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HomeMy WebLinkAbout20-63 Development Agreement with Second Royalty LLC Public Way Improvements 06-10-20204637391 10/05/2020 04.53 PM Total Pages: 1 Rec Fee: $13.00 Carly Koppes - Clerk and Recorder, Weld County, CO RESOLUTION NO.20-63 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, APPROVING A DEVELOPMENT AGREEMENT WITH SECOND ROYALTY LLC PERTAINING TO THE CONSTRUCTION AND INSTALLATION OF PUBLIC ROADWAY IMPROVEMENTS WHEREAS, Second Royalty LLC ("Owner") is the developer of a subdivision to be known as "St. Acacius Subdivision — Replat No. 1" in the Town of Mead, Colorado; and WHEREAS, the Owner is required to construct improvements in public right-of-way under the jurisdiction of the Town of Firestone ("Town"); and WHEREAS, a Final Utility Plan ("FUP") titled St. Acacius Subdivision Construction Documents, was prepared by Atwell LLC and approved by the Town; and WHEREAS, the development regulations of the Town require that the Owner enter into a Development Agreement ("Agreement") with the Town relative to improvements ("Public Improvements") related to the FUP. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: Section 1. The Development Agreement between the Town of Firestone and Second Royalty LLC is hereby approved in substantially the same form as the copy attached hereto as Exhibit A, and the Mayor is authorized to execute the agreement on behalf of the Town. INTRODUCED, READ AND ADOPTED thisAkday of (it" 2020. .�� •i SiAT.a'r,Mayor WWillam P. Hayashi, Town Attorney 4637392 10/05/2020 04.53 PM Total Pages: 17 Rec Fee: $93.00 Carly Koppes - Clerk and Recorder, Weld County, CO DEVELOPMENT AGREEMENT [St Acacius Subdivision Replat No 1— Road 9.51 THIS AGREEMENT is made and entered into this Ne day of June„ , 2020, by and between the TOWN OF FIRESTONE, a Colorado municipal corporation whose address is 151 Grant Avenue, Firestone, CO 80520 ("Town") SECOND ROYALTY LLC, a Colorado limited liability company, whose address is c/o Laramie Dawson, 126 E. 56th Street, loth Floor, New York, New York 10022 ("Owner"). WHEREAS, the Owner is the developer of a subdivision to be known as "St. Acacius Subdivision — Replat No. 1" in the Town of Mead, Colorado; and WHEREAS, the Owner is required to construct improvements in public right-of-way under the jurisdiction of the Town; and WHEREAS, a Final Utility Plan ("FUP") titled St. Acacius Subdivision Construction Documents, prepared by Atwell LLC and approved by the Town, a copy of a portion of which FUP is attached hereto by reference only as Exhibit A, and which FUP will require construction of the public improvements set forth herein; and WHEREAS, the development regulations of the Town require that the Owner enter into a Development Agreement ("Agreement") with the Town relative to improvements ("Public Improvements") related to the FUP. NOW, THEREFORE, in consideration of the foregoing, the parties hereto promise, covenant and agree as follows: 1. Owner Obligation. The Owner shall be responsible for performance of the covenants set forth herein. 2. Construction Deadline; Warranty; Acceptance of Public Improvements. (a) Owner shall at its sole expense construct and install, on or before October 1, 2021, all roadway and related improvements required by the approved FUP. All Public Improvements identified in Exhibit A and Exhibit B shall be completed by such date and in full conformance with the FUP and with all other applicable drawings, plans and specifications approved in writing by the Town, and with all applicable ordinances, rules and regulations of the Town. (b) No later than fourteen (14) days after the Public Improvements are completed, Owner shall request inspection of the same by the Town. If Owner does not request this inspection within fourteen (14) days of completion of improvements, the Town may conduct the inspection without the approval of Owner. Owner shall provide "as -built" drawings, in both hard copy and electronic file format acceptable to the Town, and a certified statement of construction costs. If Owner has not Mean St. A-6. SIA 1 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 2 of 17 completed the Public Improvements on or before the completion date set forth in subsection (a), the Town may exercise its rights to secure performance as provided in Section 4 of this Agreement. If Public Improvements completed by Owner and as -built drawings provided by the Owner are satisfactory, the Town shall grant Conditional Acceptance, which shall be subject to Final Acceptance as set forth in subsection (d). If the Public Improvements completed by Owner are unsatisfactory, the Town shall provide written notice to Owner of the repairs, replacements, construction or other work required to receive Conditional Acceptance. Owner shall complete all needed repairs, replacements, construction or other work within thirty (30) days of said notice, unless delayed by weather or other Force Majeure event, as defined below. After Owner completes the repairs, replacements, con- struction, or other work required, Owner shall request the Town re -inspect the work to determine if Conditional Acceptance can be granted, and the Town shall provide written notice to Owner of the acceptability or unacceptability of such work prior to proceeding to complete any such work at Owner's expense. If Owner does not complete the repairs, replacements, construction or other work required within thirty (30) days of said notice, subject to delays as provided above, the Town may exercise its rights to secure performance as provided in Section 4 of this Agreement. The Town reserves the right to schedule re -inspections, depending upon scope of deficiencies. (c) Until such time as the Town grants Final Acceptance, Owner shall warrant all Public Improvements for defects in materials and workmanship and, at its own expense, take all actions necessary to maintain said improvements and make all needed repairs or replacements which, in the reasonable opinion of the Town, shall become necessary. If within thirty (30) days after Owner's receipt of written notice from the Town requesting such repairs or replacements, the Owner has not completed such repairs, the Town may exercise its rights to secure performance as provided in Section 4 of this Agreement. (d) At least thirty (30) days before two (2) years has elapsed from the issuance of Conditional Acceptance of the Public Improvements, or as soon thereafter as weather permits, Owner shall request a Final Acceptance inspection. The Town shall inspect the improvements and shall notify the Owner in writing of all deficiencies and necessary repairs, if any. If there are no deficiencies, or after Owner has corrected all deficiencies and made all necessary repairs identified in said written notice, the Town shall grant written Final Acceptance. If Owner does not correct all deficiencies and make repairs identified in said inspection to the Town's satisfaction within thirty (30) days after receipt of said notice, weather permitting, the Town may exercise its rights to secure performance as is provided in Section 4 of this Agreement. 3. Financing and Improvement Guarantees. (a) Except as otherwise specially agreed herein, the Owner agrees to install and pay for all Public Improvements described in Exhibit B or otherwise required by this Agreement as shown on the approved FUP attached hereto by reference only as Exhibit A. Said Improvement Guarantee shall include, but not be limited to, street construction, utility relocation, landscaping, storm sewer and drainage improvements. (b) Prior to commencing construction of the Public Improvements, Owner shall submit to the Cl­ St. A.d ., stn 2 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 3 of 17 Town the following Improvement Guarantees for all Public Improvements: (1) Owner shall provide a letter of credit in form and substance as shown in Exhibit C as the Improvement Guarantee in an amount equal to one hundred percent (100%) of the total estimated cost, including labor and materials, to secure the performance of the installation of Public Improvements the amount shown in Exhibit B: (c) The term of the Improvement Guarantee provided by Owner shall be for a period of time sufficient to cover the completion of construction of the associated Public Improvements and, except as set forth in subsection (d) below, shall not be released until Final Acceptance of the associated Public Improvements has been granted by the Town. The Improvement Guarantee set forth in subsection (b)(1) above shall be released upon Final Acceptance of the Public Improvements by the Town. If the Owner provides a letter of credit, the letter of credit shall not expire during the winter season (November 1 — March 1). (d) At the time of Conditional Acceptance of the Public Improvements, the Town shall reduce the amount of the Improvement Guarantee set forth in subsection (b)(1) above to fifteen percent (15%) of the certified statement of construction costs for the Public Improvements. (e) The remaining Improvement Guarantees set forth in subsection (b)(1) above shall be released upon Final Acceptance of the Public Improvements by the Town, provided no mechanics' liens have been fled with respect to the Public Improvements and the Owner is not otherwise in breach of this Agreement. If any mechanics' liens have been filed with respect to the Public Improvements, the Town may retain all or a portion of the Improvement Guarantee up to the amount of such liens. If Owner fails to have improvements finally accepted within two (2) years of the date of the issuance of Conditional Acceptance or any improvements are found not to conform to this Agreement, or to applicable Town standards and specifications, then Owner shall be in default of the Agreement and the Town may exercise its rights under Section 4 of this Agreement. (f) In addition to any other remedies it may have, the Town may, at any time prior to Final Acceptance, draw on any Improvement Guarantee issued or provided pursuant to this Agreement if Owner fails to extend or replace any such Improvement Guarantee at least thirty (30) days prior to expiration of such Improvement Guarantee. If the Town draws on the guarantee to correct deficiencies and complete improvements, any portion of said guarantee not utilized in correcting the deficiencies and/or completing improvements shall be returned to Owner within thirty (30) days after said final acceptance. In the event that the Improvement Guarantee expires or the entity issuing the Improvement Guarantee becomes non -qualifying, or the cost of improvements and construction for a phase is reasonably determined by the Town to be greater than the amount of the security provided for such phase, then the Town shall furnish written notice to the Owner of the condition, along with supporting documentation, and within thirty (30) days of receipt of such notice the Owner shall provide the Town with a substituted qualifying Improvement Guarantee, or augment the deficient security as necessary to bring the security into compliance with the requirements of this Cl-, SI_ Acacias S[A 3 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 4 of 17 Section 3. If such an Improvement Guarantee is not submitted or maintained, then Owner is in default of this Agreement and is subject to the provisions of Section 4 of this Agreement. 4. Breach of Agreement. In the event that the Owner should fail to timely comply with any of the terms, conditions, covenants and undertakings of the Agreement, and if such noncom- pliance is not cured and brought into compliance within thirty (30) days of written notice of breach of the Owner by the Town, unless the Town in writing and in its sole discretion designates a longer cure period, then the Town may exercise any one or more of the following rights and remedies: (a) immediately upon the expiration of such cure period draw upon the Guarantee, which may be used by the Town to complete or cause to be completed any or all of the Public Improvements at Owner's expense; (b) restrict or withhold the issuance of any building permits, COs or other approvals or permits; (c) if the Town so chooses, complete the required Public Improvements with funds other than the Guarantee, in which event Owner shall reimburse the Town within thirty (30) days after receipt of written demand and supporting documentation from the Town; or (d) pursue any other remedy at law or in equity that may be appropriate under municipal, state or federal law, including but not limited to an action for specific performance. All notices by the Town to the Owner will specify the conditions of default. All costs incurred by the Town, including, but not limited to, administrative costs, court costs and reasonable attorney fees, in pursuit of any remedies due to the breach by the Owner shall be the responsibility of the Owner. The Town may deduct these costs from the Guarantee. All of the foregoing rights and remedies of the Town shall be cumulative, and the Town may exercise any one or all of such rights and remedies without prejudice to any other right or remedy available to the Town. No act, event or omission will be a breach hereunder if the Owner's failure to perform is caused by Force Majeure or by any act, omission or default by the other Party. As used herein, "Force Majeure" shall mean delays of Owner in performing hereunder which are caused by or related to governmental moratoria or similar development restrictions processing delays, strikes, work shortages, acts of God or any other matter beyond Owner's control. In the event of any Force Majeure event, the date on which Owner was otherwise obligated to perform shall be deemed automatically extended for a like number of days as the duration of the Force Majeure event. 5. Testing and Inspection. (a) Owner shall employ, at its own expense, a licensed and registered testing company, previously approved by the Town in writing, to perform all testing of materials or construction that may reasonably be required by the Town, including but not limited to compaction testing for embankment fills, structural backfills, pipe bedding, trench backfills, subgrades, road base course and asphalt, and concrete strength testing, and shall furnish copies of test results to the Town on a timely basis for Town review and approval prior to commencement or continuation of construction to which the testing is applicable. In addition, at all times during said construction the Town shall have access to inspect the materials and workmanship of said construction, determine the progress of the work, and determine compliance of the work with the approved plans and the Town's construction regulations, and all materials and work not conforming to such regulations, plans and specifications shall be repaired or removed and replaced at Owner's expense so as to conform to such regulations, plans and specifications. Until Final Acceptance, the Clun &. Aca m S,A 4 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 5 of 17 Owner shall be responsible for, and shall promptly pay upon receipt of invoice therefor, all actual costs incurred by the Town for engineering, planning, inspection, testing, and legal services related to the Public Improvements to be constructed under this Agreement or to the administration of this Agreement. (b) All work shown on the approved FUP shall be subject to inspection by the Town. Inspection by the Town shall not relieve the Owner from compliance with the approved plans and specifications or the Town's construction regulations. Inspection services requiring the presence of Town staff are provided Monday through Friday, except legal holidays, from 8:00 a.m. to 4:00 p.m. During the hours listed above, inspections shall be scheduled a minimum of forty-eight (48) hours in advance with the Town. Requests for inspection services beyond the hours listed above, shall be submitted in writing a minimum of forty-eight (48) hours in advance to the Town for approval. If the request is denied, the work shall not proceed after the time requested until an inspection has been performed during the hours listed above. The Owner shall comply with all notification and inspection requirements of the sanitation district serving the property with regard to sanitary sewer and storm drainage improvements. 6. Recording of Agreement. The Town shall record this Agreement at Owner's expense in the office of the Clerk and Recorder, County of Weld, State of Colorado, and the Town shall retain the recorded Agreement. 7. Binding Effect of Agreement. This Agreement shall run with the Property and shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. 8. Assignment, Delegation and Notice. Owner shall provide to the Town for approval written notice of any proposed transfer of the Property to any successor, as well as arrangements, if any, for assignment or delegation of the obligations hereunder. Owner and successor shall, until written Town approval of the proposed transfer of title and assignment or delegation of obligations, be jointly and severally liable for the obligations of Owner under this Agreement. 9. Modification and Waiver. No modification of the terms of this Agreement shall be valid unless in writing and executed with the same formality as this Agreement, and no waiver of the breach of the provisions of any section of this Agreement shall be construed as a waiver of any subsequent breach of the same section or any other sections which are contained herein. 10. Addresses for Notice. Any notice or communication required or permitted hereunder shall be given in writing and shall be personally delivered, sent by a nationally recognized overnight delivery service, or sent by United States mail, postage prepaid, registered or certified mail, return receipt requested, addressed as follows: 3•]1A Clan St, Acacia; S1A 5 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 6 of 17 Town of Firestone Town Clerk 151 Grant Avenue P.O. Box 100 Firestone, CO 80520 With a required copy to: Williamson & Hayashi, LLC Attn: William Hayashi 1650 381h Street, Suite 103 West Boulder, CO 80301 Second Royalty LLC Attn: Glen R. Smith, VP 1805 S. Bellaire Street, Suite 110 Denver, CO80222 Spencer Fane Attn: James Kurtz -Phelan 1700 Lincoln Street, Suite 2000 Denver, CO 80203 Second Royalty LLC c/o Laramie Dawson 126 E. 561h Street, I Och Floor New York, New York 10022 or to such other address or the attention of such other person(s) as hereafter designated in writing by the applicable parties in conformance with this procedure. Notices shall be effective upon mailing or personal delivery in compliance with this paragraph. 11. Title and Authority. Owner warrants to the Town that it is the record owner of the Property, and that he has full power and authority to enter into this Agreement. 12. Applicable Law; Venue; Severability. This Agreement is to be governed and construed according to the laws of the State of Colorado. Venue for any action related to this Agreement shall be in the district courts of Weld County. In the event that upon request of Owner or any agent thereof, any provision of the Agreement is held to be violative of the municipal, state, or federal laws and hereby rendered unenforceable, the Town, in its sole discretion, may determine whether the remaining provisions will or will not remain in force. 13. Indemnity. Owner agrees to indemnify and hold harmless the Town and its officers, agents, and employees from and against all liability, claims, damages, losses, and expenses, including but not limited to, attorney fees arising out of, resulting from, or in any way connected with this Agreement or the right and obligations of the Owner hereunder. 14. Non -Liability. Owner acknowledges that the Town's review and approval of any plans for the Public Improvements is done in furtherance of the general public health, safety and welfare and that no specific relationship with, or duty of care to the Owner or third parties is assumed by such review approval, or immunity waived, as is more specifically set forth in the Colorado Governmental Immunity Act. Clean Si. A.6. SIA DN 4010539.1 M 4637392 10/05/2020 04.53 PM Page 7 of 17 15. Insurance; OSHA. Subdivider shall, through contract requirements and other normal means, guarantee and furnish to the Town proof thereof that all employees and contractors engaged in the construction of improvements are covered by adequate Workers' Compensation Insurance and Public Liability Insurance, and shall require the faithful compliance with all provisions of the Federal Occupational Safety and Health Act (OSHA). 16. Agreement Status After Completion. Upon completion of the Public Improvements and inspection approval thereof by the Town, and provided that no litigation or claim is pending relating to this Agreement, this Agreement shall no longer be in effect. 17. Ownership of Public Improvements. Subject to this Agreement and to any provisions of this Agreement relating to Conditional or Final Acceptance of the Public Improvements stated herein, Owner shall convey to the Town all of the Public Improvements at the time of Conditional Acceptance, free and clear of all liens, encumbrances and restrictions, by bill of sale or other proposed document of conveyance. All improvements made upon Town property or Town rights -of -way or Town easements shall, after conditional acceptance by the Town, be and remain the sole and exclusive property of the Town, free and clear from any and all claims by the Owner or others. 18. Legal Expenses. In the event that it is necessary to initiate legal proceedings to enforce the provisions of this Agreement, the non -prevailing party shall be responsible for all reasonable legal expenses and costs incurred by the prevailing party. 19. Third Party Beneficiaries. This Agreement will not be construed as or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties will have any right of action hereunder for any cause whatsoever. [SIGNATURE PAGE FOLLOWS] cis u. A.6. SIA DN 4010539.1 4637392 10/05/2020 04.53 PM Page 8 of 17 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first set forth above. TOWN: O/VTOWN OF FIRESTONE, COLORADO 1® j a By: % 0 Bobbi Sindel , Mayor ATTEST: ACKNOWLEDGMENT STATE OF COLORADO ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this 1®1lay of _�r1e. 20W by__ Pii0bb1 S n Q.J Q�i as Q► Witness my hand and official seal. My commission expires: - �' • a a JESSICA ANNE KOENIG (S1 AL) Notary Public State of Colorado Notary ID # 20144044046 My Commission Expires 11-14-2022 Clan SL A—i. SIA 8 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 9 of 17 OWNER: SECOND ROYALTY, LLC By: Nam .,v Title: ACKNOWLEDGMENT STATE OF COLORADO ) ss. COUNTY OF /4S ) The foregoing instrument was acknowledged before me this day of 20.20, by �n as 16te I et eAf —aM4 - ^f Second Royalty, LLC. Witness my hand and official seal. My commission expires: (SEAL) Notary Public DIANE CROWLEY ORTIZ NOTARY PUBLIC STATE OF COLORADO NOTARY ID 19994011266 MY COMMISSION SXPIRES APRIL 26 2023 Clean &, Acadia SIA 9 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 10 of 17 EXHIBIT A By reference Sheets S1 thru _, -09 thru - , and thru Of the "St. Acacius Subdivision Construction Documents" prepared by Atwell LLC dated , 2020, stamped by Jeff French, PE and approved by the Town of Mead Town Engineer on S t: p IS2020. Clean St. Aeadw SIA 10 DN 4010539.1 4637392 10/05/2020 04.53 PM Page 11 of 17 EXHIBIT B Engineers Estimate of the Cost of Public Improvements Clean & Acacias SIA 11 DN 40IOS39. I 4637392 10/05/2020 04.53 PM Page 12 of 17 ONATWELL Project St Acacius Subtd Weri Prepared By. MLH Date: Thursday March5 2020 .lob Number: 13,110 Client Park Land Commm St. Acacius Metropolitan District Firestone Phase I SIA item cxy unit uns cost Item cost Description C—ty Ro.d 912(H.1 SeGion) Z625 LF $297.00 $779.625oD IA MviA 2Lace-k kd-rrad-y, crab& gutter and sHenaAcs Ss .y S— Cartrstien 1 FA S1,5DO.00 $1,50000 Kr— M.W2L--Irckd—ad—y,cv68 gutter e,d sder.Ra Roadway Total $779,625.00 Total St. Acactus Metropordan (Wrict TOTAL: S779,925.00 4637392 10/05/2020 04.53 PM Page 13 of 17 EXHIBIT C IRREVOCABLE LETTER OF CREDIT Required Form [date of Letter of Credit - the date the credit is opened] Town of Firestone, CO 151 Grant Avenue P.O. Box 100 Firestone, CO 80520 Attn: Town Clerk: We hereby issue our Irrevocable Letter of Credit Number in your favor for the account of , in an amount not to exceed effective immediately and expiring at our counters on (except November 1 - March 1) or any extended expiration date as indicated below. Funds under this Letter of Credit are available for payment by sight, by presentation of your sight draft(s) substantially in the form of Exhibit "A" accompanied by your written certificate substantially in the form of Exhibit "B". Partial and multiple drawings are permitted. This Letter of Credit will automatically be extended for a period of one (1) year from the present or any future expiration date unless we notify you in writing by certified mail ninety (90) days prior to any expiration date that we elect not to renew this Letter of Credit for any additional period. We hereby engage with you that all drawings in conformity with terms and conditions of the Letter of Credit will be duly honored upon presentation to our counters on or before any expiration date as indicated above. All bank charges, including any advising bank charges, are to be charged to (account party's name). If a demand for payment by you hereunder does not, in any instance, conform to the terms and conditions of this Letter of Credit, the bank shall give the Town written notice, and send copy of this notice by FAX to the Town of Firestone (Attn: Town Clerk) to (720) 476-4232, within three business days of presentment of any nonconforming draft that the purported negotiation was not effective in accordance with the terms and conditions of the Letter of Credit, stating with pat icularity the reasons therefore. The bank will hold all documents at the bank for the Town, or send them to the Town, at Cl.. Sc A—i. S,A DN 4010539.1 12 4637392 10/05/2020 04.53 PM Page 14 of 17 the Town's option. Any such nonconforming demand may be corrected and resubmitted within three (3) business days of receipt of the bank's mailed notice of nonconformity. A resubmittal will be deemed to have been presented to the bank on the date of the original demand for payment. We are a current member of (FDIC) (FSLIC). This credit is subject to the Uniform Customs and Practice for Documentary Credits, 2007 revision, ICC publication number 600. This Irrevocable Letter of Credit sets forth in full the terms of our undertaking and such undertaking shall not in any way be modified, amended or amplified by reference to any document or instrument referred to herein or in which the Irrevocable Letter of Credit relates and any such reference shall not be deemed to incorporate herein by reference any document or instrument. Sincerely, (Bank) Clan St. Acacia, SIA 13 DN 40105A 1 4637392 10/05/2020 04:53 PM Page 15 of 17 EXHIBIT A TO LETTER OF CREDIT 101W11w81W]1,Am1•dyj1a018p]'J ILTA04IKill101a IRREVOCABLE LETTER OF CREDIT NO. DATE: , 20 PAY TO: The account of the Town of Firestone, Colorado, Account No. . at Colorado, THE SUM OF TOWN OF FIRESTONE, COLORADO By: Town Clerk Clean 9. Acacia; SIA DN 4010539.1 14 4637392 10/05/2020 04.53 PM Page 16 of 17 Int EXHIBIT B TO LETTER OF CREDIT CERTIFICATE FOR PAYMENT The undersigned, a duly appointed officer of the Town of Firestone, Colorado (the "Town"), hereby certifies to (the "Bank"), with reference to the Bank's Irrevocable Letter of Credit No. (the "Letter of Credit"), issued by the Bank in favor of the Town, that: the (1) The undersigned is the Town Clerk for the Town. (2) The Town is authorized to make a drawing under the Letter of Credit. (3) The amount which is due and payable from the Letter of Credit is $ , and the amount of the sight draft accompanying this certificate does not exceed such amount. IN WITNESS WHEREOF, the undersigned has executed and delivered this certificate as of day of , 20 TOWN OF FIRESTONE, COLORADO By: Town Clerk Clean St, Acacia, STA DN 4010539.1 15 4637392 10/05/2020 04.53 PM Page 17 of 17 Exhibit D LEGAL DESCRIPTION St Acacius Subdivision Replat No 1, recorded in the office of the Weld County Clerk and Recorder on September 14, 2020 at Reception No. 4629456 Town of Mead, County of Weld, State of Colorado.