expires: 100488096 DOC; 1,t 5