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HomeMy WebLinkAboutC21-386 Subdiv Assumption WillitsDocuSign Envelope ID: 87195241-6AF4-4DEF-AF68-62E05977C7F1 CONSENT TO ASSIGNMENT AND ASSUMPTION OF SUBDIVISION IMPROVEMENTS AGREEMENT FOR THE WILLITS BEND PLANNED UNIT DEVELOPMENT WHEREAS, pursuant to C. R.S. § 30- 28- 137, the County of Eagle, State of Colorado (the "County"), entered into a Subdivision and Off -Site Improvement Agreement dated May 15, 2007 with Willits Bend Development Company("Subdivider") for Phase I ("Phase I SIA") of the Willits Bend Planned Unit Development ("Willits Bend PUD"); and WHEREAS, pursuant to C. R.S. § 30- 28- 137, the County entered into a Subdivision and Off -Site Improvement Agreement dated June 22, 2008 with Subdivider for Phase II ("Phase II SIA") of the Willits Bend PUD; and WHEREAS, with respect to the Phase I SIA, Subdivider provided collateral in the form of a letter of credit in the amount of $374,316.54, representing the estimated cost of the Subdivision and Off -Site Improvements associated with Phase I of the Willits Bend PUD. Subdivider thereafter completed certain Subdivision Improvements required under the SIA and Subdivider applied for and received four partial releases of collateral, thereby reducing the collateral held by the County to $48,477.28. Subdivider provided substitute collateral to the County in the form of cash collateral; and WHEREAS, with respect to the Phase II SIA, Subdivider provided cash collateral in the amount of $359,916.734, representing the estimated cost of the Subdivision and Off -Site Improvements associated with Phase II of the Willits Bend PUD. Subdivider thereafter completed certain Subdivision Improvements required under the SIA and Subdivider applied for and received three partial releases of collateral, thereby reducing the collateral held by the County to $46,876.70; and WHEREAS, Section 4.7 of the Phase I SIA and the Phase II SIA provides that in the event the Subdivider sells, transfers or assigns all or part of the Subdivision, the obligations of the Subdivider under the SIA as to that portion of the Subdivision may be assumed in writing by the purchaser of the parcel. Section 4.7 of the SIAs further provides that no such assumption of the Subdivider's obligations shall be effective unless the County gives its prior written approval to such assumption; and WHEREAS, Willits Bend, LLC, a Colorado limited liability company ("WB") acquired all of Subdivider's interest in the Willits Bend PUD in 2008 pursuant to a deed -in -lieu of foreclosure, thereby becoming Subdivider's successor under the Phase I SIA, the Phase II SIA and the collateral held by the County thereunder (collectively, the "SIA Collateral"); and WHEREAS, effective as of October 26, 2021, WB conveyed its remaining interest in the Willits Bend PUD to Toy Cellar Corporation, a Colorado corporation ("Toy Cellar Corporation"), such property being more specifically described as Lot 2A, Lot 6, Lot 8 and Lot 9 and all remaining undeveloped land including but not limited to, roadways, open space, and parking areas as set forth on the Final Plat recorded on the 301 day of May, 2017, at Reception No.201710094; and DocuSign Envelope ID: 87195241-6AF4-4DEF-AF68-62E05977C7F1 WHEREAS, the County desires to document its consent to the assignment of the Phase I SIA, the Phase II SIA and the SIA Collateral from WB to Toy Cellar Corporation as set forth herein. CC)NCFNT Pursuant to Section 4.7 of the Phase I SIA and Section 4.7 of the Phase II SIA, the County hereby consents to the assignment by WB of all of its right, title and interest as Subdivider's successor in the Phase I SIA, the Phase II SIA and the SIA Collateral, and the assumption thereof, including all obligations of the Subdivider, by Toy Cellar Corporation as set forth in the Assignment and Assumption of Subdivision Improvements Agreements and Collateral between WB and Toy Cellar Corporation dated effective as of October 26, 2021. Date: 11/16/2021 ATTEST: by: %I Clerk to the B COUNTY OF EAGLE, STATE OF COLORADO By and Through its BOARD OF COUNTY COMMISSIONERS DocuSigned by: By: Matt Sc ;F6haiTE0473.. 2