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HomeMy WebLinkAboutC24-133 Town of Minturn_Eagle County Rd. 14docuSign Envelope ID: D54FEBBB-DD62-4A15-B3B1-B9EA20416250 AGREEMENT RELATING TO IMPROVEMENTS FOR EAGLE COUNTY ROAD 14 THIS AGREEMENT made this 19th day of March, 2024, by and between theTOWN OF MINTURN, COLORADO, a home rule municipality whose address is 302 Pine Street, P.O. Box 309, Minturn, CO 81645 (the "Town"), EAGLE COUNTY, COLORADO, a political subdivision of the State of Colorado whose address is 500 Broadway, Eagle, CO 81631 (the "County"), and MINTURN CROSSING, LLC, a Colorado limited liability corporation whose address is 225 Main Street, Suite C-101, Edwards, CO 81632, (the "Developer") (individually, a "Party"; collectively, the "Parties"); WITNESSETH: WHEREAS, the Developer is the owner of certain real property located in the Town of Minturn, Colorado known as Minturn North Planned Unit Development as described on Exhibit A, attached and incorporated by this reference (the "Property"); and WHEREAS, on November 15, 2023, the Town granted approval for the Minturn North Planned Unit Development (the "PUD") Final Plan by Ordinance No. 15, Series 2023 recorded at Reception No. 202402232 with the Eagle County Clerk and Recorder, and Final Plat by Ordinance No. 17, Series 2023 recorded at Reception No. 202402233 with the Eagle County Clerk and Recorder; and WHEREAS, Ordinance No. 15, Series 2023 Sec. 3.3 is a condition of approval that requires "f t]he Applicant shall provide 100% construction level plans and cost estimates for County Road 14/the extension of Minturn Road within one year and constructed within three years of final plat approval"; and WHEREAS, by the Planned Unit Development Agreement for Minturn North Planned Unit Development recorded at Reception No. 202402235 with the Eagle County Clerk and Recorder (the "PUD Agreement"), the Developer has agreed to security, acceptance, and warranty provisions as set forth therein that includes such for County Minturn Road Improvements; and WHEREAS, the County owns County Road 14/Minturn Road ("Minturn Road") which is located in -part outside of the corporate boundaries of the Town and will be the owner and beneficiary of the completed Improvements; and WHEREAS, the County has granted conditional approval of the road improvements to Minturn Road located in the County subject to final approval of 100% construction level plans; as described and depicted in Exhibit B, attached and incorporated herein by this reference ("County Minturn Road Improvements") and WHEREAS, the Parties wish to enter into an agreement to establish the County as a party to the foregoing commitments relating to the County Mintum Road Improvements. Eagle County, CO Regina O'Brien Pgs: 11 REC: $0.00 DOC: $0.00 202403012 03/22/2024 09:19:03 AM DocuSign Envelope ID: D54FEBBB-DD62-4A15-B3B1-B9EA20416250 NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Recitals. The foregoing recitals are incorporated herein as material representationsand acknowledgments of the Parties. 2. County Third -Party Enforcement of PUD Agreement. The Parties agree that the County is a third -party beneficiary of the PUD Agreement as it relates to the County Minturn Road Improvements and is therefore entitled to pursue enforcement of the provisions relating thereto. In the event of a breach of the PUD Agreement by the Developer in any matter relating to the County Mintum Road Improvements, the County may provide notice of such breach to the Town and Developer and demand enforcement of the PUD Agreement against the Developer. Town shall take such actions necessary to ensure compliance with the covenants and promises of the PUD Agreement relating to the County Minturn Road Improvements against the Developer. This third -party right of enforcement shall be limited to the Public Improvements construction and warranty requirements described in the PUD Agreement pertaining to the County Minturn Road Improvements and drawing on the amount of security required by the PUD Agreement for the County Minturn Road Improvements, as set forth on Exhibit C, attached hereto and incorporated herein by this reference (the "Security"). The County shall have the right to draw on the Security and to assert claims for enforcement as permitted in the PUD Agreement. Nothing herein shall preclude the Town from exercising its rights under the PUD Agreement as it relates to the County Mintum Road Improvements. 3. Notice and Cure. The Town and the County shall enforce rights provided for in this Agreement shall comply with the notice and cure provisions in the PUD Agreement. 4. Indemnification. The Developer agrees to indemnify and hold the County and Town harmless from any and all claims or losses of any nature whatsoever incurred by the County or Town resulting from the obligations herein and the PUD Agreement relating to the County Mintum Road Improvements. This indemnification shall include actual attorneys' fees incurred in the event that any party brings an action against the County or Town for any of the provisions described herein. The Parties intend not to duplicate any legal services or other costs associated with the defense of any claims against any Party described in this section. Therefore, the Parties agree to cooperate in full to prevent duplicative expenses incurred as a result of the indemnification herein described. 5. Runs with the Land. Developer and all other parties with an interest in title to the Property as hereafter is subdivided hereby acknowledge, or are deemed to acknowledge by virtue of recordation of the deed by which such owner takes title to a Lot within the PUD, that this Agreement shall constitute an irrevocable covenant running with the title to the Property as a burden thereon for the benefit of the Town of Minturn and Eagle County, and assigns, and shall be binding on the Developer with respect to the Developer's obligations under this Agreement and their successors or assigns. This agreement shall be enforceable by the Town of Minturn and its Town Council, Eagle County and its Board of County Commissioners and their respective successors and assigns, as applicable, or their designee, by any appropriate legal 2 DocuSign Envelope ID: D54FEBBB-DD624A15-B3B7-BgEA20416250 action including but not limited to specific performance, injunction, reversion, damages or eviction. The remedies provided herein are cumulative and not exclusive of all other remedies provided by law. 6. Notice. All notices required under this Agreement shall be in writing and shall behand-delivered or sent by registered or certified mail, return receipt requested, postage prepaid, totbe addresses of the parties herein set forth. All notices so given shall be considered effective seventy-two (72) hours after deposit in the United States mail with the proper address as set forthbelow. Any Party by notice so given may change the address to which future notices shall be sent. Notice to County: Eagle County Government 500 Broadway P.O. Box 850 Eagle, CO 81631 Jeff.Shroll@eaglecounty.us With copy to: Eagle County Attorney 500 Broadway P.O. Box 850 Eagle, CO 81631 Beth.Oliverlaeaelecountu.us Notice to Town: Town of Mintum With copy to: P.O. Box 309 Mintum, CO 81645 manager@mintum.org Karp Neu Hanlon, P.C. P. O. Drawer 2030 Glenwood Springs, CO 81602 mjsd mountainlawfirm.com Notice to Developer: Mintum Crossing, LLC Attn: Rick Hermes, Manager 225 Main Street, Ste. C-101 Edwards, CO 81632 7. Modifications. This Agreement shall not be amended, except by subsequent written agreement of the Parties. DocuSign Envelope ID: D54FEBBB-DD62-4A15-B3B1-B9EA20416250 8. Binding Ef ect. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, successors, and assigns. 9. Governing Law. The laws of the State of Colorado shall govern the validity, performance, and enforcement of this Agreement. Should either party institute legal suit or action for enforcement of any obligation contained herein, it is agreed that the venue of such suit or action shall be in Eagle County, Colorado. 10. Authoriiy. Each person signing this PUD Agreement, and any addendums or attachments hereto, represents and warrants that said person is fully authorized to enter and execute this PUD Agreement and to bind the Party it represents to the terms and conditions hereof. 11. No Agency, Joint Venture, or Partnership. It is specifically understood and agreed to that the Parties that this Agreement does not create any agency, joint venture, or partnership relationship between the Parties. The Town has no interest in responsibility for, or duty to, third parties concerning any improvements made hereunder until such time, and only until such time, that the Town accepts the Public Improvements under the provisions of.this Agreement. 12. Execution, No Guarantee. The execution of this Agreement by the Town and County in no way represents that the Town or County will accept the public County Mintum Road Improvements set forth in the Construction Plans for title or maintenance purposes until said Improvements have been completed in strict compliance with Town standards, rules, and regulations. 13. Counterparts. This PUD Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which, when taken together, shall be deemed one and the same instrument. [SIGNATURE PAGE FOLLOWS] 4 DocuSign Envelope ID: D54FEBBB-DD624A75-B3B1-BgEA20416250 ATTEST: oeeuslaneaby: Clerk to the Board of County Commissioners ATTEST: Clerk to the Town Council STATE OF COLORADO ) ss. COUNTY OF COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS Dxu5lyned by: By; M.a1f Srl Lw 1vTafr561i9ff,'Chair TOWN OF MINTURN, STATE OF COLORADO, By and Through Its TOWN COUNCIL Earle Bidez, Mayor DEVELOPER Minturn Crossing, LLC By: Rick Hermes, Manager Acknowledged, subscribed, and sworn to before me this —day of , 20 ,by Rick Hennes as Manager of Minturn Crossing, LLC. WITNESS my hand and official seal. My Commission expires: Notary Public DocuSign Envelope ID: D54FEBBB-DD62-4A15-B3B1-B9EA20416250 ATTEST: Clerk to the Board of County Commissioners ATTEST: "z' / C(rk to the Town Council SEAL COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS Matt Scherr, Chair TOWN OF MINTURN, STATE OF COLORADO, By and Through Its TOWN COUNCIL. By. � � -- Earle Bidez, Mayor DEVELOPER Minturn Crossing, LLC By: Rick Hermes, Manager STATE OF COLORADO ) ) ss. COUNTY OF ) Acknowledged, subscribed, and sworn to before me this day of , 20 ,by Rick Hermes as Manager of Minturn Crossing, LLC. WITNESS my hand and official seal. My Commission expires: Notary Public 5 DocuSign Envelope ID: D54FEBBB-DD624A75-B3B1-B9EA20416250 COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS ATTEST: M. Clerk to the Board of County Commissioners Matt Scherr, Chair TOWN OF MINTURN, STATE OF COLORADO, By and Through Its TOWN COUNCIL ATTEST: By: Clerk to the Town Council Earle Bidez, Mayor :� I y xi7 �Ka71Ii7 ;7:T St ) ss. COUNTY OF E(AIkk ) Acknowledged, subscribed, and sworn to before me this II l 'day of _. 20 .by Rick Hermes as Manager of Minturn Crossing, LLC. WITNESS my hand and official seal. My Commission expires:_ -3utr 5"A Z02�- KAREN ELAINE POPE MORGAN —._- OPUBLICNOTARY '� TAR2Y4 AOE0EMYCOiISON B JULS. 2025 Notary Public docuSign Envelope ID: D54FEBBB-DD624A15-B3B1-B9EA20416250 EXHIBIT A Minturn PUD Property Description Parcel 1 according to the Final Plat UPRR Subdivision according to that final plat recorded in the public records of Eagle County on December, 13, 2023, as Reception No. 202316483; less and excepting therefrom Tract C according to the Final Plat Minturn North P.U.D. recorded in the public records of Eagle County on March 4, 2024, as Reception No. 202402234. DocuSign Envelope ID'. D54FEBBB-DD62-4A15-B3B1-B9EA20416250 EXHIBIT B EAGLE COUNTY February 27, 2024 Michelle Metter Town Manager 301 Boulder Street, #309 Minturn, CO 81645 Office of the County Manager 970-328-8604 970-328-8629(f) eaffI ea d mi n (d ea elecou n tv-u c Jh0000LC2fflCcount .us RE: Paving of County Road 14 in connection with Minturn North Planned Unit Development Dear Michelle: The purpose of this letter is to document the conditional approval of Eagle County, Colorado, of a proposal to improve a portion of Minturn Road (County Road 14), located in unincorporated Eagle County (the "Project"), on the terms set forth herein. It is my understanding that the developer of a project known as the Minturn North Planned Unit Development, located in the Town of Minturn (the "PUD"), has agreed in connection with the approval of the PUD by the Town of Minturn, to improve Minturn Road from the PUD boundary to Dowd Junction. The improvements generally consist of drainage improvements, widening of the roadway and paving. The segment of Minturn Road to be improved by the developer is generally depicted on the exhibit attached to this letter. A portion of this road segment is located in unincorporated Eagle County, and has been classified as a Rural Residential Collector under County Land Use Regulations. County standards require a minimum lane width of 11', with 2' shoulders. The County's approval of the Project is conditioned upon the following: (i) prior review and approval by the County Engineer and the County Director of Road and Bridge of full plans and specifications and materials for the Project; (ii) opportunity for inspection of the Project by the County Engineer and/or the Director of Road and Bridge following completion; (iii) execution by the developer of a subdivision or public improvement agreement for the Project ("SIA") that includes a two-year warranty period during which time the developer would be responsible for any necessary repairs to ensure the Project is in compliance with the approved plans, provision for indemnification of the County, and a provision requiring collateral for the Project improvements through termination of the warranty period. I understand the Town has agreed to hold the collateral to be submitted by the developer under this SIA on behalf of the County, which the County may draw from to remedy any default by the developer under the terms of the SIA. 500 Broadway, P.O. Box 850, Eagle, Colorado 81631 6ocu5ign Envelope ID: D54FEBBB-DD62-4A15-B381-B9EA20416250 EXHIBIT B Office of the County Manager 970-328-8604 970-328-8629(f) eaglead m In(d ea glecounrv.us www.eaglecounty.us EAGLECOUNTY Please let us know if you need any additional information from us with regard to this Project. Sincerely, Jeff Shroll County Manager cc: Ben Gerdes, County Engineer Beth Oliver, Interim County Attorney 500 Broadway, P.O. Box 850, Eagle, Colorado 81631 6muSign Envelope ID: D54FEBBB-DD624A15-B3B1-B9EA20416250 EXHIBIT C MINTRUN ROAD (01lsite Improvements) MINTURN NORTH - MINTURN CO Engineer's Opinion Of Estimated Cost November 7. 2023 PROJECT NO: 22036 01 Prepared by Boundaries Unlimited Inc. Final Plat - Civil Engineering Estimate Dated 8-3-2023 Item No. Description OTY Unit Unit Cosl cal Cost % GENERAL GI Mobilization 1 LS $85,000 $85.000 7.4% G2 Traffic Control - Barricades & Signage + Flagging 1 LS $24.000 $24,000 2.1% G3 Erosion Control - Silt Fencing 4,380 LF $3.50 $15,330 1.3% G4 Erasion Control - Silt Logs 110 EA $34.00 $3,740 0.3% G5 HydromulchRevegelation 7,300 SY $5 $24.000 2.1% G6 Pavement Slriping 1 LS $2,500 $36,500 3.2% Item Subtotal $188,570 16.5% R41NAGE D1 18" ADS-N12 Culver) (4 road crossings) 3361 LF I $120 $40,320 3.5% 02 18' Culvert Flared End Section B EA $2001 $1,600 0.1% D3 18' Nominal Angular RipRap 100 Ton 1 $154.001 $15,400 1.3% D4 Borrow Ditch and Shoulder Improvements (Excavation & Compaction) 2,000 CY I 930.DOI $60,000 5.3% Item Subtotal $117,320 10.3% ROAD R1 Minturn Road Demo & Subgrade Prep & Compaction 15,000 SY $6.00 $90,000 7.9% R2 Class 6 ABC 6' Depth Subbase 3,699 Ton $42.00 $155,3581 13.6% R3 Class 6ABC 2'WideShoulder 1,233 Ton $43.00 $53,019 4.6% R4 4"AsphaticPavement 2,596 Ton $180.00 $467,280 40.9% R5 Minturn Road Interconnection - Each Ends 2 EA $10,000 $20,000 1.8% R5 RaAi Road Crossing Improvements I LS $25,000 $25,000 2.2% R7 Bridge Approach Improvements ( Eagle River Crossing) 1 LS $25,000 $25,000 2.2% Hem Subtotal $835,657 73.2% CONSTRUCTION TOTAL $1,141,547 100.0% OTHER SERVICES & COSTS $25.0001 $25,000 2.2% 1 LS 01 Drainage Study 02 Civil Engineering 1 LS $25,0001 $25.000 2.2% 03 Construction Surveying & Staking 1 LS $15,000 $15.000 1.3% 04 Geolech Testing (compaction) 1 2.0% $15,000 $15,000 1.3% 05 Construction Observation 1 LS $20,000 $20,000 1.8% 06 BOND 1.5% $17,123 1.5% 07 Contingincy (10%) 10.0% $114,155 10.0% 08 3 Year Inflation adjustment (8%/YR) 24.0% $273,971 24.0% Item Subtotal $231,278 20.3% TOTALCOSTS1 $1,372,825 Natedm' opunons of price. probable project costs orconstruetion coslsprepared by Boundaries Unlimited Inc. represent its best jadgemem and arefu ntshed forgenerat guidance Boundaries Unlimited Inc. makes no wvrranb- ofguarantee, either expressed or buphed as to the arcuracy ofsuch opinions as compared to bid or actual costs.