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Home My WebLink About22-60 Native Water Credit Purcahse Agreement Amendment Cottonwood Colorado Residential LLC 5-11-2022RESOLUTION N0.22-60 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 CREDIT PURCHASE AGREEMENT WITH COTTONWOOD COLORADO RESIDENTIAL LLC WHEREAS, the Town of Firestone, acting by and through its Water Activity Enterprise ("Town") and Cottonwood Colorado Residential, LLC ("Developer") entered into a Native Water Credit Purchase Agreement on November 10, 2021 ("Agreement" }; and WHEREAS, Developer is required to pay the purchase price upon the Effective Date of the Agreement however changes to Developers raw water obligations have impacted Developers need for the total amount of Native Water Credits; and WHEREAS, the parties desire to amend the Agreement's Effective Date and amend the total number of Native Credits available to Developer to reflect changes to Developers raw water dedication requirements. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO. The First Amendment to the Native Water Credit Purchase Agreement beriveen 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, f1�,,,�DOPTED this 1 lth day of May, 2022. � r¢�OW NOIV`+, 10 S o <%%0 s0� ATTEST: CIA AO00% 10/ Ci1VTY,.Go�. J� TOWN OF FIRESTONE, COLORADO Alan Peterson, Mayor APPRO Attorney FIRST A&IENDZIENT TO NATIV�E WATER CREDIT PURCHASE AGREEMENT This Amendment to the Native Water Credit Purchase Agreement ("Amendment") is entered into this 1 lth day of May, 2022, 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"). WITNESSETH WHEREAS, the Parties entered into a Native Water Credit Purchase Agreement on November 10, 2021 (the "Agreement") for certain Native Water Credits (as that term is fiuther defined in the Agreement); and WHEREAS, per the Resolution adopted by Firestone in its approval of the Agreement, the Effective Date of the Agreement was January 5, 2022; and WHEREAS, Developer is obligated to pay the Purchase Price on the Effective Date of the Agreement; and «THEREAS, changes to Developer's ra�v water dedication obligations has impacted Developer's need for the total amount of Native Water Credits; and WHEREAS, the Parties wish to extend the Effective Date of the Agreement and modify the total number of Native Credits available to Developer to reflect changes to Developer's raw water dedication requirements. NOW, THEREFORE, for and Ill consideration of the muhtal promises set forth, and other good and vahiable consideration, which is hereby acknowledged and receipted for, the Parties agree as follows: 1. The recitals above are hereby incorporated as if fiilly restated Herein. 2. The Effective Date ofthe Agreement is amended from January _5. 2022 to iVlay 25, 2022. 3. The total number ofNative Credits to be purchased by Developer is amended from 155 Native Credits to 125Native Credits. 4. The Purchase Price forthe Agreement is amended fioin $5,812,500.00 to 54,687,500.00. Tlie Purchase Price is due by Developer to Firestone on the amended Effective Date of May 25, 2022, but may be paid by Developer at any time prior to the Effective Date. The 125Native Credits purchased by Developer shall be automatically acknowledged as dedicated upon receipt of the Purchase Price by Firestone from Developer. 5. The Parties agree that "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 ("CCR LLCs"). Firestone shall acknowledge, without the need for a formal assignment, the dedication of the Native Credits purchased by Developer for any of the CCR LLCs as needed for the CCR LLCs to obtain approval and record finial plats on the Property until the Native Credits from the Agreement are exhausted. The Parties agree that 125 Native Credits shall be utilized for the raw water dedication requirements on the Property after all of the Native Credits from the November 10, 2021 Native Water Dedication Agreement, as amended, are exhausted. 6. Except as modified by this Amendment, the terms of the Contract remain in full force and effect. 7. In the event of any inconsistencies between the terms and provisions of this Amendment and those set forth in the Contract, 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 facsimile and the parties hereto agree to accept and be bound by electronic or facsimile signatures hereto. TOWN OF FIRESTONE, COLORA.DO, Acting by and through its Water Activity Enterprise By: Drew Peterson, Mayor Cottonwood Colorado Residential, LLC Don Signatory FIRST AibIENDMENT TO NATIVE WATER CREDIT PURCHASE AGREEMENT This Amendment to the Native Water Credit Purchase Agreement ("Amendment") is entered into this 1 lth day of May, 2022, 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"). WITNESSETH WHEREAS, the Parties entered into a Native Water Credit Purchase Agreement on November 10, 2021 (the "Agreement") for certain Native Water Credits (as that term is fiirther defined in the Agreement); and WHEREAS, per the Resolution adopted by Firestone in its approval of the Agreement, the Effective Date of the Agreement was January 5, 2022; and WHEREAS, Developer is obligated to pay the Purchase Price on the Effective Date of the Agreement; and WHEREAS, changes to Developer's racy water dedication obligations has impacted Developer's need for the total amount of Native Water Credits; and WHEREAS, the Parties wish to extend the Effective Date of the Agreement and modify the total number of Native Credits available to Developer to reflect changes to Developer's raw water dedication requirements. NOW, THEREFORE, for and inconsideration of the inuhzal promises set forth, and other good and valuable consideration, which is hereby 43kw oVvledged and receipted for, the Parties agree as follows: l . The recitals above are hereby incorporated as if fizlly restated herein. 2. The Effective Date of the Agreement is amended from January 5 2022 to May 25, 2022. 3. Tlie total number ofNative Credits to be purchased by Developer is amended from 155 Native Credits to 12_SNative Credits. �. The Purchase Price for the Agreement is amended from $5,812,500.00 to 5A,687,500.00. Tlie Purchase Price is due by Developer to Firestone on the amended Effective Date of May 25, 2022, but may be paid by Developer at any time prior to the Effective Date. The 125Native Credits purchased by Developer shall be automatically acknowledged as dedicated upon receipt of the Purchase Price by Firestone from Developer. 5. 'I he Partics agree that "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 ("CCR LLCs"). Firestone shall acknowledge, without the need for a formal assignment, the dedication of the Native Credits purchased by Developer for any of the CC,R 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. The Parties agree that 125 Native Credits shall be utilized for the raw water dedication requirements on the Property after all of the Native Credits from the November 10, 2021 Native Water Dedication Agreement, as amended, are exhausted. 6. Except as modified by this Amendment, the teens of the Contract remain in full force and effect. 7. In the event of any inconsistencies between the terms and provisions of this Amendment and those set forth in the Contract, 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 facsimile and the parties hereto agree to accept and be bound by electronic or facsimile signatures hereto. TOWN OF FIRESTONE, COLORADO, SOTO NA Acting by and through its Water Activity Enterprise f ve be p:cGbode ,°u , Drew Peterson, Mayor �� Cottonwood Colorado Residential, LLC Don Signatory