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Home My WebLink About24-69 Approving the Firest Amend to Subdividion Agreement Firestone City Centre Subdivision No.1 07-10-2024RESOLUTION 24-69 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO APPROVING THE FIRST AMENDMENT TO THE SUBDIVISION AGREEMENT FOR FIRESTONE CITY CENTRE SUBDIVISION FILING N0.1 WHEREAS, On December 7, 2007 the Town of Firestone ("Town") and THE Firestone Development LLC ("Owner") entered into a Subdivision Agreement for Firestone City Centre Subdivision Filing No. 1; and WHEREAS , the parties desire to amend the Agreement to provide that the Owner will pay the Town Three Hundred Thousand Dollars and Zero Cents ($300,000.00) and in exchange the Town will construct the "Jake Jabs Boulevard South" connection and release One Hundred, Twenty One Thousand, Ninety Four Dollars and Eighteen Cents ($121,094.18) of Owner's Letter of Credit. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: The First Amendment to the Subdivision Agreement for Firestone City Centre Subdivision Filing No. 1 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 First Amendment on behalf of the Town. INTRODUCED, READ AND ADOPTED this 10th day of July 2024. ATTEST: L Town Clerk APPR VED AS F RM: William P. HayasqrFown Attorney TOWN OF F S E, COLORADO /`. Don C nyac . Mayor oGe fo FIRST AMENDMENT TO SUBDIVISION AGREEMENT (FIRESTONE CITY CENTRE SUBDIVISION FILING NO. 1) THIS FIRST AMENDMENT TO SUBDIVISION AGREEMENT ("First Amendment") is hereby made and entered into this 10 day of July, 2024, by and between the Town of Firestone, Colorado, a muiucipal corporation (the "Town") and THE Firestone Development, L.L.C., a Missouri limited liability company ("Owner"). RECITALS A. The Town and Owner entered into that certain Subdivision Agreement for Firestone City Centre Subdivision Filing No. 1 ("Subdivision"), dated December 6, 2007 subsequently recorded on December 7, 2007 in the records of the Weld County Clerk and Recorder's Office at Reception No. 3522367 (the "Original Agreement"), in furtherance of the development of the property more fully described in Exhibit A to the Original Agreement (the "Property"). Capitalized terns used and not otherwise defined in this First Amendment shall have the meanings ascribed to them in the Original Agreement. B. The Town and Owner desire to enter into this First Amendment to amend, modify, change and alter certain provisions of the Original Agreement to provide that the Owner will pay the Town the lump sum of Three Hundred Thousand Dollars and No Cents ($300,000) and in exchange the Town will construct the "Jake Jabs Boulevard South" connection, tenninate and release the Improvement Guarantee and letter of credit in connection therewith, and release Owner from any further obligations for the construction or installation of Public Improvements, all as more fully set forth below. AGREEMENT NOW THEREFORE, in consideration of the mutual promises and covenants contained herein and in the Original Agreement unamended by this First Amendment, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows and amend the Original Agreement: 1. First Amendment. Exhibit C — Engineer's Opinion of Probable Costs, Note 1 on page C-1 of the Original Agreement pertaining to the construction of the Jake Jabs Boulevard South connection shall be deleted in its entirety and replaced with the following: "Subdivider shall pay the Town the lump sum of THREE HUNDRED THOUSAND DOLLARS AND NO CENTS ($300,000) within thirty (30) days of the effective date of this First Amendment. Immediately upon the Town's receipt of the foregoing amount, without any further action of the parties, and notwithstanding any provisions of the Original Agreement to the contrary: (a) the Town shall be responsible for constructing the Jake Jabs Boulevard South connection at the time of its choosing; (b) the Improvement Guarantee and the underlying letter of credit in connection therewith issued to the Town and in effect as of the date of this First Amendment shall be deemed terminated and released in its entirety; and (c) Subdivider shall have no further obligations or responsibilities whatsoever to construct or install any Public Improvements remaining to be constricted or installed under the Original Agreement, and all of Subdivider's obligations and responsibilities to construct or install Public Improvements shall be deemed satisfied." 2. Construction. Each of the Parties acknowledges that they, and their respective counsel, substantially participated in the negotiation, drafting and editing of this First Amendment. Accordingly, the Parties agree that the provisions of this First Amendment shall not be constnied or interpreted for or against any Party hereto based on authorship. 3. Authority, Each Party represents and warrants that it has the power and authority to execute this First Amendment and that there are no third -party approvals required to execute this First Amendment or to comply with the terms or provisions contained herein. 4. Counterparts and Facsimile. This First Amendment may be executed in counterparts, each of which shall be deemed an original, and all of which together shall be deemed to constitute one and the same instrument. Each of the Parties hereto shall be entitled to rely upon a counterpart of the instrument executed by the other Party and sent by facsimile or electronic mail transmission. The Parties farther agree that this First Amendment may be executed by electronic copies of signatures, and that any electronic copies of signatures shall be binding upon the Party providing such electronic copy of signature as if it were the Patty's original signature. 5. No Other Modifications. Except as expressly set forth herein, this First Amendment shall not modify or amend the terms or provisions of the Original Agreement, and all terms and provisions of the Original Agreement not specifically modified or amended by this First Amendment are hereby ratified, and shall, subject to this First Amendment, remain unamended, in full force and effect and constitute legal and binding obligations of the parties. 6. Conflict. In the event of any conflict between this First Amendment and the Original Agreement, the terms of this First Amendment shall control such conflicting provisions. 7. Entire Agreement. This First Amendment contains the entire agreement of the Parties with respect to the subject matter hereof and may not be amended or modified except by an instrument executed in writing by the Parties. 8. Effective Date. The effective date of this First Amendment ("Effective Date") shall be the date that the last party executes this First Amendment. [Signature pages follow] IN WITNESS WHEREOF, the parties have executed this First Amendment as of the Effective Date. ATTEST: Gonzalez, Town Clerk APPROVED AS TO FORM: "d j 10 William P. Haya i, Town Attorney TOWN OF FIRESTONE, COLORADO, a municipal corporation By: Tn on Cony r., yor n; 0 [Additional signature page follows] OWNER: THE FIRESTONE DEVELOPMENT, L.L.C., a Missouri limited liability company By: TH stone Investors L.�„P� a Missouri ' '%ra ility company, Manager By: Michael H. Stae erg, Manager STATE OF MISSOURI ) SS. COUNTY OF ST. LOUIS ) On this 9"' day of July, 2024, before me appeared Michael H. Staenberg, to me personally known, who, being by me duly sworn, did say that he is the Manager of THE Firestone Investors, L.L.C., a Missouri limited liability company, the Manager of THE Firestone Development, L.L.C., a Missouri limited liability company, and said Michael H. Staenberg acknowledged that he executed this instrument on behalf of said limited liability company and acknowledged said instrument as the free act and deed of said limited liability companies. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid on the day and year above writt n. Notary Public My Commission Expires: ��`� DONALD A LAPOINT JR Notary Public, Notary Seal State of Missouri St. Louis County Commission # 20440829 My Commission Expires 05-04-2028