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Home My WebLink About21-111 Approving Cottonwood Residential LLC Native Water Credit Purchase Agmt 11-10-2021 with agreementRESOLUTION N0.21-111 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, APPROVING THE COTTONWOOD RESIDENTIAL LLC NATIVE WATER CREDIT PURCHASE AGREEMENT WHEREAS, Chapter 1.08 of the Firestone Municipal Code ("Code") requires land developers to agree to dedicate a certain amount of "water rights" and/or "shares" before annexing new land into the Town A Firestone; and WHEREAS, pursuant to the Code, a land developer must dedicate "water rights" and/or "shares" in payment of water connection charges and before recording a subdivision plat and/or receiving a building permit ("Water Rights Dedication"); and WElEREAS, Cottonwood Colorado Residential LLC ("Buyer•") is a land use applicant who has agreed to dedicate "water rights" and/or "shares" to Firestone pursuant to an Annexation Agreement dated December 10, 1998, and described as the Del Camino East PUD Annexation ("Annexation Agreement"), and must actually dedicate those "water rights" and/or "shares" prior to recording a final subdivision plat or receiving a building permit; and WHEREAS, Buyer is the owner of and seeking to develop certain lands within the Town of Firestone, as more fully described and depicted on the attached Exhibit 1 ("Property") which is made a part of this resolution; and WI-IEREAS, Buyer has need for additional "water rights" and/or "shares" to fulfill Buyer's water dedication requirements for the planned development on the Property; and WHEREAS, the Town of Firestone owns certain water rights, which it has offered to Buyer in the foam of Native Water Credits to assist Buyer in achieving Buyer's water dedication requirements pursuant to the Code; and WI-IEREAS, Buyer is interested in purchasing the Native Water Credits fi•om the Town of Firestone as set forth in this Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: The Native Water Credit Purchase Agreement between the Town of Firestone and Cottonwood Residential LLC is approved in substantially the same form as the copy attached hereto and made a part of this resolution, and the Mayor is authorized to execute the Agreement on behalf of the Town. With an effective date of January 5, 2022. INTRODUCED, READ, AND ADOPTED thislU day of NOV , 20219 \VU:- IO ATTEST: C Koenig, OF FIRESTONE, COLORADO Mayor NATIVE WATER CREDIT PURCHASE AGREEMENT This Native Water Credit Purchase Agreement ("Agreement"), made and entered into this day of A/ovc1wt e , 20.4 ("Effective Date"), by and between The Town of Firestone ("Firestone") and Cottonwood Colorado Residential, LLC, a Colorado limited liability company ("Buyer") whose address is c/o Alberta Development Partners, LLC 5750 DTC Parkway, Suite 210, Greenwood Village, CO 80111 ("Buyer"); RECITALS WHEREAS, the Firestone Municipal Code ("Code") requires land developers to agree to dedicate a certain amount of "water rights" and/or "shares" before annexing new land into Firestone; and WHEREAS, pursuant to the Code, a land developer must actually dedicate "water rights" and/or "shares" in payment of water connection charges and before recording a subdivision plat and/or receiving a building permit (the "Water Rights Dedication"); and WHEREAS, Buyer is a land use applicant who has agreed to dedicate "water rights" and/or "shares" to Firestone pursuant to an Annexation Agreement dated December 10, 1998 and described as the Del Camino East PUD Annexation ("Annexation Agreement"), and must actually dedicate those "water rights" and/or "shares" prior to recording a final subdivision plat or receiving a building permit; and WHEREAS, Buyer is the owner of certain lands within the Town of Firestone, as more fully described and depicted on Exhibit 1 (the "Property"), which Buyer is seeking to develop; and WHEREAS, Buyer has need for additional "water rights" and/or "shares" to fulfill Buyer's water dedication requirements for the planned development on the Property; and WHEREAS, Firestone owns certain water rights, which it has offered to Buyer in the form of Native Water Credits to assist Buyer in achieving Buyer's water dedication requirements pursuant to the Code; and WHEREAS, Buyer is interested in purchasing the Native Water Credits from Firestone as set forth in this Agreement; and AGREEMENT NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual agreement, and promises set forth herein, the receipt and sufficiency of which are hereby acknowledged by both Parties, the Parties agree as follows: 1. Recitals. The foregoing Recitals are incorporated herein as if fully set forth. 2. Native Water Credits. A "Native Water Credit" shall be equivalent to one acre-foot of water as needed for Buyer's water dedication requirements pursuant to the Code. The Native Water Credits are derived from water rights which are currently owned by Firestone. The Native Water Credits shall be used solely for Buyer's water dedication requirements as described herein. 3. Purchase Price. Buyer agrees to pay the "Purchase Price" of $37,500.00 per Native Water Credit for each of the 155 Native Water Credits purchased (the "Credits Purchased"), for a total Purchase Price of Five Million Eight Hundred Twelve Thousand Five Hundred dollars and no cents ($5,812,500.00). The Purchase Price is due and payable on the Effective Date of this Agreement. 4. Dedication. The Native Water Credits purchased by Buyer herein shall be deemed automatically dedicated to Firestone, at the execution of this Agreement, and Firestone acknowledges and agrees that the Credits Purchased fulfills and satisfies a portion of the Water Rights Dedication requirement under the Code and as set forth in the Annexation Agreement as necessary for Buyer to obtain all final plats for the Property. 5. No Assignment. This Agreement shall not be assigned by Buyer without written approval from Firestone, but the Water Rights Dedication shall accrue for the benefit of Buyer's successors in interest as fee title owner(s) of all or portions of the Property. The Native Water Credits described herein are non -transferable and may only be assigned due to a sale or conveyance of the Property by Buyer. If unforeseen circumstances occur that result in Buyer needing less than all of the Native Water Credits acquired by this Agreement for the final plat of the Property (the "Excess Water Credits"), Firestone and Buyer hereby agree that the Native Water Credits shall automatically and proportionately void upon recordation of a final plat for the Property with respect to the Excess Credits. If any Native Water Credits are voided due to recordation of final plat of the Property, Firestone shall remit the equivalent of the Purchase Price for the Excess Credits. 6. Plant Investment Fee. While the dedication of the Native Water Credits to the Town will satisfy Buyer's Water Rights Dedication, in order to receive taps for building permits on the Property, Buyer or future owner shall pay a Plant Investment Fee and/or Tap Fee. Buyer or future owner's obligation to pay such fees are in no way affected by the execution of this Agreement. 7. No Third Party Beneficiar Status. tatus. Nothing in this Agreement shall be construed as assigning all or any portion of any agreement in which Firestone is a party nor any of the benefits derived therefrom. 8. Entire Agreement. This Agreement represents the complete agreement between the Parties and no oral modification shall be recognized. Any amendment or additions shall be made in writing signed by both parties. 9. Severability. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 10. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, administrators, successors, and assigns. 11. Jurisdiction and Venue. This Agreement shall be governed, and its terms construed under the laws of the State of Colorado and venue shall be in the County of Weld. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first above written DI) .lV /�i. By: ,JV Si�dela.r Print: Title: G 8 0�NTY, GO��- BUYER: Cottonwood Colorado sides Re liability By: Print: LLC, a Colorado limited