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HomeMy WebLinkAbout 937 Windy Gap PurchaseORDINANCE N0.937 AN ORDINANCE APPROVING AN AGREEMENT FOR THE SALE AND PURCHASE OF WINDY GAP UNITS WHEREAS, the Town of Firestone, acting by and through its Town of Firestone Water Activity Enterprise, organized and existing as a "water activity enterprise" under C.R.S. 37-45.1- 101 et se . (the "Town' ), owns and operates a potable water system and related facilities, and WHEREAS, the Board of Trustees of the Town, which is the governing body of the enterprise (the "Board"), finds and determines that it is in the best interest of the Town and its citizens for the Town to pursue the purchase of additional water rights in order to expand the Town's water resources; and WHEREAS, for such purpose, there has been proposed an Agreement for Sale and Purchase of Windy Gap Units (the "Agreement") with the Platte River Power Authority, as seller, for the Town's acquisition of five (5) unfrrmed units of Windy Gap Water, as such term is defined in the Agreement (the "Water Rights"); and WHEREAS, the Board by this ordinance desires to approve the Agreement, authorize its execution, and authorize other actions in connection with the acquisition of the Water Rights. NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: Section 1. The foregoing recitals are incorporated herein and made a part of this ordinance. Section 2. The proposed Agreement for Sale and Purchase of Windy Gap Units between the Town of Firestone and the Platte River Power Authority (the "Agreement"), for the Town's acquisition of five (5) unfirmed units of Windy Gap Water, as such term is defined in the Agreement (the "Water Rights"), is hereby approved in essentially the same form as the copy of such Agreement accompanying this Ordinance. The Board of Trustees hereby authorizes the purchase of the Water Rights in accordance with the terms and conditions of the Agreement, which are incorporated herein by reference. The total purchase price for the Water Rights and all rights appurtenant to the Water Rights shall be $10,000,000.00, and title to the Water Rights will be conveyed free and clear of all liens, encumbrances, assessments or leases, of any kind. Section 3. The Mayor and Town Clerk are hereby authorized to execute and deliver the Agreement on behalf of the Town; provided, however, that the Mayor is hereby further granted the authority to negotiate and approve such pre -execution and post -execution revisions and amendments to the Agreement as the Mayor determines are necessary or desirable for the protection or best interests of the Town, so long as the essential terms and conditions of the Agreement are not altered. The execution of the Agreement by the Mayor and Town Clerk shall be conclusive evidence of the approval by the Board of the Agreement in accordance with the terms hereof and thereof. 1 Section 4. The Mayor, Town Clerk and other officers, employees and agents of the Town are further authorized to execute and deliver all documents necessary in connection with the closing of the purchase of the Water Rights, and to do all things necessary on behalf of the Town to perform the obligations of the Town under the Agreement, including without limitation the execution and delivery of all documents necessary or required by the title company or district in connection with the closing. Section 5. All actions heretofore taken (not inconsistent with the provisions of this )rdinance) by the Board or the officers or agents of the Board or the Town relating to the Agreement are hereby ratified, approved and confirmed. Section 6. Town payment for the Water Rights shall be made in cash, certified funds or Town warrant, subject to the Agreement and to any necessary budgetary transfers or supplementary budgets and appropriations in accordance with State law. Such Town payment is subject to and conditioned upon satisfaction of all conditions and contingencies in the Agreement and the Town retains the right to terminate the Agreement as provided therein in the event any conditions or contingencies are not satisfied, including without the limitation the contingency for financing acceptable to the Town therein. Section 7. Nothing in this ordinance is intended to nor should be construed to create any multiple -fiscal year direct or indirect Town debt or fiscal obligation whatsoever. Section 8. If any article, section, paragraph, sentence, clause, or phrase of this ordinance is held to be unconstitutional or invalid for any reason, such decision shall not affect the validity or constitutionality of the remaining portions of this ordinance. The Board of Trustees hereby declares that it would have passed this ordinance and each part or parts hereof irrespective of the fact that any one part or parts be declared unconstitutional or invalid. INTRODUCED, READ, PASSED ADOPTED, APPROVED, AND ORDERED PUBLISHED BY TITLE ONLY this 27th day of June, 2018. TOWN OF FIRESTONE, COLORADO bi ATTEST: 1 t l /tr1 Mayor