HomeMy WebLinkAboutbocc.packet.07232014 - CD Holdings Settlement AGENDA ITEM SUMMARY
REGULAR MEETING DATE: July 23, 2014
AGENDA ITEM TITLE: An Ordinance of the Board of County
Commissioners of Pitkin County, Colorado
Authorizing a Settlement Agreement in Connection
with CD Holdings, LLC, et al. Case No. 14cv30028
and the Conveyance of Property to CD Holdings,
LLC
STAFF RESPONSIBLE: John Ely, County Attorney
ISSUE STATEMENT: This the second reading and public hearing of an ordinance
authorizing a settlement agreement in connection with a lawsuit involving Pitkin County,
filed by CD Holdings, LLC under Case Number 14CV300028 and the conveyance of
property to CD Holdings, LLC related thereto.
BACKGROUND: In 1993 Pitkin County approved the Government Lot 20 Subdivision as
proposed by property owners Lyle Reeder, Stanford Johnson and Wolftone Corporation.
The subdivision is located on the southern boundary of the City of Aspen in the vicinity of
the Ice Garden. Part of this subdivision included the creation of Tract C,which abuts private
residential development on Block 54, Aspen Townsite. A condition contained on the
Subdivision Plat requires that Tract C be owned only by either Pitkin County or one or more
of the adjacent homeowners of Lots K-S on Block 54.
Pitkin County received Tract C from Wolftone Corporation as a gift, following the County's
purchase of Tract B and Parcels B and C for the purpose of construction and maintenance of
Midland Trail.
Survey for the plat was based on the original townsite monument set in 1880 and confirmed
most recently in 1959. From 1978-1980, the BLM conducted a resurvey of the City boundary
and the point of the City's cornerstone was moved. The cause for this relocation is unknown.
However, the resurvey created an 8-foot strip of non-contiguity, which on the plat was
nominated as "Tract C".
A sale of adjoining Lots K-O, Block 54, relied upon the resurvey and as a consequence, the
sale included Tract C as part of Lots K-O, resulting in a cloud on the title to all involved
properties.
To resolve the resulting litigation, the County has been offered$200,000 to convey its
interest in that portion of Tract C that abuts Lots K-O. As a consequence of the County
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receiving Tract C as a donation, the BOCC is free to transact this property with the proceeds
going to the County's general fund.
The Settlement Agreement and form of Special Warranty Deed(Agreement Exhibit A) have
been accepted in principal by all parties and will be circulated for signatures upon final
adoption of this Ordinance.
BUDGETARY IMPACT: $200,000 to the County's general fund.
RECOMMENDED BOCC ACTION: Adopt Ordinance
ATTACHMENTS:
Proposed Ordinance
Government Lot 20 Plat depicting Tract C (hash marked and highlighted)
Enlargement of Plat Note Pertaining to Tract C
Aerial Photo Depicting Tract C
Proposed Settlement Agreement with Exhibits A-C
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AN ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN
COUNTY, COLORADO AUTHORIZING A SETTLEMENT AGREEMENT IN
CONNECTION WITH CD HOLDINGS,LLC, et al. Case No. 14CV30028 AND THE
CONVEYANCE OF PROPERTY TO CD HOLDINGS, LLC
ORDINANCE NO. -2014
RECITALS
1. CD Holdings, LLC ("CDH") is the owner of a parcel of land described as Lots K-O,
Block 54, City and Townsite of Aspen, Pitkin County, Colorado, commonly known as 220 West
Cooper Avenue (the "Property").
2. The Board of County Commissioners of Pitkin County("Pitkin County") is the owner of
a parcel of land, a portion of which abuts the Property, known as "Tract C", a part of the
Government Lot 20 Subdivision recorded in the records of Pitkin County in Book 30 Page 23.
3. The County received Tract C as a gift from Wolftone Corporation in 1993 pursuant to a
conditional option on the Government Lot 20 Subdivision Plat.
4. The County accepted the donation after its purchase of Tract B and Parcels B and C,
Government Lot 20, in order to construct and maintain the Midland Trail. Tract C is designated
as open space in accordance with the policies, restrictions, regulations, and procedures of the
Pitkin County Open Space and Trails Board.
5. The original survey for the Government Lot 20 Subdivision plat was based on the
townsite monument set in 1880 and confirmed most recently in 1959.
6. Pitkin County and CD Holdings, LLC ("CDH"), are currently engaged in litigation
resulting from a resurvey of the Government Lot 20 Subdivision conducted by the BLM from
1978 through 1980, which relocated the point of the City of Aspen's cornerstone for unknown
reasons. This created an 8-foot wide strip of non-contiguous land at the southern boundary of
Lots K-S, Block 54, City and Townsite of Aspen, which is designated"Tract C".
7. On or about September 16, 2010, CDH purchased the Property(Lots K-O). Pursuant to
the terms of their purchase Contract and prior to closing the sale, CDH was furnished with two
improvement surveys both prepared by High Country Engineering, Inc. ("HCE"), upon which
CDH and its title company relied.
8. Subsequent to closing, CDH learned that the HCE surveys showed the boundary line of
the south side of the Property to be 8 feet further south than previous surveys of the Property, the
result of the BLM's resurvey.
ORDINANCE NO. -2014
9. The discrepancy between the original survey and the BLM resurvey has created a cloud
on the title of all involved properties and resulted in the current litigation brought by CDH to
quiet title to that portion of Tract C abutting CDH's lots, in which the County is involved.
10. The Board and CDH have reached an agreement in principle on a settlement of the
litigation that will provide for conveyance to CDH of that portion of"Tract C" owned by Pitkin
County that was included in the HCE surveys.
11. The County has been offered $200,000 to convey its interest in that portion of Tract C
that abuts Lots K-O. As a consequence of the County receiving Tract C as a donation, the BOCC
is free to transact this property with the proceeds going to the County's general fund.
12. The BOCC finds that adoption of this ordinance is in the best interest of the public health,
safety, and welfare of the citizens of Pitkin County.
NOW, THEREFORE, BE IT ORDAINED by the Board of County Commissioners of Pitkin
County, Colorado that: the BOCC chair(or designee) is hereby authorized and directed to
execute a Settlement Agreement for Case No. 14CV30028 and a Special Warranty Deed
conveying that portion of Tract C that abuts Lots K-O, Block 54 City and Townsite of Aspen
(Exhibit A to the Settlement Agreement), on behalf of the County and any other documents
necessary to complete the transaction subject to the recommendation for approval as to form by
the County attorney.
INTRODUCED, FIRST READ, AND SET FOR PUBLIC HEARING ON JULY 9, 2014.
NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE
ORDINANCE PUBLISHED IN THE ASPEN TIMES WEEKLY ON JULY 10, 2014.
NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE ORDINANCE POSTED
ON THE OFFICIAL PITKIN COUNTY WEBSITE (www.aspenpitkin.com) ON JULY 11,
2014.
ADOPTED AFTER FINAL READING AND PUBLIC HEARING ON JULY 23, 2014.
PUBLISHED BY TITLE AND SHORT SUMMARY, AFTER ADOPTION, IN THE ASPEN
TIMES WEEKLY ON 2014.
POSTED ON THE OFFICIAL PITKIN COUNTY WEBSITE (www.aspenpitkin.com) ON
THE , 2014.
THIS ORDINANCE IS EFFECTIVE ON JULY 23, 2014.
ATTEST: BOARD OF COUNTY COMMISSIONERS
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ORDINANCE NO. -2014
By By:
Jeanette Jones Robert A. Ittner, Jr., Chair
Deputy County Clerk
Date:
APPROVED AS TO FORM: MANAGER APPROVAL
John Ely, County Attorney Jon Peacock, County Manager
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SETTLEMENT AGREEMENT
THIS SETTLEMENT AGREEMENT (this "Agreement") is entered into as of this
day of May, 2014 by and among CD Holdings LLC, a Colorado limited liability company
("CDH"), Milton D. McKenzie and Areta B. McKenzie (the "McKenzies"), High Country
Engineering, Inc., a Colorado corporation("HCE") and the Board of County Commissioners of
Pitkin County, Colorado ("Pitkin County")(all of the parties shall hereinafter collectively be
referred to as the "Parties.")
RECITALS
WHEREAS, on or about September 16, 2010, CDH purchased from the McKenzies the
property located at Lots K-O, Block 54, City and Townsite of Aspen, Pitkin County, Colorado
81611, commonly known as 220 West Cooper Avenue, Aspen, Pitkin County, Colorado 81611
(the "Property"), pursuant to that certain Contract to Buy and Sell Real Estate dated June 4, 2010
(the "Contract"); and
WHEREAS, pursuant to the terms of the Contract and prior to the closing of the sale of
the Property by the McKenzies to CDH, CDH was furnished with two Improvement Survey Plats
for the Property, both prepared by HCE and dated October 20, 2008 and June 21, 2010,
respectively(the "HCE Surveys"); and
WHEREAS, subsequent to the closing, CDH learned that the HCE Surveys showed the
boundary line of the south side of the Property to be approximately 8 feet further south than
previous surveys that had been done of the Property and of lands adjacent to the Property and
that the approximately 8-foot wide strip of land alongthe south edge of the boundary ("Tract C")
had been conveyed to Pitkin County by way of a gift in 1993 by Special Warranty Deed executed
by Wolftone Corporation, which Pitkin County then designated as "open space" pursuant to its
laws, rules and regulations; and
WHEREAS, on March 7, 2014, CDH commenced the action known as CD Holdings LLC
v. Milton D. McKenzie, Areta B. McKenzie and High Country Engineering, Inc., Pitkin County
District Court Case No. 14 CV 30028 (the "Lawsuit"), asserting claims for relief against the
McKenzies for, among others, rescission or, alternatively, reformation of the Contract based on
mutual mistake and fraud, and against HCE for negligence; and
WHEREAS, the McKenzies and HCE asserted third-party claims in the Lawsuit against
Pitkin County and counterclaims against CDH for declaratory relief to quiet title to Tract C; and
WHEREAS, the Parties desire to enter into this Agreement in order to avoid further
expense, inconvenience, and the distraction of litigation, insofar as the Lawsuit concerns and
relates to the HCE Surveys and the ownership of and title to that portion of Tract C that runs
along the southern boundary the Property, but expressly excluding from this Agreement all
claims for relief asserted in the Lawsuit by CDH against the McKenzies which are unrelated to
the HCE Surveys and Tract C;
COVENANTS
NOW, THEREFORE, for good and valuable consideration, including the mutual
covenants and conditions set forth herein, and other good and valuable consideration, the
sufficiency and receipt of which are hereby mutually acknowledged, the Parties agree as follows:
1. INCORPORATION OF RECITALS. The above Recitals are material to this
Agreement and are incorporated herein by this reference.
2. PAYMENT. Upon execution of this Agreement, HCE's insurer shall pay to
Pitkin County the sum of One Hundred Seventy Five Thousand Dollars ($175,000.00) and the
McKenzies shall pay to Pitkin County the sum of Twenty Five Thousand Dollars
($25,000.00)(collectively, the "Payment") in consideration of Pitkin County's agreement to
execute the conveyance further described in the following section of this Agreement.
Additionally, upon execution of this Agreement, HCE's insurer shall pay to CDH the sum of
Fifteen Thousand Dollars ($15,000.00) in full and final satisfaction of the claims brought by
CDH against HCE in connection with the Lawsuit and deliver the same to CDH's attorneys.
Notwithstanding the foregoing, HCE shall remain responsible for the payments its insurer will
make, should the insurer fail to make timely payment. Payments shall be made within 30 days of
receipt of a signed W-9 for both payees.
3. CONVEYANCE. Upon receipt of the Payment, Pitkin County shall
unconditionally convey and transfer to CDH so much of Tract C as runs adjacent to the southern
boundary of the Property, by delivering to CDH for recording with the Pitkin County Clerk and
Recorder a duly executed Special Warranty Deed in the form annexed hereto as Exhibit A.
4. RELEASES OF LIABILITY. In consideration for the mutual covenants and
conditions set forth herein and upon full and complete performance of the Parties' respective
obligations as set forth in Sections 2 and 3 of this Agreement, each party shall execute and
deliver to each other party a General Release in the forms annexed hereto as Exhibits B-1
through B-10, except that CDH and the McKenzies shall be required by this Agreement only to
exchange Limited Releases in the forms annexed hereto as Exhibits B-11 through B-12. CDH
agrees that it shall not further utilize or rely upon any survey documents HCE has prepared for
the Property up to the date of this Agreement.
5. PARTIAL DISMISSAL OF LAWSUIT. Upon full and complete performance of
the Parties' respective obligations as set forth in Sections 2 through 4 of this Agreement, each
Party shall execute a form of Stipulation of Partial Dismissal with Prejudice in the form annexed
hereto as Exhibit C, which shall be promptly filed with the Pitkin County District Court,
whereby the Lawsuit shall be dismissed in its entirety by and against CDH, HCE and Pitkin
County and the first and second claims for relief asserted by CDH against the McKenzies shall
also be dismissed.
6. VOLUNTARY AGREEMENT. The Parties agree and understand that this
Agreement has been freely and voluntarily entered into, and that no representations or promises
of any kind other than those contained in this Agreement and the covenants made herein have
been made by each Party to induce the other Party to enter into this Agreement. The parties have
read and understand this Agreement in its entirety. The Parties acknowledge that each of them
has been, or has had the opportunity to be, represented by counsel in connection with the
negotiation, drafting, and execution of this Agreement.
7. NO ADMISSION OF LIABILITY. This Agreement is a voluntary settlement of
claims of disputed validity and value. Nothing in this Agreement shall be construed as an
admission of liability, fault or wrongdoing by any Party.
2
8. AUTHORITY. Each Party represents and warrants that he, she or it has full
power and authority to make the releases and agreements contained herein, and that her, she or it
has not assigned, encumbered, or in any manner transferred all or any portion of the claims
covered by the releases and agreements contained herein.
9. NO CONDITIONS PRECEDENT. Each Party represents and warrants that it has
made due inquiry and investigation and that to the extent any conditions exist which are imposed
upon it which are necessary to effectuate the transactions set forth in this Agreement all such
conditions have been satisfied and fulfilled, and that there are no other conditions precedent to
the performance of the duties and obligations imposed by the terms of this Agreement upon each
respective Party.
10. ADMISSIBILITY. The Parties each understand and agree that the terms of this
Agreement may be pleaded, admitted into evidence or otherwise used in connection with any suit
or other legal proceeding that may be filed or instituted on its behalf or on behalf of any of the
Parties against any other Party.
11. CHOICE OF LAW. This Agreement shall be construed and governed in
accordance with the laws of the State of Colorado, without regard to principles of conflicts of
laws. Any action for breach of this Agreement shall be brought in the District Court for Pitkin
County, State of Colorado. The prevailing Party in any action for breach of this Agreement shall
be entitled to recover its reasonable attorneys' fees, costs and expenses in addition to any other
relief, including injunctive or monetary relief, awarded by the court.
12. COUNTERPARTS. This Agreement may be executed in one or more
counterparts, all of which shall constitute one agreement. Facsimile or other electronic signatures
shall have the same force and effect as original signatures.
13. FURTHER ASSURANCES. The Parties will execute any additional documents and
perform any acts that may be necessary to effectuate the Parties' obligations under this Agreement.
14. ATTORNEYS' FEES AND COSTS. Except as otherwise may be provided in this
Agreement, the Parties shall bear their own costs, attorneys' fees, and other expenses incurred in
connection with the claims released herein.
15. INTERPRETATION. This Agreement has been jointly prepared and drafted by
the Parties; accordingly, this Agreement shall not be construed against any Party.
16. ENTIRE AGREEMENT. This Agreement contains all of the agreements,
conditions, promises and covenants between the Parties with respect to the subject matter hereof
and supersedes all prior or contemporaneous agreements, representations, or understandings with
respect to the subject matter hereof. No modification, alteration or amendment to this
Agreement shall be enforceable unless in a writing signed by all Parties affected thereby.
17. SEVERABILITY. If any provision or portion of a provision of this Agreement is
held to be unenforceable, the remaining provisions of this Agreement nevertheless shall be given
full force and effect as if that unenforceable provision or portion of a provision were omitted, and
there shall be deemed substituted for the affected provision a valid and enforceable provision as
similar as possible to the unenforceable provision.
3
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date
first above written:
CD Holdings, LLC, a Colorado limited liability
company
By:
Colette Daniels
Its Manager
Milton D. McKenzie
Areta B. McKenzie
High Country Engineering, Inc., a Colorado
corporation
By:
Its
Pitkin County Board of County Commissioners
By:
Rob Ittner
Chair
4
EXHIBIT A
SPECIAL WARRANTY DEED
THIS DEED, made this day of , 2014, between PITKIN COUNTY BOARD
OF COUNTY COMMISISONERS, Grantor, and CD HOLDINGS, LLC, a Colorado limited
liability company, whose address is 300 F Danville Boulevard, #514, Alamo, California 94507,
Grantee.
WITNESSETH, that the Grantor, in consideration of the sum of Two Hundred Thousand Dollars
($200,000) and other good and valuable consideration, the receipt and sufficiency of which is
hereby confessed and acknowledged, has granted, bargained, sold and conveyed and by these
presents do grant, bargain, sell, convey and confirm unto Grantee, its successors and assigns
forever, all the following described lots or parcels of land, situate, lying and being in the County
of PITKIN and State of COLORADO, to wit:
PROPERTY DESCRIPTION
A PARCEL OF LAND SITUATED IN THE SE1/4 OF SECTION 12, TOWNSHIP 10 SOUTH,
RANGE 85 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF PITKIN, STATE
OF COLORADO; SAID PARCEL BEING THAT PORTION OF TRACT C, GOVERNMENT
LOT 20 SUBDIVISION EXEMPTION, AS SHOWN ON THE PLAT THEREOF RECORDED
AT BOOK 30 AT PAGE 23 OF THE PITKIN COUNTY CLERK AND RECORDER'S
OFFICE ADJOINING LOTS K—O, BLOCK 54 OF THE CITY OF ASPEN; SAID PARCEL
BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHWEST CORNER OF LOT K OF SAID BLOCK 54, SAID
POINT BEING ON THE NORTHERLY BOUNDARY OF SAID TRACT C, THE POINT OF
BEGINNING; THENCE S55°19'39"E ALONG THE SOUTHERLY BOUNDARY OF SAID
BLOCK 54 A DISTANCE OF 159.45 FEET TO THE SOUTHEAST CORNER OF LOT 0 OF
SAID BLOCK 54; THENCE LEAVING SAID SOUTHERLY BOUNDARY S 14°50'49"W
ALONG THE EASTERLY BOUNDARY OF SAID LOT 0 EXTENDED A DISTANCE OF
8.03 FEET TO A POINT ON THE SOUTHERLY BOUNDARY OF SAID TRACT C;
THENCE N55°22'16"W ALONG THE SOUTHERLY BOUNDARY OF SAID TRACT C A
DISTANCE OF 159.89 FEET TO THE SOUTHWEST CORNER OF SAID TRACT C;
THENCE N14°44'27"E ALONG THE WESTERLY BOUNDARY OF SAID TRACT C A
DISTANCE OF 8.16 FEET TO THE NORTHWEST CORNER OF SAID TRACT C; THENCE
S55°19'39"E ALONG THE NORTHERLY BOUNDARY OF SAID TRACT C A DISTANCE
OF 0.50 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 1,217
SQUARE FEET, MORE OR LESS.
Together with all and singular the hereditaments and appurtenances thereunto belonging, or in
anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues
and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever, of
Grantor, either in law or equity, of, in and to the above bargained premises, with the
hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above
bargained and described, with the appurtenances unto Grantee, its successors and assigns
forever.
5
And Grantor for itself, its successors and assigns, does covenant, grant, bargain and agree to and
with Grantee, its successors and assigns, the above bargained premises in the quiet and peaceable
possession of said parties of the second claiming or to claim the whole or any part thereof,by
through or under Grantor to WARRANT AND FOREVER DEFEND.
The singular shall include the plural, the plural the singular, and the use of gender shall be
applicable to all genders.
IN WITNESS WHEREOF, Grantor, being duly authorized, hereunto set its hand and seal the day
and year first above written.
Dated: , 2014
PITKIN COUNTY BOARD OF
COUNTY COMMISSIONERS
By:
Rob Ittner
Chair
STATE OF COLORADO )
) ss.
COUNTY OF PITKIN )
The foregoing instrument was acknowledged before me , 2014 by Rob Ittner,
known to me to be Chair of the Pitkin County Board of County Commissioners.
Witness my hand and official seal.
My commission expires:
Notary Public
6
EXHIBIT B-1
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, CDH, for itself and on
behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge HCE, its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators both current and former(the "HCE Released Parties"), of and from any and all
liability, actions, claims, liabilities, damages (including, without limitation, nominal, actual, and
compensatory damages, punitive and exemplary damages, and direct and consequential
damages), debts, fines, interest,penalties, demands, costs, expenses (including, without
limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of action
(whether at law, equity, or otherwise), suits, or obligations of any nature, whether statutory,
contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or hereafter
accruing, which CDH, has ever had, now have, or may have against the HCE Released Parties,
arising at any time up to and including the date of this release, or arising from any action, failure
to act, occurrence, or event prior to the date hereof, including but not limited to any claims,
crossclaims or counterclaims which were or could have been asserted in connection with the case
known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High Country
Engineering, Inc., Pitkin County District Court Case No 14 CV 30028, and claims related to all
surveying services HCE provided for the property located at Lots K-O, Block 54, City and
Townsite of Aspen, Pitkin County, Colorado 81611, commonly known as 220 West Cooper
Avenue, Aspen, Pitkin County, Colorado 81611.
Dated: , 2014
CD Holdings, LLC, a Colorado limited liability
company
By:
Colette Daniels, Its Manager
Subscribed and sworn to before me this day of , 2014, by CD Holdings, LLC, by
and through Colette Daniels, its manager.
Witness my hand and official seal.
My commission expires:
Notary Public
7
EXHIBIT B-2
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, CDH, for itself and on
behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge Pitkin County, its predecessors, successors, affiliates, members, managers, employees,
agents, corporations, management companies, limited liability companies,partnerships,
divisions, successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators both current and former(the "County Released Parties"), of and from any and all
liability, actions, claims, liabilities, damages (including, without limitation, nominal, actual, and
compensatory damages, punitive and exemplary damages, and direct and consequential
damages), debts, fines, interest,penalties, demands, costs, expenses (including, without
limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of action
(whether at law, equity, or otherwise), suits, or obligations of any nature, whether statutory,
contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or hereafter
accruing, which CDH, has ever had, now have, or may have against the County Released Parties,
arising at any time up to and including the date of this release, or arising from any action, failure
to act, occurrence, or event prior to the date hereof, including but not limited to any claims,
crossclaims or counterclaims which were or could have been asserted in connection with the case
known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High Country
Engineering, Inc., Pitkin County District Court Case No 14 CV 30028.
Dated: , 2014
CD Holdings, LLC, a Colorado limited liability
company
By:
Colette Daniels
Its Manager
Subscribed and sworn to before me this day of , 2014, by CD Holdings, LLC, by
and through Colette Daniels, its manager.
Witness my hand and official seal.
My commission expires:
Notary Public
8
EXHIBIT B-3
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, HCE, for itself and on
behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge CDH, its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators both current and former(the "CDH Released Parties"), of and from any and all
liability, actions, claims, liabilities, damages (including, without limitation, nominal, actual, and
compensatory damages, punitive and exemplary damages, and direct and consequential
damages), debts, fines, interest,penalties, demands, costs, expenses (including, without
limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of action
(whether at law, equity, or otherwise), suits, or obligations of any nature, whether statutory,
contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or hereafter
accruing, which HCE, has ever had, now have, or may have against the CDH Released Parties,
arising at any time up to and including the date of this release, or arising from any action, failure
to act, occurrence, or event prior to the date hereof, including but not limited to any claims,
crossclaims or counterclaims which were or could have been asserted in connection with the case
known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High Country
Engineering, Inc., Pitkin County District Court Case No 14 CV 30028.
Dated: , 2014
High Country Engineering, Inc., a Colorado
corporation
By:
Its
Subscribed and sworn to before me this day of , 2014, by High Country
Engineering, Inc.,by and through , its
Witness my hand and official seal.
My commission expires:
Notary Public
9
EXHIBIT B-4
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, HCE, for itself and on
behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge the McKenzies, and each of them, and their respective predecessors, successors,
affiliates, members, managers, employees, agents, corporations, management companies, limited
liability companies, partnerships, divisions, successors, assigns, trustees, directors, officers,
insurers, attorneys, representatives, heirs, executors, and administrators both current and former
(the "McKenzie Released Parties"), of and from any and all liability, actions, claims, liabilities,
damages (including, without limitation, nominal, actual, and compensatory damages, punitive
and exemplary damages, and direct and consequential damages), debts, fines, interest,penalties,
demands, costs, expenses (including, without limitation, attorneys' fees, mediation expenses, and
other costs of litigation), causes of action(whether at law, equity, or otherwise), suits, or
obligations of any nature, whether statutory, contractual, or in tort, whether known or unknown,
foreseen or unforeseen, accrued or hereafter accruing, which HCE, has ever had, now have, or
may have against the McKenzie Released Parties, arising at any time up to and including the date
of this release, or arising from any action, failure to act, occurrence, or event prior to the date
hereof, including but not limited to any claims, crossclaims or counterclaims which were or
could have been asserted in connection with the case known as CD Holdings LLC v. Milton D.
McKenzie, Areta B. McKenzie and High Country Engineering, Inc., Pitkin County District Court
Case No 14 CV 30028.
Dated: , 2014
High Country Engineering, Inc., a Colorado
corporation
By:
Its
Subscribed and sworn to before me this day of , 2014, by High Country
Engineering, Inc.,by and through , its .
Witness my hand and official seal.
My commission expires:
Notary Public
10
EXHIBIT B-5
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, HCE, for itself and on
behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives, and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge Pitkin County, its predecessors, successors, affiliates, members, managers, employees,
agents, corporations, management companies, limited liability companies,partnerships,
divisions, successors, assigns, trustees, directors, officers, insurers, attorneys, representatives,
heirs, executors, and administrators both current and former(the"County Released Parties"), of
and from any and all liability, actions, claims, liabilities, damages (including, without limitation,
nominal, actual, and compensatory damages, punitive and exemplary damages, and direct and
consequential damages), debts, fines, interest, penalties, demands, costs, expenses (including,
without limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of
action(whether at law, equity, or otherwise), suits, or obligations of any nature, whether
statutory, contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or
hereafter accruing, which HCE, has ever had, now have, or may have against the County
Released Parties, arising at any time up to and including the date of this release, or arising from
any action, failure to act, occurrence, or event prior to the date hereof, including but not limited
to any claim, crossclaims or counterclaims which were or could have been asserted in connection
with the case known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High
Country Engineering, Inc., Pitkin County District Court Case No 14 CV 30028.
Dated: , 2014
High Country Engineering, Inc., a Colorado
corporation
By:
Its
Subscribed and sworn to before me this day of , 2014, by High Country
Engineering, Inc.,by and through , its
Witness my hand and official seal.
My commission expires:
Notary Public
11
EXHIBIT B-6
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, Pitkin County, for itself
and on behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge CDH, its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators both current and former(the "CDH Released Parties"), of and from any and all
liability, actions, claims, liabilities, damages (including, without limitation, nominal, actual, and
compensatory damages, punitive and exemplary damages, and direct and consequential
damages), debts, fines, interest,penalties, demands, costs, expenses (including, without
limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of action
(whether at law, equity, or otherwise), suits, or obligations of any nature, whether statutory,
contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or hereafter
accruing, which Pitkin County, has ever had, now have, or may have against the CDH Released
Parties, arising at any time up to and including the date of this release, or arising from any action,
failure to act, occurrence, or event prior to the date hereof, including but not limited to any
claims, crossclaims or counterclaims which were or could have been asserted in connection with
the case known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High
Country Engineering, Inc., Pitkin County District Court Case No 14 CV 30028.
Dated: , 2014
Pitkin County Board of County Commissioners
By:
Rob Ittner, Its Chair
Subscribed and sworn to before me this day of , 2014, by Pitkin County Board of
County Commissioners,by and through Ron Ittner, its Chair.
Witness my hand and official seal.
My commission expires:
Notary Public
12
EXHIBIT B-7
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, Pitkin County, for itself
and on behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge HCE, its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators both current and former(the "HCE Released Parties"), of and from any and all
liability, actions, claims, liabilities, damages (including, without limitation, nominal, actual, and
compensatory damages, punitive and exemplary damages, and direct and consequential
damages), debts, fines, interest,penalties, demands, costs, expenses (including, without
limitation, attorneys' fees, mediation expenses, and other costs of litigation), causes of action
(whether at law, equity, or otherwise), suits, or obligations of any nature, whether statutory,
contractual, or in tort, whether known or unknown, foreseen or unforeseen, accrued or hereafter
accruing, which Pitkin County, has ever had, now have, or may have against the HCE Released
Parties, arising at any time up to and including the date of this release, or arising from any action,
failure to act, occurrence, or event prior to the date hereof, including but not limited to any
claims, crossclaims or counterclaims which were or could have been asserted in connection with
the case known as CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High
Country Engineering, Inc., Pitkin County District Court Case No 14 CV 30028 and claims
related to all surveying services HCE provided for the property located at Lots K-O, Block 54,
City and Townsite of Aspen, Pitkin County, Colorado 81611, commonly known as 220 West
Cooper Avenue, Aspen, Pitkin County, Colorado 81611.
Dated: , 2014
Pitkin County Board of County Commissioners
By:
Rob Ittner, Its Chair
Subscribed and sworn to before me this day of , 2014, by Pitkin County Board of
County Commissioners,by and through Ron Ittner, its Chair.
Witness my hand and official seal.
My commission expires:
Notary Public
13
EXHIBIT B-8
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, Pitkin County, for itself
and on behalf of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, does hereby unconditionally and irrevocably remise, release, and forever
discharge the McKenzies, and each of them, and their respective predecessors, successors,
affiliates, members, managers, employees, agents, corporations, management companies, limited
liability companies, partnerships, divisions, successors, assigns, trustees, directors, officers,
insurers, attorneys, representatives, heirs, executors, and administrators both current and former
(the "McKenzie Released Parties"), of and from any and all liability, actions, claims, liabilities,
damages (including, without limitation, nominal, actual, and compensatory damages, punitive
and exemplary damages, and direct and consequential damages), debts, fines, interest,penalties,
demands, costs, expenses (including, without limitation, attorneys' fees, mediation expenses, and
other costs of litigation), causes of action(whether at law, equity, or otherwise), suits, or
obligations of any nature, whether statutory, contractual, or in tort, whether known or unknown,
foreseen or unforeseen, accrued or hereafter accruing, which Pitkin County, has ever had, now
have, or may have against the McKenzie Released Parties, arising at any time up to and
including the date of this release, or arising from any action, failure to act, occurrence, or event
prior to the date hereof, including but not limited to any claims, crossclaims or counterclaims
which were or could have been asserted in connection with the case known as CD Holdings LLC
v. Milton D. McKenzie, Areta B. McKenzie and High Country Engineering, Inc., Pitkin County
District Court Case No 14 CV 30028.
Dated: , 2014
Pitkin County Board of County Commissioners
By:
Rob Ittner
Its Chair
Subscribed and sworn to before me this day of , 2014, by Pitkin County Board of
County Commissioners,by and through Ron Ittner, its Chair.
Witness my hand and official seal.
My commission expires:
Notary Public
14
EXHIBIT B-9
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, the McKenzies, and
each of them, for themselves and on behalf of each of their respective predecessors, successors,
affiliates, members, managers, employees, agents, corporations, management companies, limited
liability companies, partnerships, divisions, successors, assigns, trustees, directors, officers,
insurers, attorneys, representatives, heirs, executors and administrators, do hereby
unconditionally and irrevocably remise, release, and forever discharge HCE, its predecessors,
successors, affiliates, members, managers, employees, agents, corporations, management
companies, limited liability companies, partnerships, divisions, successors, assigns, trustees,
directors, officers, insurers, attorneys, representatives and administrators both current and former
(the "HCE Released Parties"), of and from any and all liability, actions, claims, liabilities,
damages (including, without limitation, nominal, actual, and compensatory damages, punitive
and exemplary damages, and direct and consequential damages), debts, fines, interest,penalties,
demands, costs, expenses (including, without limitation, attorneys' fees, mediation expenses, and
other costs of litigation), causes of action(whether at law, equity, or otherwise), suits, or
obligations of any nature, whether statutory, contractual, or in tort, whether known or unknown,
foreseen or unforeseen, accrued or hereafter accruing, which the McKenzies, and each of them,
has ever had, now have, or may have against the HCE Released Parties, arising at any time up to
and including the date of this release, or arising from any action, failure to act, occurrence, or
event prior to the date hereof, including but not limited to any claims, crossclaims or
counterclaims which were or could have been asserted in connection with the case known as CD
Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High Country Engineering, Inc.,
Pitkin County District Court Case No 14 CV 30028 and claims related to all surveying services
HCE provided for the property located at Lots K-O, Block 54, City and Townsite of Aspen,
Pitkin County, Colorado 81611, commonly known as 220 West Cooper Avenue, Aspen, Pitkin
County, Colorado 81611.
Dated: , 2014
Milton D. McKenzie
Subscribed and sworn to before me this day of , 2014,by Milton D. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
15
Areta B. McKenzie
Subscribed and sworn to before me this day of , 2014, by Areta B. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
16
EXHIBIT B-10
GENERAL RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, the McKenzies, and
each of them, for themselves and on behalf of each of their respective predecessors, successors,
affiliates, members, managers, employees, agents, corporations, management companies, limited
liability companies, partnerships, divisions, successors, assigns, trustees, directors, officers,
insurers, attorneys, representatives, heirs, executors and administrators, do hereby
unconditionally and irrevocably remise, release, and forever discharge Pitkin County, its
predecessors, successors, affiliates, members, managers, employees, agents, corporations,
management companies, limited liability companies,partnerships, divisions, successors, assigns,
trustees, directors, officers, insurers, attorneys, representatives and administrators both current
and former(the "County Released Parties"), of and from any and all liability, actions, claims,
liabilities, damages (including, without limitation,nominal, actual, and compensatory damages,
punitive and exemplary damages, and direct and consequential damages), debts, fines, interest,
penalties, demands, costs, expenses (including, without limitation, attorneys' fees, mediation
expenses, and other costs of litigation), causes of action(whether at law, equity, or otherwise),
suits, or obligations of any nature, whether statutory, contractual, or in tort, whether known or
unknown, foreseen or unforeseen, accrued or hereafter accruing, which the McKenzies, and each
of them, has ever had, now have, or may have against the County Released Parties, arising at any
time up to and including the date of this release, or arising from any action, failure to act,
occurrence, or event prior to the date hereof, including but not limited to any claims, crossclaims
or counterclaims which were or could have been asserted in connection with the case known as
CD Holdings LLC v. Milton D. McKenzie, Areta B. McKenzie and High Country Engineering,
Inc., Pitkin County District Court Case No 14 CV 30028.
Dated: , 2014
Milton D. McKenzie
Subscribed and sworn to before me this day of , 2014,by Milton D. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
Areta B. McKenzie
17
Subscribed and sworn to before me this day of , 2014, by Areta B. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
18
EXHIBIT B-11
LIMITED RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, the McKenzies, and
each of them, for themselves and on behalf of each of their respective predecessors, successors,
affiliates, members, managers, employees, agents, corporations, management companies, limited
liability companies, partnerships, divisions, successors, assigns, trustees, directors, officers,
insurers, attorneys, representatives, heirs, executors and administrators, do hereby
unconditionally and irrevocably remise, release, and forever discharge CDH, its predecessors,
successors, affiliates, members, managers, employees, agents, corporations, management
companies, limited liability companies, partnerships, divisions, successors, assigns, trustees,
directors, officers, insurers, attorneys, representatives and administrators both current and former
(the "CDH Released Parties"), of and from any and all liability, actions, claims, liabilities,
damages (including, without limitation, nominal, actual, and compensatory damages, punitive
and exemplary damages, and direct and consequential damages), debts, fines, interest,penalties,
demands, costs, expenses (including, without limitation, attorneys' fees, mediation expenses, and
other costs of litigation), causes of action(whether at law, equity, or otherwise), suits, or
obligations of any nature, whether statutory, contractual, or in tort, whether known or unknown,
foreseen or unforeseen, accrued or hereafter accruing, which the McKenzies, and each of them,
has ever had, now have, or may have against the CDH Released Parties, arising at any time up to
and including the date of this release, or arising from any action, failure to act, occurrence, or
event prior to the date hereof, OTHER THAN claims or counterclaims which were or could have
been asserted specifically arising from, concerning or relating to the subject matter of the Third
and Fourth Claims for Relief asserted by CDH in the case known as CD Holdings LLC v. Milton
D. McKenzie, Areta B. McKenzie and High Country Engineering, Inc., Pitkin County District
Court Case No 14 CV 30028, which claims or counterclaims are expressly preserved.
Dated: , 2014
Milton D. McKenzie
Subscribed and sworn to before me this day of , 2014, by Milton D. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
19
Areta B. McKenzie
Subscribed and sworn to before me this day of , 2014,by Areta B. McKenzie.
Witness my hand and official seal.
My commission expires:
Notary Public
20
EXHIBIT B-12
LIMITED RELEASE
In consideration for the covenants and conditions set forth in that certain Settlement
Agreement entered into as of the day of , 2014 by and among CD Holdings
LLC, a Colorado limited liability company("CDH"), Milton D. McKenzie and Areta B.
McKenzie (the"McKenzies"), High Country Engineering, Inc., a Colorado corporation("HCE")
and the Board of County Commissioners of Pitkin County, Colorado ("Pitkin County"), the
amount, sufficiency and performance of which is hereby acknowledged, CDH, for itself and on
behalf of each of its predecessors, successors, affiliates, members, managers, employees, agents,
corporations, management companies, limited liability companies, partnerships, divisions,
successors, assigns, trustees, directors, officers, insurers, attorneys, representatives and
administrators, do hereby unconditionally and irrevocably remise, release, and forever discharge
the McKenzies, and each of them, and their respective predecessors, successors, affiliates,
members, managers, employees, agents, corporations, management companies, limited liability
companies, partnerships, divisions, successors, assigns, trustees, directors, officers, insurers,
attorneys, representatives, heirs, executors, and administrators both current and former(the
"McKenzie Released Parties"), of and from any and all liability, actions, claims, liabilities,
damages (including, without limitation, nominal, actual, and compensatory damages, punitive
and exemplary damages, and direct and consequential damages), debts, fines, interest,penalties,
demands, costs, expenses (including, without limitation, attorneys' fees, mediation expenses, and
other costs of litigation), causes of action(whether at law, equity, or otherwise), suits, or
obligations of any nature, whether statutory, contractual, or in tort, whether known or unknown,
foreseen or unforeseen, accrued or hereafter accruing, which CDH has ever had, now have, or
may have against the McKenzie Released Parties, arising at any time up to and including the date
of this release, or arising from any action, failure to act, occurrence, or event prior to the date
hereof, OTHER THAN claims or counterclaims which were or could have been asserted
specifically arising from, concerning or relating to the subject matter of the Third and Fourth
Claims for Relief asserted by CDH in the case known as CD Holdings LLC v. Milton D.
McKenzie, Areta B. McKenzie and High Country Engineering, Inc., Pitkin County District Court
Case No 14 CV 30028, which claims or counterclaims are expressly preserved.
Dated: , 2014
CD Holdings, LLC, a Colorado limited liability
company
By:
Colette Daniels
Its Manager
Subscribed and sworn to before me this day of , 2014, by CD Holdings, LLC, by
and through Colette Daniels, its manager.
Witness my hand and official seal.
My commission expires:
Notary Public
21
EXHIBIT C
District Court, Pitkin County, Colorado
506 E. Main Street, Aspen, Colorado 81611
Tel: (970) 925-7635
Plaintiff: CD Holdings LLC, a Colorado limited liability
company,
A COURT USE ONLY^
v.
Defendants: Milton D. McKenzie, an individual, Areta B. Case Number: 14 CV 30028
McKenzie, an individual, and High Country Engineering,
Inc., a Colorado corporation, Division: 5 Courtroom
and
Counterclaimant/Third-Party Plaintiff: High Country
Engineering, Inc., a Colorado corporation,
v.
Counterclaim Defendant: CD Holdings LLC, a Colorado
limited liability company,
and
Third-Party Defendant: Board of County Commissioners
of Pitkin County, Colorado.
Attorney for Plaintiff:
Kenneth E. Citron
KLEIN COTE EDWARDS CITRON LLC
101 South Mill Street, Suite 200
Aspen, Colorado 81611
Phone Number: 970-925-8700
Fax Number: 970-925-3977
E-mail: kcitron@kceclaw.com
Atty. Reg. #: 43083
STIPULATION OF PARTIAL DISMISSAL WITH PREJUDICE
NOTICE IS HEREBY GIVEN by plaintiff CD Holdings LLC, a Colorado limited liability
company, defendants Milton D. McKenzie, an individual, Areta B. McKenzie, an individual,
High Country Engineering, Inc., a Colorado corporation, and third-party defendant Board of
22
County Commissioners of Pitkin County, Colorado, by and through their respective undersigned
attorneys, that the parties hereto hereby stipulate to the dismissal with prejudice of the following
claims and counterclaims asserted herein, pursuant to C.R.C.P. 41(a)(1), with each party to bear
its own costs, expenses and fees, including attorneys' fees:
(i) the First and Second Claims for Relief asserted in plaintiff's Complaint against
defendants Milton D. McKenzie and Areta B. McKenzie;
(ii) the Fifth Claim for Relief asserted in plaintiff's Complaint against defendant High
Country Engineering, Inc.;
(iii) the Claim for Relief asserted in High Country Engineering, Inc.'s Answer to
Complaint, Jury Demand, Counterclaim and Third-Party Complaint against
plaintiff CD Holdings LLC and third-party defendant Board of County
Commissioners of Pitkin County, Colorado; and
(iv) the Claim for Relief asserted in the Answer, Affirmative Defenses, Jury Demand,
Counterclaims and Third-Party Complaint of Defendants Milton D. McKenzie
and Areta B. McKenzie against plaintiff CD Holdings LLC and third-party
defendant Board of County Commissioners of Pitkin County, Colorado.
NOTICE IS FURTHER GIVEN, that the parties stipulate and agree that the Third and Fourth
Claims for Relief asserted in plaintiffs Complaint against defendants Milton D. McKenzie and
Areta B. McKenzie and any Counterclaims related thereto, shall not be dismissed in connection
with this Stipulation
Dated this day of , 2014.
KLEIN COTE EDWARDS CITRON LLC
Attorneys for CD Holdings LLC
By: /s/ Original Signature on File
Kenneth E. Citron
BALCOMB & GREEN, P.C.
Attorneys for Milton D. McKenzie and Areta B. McKenzie
By: lsl Original Signature on File
Lucas F. Van Arsdale
MONTGOMERY LITTLE & SORAN, P.C.
Attorneys for High Country Engineering, Inc
By: /s/Original Signature on File
William J. Searfoorce, Jr.
PITKIN COUNTY ATTORNEY'S OFFICE
Attorneys for Board of County Commissioners of Pitkin County
By: /s/Original Signature on File
John M. Ely
23
CERTIFICATE OF SERVICE
I certify that on , 2014 this STIPULATION OF PARTIAL DISMISSAL
WITH PREJUDICE was filed in paper format or electronically filed via ICCES and the
following parties were to be notified of the service this date via ICCES and/or via United States
mail, first class postage prepaid, to:
Christopher L. Coyle, Esq.
Lucas F. Van Arsdale, Esq.
Balcomb & Green, P.C.
Post Office Drawer 790
Glenwood Springs, Colorado 81602
William J. Searfoorce, Jr., Esq.
Shawn A. Eady, Esq.
Montgomery Little & Soran, P.C.
The Quadrant
5445 DTC Parkway, Suite 800
Greenwood Village, Colorado 80111
John M. Ely, Esq.
Christopher G. Seldin, Esq.
Laura C. Makar, Esq.
Pitkin County Attorney's Office
530 East Main Street, Suite 302
Aspen, Colorado 81611
/original signature on file/
Andrea Crouse
24