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HomeMy WebLinkAbout23-13 Approving Amend. Native Water Credit Purchase Agmt. Blackburn Communities, Llc. 1-11-2023RESOLUTION NO.23-13 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, ACTING BY AND THROUGH ITS WATER ACTIVITY ENTERPRISE, APPROVING THE AMENDMENT TO THE NATIVE WATER CREDIT PURCHASE AGREEMENT BETWEEN THE TOWN OF FIRESTONE AND BLACKBURN COMMUNITIES LLC WHEREAS, upon adoption of Resolution No. 22-100 the Town of Firestone ("Firestone") approved a Native Water Credit Purchase Agreement ("Purchase Agreement") with Blackburn Communities LLD ("Buyer") which allows Buyer to purchase Native Water Credits from Firestone in satisfaction of Buyer's raw water dedication requirements set forth in the Firestone Municipal Code; and WHEREAS, the Purchase Agreement sets certain deadlines for certain actions to be taken in the process of dedicating the Native Water Credit's to Firestone; and WHEREAS, Buyer was scheduled to close on the Property (as defined in the Purchase Agreement) on or before December 26, 2022; and WHEREAS, the Purchase Agreement provides that if Buyer had not completed the purchase of the Property by December 26, 2022, Firestone could buy back the water credits by remitting the Purchase Price to Buyer; and WHEREAS, the Parties wish to amend the Purchase Agreement to extend the deadline for Buyer to close on the Property to March 2, 2023 . NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: The Amendment to the Native Water Credit Purchase Agreement between the Town of Firestone, acting by and through its Water Activity Enterprise, and Blackburn Communities, 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 Amendment to the Native Water Credit Purchase Agreement on behalf of the Town of Firestone. INTRODUCED, READ, AND ADOPTED this 11 th day of January, 2023. TOWN OF FIRESTONE, COLORADO Drew Alan Peterson, Mayor A -t Kristi Bashor, Town Clerk APPROVE AS TO I William P. Hayasbi, Tow ttomey AMENDMENT TO NATIVE WATER CREDIT PURCHACE AGREEMENT THIS AMENDMENT TO NATIVE WATER CREDIT PURCHASE AGREEMENT ("Amendment") is entered into by and between the Town of Firestone acting by and through its Water Activity Enterprise ("Firestone") and Blackburn Communities, LLC whose address is 310 Enterprise Dr., Oxford, MS 38655 (`Buyer"). Firestone and Buyer may be referred to collectively herein as the "Parties". In this regard, the Parties hereby agree as follows: WITNESSETH Firestone and Buyer entered into a Native Water Credit Purchase Agreement ("collectively the "Purchase Agreement") dated September 28, 2022 which allows Buyer to purchase Native Water Credits from to Firestone in satisfaction of Buyer's raw water dedication requirements to the Firestone Municipal Code; and WHEREAS, the Purchase Agreement sets certain deadlines for certain actions to be taken in the process of dedicating the Native Water Credit's to Firestone; and WHEREAS, Buyer was scheduled to close on the Property (as defined in the Purchase Agreement) on or before December 26, 2022; and WHEREAS, the Purchase Agreement provides that if Buyer had not completed the purchase of the Property by December 26, 2022, Firestone could buy back the water credits by remitting the Purchase Price to Buyer; and WHEREAS, the Parties wish to amend the Purchase Agreement as described herein to extend the deadline for Buyer to close on the purchase of the Property. NOW, THEREFORE, for and in consideration of the mutual promises set forth, and other good and valuable consideration, which is hereby acknowledged and receipted for, Firestone and Buyer agree as follows: 1. The recitals above are hereby incorporated as if fully restated herein. 2. Buyer has paid the Native Water Credit Purchase amount, in accordance with its obligations under the Purchase Agreement. 3, The Parties agree to extend the deadline for Buyer to close on the Purchase of the Property up to and including March 2, 2023. 4. Except as modified by this Amendment, the terms of the Purchase Agreement remain in full force and effect, including the notice provisions described in Paragraph 5 of the Purchase Agreement, subject to the amended date of March 2, 2023. 5. In the event of any inconsistencies between the terms and provisions of this Amendment and those set forth in the Purchase 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 Purchase Agreement. Except as set forth in this Amendment, the Purchase Agreement is ratified and acknowledged by the parties to be in full force and effect. This Amendment may be executed 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. 2 SEAL BLACKBURN COMMUNITIES, LLC By: Z��id Avckbaru Name: David B. Blackbum Title: _Manner