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HomeMy WebLinkAbout 15-63 Approving Cooperation Agreements between FURA, TOF, FFFPD & CVPRD - C. FURALUTIONNO.Lc— JRBANRBAN RENEWAL AUTHORITY, THE TOWN OF FIRESTONE, AND THE FREDERICK- FIRESTONE FIRE PROTECTION DISTRICT, CENTRAL FIRESTONE URBAN RENEWAL PLAN AND APPROVING A COOPERATION AGREEMENT AMONG THE FIRESTONE URBAN RENEWAL AUTHORITY, THE TOWN OF FIRESTONE, AND THE CARBON VALLEY PARK AND RECREATION DISTRICT, CENTRAL FIRESTONE URBAN RENEWAL PLAN WHEREAS, the Town of Firestone ("Town") is a statutory town of the State of Colorado authorized to exercise its powers under and pursuant to the Colorado Constitution and state law; and WHEREAS, the Firestone Urban Renewal Authority ("FURA") is a public body corporate and politic authorized to transact business and exercise its powers as an urban renewal authority under and pursuant to the Colorado Urban Renewal Law, Part 1 of Article 25 of Title 31, C.R.S. ("Act"); and WHEREAS, the Frederick -Firestone Fire Protection District is a quasi -municipal corporation and political subdivision of the State of Colorado, duly organized and existing as a fire protection district under the constitution and the laws of the State of Colorado to provide fire suppression, fire prevention, related investigatory activities, rescue, hazardous materials services, emergency medical services, and enforcement and administration of the fire code adopted by the Town; and WHEREAS, the Carbon Valley Park and Recreation District is aquasi-municipal corporation and political subdivision of the State of Colorado, duly organized and existing as a park and recreation district under the constitution and the laws of the State of Colorado to provide park and recreational facilities and programs within said District, including areas within the Town; and WHEREAS, pursuant to the Act, the Board of Trustees of the Town will be considering the Urban Renewal Plan for the Central Firestone Urban Renewal Area ("the Plan") to carry out the urban renewal project ("Urban Renewal Project") described in the Plan for the area described therein ("Urban Renewal Area"); and WHEREAS, the Act includes and the Plan contains a provision authorizing the financing of the Urban Renewal Project utilizing property tax increment financing as further provided in the Plan and as authorized by Section 31-25407(9) of the Act; and WHEREAS, the Frederick -Firestone Fire Protection District and the Carbon Valley Park and Recreation District (collectively, the "Districts") are cooperating with the Town and FURA to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area; and 1 WHEREAS, the Districts, Town and FURA desire to enter into cooperation agreements for the transfer to the Districts property tax revenues that FURA receives from the Districts' levy on taxable property in the Urban Renewal Area in order to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area, and to help ensure that the Districts are able to continue to provide services within the Urban Renewal Area; and WHEREAS, cooperation agreements have been proposed for such purpose and the parties are authorized to enter into such an agreement pursuant to law, including without limitation C.R.S. § 31-25-112; and WHEREAS, the Town desires to enter into such agreements as authorized under Section 31-25-107(11); NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, Section 1. The proposed Cooperation Agreement Among the Firestone Urban Renewal Authority, the Town of Firestone, and the Frederick -Firestone Fire Protection District, Central Firestone Urban Renewal Plan, a copy of which is attached hereto and incorporated herein by this reference, is hereby approved. Section 2. The proposed Cooperation Agreement Among the Firestone Urban Renewal Authority, the Town of Firestone, and the Carbon Valley Park and Recreation District, Central Firestone Urban Renewal Plan, a copy of which is attached hereto and incorporated herein by this reference, is hereby approved. Section 3. The Mayor and Town Clerk are hereby authorized to execute the cooperation agreements effective as of the date of approval %J the Plan, and the Mayor is further authorized to negotiate and approve on behalf of the Town such revisions to the cooperation agreements as are determined necessary or desirable for the protection of the Town, so long as the essential terms and conditions of the cooperation agreements are not altered. INTRODUCED, READ, and ADOPTED this `day of ¢ �- , 2015. ATTEST: Larissa Mec Town Clerk 2 COOPERATION AGREEMENT AMONG THE FIRESTONE URBAN RENEWAL AUTHORITY, THE TOWN OF FIRESTONE, AND THE FREDERICK FIRESTONE FIRE PROTECTION DISTRICT CENTRAL FIRESTONE URBAN RENEWAL PLAN THIS COOPERATION AGREEMENT ("Agreement") is made and executed effective the day of , 20t5, by and between the FREDERICK-FIRESTONE FIRE PROTECTION DISTRICT, the TOWN OF FIRESTONE, COLORADO, and the FIRESTONE URBAN RENEWAL AUTHORITY, referred to collectively as the "parties" or individually as a "party". WITNES SETH: WHEREAS, the Frederick -Firestone Fire Protection District ("District") is a quasi - municipal corporation and political subdivision of the State of Colorado, duly organized and existing as a fire protection district under the constitution and the laws of the State of Colorado to provide fire suppression, fire prevention, related investigatory activities, rescue, hazardous materials services, emergency medical services, and enforcement and administration of the fire code adopted by the Town (collectively, "Fire Services"); and WHEREAS, the Town of Firestone ("Firestone") is a statutory town of the State of Colorado authorized to exercise its powers under and pursuant to the Colorado Constitution and state law; and WHEREAS, the Firestone Urban Renewal Authority ("FURA") is a public body corporate and politic authorized to transact business and exercise its powers as an urban renewal authority under and pursuant to the Colorado Urban Renewal Law, Part 1 of Article 25 of Title 31, C.R.S. ("Act"); and WHEREAS, on 2015, the Firestone Board of Trustees adopted its Resolution 15- approving the Urban Renewal Plan for the Central Firestone Urban Renewal Area ("Plan"), which details the inclusion of the parcels described in the Plan for the purposes authorized in the Act, including utilizing tax increment financing ("TIF Financing"), as contemplated by C.R.S. § 31-25407(9)(a), for the purposes authorized by the Urban Renewal Law; and WHEREAS, TIF Financing provides that taxes, if any, levied after the effective date of the approval of the Plan upon taxable property in the area described in the Plan ("Urban Renewal Area") each year shall be divided for a period not to exceed twenty-five (25) years from the effective date of the Plan and that a portion of said property tax revenues (the "TIF Revenue") shall be allocated to and paid into a special fund of FURA to pay the principal of, interest on, and any premiums due in connection with bonds of, loans or advances to, or indebtedness incurred by FURA; and WHEREAS, the District, Firestone and FURA recognize that a division of taxes pursuant to C.R.S. § 31-25-107(9)(a) on property within the boundaries of the District without an 1 agreement concerning the sharing of TIF Revenue that results from the District levy on taxable property in the Urban Renewal Area may hinder the effectuation of the Plan and urban renewal projects within the Urban Renewal Area and the District's ability to provide Fire Services within the Urban Renewal Area; and WHEREAS, the District is cooperating with Firestone and FURA to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area; and WHEREAS, the District, Firestone and FURA desire to enter into this Agreement for the transfer to the District of property tax revenues that FURA receives from the District levy on taxable property in the Urban Renewal Area; and WHEREAS, the District, Firestone and FURA are authorized to enter into this Agreement pursuant to law, including without limitation C.R.S. § 31-25412; and WHEREAS, the District, Firestone and FURA have determined it is in the best interest of the parties to enter into this Agreement to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area, and WHEREAS, in consideration of the parties entering into this Agreement, the District consents to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan, pursuant to C.R.S. § 31-25407(1)(c)(II)(D); NOW THEREFORE, in consideration of the foregoing recitals and the covenants, promises and agreements of each of the parties hereto, it is agreed by and among the parties hereto as follows: 1. Incorporation of Recitals. The foregoing recitals are incorporated into and made a part of this Agreement. 2. Sharing of District Levy Allocation: FURA agrees to deposit into a separate account created for such purpose (the "Account"), all of the increase in property tax revenues calculated, produced, and allocated to FURA as a result of the levy of the District upon taxable property within the Urban Renewal Area pursuant to and in accordance with Section 31-25- 107(9)(a)(11) of the Act and the rules and regulations of the Property Tax Administrator of the State of Colorado (the "District Tax Levy Allocation"). Commencing on the date of this Agreement and for a period of twenty-five (25) years from the effective date of the Plan, FURA shall transfer to the District on or before the 15th day of each month all revenues received into such Account through the preceding month. If area is subsequently included in the Plan by a modification of the Plan approved by the Firestone Board of Trustees, and such modification results in TIF Revenues from the District Tax Levy Allocation being allocated to FURA for an additional period beyond twenty-five (25) years from the effective date of the Plan, then FURA shall make the foregoing transfers to the District for such additional period. 3. Use of District Tax Levy Allocation. It is the intention of the District, Firestone and FURA that the District use the revenues transferred to it pursuant to Section 1 for the costs and expenses of providing Fire Services in the Urban Renewal Area. 4. Agreement Confined to District Tax Levy Allocation Revenue, This Agreement applies only to the District Tax Levy Allocation revenues, as calculated, produced, collected and allocated to FURA within the Urban Renewal Area in accordance with C.R.S. § 31-25- 107(9)(a)(II) and the rules and regulations of the Property Tax Administrator of the State of Colorado, and does not include any other revenues of Firestone or FURA. Further, this Agreement applies only to the Urban Renewal Area described in the Plan as approved by Firestone Board of Trustees Resolution No. 15- and any area subsequently included in the Plan by a modification of the Plan approved by the Firestone Board of Trustees. 5. Subordination. By written consent of the District, as evidenced by a resolution approved by the Board of Directors of the District, the obligation of FURA to transfer revenues from the District Tax Levy Allocation to the District may be made subordinate to any payment of the principal of, the interest on, and any premiums due in connection with bonds of, loans or advances to, or indebtedness incurred by FURA for financing or refinancing, in whole or in part, any urban renewal project specified in the Plan. 6. Delays. Any delays in or failure of performance by any party of its obligations under this Agreement shall be excused if such delays or failure are a result of acts of God, acts of public enemy, acts of the Federal or state government, acts of any other party, acts of third parties, litigation concerning the validity of this Agreement or relating to transactions contemplated hereby, fire, floods, strikes, labor disputes, accidents, regulations or order of civil or military authorities, shortages of labor or materials, or other causes, similar or dissimilar, which are beyond the control of such party. Notwithstanding the foregoing, where any of the above events shall occur which temporarily interrupt the ability of FURA to transfer District Tax Levy Allocation revenues as provided in Section 2, as soon as the event causing such interruption shall no longer prevail, FURA shall transfer the total amount of the District Tax Levy Allocation revenue that has been received by FURA that is then in the Account, as determined according to the provisions of Section 2 to this Agreement. 7. Consent Concerning Agricultural Land. The District hereby consents, pursuant to C.R.S. § 31-25-107(1)(c)(II)(D), to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan. 8. Termination and Subsequent Le islation. In the event of termination of the Plan, including its TIF Financing component, FURA and Firestone may terminate this Agreement by delivering written notice to the District. FURA and Firestone may also terminate this Agreement by delivering written notice to the District if the District no longer provides any Fire Services within the Town of Firestone. The parties further agree that in the event legislation is adopted after the effective date of this Agreement that invalidates or materially effects any provisions hereof, the parties will in good faith negotiate for an amendment to this Agreement that most fully implements the original intent, purpose and provisions of this Agreement. 9. Entire Agreement. This instrument embodies the entire agreement of the parties with respect to the subject matter hereof. There are no promises, terms, conditions, or 3 obligations other than those contained herein; and this Agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties hereto. No modification to this Agreement shall be valid unless agreed to in writing by the parties hereto. 10. Bindin E� ffect. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors in interest. 11. No Third -Party Enforcement. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 12. No Waiver of Immunities. No portion of this Agreement shall be deemed to constitute a waiver of any immunities the parties or their officers or employees may possess, nor shall any portion of this Agreement be deemed to have created a duty of care which did not previously exist with respect to any person not a party to this Agreement. 13. Severability. If any provision of this Agreement is found to be invalid, illegal ox unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Further, in the event of any such holding of invalidity, illegality or unenforceability (as to any or all parties hereto), the parties agree to take such action(s) as may be necessary to achieve to the greatest degree possible the intent of the affected provision of this Agreement. 14. No Assignment. No party may assign any of its rights or obligations under this Agreement. 15. Paragraph Captions. The captions of the paragraphs are set forth only for the convenience and reference of the parties and are not intended in any way to define, limit, or describe the scope or intent of this Agreement. 16. Execution in Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. 17. No Presumption. The parties to this Agreement and their attorneys have had a full opportunity to review and participate in the drafting of the final form of this Agreement. Accordingly, this Agreement shall be construed without regard to any presumption or other rule of construction against the party causing the Agreement to be drafted. 18. Days. If the day for any performance or event provided for herein is a Saturday, a Sunday, a day on which national banks are not open for the regular transactions of business, or a 0 legal holiday pursuant to Section 24-11-lugs), C.R.S., such day shall be extended until the next day on which such banks and state offices are open for the transaction of business. 19. Parties Not Partners. Notwithstanding any language in this Agreement or any other agreement, representation, or warranty to the contrary, the parties shall not be deemed to be partners or joint venturers, and no party shall be responsible for any debt or liability of any other party. IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officials to execute this Agreement effective as of the day and year first above written. �F�IRE��. <vo ;04 ATTEST: =%' c� �;e' o �� FREDERICK-FIRESTONE FIRE PROTECTION o; 0 Pc off ��,� DISTRICT o o 0 By: ATTEST: By; Carissa Medina, Town Clerk ATTEST: By: Larissa Medina, Recording Secretary By: TOWN OF FIRESTONE By: Paul Sorensen, Mayor FIRESTONE URBAN RENEWAL AUTHORITY By: George Heath, Chairperson 5 COOPERATION AGREEMENT ND THE CARBON VALLEY PA1tKA1vll K�;c:1�A1 CENTRAL FIRESTONE URBAN RENEWAL PLAN THIS COOPERATION AGREEMENT ("Agreement") is made and executed effective the day of 7� , 2015, by and between the CARBON VALLEY PARK ANDND RECREATION DISTRICT, the TOWN OF FIRESTONE, COLORADO, and the FIRESTONE URBAN RENEWAL AUTHORITY, referred to collectively as the "parties" or individually as a "party". WITNESSETH: WHEREAS, the Carbon Valley Recreation District ("District") is aquasi-municipal corporation and political subdivision of the State of Colorado, duly organized and existing as a fire protection district under the constitution and the laws of the State of Colorado to provide park and recreational facilities and programs (collectively "District Services"), within said District, including areas within the Town of Firestone; and WHEREAS, the Town of Firestone ("Firestone") is a statutory town of the State of Colorado authorized to exercise its powers under and pursuant to the Colorado Constitution and state law; and WHEREAS, the Firestone Urban Renewal Authority ("FURApublic body corporate and politic authorized to transact business and exerci its powers as an urban renewal authority under and pursuant to the Colorado Urban Renewal Law, Part 1 of Article 25 of Title 31, C.R.S. ("Act")* and WHEREAS, on G��C\ , 2015, the Firestone Board of Trustees adopted its Resolution 15- approving the Urban Renewal Plan for the Central Firestone Urban Renewal Area ("Plan"), which details the inclusion of the parcels described in the Plan for the purposes authorized in the Act, including utilizing tax increment financing ("TIF Financing"), as contemplated by C.R.S. § 31-25407(9)(a), for the purposes authorized by the Urban Renewal Law; and WHEREAS, TIF Financing provides that taxes, if any, levied after the effective date of the approval of the Plan upon taxable property in the area described in the Plan ("Urban Renewal Area") each year shall be divided for a period not to exceed twenty-five (25) years from the effective date of the Plan and that a portion of said property tax revenues (the "TIF Revenue") shall be allocated to and paid into a special fund of FURA to pay the principal of, interest on, and any premiums due in connection with bonds of, loans or advances to, or indebtedness incurred by FURA; and WHEREAS, the District, Firestone and FURA recognize that a division of taxes pursuant to C.R.S. § 31-25-107(9)(a) on property within the boundaries of the District without an agreement concerning the sharing of TIF Revenue that results from the District levy on taxable 1 property in the Urban Renewal Area may hinder the effectuation of the Plan and urban renewal projects within the Urban Renewal Area and the District's ability to provide District Services within the Urban Renewal Area; and WHEREAS, the District is cooperating with Firestone and FURA to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area; and W EREAS, the District, Firestone and FURA desire to enter into this Agreement for the transfer to the District of property tax revenues that FURA receives from the District levy on taxable property in the Urban Renewal Area; and WHEREAS, the District, Firestone all, FURA are authorized to enter into this Agreement pursuant to law, including without limitation C.R.S. § 31-25-112; and WHEREAS, the District, Firestone and FURA. have determined it is in the best interest of the parties to enter into this Agreement to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area; and WHEREAS, in consideration of the parties entering into this Agreement, the District consents to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan, pursuant to C.R.S. § 31-25-107(1)(c)(II)(D); NOW THEREFORE, in consideration of the foregoing recitals and the covenants, promises and agreements of each of the parties hereto, it is agreed by and among the parties hereto as follows; 1. Incorporation of Recitals. The foregoing recitals are incorporated into and made a part of this Agreement. 2. Sharing. of District Lew Allocation: FURA agrees to deposit into a separate account created for such purpose (the "Account"), all of the increase in property tax revenues calculated, produced, and allocated to FURA as a result of the levy of the District upon taxable property within the Urban Renewal Area pursuant to and in accordance with Section 31-25- 107(9)(a)(H) of the Act and the rules and regulations of the Property Tax Administrator of the State of Colorado (the "District Tax Levy Allocation"). Commencing on the date of this Agreement and for a period of twenty-five (25) years from the effective date of the Plan, FURA shall transfer to the District on or before the 151h day of each month all revenues received into such Account through the preceding month. If area is subsequently included in the Plan by a modification of the Plan approved by the Firestone Board of Trustees, and such modification results in TIF Revenues from the District Tax Levy Allocation being allocated to FURA for an additional period beyond twenty-five (25) years from the effective date of the Plan, then FURA shall mare the foregoing transfers to the District for such additional period. 3. Use of District Tax Levy Allocation. It is the intention of the District, Firestone and FURA that the District use the revenues transferred to it pursuant to Section 1 for the costs and expenses of providing District Services the Urban Renewal Area. in 2 4. Agreement Confined to District Tax Lev,Allocation Revenue. This Agreement applies only to the District Tax Levy Allocation revenues, as calculated, produced, collected and allocated to FURA within the Urban Renewal Area in accordance with C,R.S. § 31-25- 107(9)(a)(II) and the rules and regulations of the Property Tax Administrator of the State of Colorado, and does not include any other revenues of Firestone or FURA. Further, this Agreement applies only to the Urban Renewal Area described in the Plan as approved by Firestone Board of Trustees Resolution No. 15- and any area subsequently included in the Plan by a modification of the Plan approved by the Firestone Board of Trustees. 5. Subordination. By written consent of the District, as evidenced by a resolution approved by the Board of Directors of the District, the obligation of FURA to transfer revenues from the District Tax Levy Allocation to the District may be made subordinate to any payment of the principal of, the interest on, and any premiums due in connection with bonds of, loans or advances to, or indebtedness incurred by FURA for financing or refinancing, in whole or in part, any urban renewal project specified in the Plan. 6. Del lays. Any delays in or failure of performance by any party of its obligations under this Agreement shall be excused if such delays or failure are a result of acts of God, acts of public enemy, acts of the Federal or state government, acts of any other party, acts of third parties, litigation concerning the validity of this Agreement or relating to transactions contemplated hereby, fire, floods, strikes, labor disputes, accidents, regulations or order of civil or military authorities, shortages of labor or materials, or other causes, similar or dissimilar, which are beyond the control of such party. Notwithstanding the foregoing, where any of the above events shall occur which temporarily interrupt the ability of FURA to transfer District Tax Levy Allocation revenues as provided in Section 2, as soon as the event causing such interruption shall no longer prevail, FURA shall transfer the total amount of the District Tax Levy Allocation revenue that has been received by FURA that is then in the Account, as determined according to the provisions of Section 2 to this Agreement. 7. Consent Concerning Agricultural Land. The District hereby consents, pursuant to C.R.S. § 31"25407(1)(c)(11)(1)), to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan. 8. Termination and Subsequent Legislation. In the event of termination of the Plan, including its 11F Financing component, FURA and Firestone may terminate this Agreement by delivering written notice to the District. FURA and Firestone may also terminate this Agreement by delivering written notice to the District if the District no longer provides any District Services within the Town of Firestone. The parties further agree that in the event legislation is adopted after the effective date of this Agreement that invalidates or materially effects any provisions hereof, the parties will in good faith negotiate for an amendment to this Agreement that most bIly implements the original intent, purpose and provisions of this Agreement. 9. Entire Agreement. This instrument embodies the entire agreement of the parties with respect to the subject matter hereof. There are no promises, terms, conditions, or obligations other than those contained herein; and this Agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties hereto. No modification to this Agreement shall be valid unless agreed to in writing by the parties hereto. 10. Binding fEect. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors in interest. 11. No Third Party Enforcement. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 12. No Waiver of Immunities. No portion of this Agreement shall be deemed to constitute a waiver of any immunities the parties or their officers or employees may possess, nor shall any portion of this Agreement be deemed to have created a duty of care which did not previously exist with respect to any person not a party to this Agreement. 13. Severability. If any provision of this Agreement is found to be invalid, illegal ox unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Further, in the event of any such holding of invalidity, illegality or unenforceability (as to any or all parties hereto), the parties agree to take such action(s) as may be necessary to achieve to the greatest degree possible the intent of the affected provision of this Agreement. 14. No Assi ent. No party may assign any of its rights or obligations under this Agreement. 15. Paragraph Captions. The captions of the paragraphs are set forth only for the convenience and reference of the parties and are not intended in any way to define, limit, or describe the scope or intent of this Agreement. 16. Execution in Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. 17. No Presumption. The parties to this Agreement and their attorneys have had a full opportunity to review and participate in the drafting of the final form of this Agreement. Accordingly, this Agreement shall be construed without regard to any presumption or other rule of construction against the party causing the Agreement to be drafted. 18. Days. If the day for any performance or event provided for herein is a Saturday, a Sunday, a day on which national banks are not open for the xegular transactions of business, or a legal holiday pursuant to Section 2441401(1), C,R,S,, such day shall be extended until the next day on which such banks and state offices are open for the transaction of business, 190 Parties Not Partners, Notwithstanding any language in this Agreement or any other agreement, representation, or warranty to the contrary, the parties shall not be deemed to be partners or joint venturers, and no party shall be responsible for any debt or liability of any other party, IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officials to execute this Agreement effective as of the day and year first above written, ATTEST: By: ATTEST: By: Carissa Medina, Town Clerk ATTEST; By: Carissa Medina, Recording Secretary CARBON VALLEY PARK AND RECREATION DISTRICT By: TOWN OF FIRESTONE By: Paul Sorensen, Mayor FIRESTONE URBAN RENEWAL AUTHORITY By: George Heath, Chairperson 5