HomeMy WebLinkAboutbocc.con.337.2008 RECEPTION#: 551001, 07/14/2008 at
CONTRACT # 3 -~8 11:52:06 AM,
~ OF a, R $0.00 Doc Code RESOLUTION
Janice K. Vos Caudill, Pitkin County, CO
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIUNER5
OF PITKIN COUNTY, COLORADO AUTHORIZING
PITKIN COUNTY TO ENTER INTO AN
INTERGOVERNMENTAL AGREEMENT WITH THE
STARWOOD METROPOLITAN DISTRICT FOR THE SALE OF WATER RIGHTS
RESOLUTION 6~~ - 2008
Recitals
L Pitkin County is the owner of 8 cubic feet per second absolute of the Stapleton
Brothers Water Ditch, decreed on October 16, 1933 in Civil Action No. 3000, Pitkin County
District Court, State of Colorado.
2. Pitkin County obtained a decree dated January 31, 2005 for change of water right,
approval of plan for augmentation and appropriative right of exchange regarding this water right.
This change included confirmation of 220 acre-feet per year of consumptive use water credits.
3. An estimated 18 acre-feet per year of consumptive water credits wilt be used by
Pitkin County to irrigate landscaped acreages on the Aspen-Pitkin County Airport property.
Pitkin County may retain, sell or lease the remaining 202 acre-feet per year credits.
4. Pitkin County desires to sell and Starwood Metropolitan District desires to
purchase b5.00 feet of the Stapleton Brothers Ditch Credits.
5. Purchase price per foot shall be $10,000.00 keeping consistent with the present
day market for a total of $650,000.00
b. The date of closing shall be no later than 180'days after mutual execution of the
Intergovemmental Agreement attached hereto as Exhibit A, and shall take place independent of
Starwood Metropolitan District's water court application.
NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF PITKIN COUNTY, COLORADO, that the Board of County
Commissioners of Pitkin County and the Starwood Metropolitan District enter into an
Intergovernmental Agreement for the purchase and sale of water rights, and authorizes the Chair
to execute the Intergovernmental Agreement on behalf of Pitkin County, after approval of such
agreement by the County Attorney.
INTRODUCED, FIRST READ, AND SET FOR PUBLIC HEARING ON THE 281°
DAY OF MAY, 2008.
NOTICE OF PUBLIC HEARING PUBLISHED IN THE ASPEN TIMES
WEEKLY ON 1sT DAY OF .TUNE, 2008.
r
~o dGG- 2aos~
APPROVED UPON SECOND READING AND PUBLIC HEARING ON THE 25"~
DAY OF JUNE, 2008.
PUBLISHED ER ADOPTION IN THE ASPEN TIMES WEEKLY ON THE~~
DAY OF , 2008.
ATTEST: BOARD OF COUNTY COMMISSIONERS
/ OF PITKIN COUNTY, COLORADO
I ~ '
i
Je ette Jones Jac Wield, Chai An
De uty Clerk
Date• c / ~ i : ~
APPROVED AS TO FORM: MANAGER APPROVAL:
John M. Ely Hilary Fletc e
C~y
AtCorney County a er
Vresoa~stanvood mevo.m
O
+i
1NTERGOVEItNMENTAL AGREEMENT POR TH8 PURCHASE
AND SALE OF WATBR RIGHTS
This Intergovernmental Agreement (hereinafter zeferred to as "IGA") is entered into
between the County Commissioners of Pitldn County, whose address is in care of John Ely, Esq.,
Pitldn County Atiorney's Office; 530 E. Main Street, Aspen, Colorado 81611 ("SeEet'~ and the
Board of Directors for the Stanwood MetropoBtan Dlstrict,121 Stewart Drive, Aspen, Colorado
81611 ("Buyer", effective this 30 day of'~s n-e. ,2008.
RECITALS
WHEREAS, Seger !a the owner of the following described water right: 8 cubic feet per
second absolute of the Stapleton Brothers' Ditch, decreed on October 16,1933 in Civil Action No.
3000, Pitldn County District Court, State of Colorado, with an appropriation date of June 30,
1904; and
WHEREAS, Seller obtained a decree dated January 31, 2005 for drange of water right,
approval of plan for augmentation and appropriative right of exdtange regarding this water
right from the District Court, Water Division No. 5, Case No. 99CW306; and
WfiEREAS, the change of Stapleton Brothers' Ditch water right in Case No. 99CW306
induded conSrmation of 220 acre-feet per yeaz of consumptive use water credits ("Stapleton
Brothers' Ditch Credits'°'); and
WHHREAS, of the 2?A aae-feet per yeaz of Stapleton Brothers' Ditch Credits, an
estimated 18 sae-feet per year will be used by the Seger to irrigate landscaped acreage on the
Aspen-PitMn County Airport properly; and
WHEREAS, pursuant to the application for change of water right, approval of plan for
augmentation and appropriative right of exchange in Case No. 99CW306, the remaining 202
sae-feet per yeaz of Stapleton Brothers' Ditch Credits may be retained by Pitkirr County, or sold
or leased to other water users; and
WHEREAS, Buyer is a Metropolitan District organized under the laws of the State of
Colorado to among other things, provide water service to the Stanwood Subdivision;
hrI-IEREAS, Buyer Intends to incorporate the Stapleton Brothers' Ditch Credits in a
supplemental augmentation plan to be flied with the Dlviston 5 Water Courq
WHEREAS, Seller desires to sell and Buyer desires to purchase Stapleton Brothers' Ditch
Credits as follows:
Now, therefore, in consideraiion of the mutual promises set forth In this IGA, the parties
agree as follows:
1. Agreement Uo Buy and Sell Water Rights. Seller agrees to seE and Buyer agrees to
buy 65.00 aae feet of the Stapleton Brothers' Ditch Credits described above, as calailated
as an overall percentage of the 220 acre-feet per yeaz of consumptive use credits. These
g 3
f
~A
113A FOR PURCHA8E AND SALE: Stapleton Brothers' Ditch
Pape 2 Ot'ti
65 acre-feet of Stapleton Brothers' Ditch Credits shall be delivered pro-rata out of the
monthly distribution set forth in the decree in Case No.99C'W306 to the extent physically
and legally available, and shall not indude any Grizzly Reservoir storage water available
td the County.
2. Price and Payment.
a. Puxdnase Price: Buyer agrees to pay Seller the purchase price of Ten Thousand
Dollars ($10,000.00) per acre foot of adjudicated historic consumptive use for a total
purchase price of Slx Hundred Pifty Thousand Dollars (5650,000), by wire transfer to
a bank account designated by Seller.
b. Imo: Ugon fullexecution of this IGA, Huyer shaIl deposit Sixty-Five Thousand
Dollars (565,000) into aninterest-beazing escrow account for the benefit of Seller. In
the event that Bayer terminates this IGA pursuant to Sub-pazagraph c, bek+w, Seller
will refund the Sixty-Pave Thousand Dollars ($65,000) plus any interest accrued, to
the Buyer within 10 days of the written notice of termination. In the event Buyer
terminates the IGA for any other reason, Buyer's earnest money shall not be
refunded to Buyer. B: Seller terminates the IGA, Bayer shall receive the interest
payment
c. Review of Information. Buyer, through any employees, agents or other
designees of Buyer that it may designate, shall have the right to review and inspect
any information relating to the Stapleton Brothers' Ditch Credits or the subject
matter of this IGA that Buyer stay obtain either before or after the effective date of
this IGA. If Buyer determines, in its sole and subjective discretion, that the title to or
status of the SeBe~s interest in and to the Stapleton Brothers' Ditch Credits is not
satisfactory to Buyer or that there is insufficient evidence to estabBsh the historic use
of the water ro Buyer's satisfaction, Buyer shall provide written notice of its
determination ("Notice of Unsatisfactory Conditions") to Seller within 90 days of the
date of this IGA.
d. Pavment of Balance of Purchase Price: At least five (5) days prior to dosing Seller
shall
provide Buyer with the name and address of its bank, the name under which
the bank account is held, the bank account number, the wire transfer routing
number, and any other information required to complete the wire transkr. Buyer
shall arrange for the balance of the purchase price, Pive Hundred Eighty Pive
Thousand Dollazs ($585,000), at closing as further described in Pazagraph 7, below.
3. Warranfies. Seller hereby warrants and represents to Buyer, and such warranties
shall be applicable and in full force in effect as of the date of dosing of this IGA, that
a. Seller owns good and marketable title to the Stapleton Brothers' Ditch Credits
described in the Redtals above, free and deaz of all liens, encumbrances and
adverse daima bo the use attd enjoyment thereof.
b. Seller has taken all actions artd received all authorizations necessary to snake this
IGA a vaBd obBgation binding upon it.
IOA POR PURCHASE AND SALE: Stapleton Brothers' Ditch
Paps 3 of 8
c. The Stapleton Brothers' Ditch Credits have been quantified by the Water Court
in the manner required by law, there has been no intent to abandon or other
action taken !n abandon in whole or in part and the Stapleton Brothers' Ditch
Credits are not currently the subject of an abandonment proceeding.
d. Seller makes no warranties or representations about the suitability of the
Stapleton Brothers Ditch Credits for Buyef s use or purposes.
4. TIelnsfnr of Historic Consumptive Use Credits Aasodated with the Staplg on
Brothers' Ditch Credits. Seller shall transfer the historic consumptive use cTedib decreed
to the Stapleton Brothers' Ditch Credits to Buyer by a spedal warranty deed insuring
that grantor did not convey or adversely affect title during its ownership tenure.
5. D^yr
-u~Covenant. As a result of this sate and the changes contemplated herein,
Seller agrees to execute a Ihy-up Covenant
6. Water Court Approval It wlll be necessary for Buyer to obtain Water Court approval
to utilize EEte Stapleton Brothers' Ditch Credits as a source of replacement water in the
plan for augmentation. Seller agrees to cooperate with Buyer and assist Buyer as needed
providing information necessary do quantify historic consumptive use or any other
infotmation necessary to obtain a deaee in this matter. The parties shall be responsible
for their individual costs and attorney fees assodated therewith.
7. Closine. The date of closing shall be 180 days following mutual execution of this IGA
At clo~rtg, the following actions shall occur:
a. Buyer shall wire to Seller the balance of the purchase price in the amount of Pive
Hundred Eighty Pive Thousand Dollars (SS85,000).
b. Seller shall deliver to Buyer a duly executed and aclmowledged spedai warranty
deed as described above.
c. Seller shall deliver the Dry~rp Covenant desmbed above.
d. The parties shall execute, acknowledge and deliver any and all other documents
necessary to carry out the intent and purposes of this IGA and to comply with
applicable law.
8. Time of Essence; liemedies. Time is of the essence. If any payment due hereunder is
not paid, honored or tendered when due, or d any other obligation hereunder is not
performed or waived as herein provided, there shall be the following remedies:
a. If Buyer is in default, Seller may elect to terminate this IGA, or Seller may elect to
treat this IGA as being in full force and effect and Seller shall have the right to
sped$c performance ar damages, or both.
b. If Seller is in default, Buyer may elect bo terminate this IGA, or Buyer may elect to
treat this IGA as being in full force and effect and Buyer shall have the right to
spedflc performance or damages, or both.
IOA FOR PURCHASE AkD SALE: Sffiplston Hrothsrs' Dl~h
Paps 4 of 6
a Anything to the contrary herein notwithstanding, in the event of any litigation
arising out of this IGA, the court shall award to the prevaiBng party aB
reasonable cosis and expenses, including attorney fees.
9. Miscellaneous Provisions.
a. All provisions hereof shall apply to and be binding upon the parties hereto, their
agents, suaessors and assigns.
b. All notices or other communications required or permitted under tiffs IGA shall
be in writing, and shall be personally delivered or sent by facsiatile
telecommuNcaGon, by overnight air express service or by cerH6ed mail, postage
prepaid, return receipt requested, addressed to the parties at their respective
addresses set forth below, which, for purposes of this IGA, are the law offices of
the parties' respective attorneys. Such notice oc other communication shag be
deemed given (i) upon receipt if personally delivered, (ii) upon sending if
delivered by facsiaule teiecommurdcaflon, (iii) one business day after tendering
to a reputable overnight air express service, and (iv) three business days after
mailing if by certified mail. Notice of change of address shall be given by written
notice in the manner detailed above.
To Seller: To Buyer.
Board of County Commissioners of Stanwood MelropoBtan District
Pitldn County Executive Director of the Board of
Attn: John Ely, Esq. D[rectors
Pitlan County Attorney 121 Stewart Drive
530 E. Main Street, Suite I Aspen, Colorado 81611
Aspen, CO 81611-793'9 (970) 9258939
(970) 920-5190
With mples to:
With copies to:
Paul J. Taddvne, Esq.
Timothy Beaton, Esq. Law Office of Paul j. Taddune
Moses, Wittemyer, Harrison & 323 W. Main 3treel, Ste 301
Woodruff, P.C. Aspen, CO 81611
P.O. Box 1440 (970) 925-9199
Boulder, CO 80301
(303) 443-8782 Balcomb & Great, P.C.
PO Drawer 79(1
Glenwood Springs, CO 81662
945-6546
c. All promises, warranties, covatants and represenffitions contained in this IGA
shall survive the dosing.
d. Tills IGA shag be governed under, and construed pursuant to, the laws of the
Sute of Colorado.
IOA FOR pURCHA8E AND SALE: Stapleton Brothers' Ditch
P~s6of8
e. Thfs IGA shall be modified by writmg only, which writing must be executed by
the parties hereto in order to be effective.
f. Neither party has had any contactor dealings regarding the Stapleton Brothers'
Ditch Credits, or any communication in connection with the subject matter of
this tranwzclion, through any licensed real estate broker, entity, agent,
commission salesperson, or other person who will claim a right to compensation
or a commission or finder's fee as a procuring cause of the sale contemplated
herein The parties agree that no commissions are due and owing u a result of
this ttansacfion.
g. This IGA may be executed in corrttterparts, all of which taken together shall be
considered one instrument
h. This IGA may be executed by facsimile, any of which, shall be deemed an
original signature and bind the executing party.
i. This IGA shall be effective on the last date it is signed by the parties
j. Confidentiality. Buyer recognizes and agrees that part of the consideration for
the purchase by Buyer of the sale water tights is the maintenance of the
confidentiality of the terms and purchase price paid by Buyer. Buyer shaII not
disclose to others any terms or condition of this Agreement except as required in
the performance of its fiduciary duties or in the course of litigation or otherwise
as required by law, or except as expressly permitted by Seller. Seller shall be
permitted to disclose the practises price and terms and conditions of this
Agreement in its discretion for purposes or facilitating other sales of SeIlefs
water right interests.
WHEREFORE, the parties have executed this IGA effective as of the date set forth above.
BOARD OF COUNfYCOa9uDSSIONERSOFPITKIN STARWOODMEfItOFOI1TAND[SRtICf
COVnrrr
By- BY-
Its: ~l3vcc nr~-~ I s
A ATTEST:
STARWOOnD ^ME'1'ROFgnO',L..IT44A..N__DI--STRICT
I f l~~ ~Y~
B By:M es 7j*a~otf
Its: S Executive Director
I(iA FOR PURCHASE AND SALE: Stapleton Brothew' Ditch
Paps 6 of 8
Approved as to form:
P1T'KIIV COUNTY BALCOh1~6~ G;P;F~N, P.G
By: John IIy scoff M. Balwmb~_
Its: Attorney Sara M. Dunn
0
RECEPTION#: 551002. 07!14!2008 at
11:52:07 AM,
~ of s, R $0.00 Doc Code AGREEMENT
Janice K. Vos Caudill, Pitkin County, CO
INTERGOVERNMENTAL AGREEMENT FOR THE PURCHASE
AND SALE OF WATER RIGHTS
This Intergovernmental Agreement (hereinafter referred to as "IGA") is entered into
between the County Commissioners of Pitkin County, whose address is in care of John Ely, Esq.,
P1Hdn County Attamey's Office; 530 E. Main Street, Aspen, Colorado 81611 ("Seller") and the
Board of Directors for the Stanwood MetrppoBtan District 121 Stewart Drive, Aspen, Colorado
81611 ("Buyer"), effective this day of'~+ nti ,2008.
RECITALS
WHEREAS, Seller is the owner of the following described water right: 8 cubic feet per
second absolute of the Sffipleton Brothers' Ditch, decreed on October 16,1933 in Civil Action No.
3000, Pitkin County District Court Sffite of Colorado, with an appropriation date of June 30,
1904; and
WHEREAS, Seller obtained a deaee dated January 31, 2005 for change of water right,
approval of plan for augmentation and appropziative right of exchange regarding this water
right from the District Court, Water Division No. 5, Case No. 99CW306; and
WHEREAS, the change of Stapleton Brothers' Ditch water right in Case No. 99CW306
included confirmation of 220 acre-feet per yeaz of consumptive use water credits ("Stapleton
Brothers' Ditch Crediffi"); and
WHEREAS, of the 220 acre-feet per yeaz of Stapleton Brothers' Ditch Credits, an
estimated 18 acre-feet per year will be used by the Seller to irrigate landscaped acreage on the
Aspen-Pitkin County Airport property; and
WHEREAS, pursuant to the appllcaflon for change of water right approval of plan for
augmenffitiort and appropriative right of exchange in Case No. 99CW306, the remaining 202
aae-feet per yeaz of Stapleton Brothers' Ditch Credits may be retained by Pitkin County, or sold
or leased to other water users; and
WHBREAS, Buyer is a Metropolitan District organized under the laws of the State of
Colorado to among other things, provide water service to the Stanwood Subdivision;
WHEREAS, Buyer intends to incorporate the Stapleton Brothers' Ditch Credits in a
supplemental augmentation plait to be filed with the Division 5 Water Court;
WHEREAS, Seller desires to sell and Buyer desires to purchase Sffipleton Brothers' Ditch
Credits as follows:
Now, therefore, in consideration of the mutual promises set forth in this IGA, the parties
agree as follows:
1. Agreement m Buv and Sell Water Riehts. Seller agrees to sell and Buyer agrees to
buy 65.00 acre feet of the Stapleton Brothers' Ditch Credits described above, as calculated
as an overall percentage of the 220 acre-feet per yeaz of consumpflve use credits. These
A~
IGA FOR PURCHASE AND SALE: Stapleton Brothers' Ditch
Pepe 2 of 6
65 acre-feet of Stapleton Brothers' Ditch Credits shall be delivered pro-rata out of the
monthly distribution set forth in the decree in Case No. 99CW306 to the extent physically
and legally available, and shall not include any Grizzly Reservoir storage water available
to the County.
2. Price and Payment.
a. Purchase Price: Buyer agrees tb pay Seller the purchase price of Ten Thousand
Dollars (E10,000.00) per acre foot of adjudicated historic consumptive use for a total
purchase price of Six Hundred Fifty Thousand Dollars 0650,000), by wire transfer to
a bank account designated by Seller.
b. Escrow: Upon full execution of this IGA, Buyer shall deposit Sixty-Five Thousand
Dollars ($65,000) into an interest-bearing escrow account for the benefit of Seller. In
the event that Buyer terminates this IGA pursuant to Sub-paragraph c., below, Seller
wlll refund the Sixty-Pave Thousand Dollars (x65,000) plus any interest accrued, to
the Buyer within 10 days of the written notice of termination. In the event Buyer
terminates the IGA for any other reason, Buyer's earnest money shall not be
refunded to Buyer. If Seller Germinates the IGA, Buyer shall receive the interest
payment.
c. Review of Information. Buyer, through any employces, agents or other
designees of Buyer that it may designate, shall have the right to review and inspect
any information relating to the Stapleton Brothers' Ditch Coedits or the subject
matter of this IGA that Buyer may obtain either before or after the effective date of
this IGA. If Buyer determines, in its sole and subjective discretion, that the title to or
status of the Seller's interest in and to the Stapleton Brothers' Ditch Credits is not
satisfactory to Buyer or that there is insuffldent evidence to establish the historic use
of the water to Buyers satisfaction, Buyer shall provide written notice of its
determination ("Notice of Unsatisfactory Conditions') to Seller within 90 days of the
date of this IGA.
d. Pavment of Balance of Purchase Price: At least $ve (5) days prior to closing Seller
shall provide Buyer with the name and address of its bank, the name under which
the bank aaount is held, the bank account number, the wire transfer routing
number, and any other information required to rnmplete the wire transfer. Buyer
shall arrange for the balance of the purdiase prim, Five Hundred Eighty Five
Thousand Dollars ($585,000), at dosing as further described in Paragmph 7, below.
3. Warranties. Seller hereby warrants and represents to Buyer, and such warranties
shall be applicable and in full force in effect as of the date of dosing of this IGA, that:
a. Seller owns good and marketable title to the 5lapleton Brothers' Ditch Credits
described in the Redtals above, free and dear of all liens, encumbrances and
adverse claims to the use and enjoyment thereof.
b. Seller has taken all actions and received all authorisations necessary to make this
IGA a valid obligation binding upon it.
IQA FOR PURCHASE AND SALE: Stapleton Brothens' Ditch
Pags s of 8
c. The Stapleton Brothers' Ditch Credits have been quantified by the Water Court
in the manner required by law, there has been no intent ro abandon or other
action taken to abandon in whole or in part and the Stapleton Brothers' Ditch
Credits aze not currently the subject of an abandonment proceeding.
d. Seller makes no warranties or representations about the suitability of the
Stapleton Brothers Ditch Credits for Buyef s use or purposes.
4 Trar+~r of Hist2c Consumpfive Use Credits Assodated with the Stapleton
Brothers' Ditch Credits. SeIler shall transfer the historic consumptive use credits decreed
to the Stapleton Brothers' Ditch Credits to Buyer by a special warranty deed insuring
that grantor did not convey or adversely affect title during its ownership tenure.
5. Dry-up Covenant As a result of this sale and the changes contemplated herein,
Seller agrees to execute aDry-up Covenant.
6. Water Court Approval. It will be necessary for Buyer to obtain Water Court approval
to utilize the Stapleton Brothers' Ditch Credits as a source of replacement water in the
plan for augmentation. Seller agrees to cooperate with Buyer and assist Buyer as needed
providing information necessary m quantify historic consumptive use or any other
information necessary to obtain a decree in this matter. The parties shall be responsr'bk:
for their individual costs and attorney fees assoaated therewith.
7. Closin£. The date of closing shall be 180 days following mutual execution of this IGA
At closing, the following actions shall occur:
a. Buyer shall wire to Seller the balance of the purchase price in the amount of Five
Hundred Eighty Five Thousand Dollars ($585,000).
b. Seller shall deliver to Buyer a duly executed and arlmowledged specal warrary
deed as described above.
c. Seller shall deliver the Dry-up Covenant desrnbed above.
d. The parties shall execute, acknowledge and deliver any and all other documents
necessary to carry out the Intent and purposes of this IGA and to comply with
applicable law.
8. Time of Essence: Remedies. Time is of the essence. If any payment due hereunder is
not paid, honored or tendered when due, or if any other obligation hereunder is not
perforated or waived as herein provided, there shall be the following remedies:
a. If Buyer is in default, Seller may elect to terminate this IGA, or Seller may elect to
treat this IGA as being in full force and effect and Seller shall have the right to
speafic performance or damages, or both,
b. If Seller is in default, Buyer may elect to terntirtate this IGA, or Buyer may elect to
treat this IGA as being th full force and effect and Buyer shall have the right to
specific performance or damages, or both.
IGA FOR PURCHASE AND SALE: Stapleton Brothers' Ditch
Page 4 of 6
c. Anything to the contrary herein notwithstanding, in the event of any litigation
arising out of this IGA, the court shall awazd to the prevailing party all
reasonable mats and expenses, including attorney fees.
9. Miscellaneous Provisions.
a. All provleions hereof shall apply to and be binding upon the parties hereto, their
agents, successors and assigns.
b. All notices or other communications required or pemritted under this IGA shall
be in writing, and shall be personally delivered or sent by facsimie
telecommunication, by overnight air express service or by certified mail, postage
prepaid, return receipt requested, addressed to the parties at their respective
addresses set forth below, which, for purposes of this IGA, are the law offices of
the parties' respective attorneys. Such notice or other communication shall be
deemed given (i) upon receipt if personally delivered, (ii) upon sending if
delivered by facsimile telecommunication, ('iii) one business day after tendering
to a reputable overnight air express service, and (iv} three business days after
mailing if by certified mail. Notice of change of address shaD be given by written
notice in the manner detailed above.
To Seller: To Buyer:
Board of County Commissioners of Stanwood Metropolitan District
Pitkin County Executive Director of the Board of
Attn: John Ely, Esq. Directors
Pitlan County Attorney 121 Stewart Drive
530 E. Main Street, Suite I Aspen, Colorado 81611
Aspen, CO 81611-2939 (970) 925-8939
(970) 920-5190
With copies to:
With copies to:
Paul J. Taddune, Esq.
Timothy Beaton, Esq. Law Office of Paul J. Taddune
Moses, Wittemyer, Harrison & 323 W. Main Street, Ste 301
Woodruff, P.C. Aspen, CO 81611
P.O. Box 1440 (970) 925-9199
Boulder, C0 80301
Cam) Balcomb 8c Green, P.C.
PO Drawer 790
Glenwood Springs, CO 81602
(970)945-6546
c. All promises, warranties, covenants and representations ctlntained in this IGA
shall survive the closing.
d. This IGA shall be governed under, and constmed pursuant to, the laws of the
State of Colorado.
ICiA FOR PURCHASE AND SALE: 8hplstoa Brothers' Ditch
Paps 6 of 6
e. This IGA shall be modified by writing only, which writing must be executed by
the parties heredo in order W be effective.
f. Neither party has had any contact or dealings regarding the Stapleton Brothers'
Ditch Credits, or any communication in connection with the subject matter of
this transaction, through any licensed real estate broker, entity, agent,
commission salespersoM or other person who will claim a right fn compensation
or a commission or finders fee as a procuring cause of the sale contemplated
herein. The parries agree that no commissions are due and owing as a result of
this transaction.
g. This IGA may be executed in counterparts, all of which taken together shall be
considered one instrument
h. This IGA may be executed by facsimile, any of which, shall be deemed an
original signature and bind the executing patty.
i. This IGA shall be effective on the last date it is signed by the parties.
j. ConfidentiaBty. Buyer recognizes and agrees that part of the consideration for
the purchase by Buyer of the sale water rights is the maintenance of the
confidentiality of the terms and purchase price paid by Buyer. Buyer shall not
disclose to others any tenors or condition of this Agreement except as required in
the performance of its fiduciary duties or in the course of litigation or otherwise
as required by law, or except as expressly permitted by Seller. Seller shall be
permitted to disclose the purchase price and terms and conditions of this
Agreement in its discretion for purposes or facilitating other sales of Seller's
water right interests.
WHEREFORE, the parties have executed this IGA effective as of the date set forth above.
BOARD OFCOTJ(VfYCONA9SSION6RSOFF171CIId STARWOODM>:I'ROPOISfAND[STRICT
CO[7NTY
By: ~ ~ ' sy:
ItS: ~ tJ C ~ ~ ~ L L+Y1 ~ I ~
L
A ATTSSr.
STARWOOnD ^MsrROPOLTTAN DISfRIC[
~~I
By: Me H tes ' 7/a) 0
Its: tary Executive Director
1t3A FOR PURCHASE AND SALE: Stapleton 6rothe~s' Ditch
Page 6 of S
Approved as to form:
Pft'KIN COLINIY . B~I.COtvl~6c GRF , P.C.
`a
By: Jahn Ely Scott M. Balrnmb
Its: Attome~ Sara M. Dunn
SPECIAL WARRANTY DEED
THIS DEED ;s made this aari d day of 02ctrn ~ ec , 2008, between tl?e BOARD OF
COUNTY COMMLSSIONF.RS OF PITIQN COUNTY, COLORADO whose address is Plaza 1,1 st Floor,
Courthouse Plaza Building, 530 East Main Sheet, Aspen, Colorado 81611 ("Grantor"), and STARWOOD
METROPOLITAN DISTRICT, a special district organized and existing under the laws of the State of
Colorado, whose address is 121 Stewart Drive, Aspen, Colorado 81611 ("Gtantee'~:
WTINESSETH that the Grantor, for and in consideration ofthe sum of Ten Dollars and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has granted, bargained,
sold and conveyed, and by these presents does grant, bazgain, sell, convey and confirm, unto the Grantee, its
successors and assigns forever, the following water rights, together with improvements, if any, situate, lying
and being in the County of Pitkin and State of Colorado, descn'bed as follows:
An undivided 13/44`" interest in and to the 8.0 cubic feet per second of the Stapleton
Brothers' Ditch adjudicated in Civil Aetion 3000, Pitkin County District Court, oa October
16,1933, having Priority No. 269, and an appropriation date ofJune 30,1904, as changed by
the decree in Case No. 99CW306, District Court, Water Division No. 5 on January 31, 2005;
together with an equal 65 acre-feet of water per yeazpro rata interest in the fully consumable
consumptive use water credits as quantified and decree the decree in Case No. 99CW306.
TOGETHI~t with any and all hereditaments and appurtenances thereto belonging, of in anywise
appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and
all the estate, right, interest, claim and demand whatsoever ofthe Grantor, either in law or equity, of, in and to
the above bargained premises.
To HAVE AND To HOLD the said premises above bargained and descn'bed with the appurtenances,
unto the Grantee, its successors and assigns forever. Grantor, for itself, its successors and assigns, does
covenant and agree that it shall and will WARRANT AND FoREVERDEFENDtheabove-bargained premises in
the quiet and peaceable possession of the Grantee, its successors and assigns, against all and every person or
persons claiming the whole or any part thereof, by, through or under the Grantor.
IN WITNESS WHIiREOF, the Grantor has executed this deed on the date fast written above.
BOARD OF COUNTY COMMISSIONERS
PTTICIN COUN/~TY, COLORADO
By act
Name: G~.(, ~ 'Ct
Title: ~~r w~G.y~
ATTEST: ~ RECEPTION#: !i5li33li, 72!3012008 at
09:16:48 AM,
By L //y ~7 ~ 1 of 2, R 80.00 DF 50.00 Doc Code SPEC
Name: '1~2 ~e.s WD
Title: ~ ~ ~ ~ Janice K. Vos Caudill, Pitkin County, CO
Specs! Warrm+tyDeed (Piton County/SlmwoodMe/ropolitan District) Page 1 oft
STATE OF COLORADO )
COUNTSC OF PITKIN )
Aclmowledged before me this 3d nd dayy of ~ «-`n`~~ .2008, by
)[1_t~ l'Eo~~l^~itlol as l'hn;rrvis..~n and .\f+~a,n,t,1#f .~'Ovle.S
as Secrctacy of the Board of County Commissioners of Pitlcin County, Colorado.
~p.~ty cltrN.
WTItQESS my hand and o seal
My Commission expires:
~~~ptUUp~~~~ ,
```~~`~1a~....A...'.`9e6y~~+ No iblic
= e~TaP
=N1 ~
,f
~?~1111/1N~~~,
After recording, return to:
Sara Dunn, Esq.
Balcomb & Green, P.C.
P.O. D[awet 790
Glenwood Springs, CO 81602
Special Warranty Deed (Pitkln County /Starwood Metropolitan Disnkt) Page 2 oft
SPECIAL WARRANTY DEED
THIS DEED is made this `der d day of ~2~trn ~J eC , 2008, between the BOARD OF
COUNTY COMMISSIONERS OF PITHIN COUNTY, COLORADO whose address is Plaza 1,1 st Floor,
Courthouse Plaza Building, 530 East Main Street, Aspen, Colorado 81611 ("Grantor"), and STARWOOD
METROPOLITAN DISTRICT, a special district organized and existing under the laws of the State of
Colorado, whose address is 121 Stewart Drive, Aspen, Colorado 81611 ("Grantee"):
WITNESSEIT-I that the Grantor, for and in consideration ofthe sum of Ten Dollars and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has granted, bargained,
sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto the Grantee, its
successors and assigns forever, the following water rights, together with improvements, if any, situate, lying
and being in the County of Pitkin and State of Colorado, described as follows:
An undivided 13/44`s interest in and.to the 8.0 cubic feet per second of the Stapleton
Brothers' Ditch adjudicated in Civil Action 3000, Pitkin County District Court, on October
16,1933, having Priority No. 269, and an appropriation date of June 30, 1904, as changed by
the decree in Case No. 99CW306, District Court, Water Division No. 5 on January 31, 2005;
together with an equa165 acre-feet of water per yeaz pro rata interest in the fully consumable
consumptive use water credits as quantified and decree the decree in Case No. 99CW306.
TOGETTTER with any and all hereditaments and appurtenances thereto belonging, or in anywise
appertaining, and the reversion and reversions, remainder and remainders, rents, issues and proSts thereof, and
all the estate, right, interest, claim and demand whatsoever of the Grantor, either in law or equity, of, in and to
the above bazgained premises.
TO HAVE Arm TO HOLD the said premises above bazgained and described with the appurtenances,
unto the Grantee, its successors and assigns forever. Grantor, for itself, its successors and assigns, does
covenant and agree that it shall and will WARRANT AND FOREVER DEFEND the above-bargained premises in
the quiet and peaceable possession of the Grantee, its successors and assigis, against all and every person or
persons claiming the whole or any part thereof, by, through or under the Grantor.
IN WITNESS WHEREOF, the Grantor has executed this deed on the date first written above.
BOARD OF COUNTY COMMISSIONERS
PITKIN COUNTY, COLORADO
By
Name: Ct-C, 4 ti 'rr l o'
Title: 0.r rv~~i.h
ATTEST: RECEP710N#: 555335, 12/30/2008 at
II 09:16:48 AM,
By ~ V 1 of 2, R $0.00 DF $0.00 Doc Code SPEC
Name: f~2 -its ,p~ WD
Title: Se l ul cJ ? k Janice K. Vos Caudill, Pitkin County, CO
Special Warranty Deed (Pitkin County /Starwood Metropolitan District) Page / of 2
STATE OF COLORADO )
COUNTY OF PITKIN )
Acknowledged before me this c~a Yid day of ~ ~ e-vr~~~K' 2008, by
.~Ll_(.Fc. L`ic~'~`~ t10~ as ~Ma i
C rv~_.r. y1 and 1 t. ~n ~c.~f.P ~ OVIe S
as SecretaFy of the Boazd of County Commissioners of Pitkin County, Colorado.
1~ty Utrk,
WITNESS my hand and offlGjal seal.
My Commission expires: ~0~~ttpso~:
~~`J`~~9e,A'Ac~~~~~~ No Public '
f T
i• A~~~
~ ~s ~BI.1G f•
llllfll~+~a~`,`
After recording, return to:
Saza Dunn, Esq.
Halcamb & Green, P.C.
P.O. Drawer 790
Glenwood Springs, CO 81602
Special Warranty Deed (Firkin County /Starwood Metropolitan Disbict) Page 2 oj2