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HomeMy WebLinkAbout22-130 Authorizing Subdivision Development Agmt. Barefoot Lakes Filing No. 6 12-14-2022TOWN OF FIRESTONE Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES COVER PAGE ~ SHEET 1 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date ” ” 01-14-2020 Revision Date 03-24-2020 06-17-2020 01-12-2022 10/10/2022 LOT LOT Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES GENERAL NOTES ~ SHEET 2 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date 03-24-2020 06-17-2020 01-12-2022 10/10/2022 MONUMENT SYMBOL LEGEND LEGEND Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES OVERALL PAGE ~ SHEET 3 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date DETAIL A SCALE: 1" = 30' 03-24-2020 06-17-2020 SEE SHEET 7 FOR LINE AND CURVE TABLES 01-12-2022 10/10/2022 110 19 54321TRACT K23456789101112131415161718 11109813127 8 TRACT J TRACT A 1213121411151016917818719620521422323224125 26 27 28 27 28 25 26 9 8 7 6543217654113102918231522142120191817241617 16 15 14 13 12 11 6 18 TRACT B TRACT C LEGEND MONUMENT SYMBOL LEGEND SEE SHEET 5 Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. KEY MAP N.T.S. SHEET 4 SEE SHEET 6SEE SHEET 7 FOR LINE AND CURVE TABLES N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES LOT DETAIL PAGE ~ SHEET 4 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date 03-24-2020 06-17-2020 SEE SHEET 5 SEE SHEET 6 01-12-2022 10/10/2022 10 1144125136214111510169178187196205214223232TRACT J 131213121411151016917818719620521422323224127 28 25 26 2412 35 1 9 8 7 478910111512 11 6 3TRACT E TRACT D TRACT C LEGEND MONUMENT SYMBOL LEGEND Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. SEE SHEET 4 SEE SHEET 7 FOR LINE AND CURVE TABLES N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES LOT DETAIL PAGE ~ SHEET 5 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date 03-24-2020 06-17-2020 SEE SHEET 4 KEY MAP N.T.S. SHEET 5 01-12-2022 10/10/2022 TRACT C TRACT L65497613 12 24 3 7 8 22 4 27 151411 17 10 11 TRACT G TRACT H TRACT C TRACT B TRACT F TRACT F TRACT F8 6 5 2 1 12 16 1810 13 23 20199 28 263029 25 21 TRACT I LEGEND MONUMENT SYMBOL LEGEND SEE SHEET 4Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. SEE SHEET 7 FOR LINE AND CURVE TABLES N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES LOT DETAIL PAGE ~ SHEET 6 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date 03-24-2020 06-17-2020SEE SHEET 4KEY MAP N.T.S. SHEET 6 01-12-2022 10/10/2022 14TRACT L TRACT F TRACT K 13TRACT J 131213127 15TRACT D TRACT C LEGEND Phone: (303) 713-1898 Littleton, Colorado 80122 300 East Mineral Ave., Suite 1 Fax: (303) 713-1897 www.aztecconsultants.com AzTec Consultants, inc. N/A FILING NO. 6 FINAL PLAT BAREFOOT LAKES TRACT DETAIL PAGE ~ SHEET 7 of 7 Preparation Date Revision Date Phase Number Filing Number Type of Submittal Name of Application Revision Date Revision Date 01-14-2020 Revision Date 03-24-2020 06-17-2020 DETAIL A SCALE: 1" = 50' 01-12-2022 10/10/2022 2022 12-1 Barefoot Lakes F6 SA 1 SUBDIVISION AGREEMENT [Barefoot Lakes Filing No. 6] THIS AGREEMENT is made and entered into this ______ day of ________________, 20___, by and between the TOWN OF FIRESTONE, a Colorado municipal corporation, whose address is 9950 Park Avenue, Firestone, CO 80504 (“Town”), and BAREFOOT, LLC, whose address is 6465 S. Greenwood Plaza Boulevard, Suite 700, Centennial, CO 80111 (“Subdivider”). WHEREAS, Subdivider has submitted a final subdivision plat for the Barefoot Lakes Filing No. 6 subdivision (“Subdivision” or “Plat”), including utility plans for the Subdivision, a copy of which Plat is attached hereto as Exhibit A and incorporated herein by reference, and which Plat has been reviewed and approved by the Planning Commission and Town Board of Trustees; and WHEREAS, the Town and Subdivider have entered into a Development and Vested Rights Agreement for the Barefoot Lakes Annexation dated May 27, 2015 (the “DVR Agreement”), which agreement was recorded with the Weld County Clerk and Recorder on October 12, 2015 at Reception No. 4149333; and WHEREAS, the Subdivision is to be developed as a planned unit development and a large scale development within the Town, pursuant to applicable provisions of the Firestone Municipal Code and Development Regulations; and WHEREAS, additional filings are anticipated, and this Agreement applies only to Barefoot Lakes Filing No. 6; and WHEREAS, the subdivision regulations of the Town require that the Subdivider enter into a Subdivision Agreement (“Agreement”) with the Town relative to improvements related to the Subdivision; NOW, THEREFORE, in consideration of the foregoing, the parties hereto promise, covenant and agree as follows: 1.0 GENERAL CONDITIONS 1.1 Subdivision Obligation. Subdivider shall be responsible for performance of the covenants set forth in this Agreement. 1.2 Engineering Services. Subdivider agrees to furnish, at its expense, all necessary engineering services relating to the design and construction of the Subdivision and the Schedule of Improvements described in Exhibit B, attached hereto and incorporated herein by this reference. Said engineering services shall be performed by or under the supervision of a Registered Professional Engineer or Registered Land Surveyor, or other professionals as appropriate, licensed by the State of Colorado, and in accordance with applicable Colorado law; and, except as otherwise provided in this 2022 12-1 Barefoot Lakes F6 SA 2 Agreement, shall conform to the standards and criteria for public improvements as established and approved by the Town as of the date of submittal to the Town. 1.3 Construction Standards and Deadline. (a) Subdivider shall construct, or shall cause a metropolitan district or special district with jurisdiction to construct, all improvements required by this Agreement, including but not limited to all water lines, sanitary sewer collection lines, storm sewer lines, streets, curbs, gutter, sidewalks, landscaping, bikepaths, and any other improvements constructed in relation to the Subdivision, in accordance with plans and specifications approved in writing by the Town, the Plat, this Agreement, and in full conformity with the Town’s construction specifications applicable at the time of construction plan approval (“Construction Approval”). Construction Approval shall continue in effect for three (3) years from the effective date of this agreement. In the event that the Subdivider commences or performs any construction after such three (3) year period, the Subdivider shall resubmit the project utility plans to the Town for reexamination in accordance with Section 1.5. The Town may require the Subdivider to comply with the approved Town standards and specifications that are in effect at the time of resubmittal. (b) Construction of public improvements shall be complete, and initial acceptance of the public improvements shall be requested, by no later than three (3) years from the date of such Construction Approval, weather permitting. If Subdivider has not completed the improvements and requested initial acceptance on or before the completion date, the Town may exercise its rights to secure performance as provided in Section 8.1 of this Agreement. 1.4 Development Coordination. Unless specifically provided in this Agreement to the contrary, all submittals to the Town shall be made to the Director of Planning & Development, and all approvals required of the Town in connection with this Agreement shall be rendered by the Town Manager, or the Manager’s designee. The Town Engineer shall have general responsibility for coordinating development with Subdivider. 1.5 Plan Submission and Approval. (a) Subdivider shall furnish to the Town complete plans for public improvements for the Subdivision, and obtain approval of such plans prior to the commencement of any construction work thereon. The Town shall issue its written approval or disapproval of said plans as expeditiously as reasonably possible. Said approval or disapproval shall be based upon the standards and criteria for public improvements as established and approved by the Town, and the Town shall notify Subdivider of all deficiencies which must be corrected prior to approval. All deficiencies shall be corrected and said plans shall be resubmitted to, and approved by, the Town prior to the construction of any improvements. In addition to the foregoing, prior to the commencement of any construction work on the sanitary sewer or water improvements, all sanitary sewer plans shall be submitted to and shall require the approval of the St. Vrain Sanitation District, and all water service plans shall be submitted to, and shall require the approval of the Little Thompson Water District. (b) Except as provided in this subsection (b), building permits shall be issued only after improvements, with the exception of streetlights, have been completed for the particular phase and 2022 12-1 Barefoot Lakes F6 SA 3 are operational as solely determined by the Town. The Subdivider may request and, provided there is no breach of this Agreement by Subdivider, the Town shall issue its approval of the following permits: (1) Upon receipt of a letter of credit to secure performance of erosion control, dust management, and site stabilization work, the Town shall issue a stormwater quality permit. (2) Following approval of plans for sanitary utility construction by the St. Vrain Sanitation District, approval of plans for water utility construction by the Little Thompson Water District, and Town approval of the Final Construction Documents, the Town shall issue a Public Improvement Permit. Should Developer commence construction of water or sewer improvements outside Town right-of-way prior to issuance of a Public Improvement Permit, such work is at Developer's risk. 1.6 Initial Acceptance. (a) No later than fourteen (14) days after improvements are completed for each phase of the Subdivision, Subdivider shall request inspection by the Town. If Subdivider does not request this inspection within fourteen (14) days of completion of improvements for a phase, the Town may conduct the inspection without the approval of Subdivider. Subdivider shall provide “as-built” drawings, in both hard copy and electronic file format acceptable to the Town, and a certified statement of construction costs no later than forty-five (45) days after improvements for a phase are completed. If improvements completed by Subdivider are satisfactory, the Town shall grant “initial acceptance”, which shall be subject to “final acceptance” as set forth herein. If improvements completed by Subdivider are unsatisfactory, the Town shall provide written notice to Subdivider of the repairs, replacements, construction or other work required to receive “initial acceptance.” Subdivider shall complete all needed repairs, replacements, construction or other work within thirty (30) days of said notice, weather permitting. After Subdivider completes the repairs, replacements, construction, or other work required, Subdivider shall request of the Town a re-inspection of such work to determine if initial acceptance can be granted, and the Town shall provide written notice to Subdivider of the acceptability or unacceptability of such work. If Subdivider does not complete the repairs, replacements, construction or other work required within thirty (30) days of said notice, the Town may exercise its rights to secure performance as provided in Section 8.1 of this Agreement. The Town reserves the right to schedule reinspections, depending upon scope of deficiencies. (b) Except as provided in Section 1.5(b)(2), no building permit for the construction of any structure shall be issued by the Town until all the water lines, fire hydrants, sanitary sewer lines and streets (including curb, gutter, sidewalk and pavement) serving such structure have been completed and are operational as solely determined by the Town. Subdivider may delay the installation of the final lift of asphalt on streets until after initial acceptance of such streets, but the installation of the final lift of asphalt shall be condition precedent to final acceptance of the improvements. If Subdivider elects to delay installation of the final lift of asphalt, then Subdivider shall provide security to the Town in the form or cash or letter of credit in an amount equal to one hundred percent (100%) of the estimated cost to install the final lift of asphalt as approved by the Town. Such letter of credit shall not be released until final acceptance of the improvements has been granted by the Town. 2022 12-1 Barefoot Lakes F6 SA 4 Notwithstanding any provision herein to the contrary, the right to delay the installation of the final lift of asphalt on streets until after initial acceptance of such streets is personal to Barefoot LLC, a Colorado limited liability company, as Subdivider, and may be exercised by Barefoot LLC only for so long as Barefoot LLC is a wholly owned subsidiary of Brookfield Residential Properties, Inc., and Barefoot LLC does not have the right to assign this right to any third party. Notwithstanding any provision herein to the contrary, successors and/or assigns of Barefoot LLC shall be required to install the full depth of asphalt required by approved constructions plans, including the final lift of asphalt on all streets, prior to initial acceptance of the improvements. 1.7 Maintenance and Warranty of Improvements. For a minimum two (2) year period from the date of “initial acceptance” of improvements related to each phase of the Subdivision or until Final Acceptance is issued, whichever is greater, Subdivider shall warrant all said improvements 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 Subdivider’s receipt of written notice from the Town requesting such repairs or replacements, the Subdivider has not completed such repairs, the Town may exercise its rights to secure performance as provided in Section 8.1 of this Agreement. 1.8 Final Acceptance. At least thirty (30) days before two (2) year has elapsed from the issuance of initial acceptance for each phase, or as soon thereafter as weather permits, Subdivider shall request a “final acceptance” inspection of the improvements for such phase. The Town shall inspect the improvements and shall notify the Subdivider in writing of all deficiencies and necessary repairs, if any. If there are no deficiencies, or after Subdivider has corrected all deficiencies and made all necessary repairs identified in said written notice, the Town shall issue to Subdivider a letter of “final acceptance.” If Subdivider 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 8.1 of this Agreement. 1.9 Reimbursement to Town. The Town may complete construction, repairs, replacements, or other work for Subdivider pursuant to Sections 1.6, 1.7, 1.8, or 8.1 of this Agreement with funds other than the Improvement Guarantee, in which event Subdivider shall reimburse the Town within thirty (30) days after receipt of written demand and supporting documentation from the Town. If Subdivider fails to so reimburse Town, then Subdivider shall be in default of the Agreement and the Town may exercise its rights under Section 8.1 of this Agreement. 1.10 Testing and Inspection. (a) Subdivider 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 be reasonably 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 2022 12-1 Barefoot Lakes F6 SA 5 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 Subdivider's expense so as to conform to such regulations, plans and specifications. The Subdivider 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 Subdivision improvements to be constructed under this Agreement or to the administration of this Agreement. The Town and Subdivider shall in good faith cooperate to control such costs. (b) All work shown on the Plat and approved construction plans shall be subject to inspection by the Town. Inspection by the Town shall not relieve the Subdivider from compliance with the approved plans and specifications or the Town’s construction regulations. Inspection services requiring the presence of the Town are provided Monday through Friday, except legal holidays, from 9:00 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 a minimum of forty-eight (48) hours in advance to the Town for approval. All requests for after-hours inspection services shall be made in writing to the Town. 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 Subdivider shall comply with all notification and inspection requirements of the sanitation district serving the property with regard to sanitary sewer improvements. 1.11 Financing and Improvement Guarantees. (a) Except as otherwise specially agreed herein, the Subdivider agrees to install and pay for all improvements described in Exhibit B or otherwise required by this Subdivision as shown on the approved plat, utility plans, and other approved documents on file with the Town. Said Improvement Guarantee shall include, but not be limited to, street construction, landscaping, fencing, street lights, water, sewer, storm sewer and drainage improvements. (b) Prior to commencing construction of the public improvements for any phase, Subdivider shall submit to the Town the following Improvement Guarantees: (1) Infrastructure Improvement Guarantees. With respect to all of the public improvements described in Exhibit B aside from landscaping improvements (the “Infrastructure Improvements”), Subdivider shall submit to the Town the following Improvement Guarantees: (i) Subdivider shall provide a single 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 erosion control, dust management, and site 2022 12-1 Barefoot Lakes F6 SA 6 stabilization work in the amount shown in Exhibit B for the Infrastructure Improvements; and (ii) For the remainder of the Infrastructure Improvements set forth in Exhibit B for all phases, Subdivider shall provide a single improvement guarantee as cash, letter of credit in form and substance as shown in Exhibit C, or a bond, in an amount equal to one hundred percent (100%) of the total estimated cost, including labor and materials, of the Infrastructure Improvements for all of the phases not secured by the letter of credit provided pursuant to subsection (b)(1), above. If Subdivider provides a bond, the bond must be in accordance with the requirements set forth in the DVR Agreement. (2) Landscaping Improvement Guarantee. With respect to all of the landscaping public improvements described in Exhibit B (the “Landscaping Improvements”), Subdivider shall submit to the Town the following Improvement Guarantees: (i) Subdivider shall provide a single 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 erosion control, dust management, and site stabilization work in the amount shown in Exhibit B for the Landscaping Improvements; and (ii) For the remainder of the Landscaping Improvements, including all irrigation and other landscaping not specifically intended for construction related erosion control, dust management and site stabilization, set forth in Exhibit B for all phases, Subdivider shall provide a single improvement guarantee as cash, letter of credit in form and substance as shown in Exhibit C, or a bond, in an amount equal to one hundred percent (100%) of the total estimated cost, including labor and materials, of the Landscaping Improvements for all of the phases not secured by the letter of credit provided pursuant to subsection (b)(2), above. If Subdivider provides a bond, the bond must be in accordance with the requirements set forth in the DVR Agreement. (c) The term of every Improvement Guarantee provided by Subdivider shall be for a period of time sufficient to cover the completion of construction of all of the specific, associated 2022 12-1 Barefoot Lakes F6 SA 7 public improvements to which such Improvement Guarantee applies, and, except as set forth in subsection (d) below, shall not be released until initial acceptance of all of the public improvements to which the specific Improvement Guarantee applies has been granted by the Town. If the Subdivider 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 initial acceptance of the Infrastructure Improvements, the Town shall reduce the amount of the Improvement Guarantees set forth in subsection (b)(1) above to fifteen percent (15%) of the certified statement of construction costs for the Infrastructure Improvements. At the time of initial acceptance of the Landscaping Improvements, the Town shall reduce the amount of the Improvement Guarantees set forth in subsection (b)(2) above to fifteen percent (15%) of the certified statement of construction costs for the Landscaping Improvements. (e) The remaining Improvement Guarantees set forth in subsection (b)(1) above shall be released upon final acceptance of the Infrastructure Improvements by the Town, and the remaining Improvement Guarantees set forth in subsection (b)(2) above shall be released upon final acceptance of the Landscaping Improvements by the Town, provided no mechanics’ liens have been filed with respect to the public improvements and the Subdivider 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 associated Improvement Guarantee up to the amount of such liens. If Subdivider fails to have such improvements for any phase finally accepted within one (1) year of the date of the issuance of initial acceptance or any improvements are found not to conform to this Agreement, or to applicable Town standards and specifications, then Subdivider shall be in default of the Agreement and the Town may exercise its rights under Section 8.1 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 Subdivider 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 Subdivider 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 Subdivider of the condition, along with supporting documentation, and within thirty (30) days of receipt of such notice the Subdivider 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 Section 1.11. If such an Improvement Guarantee is not submitted or maintained, then Subdivider is in default of this Agreement and is subject to the provisions of Section 8.1 of this Agreement, as well as the suspension of development activities by the Town including, but not limited to, the issuance of building permits and certificates of occupancy; provided, however, that no 2022 12-1 Barefoot Lakes F6 SA 8 additional 30-day notice to cure under Section 8.1 is required prior to the suspension of the issuance of building permits and certificates of occupancy. (g) Notwithstanding any provision herein to the contrary, the right to provide a bond as security for the completion of public improvements as set forth in subsections (b)(1)(ii) and (b)(2)(ii)above, is personal to Barefoot LLC, a Colorado limited liability company, as Subdivider and may be exercised by Barefoot LLC only for so long as Barefoot LLC is a wholly owned subsidiary of Brookfield Residential Properties, Inc., and Barefoot LLC does not have the right to assign this right to any third party. Notwithstanding any provision herein to the contrary, successors and/or assigns of Barefoot LLC shall not be able to provide a bond or bonds as security for the completion of public improvements, but shall provide a letter of credit in a form and substance acceptable to the Town in its sole discretion. 1.12 Indemnification and Release of Liability. Subdivider agrees to indemnify and hold harmless the Town, its officers, employees, agents, and servants, and to pay any and all judgments rendered against said persons on account of any suit, action, or claim caused by, arising from, or on account of acts or omissions by the Subdivider, its officers, employees, agents, consultants, contractors, and subcontractors, and to pay to the Town and said persons their reasonable expenses, including, but not limited to, reasonable attorney fees and reasonable expert witness fees, incurred in defending any such suit, action or claim; provided, however, that Subdivider’s obligation herein shall not apply to the extent said suit, action or claim results from any acts or omissions of officers, employees, agents or servants of the Town or conformance with requirements imposed by the Town. Said obligation of Subdivider shall be limited to suits, actions or claims based upon conduct prior to “final acceptance” by the Town of the construction work. Subdivider acknowledges that the Town’s review and approval of plans for development of the property is done in furtherance of the general public’s health, safety and welfare and that no immunity is waived and no specific relationship with, or duty of care to, the Subdivider or third parties is assumed by such review or approval. 1.13 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). 1.14 Phasing Plan; Issuance of Building Permits and Certificates of Occupancy. The Town has approved a phasing plan for the Subdivision, as is reflected in the approved Final Development Plan and Exhibit B attached hereto. Subdivider shall complete improvements for all phases and request initial acceptance thereof on or before the completion deadline set forth in Section 1.3(b). In addition: (a) No building permits shall be issued until the full amount of the Improvement Guarantee for all phases have been provided to the Town; 2022 12-1 Barefoot Lakes F6 SA 9 (b) No building permits shall be issued for the construction of any habitable structure within a phase until all the water lines, fire hydrants, sanitary sewer lines and streets (including curb, gutter, and sidewalk pavement with at least the base course completed but excluding streetlights) serving such phase of the Subdivision have been completed and are operational as solely determined by the Town; and (c) No building permits shall be issued for any structure located in excess of nine hundred feet from a single point of access. (d) No building permits for any phase of the Subdivision shall be issued until Ronald Reagan Boulevard Phase 3 improvements are constructed, operational, and open to traffic between the existing pavement east of Eagle River Road and Colorado Boulevard as shown in the Town accepted final construction plans and detailed in the Development Agreement for Ronald Reagan Boulevard. (e) Any modification to the phasing plan must be approved in accordance with Section 8.5 of this Agreement. 2.0 CONSTRUCTION OF IMPROVEMENTS 2.1 Rights-of-way, Easements and Permits. Prior to commencing construction of any improvements set forth herein, Subdivider shall acquire at its own expense and convey to the Town all necessary land, rights-of-way and easements required by the Town for Subdivider’s construction of the proposed improvements related to the Subdivision. All such conveyances shall be free and clear of liens, taxes and encumbrances and shall be by Special Warranty Deed in form and substance acceptable to the Town Attorney. All title documents shall be recorded by the Town at the Subdivider’s expense. The Subdivider shall also furnish, at its own expense, an ALTA title policy for all interest(s) so conveyed, subject to approval by the Town Attorney. 2.2 Construction. Subdivider shall furnish and install, at its own expense, the improvements listed on the “Schedule of Improvements” attached as Exhibit B, in conformance with the Plat and approved construction plans. If Subdivider does not meet the above obligations, then Subdivider shall be in default of the Agreement and the Town may exercise its rights under Section 8.1 of this Agreement. The Subdivider shall provide the Town Engineer with certified Record Drawings upon completion of the construction of public improvements and other documents as required by the Town. These documents shall show “as-built” locations of such improvements. 2.3 Utility Coordination and Installation. In addition to the Improvements described on Exhibit B, Subdivider shall also be responsible for coordination of and payment for installation of on-site and off-site electric, street lights, natural gas, telephone and utilities. All utilities shall be placed underground to the extent required by the Town Code. 3.0 STREET IMPROVEMENTS 2022 12-1 Barefoot Lakes F6 SA 10 3.1 Street Improvements. For the purposes of this Agreement, “street improvements” shall be defined to include, where applicable, but not limited to, all improvements within the right-of-way such as bridges, sub-base preparation, road base, asphalt, concrete, seal coat, curb and gutter, medians, entryways, underground utilities, sidewalks, bicycle paths, traffic signs, street lighting, street name signs, landscaping and drainage improvements. Street improvements other than curbs, gutters, walks and signs, shall not be installed until all utility lines to be placed within the right-of-way have been completely installed, including individual lot service lines leading in from the main to the property line. All street improvements shall be constructed and installed, at the minimum, pursuant to the Plat, approved construction plans, and the Schedule of Improvements attached as Exhibit B. 3.2 Street Signs, Traffic Signs and Striping. Subdivider will install, at Subdivider’s expense, striping, street name signs, stop signs, speed limit signs and other signs on local, collector and arterial streets. Signs and striping shall be installed in a manner reasonably approved by the Town and in accordance with the Model Traffic Code, as from time to time amended, and other applicable legal requirements. 3.2 Colorado Boulevard Improvements. In accordance with the Barefoot Lakes Annexation Agreement, the Colorado Boulevard Street Improvements along the Colorado Boulevard frontage of the Subdivision shall be deferred to a future Barefoot Lakes filing to be included in a larger Colorado Boulevard project. 4.0 PUBLIC USE DEDICATION AND LANDSCAPING 4.1 Public Use Dedication. (a) Subdivider shall convey to the St. Vrain Lakes Metropolitan District No. 1, prior to the issuance of any building permits, those tracts as shown on the Plat as to be owned by the St. Vrain Lakes Metropolitan District. (b) The Subdivider specifically represents that to the best of its knowledge, all portions of the Subdivision either dedicated to the Town or comprising rights-of-way to be owned and maintained by the Town are in compliance with all environmental protection and anti-pollution laws, rules, regulations, orders, and requirements, including solid waste requirements, as defined by the US Environmental Protection Agency Regulations at 40 C.F.R., Part 261, and that such portions of the property as are dedicated to the Town pursuant to this development, are in compliance with all such requirements pertaining to the disposal or existence in or on such dedicated property of any hazardous substances, pollutants, or contaminants, as defined by the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, and regulations promulgated thereunder. The Subdivider does hereby indemnify and hold harmless the Town from any liability whatsoever that may be imposed upon the Town by any governmental authority, pertaining to the disposal of hazardous substances, pollutants or contaminants, and cleanup necessitated by leaking underground storage tanks, excavation and/or backfill of hazardous substances, pollutants or contaminants, or environmental cleanup responsibilities of any nature whatsoever on, of or related to any property dedicated to the Town pursuant to this development. The Subdivider further agrees to indemnify and 2022 12-1 Barefoot Lakes F6 SA 11 hold harmless the Town from any claims or actions based directly, indirectly or in any manner on any of the aforementioned environmental risks brought against the Town by third parties arising as a result of the dedication of portions of the Property to the Town pursuant to this development. Said indemnification shall not extend to claims, actions or other liability arising as a result of any hazardous substance, pollutants or contaminants generated or deposited by the Town, it agents or representatives, upon portions of the property dedicated to the Town pursuant to this development. 4.2 Landscape Improvements. For public lands and rights-of-way within the Subdivision, Subdivider shall furnish to the Town complete final landscape and irrigation plans and obtain approval thereof by the Town prior to commencement of Public Improvements. Subdivider shall construct the landscape improvements as required in landscape and irrigation plans approved by the Town. 5.0 WATER LINES 5.1 Specifications. (a) All water mains, lines and appurtenances thereto shall be constructed and installed by the Subdivider, at the minimum, pursuant to Town-approved plans, Little Thompson Water District specifications, and the Schedule of Improvements attached as Exhibit B, including both on-site and off-site improvements. (b) All of the water lines, fire hydrants, valves, fittings, and appurtenances within a phase as shown on the approved utility plans shall be installed by the Subdivider prior to issuance of any building permits on the property. This shall include all water services for all of the lots shown on the Plat. 6.0 SEWER LINES 6.1 Specifications. All sewer lines and appurtenances thereto shall be constructed and installed by the Subdivider, at the minimum, pursuant to Town-approved plans, St. Vrain Sanitation District specifications, and the Schedule of Improvements attached as Exhibit B, and shall meet the requirements and have the approval of the sanitation district serving the property, including both on-site and off-site improvements. 7.0 OTHER IMPROVEMENTS 7.1 Street Lights. The total cost of street light installation shall be the Subdivider’s obligation. Subdivider shall cause, at its own expense, the provider of electric and power service to install all required street lighting pursuant to Town-approved plans and specifications. Said street lights shall be installed concurrently with the streets on which they are located. Streetlights shall be installed and operational prior to initial acceptance, but operational streetlights are not required for Building Permit release. 7.2 Drainage Improvements. (a) Drainage improvements for the Subdivision shall be constructed by Subdivider and, at the minimum, in accordance with plans and specifications approved 2022 12-1 Barefoot Lakes F6 SA 12 by the Town and in accordance with the minimum requirements for storm drainage facilities as have been established by the Town. All storm drainage facilities shall be so designed and constructed by the Subdivider as to protect downstream and adjacent properties against injury and adequately serve the Subdivision. No overlot grading shall be initiated by Subdivider until the Town issues a grading permit in accordance with Section 1.5(b)(1). (b) Drainage improvements within a phase shall be completed and operational as solely determined by the Town prior to the issuance of building permits within such phase. Completion of the improvements shall include the certification by a licensed professional engineer that the drainage facilities which serve the development have been constructed in conformance with said approved plans. Any deviation from the approved plans shall be the responsibility of the Subdivider to correct. Said certification shall be submitted to the Town at least two (2) weeks prior to the date of issuance for any subsequent building permit. (c) Drainage improvements for each lot shall be constructed by the Subdivider, at the minimum, in accordance with the approved construction plans. Subdivider shall furnish copies of approved plans to subsequent purchasers (other than homeowners) of lots. Any changes from the approved plans with respect to grade elevation or storm drainage facility configuration that occur as a result of the construction of houses and or other development of lots, whether by the Subdivider or other parties, shall require the approval of the Town. The Town may withhold the issuance of building permits and certificates of occupancy until the Town has approved such changes as being acceptable for the safe and efficient delivery of storm drainage water. 7.3 Trash, Debris, Mud. Subdivider agrees that during construction of the Subdivision and improvements described herein, Subdivider shall take any and all steps necessary to control trash, debris and wind or water erosion in the Subdivision. If the Town determines that said trash, debris or wind or water erosion causes damage or injury or creates a nuisance, Subdivider agrees to abate said nuisance and/or to correct any damage or injury within five (5) working days after notification by Town. If Subdivider does not abate said nuisance or if an emergency situation exists, to be determined by the Town in its sole discretion, the Town may abate the nuisance and/or correct any damage or injury without notice to Subdivider at Subdivider’s expense. Subdivider also agrees to take any and all steps necessary to prevent the transfer of mud or debris from the construction site onto public rights-of-way and to immediately remove such mud and debris from public rights-of-way after notification by the Town. If Subdivider does not abate such mud or debris, or if an emergency exists, Town may abate the same at Subdivider’s expense. 7.4 Limitation of Construction Hours. The operation of construction equipment shall be prohibited between the hours of 7:00 p.m. and 7:00 a.m. The Town Manager may, upon written application and for good cause, alter the hours of operation for a defined period of time. 8.0 MISCELLANEOUS TERMS 2022 12-1 Barefoot Lakes F6 SA 13 8.1 Breach of Agreement. In the event that the Subdivider 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 Subdivider by the Town, unless the Town in writing and in its sole discretion designates a longer cure period, then the Town may draw upon the Improvement Guarantee and may complete some or all the public improvements associated with such Improvement Guarantee at Subdivider’s expense. Subdivider’s expense shall be limited to the costs incurred by the Town, as defined herein. Notice by the Town to the Subdivider will specify the conditions of default. In the event that no Improvement Guarantee has been posted or the Improvement Guarantee has been exhausted or is insufficient, then the Town has the right enforce the restrictions on the issuance of building permits and other approval or permits, and, if it chooses, to begin work on the Improvements at the expense of the Subdivider. If the Town determines in its sole discretion that an emergency exists, such that the improvement must be completed in less than seven (7) days, the Town may immediately draw upon the Improvement Guarantee if available and may complete the Improvements at Subdivider’s expense even if the improvement guaranty is not available; in such event, the Town shall use its best efforts to notify Subdivider at the earliest practical date and time. The Town may also, during the cure period and until completion of the improvements in compliance with this Agreement, withhold any additional building permits, certificates of occupancy, or provision of new utilities fixtures or services. Nothing herein shall be construed to limit the Town from pursuing any other remedy at law or in equity which may be appropriate under municipal, state or federal law. Failure to timely complete construction of improvements which is solely due to inclement weather, acts of God, material shortages, labor strikes, and other matters not within the Subdivider's control shall not be considered a breach of the Agreement. Any costs incurred by the Town, including, but not limited to, administrative costs and reasonable attorney fees, in pursuit of any remedies due to the breach by the Subdivider shall be the responsibility of the Subdivider. The Town may deduct these costs from the Improvement Guarantee. 8.2 Recording of Agreement. The Town shall record this Agreement at Subdivider’s expense in the office of the Clerk and Recorder, County of Weld, State of Colorado, and the Town shall retain the recorded Agreement. 8.3 Binding Effect of Agreement. This Agreement shall run with the land included within the Subdivision, shall be binding upon the successors and assigns of the parties hereto, and except as provided herein to the contrary, shall inure to the benefit of the successors and assigns of the parties hereto. 8.4 Assignment, Delegation and Notice. There shall be no transfer or assignment of any of the rights or obligations of the Subdivider under this Agreement without the prior written approval of the Town, and the Subdivider agrees to provide the Town with at least fourteen (14) days’ advance notice of any such proposed transfer or assignment. Subdivider shall not sell or transfer any lots within the Subdivision before the Improvement Guarantee has been posted, or during any period Subdivider has been notified by the Town that the Improvement Guarantee is not in compliance with this Agreement. If such a sale or transfer is made, Subdivider shall be in default 2022 12-1 Barefoot Lakes F6 SA 14 of this Agreement and is subject to the provisions of Section 8.1, and the Town may suspend all development activities relating to the Subdivision or Subdivider, or both, including but not limited to staff development reviews, public hearings, and issuance of building permits and certificates of occupancy. Subdivider and successor shall, until written Town approval of the proposed transfer of title and delegation of obligations, be jointly and severally liable for the obligations of Subdivider under this Agreement. 8.5 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. 8.6 Addresses for Notice. Any notice or communication required or permitted hereunder shall be given in writing and shall be personally delivered, or sent by United States mail, postage prepaid, registered or certified mail, return receipt requested, addressed as follows: TOWN: SUBDIVIDER: Town of Firestone Barefoot LLC Town Clerk 6465 Greenwood Plaza Blvd #700 9950 Park Avenue Centennial, CO 80111 Firestone, CO 80504 With a required copy to: Hayashi & Macsalka, LLC Lyons Gaddis P.C. Attn: William Hayashi 515 Kimbark Street 1650 38th Street, Suite 103 West Longmont, CO 80501 Boulder, CO 80301 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. 8.7 Force Majeure. Whenever Subdivider is required to complete construction, maintenance, repair, or replacement of improvements by an agreed upon deadline, said deadline shall be extended for a reasonable time if the performance cannot as a practical matter, be completed in a timely manner due to Acts of God or other circumstances constituting force majeure or beyond the reasonable control of Subdivider. 8.8 Approvals. Whenever approval or acceptance of a matter is required or requested of the Town pursuant to any provisions of this Agreement, the Town shall act reasonably in responding to such matter. 2022 12-1 Barefoot Lakes F6 SA 15 8.9 Previous Agreements. All previous written and recorded agreements between the parties, their successors, and assigns, including, but not limited to, the Annexation Agreement and Development and Vested Rights Agreement, shall remain in full force and effect and shall control this Subdivision. If any prior agreements conflict with this Agreement, then this Agreement controls. 8.10 Title and Authority. Subdivider warrants to the Town that it is the record owner for the property within the Subdivision or is acting in accordance with the currently valid and unrevoked power of attorney of the record owner hereto attached. The undersigned further warrants to have full power and authority to enter into this Agreement on behalf of Subdivider. 8.11 Severability. This Agreement is to be governed and construed according to the laws of the State of Colorado. In the event that upon request of Subdivider 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. 8.12 Agreement Status After Final Acceptance. Upon final acceptance by Town of all improvements and compliance by Subdivider with all terms and conditions of this Agreement, and provided that no litigation or claim is pending relating to this Agreement, the provisions of this Agreement relating to the construction of public improvements shall no longer be in effect except for the provisions of Sections 1.12 and 4.1(b) hereof, which provisions shall remain in effect and survive any expiration or termination of this Agreement. [SIGNATURES ON FOLLOWING PAGE] 2022 12-1 Barefoot Lakes F6 SA 16 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first set forth above. TOWN: TOWN OF FIRESTONE, COLORADO By:_________________________________ Drew Peterson, Mayor ATTEST: _______________________________ _______________, Town Clerk 2022 12-1 Barefoot Lakes F6 SA 17 SUBDIVIDER: BAREFOOT, LLC By:________________________________ Title:________________________________ and By: ___________________________________ Title: __________________________________ ACKNOWLEDGMENT STATE OF COLORADO ) ) ss. COUNTY OF ________ ) The foregoing instrument was acknowledged before me this ___ day of __________________, 20___, by __________________________ as _________________ and ________________________ as ________________________ of Barefoot, LLC. Witness my hand and official seal. My commission expires:___________________________ _____________________________ (SEAL) Notary Public EXHIBIT A (reduced copy of Filing 5) EXHIBIT B (list of Public Improvements) EXHIBIT C IRREVOCABLE LETTER OF CREDIT REQUIRED FORM [date of Letter of Credit - the date the credit is opened] Town of Firestone, CO 9950 Park Avenue Firestone, CO 80504 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), 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 particularity the reasons therefore. The bank will hold all documents at the bank for the Town, or send them to the Town, at 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) EXHIBIT A TO LETTER OF CREDIT DRAFT FOR PAYMENT DRAWN UNDER ______________________________________________________________ IRREVOCABLE LETTER OF CREDIT NO.______________________________ DATE:_______________________, 20___. _______________________________________________________________ PAY TO: The account of the Town of Firestone, Colorado, Account No. ___________________, at ___________________________________, Colorado, THE SUM OF ____________________________________DOLLARS ($__________________._____). TOWN OF FIRESTONE, COLORADO By:_________________________ Town Clerk EXHIBIT B TO LETTER OF CREDIT To: _________________________ _________________________ _________________________ 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: (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 the _______________ day of _________________________________, 20____. TOWN OF FIRESTONE, COLORADO By:_________________________ Town Clerk