HomeMy WebLinkAbout22-59 Native Water Dedication Amendment Agreement Cottonwood Colorado Residential LLC 5-11-2022RESOLUTION NO.22-59
A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE,
COLORADO, ACTING BY AND THROUGH ITS WATER ACTIVITY ENTERPRISE,
APPROVING THE FIRST AMENDMENT TO THE NATIVE WATER DEDICATION
AGREEMENT WITH COTTONWOOD COLORADO RESIDENTIAL LLC
WHEREAS, the Town of Firestone, acting by and tluough its Water Activity Enterprise ("Town")
and Cottonwood Colorado Residential, LLC ("Developer") entered into a Native Water Credit Dedication
Agreement on November 10, 2021 ( "Agreement")which would allow Developer to dedicate Gooding Ditch
Company shares ("Shares") to the Town to satisfy its development's raw water dedication requirements set
forth in the Firestone Municipal Code; and
WHEREAS, the Agreement set forth certain deadlines for actions to be taken in the process of
dedicating the Shares;
WHEREAS, the parties desire to amend the Agreement to allow Developer additional time to
complete the dedication of the Shares to the Town.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE
TOWN OF FIRESTONE, COLORADO.
The First Amendment to the Native Water Dedication Agreement between the Town of Firestone
acting by and through its Water Activity Enterprise and Cottonwood Colorado 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 First Amendment on behalf of the Town.
INTRODUCED, READ, AND OPTED this 1 lth day of May, 2022.
ESTON
OF FIRESTONE, COLORADO
ATTEST:
'AUNTY
GOB
Alan Peterson, Mayor
TO
William P. Hayashi,
FIRST ILVAIENDIZENT T" iN ATIVE «'ATER LIEDICATIO\T AGREElV7ENT
This Amendment tothe Native Water Dedication Agreement ("Amendment") is entered
into tlus 1 lth day of May, 20223 by and between the Town of Firestone, acting by and through its
Water Activity Enterprise ("Firestone"), and Cottonwood Colorado Residential, LLC, a
Colorado Limited Liability Company ('Developer") (collectively 'Parties"),
WITNESS ETH
WHEREAS, Firestone and Developer entered into a Native Water Dedication Agreement
on November 10, 2021 (the "Agreement") which would allow Developer to dedicate certain shares
in the Godding Ditch Company (the "Shares") to Firestone in satisfaction of
Developer's rate water dedication requirements pursuant to the Firestone Municipal Code; and
WHEREAS, the Agreement sets certain deadlines for certain actions to be taken in the
process of dedicating the Shares; and
WHEREAS, the Parties wish to amend those deadlines as stated in this Amendment to
allow for Developer to complete the dedication of the Shares to Firestone.
NOW, THEREFC)RE, for and inconsideration ofthe mutual promises set forth, and other
good and valuable consideration, which is hereby acknowledged and receipted for, Firestone and
Developer agree as follows:
1. The recitals above are hereby incorporated as if fizlly restated herein.
2. Developer has paid the Native Water Dedication Fee, in accordance tivith its obligations
under the Agreement.
3. The "Investigation Period" as that term is used and defined in the Agreement is
completed as ofthe date ofthis Amendment. Firestone has provided Developer with its
determination regarding the Native Credit (as that term is used in the Agreement) that
Developer shall receive from the dedication of the Shares to Firestone.
4. Developer has accepted the determination made by Firestone regarding the amount of
Native Credit to be received from the dedication of the Shares and intends to proceed to
Credit Closing (as that term is defined in the Agreement). Developer agrees to provide
payment to Firestone inthe amount of $1,575,000.00 at the Credit Closing in satisfaction
of the Storage and Infrastructure Fee for the dedication of the Shares.
5. Parties hereby agree to waive any objections for failure to meet any of the deadlines set
out iu the Agreement. Parties agree to hold the Credit Closing within 14 days of this
Agreement, which Credit Closing shall occur on or before May 25, 2022. The Parties
agree that if the Credit Closing does not occur on or before May 25, 2022, the Agreement
shall be treated as terminated and the Parties shall take all necessary actions described in
the Agreement for the termination of the Agreement.
6. The Parties agree tha# "Developer" as used in the Agreement and this Amendment and
for purposes of Firestone's acknowledgement of raw water dedication by Developer,
shall mean Cottonwood Colorado Residential, LLC and the related entities: Cottonwood
Colorado Residential II, LLC, Cottonwood Colorado Residential III, LLC, Cottonwood
Colorado Residential IV, LLC, Cottonwood Colorado Residential V, LLC & Cottonwood
Colorado Residential VI, LLC C'CCR LLCs"), Firestone shall acknowledge, without the
need for a formal assignment, the dedication of Native Credits from the Shares by any of
the CCR LLCs as needed for the CCR LLCs to obtain approval and record final plats on
the Property until the Native Credits from the Agreement are exhausted.
7. Except as modified by this Amendment, the terms of the Agreement remain in full force
and effect.
8. In the event of any inconsistencies between the terms and provisions of this Amendment
and those set forth in the Agreement, the terms and conditions of this Amendment shall
control in all instances. Capitalized terms not otherwise defined in this Amendment shall
have the meaning attributed to those terms in the Contract. Except as set forth in this
Amendment, the Contract is ratified and acknowledged by the parties to be in full force
and effect. This Amendment may be executed in two or more counterparts, each of which
shall be deemed an original, all of which together shall constitute one and the same
instrument. Executed copies of this Amendment may be delivered by email or facshi mle
and the parties hereto agree to accept and be bound by electronic or facsimile signatures
hereto.
�gTONE WN OF FIRESTONE, COLORADO,
�; �o� VjW g by and through its Water Activity Enterprise
=o
�'0
rew P erson, Mayor
Don P
OOD COLORADO RESIDENTIAL, LLC
Signatory