HomeMy WebLinkAboutbocc.con.074.2011 CONTRACT #
RECEPTION #: 578749, 03/29/2011 at
APPROVED BY 03 :44 :18 PM,
RESOLUTION 1 OF 32, R $0.00 Doc Code DEED
CONSERV
# 0/7 — 00 ? Janice K. Vos Caudill, Pitkin County, CO
NOTICE TO TITLE COMPANY:
This Deed of' Conservation Easement in gross requires a one - hundred dollar ($100.00) fee be
paid to Aspen Valley Land Trust or its successor organization by purchaser, transferee or
recipient upon any transfer or purchase of this Property, pursuant to Section 16.
DEED OF CONSERVATION EASEMENT IN GROSS
Fender Middle Ranch — Pitkin County
e t THIS DEED OF CONSERVATION EASEMENT IN GROSS ( "Easement ") is granted this
96 day of Mt* 2011, by MIDDLE RANCH, LLC, a Florida limited liability company
( "Grantor "), to and for the benefit of ASPEN VALLEY LAND TRUST, a Colorado nonprofit
corporation having offices at 320 Main Street, Suite 204, Carbondale, Colorado 81623 ( "AVLT"),
and the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, Colorado, a body
corporate and politic, having its address at 530 E. Main St., Ste 301, Aspen, Colorado 81611
( "Pitkin County"). AVLT and Pitkin County are collectively referred to herein as "Co- Grantees" or
individually as "Co- Grantee." Grantor and Co- Grantees may be collectively referred to as the
"Parties" and individually as a "Party."
The following exhibits are attached hereto:
Exhibit A: Property Legal Description,
Exhibit B: Survey of Property,
Exhibit C: Water Rights.
RECITALS
WHEREAS, Grantor is the sole owner in fee simple of 335 acres, more or less, of real
property on the Fender Middle Ranch (hereafter the "Middle Ranch "), located at 2600 West Sopris
Creek Road, Basalt, County of Pitkin, State of Colorado, more particularly described in Exhibit A,
together with certain Water Rights described in Exhibit C, attached hereto and made a part hereof
(the "Property"). The term "Property" shall hereinafter be defined as the land and water rights
combined, and the term "Water Rights" shall refer to the water rights alone, as described in
Section7.3.J and Exhibit C, attached hereto and incorporated herein by reference;
WHEREAS, the Property possesses natural, scenic, open space (including agricultural), and
wildlife values (collectively, "Conservation Values ") of importance to Grantor, the Co- Grantees,
the people of Pitkin County, and the people of the State of Colorado that are worthy of preservation;
Return to: Aspen Valley Land Trust
320 Main Street, Suite 204
Carbondale, CO 81623
970- 963 -8440
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WHEREAS, the Conservation Values of the Property are more particularly described in the
Baseline Documentation, described in Section 4 herein, the protection of which is recognized under
§170(h)(4)(A) of the Internal Revenue Code of 1986, as amended (`9RC "), and §1.170A -14(d) of the
Treasury Regulations as valid conservation purposes for which a qualified conservation contribution
may be donated. A summary of the Conservation Values follows:
• Relatively Natural Habitat [§ 1.170A- 14(d)(3)]. For the most part, the native plant
communities on the Property are in fair to excellent condition. The dominant plant
communities on the Property can be described as follows: (1) mountain big sagebrush
shrublands; (2) Gambel oak dominated mixed montane shrubland; (3) non - native pasture
grass hayfields; (4) quaking aspen / thinleaf alder - willow species riparian woodland - Sedge
wetland complex. The riparian - wetland complex and hayfields occupy the valley floor while
the sagebrush and montane shrublands are primarily located on the southwesterly- and
northeasterly- facing slopes above. In many areas of the Property the shrubland associations
consist of intergrades between adjacent types with dominance or co- dominance of Gambel
oak or mountain big sagebrush.
There are plants and plant communities with special conservation status known or
likely to occur on the Property. The Property is home to sagebrush shrubland associations
designated as rare and/or imperiled by the Colorado Natural Heritage Program ( "CNHP ").
Protecting sagebrush shrublands in Colorado has been identified by a number of
governmental and non - governmental agencies as a conservation priority. Harrington's
beardtongue (Penstemon harringtonii) may occur on the Property. This rare plant is known to
occur in similar habitat nearby and within the Crown Potential Conservation Area ( "PCA "),
as designated by CNHP. This globally vulnerable member of the Penstemon genus is
endemic to a six county area in Colorado. Gambel oak - alderleaf mountain mahogany / elk
sedge mixed montane shrubland associations on the Property are threatened throughout their
global range and vulnerable to extirpation in Colorado.
The interspersion of the varied associations on the Property provides habitat for a
relatively rich assemblage of wildlife species. The hayfields on the Property provide valuable
habitat for grassland birds such as mountain bluebirds, savannah and vesper sparrows, and
western kingbirds and small mammals such as long - tailed and montane voles, northern
pocket gophers. The Property is within the home range of a pair of golden eagles. Other
raptors such as harriers and red - tailed hawks are commonly observed hunting the abundant
prey in the shrublands and hay fields. Both mule deer and elk occur on the Property. Portions
of the Property lie within active mule deer (Odocoileus hemionus) and Rocky Mountain elk
(Cervus canadensis nelsoni) winter range as well as mule deer summer range. Bobcats,
coyotes, long- and short- tailed weasels, mountain lions, and red fox all occur on the Property.
The Property lies within an important black bear fall foraging area. It also provides habitat to
a number of bat species (including ram Townsend's big -eared bats) and four species of owl.
Dry Creek runs through the Property for approximately 0.8 miles.
• Open Space [§ 1.170A- 14(d)(4)]. The Property qualifies as open space because it will be
preserved for the scenic enjoyment of the general public and is pursuant to a clearly delineated
governmental conservation policy. Conservation of the Property will further yield a
significant public benefit.
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o Scenic Enjoyment. The Property lies within a mapped Scenic View Protection Area
designated by Pitkin County, and adds to the scenic character of the local rural
landscape in which it lies, and provides a degree of openness, contrast and variety to
the overall landscape. A portion of the Property is visually accessible to the general
public from West Sopris Creek Road, which is open to and actively used by residents
of Pitkin County and the State of Colorado, and from public lands and trails on and
surrounding Mount Sopris, a popular recreational destination. The terms of the
Easement do not permit a degree of intrusion or future development on the Property
that would interfere with the essential scenic quality of the land.
o Agriculture. The Property is currently used for agricultural purposes including
irrigated hay production and pasture for livestock. This use is compatible with other
land use in the vicinity, as adjacent properties are also used for agricultural
production. Hay is harvested from a portion of the approximately 95 acres of irrigated
fields (as shown on Exhibit C) on the Property annually. The Property has
considerable senior water rights dating back to the origins of the Middle Ranch and
commencement of its agricultural uses in the 1880s, described in Exhibit C. The
Property has been continuously operated as a ranch since it was homesteaded in 1885,
and for most of that time has been used as part of a larger cattle ranching operation by
family ranchers.
o Governmental Policies. Conservation of the Property is promoted by the following
local and state governmental policies. The laws and regulations of the State of
Colorado and the United States also support conservation of the Property relative to
its scenic, wildlife habitat, agricultural heritage, educational and natural area values:
• Local Policies:
Conservation of the Property helps to maintain a valuable open space resource.
Pitkin County addresses the need for protecting open space in its Home Rule Charter,
which contains the Open Space and Trails Program's enabling legislation under
Article XIII. Criteria for open space acquisitions include: (1) Areas within public
scenic viewplanes; (2) Incorporating or protecting significant wildlife habitat; (3)
Protecting riparian or wetlands areas; (4) protecting other public lands from the
impacts of development. In addition, Pitkin County's Down Valley Comprehensive
Plan (DVCP) recommends inclusion of the Ranch within its Agricultural/Wildlife
Reserve (AWR) District.
Conservation of the Property is also promoted by the Emma Area 2008 Master
Plan, adopted January 13, 2009 by the Pitkin County Planning Commission, which
places this Property within a mapped Scenic View Protection Area, as designated by
Pitkin County Land Use Code, and advocates for the following issues, which are
achieved in part through preservation of the Property: 1) Preservation of rural
character; 2) Preservation of open lands; 3) Preservation of agricultural uses;4)
Preservation of privacy, peace and quiet; and 5) Managing growth and development.
• Statewide Policies:
The State of Colorado has recognized the importance of private efforts toward
the preservation of natural systems in the State by the enactment of Colorado Revised
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Statutes ( "C.R.S. ") § §38- 30.5 -101 et seq. In addition, C.R.S. §33 -1 -101 provides in
relevant part that "it is the policy of the state of Colorado that the wildlife and their
environment are to be protected, preserved, enhanced, and managed for the use,
benefit, and enjoyment of the people of this state and its visitors." C.R.S. §38 -30.5-
102 provides for the creation of conservation easements to maintain land "in a
natural, scenic, or open condition, or for wildlife habitat, or for agricultural,
horticultural, wetlands, recreational, forest or other use or condition consistent with
the protection of open land ..."
The Colorado Department of Agriculture Statutes, C.R.S. § §35 -1 -101 et seq.,
provide in part that "it is the declared policy of the State of Colorado to conserve,
protect, and encourage the development and improvement of its agricultural land for
the production of food and other agricultural products."
The Property contains significant native sagebrush habitat, and as such its
conservation is further promoted by the Colorado Division of Wildlife's Wildlife
Conservation Section Briefing Paper, dated March 3, 2005, "Needs for Habitat
Protection of Colorado's Sagebrush Communities."
o Significant Public Benefit. The Property is a unique part of a rural, agricultural,
mountainous area of Pitkin County, where there is a trend toward residential
development in the near vicinity. The Town of Basalt is approximately five miles by
road from the Property, and the City of Aspen approximately 23 miles to the east.
There is a strong likelihood that development of the Property would contribute to
degradation of the scenic and natural character of the area. Preservation of the
Property will continue to provide an opportunity for the general public to appreciate
its scenic values, and will increase the amount of conserved lands both in the Emma
area, currently identified by the Co- Grantees as a high priority for protection, and
within The Crown Potential Conservation Area ( "PCA "), designated for its high
conservation priority by the Colorado Natural Heritage Program. The Property lies
within The Crown PCA and borders Bureau of Land Management land to the east. It
lies approximately one mile from existing conservation easements on the 280 -acre
Sopris Mountain Ranch, the 56 -acre Flatbush Farm, and the 560 -acre Crown
Mountain Ranch, thereby adding to the habitat and natural area connectivity of the
area.
WHEREAS, the Parties acknowledge that this Easement is intended to satisfy in part the
requirement of the Pitkin County Land Use Code for the creation by Grantor of conserved open
space for the Middle Ranch LLC Conservation Development PUD, pursuant to the Resolution 059-
2010 of the Board of County Commissioners of Pitkin County, Colorado approving the Middle
Ranch LLC Conservation Development (CD -PUD) Plan, Special Review, GMQS Exemption and
Activity Envelope, recorded on June 11, 2010, in Pitkin County at Reception # 570412, as such
approvals may be amended from time to time by approval of Pitkin County (hereafter "2010 Land
Use Approvals "). The Parties also acknowledge that the 2010 Land Use Approvals permit five
development activity envelopes on the Middle Ranch ( "Activity Envelopes "), three of which are not
encumbered by this Easement nor included within the Property, and therefore are not addressed or
restricted by the terms of this Easement. The Activity Envelopes excluded from the Easement and
Property are for residential, agricultural, and historic structures, and are shown on Exhibit B herein;
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WHEREAS, Grantor intends to convey to the Co- Grantees the right to preserve and protect
the Conservation Values in perpetuity and the Co- Grantees agree by accepting this grant to honor the
intentions of Grantor stated herein and to preserve and protect in perpetuity the Conservation Values
for the benefit of this generation and the generations to come;
WHEREAS, AVLT is a charitable organization as described in IRC §501(c)(3), and is a
publicly- supported organization as described in IRC §170(b)(1)(A) whose primary purpose is to
permanently preserve and protect the natural, scenic, agricultural, historical, and open space
resources of the greater Roaring Fork and Colorado River Valleys, including the area in which the
Property is located, and who is a "qualified organization" to do so within the meaning of IRC
§170(h)(3), possessing the resources and commitment to protect and defend the conservation
purposes of this grant and Conservation Values identified herein;
WHEREAS, the Board of Directors of AVLT has duly authorized AVLT's Executive
Director or her designee to execute and accept conservation easements on behalf of AVLT; and the
Board of County Commissioners of Pitkin County, Colorado is a body corporate and politic and is
duly authorized to execute and accept the Easement.
AGREEMENT
NOW, THEREFORE, in consideration of the matters above, the mutual covenants, terms,
conditions and restrictions contained herein, and other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. GRANT
Grantor hereby voluntarily and irrevocably grants and conveys to the Co- Grantees a
perpetual Conservation Easement in gross ( "Easement "), pursuant to C.R.S. § §38- 30.5 -101 et seq.,
through the terms mutually agreed to in this Easement, consisting of the rights and restrictions
enumerated herein, over and across the Property, to hold said Easement unto the Co- Grantees and its
successors and assigns forever. The Easement shall constitute a binding servitude upon the Property
and shall be subject to prior reservations, easements, encumbrances and exceptions of record, except
as otherwise set forth herein.
2. PURPOSES
Pursuant to the terms of C.R.S. § §38 -30.5 -101 et seq., the purposes of the Easement are to
assure that the Property will remain forever predominantly in its scenic, natural and open space
condition, subject to the uses of the Property permitted hereunder, including but not limited to
ongoing agricultural use and uses permitted under the 2010 Land Use Approvals, to protect and
preserve the Conservation Values in perpetuity, to prevent any use of the Property that is inconsistent
with the preservation and protection of the Conservation Values and, in the event of their degradation
or destruction, to restore such Conservation Values. The primary purpose of this Easement is to first
and foremost preserve, protect, and enhance where possible the natural wildlife habitat of the
Property. Secondly, the purpose is to preserve and protect the agricultural and ranching potential and
scenic open space of the Property. (This paragraph collectively defines the "Purposes. ")
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3. INTENT
The intent of' the Parties is to permit all uses of the Property that are consistent with the
Purposes of this Easement as determined jointly by the Co- Grantees in their sole discretion. Nothing
in this Easement is intended to compel a specific use of the Property other than the preservation and
protection of the Conservation Values, and it is the Parties' intent that the terms of the Easement
permit Grantor to achieve all of the entitlements set forth in the 2010 Land Use Approvals.
4. BASELINE DOCUMENTATION
The Co- Grantees and Grantor acknowledge that a Baseline Documentation of the
Conservation Values and relevant features of the Property has been prepared on October 4, 2010 by
Colorado Wildlife Science LLC, a company familiar with conservation easements, the Property, and
the environs, and is on file with the Parties. The Parties acknowledge and agree that by the execution
of this Easement, they hereby approve, acknowledge, and accept the Baseline Documentation as an
accurate representation of the condition of the Property at the time of this grant. The Parties agree
that the Baseline Documentation is not intended to preclude the use of other evidence to establish the
present condition of the Property should a controversy arise.
5. RIGHTS OF THE CO- GRANTEES
To fulfill the Purposes of this Easement, Grantor appoints AVLT as Lead Agency for this
Easement. As such, AVLT shall be responsible for annual monitoring visits to the Property,
maintenance of baseline information and stewardship files, and receiving Grantor notices and
requests for approval under the Easement, which notices and requests shall be reviewed jointly by the
Co- Grantees. This Easement shall be co -held by Pitkin County, and the roles and rights of each Co-
Grantee in enforcing this Easement shall be described in Section 12 of this Easement. AVLT may
reassign Pitkin County as Lead Agency upon mutual agreement of all Parties, and if at any time the
Lead Agency is unable to perform its duties, it may temporarily assign those duties to the Co- Grantee
upon notice to Grantor. Notwithstanding the forgoing, Grantor conveys the following additional
rights to the Co- Grantees in support of the Purposes of this Easement:
5.1. The right to preserve and protect the Conservation Values in perpetuity;
5.2. The right of the Lead Agency to enter upon the Property once annually at a
reasonable time agreed to mutually by Grantor and the Lead Agency, or after five days if
Grantor fails to respond to Lead Agency's advance notice to Grantor, to inspect the Property
thoroughly, to monitor Grantor's compliance with, and otherwise enforce the terms of this
Easement; provided that such entry shall not unreasonably interfere with Grantor's use and
quiet enjoyment of the Property, with the exception that no such notice shall be required and
more than one annual visit shall be permitted in the event the Co- Grantees jointly and
reasonably believe that immediate entry upon the Property is essential to prevent or mitigate
a violation of the Easement;
5.3. The right, as an interest owner in the Property (as stipulated in Section 14.3 herein),
to prevent or enjoin Grantor or third parties (whether or not invitees of Grantor) from
conducting any activity on or use of the Property that is inconsistent with the Purposes of the
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Easement; and the right to require Grantor or third parties, as may be responsible, to restore
such areas or features of the Property that are damaged by any inconsistent activity or use,
subject to the qualifications of Section 13.5 herein;
5.4. Any other rights that the Parties may approve consistent with the Purposes of the
Easement, including adding additional purposes or defining additional Conservation Values;
and
5.5. The right to be recognized as an owner in the interest of the Property represented by
this Easement (as stipulated in Section 14.3 herein), and therefore to receive notification from
and join Grantor as a party to any leases, surface use agreements, damage agreements or
rights -of -way that may be proposed, granted or required hereafter as a result of condemnation
or eminent domain proceedings, or for the purpose of exploring for or extracting minerals on
or below the Property.
6. RIGHTS OF GRANTOR
Except as limited by this Easement, Grantor reserves to itself and to its personal
representatives, heirs, successors, and assigns, all rights and obligations accruing from its ownership
of the Property, including the right to engage in activities and uses of the Property not prohibited
herein that are not inconsistent with the preservation and protection of the Conservation Values,
pursuant to IRC §170(h)(3) and C.R.S. §38 -30.5 -102. The Parties stipulate that the 2010 Land Use
Approvals are consistent with the preservation and protection of the Conservation Values.
7. PROHIBITED AND PERMITTED USES
The following uses and practices by Grantor, though not an exhaustive recital, are either
prohibited or permitted by this Easement; however, nothing in this Easement constitutes approval by
any government or other permitting agency for building, construction, development or land use, and
Grantor recognizes that certain uses or improvements described as consistent with or permitted by
this Easement may require further permitting and approval from Pitkin County or other federal, state
and local agencies. Certain indicated uses may require notice to or approval from the Co- Grantees, or
both, according to Sections 10 and 11 herein, and Co- Grantees' may approve additional uses not
expressly described in this Easement upon Grantor's request according to the same procedure,
provided such uses are consistent with the Purposes of this Easement. Any future or proposed
amendments to the 2010 Land Use Approvals or other separate agreements affecting the Property (as
opposed to the Activity Envelopes) entered into subsequent to this grant must also be consistent and
comply with the Purposes and terms of this Easement.
7.1. Development Rights. Grantor hereby grants to the Co- Grantees all development
rights, including the construction, location, improvement, or replacement of any
"improvements" (defined as buildings, structures, mobile homes or other physical, human-
introduced development of the Property, including landscaping, fences, wells, roads, septic
systems, utilities, etc.) associated with the Property in perpetuity for the limited purpose of
ensuring that such development rights are forever terminated and extinguished as to Grantor,
and may not be used on or transferred off of the Property by Grantor or the Co- Grantees or
any other party; or used as a credit for density of development anywhere by any party, except
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for the particular development rights expressly reserved by Grantor in Section 7.2 and 7.3
and also those rights set forth in the 2010 Land Use Approvals, and except for those
Transferable Development Rights ( "TDRs ") allocated to the Property by the 2010 Land Use
Approvals and BOCC Ordinance 06 -2010 recorded in the Pitkin County records at Reception
# 570415. Notwithstanding the above, Grantor also retains the right to further reduce or
diminish existing development rights or Land Use Approvals on the Property in exchange for
monetary or tax benefits, or additional TDRs, or any combination thereof with Pitkin
County's sole approval.
7.2. Buildings and Improvements. The construction, location, improvement, or
replacement of any improvements (defined above.) are prohibited on the Property, except for
those in existence at the time of this grant, or permitted by easements and rights -of -way in
existence prior to this grant; and as follows;
A. Agricultural Buildings. Up to four permanent run -in or loafing sheds for horses or
livestock may be installed in the pasture areas, mapped in Exhibit C as irrigated areas of
the Property. The combined footprint of all such sheds shall not exceed 1,200 square feet
total. Sheds shall be unenclosed (te., having a maximum of three walls), and shall not
have excavated, raised or slab foundations. Additional portable sheds not to exceed 300
square feet each that comply with the standards above may be installed in the pastures.
Greenhouses may be constructed on the Property subject to Co- Grantee' approval.
B. Spoil Site. A Spoils Envelope, as shown on Exhibit B herein, may be used for
construction staging and temporary storage of excavated and other road construction
materials during the period of road or building construction, and shall be restored to as
close to its prior condition as possible, or in accordance with a restoration plan approved
by Pitkin County.
C. Fencing. Grantor may replace, repair or improve existing fences on the Property and
erect new fencing provided such new or replaced fencing is consistent with then - current
Colorado Division of Wildlife ( "CDOW ") guidelines for fencing in a wildlife migration
area and any applicable county regulations, so as to permit the movement of wildlife
across the Property. Any disturbance to the Property that results from such fence
maintenance or construction shall be reseeded and restored to as close to its prior
condition as possible, or in accordance with a restoration plan approved by Pitkin
County.
D. Roads, Bridges. Driveways and Trails. The existing access road on and to the
Property may be maintained, graded, graveled and otherwise improved to the extent
permitted by Pitkin County to access the Activity Envelopes in the approximate location
shown on Exhibit B herein. In addition, Grantor may construct and maintain one
additional access road or driveway from West Sopris Creek Road to the Activity
Envelopes in a location and of a type and size approved by Pitkin County (the current
approved location is shown on Exhibit B). Landscaping and planting of trees is permitted
along these roadways or within any appurtenant road easements upon Co- Grantees'
determination that such landscaping does not disrupt scenic views of the Property from
West Sopris Creek Road. Grantor may also construct water crossings across Dry Creek
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and Monique's Gulch using bridges or culverts, or both, as necessary to permitted uses of
the Property. The construction of or granting of easements or rights -of -way for additional
roads, driveways or water crossings is allowed with approval of the Co- Grantees.
Development of new trails for non - motorized recreational use and new trails or ranch
roads for agricultural purposes is permitted only in locations approved by Co- Grantees.
Improved recreational trails or courses for dirt bikes or ATVs are prohibited.
E. Recreational Structures. Low- impact (as defined in Section 20.1) and temporary
recreational structures, such as picnic tables, benches, tents, fire pits, and equestrian
obstacles are permitted on the Property in locations and in a manner not damaging to the
Conservation Values.
F. Utilities, Energy Generation, and Other Technology. The installation of or granting
of easements and rights -of -way for utility lines and pipelines, or both, across the Property
is permitted as necessary to service the Activity Envelopes or connect to the grid, and for
agricultural uses on the Property, or as may be otherwise approved by the Co- Grantees.
In addition:
a. Water wells, pumps, and water storage tanks for domestic, agricultural or wildlife
use of the Property or Activity Envelopes, or both, are permitted.
b. Low - impact (defined in Section 20.1) utilities or technology that are not
connected to the power grid (such as fence - mounted solar panels or low - profile wind
turbines to power water pumps) may be located on the Property or attached to
permitted agricultural structures.
c. Grantor may locate one wind power generator for use on the Property in a location
and of a type approved by Pitkin County. Additional wind, solar, and micro -hydro
powered electric generators or other energy - generating structures or technologies that
are connected to the power grid or have more than low impact to the Property, as
defined in Section 20.1, require approval of Co- Grantees.
Grantor shall promptly reseed and restore any surface impacts that result from the
installation or maintenance of any utilities or infrastructure on the Property to as close to
the Property's original condition as possible as set forth in the 2010 Land Use Approvals.
7.3. Resource Management and Use. Grantor recognizes the importance of good
resource management and stewardship to preserve and protect the Conservation Values.
Accordingly, Grantor agrees not to alter the topography of the Property through placement or
removal of soil, gravel, land fill, or other materials nor to impair the relatively natural habitat
for native plants, wildlife, or similar ecosystems within and upon the Property, except: (1) as
necessary in emergencies, including for fire control and prevention; (2) as approved by the
Co- Grantees and any required permitting agencies for habitat enhancement or restoration
purposes; (3) as specifically permitted for improvements described in Section 7.2 above; (4)
as necessary for burial of livestock and pets in accordance with applicable regulations; and
(5) as necessary for the uses described below:
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A. Agriculture. Grantor retains the right to conduct agricultural operations on the
Property, and to lease lands with appurtenant Water Rights for agriculture in a manner
consistent with sound farming and range management practices so as not to cause
significant soil erosion or low soil quality as then- determined by the Natural Resource
Conservation Service or its successor ( "NRCS "), or other then- appropriate entities.
Permitted agricultural operations include, but are not limited to grazing and raising of
livestock and horses, maintenance and irrigation of pasturelands, cultivation of land and
raising of crops, raising or farming of fish in a manner approved by all appropriate
regulatory agencies, and all other agricultural, ranching and farming activities not
inconsistent with protection of the long -term ecological viability of the land.
Commercial feed lots, defined as confined areas or facilities within which the
Property is not grazed or cropped annually, and which are used and maintained for
purposes of extended feeding and finishing of large numbers of livestock for commercial
sale or production, are prohibited; though temporary enclosure and feeding of livestock
within corrals for short periods in a manner consistent with the Purposes of this Easement
is permitted. Other intensive agricultural uses of the Property that may change the
character or quality of the land, such as commercial tree or sod farming, or commercial
equestrian operations (except as approved by the 2010 Land Use Approvals) require
approval of the Co- Grantees and may be required to follow a ranch management plan
approved by the Co- Grantees, which approval may include restrictions on the extent and
location of the proposed use in order to protect the overall Purposes of this Easement.
If agricultural operations on the Property cease in the future, Grantor agrees to reseed
and take other measures necessary to establish native or non - invasive ground cover
suitable to the Property so as to prevent the spread of noxious weeds. The Parties agree
that agricultural operations may resume any time thereafter upon notification to the Co-
Grantees;
B. Off -Road Vehicle Use. Grantor's private use of off -road vehicles is permitted as
necessary for property maintenance, agriculture and range management in a manner that
does not result in erosion of or significant compaction to the Property's soils, harassment
of wildlife, or damage to the natural vegetation or sensitive ecosystems or of the
Property. Commercial and private recreational or public use of off -road vehicles is
prohibited on the Property;
C. Hunting and Fishing. Hunting, fishing and the leasing of hunting rights on the
Property may be permitted or prohibited at Grantor's discretion and according to
Colorado Division of Wildlife and other applicable federal, state and Local laws and
regulations;
D. Harassment of Wildlife: Harassment of wildlife on the Property by any means is
prohibited, including as a result of failure to control or restrain dogs;
E. Trash. Grantor shall not accumulate or dispose of trash, garbage, or other hazardous
or unsightly refuse on the Property, except for non -toxic compostable matter produced or
used on the Property;
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F. Forest and Vegetation Management. Selective cutting, thinning or burning (see
forestry definitions in Section 20.1) of trees and native vegetation is permitted on the
Property to control insects, fire or fire danger and disease; to prevent personal injury and
property damage; for domestic and agricultural uses on the Property such as firewood
collection and construction of permitted structures or fences; or to otherwise maintain the
character and health of the wildlife habitat or ecosystem. Replacement of trees and/or
reforestation with native vegetation is permitted. The Co- Grantees' approval is required
for clear cutting of trees or for commercial timber harvesting, which activities shall be
guided by a forest management plan prepared by a qualified expert satisfactory to the Co-
Grantees;
G. Weed Control. Grantor agrees to control noxious weeds and invasive plant species
on the Property in accordance with applicable federal, state and local laws and
regulations, and shall not intentionally introduce noxious weeds or other invasive species
to the Property;
H. Minerals. Surface mining is prohibited on the Property. Because, at the time of
granting the Easement, Grantor owns only a portion of the mineral rights associated with
the Property, a mineral remoteness letter, finding that the likelihood of surface mining on
the Property is so remote as to be negligible, was prepared by Rare Earth Science LLC on
July 1, 2010.
Grantor shall not lease, sever or separate Grantor's portion of mineral rights from the
Property, nor explore for, develop, mine or otherwise extract any minerals (which may
include, but are not limited to, coal, peat, sand, gravel, rock, soil, geo- thermal resources,
oil, oil shale, natural gas or other hydrocarbons) from on or below the surface of' the
Property, except as required by third party owners or partial - interest holders of mineral
rights associated with the Property. Grantor may lease to a third party the right to explore
for and extract minerals from below the surface of the Property only in a manner that is
temporary and reclaimable and otherwise consistent with the meaning, provisions, and
terms of IRC §170(h) and §1.170A -14(g) of the Treasury Regulations, and may enter into
surface use agreements, non - surface use agreements, damage agreements and other
related agreements (collectively hereafter "surface use agreements ") necessary to honor
third party rights to mineral development, and to control resulting impacts to and
restoration of the surface of the Property. Any oil and gas leases or surface use
agreements required and entered into by Grantor shall be consistent with the following
terms:
a. Future Oil and Gas Agreements. Grantor shall incorporate this Easement by
reference and summarize the Conservation Values in any and all future oil and gas
leases and surface use agreements affecting the Property to which Grantor is required
to participate, which leases and agreements shall be subordinate to this Easement to
the degree legally possible. Pursuant to Section 5.5 herein, the Co- Grantees shall be
noticed and have the same legal rights as Grantor to influence and control impacts to
the surface of the Property from mineral development by third party owners or lessors
of the mineral rights associated with the Property, but shall claim no rights to
proceeds or royalties from such mineral development on the Property. The Co-
11 //
Grantees' rights shall include, but not be limited to, the right to take whatever legal
action the Co- Grantees deem necessary in order to respond to proposals to develop
oil, gas, and other minerals from beneath the Property, including bringing judicial or
administrative actions. Grantor retains sole execution authority of any required leases
and agreements, and shall ensure that the surface use agreements require that the
impacted site shall be recontoured, revegetated, and restored.
b. Current Oil and Gas Leases. There are no current or active oil and gas or other
mineral leases on or affecting the Property at this time.
I. Water Resources. Grantor shall not manipulate, divert, dam, pollute, drain, dredge, or
otherwise alter Dry Creek or other naturally- occurring streams, springs, lakes, ponds,
designated wetlands or other surface or subsurface water features on the Property in a
manner that degrades or destabilizes their natural banks or shorelines; except that Grantor
may take appropriate measures to restore Dry Creek, or to conduct wetlands expansion,
develop ponds within naturally - occurring drainages and along historic irrigation ditches,
augmentation or banking, or both, as such activities may be approved by Pitkin County
or other required permitting agencies.
The installation, maintenance, improvement and replacement of irrigation ditches,
pipelines, structures and related equipment, and/or of stock ponds or water features for
enhancement of wildlife habitat or agricultural use of the Property, or both, is permitted
in compliance with all applicable regulations. Installation of ponds or water features for
other purposes must be approved by Pitkin County. Soil, sand, rock and gravel produced
during the excavation or construction of permitted ditches or ponds may be used or
relocated on the Property or in the Activity Envelopes in a manner that does not damage
the Conservation Values;
J. Water Rights. Pursuant to Colorado Revised Statutes §38 -30.5 -102, the Parties agree
that it is reasonable that all water rights beneficially used on the Property for farming,
ranching and conservation purposes, as described in Exhibit C, excluding well rights and
those water rights currently decreed or decreed or developed in the future for residential
uses on the Property or for use within the Activity Envelopes, are encumbered by this
Easement ( "Water Rights "). Grantor shall retain and reserve the right to use any and all
water and water rights beneficially used on the Property and all ditches, headgates,
springs, reservoirs, water allotments, water shares and stock certificates, contracts,
easements and rights of way associated therewith for use in present agricultural
production and for all other decreed uses on the Property, alternative energy facilities as
permitted in Section 7.2.F(c), or for other lawful uses sufficient to maintain the
Conservation Values of the Property. Grantor shall retain and reserve the right to use the
Water Rights and shall not transfer, lease, sell, abandon, or otherwise separate the Water
Rights from title to the Property itself; provided that Grantor may, with Grantees'
approval, transfer, lease for short term, or loan, such portion of the Water Rights that
Grantor demonstrates to Co- Grantees' reasonable satisfaction are no longer necessary for
present agricultural production on the Property and that the Water Rights remaining on
the Property are sufficient to maintain the Property's Conservation Values. Such approval
will be given by Co- Grantees only upon demonstration of a lack of present and future
12 � O
need of a portion of the Water Rights for agricultural production and the use of a
statutorily recognized short term lease, agricultural loan or use of a trust agreement with
the Colorado Water Conservation Board or any other entity which may be authorized to
hold such lease, loan, or trust to augment minimum stream flows in the Roaring Fork
River basin rivers and streams. All of these vehicles or any other proposed loan or lease
must be capable of ultimately restoring the Water Rights to use on the property. Co-
Grantees will assist Grantor with such permitted water leases or loans upon the request of
the Grantor.
Restrictions on Use of Water Rights. The Water Rights may not: (1) be changed to
or used for municipal, industrial, or commercial uses, provided that the Water Rights may
be changed for uses on the Property for all permitted agricultural operations, including
piscatorial; (2) be changed for use other than on the Property; (3) be sold or legally
separated from the Property; except upon receipt of the Co- Grantees' written
determination that such changes are consistent with the Purposes and terms of this
Easement. Provided items (1), (2) and (3) referenced above are adhered to, Grantor may
further secure, protect, expand and modify Water Rights as needed; however only those
Water Rights described in Exhibit C and the previous paragraph shall be restricted under
the terms of this Section.
Abandonment of Water Rights. If Grantor fails to maintain the historic use of the
Water Rights in such a way as the Water Rights would be subject to a threat of
abandonment by action or inaction, Grantor shall provide the Co- Grantees a copy of any
written notice received from any state water official concerning the use, or possible
abandonment, of the Water Rights. If the Co- Grantees determine that the Water Rights
are subject to a threat of abandonment, the Co- Grantees shall give Grantor written notice
of such threat. If, and only if, Grantor fails to take action to cure the threat of
abandonment within 90 days of receiving such notice from the Co- Grantees or state water
official, the Co- Grantees shall, in addition to any other remedies available to the Co-
Grantees under this Easement or law, have the right, but not the obligation, to: (1) enter
upon the Property and undertake actions reasonably necessary to continue the historical
use of the Water Rights; (2) seek removal of the Water Rights from the decennial
abandonment list; (3) seek to change the Water Rights to another use consistent with the
terms of this Easement; and/or (4) sell, lease or otherwise convey all or part of such
Water Rights to the Colorado Water Conservation Board or other then - qualified entity for
the specific conservation purpose of protecting or enhancing instream flows or water
levels in streams, rivers, lakes and/or reservoirs. Grantor agrees to cooperate in any
manner necessary to accomplish the Co- Grantees' election;
Effect of Loss. No loss of Water Rights through injury or abandonment, or
conversion of the Water Rights as set forth above, shall be considered a severance of the
title to the Water Rights from the Property for federal or state tax or other purposes, or as
basis for extinguishment of this Easement.
J. Uses Allowed Under a CD -PUD (Conservation Development -PUD). Uses and special
review uses allowed under a CD -PUD as referenced in the 2006 Land Use Code, as
amended, are permitted under this Easement at the sole discretion of Pitkin County,
13 l ✓
provided those uses are consistent with the terms or Purposes of this Easement, and have
received any necessary permits.
7.4. Other Restricted Uses and Practices.
A. Subdivision and Ownership. Grantor may not divide, subdivide or otherwise partition
(including de facto subdivision) the Property into more than one parcel of land, or
encumber by deed of trust less than the entirety of the Property. At all times the Property
shall be owned and conveyed as a single parcel that shall be subject to the terms and
conditions of this Easement. Ownership of the single parcel by an entity, trust, joint
tenancy or tenancy in common is permitted; however, Grantor shall not undertake any
legal proceeding to partition, condominiumize, subdivide or divide in any manner such
undivided interests in the single parcel;
B. Commercial and Industrial Activities. Grantor shall not conduct industrial activity or
any more than de minimis commercial recreational activity on the Property pursuant to
IRC §2031(c). Commercial activities may be permitted on the Property in a manner
consistent with the Purposes and terms of this Easement, or as otherwise approved by the
Co- Grantees. Without limiting the generality of the forgoing, boarding of horses is
permitted on the Property;
C. Recreation. Non - motorized recreational uses such as hiking, horseback riding,
mountain biking, cross - country skiing, hunting, fishing and camping are permitted on the
Property. All terrain vehicles, motorbikes, and snowmobiles may be used for agricultural
operations in accordance with Section 7.3.B, Off-Road Vehicle Use.
8. PUBLIC ACCESS
By terms of this Easement, Grantor does not afford the public any more than visual access to
any portion of the Property, except that Grantor may permit, in their sole discretion, additional public
access to the Property on such terms and conditions as it deems appropriate, provided that such
access is not inconsistent with the terms of this Easement. Grantor must provide indemnity to the
Co- Grantees for any public access to and use of the Property. Public access as required by Pitkin
County BOCC resolution 17 -2009 is deemed consistent with the Purposes of this Easement.
9. REPRESENTATIONS AND WARRANTIES
Grantor represents and warrants that, to the best of its knowledge:
9.1. Except for fuels customarily used or transported in connection with agricultural and
construction activities; no substance defined, listed, or otherwise classified pursuant to any
federal, state, or local law, regulation, or requirement as hazardous, toxic, polluting, or
otherwise or threatening to human health or the environment exists or has been used or
released on the Property;
14 /
9.2. There are not now any underground storage tanks located on the Property, and no
underground storage tanks have been removed from the Property in a manner not in
compliance with applicable laws, regulations, and requirements;
9.3. Grantor and the Property are in compliance with all federal, state, and local laws,
regulations, and requirements applicable to the Property and its use and there is no existing,
pending or threatened litigation in any way affecting, involving, or relating to the Property;
9.4. Grantor has good and sufficient title to the Property and has lawful authority to grant
and convey the Easement; that any parties holding mortgages or liens on the Property consent
to the terms of this Easement as a perpetual encumbrance on the Property enforceable in
perpetuity by the Co- Grantees; and that Grantor shall warrant and forever defend the title to
the Easement against all and every person or persons lawfully claiming by, through or under
Grantor, the whole or any part thereof, except for rights -of -way, easements, restrictions,
covenants and mineral reservations of record.
10. NOTICE OF INTENTION TO UNDERTAKE CERTAIN PERMFI MD ACTIONS
The purpose of requiring Grantor to notify the Co- Grantees before undertaking certain
activities or uses, as identified in Section 7 or elsewhere herein, is to afford the Co- Grantees an
opportunity to update their records and, if approval is required pursuant to Section 11 below, to
ensure that the activities or uses in question are not inconsistent with the terms of this Easement.
Grantor shall also notice Co- Grantees and seek their approval, pursuant to Section 11 below, for
proposed activities or uses when there is a question as to consistency with the preservation and
protection of the Conservation Values. Whenever notice and the Co- Grantees' approval are required,
Grantor shall notify the Co- Grantees in writing not less than 60 days prior to the date Grantor intends
to undertake the activity or use in question, unless this Easement provides otherwise, and describe the
nature, scope, design, location, timetable, and any other material aspect of the proposed activity or
use in sufficient detail to permit the Co- Grantees to make an informed judgment as to the activity or
use's consistency with the terms of this Easement and the preservation and protection of the
Conservation Values. Advance notice shall not be required by Co- Grantees of the date that approved
construction activities commence, since notice of such activities is deemed to have been given when
Grantor applied for development approvals as set forth in the 2010 Land Use Approvals.
11. THE CO- GRANTEES' APPROVAL
Whenever this Easement requires that Grantor obtain the Co- Grantees' approval for any
activity or use of the Property, or if Grantor desires approval for any activity or use of the Property
not specifically addressed herein that is not clearly consistent with the Purposes of the Easement (as
described in Section 2 herein), such approval shall be given in the Co- Grantee's sole discretion
according to the Co- Grantees' determination that such activity or use of the Property is consistent
with the Purposes of the Easement, the burden of proof for which lies with Grantor. Co- Grantees
may withhold approval only if they jointly determine, in their sole discretion, that the action as
proposed would be inconsistent with the Purposes or terms of this Easement. The Co- Grantees shall
set forth their determination, including the reason(s) for such determination, in writing to Grantor
within 30 days of receipt of Grantor's written notice of and request for approval (as described in
Section 10, above). Where a modification of the proposed use or activity by Grantor would render it
/1� 15 `�
consistent with the Purposes of the Easement, and therefore permissible, the Co- Grantees may
specify, in such written notice to Grantor, such modifications to render approval appropriate.
12. CO- GRANTEES' REMEDIES: ENFORCEMENT
The Co- Grantees shall have the right to prevent and correct or require correction of violations
of the terms and Purposes of this Easement. Monitoring for and enforcement of potential violations
of the 2010 Land Use Approvals or other agreements outside the terms of this Easement that may
affect the Property now or in the future are the responsibility of Pitkin County or that entity that is a
party to the respective agreement.
If either Co- Grantee finds what it believes is a violation, or a threat of a violation of the terms
of this Easement, it shall immediately notify the other Co- Grantee, and the Lead Agency shall notify
Grantor of the nature of the alleged violation. Upon receipt of this notice, Grantor shall immediately
discontinue any activity that could increase or expand the alleged violation and shall either: (1)
restore the Property within 60 days as is best possible to its condition prior to the violation in
accordance with a plan approved by the Co- Grantees, or if immediate restoration is not possible,
Grantor shall submit such plan to the Co- Grantees within 60 days; or (2) provide a written
explanation to the Co- Grantees of the reason why the alleged violation should be permitted. If the
Co- Grantees are not satisfied with Grantor's written explanation, the Parties agree to meet as soon as
possible to resolve this difference. If a resolution of this difference cannot be achieved at the
meeting, the Parties agree to attempt to resolve the dispute pursuant to Section 12.1 below.
At any time, including if Grantor does not immediately discontinue any activity that could
increase or expand the alleged violation while the Parties are attempting to resolve the alleged
violation, or if the Co- Grantees jointly believe an ongoing, imminent, or threatened activity violates
the Easement, the Co- Grantees may take immediate, appropriate legal action to stop the activity
without prior notice to Grantor, without waiting for the period provided for cure to expire, and
without waiting for the 60 -day mediation period to expire. The Co- Grantees may act jointly or
independently according to the following paragraph to bring an action at law or in equity, ex parte as
necessary, in a court of jurisdiction to enforce the terms of this Easement and to enjoin by temporary
or permanent injunction a violation, which may require restoration of the Property to the condition
that existed prior to the violation. The Co- Grantees' remedies described herein shall be in addition to
all remedies now or hereafter existing at law or in equity, and shall include, without limitation, the
right to recover damages for violation of the terms of this Easement or injury to the Conservation
Values including damages for the loss of scenic, aesthetic, or environmental values. Without limiting
Grantor's liability therefore, the Co- Grantees, in their sole discretion, may apply any damages
recovered to the cost of undertaking any restorative, remedial, corrective action on the Property.
Enforcement of the terms of this Easement shall be at the sole discretion of the Co- Grantees,
who may act jointly or independently, provided however that the other Co- Grantee shall be notified
of any violation or enforcement action, so that Co- Grantee may elect, in its sole discretion, to
participate in the enforcement action or not. The Lead Agency shall notify the Grantor of the
violation and proceed with enforcement action, or in the event the Lead Agency decides not to
initiate or pursue an enforcement action, the Co- Grantee may undertake such action at its sole
discretion and expense. Any forbearance by one or both of the Co- Grantees to exercise their rights
under this Easement in the event of any breach of any term of this Easement by Grantor shall not be
16 /6
deemed or construed to be a waiver by either Co- Grantee of such term or any subsequent breach of
the same or any other term of this Easement or of any of the Co- Grantee's rights under this
Easement. The failure to act of one Co- Grantee shall not be evidence of compliance with the terms
of the Easement. No delay or omission by the Co- Grantees in the exercise of any right or remedy
upon any breach by Grantor shall impair such right or remedy or be construed as a waiver. The
failure of the Co- Grantees to discover a violation or to take immediate legal action shall not bar the
Co- Grantees from doing so in the future.
All reasonable costs incurred by Co- Grantees in enforcing a violation of the terms of this
Easement according to the process described above in this Section 12, including, without limitation,
costs and expenses of pursuing legal action and related reasonable attorney's fees in the event
Grantor does not immediately cease an activity that could increase or expand an alleged violation
while the Parties are attempting to resolve the alleged violation; in the event the Co- Grantees jointly
believe an ongoing, imminent, or threatened activity violates the Easement and take immediate,
appropriate legal action; and in the event mediation fails or is refused by Grantor and the situation
requires further action to resolve; and any costs of restoration necessitated by Grantor's violation of
the terms of this Easement, shall be borne by Grantor, unless (1) Grantor ultimately prevails in a
judicial enforcement action, in which case each Party shall bear its own costs; or (2) unless a court
finds that the Co- Grantees acted in bad faith in seeking enforcement thereof, in which case, the Co-
Grantees shall pay Grantor's court- awarded costs and attorney fees.
12.1. Mediation. If a dispute arises between the Parties concerning the consistency of any
proposed use or activity with the terms of this Easement, and Grantor agrees not to proceed
with the use or activity pending resolution of the dispute, either Party may refer the dispute to
mediation by written request upon the other. Within 10 days of the receipt of such request,
the Parties shall select a trained and impartial mediator with experience in easements and
other land preservation tools. If the Parties are unable to agree on a mediator, then the Parties
shall each select a mediator with experience in conservation easements and other land
preservation tools, and those two mediators shall select a mediator who shall alone mediate
the dispute. Mediation shall then proceed in accordance with the following guidelines:
A. Purpose. The purpose of the mediation is to: (1) promote discussion between the
Parties; (2) assist the Parties to develop and exchange pertinent information concerning
the issues in dispute; and (3) assist the Parties to develop proposals which will enable
them to arrive at a mutually acceptable resolution of the controversy. The mediation is
not intended to result in an express or de facto modification or amendment of the terms,
conditions, or restrictions of this Easement;
B. Participation. The mediator may meet with the Parties and their counsel jointly or ex
parte. The Parties agree that they will participate in the mediation process in good faith
and expeditiously, except in cases when the Co- Grantees believe that Conservation
Values are continuing to be harmed during the mediation process, in which case the Co-
Grantees can suspend their involvement in the mediation to remedy this threat of ongoing
violation. Representatives of the Parties with settlement authority will attend mediation
sessions as required by the mediator;
17 /7
C. Confidentiality. All information presented to the mediator shall be deemed
confidential and shall be disclosed by the mediator only with the consent of the Parties or
their respective counsel. The mediator shall not be subject to subpoena by any Party in
any subsequent litigation;
D. Time Period. Neither Party shall be obligated to continue the mediation process
beyond a period of 60 days from the date of receipt of the initial request or if the mediator
concludes that there is no reasonable likelihood that continuing mediation will result in a
mutually agreeable resolution of the dispute. The Parties shall equally share and each
bear 50% of the mediator's fees.
13. COSTS, LIABILITIES, TAXES, AND ENVIRONMENTAL COMPLIANCE
13.1. Costs. Legal Requirements and Liabilities. Grantor retains all responsibilities and
obligations and shall bear all costs and liabilities of any kind related to the ownership,
operation, upkeep, and maintenance of the Property, including the payment of property and
other taxes related to the Property, and maintenance of liability insurance coverage. Grantor
shall make best efforts to keep the Property free of any liens arising out of any work
performed for, materials furnished to, or obligations incurred by Grantor. Nothing in this
Easement shall be construed or interpreted as prohibiting Grantor from obtaining loans
secured by deeds of trust encumbering the Property, provided any such deeds of trust are
subordinate to this Easement, and shall encumber the entire Property;
13.2. Control. Nothing in this Easement shall be construed as giving rise, in the absence of
a judicial decree, to any right or ability of the Co- Grantees to exercise physical or managerial
control over the day -to -day operations of the Property, or over any of Grantor's activities on
the Property, or otherwise to become an operator with respect to the Property within the
meaning of The Comprehensive Environmental Response, Compensation, and Liability Act
of 1980, as amended ( "CERCLA "), and any Colorado state law counterpart;
13.3. Hold Harmless. Grantor shall hold harmless, indemnify and defend the Co- Grantees
and their members, directors, officers, employees, agents, and contractors and the heirs,
personal representatives, successors, and assigns of each of them (collectively, the "Co-
Grantee Parties ") from and against all liabilities, including, without limitation, court awarded
third -party attorneys' fees, arising from or in any way connected with: (1) injury to or the
death of any person, or physical damage to any property, resulting from any act, omission,
condition, or other matter related to or occurring on or about the Property, regardless of
cause, unless due to the negligence or intentional act of any of the Co- Grantee Parties; (2) the
violation or alleged violation of, or other failure to comply with, any state, federal, or local
law, regulation, or requirement, including, without limitation, CERCLA, by any person other
than any of the Co- Grantee Parties, in any way affecting, involving, or relating to the
Property; (3) the presence or release of hazardous or toxic substances in, on, from, or under
the Property at any time, of any substance now or hereafter defined, listed, or otherwise
classified pursuant to any federal, state, or local law, regulation, or requirement as hazardous,
toxic, polluting, or otherwise contaminating to the air, water, or soil, or in any way harmful
or threatening to human health or the environment, unless caused primarily by any of the Co-
Grantee Parties; (4) payment of taxes imposed upon or incurred by the Property as a result of
i
_ 18
this Easement, including property taxes and the sale of income tax credits acquired as a result
of this Easement; (5) tax benefits or consequences of any kind which result or do not result
from entering into this Easement; and (6) the obligations, covenants, representations, and
warranties described herein;
13.4. Waiver of Certain Defenses. Grantor waives the defenses of laches, estoppel and
prescription with regard to the enforcement of all other terms of this Easement; and
13.5. Acts Beyond Grantor's Control. Nothing contained in this Easement shall be
construed to entitle the Co- Grantees to bring any action against Grantor for any injury to or
change in the Property resulting from causes beyond Grantor's control or from any prudent
action taken by Grantor under emergency conditions to prevent, abate, or mitigate significant
injury to the Property resulting from such causes. Grantor is not responsible for acts of third
parties not authorized to access the Property, but shall be responsible for all third parties,
including guests or invitees, authorized by Grantor to access the Property. The Co- Grantees
retain the right to enforce against third parties for violations of the Easement or damage to the
Property pursuant to Section 5.3 herein.
14. EXTINGUISHMENT AND CONDEMNATION
14.1. Extinguishment. The Parties agree that any changes in the economic viability of the
uses permitted or prohibited by this Easement, or changes to neighboring land and its use
shall not be deemed circumstances justifying the termination or extinguishment of the
Easement. In addition, the inability of Grantor, or Grantor's heirs, successors or assigns, to
implement any or all of the uses permitted under this Easement shall not impair the validity
of the Easement, or be considered grounds for termination or extinguishment of this
Easement.
If circumstances arise in the future that render the Purposes of this Easement
impossible to accomplish, the Easement can only be terminated or extinguished, in whole or
in part, by judicial proceedings in a court of competent jurisdiction after the court has
explored all options for importing other Purposes for the Easement pursuant to the cy pres
doctrine. Each Party shall promptly notify the other when it first learns of such
circumstances. The amount of the proceeds to which the Co- Grantees shall be entitled, after
the satisfaction of prior claims, from any sale, exchange, or involuntary conversion of all or
any portion of the Property subsequent to such termination, shall be determined, unless
otherwise provided by Colorado law at the time, in accordance with the Proceeds paragraph
below, and such proceeds shall be used by the Co- Grantees in a manner consistent with the
conservation Purposes of the original Easement contribution;
14.2. Condemnation. If all or any part of the Property is taken by exercise of the power of
eminent domain or acquired by purchase in lieu of condemnation, whether by public,
corporate, or other authority, so as to terminate the Easement in whole or in part, Grantor and
the Co- Grantees shall act jointly to recover the full value of the interests in the Property
subject to the taking or in -lieu purchase and all damages resulting therefrom. All expenses
reasonably incurred by Grantor and the Co- Grantees in connection with the taking or in -lieu
purchase shall be paid out of the amount recovered. The Co- Grantees' share of the balance of
19 /47
the amount recovered shall be determined by multiplying that balance by the percentage set
forth in Proceeds paragraph below. Co- Grantees shall not object to or participate in any
financial negotiations regarding payment of damages or compensation that may result from
such condemnation proceedings.
14.3 Proceeds. Grantor and the Co- Grantees stipulate that as of the date of this Easement,
they are each vested with a real property interest in the Property. The Parties further stipulate
that the Co- Grantees' interest in the Easement has a value of seventeen percent (17 %) of' the
fair market value of the Property from this date forward, and such percentage interest shall
remain constant in relation to any future fair market value of the Property. Such percentage
interest shall be used only for determining the Co- Grantees' proportion of proceeds from any
payment of damages or action resulting from circumstances described in the Extinguishment
and Condemnation paragraphs above. The Parties agree that the value of any improvements
to the Property made by Grantor after the date of this Easement is reserved to Grantor.
15. ASSIGNMENT OF EASEMENT
Either Co- Grantee may, upon mutual agreement of the Parties, elect to transfer and assign its
rights and obligations under this Easement solely to the other Co- Grantee. Should the Parties not
agree, or if otherwise necessary or appropriate, the Co- Grantees may jointly elect to transfer and
assign this Easement to another qualified land conservation organization, provided that organization
is: (1) willing and able to accept the transfer; (2) a qualified organization at the time of transfer under
§170(h) of the Internal Revenue Code of 1986, as amended (or any successor provision then
applicable), and its applicable regulations; (3) authorized to acquire and hold conservation easements
under Colorado law; and (4) charged with a mission similar to that of AVLT and Pitkin County Open
Space and Trails. The Parties hereby agree that joint assignment of the Easement, if necessary, shall
be offered first to Colorado Cattleman's Agricultural Land Trust, and secondly to Colorado Open
Lands. If neither organization meets the above criteria at the time of assignment, the Co- Grantees
shall consult with and attempt to assign the Easement to Grantor's preferred assignee, but in the
event the Parties are unable to agree, the Co- Grantees shall ultimately have the right to select and
assign the Easement to an organization that meets the above criteria, and to notify Grantor of its
selection prior to assignment. Furthermore, as a condition of any assignment under this paragraph,
the Co- Grantees shall require the assignee to expressly agree, in writing, to carry out and uphold the
Purposes and terms of the Easement and otherwise assume all of the obligations and liabilities of the
Co- Grantees set forth herein or created hereby. After such transfer, the Co- Grantee(s) that has
assigned its rights shall have no further obligation or liability under this Easement. Should the Co-
Grantees be unable to assign the Easement according to this procedure, a court with competent
jurisdiction shall assign the Easement.
16. SUBSEQUENT TRANSFERS OF PROPERTY
At any time Grantor transfers the Property to a third party, including all subsequent transfers,
that party shall pay a notice fee of $100.00 to AVLT, or then -Lead Agency, to cover administrative
costs associated with the transfer, as well as to put the third party purchaser on notice of the terms of
this Easement. The failure of Grantor to perform any act required by this paragraph shall not impair
the validity of this Easement or limit its enforceability in any way.
20
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17. NOTICES
Any communication that any Party desires or is required to give to the others shall be in
writing and served personally or sent by first class mail, postage prepaid, addressed as follows or to
such other address as the Parties from time to time shall designate by written notice to the others:
To Grantor: Middle Ranch, LLC
c/o Jody Edwards
Klein, Cote & Edwards, LLC
201 North Mill Street, Suite 203
Aspen, CO 81611
To AVLT (as Lead Agency): 320 Main Street, Suite 204
Carbondale, CO 81623
Phone: 970-963-8440
Fax: 970-963-8441
To Pitkin County: Pitkin County Board of County Commissioners
c/o Pitkin County Open Space and Trails Director
530 E. Main Street, 3` Floor
Aspen, CO 81611
Phone: 970 - 920 -5203
Fax: 970 920 -5198
18. RECORDATION
The Co- Grantees shall record this instrument in timely fashion in the official records of
Pitkin County, Colorado and may re- record it at any time as may be required to preserve its rights in
this Easement.
19. AMENDMENT
If circumstances arise under which an amendment to this Easement would be appropriate to
promote the Purposes of the Easement, Grantor and the Co- Grantees may jointly amend this
Easement. However, the Co- Grantees are under no obligation to amend this Easement, and may
decline any amendment in either agency's sole discretion. Any amendment must be consistent with
the Purposes of the Easement and may not affect the Easement's perpetual duration. Any
amendment must be in writing, signed by all the Parties, and recorded in the records of the Clerk and
Recorder of the appropriate Colorado County. Corrections to correct factual mistakes or
typographical or clerical errors may be made at the discretion of the Co- Grantees. No amendment
shall be permitted that affects the status of AVLT as a qualified holder or as a tax - exempt non - profit
entity under any applicable laws, including C.R.S. § §38- 30.5 -101 et seq., or IRC §170(h), IRC
501(c)(3), Treasury Regulation §1.170A -14, or Treasury Regulation 1.501(c)(3)- 1(c)(2)); or that will
confer a private benefit to Grantor or any other individual or entity greater than the benefit to the
general public, or that will result in private inurement to a Board member, staff or contract employee
of AVLT (see IRS Reg. 1.501(c)(3)- 1(c)(2)).
20. GENERAL PROVISIONS
20.1. Definitions.
A. The terms "Grantor," "AVLT," "Pitkin County," and "Co- Grantees," wherever used
herein, and any pronouns used in place of those terms, shall refer to, respectively, Grantor
and its heirs, personal representatives, executors, administrators, successors and assigns,
and the successors and assigns of the Aspen Valley Land Trust and Pitkin County, or
both, respectively;
B. The terms "Easement," "conservation easement," "Deed of Conservation Easement,"
and "Deed of Conservation Easement in gross" refer to the immediately vested interest in
real property defined by Colorado Revised Statutes § §38- 30.5 -101 et seq., and this legal
document, consisting of the rights and restrictions enumerated herein, by which said
Easement is granted;
C. The term "low impact" or `low- impact" refers to activities or improvements whose
location, use and construction have negligible or no surface impact on the Property and
do not negatively impact the scenic views from West Sopris Creek Road or the ecological
Conservation Values;
D. Forestry Terms. The term "clear cutting" refers to cutting or removal of a stand of
trees in which essentially all or most of the trees have been removed in one operation.
The term "selective cutting" refers to cutting that removes only a portion of trees in a
stand, and "thinning" refers to a treatment made to reduce stand density of trees
primarily to improve growth, enhance forest health, or recover potential mortality;
20.2. Controlling Law. The interpretation and performance of this Easement shall be
governed by the laws of the State of Colorado;
20.3. Liberal Construction. This Easement shall be liberally construed in favor of the grant
to effect the Purposes of the Easement and the policy and purpose of C.R.S. §38- 30.5 -101 et
seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent
with ensuring continuation of the purposes of the Easement and the preservation and
protection of the Conservation Values that would render the provision valid shall be favored
over any interpretation that would render it invalid. The common law rules of disfavoring
restrictions on the use of real property and construing restrictions in favor of the free and
unrestricted use of real property shall not apply to interpretations of this Easement or to
disputes between the Parties concerning the meaning of particular provisions of this
Easement;
20.4. Severability. If any provision of this Easement, or the application thereof to any
person or circumstance, is found to be invalid, the remainder of the provisions of this
Easement shall be deemed severable and remain in full force and effect;
20.5. Entire Agreement. This instrument, as it may be amended under Section 19, set forth
the entire agreement between the Parties with respect to the Easement and supersedes all
22
Ad-
prior discussions, negotiations, understandings, or agreements relating to the Easement, all of
which are merged herein;
20.6. No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of'
Grantor's title in any respect;
20.7. Joint and Several Obligation. The obligations imposed by this Easement upon
multiple Grantors shall be joint and several. If the Property's ownership, now or in the
future, is by a single entity consisting of multiple parties including shareholders, partners, or
members, that entity is required to notify its shareholders, partners, or members of the
entity's and their individual rights and responsibilities, including any monetary or other
obligations set forth in this Easement. Grantor shall provide a copy of such notice at any
time upon the Co- Grantees' request;
20.8. Successors. The covenants, terms, conditions, and restrictions of this Easement shall
be binding upon, and inure to the benefit of, the Parties hereto and Grantor's respective
personal representatives, heirs, successors, transferees, and assigns, and the Co- Grantees'
successors, transferees, and assigns, and shall continue as a servitude running in perpetuity
with the Property;
20.9. Termination of Rights and Obligations. A Party's rights and obligations under this
Easement terminate upon transfer of the Party's interest in the Easement or the Property,
except that liability for acts or omissions occurring prior to transfer shall survive transfer;
20.10. Captions. The captions in this instrument have been inserted solely for convenience
of reference and are not a part of this instrument and shall have no effect upon construction
or interpretation if inconsistent with the underlying text;
20.11. Counterparts. The Parties may execute this instrument in two or more counterparts,
which shall, in the aggregate, be signed by all the Parties; each counterpart shall be deemed
an original instrument as against any Party who has signed it. In the event of any disparity
between the counterparts produced, the recorded counterpart shall be controlling;
20.12. Merger. Unless the Parties expressly state that they intend a merger of estates or
interests to occur, no merger shall be deemed to have occurred hereunder or under any
document executed in the future affecting this Easement;
20.13. Authority to Execute. Each party represents to the other that such party has full
power and authority to execute and deliver this Deed of Conservation Easement, and perform
its obligations under this Easement, that the individual executing this Easement on behalf of
said party is fully empowered and authorized to do so, and that this Easement constitutes a
valid and legally binding obligation of said party enforceable against said party in accordance
with its terms.
23 9- 3
Y •l
IN WITNESS WHEREOF, Grantor and Co- Grantees have executed this Deed of
Conservation Easement as of the date first written above.
GRANTOR:
MIDDLE RANCH, LLC,
a Florida limited iability company
BY:
Y
J I seph E. 15 ards, III, anager
STATE OF COLORADO )
ss.
COUNTY OF ?WE- n )
The foregoing instrument was acknowledged before me this / ---day of February, 2011, by
Joseph E. Edwards, III, as Manager of Middle Ranch, LLC, a Florida limited liability company, as
Grantor.
WITNESS my hand and official seal. /
[SEAL] / �
Pu.77
t _ YPVe My commission expires: /O /nZ/2Of/
4. ATAWAF.
NARKHAL
My Commbaion EXPION 10102/208
ACCEPTED by CO- GRANTEES:
ASPEN VALLEY LAND TRUST,
a Colorado nonprofit corporation,
By: L,���' & %24 dall-d/A___/
Martha Cochran, Executive Director
STATE OF COLORADO )
) ss.
COUNTY OF Crfaci t-D)
The foregoing instrument was acknowledged before me this 3" day of Eebamery, 2011, by Martha
Cochran as Executive Director of ASPEN VALLEY LAND TRUST, a Colorado nonprofit
corporation.
WITNESS my hand and official seal.
[SEAL] a--
Notary Public
M. SUMERA My commission expires: '1/30/20/2.
Notary Public
State of Colorado
BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, Colorado,
a body corporate and politic
By: 1 --'�l • �`, Y
Rachel •chards, Chairwoman +0C Ise
S
STATE OF COLORADO ) i .
� .... 2
)ss.
111 `1 110*
COUNTY OF PITKIN )
. ,AI- MPrie0
T foregoing document was acknowledged before me on this? S day of February, 2011,
by RachetRichards, Chairwoman of the BOARD OF COUNTY COMMISSIONERS OF PITKIN
COUNTY, Colorado, a body corporate and politic. / ,
WITNESS my hand and official seal. / 1 n ��J C/�
[SEAL] 4 2
l
' No . ry Public
My commission expires: 7-77
/
s,
^ 1 5
J
EXHIBIT A: Legal Description of Property
(page 1 of 5)
LTG Polley No. LTAQ62003433
Our Order No. Q62003433
EXHIBIT "A" LEGAL DESCRIPTION
PARCEL A:
PARCEL 1
THE EAST 1/2 NORTHWEST 1/4 AND THE WEST 1/2 NORTHEAST 1/4 OF SECTION 27, NOW
KNOWN AS TRACT 74, SECTION 27; ALSO ALL OF LOTS 6, SECTION 27, TOWNSHIP 8
SOUTH, RANGE 87 WEST OF THE SIXTH PRINCIPAL MERIDIAN, EXCEPT 5.4 ACRES, MORE OR
LESS, AS DESCRIBED IN THE WARRANTY DEED RECORDED AS DOCUMENT NO. 90028 IN BOOK
166 AT PAGE 88 IN THE RECORDS OF THE CLERK AND RECORDER OF PITKIN COUNTY,
COLORADO.
PARCEL 2:
LOTS 3, 4, 5 AND 7, SECTION 27, AND LOT 1, SECTION 34, TOWNSHIP 8 SOUTH. RANGE
87 WEST OF THE SIXTH PRINCIPAL MERIDIAN.
COUNTY OF PITKIN, STATE OF COLORADO.
PARCEL B:
PARCEL 1:
A PARCEL OF LAND LOCATED IN THE NORTH 1/2 OF SECTION 34, TOWNSHIP 8 SOUTH,
RANGE 87 WEST OF THE SIXTH PRINCIPAL MERIDIAN, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT FROM WHICH THE NORTHEAST CORNER OF SAID SECTION 34 BEARS
NORTH 50 DEGREES 35' 21" EAST 2075.93 FEET;
THENCE SOUTH 26 DEGREES 30'58" WEST 64.46 FEET TO A POINT ON A FENCE
LINE;
THENCE SOUTH 88 DEGREES 33'42" WEST 546.22 FEET ALONG SAID FENCE LINE DEPARTING
SAID FENCE LINE THENCE NORTH 53 DEGREES 05'33" EAST 119.28 FEET;
THENCE SOUTH 89 DEGREES 58'18" EAST 479.45 FEET TO THE POINT OF BEGINNING.
ALL BEARINGS ARE RELATIVE TO FOUND G.L.O. BRASS CAPS AT THE NORTHEAST CORNER OF
SECTION 34, TOWNSHIP 8 SOUTH, RANGE 87 WEST OF THE SIXTH PRINCIPAL MERIDIAN
AND THE NORTH ONE- QUARTER CORNER OF SAID SECTION 34, SAID BEARING IS NORTH 89
DEGREES 59'32" WEST.
PARCEL 2:
A PARCEL OF LAND SITUATED IN THE NORTH 1/2 OF SECTION 34, TOWNSHIP 8 SOUTH,
RANGE 87 WEST OF THE SIXTH PRINCIPAL MERIDIAN, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT FROM WHICH THE NORTHEAST CORNER OF SAID SECTION 34 BEARS
SOUTH 89 DEGREES 59'32" EAST 961.78 FEET;
THENCE SOUTH 5 DEGREES 52'00" EAST 111.58 FEET TO A POINT ON A FENCE
LINE;
THENCE SOUTH 57 DEGREES 17'42" WEST 267.60 FEET ALONG SAID FENCE LINE;
Exhibit A (cont.): Legal Description of Property
(page 2 of 5)
LTG Policy No. LTAQ62003433
Our Order No. D62003433
EXHIBIT "A" LEGAL DESCRIPTION
THENCE SOUTH 48 DECREES 14'27" WEST 58.97 FEET ALONG SAID FENCE LINE.;
THENCE NORTH 64 DEGREES 4 1'00" WEST 98.69 FEET ALONG SAID FENCE LINE:
THENCE SOUTH 1 DECREE 37'54" FAST 1006.03 FEET ALONG SAID FENCE. LINE:
THENCE DEPARTING SAID FENCE LINE NORTH 89 DECREES 58'18' WEST 38.19
FEET;
TIIENCE NORTH 00 DEGREES 00'32 "WEST 1318.28 FEET;
THENCE SOUTH 89 DEGREES 59 EAST 355.01 FEET TO THE POINT OF
BEGINNING.
COUNTY OF PITKIN. STATE OF COLORADO.
AND EXCLUDING THEREFROM PARCEL C, AN EASEMENT INTEREST AS
DESCRIBED IN A DOCUMENT RECORDED MAY 11, 1993 UNDER RECEPTION NO.
356726 AND CORRECTION EASEMENT RECORDED DECEMBER 26, 2007 UNDER
RECEPTION NO. 545213;
AND FURTHER EXCLUDING THEREFROM THE FOLLOWING THREE (3) ACTIVITY
ENVELOPES, DESCRIBED AS FOLLOWS:
(see attached pages)
27
Exhibit A (cont.): Exception to Legal Description of Property
EBBW NAP 01
MIDDLE RANCH
ACTIVITY ENVELOPE
A PARCEL OF LAND SITUATED 24 3E1/4 OF SECTION 27, TOWNSHIP 8 80UTH, RANGE B7 NP3T OF TIM 8TH P.L.,
COUNTY OP PIrIUN, STATE OF COLORADO.
3121121.081
ACTIVITY ENVELOPE DESCRIPTION
AN ACTIVITY ENVELOPE LOCATED ON THE PROPERTY SHOWN AND DESCRIBED ON THE
DRIVEWAY SHE PLAN AND ACTIVITY ENVELOPE PLAN RECORDED AS RECEPTION 140.
552751 OF THE PHRIN COUNTY RECORDS, A PARCEL OF LAND SITUATED IN THESE1/4
OF SECTION 27, TOWNSHIP 8 SOUTH, RANGE 87 WEST OF THE 6TH PRINCIPAL
MERIDIAN, COUNTY OF PITNIN, STATE OF COLORADO, SAID ENVELOPE BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE E1/4 CORNER OF SECTION 27 (WITH ALL BEARINGS CONTAINED
HEREIN BASED ON A BEARING 0FS.4E01'46'E. BETWEEN THE N1/4 CORNER OF
SECTION 27 AND THE E1/4 CORNER OF MW SECTION 27 BOTH BEING A FOUND USGLO
BRASS CAP IN PLACE); THENCE 5.4610 A DISTANCE OF 1543.7 FEETTOA POINT
ON THE ACTNITY ENVELOPE BOUNDARY, THE POINT OF BEGINNING: THENCE THE
FOLLOWING FIFTEEN (15) COURSES ALONG SAID ENVELOPE BOUNDARY:
1) S.691.9 140.44 FEET
2) 5.67'49'51 "E. 320.92 FEET
3) 5.55'45'25 "E. 164.65 FEET
4) 5.4315'43 "E. 91.22 FEET
5) 5.0235'41 "E. 141.21 FEET
6) S.29'02 151.26 FEET
7) 5.0031'04 "E. 141.37 FEET
8) S.89 6630 FEET
9) N.40113'21"W. 72.04 FEET
10) 73.86 FEET ALONG THE ARC OFA TANGENT CURVE ID THE RIGHT HAVING A RADIUS
OF 104.02 FEET AND A CENTRAL ANGLE OF 40'41'0$ (CHORD BEARS N.19•42'48'W.
7232 FEET)
11) N.0332'19'W. 78.17 FEET
12) 51.65 FEET ALONG THE ARC OF A TANGENT CURVE TO THE LEFT HAVING A RADIUS
OF 73.00 FEET AND A CENTRAL ANGLE OF 40'32'15' (CHORD BEARS N.2348'27'W.
50.58 FEET)
13) NA0'40'52' W. 133.77 FEET
14) N34'48'25'W. 279.05 FEET
15) N.42'38'32'104 226.22 FEET TO THE POINT OF BEGINNING; SAID ACTIVITY ENVELOPE
CONTAINING 160,315 SQUARE FEET OR 3.680 ACRES, MORE OR LESS.
SOPRIS ENGINEERING - LLC
CNR CONSULTANTS
602 NADI 822667. 8127E 13
CARBONDALE, COLORADO 81888
(970) 704 - 0811 09/27/70 26246 \011FLOPE OESC\ENYEIPLDESC
Exhibit A (cont.): Exception to Legal Description of Property
Dam NAP at
MIDDLE RANCH
AGRICULTURAL FACILITIES ACTIVITY ENVELOPE
A PARCEL OF LAND SITUATED IN 861/4 OF SECTION 27, 7'U1INBHP 8 SOUTH, RANGE 87 WEST OF THE 8TH P.N.,
COUNTY OF P37YIN, STATE OF COLORADO.
BH6ET 1 D• 1
AGRICULTURAL FACILRIES ACTIVITY ENVELOPE DESCRIPTION
AN AGRICULTURAL FACILITIES ACTIVITY ENVELOPE LOCATED ON THE PROPERTY SHOWN
AND DESCRIBED ON THE DRIVEWAY SITE PLAN AND ACTIVITY ENVELOPE PLAN
RECORDED AS RECEPTION NO. 552751 OF THE PITKIN COUNTY RECORDS, SAID
ENVELOPE SITUATED IN THE 5E1/4 OF SECTION 27, TOWNSHIP 8 SOUTH, RANGE 87
WEST OF THE 6111 PRINCIPAL MERIDIAN, COUNTY OF PITKIN, STATE OF COLORADO, SAID
ENVELOPE BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE E1/4 CORNER OF SECTION 27 (WITH ALL BEARINGS CONTAINED
HEREIN BASED ON A BEARING OF 5.45'01'46 "E. BETWEEN THE N1/4 CORNER OF
SECTION 27 AND THE E1/4 CORNER OF SAID SECTION 27130TH BEING A FOUND USGLO
BRASS CAP IN PLACE); THENCE S.60'13'44"W. A DISTANCE OF 2291.71 FEET TO A POINT
ON THE AGRICULTURAL FACIUTIES ACTIVITY ENVELOPE BOUNDARY, THE POINT OF
BEGINNING: THENCE THE FOLLOWING ELEVEN (11) COURSES ALONG SAID ENVELOPE
BOUNDARY:
1) 44.08 FEET ALONG THE ARC OF A NON - TANGENT CURVE TO THE RIGHT HAVING A
RADIUS OF 100.00 FEET AND A CENTRAL ANGLE OF 25'15'21' (CHORD BEARS
S.5T59'46 "E. 43.72 FEET)
2) 5.45'22'06 "E. 43.38 FEET
3) 60.87 FEET ALONG THE ARC OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 300.00 FEET AND A CENTRAL ANGLE OF 11'37'33 (CHORD BEARS 5.39'33'19"E.
60.77 FEET)
4) 5.33'44'33 ° E. 50.30 FEET
5) 58.53 FEET ALONG THE ARC OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 300.00 FEET AND A CENTRAL ANGLE OF 11 '10 (CHORD BEARS S.28'09'12 °E.
58.44 FEET)
6) 5.22'33'52 "E. 538.33 FEET
7) N.60'17'33 W. 667.34 FEET
8) N.40•52'03 ° E. 130.29 FEET
9) N.31'45'09 "E. 62.26 FEET
10) N.13'52'09 "E. 103.30 FEET
11) N.32'07 128.11 FEETTOTHE POINT OF BEGINNING; SAID AGRICULTURAL
FACILITIES ACTIVITY ENVELOPE CONTAINING 158,994 SQUARE FEET OR 3.650 ACRES,
MORE OR LESS.
SOPRIS ENGINEERING — LLC
CIVIL CONSULTANTS
502 MAN STREET, SUITE AS
CARBONDALE. COLORADO 81823
(970) 704 - 0811 09/27/10 26245 \ENVELOPE DESC\ENVELCPE_DESC
I
Exhibit A (cont.): Exception to Legal Description of Property
15311217 YAP OF.
MIDDLE RANCH
HISTORICAL RESOURCES ACTIVITY ENVELOPE
A PARCEL OF LAND STTUATBD w 881/4 OF =nor 27, T011N91RP a SOUTH, RANGE E7 REST OF THE MU P.Y.,
COUNTY OF PRIUN, STATE OF COLORADO.
>OEET 1 01' 1
HISTORICAL RESOURCES ACTIVITY ENVELOPE DESCRIPTION
A HISTORICAL RESOURCES ACTIVITY ENVELOPE LOCATED ON THE PROPERTY SHOWN
AND DESCRIBED ON THE DRIVEWAY SITE PLAN AND ACTIVITY ENVELOPE PLAN
RECORDED AS RECEPTION NO. 552751 OF THE PITKIN COUNTY RECORDS, SAID
ENVELOPE SITUATED IN THE SE1/4 OF SECTION 27, TOWNSHIP 8 SOUTH, RANGE 87
WEST OF THE 6111 PRINCIPAL MERIDIAN, COUNTY OF PITKIN, STATE OF COLORADO,
SAID ENVELOPE BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE E1/4 CORNER OF SECTION 27 (WITH ALL BEARINGS CONTAINED
HEREIN BASED ON A BEARING OF 5.45'01'46 "E. BETWEEN THE N1/4 CORNER OF
SECTION 27 AND THE E1/4 CORNER OF SAID SECTION 27 BOTH BEING A FOUND USGLO
BRASS CAP IN PLACE); THENCE 5.77'10'57"W. A DISTANCE OF 2098.61 FEETTO A POINT
ON THE HISTORICAL RESOURCES ACTIVITY ENVELOPE BOUNDARY, THE POINT OF
BEGINNING: THENCE THE FOLLOWING TEN (10) COURSES ALONG SAID ENVELOPE
BOUNDARY:
1) 5.14'38'46 "E. 76.18 FEET
2) 5.04'59'21 "E. 227.07 FEET
3) 5.62'40'35 "E. 75.38 FEET
4) S.21'56'44 ' 80.29 FEET
5) 5.25 ° 31'46"W. 107.05 FEET
6) N.74'33'58' W. 120.27 FEET
7) N.32'58'S5"W. 258.71 FEET
8) N.68 127.97 FEET
9) N.07'24'04"W. 190.22 FEET
10) N.73'42'04 "E. 75.33 FEET TO THE POINT OF BEGINNING; SAID HISTORICAL
RESOURCES ACTIVITY ENVELOPE CONTAINING 66,763 SQUARE FEET OR 1.533 ACRES,
MORE OR LESS.
SOPRIS ENGINEERING — LLC
CIVIL CONSULTANTS
602 maw STREET, SUITE 43
CARBONDALE, COLORADO 81623
(970) 704 - 0311 09/27/10 26245\ENVELOPE DESCVNVELOPEDESC
30 30
EXHIBIT B: Sury ey of Property
Creek ds :r" l ill x I 4, ,�' i , ‘ d�r ° � reae 4
r LY 1 4 �}
, % " e� Middle Ranch Conservation Easement Property " I'�
a
• k i 'B' ' r ire fi r J£� v / {.ry �,.
A /d$ i hefi I I I w -.. , �t - (� 1
i Construction Spo - " . " � � ` r� l I � � 1" -
i Envelope ( tempora ry) 4 v 1 I d �� �' ra
r (included in P ropert y ) ,, r r 1 �I' 1
E - , 1, ,,t,, , • i '4 • S 9
a �� �� Existing Aaess Road i I as e q ,� i'n " :
x ` '�
1 \\� \* r ■
a l _ l 7,1', 'a i-: • § i \ r
-
d '''o' u Approved Road I-- w r v� y 1 ? �: e �k)
�� Ac[Ivit E n v elope 1r* ' : a _. Zad'� x „ s °' � C I , gi n. a
(included in Pro perty) ' 0 rr Historical Resour " \ \ '4
_ '�`Q( „s Activity Envel 3.k., e \ d ”
'" J � ; \ ` `s ue ( Exdusbn ) r�R '�, g � ' ` A (g d • £s FL T a r , \ V ' 4, I �t�# p A thitr En C"
FF r 1 b d "Witt w � 2"8 rrlA
g § a�z `, I e:� � "�H64 •„-); °, `p c"S + Activity Envelope , 7,
: r, qg , i nk x � �n , ' � e � > J (Exclusion) r
g e � � N.
A g r i e ultursl Facilities r--,, r ` k A�' � '"w ��
8 z r �' Actt t Envelope rxm j,� �c' r r �, , a ° • �i�C1ff IM 1(! 1 i \ /ly • I . La w ry( ) i , ^T•`y "lf N • f µ. o N
.. r .84 A` At r �s, y � 4 f \ tea � �d #' • � �I
r� � �)
. x � 1 r ��w$...-�& 4 t 'S�7r� i 1 r "� ' � is 4:4'4..‘
' � �� � ` f ( �
�� i yam I f N i , ^'qty. a� � a '
se'x°�l.)�l�JI � 1�1�i�I rll II a �`y �a. \����t ^� `' i'°'uB� -`
11� I yid l i stl � [
I)Y { I i ,i 1 it 41.1.;',/, �`�. "� �� i � ��@',�
d t
,
( {� I i -- 1 (� 4 �yS � ` � - . -w°.M. � r��S
t S ! P ` lam' 'H - • `r
gg b i t S i4 3a'p f 7 �u. "�� tg � �.r r ,r
f z l i . „I i a € Iii �\ p t w ;s:\,,,', ; � 'I � l ':
2
�i i 3: t ;era 1 � � P IN
y 11 ,
x
w I
_ �s i F I r
F a A ' r 1
a -- - -' : ,
3 _ . v !cj i
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la
31