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HomeMy WebLinkAboutbocc.con.347-348.2018 - BOCC CONTRACT —14-tut/ ktc rr„r,ty f7tici /347 (herd AN ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN n5117- 2 ' COUNTY,COLORADO,AUTHORIZING ACQUISITION OF THE GRACE PARCEL ti 0 J 4-4-7{-ete ) ORDINANCE NO. El 6/6 _-2918 RECITALS: 1 Pursuant to 30-35-301 C R S.,the Board of County Commissioners("BOCC")of Home Rule Counties is authorized to make and publish ordinances for carrying into effect or discharging the powers and duties conferred upon such counties by law and as seems necessary 2 Pursuant to Section 2.81 of the Home Rule Charter,the BOCC is authorized to Like official action by Ordinance for certain matters where action Is prescribed pursuant to the Colorado Revised Statues as amended 3 The Votersof1'nkin County and the Pitkin County Commissioners established an Open Space and Trails Fund for the purposes of preserving and providing opcn space and trails resources. and established an Open Space and Trails Board of Trustees to guide the expenditure of those funds. 4. The Open Space and Trails Program is charged with preserving open space lands and protecting historical routes of egress to the same 5. A ten acre portion of the former Craig parcel now owned by the Grace Church tine "Property')possesses agncultural and scenic s slues. 6 By histoncal comcidence,the original patentee of this property was Gustavus Grace. 7 The BOCC fords that adoption of this ordinance is necessary for the immediate preservation of the public health. safety and welfare at the citizens of Pitkin County and therefore declares this ordinance and legislation to be effective immediately upon adoption 8 On September 1, 2018. the Peke County Open Space and Trails Bond unanimously recommended that the BOCC approse the proposed Contract and Ordinance 9 The Chair or Chair's designee shall be authorized to sign the documents necessary to complete this transaction in substantially that form approved by the County Attorney RE N# 651 R.100 0, 0.00 0°C Aq.jp.pp o.so.oa POC CODE.ORDINANCE Pater 26,10/23/2018 at 01CPM Janice K Vos Caudill,PimkIn County, co NOW THEREFORE.BP IT ORDAINED by the Bitted ofCounty Commissioners 01 Paton County.Colorado that it hereby adopts an Ordinance Authorizing Acquisition of she Graze Parcel and au horize>the Chair or the Chair's designee to sign the Ordinance and upon thr gaistacttun of the County Attorney as lu form,execute any other associated documents necessary to complete thus matter.Pusher,that dm Ch.,ir or the Chars designee shall be authorized to I. Approve an expenditure of tap to $600,000 tot the Grace Parcel 'approximately 10 acres)and transaction cost up to 515.000 2, Estes te the acceptance of the deed of conveyance upon appms&of the form by toe County Amu mey 3 Execute other document as necessary 10 complete the transaction upon approved of the form by the County Attorney .1 That ad)usmicnts be made to the year 2018 budget as follows. OPEN SPACE AND TRAILS FUND Previous This Reseed Project Budget Change Budge( Grace Parcel Acquisition Acquisition Cost SO $60/7.1100 00 $6011.000 IX) Estimated Transaction Costs SO $ 15,00000 $ 1$,000.00 Total Expenditure 80 $615,000.10 $615,000.00 Slgnaw'cs on next page 1 INTRODUCED AND FIRST REAL)ON I HE 12" DAY OF SEPTEMBER.2018 AND SET FOR SECOND READING AND PUBLIC HEARING ON THE 26t'r DAY OF SEPTEMBER. 2018. NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE 0PI1ORD ANCE BI(SHED IN TIIE ASPEN TIMES WEEKLY ON THE_��+eG, _DAY .:018 NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE ORDINANCE POSTED ON THE O FICIAL PITKIN COUNTY WEBSITE, unw tpJA A/our/ .COP,)ON THE/3 DAY OFbc0Lk& 20I 8. ant OPTED AFTER 1 INAL READING AND PUBLIC HEARING ONI HE vjr pomp OF xi-p G'/_ 2018 PUBI.ISHED BY TITLE AND$HURT SUMM i�y.AFTER ADOPTION,IN THE ASPEN TIMES WEEKLY ON THE'� DAY OF ,vJ- y' 2018 POSTED BY TITLE AND SHOR r SUMMARY ON THE OFFI f IA40,4c_. L/PIT KIN COUNTY WEBSITE(www m(kmcuuryv win)ON THEk4 DAY OF /M c_.2(118 ATTEST: BOARDOF(DUN I Y COMMISSIONERS nu Byi..!} W+.°"d .111Vt/)O By t-Witc Jeanette Jones a Pant Clapper.Chair DeputyCuunty Cieil Date' N/ .6 APPROVED AS TO FORM: MANAGER APPROVAL te Le-- John lily.CoUnt Aarnftey Ion Pry k.County Mam.ge: Gary Tannenbaum. Jimmy Open Space A Tut Oho printed portions of his 6nm,exact differentiated addnpu.Mae nen pproved by the Colorado heal ErbteCunumsslun (CBS<-8-13)(Mindatory Mil THIS FORM HAS IMNIRI'ANI LF:GAI CONSEQUENCES AND TIIE PARII4S SHOULD r nNsllla LECAL AND TAX OR OIuER COUNSEL DEFORE SIGNING. l CONTRACT TO BUY AND SELL REAL ESTATE 8 (LAND) 9 (0 Property with No Residences) to (0 Property with Residences-Redden sial Addendum Attached) It 12 lI Date e8162416 14 AGREEMENT 15 I. AGREEMENT. Buyer, Identified in §2 I. agrees to bey, and Seller, Identified In *23, agrees to sell, the Property m described below on the terms and conditions set forth in this contract(Contract). It 2. PARTIES AND PROPERTY. IS 2.1. Royer, Buyer, Beard el Cony canaxasbrers or Pres county will take title to the Properly 19 described below as QJohtt Tenants 0 Tenants In Common Qz Other 20 2.2 Assignability and Inurement. Tins Contract Q Is ©Is Not asslgneblc by Buyer without Seller's prior written 21 consent. Except as so tenoned,this Contract inures to the benefit of and is binding upon the hens,personal rcpresemallves, 22 su and assigns of the Pathos 23 23. Seller. Seller, acaee Cava a me Raying rorx Vevey.nc is the current owner of the 21 Property desenbed below 25 2.4. Properly. The Pmpely is the following legally described'eal estate on the County of inn Colorado. 26 A 10 acre portion of Elkin County Assessors Parcel#246513200014 as substantially depicted on 27 Exhibit'A"and to be further defined by the parties as set forth In Sections 1 and 3 of Addendum I to the Contract 28 29 30 known as Na 1776 Emma Rd,BASALT,CO 81621 • 31 Street Address City State Zip 32 together with the interests,easements,rights,benefits,Improvements and attached fixmws appurtenant thereto.and al.interest of 31 Seller m vacated streets and alleys adpcenl thereto,except as herein excluded(Property) 31 2.5. Inclusions. The Purchase Puree includes the following items(Inclusions) 35 2.5.1. Fixtures. All fixtures attached to the Properly on the date of this Contract 36 Other natures: 32 NA 3e 39 nay fialures me attached in the Property after the data of this Contract.such additionalO mums ore also included in the Purchase 40 Pi ice 41 2.5.2 Personal Property. if on the Property,whether attacked or not,on the date of this Contract,the following 42 items are included 43 NA 44 45 OIhei Personal Proper ty' 46 NA 47 48 The Personal Properly to be conveyed at Closing must be conveyed by Seller free and clear of all taxes(except 49 personal properly taxes for the year of Closing),liens and encumbrances,except 50 Conveyance will be by boll of sale or other applicable legal instrument 51 25.3 Trade Futures. With respect la trade flaunts,Sethi and Buyer agree as follows 52 NA 53 CRSI-I-0. CON rkA,I TOBuv AND SELL REAL MATE(LAND. fly l all ci IM Ii ade Fixtures m be conveyed at Closing will be conveyed by Seller flee and clear of all taxes(except personal 35 prupeny taxes for die yen of Closing),liens and encumbrances,except m Conveyance 36 will be by bill oriole or other applicab'e legal instrument 57 2.6. Eaclmions. The following items are excluded(Exclusions? NA 19 60 2.7. Water Rights,Wall Rights,Water and Sewer'Taps 61 ® E 7.1. Palled Water Rights. The following legally desenbed water rights. 62 See Section 5 of Addendum 1 to this Contract 63 64 Any deeded water rights will be conveyed by a gond and. ntwgrigh.r+Ining deed at Closing 65 27 L71. Other Rights Relating to Water. The following rights relating to water nal included m§§2)l,2 7.3, fin 276 and 275,will be innsfened to Buyer at Closing 07 See Section 5 of Addendum 1 to this Contract 6e 69 70 ❑ 2,7.3, Weil Rights. Seller agrees to supply required information to Buyer about the well Buyer understands that 71 if the well to be transferred is a"Small Capacity Well"or a"Domestic Exempt Water Well used for ordinaryosehold purposes. 71 Buyer most,prior to mat Closing,complete a Change in Owns ship ship form for the well If an existing well has not been registered 73 with the Colorado Divssion of Water Resources in the Del m of Natural Resources(Division), Buyer must complete a 74 ova anon of existing well form for the well and pay the cost ost of registration.If no person will he pro :dome a closing service in 75 wtmeuhon with the transaction,Buyer must file the form with the Division within say days after Closing The Well Mama p is 1e 77 2.7.4. Water Stork Certificates. The water stock cenhfiwtes la be ban tam&at Closing are as follows 78 W 80 2.7.5, Water and Sewer Taps. Note: Rayer Is advised to obtain,from the provider,written confirmation of al the amount remaining to be paid,if any,date and other restrictions for transfer and we of the laps. 81 2.7.6. Conveyance.If Buyer is to reany rights to water pursuant to§2 7 2(Other Rights Relating to Wdei), el § 2 7 3 Well Rights),of § 27 4 (Water Mock Cmrficales), Sella agrees to convey such rights to Buyer by executing the 84 applicable legal instrument at Closing as 28. Crowing Cr opt. with spat to growing crops,Seller and Buyer agree as follows 57 NA RR 3 DATES AND DEADLINES. Item No. Reims to Evens Dale or Dcedlin §4 3 n Alternative Earnest Money Deadline Tide e I Record Dile Deadline I melswitfirsa _ §8 2 Record Tale Objection Deadline mammy BEa _ _ _ ¢83 Off-Record Title Deadline rerek .etre §8 3 Off-Record Tie Oblecnon Deadline 3*OM SEC §84 _Title Resolution Deadline 4 vats aunt see §8.6 Right of First Refusal Deadline Owner'Assmietion §73 Association Documents Deadline _ §7 4 Association Documents Opj«uon Deadline Seller's Property Disclosure 10 §10 1 Seller's Property Disclosure Deadline _ Loan and Credit EggMiq 11 §5 1 Loan Application Deadline 12 ¢1'_ loan ObjoWon Deadline NA I1 §5 3 Buyer's Credit Information Deadline MA l4 §5 1 Disapproval of Buyer's Credit Information Deadline _ ru 15 §5 4 Existing loan Documents Deadline As to _ §54 Fasting Loan Documents Objection Dead ine NA (BSJ.S 13 CONTRACT 10 BUY AND SELL REAL ESTATE RAND) liar l on ' Item No. Reference Event One or Deadline 11 §54 Loan Transfer Approval Deadline _ NA 18 §4.7 Seller or Private Financing Deadline Na Appnlvl SBERENIIREMEMEGEEMOVIE 19 §6.2 Appraisal Deadline PIA 20 §6 2 Appraisal Objection Deadline en Survey 21 §9,1 Current Survey Deadline Seat 91 a §9.2 Curren:Survey Objection Deadline seememmin 41 23 §92 Current Survey Resolution Deadline sesmumernar Inspection end Due DlligeiralilleiNEMM 14 §102 Inspection Objection Deadline e..l.Wm MEG 25 §103 Inspection Resolution Deadline r mem mime 26 5105 Property Insurance Objection Deadline s seaensmmre 27 5106 Dye Diligence Documents Delivery Deadline I wit em+Nae 28 §104 Due Diligence Documents Objection Deadline aurae hone 29 §10 6 Due Diligence Documents Resolution Deadline . .a.MCC 30 §10.6 Environmental Inspection Objection Deadline _ ran _ 31 _ §I0.6 ADA Evaluation Objecnen Deadline _ -_ w. 32 § 102 Conditional Sale Deadline Lin 33 §11,1 Tenant Estoppel Stamments Deadline _ _ mu tram mEC 34 § Ill Tenant Estoppel Statcmmb Objection Deadline _ welts lanaEC Closing and Possession 35 §123 Closing Date 36 417 Possession Dateto 31 §12 Possession Tine -- - — °m•^°' !tie l8 §28 Arceplanee Deadline Date _ M01•121 19 §28 Acceptance Deadline Time sen 59 3.1. Applicability of Terms. Any box checked in this Contract means the corresponding provision applies Any box, 90 blank or line in Ells Contract left blank or completed with the abbreviation"N/A",or the word"Deleted"means such provision, 91 Including any deadline,is not applicable and the conespondmg provision of this Connect Co which reference is made is deleted, 92 The abb.evidlion MEC"(mutual execution of this Conti act)means the date upon which both panics have signed this Contract 93 4 PURCHASE PRICE AND TERMS. 94 4,1, Pitt and Terms. The Purchase Price set forth below is payable in U.S Dollars by Buyer as follows I Item Nu. Reference Item Amount Amount §4 1 Purchase Prim $ WIK000 §4,3 earnest Money 'i _ S _ 40AUm §4.5 New Loan - $ _ §46 Assumption Balance S _ 447 Private Financing $ fa 2 Seller Financing S §44 Cashes Closing - ---untatownal S se4om00 I TOTAI. $ woAoo00 S unmoor 95 4,2, Seller Coneesalen. Seller,at Closing,will credit,as directed by Buyer, an amount of$Na t0 assist 96 with my and all of the following Buyer's closing costs,(Seller Concession) Seller Concession is in addition to any sum Seller has 92 agreed to pay or ci edit Buyer elsewhere Jr.this Contract Seller Concession will be reduced to the extent it exceeds the aggregate 9a of what is allowed by Buyer's kndei as set forth in the Closing Statement,Closing Disclosure of HUD-I,at Closing 99 4.3. Earnest Money. The Earnest Moneyset fonh in this section,in the form of Mrs uwa will be 100 payable to and held by Land Tee Guarantee (Earnest Money Holder), in its trust account,on behalf of both 101 Seiler and Buyer.The Farness Money deposit must be tendered,by Buyer,with this Contract unless the panics mutually agree to CR14-13. CIMiRA(STORUY AND SELL REAL MATS Ann) Pita of El 102 an Alternative Earned Money Deadline r.§3)foi as payment The pages authorize delivery of the Earnest Money deposit to the 103 company conducttng the Closing(Closing Company).if any.at or before Closing In the event Earnest Moloy Holder hu mgr sed 104 to have interest on Lamest Money deposits transferred to a fund established for the purpose of providing affordable housing to 105 Colorado residing',Seller and Buyer acknowledge and agree that any Interest accruing on the Eames Money deposited with the 106 Eames'Money Holder in this transaction will he transferred to such fund Ire 4.31. Alterative Rai nest Money Deadline The deadline for delivering the Lamest Money,if tithe'than at the 108 time oftender ofthis Contract,is as set forth as the Alternative Earnest Money Deadline(§3). 109 4.3.2. Return of Earnest Money. If Buyer has a Right to Terminate and timely terminates,Buyer is entitled to 110 the return of Eames'Money as provided in this Contact If this Contract Is tam,Iaied as set forth m§25 and,except as piovided Ill in§24,if the Earnest Money has not already been returned following receipt of a Notice to Terminale.Seller agrees to execale Ili and return to Buyer or Broker working with Buyer,written mutual instructions(e g Eamon Money Release form),within au cc 113 days of Seller's receipt of such form 114 4.4. Form of Funds;Time of Payment;Avollabk Funds. 115 4.4.1. Good Funds. All amounts payable by the parties al Closing,including any loan proceeds,Cash at Closing 116 and closing costs,must be in funds that comply with all applicable Colorado law including electronic transfer funds,certified 111 check,sayings and loan teller's check and cashier's cried.(Good Funds) 118 4.4.2. Tose of Payment,Available Funds. All funds,including the Purchase Pnce to be paid by Buyer,must be 119 paid before or al Closing or as otherwise agreed in wining between the panics to allow disbursement by Closing Company at 120 Closing OR SUCH NONPAYING PARTY WILL BE IN DEFAULT Buyer represents that Buyer, as of the date of this 121 C Mose, dam( Does 0 Does Not have funds that arc rmmedaldy verifiable and available in an amount not less than the amount 122 stated as Cash at Closing in§4 I. 444 4b. New-Lea. 444 448 " Y ...t.e l.1' ,v. A," C n "!b \. 446 ... .. - . . .. .! 434 41644 4 ., : . '.. " Yr ....y r 1 •\ A • e r o r y •e er ` ' 449 ❑Ce... A'. ❑Other 440 Lf. . .nd P-. +a...A...e ' . Pe•pp • . . .e of It ".•emptier. 441 : ..: . . .: ❑ReN-MNNeinaea 434 ■A.,. ) e. P .,' P 0 440 43P gene❑WIN EI *1- d ,. '.dJI4 e...a%' . If..Ad'1 :.) , ht` r I,C4 444 ❑ ❑.a Os'wpnf red w r.8 444 44. gni - ' 49. 'q,. 444 444 '4..3 . • r • " n • . . t a..d La. A., .I o. .agp ' 1.11...m. 1. '10 449 4er1e g" tc. r_en .•Iman , p \ F" rsc .e(l 'h 449 Ray ❑ .❑ 'ng M r i d s ` 440 434 4.1J.' E " Cr :.n.A. If S.IM..•e I,S.:" S.1' G.....:.4;(S 4 I),I a C. ._d.. • 443 " ' .I h Ll ..M :.'� `" yf •A " . ,.� " S, A.. .Rna..d'4.1 . „ 444 .. . . . . . ... 159 4 60 CnG411 CONMRAC1 TO guy ANDMILL REAL ESTAIEO-4.t) Pip 4 o r 17 161 I TRANSACTION PROVISIONS Na 5. FINANCING CONDITIONS AND OBLIGATIONS ees .41e• ' 0'6("ye, 444 k Dm '.1 1 . . .04. 1. a. W 07) ,. 444T A re.Y . d : .. An 747,4 146 Mb �.Ip6'MMa1}par. hoe . - a•S4IF9R fAyy�ANO aO66-NOi 1A4PLY fl —� too Di : . . .� •... , . , -.- -x .:. �-... . .: ,.:-. 442 aant..i±tp M. "'•f 4N-474 1"ATM 79 14 443 53. Cre4WeletionNw.ifan t .n 1 m.• b-6 al -I•A �41.410.141+.0.1111-041041/0-10.10.1 4!e »Pw�»-MRmmMidn -• . 4l4.0.1 f- iR9� 1e1111N1etb .- RW r "L4. 'VDer .'.9.771444 .:..4I ..P .». -. iSi 7 d ..r[-'. I Jw4a Fes4enalnMev*tlMi-45:'I;en'et'la' 463 (Hf 474 "trw a' -' rr , ' r. c 7. e .•r•S .. , y6 ... 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' '4747 IA 740 Ants stHer4tweem 77111.4-approNtArany w I c f RA 44 144 4.47 0 ...J A e ' A O ..4r OkD+eq• > 715 6N14.4774g ANA AIL (OYTRACI TO BCYAMI SELL RMM1LESTAItf[AVD) POPE Sof 17 as aaa. e _. . . - ,.: :, :... : 218 4.Id. •Mw • ter. .t.. .-- a...de e. 649 :. :..:' ., - aaa ager irl.a. :. ... • 24 406 iii: c G . .5 p: : r'l . PR . : . .. . aae . ._ .e • '. . ;. . w o- agx . e a . . a . , • 0-5 I"0".TION(01' a CO4P11TT913.14"THE A`SOC'♦TIO") "ID TIIE IPPROVAI O^T"' 'SANE'ATION aa6 a . . : . -: . 22 r'e'!a'C'N. 481e0A0314`rg O^ ME'IR`r` OF TII` !`LNC"9167Pe1R€ITI8RR^ `ROi'LR 6f^A"1.1 V 219 TIlL AEE^CI'TION. . ... .. . . . NB ao. OnseentkieDeetreeetMr0n,ei Me ❑ O.,M. ..... :: . . . . . FLewllrnif b Iw pe.d 'A all aN Bey . ." N ...r 756 Ad'.PT m..^6 r ..., . . . ;' 'r:..., e : c 1r 1M 237 218 & TIT LE INSURANCE,RECORD TITLE AND OFF-RECORD TITLE. 235 AL Evidence of Record Title. ]6D ti 1. 0 Seller Ole Title Lounate Company. If this cir is checked,Seller willDselectdi(8 title insurancemust 261 company to Buyer, furnish the owner's enl for policy at Seller's usurance oli policy batons Rmmitord Til�nt lin nllam ou t qSual muse NO furnish rice. a chnon Mmmecked, for an A bst ran R f itle cera e66 (Title Commitment),eller), in an amount equal r thnce 26) Purchase Pecs,or this has a checked, 0 an as pact, a Trate certified os a current date Seller will Blue:the title Insurance 264 policy to be issued and delivered to as eoonaspreaCalonha Closing 265 furnish eo Buyer geeecuranTitle Iwunnte Company. s this box is checked.co duTit will select the title yermnx 266 company bPomua Cheamowner's mit ntrforr nolwnr'Buyer's suaeoliy befoTile Record Th)DndllaeonBuyer must 267 Pu r hh a Seller,a cmmne commitment for an owner's title insurance policy ITrlc Commitment), m nn amountµoat to the 269 Purchase Price 365 If neither box in¢B I I or 81112 is checked,¢8 1.1 applies 270 8.1.3. Owner's Extended Coverage(OCU). The Isle Commitment ®wet p wet Nos comma to delete or 271 insure over the standard exceptions which relate to-p)panto in possession.(2)unrecorded easements,(I)survey masters,(4) 272 unrecorded mechanics' hors, (S)gap wind(effective date of commitment to date deed Is recorded), and (6)unpaid taxes, 273 assessments and unredeemed tax sales prior to the year of Closing(OEC) If the title insurance company egrets to provide an Ci3544-13. coNTRACrTO BUY AND SbLL RFAI ESTATE{AND) Page 6.11] 274 endorsement for OIC,any additional premium ex se to obtain an endorsement fur OEC will be paid by E Boyar r]Seller 23s 1]DonBatf by Buyer and One-HSH by Seller Other 276 Note: The title insurance company may not amen to de,ete ar mart over any or all of The standard esvptions 277 8.1.4. Title Documents. Title Dosvments consist of the following (I copies of any plata, deckmtiona, Ile covenantscondemns and PoNOWions burdening the Property.and(2)copra of any other documents(or,if illegible,summaries of 279 such documents)hated in an sat:du'.e of except ocs(Exceptions)in the 1 ilk Commitment GITushed d Bayes(collectively.Title 280 Document,). 281 8.1.5. Copies of Title Documents. Buyer most receive,on or bc(oic Recta d The Deadline(§3).epics of all 282 Ido Doeure xz In requirement pectaks only to docwaou as mown of seeded i2:he office of the dos a 33 recorder v The 283 county tatters the Property k located The cost of tutor stung copier of the documents required in this Section will be at the expense 284 of the patty or partiesobligated to pay fn the owner's title insurance policy 295 &L& Exlsting Abstracts of Tisk.Seller most deliver to Buyer copies of any abstracts of Mk crvenng nil m any 286 portion of the Property(AbnnctofTitle)to Seller's possession on or before Record Title Deadline(§3) 287 &2. Record Title. Buyer hes the right to review and object to the A burn of Title or Title C'omnntntent and any of the 288 Title Documents,as set forth in§8 4(Right to Obert to'I RissoktroM on or before Record Tally Objection Deadline(§3). 281 Boyers oidemon may be band an any uusatisf%ctory fork m sonnet of Title Commitment or Abut act of Title,notwithstanding 290 :1,or any other unsatisfactory'tie condition,in Buyer's sole subjective discretion If the Abstract of Title,Title Commilmem m 291 PaloDocuments are not received by Buyer.an a berme the Record Title Deadline(§3),or if there is an endorsement to the I Ale 142 Commitment that adds a new Exception'e titre,n topy of the new Exception bo otic and the:toddled Tile Commitment will be 293 delivered to Buyer.Buyer Ms until the curlier of Closing or ten days after receipt of each documents by Buyer to review and object 294 to (1)any required Title Document not tamely reccwed by Buyer,(2)any changer to the Abstract of Iola,Title Commitment or 293 1 me Documents,encs,of(3)any nnorxmmnt In the Title Commitment.If Sei:ee rarivet Bayer's Notice'o Tern nate or Notice of 296 I ilk Objection,puieuant to Cite§8.2(Record Title),any title objection by Buyer is governed by the provisions set forth in§84 297 (Right to Object to Tide, Resolution) If Seller ha fulfilled all Seller's obligations,if any,to deliver to Buyer all documents 7M ngabed by§8.1(Evidence of Record Tine)sad Seller dries not receive Bayer's Notice to Tamimte m Malec at Te a Objection 299 by the applicable deadline specified shove, Buyer accepts the mndmon of hilt m disclosed by the Abstract of Ink, Title 300 Commitment and Title Documents as satisfactory 301 1.3. Ohf Reeord Titk. Seller mss:deliver to Bayer.co or before Off-Record TUN DeadBm t43),nut copies of aft 302 existing surveys in Seller's possession pertaining to the Property and mart dmolose to Buyer all easements,liens(including, 303 without limitation. goveinmemel improvements approved, hut not yet installed) or other title matters (including, without t04 linitatioit,tights of first refund and optiunsl trot shown by Public recoils,or which seller has actual knowledge(ofLRcoord 38) Mantra).Stayer Ire the right to inspect the Property to in,abgnt if any shire petty has any nigh'in the P.operty rot grown by ]06 public records(e g,unrecorded easement.boundary line dnerepeney or water rights) Buyer's Nonce to Terminate or Noilce of 307 lido Objection of any umatisfxmry condition(whether disclosed by Seller it revealed by such inspection,notwithstanding§8 2 308 and 5.3),to B.iycr'e sok s*jociivc discreticnb miss to reamed by Set er on or before Off-Record Title Objection Deadline 309 (§1) If an Off-ReWtd Metier is received by Buyer after the Off-Record Title Deadline(§3). Buyer has until the earlier of 110 Closing or ten days after receipt by Buyer to review and object to such Off-Record Matter,If Seller receives Buyer's Notice to 31: Teammate or kmoe of Tait Objection pursuant au itis§k.3"OR'Remni Tit c),any talk objvctco by Buyer old tors Connate art 312 governed by the nommen,set forth in§84(Right to Object to Mille,Resolution),If Seller does not reserve Buyer's Notice to 313 Terminate or Notice of Tale Objection by the applicable deadline specified above,Buyer accepts file subject to such tights,if eta, sue of third peaks of which Buyer has ecfusl knowledge. 3f5 8.4. Right to Object so Title,Resolution Buyer's right to object w any tale Malta,includes,but is not limited 3n those De matters set forth m$§82(Record Title),83(01LRecold Tide)and 13(Transfer of Title),in Buyers sole subjective discretion If it7 Hnyor objects toanytitle matter.on or before the applicable deadiitrc.buyer hos de following options. 318 &4.1. Tide Objection,Resolution. If Seiler receives Bayo'aveitlen notice objecting to any lige matter(Notice fPa of Tale Objection)on or before the applicable deadline,and if Buyer and Seller have not agreed to a written settlement thereof on 320 or before Title Rnnludoe Deadline(43),this Cmimct will terminate on the expuaron of Title Resolution Deadline(§31. 32t ern ass Seller motives Bayer's written wirdrawnl of B"ryo a Nonce of Tote'°Skelton(I e,buyer's wrnttcr not cc to novo 122 objection to such items and copses be Right to I erminalc for that meson),on os before expiration of 111k Resolution litadlme 12; (§1) If either tha Record Tide Deadline or the Off-Rewvd Title Deadline,or both,are extended to the earlier of Closing or ren 3n day.ante receipt of the applicable dsta.anects by Buyer.Iwrsnaat to§8.2(Remtd TOM or§83(Off-Record Trey).cite TAN 325 Resolution Deadline onto will tic automatically extended to the earlier of Closing or fifteen days after Buyer's receipt of the 426 applicable documeN&ar 327 6.42. TRee Objection.Rlyhr to Terminate. Buys cony corona the Right to Teranen tinder §25',on or 318 oefore the appiiabk deadline,band on any unsatisfactory tide matter,in Buyer sole subjective discretion. 329 8.5. Special Taxing finials. SPECIAL'TAXING DISTRICTS MAY BE SUBJEfa'TO GENERAL OBLIGATION no INDEBTEDNESS TWAT IS PAID BY REVENUES PRODUCED FROM ANNUAL TAX LEVIES ON THE TAXABLE 333 PROPERTY WITHIN SUCH DISTRICTS PROPERTY OWNERS IN SUCH DISTRICTS MAY BE PLACED AT RISK n2 FOR INCREASED MILL. LEVIES AND TAX TO SUPPORT 11-IE SERVICING OF SUCH DEBT WHERE 10NnRet41O81I9 ANDSELL REAI x'TvTe el,AM1iq Platt'al 3i 333 CIRCUMSTANCES ARISE RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE SUCII 314 INDEBTEDNESS WITHOUT SUCH AN INCREASE IN MILL LEVIES. BUYERS SHOULD INVESTIGATE THE 335 SPECIAL TAXING DISTRICTS IN WHICH THE PROPERTY IS LOCATED BY CONTACTING THE COUNTY 336 TREASURER,BY REVIEWING THE CERTIFICATE OF TAXES DUE FOR TIIE PROPERTY,AND BY OBTAINING 311 FURTHER INFORMATION FROM THE BOARD OF COUNTY COMMISSIONERS,TILE COUNTY CLERK AND 338 RECORDER,OR THE COUNTY ASSESSOR 119 Buyer has the Right to Terminate under§25.1,on or before Off-Record Title Objection Deadline(§3), based on any 340 unsatisfactory effect of the Propcdy being located within a special taxing district,in Buyer's sole subjective discretion 341 8.6. Right of First Refusal or Contract Approval. If them is a right of fait refusal on the Properly or a right to approve 341 this Contract.Seller must promptly submit this Connect according to the terms and conditions of such i ighl.If the holder of the 343 right of first refusal exercises such right or the holder of a right to approve disapproves this Conti act,this Contract will terminale 344 If the right of first refusal is waived explmnly an expires,or the Contract i approved,this Contract will remain in full force and 345 elfed Seller mug promptly notify Buyer in writing of the foregoing If expiration or waiver of the right of first refusal or approval 346 of this Contract has not occurred on or before Right of lint Refusal Deadline(§3),this Centred will then terminate 347 R9. Title Advisory. The Title Documents affect the title,ownership and use of the Property and should be reviewed 348 carefully Additionally,other matter not reflected in the Title Documents may affect the title,ownership and use of the Property. 349 including,without limilation,boundary lines and encroachments,set-back requiremenq arta.zoning,building code violations, 350 unrecorded easements and claims of easements, leases and other unrecorded agreements, water on or under the Roperty. and 351 various laws and governmental regulations conic IN land use.development and environmental matters.The surface estate may 352 be owned separately b oro the underlying mineral estate,and transfer of the surface estate does not necessarily Include 353 transfer of the mineral rights or water rights.Third parties may bold interests In oil, gas,other minerale,geothermal 354 energy or water on or under the Properly,which interests may give them rights to enter and use the?MIFFS/.Such mallets. 355 and others,may be excluded from or not covered by the owner's Ink insurance policy Buyer is advised to timely consult legal 156 counsel with respect to all such metiers as dime arc strict time limits provided in this Conti act[e g,Record Title Objection 351 Deadline(§3)and Off-Record Title Objection Deadline(§3)1. 358 9. CURRENT SURVEY REVIEW. 159 9.1, Current Survey Conditions.If the box in§9 LI or§9 12 is checked,Buyer.Die issuer of the Tale Commitment 360 or the provider of the opinion of title if an Abstract of Title,and Buysdrend sews semen will receive an Improvement Location 361 Certificate, Improvement Survey Plat or other form of survey set forth in§9 12(collectively,Current Survey),nn or before 361 Current Survey Deadline(§3) The Current Survey will be certified by the surveyor to MI those who are to receive the Current 363 Survey 364 ❑ 91.I. Improvement Location Certificate If the box re this§9 I I is checked,©Seller ❑Buyer will ardn of 365 Rankle,and pay,on or before Closing,the cwt of an Improvement Location Certificate. 366 9.1.2. Other Survey. If the bo'in that§9 I is checked,a Current Survey,other then en Improvement Location 361 Certificate,will be an©Improvement Survey Plat or LI .The parties agree Thal payment of the wit of 368 the Current Survey and obligation to order or provide the Current Survey are as follows 369 See Addendum§ 1 370 311 1/2 9.2. Current Survey Objection. Buyer has the right to review and object the Current Survey.if the Current Survey Is 375 not timely received by Buyer or is unsatisfactory to Buyer,in Buyer's sole subjectivea discretion.Buyer may,on or before Current 3/4 Survey Objection Deadline(§3),notwithstanding§8 3 or§1T 375 9.2.1. Notice to Terminate. Notify Seller in wiling that thenContractdescription is terminated,or 316 9.12. Current Survey Objection. Deliver to Seller a written descraw matter that was to be shown or is shown in the Current Survey that s unsatisfactory and that Buyer tequila Seiler to COWS es 312 9.3. Currant Survey Resolution. If a Cereal Survey Objection is received by Seller,on or before Current Survey l]9 Obleetlln Deadline OD,and if Buyer and Seller have not agreed in wrung to aseniement DMacofan or before Current Survey 380 Resolution Deadline(§I),this Contract will terminate on the Cetnnt Survey Resolution Deadbne(§3),unless Seller receives 381 Buyer's written nhdraw al of the CLnent Survey Objection before such termination,I e.,on or before expiration of Current 382 Survey Resolution Deadline(§ 381 Corsa-13 CONTRACr10!Ur'AND SELL REAL ESTATE(LANn) fan l of i7 184 ` DISCLOSURE,INSPECTION AND DUE DILIGENCE 5 10, PROPERTY DISCLOSURE, INSPECTION, INDEMNI'IV, INSURABILITY, DUE DILIGENCE AND SDURCi. 386 OF WATER 14x 10.1. Se&kr'a Property Oisdwme. On a before Seiicrs Properly DaaMame Deadline(43).Seiler cites:n deliver In 338 Buyer the most current version of Ise applicable Colorado Real Estate Commission's Seller's Property Disclosure form completed 389 by Seller to Sellers actual logo/ledge,current as of the dale of Ibis Contract, 390 10.2. Inspection Objection. Unless otherwise provided In this Centrad,Buyer acknowledges that Seller is conveying the 391 Property to Byer in an"m itscondition,'where iC and'wok air(sells" Corrado iaw squirts that Sdkr discloseto Buyer any 392 latent defects actually known by Seller,Olselmme of latent debits must be to writing.Buyer,acting in good faith,has the tight to 391 have inspections(by one or more third parties,personally Cr bah)ci the Prop en,ami Inclusions(Inspecuolv),at Uuye:Y expense, 394 If(11She physical condition of the flqusty,including,but not Inland to.the neC walls,oracles;:nttgiiy of the P molt,the 195 electrical,plumbing,HVAC and other mechanical systems of the Properly,{2)the physical condition of Ike Inclusions,(3)service 396 Id the Property(betuding uliLhea end communication services), systems and components of the Property (e.g., healing and 393 Plumbing).(4)arcy proposed m existing tnntPectatan Project road,steed in highway,or(SI any apo activity,cdw or'Pc 398 (wMlhet on or off the Property)and its effect or expected effect on the Property of m occupants is unsgisfuctory,m Buyer's sole 499 subjective discretion,Buyer may,on or before Inspection Objection Deadline(§3)' 400 102.1. Melee to germane, Notify Sella m writing that nth Contrived is efminated.et 401 10.2.2, Inspection Objalion. f elives to Seller a written description of any unsatisfactory phydem condition the' 402 Buyer iegmres Seller to correct 403 10.3. lospcnloi Resolution. 1t an Inspection 1/licence is received by Seller, on or before Inspection Objection CO Dream(t 3)and if Bayer sod Min lave nm agreed in writing to a millement thereof on or before lmpecten Resolution 405 Deadline(§3), this CoanG will terminate on Inspection Resolution Deadline(§3) unlet Seller eceiven Buyers written 406 withdrawal of the Inspection Objection before such temilnation.i.e,on at before aspiration of Inspeellon Resolution Deadline 40, (§3) 408 10.4. Damage,Liens and Indemnity. Buyer,eaLLpl as Chemise provided Ill Ibis Contract or other wt Men agreement 409 between the parties,is responsible rot payment for all inspections,tuts,surveys,engineering leports,or other reports pMu:med at 41t Daya3 rektor(Woo)and mart pay for a y damage that OCCUR to Ott Propert and lno:asmns as a mut,cf Lica Work.Burr 4n most not permit claims or liens of any kind agairauhc Properly for Work performed nn the Popnty Duper agrees to indemnify. 412 protect and hold Sellaharmless from and against any liability.damage,cost or expense inclined by Seller and caused by any such 911 Wake claim,Cr Lem Tyxi indemnity ixiadts Se'kr's tight to move-all costs and exposes coned b Sailor to defend against 414 any such uabilily,damage,coat or expense,or to enforce this section,including Sellers¢mnrable attorney foes,legal fees and 415 expenses.The provisions of this section survive the commination of This Contract Tim§ I 0 4 does not apply to Items perforated 416 pursuant to an inspection Resolution 911 PLS. ImuraMGty, Buyer has the right to review and object to We availability,terms end conditions of and premium for 411 property insurance(Property Insurance), Buyer has the Right to Terminate under $25 I,on or before Property Inference 419 Objectiea Deadline(§31,based on any unsabnfaetoy provision of the Properly Insurance,in Duyet's sole subjeuive discrcbon 420 146. Dae Diligence. 421 10.6.1, Due DUigenet Documents, If the respective box is checked,Seller agrees to deliver copies of the following 422 documents and mthongion pertaining to the Roperty (Due Diligence IMeumenh) to Dryer on or before Due Diligence 423 Doeucems Dethery Dawe(}3k 424 R 10.6.1.1. All connects relating to the operation,maintenance and management of the Pi opeM), 425 10.6.1.1 Property tax bilk for live last ._years; eta G 10.6.1.3. Atbm;l construction plans to the Ptaperi and the tenant improvements,'meluding a e*gttlunl, so electrical,mmhamcd,end atmctura I systems.engineericg ropens,and permanent Certificates of Ocmpancy,to the estem now 421actable, 429 ❑ 10,6.1.4. A list droll inclusions to be conveyed to Buyer, 410 ('� I0A15, Opemtng sic scants for the past yeah, 411 10.6.1,6, A rent roll economic and cot red m_l he date of this Contract, 02 1061.1. All current leases,including any amendments or other occupancy agreements.mdaimng to the 431 P:opetty 1 hose lows tnmtsw orpaocy agreements pertainmgtto the Properly tom tDrv,ve foaag arc Mfni.cws r"-cava) 04 115 3e 432 [f improvement S. A schedule of any tenant Impmvcmenl wad Seller n obligated to complete but has not gel been ;138 19 completed and capital improvement wurk ellhe:scheduled or in pithe on the dem of this Conlrany 439 ® 10.6.1.9. An mew ere chats pertaining to the Rap mly and copies of any claim wht-h lase ken at 440 for the peal s _yeas, CS5.14-13 COtr2RACTTOtLV MID SKI I.REAL Ma re ttnNDt Pnae Star ti 44I ® 10.6.1.10 Soils lepnn.,Surveys and engincet mg reports or data pertaining to the P,onady(if not delivered 441 earlier under 8 3), 443 ® 10.6.1,11.Any and all existing documentation and rain.regalding Phase I and II environmental reports, 444 totem,test results,Mysore'.and similar documents respe.tive to the existence or nonexistence of asbestos.PCB transformers.or 445 other toxic hazardous or contaminated substances,and/or underground storage tanks and/or radon gas.If no reports are in Sellers 444Ion of known to Seller,Salla warrants that no such repots are In Seller's possession or known In Stile; 447 Lace 10.6.1.11.Any Arne icons with Dhv6rbnes Act reports,studies or surveys concerning the compliance of the 448 Properly with said Aa; 449 0 10.6.1.13,All permro, licenses and other building or use authorizations issued by any governmental 450 authoMy with jurisdiction over the Property and written notice Many violauna of any such permits,licenses of me autonzations, 431 ifaay,and 452 ® HAIFA.Other documents and intonation 4.5.1 All correspondence with the Home Supply Ditch Company 454 455 456 10.6.2- Due Diligence Documents Review and Objection. Buyer has the right to review and object to Due 457 Diligence Documents.If the Due Diligence Documents arc not supplied to Buyer or are unsatisfactory in Buyer's sole subjective 458 discretion,Buyer,may.on or before Due Diligence Documents Objection Deadline(§1) 459 10.62.1. Notice to Terminate.ments Seller m writing that this Contract is terminated. teescri 460 3. Due Diligence Documents Objection. Deliver to Seller a written description of any 461 unsatisfactory Due Diligence Documents that Buyer requires Seller to correct 462 10.6.3, Due Diligence Documents Remletior. If a Due Diligence Documents Objectiongreis received by Seller.on 463 or before Due Diligence Donimen c Objection Deadline(§3),and of Buyer and Seller have not agreed in writing to settlement 464 therm(on or betblc Due Diligence Documents Resolution Deadline(§3), this Contract will terminate on Duc Diligence 465 Documents Resolution to Deadline(§3) unless Seller receives Buyers written withdrawal of the Due Diligence Documents 466 Objection before such terming.Buye,nn s err before expiration of Due Diligence Documents Resolution Deadline l§3). 467 10.6.4. Zoning. Buyer has the Right a Terminate under*25.1,on or before Due Diligence Documents Objection 468 Deadline(§31.based on any unsatisfactory zoning and any use restrictions Imposed by any governmental agency ncy with junsdiclion 469 over the Propetty,in Buyer's sole snbjec ediwretion 470 10.6.6. Due Diligence-Environme tel, ADA. Buyer has die right to obtain cnvitonmaeml inspections of the 471 Properly including Phase l and Phuse II Environmental Site Assessments,as applicable-❑Seller 0 Buyer will order or provide 471 0 Phase I Environmental Site Aswrmenq 0 Phase 11 Eornonmrnml Site Assessment(compliant with ASTM Seller -05 473 standard practices for P v ectionntal Site Assessments)and/or 0 ,at the expense of 0 0 474 Buyer(Environmental Inspection) In addition,Buyer.at Buyer's Gomm,may also conduct an evaluation whether the Property 475 complies with the Amer with to toes Act(ADA Ebaluation) All such inspections and r evaluations must be conducted al 476 such lima as art mutually agreeable to mninize the mtermphon of Seller's and any Seller's tenants' business uses of the 477 Pmerty,(fall 478 If Buyer's Phase I Environmental Ste Assessment recommends a Phase II Environmental Sir:, Assessment, the 479 Environmental Inapeetian Objection Deadline(§3)will be extended by__ days(Extended Environmental Inspection 480 Objection Deadline)and if such Extended Environmental Inspection Objection eller tie extends beyond the Closing Date(§ se 481 the Closing Dale(§3)will be extended a like period of time In such wmL❑Seller 0 Buyer must pay the cost far such Phase 481 11 Enmmmicreal Site Assessment 413 Nmwlthalandmg Buyer's right to obtain additional envimmnntal inspections of the Property), this§ 10 6 e,Buyer hos the 414 Right to Terminate under§25 I.on or before Environmental Inspection Objection Deadline(§3),or if Inspection. cable the Extended 485 onmental Inspection Objection Deadline,based on any unsatisfactory results of Environmental inspection.in Bunt is sole 486 subjective discretion 487 Buyer has the Right to Terminate undo §25 1,on or before ADA Evaluation Objection Deadline(§3). based on any 481 unsatisfactory ADA Evaluation,in Buy'er's sole subjective disaminn. 4w 341.7. ' I4. ik' c t ''pos. al ✓ bn,a It " l e.. � fP a 498 - - - - e- - - __ 493 :.. n. :. .. - . •. .. . 493 F 4 : ., r e . , 494 . Source of obe Water(Residential Lan d•�and Residential�r Improvements Only). �Buyer er ❑Dom ❑Don Not e 495 acknowledgereceipt of a croyy Seller's Property Enclosure m Source of Water Addendum disclosing the source of potable 496 water lo,the limperty Buyer Don I Does Not acknowledge receipt fG copythecurrent well permit ❑There GROWell 497 uEBuyer; SOME WATER PROVIDERSRELY, TO VARYING DECRES, ON NONRENEWABLE ODSO GROUND 498 WATER.YOU MAY WISH TCONTACT YOURPREDR (ODINVESTIGATE THE DESCRIBED SOURCE)TO 499 DETERMINE THE LONG-TERM SUFFICIENCY THE PROVIDER'S WATER SUPPLIES- (13S44-15 rOMXACT TO BLY AND SELL REAL[SIATE(LAND) rigs la or ll s011 10.9. Existing L.aso ModMe+non of Existing teases;New Leases. Seller stales that none or the Leases to be assigned Set Id rbc Baym at the time of Closing corm any rent cresstwl,rent reductions or rent abatements camps as dscrosed in the 502 i.ease m other writing notated by Buyer Seller will not amend,otter.modify.extend or cancel any of the laver no:will Seiler 5o2 enter into any new leases affecting the PmWrry without the prior written consent of lluyei which consent will not be unreasonably 504 withheld or delayed 505 I . TENANT ESTOPPEL STATEMENTS. 506 11.1. Tenant Ealoppel Statements Conditions. Hurt has the right to review and object to any EBWppel Statements. 507 Seiler must obtain end dcEver to Buyer an or infest'Tenant Estoppel Statements Deadline lys 3;.statements in e feta and 508 substance reasonably acceptable to Buyer,from each remnant or tenant at the Pmpedy(Estoppel Sintement)attached to a copy of 509 the Lease Bating std 11.1.1. 'fire unwnexement date of the Leese and sad edited termination date of Pic beano 511 11.1.2. That nod toast is in full force and effect and that there have been no subsequent modifications or 1i2 arncndmeme Y3 ii.l5. the amotvt of soy advacce rentals paid.reareooeeamns givc,anddeponil,Wed to Stile: 514 11.1.4. The amount ofmonthly tor other applicable period)rental paid to Selby, 515 11.1A, That there is no default under die taints of said Lease by landlord or occupant,and 116 11.66, 1lmuhe Lease to which the Estoppel is attached n a true,conect and complete copy of the Lease demising St/ the premises it deseibez 518 112. 1 ening Estoppel Statements Objection. Buyer has the Rtght to terminate under§25,1, an or before'Tenant 519 Lftoppel Statements Objection Deadline 9 3), based on any unalisfamnry Esmppel Statement, in Buyers sole subjective SR discretion or if Se kr fails to deliver the Estoppel Statemerec on or below Tenant Eamppal Statements Deadline;§5) Bayer 521 Ms;has the unilateral right to waive any unsatisfactory Ealappel Statement. 522 523 CLOSINGPROVISIONS 524 12. CLO,SiNG DOCi1MENrS,IN'STRECTIONS AND(EOSIN{:. 125 12.1. Closing Document, nod Closing Information. Seller and Buyer win cooperate with the (Toning Company to 526 enable the Closing Company to prepare and deliver documents required for Closing to Buyer and Seller and their designees If 527 Dwyer u ubtain.eg a new loan to purchase toe charts,Sayer actn dredges Bryc,s telda s required to pride the Closing 528 Company,in a timely mane,all required loon documents and financial information concerning Buyer's new lean. Buyer and )29 Seller will brisk any additional information and documents I equired by Closing Company that will be necessary to complete thin 530 transaction.Buyer and Scler wd)s:an and complete all cuaamary dr.reasonably required daamedb a:o:before Closing all 12,2. (losing instructions. Colorado Rud Estate 1' nmmun's Closing lnstmctiom (J Ate 0Are NM executed with 332 ills Conlraet 3» 125. Closing. Lthvuy of deed fear.Seiler to Buyer call be at desiag;poaing),Casing will be on the date specified as 534 the Ciwina Date 9 l)or by mutual agreement al an earlier dao I he hour mid place of Closing will he designated by mit 535 516 •rV~12.4. Oudowir of StelemeM Coors. Beyer and Seller acknowledge Pat costs. quality.end extent of service vee) 531 bmweea ddTerem sentiment strvi.c piwidem fog,aeuMMs.lenders incWlon and title cornmeal 538 I3. TRANSFER OF'I'ITLE Subject to lender of payment at Closing on required herein end compliance by Buyer with the S39 otherlcmt and provisions hereof.Sam mea cn ;u!ea.d denser a gead and suW.csent Omit.anima deed Sac in Buyer,n posing,conveying the Emptily free and clear of all taxes except the geecml tenth for the year of Closing Except as 311 winded herein,title will be conveyed free and clear of all liens,including any Bove nn,entd liens for special improvements SO rolled as of the dale of Burr's signature hereon,whether acecned or no_'rrtk tri'd ba conveyed sables to, 543 13.1. Ilmse specific Exceptions described by defence ti muscled documents as reflected in die nide Documents tea accepted by Buyer in accordance with Record Title(6 8 2), 545 13.2, Distribution utility casements tiaotsd:mg cable TVs, Mt, 13.3. now specifically described rights of,mrd parties not shown by the public records of which Buyer hal actual 542 knowledge and which were accepted by Buyer in accordance with Off-Record title(5 8,3)and Cm rent Survey Review(4 9). 148 13.4. Irclmmn of the Properly within airy special taxing dnisict, s W 13.5. Any spec al assessment if the improvements awe not hmtal.ed as of the dam of Buym's ssgnuiam hereon,whether RA assessed pt or to or after Closing,and 511 13.6. Other CeSSMIS coalman TO Br Amoco REA, LSFATC II ANIS Page Il al ll 533 14 PAYMEN1 OF ENCUMBRANCES. Any encumbrance requited to be paid will be paid at or before Closing from the 551 proceeds of this transaction or from any other source 554 15. CLOSING COSTS,CLOSING PEE,ASS0CIATION PEES AND TAXES. 555 15.1. Closing Costs. Buyer and Seller must pay,in Good Funds,their respective closing costs and all other tems is uirml 556 to be paid H Closing except as otherwise provided henna 557 15.2. Clueing Services Fee. The fee fat real estate dosing services must be paid at Closing by ❑ Buyer ❑ Seller 558 ®One-Halby Buyer and One-Half by Seller 0 Oilier 559 153. Status Letter and Record Change Fees. Any fees incident to the issuance of Association's statement of 560 anammeoss(anus Leiter)mus be paid by ❑Buyer ❑Sella ❑Ote-Iltlf by Buyer and One-Half by Seller ®None, 561 Any record change fee assessed by the Association including,but not limited to,ownership record transfer fees,regardless cinema 562 or title of such fee(Aswctatmn's Rccord Change Fee)muss be paid by 0 Buyer 0 Seller ❑One-Half by Buyer and One- 563 Half by Seller E None 564 154. Local Transfer Tax. ❑The Local Transfer Tax of %of the Purchase Price must be paid at Closing by %5 0 Buyer ❑Seiler 0 One-Half by Buyer and One-Half by Seller E None. 566 15.5. Private Trickster Fee. Private transfer fees and other fees due to a transfer of the Property,payable at Closing.such 567 as community association fees,developer f and foundation fees,must be paid at Closing by Di Buyer D Seller 0 One- 56(1 Half by Buyer and One-Half by Seller E None The Private Transfer fee, whether one oras is for the following 569 mation(s) _ in the total amount of_% of the Purchase 570 Price or$ 591 15,6. Water Transfer Pas The Water Transfer bees can change The fees,as of the date of this Contract,do not exceed 577 S for 573 ,I,X]]Water StocUCeilifcates ❑Water District 574 ❑Augmentation Membership ❑Small Domestic Water Company 0 575 and must be paid al Closing by E Buyer 0 Seller ❑One-half by Buyer and One-lislf lay Seller 0 None alio 15.7. Sales and Use lam Any sales and use tax that may accrue because of this transaction must be paid when due by❑ 577 Buyer ❑Seller ❑One-Half by Buyer and One'Half by Seller E Nene 575 [6. PROBATIONS. The following will be prorated to the Closing Date(§3),except as otherwise provided, 379 16.1. Taxes. Personal property taxes,if any,special taxing district assessments.if any.and genal real estate taxes for the 580 year of Closing,based on ❑Taxes for the Calender Year Immediately Preceding Closing E Mad Reheat Mill Levy and 581 Most Berens Assessed Valuation,or ❑Other 582 162. Renu. Rents based on ❑Rents Actually Received ❑ Accrued At Closing,Seller will transfer or credit to Sgl Buyer the security deposits for all Leases assigned,or any remainder after lawful deducttort,and notify all tenants in writing of 584 such transfer and of the transferee's name and address ShcLr must assign to Buyer all Leases m effect at Closing and Buyer must 585rue Seller's obligations under such Lases 5E6 a 163. Association Assessments. Current segulas Association assessments and dues(Associates] Assessments) paid in set advance will be credited to Seller at Closing Cash reserves held out of the regular Association Assessments for(Rimed 588 maintenance by the Association will not he credited to Sella maps as may be otberwisc provided by the Governing Documents 589 Buyer acknowledges that Buyer may be obligated to pay the Association.at Closing,an amount for menthe or works' apital 590 Any special assessment assessed pi for to Closing Date 1§3)by the Association will be the obligation of 0 Buyer Seller, 591 Except however.any special assessment by the Assoeiaeon for improvements that have been installed as of he date of Buyer's 593 signature hermit,whether assessed prior to of alfa(losing,will be the obligation of gel ler Seller represans that the Association 593 Assessments are currently payable at approximately$ per and that Mere are no unpaid icgular 544 or special assessments against the Property except the current regular assessments and 591 Such assessments a subject to change as provided in die Governing Documents Sella agi ees to promptly regaes: the 506 Associationto deliver to Buyer before Closing Date(§3)a current Status Letter 591 16.4. Other Proration Water and sewer charges,propane,interest on continuing loan,and 595 16.5. Final Settlement Unless othemise agreed in writing,Mese prorations an Mel 599 Il. POSSESSION. Possession of the Property will be delivered to Hoyer on Possession Date(§3)at Possession Time(§3), 6011 subject to she Leases as set forth 41010617 bet 602 If Seller,after Closing,fads to deliver possession as specified,Seller will be subject to eviction and will be additionally liable eel ii Buyer for payment of$200 OD per day for any pan of a day notwithstanding§18 I)from Possession Date(§3)and 604 Possession Tlme(4 3)until possession is delivered 60c masa. COnr'RACT TO BUY AND SELL REAL ESTATE(LAND} Mae 12 ern 606 GENERA(,PROVISIONS 602 18. DAY;COMPUTATION OF PERIOD OF DAYS,DEADLINE. 608 18.1. Day. As used in this Contract,the teen`stay"means the entire day ending a 111.59 p.m.,United States Mountain 609 Time(Standard or Daylight Savings as applicable), 610 18.1, Computation of Period of Days,Deadline, In computing a period of days,when the ending date a not specified, 611 the first day is excluded and the last day is Included(e.g,three days after MEC) If any deadline falls on a Sonnets,Sunday or 6i2 federal or Colorado state holiday(Holiday),such deadline ©Will ❑ Will Nut be extended to the next day that is not o 613 Saturday,Sunday or Holiday Should neither box be checked,the deadline will not he extended 614 19. CAUSES OF LOSS, INSURANCE; DAMAGE TO INCLUSIONS AND SERVICES; CONDEMNATION; AND 615 WALK-THROUGH. Except es otherwise provided in this Contract,the Properly, Inclusions or both will be delivered rn the 616 condition existmg as of the date oftins Contract,ordinary wear and tear excepted 617 19.1. Causes of Loss,Insurance. In the event the Property or Inclusions are damaged by fire,other pep cls or causes of 618 loss prior to Closing in an amount of not more than ten percent of the)dal Purchase Price(Properly Damage),Seller is obligated 619 to repar the same before Closing Date(§3) Buyer has the Right to Terminate under§25 I,on or before nosing Date(§3),if 620 the Properly Damage is not repaired before Closing Date(§3)or tithe damage exceeds such sum Should Buyer elect to carry out 621 this Contract despite such Property Damage,Buyer is entitled to a credit at Closing for all insurance proceeds that were received 611 by Seller(but not the Association, if any)resulting from such damage to the Property and Inclusions,plus the annum of any 613 deductible provided for in such insurance policy Such credit must not exceed the Purchase Price.In the event Seller has not 624 received such insurance proceeds prior to Closing,the parties may agree to extend the Closing Dale(§3)or,at the option of 615 Buyer,Seller must assign such proceeds at Closing,plus credit Buyer the amount of any deductible provided or in such insurance 626 policy,but not to exceed the total Purchase Nice 627 19.2. Damage, Inelesiem and Services. Should any Inclusion or ce (including utilities and sommunication 618 services), system, component or fixture of the Property (collectively Semite), e.g.,heating or plumbing, fail or be damaged 629 between the date of this Contract and Closing or possession,whichever is earlier,then Seller is liable for the rcpeir or replacement 630 of such Inclusion or Service with a unit of similar size,age and quality,or an equivalent credit,but only to die extent that the 631 maintenance or replacement of such Inclusion or Service is not the rosponsubdily of the Association,if any,less any insurance 632 proceeds received by Buyer covering such repair or replacement if the failed or damaged Inclusion or Service is not repaired or 61) replaced on or before Closing or possession,whichever is earlier,Buyer hes the Right to Terminate under§25 I,on or before 634 Cluing Date(§3), or,at the option of Buyer, Buyer is entitled to n credit at Closing for the repair or replacement of such 635 Inclusion or Service Such credit must not exceed the Punkah)Price If Buyer icemen such a creast,Sellers right for any claim 636 against the Association,If any,will survive Closing Seller and Buyer are aware of the exisiwee of preowned home warranty 617 programs that may be purchased and may cover the repay or replacement of sucb Inclusions 638 193. Condemnation In the event Seller receives actual notice prior to Closing that a pending condunnauon action may 639 result in a taking of all or part of the Property or Inclusions,Seller must promptly notify Buyer,in writing,of such condemnation 640 action Buyer has the Right to Terminate under§25 I,on or before Closing Date(§3),based on such condemnation action,in 641 Buyer's sole subjective discretion Should Buyer elect to consummate this Contract despite such diminution of value to the 642 Property and Inclusions,Buyer is entitled to a credit ai Closing for all condemnation proceeds awarded to Seller for the diminution 643 in the value of the Property or Inclusions but such credit will not include relocation benefits or expen es,or exceed the Purchase 644 Price 045 19.4. Walk-Through and Verification of Condition. Buyer,upon reasonable notice,has the right to walk through the 646 Propely prior to Closing to verify that the physical condition of the Property and Inclusions complies with this Contract 641 19.5. Risk of Lou—Growing Crops. The risk ofloss fur damage to growing crops by fire or other casually will be borne 648 by the party entitled to the growing crops as piovrded in§2 B and such party n entitled to such insurance pi needs or benefits for 649 the gnawing crops 650 20 RECOMMENDATION OF LEGAL AND TAX COUNSEL. By signing this Contract,Buyer and Seller acknowledge 651 that the respective broker has advised that this Contract has Important legal consequences ere and has'commended the examination 652 ofriile and consultation wall legal and tax or other counsel before signing 1111s Contract 653 21. TIME OF ESSENCE,DEFAULT AND REMEDIES. 'lame is of the essence hereof. If any note or check received as 634 Earnest Money hereunder or any other payment doe hereunder is not paid,honored or tendered when due,or if any obiigation 655 hereunder is not performed or waived as herein provided,the nondefaulting patty has the following remedies 656 21.t. If Buyer is in Default: 657 ❑ 21.1 I. Specific Performance. Seller may elect to treat this Contracta as canceled,in which case nil Lnest Money 658 (whether or not paid by Buyer)will be paid to Seller and retained by Seller:and Seller may recover such damages as may be Ce54di3. CONTRACT TO BOY ANDSFLL REALESIA lE MANIC! Page 13 6t17 659 proper,or Seller nay elect to treat his Contract as being In full force and efeu and Seller has the right to specific performance or 660 damages,or both. 661 21.12. Liquidated Damages, Applicable. This §21.1,2 applies unless thetas in 621.1,1, Is checked. All 662 Earnest Money(whether or not paid by Buyer)will be mud to Seller,and retained by Seller Both parties will thereafter be released 663 from all obligations hereundet It Is agreed that the Earnest Money specified in§4 I is LIQUIDATED DAMAGES,and not a 661 penally,which amount the parties agree is fair and rewsoneble and(except as provided in§§ 1D4,22.23 and 24),said payment of 665 Earnest Money is SELLER'S ONLY REMEDY for Buyers failure to perform the obligations of this Contract Seller expressly 666 waves the remedies of specific pet formance and additional damages 667 a 21.2. If Seller Is is Default: Buyer may elect to treat this Contract as canceled,in which case all Earnest Money received 668 hereunder will be mourned and Buyer may recover such damages as may be proper,or Buyer may elect to treat ohms Contract as 669 being in full force and effect and Buyer has the right o specific performance or damages,of both. 670 22. LEGAL FEES,COST AND•XPENSES. Anything to the contrary herein notwithstanding In the event of any obitration 671 or litigation relating to this Contract,prior to or after Closing Date(§3),the arbitrator or court must award to the pr evading party 672 all reasonable costa and expenses,including attorney fees,legal fees and expenses 673 23, MEDIATION. Fa dispute arises relating to this Contract,prior to or after Closing,and is not resolved,the parties must fast 671 proceed in good faith to submit the matter to mediation Mediation,s a process in which the parties meet wah an impartial person 675 who helps to resolve the dispute informally and confidentially Mediators cannot impose binding decisions The panics to the 676 dispute must a&ee,in writing,before any settlement is binding The parties will jointly appoint an acceptable mediator and will 677 share equally in the coal of such mediation.The mediation,unless otherwise agreed,will terminale in the event the entire dispute is 678 not resolved within thirty days of the dale mitten notice requesting mediation is delivered by one party to the other at the pal ly's 679 lot known address This section will not alter any date in this Contract,unless otherwise agreed 680 24 EARNEST MONEY DISPUTE. Eacept as otherwise provided herein, Earnest Money Holder must release the Earnest 68I Money following receipt ofwnmen mutual instructions,signed by both Buyer and Seller In the event of any mnhoveny regarding 687 the Earnest Money, Earnest Money Holder is not required to release the Ea]nest Money Earnest Money Holder. ran Its sole Gal subjective discretion,has several options' (I)wait for any proceeding between Buyer and Seller.(2)interplead all primes and 684 deposit Earnest Money into a court of competent jurisdiction, (Earnest Money Holder is emitted to mover court costs end 685 reasonable attorney and legal fees incurred with such action);or(3)pmwde notice to Buyer and Seller that unless Earnest Money 686 Holder receives a copy of the Summons and Complaint or Claim(between Buyer and Seller)containing the ease number of the 687 lawsuit(Lawsuit)within one hundred twenty days cd Earliest Money Holder's notice to the parties,Eames) Money Holder is 688 authorized to return the Earnest Money to Buyer In the event Earnest Money Holder does receive a copy of the Lawsuit,and has 689 not interpled the monies al the time of any Order,Earnest Money Holder must disburse the Earnest Money pursuant to the&der 690 of the Court The parties reaffirm the obligation of Mediation(§23),This Section will survive cancellation or termination of this 691 Contract 692 25, TERMINATION. 695 25.1. Right to Terminate. If a poly has a right to terminate, as provided in this Contract(Right to Terminale), the 694 termination is effective upon the other party's receipt of a written nonce to terminate(Notice to Terminate),provided such written 695 notice was received on or before the applicable deadline specified in this Contract If the Notice to Terminate is notteceived on or 096 before the specified deadline, tlic party with the Right to Terminate acapt6 the specified matter, document or condition as 697 satisfactory and waives the Right to Terminate under such prevision 698 25.2. Effect of Termination. In the event this Conti act ma terminated, all Earnest Money received her eundor will be 699 return ned and the pates are i elieved of all obligations hereunder,subject to§§104,22,23 and 24 700 26. ENTIRE AGREEMENT,MODIFICATION,SURVIVAL This Contract,its exhibits and specified addenda,constitute 70i the entire agreement between the parties relating to the subject hereof,and any prior agreements pertaining thereto,whether ori Cr 701 written,have been merged and integrated into this Contract No subsequent modification of any of the terms of this Contract is 703 valid,binding upon the parties,of enforceable unless made in writing and signed by the parties Any right or obligation in Mrs 704 Contract that,by its terms,exists or is intended to be performed after tel mutation or Closing survives the same 705 27. NOTICE.DELIVERY.AND CHOICE OF LAW. 706 27.1. Physical Delivery. All notices must be in witting.except as provided in§27.2 Any document,including a signed 707 document or notice,from or on behalf of Seller,and delivered to Buyer is effective when physically received by Beyer,any 701 signatory on behalf of Buyer,any named individual of Buyer.any representative of Buyer.or Brokerage Finn of Broker working 709 with Buyer(except for delivery,anti Closing,of the notice requesting mediation described in§23 and except as provided in 710 *27.2) Any document,including a signed document or notice,from or on behalf of Buyer,and delivered to Seller is effective ill when physically received by Seller,any signatory an behalf of Seller,any named individual of Seller,any representative of Seller, C6!a 13 CONTRACT TO BOY AND SELL NGL a81AI E(AND) Page 14 eft? 712 orlhokmmyy Rano(Braker worloog with Sella(except for ddwery.after CHIME of ibe notice rwpenseg medlatandose;bed DI a 423 and..wept m moviddin 427.2). 714 271. GeetroSoodlmry. As an alternative to physical delivery.my document locluding a aimed document or written' 715 notice, may be doh iced in eile tock form only by tbe following indicated methods: ® Facsimile ® Rauh 716 Alliterate If no ben is necks,this 4 212 boot spplioable sod§271 eoveme notice and dlivery.➢ocummta with original 717 Swaim will bemovWad uponiequest ofanyparty 115 27.3. Choice of Law.This Coolant and ell Houten arising hereunder tire governed by and emstrued w accordance with 715 the then of the Stale of Colorado that would be applimble to Colorado residents who sign a contract in Colorado tor pmpetty 720 located In Colorado 721 2A NOTICE OF ACCEPTANCE,COUNTERPARTS. This proposal will expire unless accepted in writing,by/Myer and 722 Seller,as evidenced by den agmamma below,and the offering peaty fames notice of Fmk ace Maom pwsumt w 421 mer 723 beam Acceptance Deanne Date(I 3)end Aaepta.ce Deadline lime(43)Ifaccepted,tics document will become a cuntraot 724 between Seller and Buyer.A copy of an Conlmot may be executed by eachparty,repnMly,end when each party has executed 725 wpythereaS suck copies Men tootle.Me deemed lobe a ail andcomplete contract beMvcn the parties 726 29. GOOD FAITH. Buyer and Seller.cknowledge that each tatty bas en obligation to act to good faith,ma idmg but not 127 limited Io awolelog the ngbls and obligations ant forth in the provisions of Financing Coadldom and OMIpRom($51 Title 72B lusmance,Recent Title and Di t.wrd Tine(§S),Curtail Sarvay Review(4 9)and Property Disclosure, lactate's. 720 mdemSry,Inauewtgty,Due Dwgmce mid Source of Water(110) 730 731 ADDITIONAL PROVISIONS AND ATTACHMENTS 732 30. ADDITIONAL.PROVISIONS.(Toe fllowieg addidonal proviuous have not ben approved by We Colorado Mal Bgate 733 Commission) 734 735 736 737 21. ATTACHMENTS. 735 31.1. The following apacluoema nee part;Tale Contact 719 Exhdhlt"A" 710 Addendum 1 711 742 311 The following disclosure fourth are attached but arcual a pert MUM Contract: 743 744 745 716 RIONATURPS 717 Bu mane: gond eteaniycanirdedenaeol Min County Bayern Name: UP:. \t s_)- Buyei a 9rgrahue Pelt 0 Chau. ➢Mv 41 Smature Dam Addresr .53a fawn$ 115ta , 6 stir Address: firIff y22aP f /44.ec aft PhoanNo Phouc No Fax No: _ Fax No• Bloarolue Address. Elwuawe Address• 748 (NOTE: !Obis offer Is beingcauattred or rejected,do not alga this document.Refer to 632) Cm44-I3. COMPACTTO get'AND Sgu.agSLESTATIKAND) P.m 15017 Seth's Name Grace Church of the Roaring Folk Valley Inc Shccl's Name Seller•s Signernm Date Seller's Signature Date Address Address Phone No Phone No Fax No. Fax No.. Electronic Address Electronic Address: tae 750 32. COUNTER;REJECTION. This offer is ❑countered O Rejected 751 Initials only of palsy(Beyer or Selkr)who countered or rejected offer IR L END OF CONTRACT TO BUY AND SELL REAL ESTA T.. ad PPOK^"'"C.KYe'"I,E6^Y&^&IY6^e VPE.rr '" ("_L (.p ldb,B ahoy. A' a R.nr ' Brobr ❑soca ❑ ' .. .. .. , .: 1'a'. ,S -o-ot r...,.A.d 341 X ;Pi e h.. :•., :,_S 'fJr . rt ` ' T.. ..r ....e....... ..f6 .. ,c- ee rd n • w Brelreresee."irYiiirBly..—a Oit-year-As.ae Oseikere.ee..lOT..r..exa.x.alre.-re-lh:.I nseetial. ❑Tba»eH.whMbNrM r d'o❑IstsloIntsfseregedshett Oce er Dose. P .. ... B...aFaas.at. - Date Addevaar Pliant-Ale- Angier ❑Rees � '.>: ': . . . ., :. :. Bieherit-woisiltwMCNL.eso QSileiw-%.Ee.A 0 Ety*RtsagRe 04 DT D'n. C 1 ea. . : . :: ❑Salk. 0 8oye. D Omer_ CBMS-11 CONTRACT TO BUY AND SEUL AFAI.FS1 ATE NAND) Page 16017 sows Name. 0m Cl.M of the Rowing Fork Vdsy,Ina Sena's Name. %Aril .r. H..Jfe aO 1Ye16ssOf 441f1 a Seller's Simn1. Owe Dat Sellc's sipnwme pare Maas: /jab &Awl Rada Address: app r.. p. .I Pbo eNo: 4Tp-a+s-RRSI Phone No: Fax Na.: Fix No.: Bksmek Adder: in @ Inge EIatauk Manu AO 750 32. COUNTER:REJECTION. TPN°RN is ❑CW.(ned ❑Refaend NI I.Pl.is a.(y.f proal(Buyer or Seiler)who w..and or rejected offer 732 END OF CONTRACT TO BUY AND SELL REAL ESTATE IT ' p' N.R. ' .e*lbw ) { -.. . 6 /e ✓ .. . O Msi*Aren O BwkyirAtexa OTS+..-R..al.PaN.e*i.«a.a..Y..• p • ., . • . • •uf O..... 1 - P OMy..ORaP.. • F ' v' R•ei.d4NMw ' *anon ft_I. r i.e-Non Bakst 0N.. 0 . . . . . . . ._ '.. ins •_.. ,o.. p .M j :. �.. . ... . _en ..' • „ . ... • s •.. Re v .a i 4 Oakk+.a .n.TR(w. m O s.iw Eiism ORWa. ADDENDUM I TO CONI RACT TO BUY AND SELL REAL LS IA IN BETWEEN GRACE CHURCH OF THE ROARING FORK VALLEY,INC AS SELLER AND TlIE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY,COLORADO AS BUYER DATED AUGUST 15,2018 This Addendum Is made a part of that certain Contract to Buy and Sell Real Estate dated August 15,2018 t"Conuacl")between the Board of County Commissioners 0f Piton County,Colorado,as buyer('Buyer') and Gnu Church of the Roaring Fork Valley,Inc,as seller('Seller'),tenth respect to a 10-acre portion of Palm County Assessor's Parcel M246513200014 to be specifically described pursuant to Section I,below,located et 1776 Emma Rd,BASALT,CO 81621,in the County of Pitkin,State of Colorado(the"Property).In the evaa of any conflict or inconsistency between the provisions of this Addendum and the Contract,the provisions of this Addendum shall govern and control gloat A Wee parties well split the cont of en Improvement Survey plat of the entire Grace Church parcel Tim parties well in good faith attempt o reach agreement on the appropriate lei lines necessary to create the l0-acre peeel,in substantially the same location as depicted on Exhibit A appended to the Contract,ro be conveyed to the County. If the parties cannot reach agreement on the proposed lot Imes within three(3)weeks of the survey issuance,or any later date acceptable to the parties,the Contend will terminate with the effect of Section 25 2 of the Contract. If the padres reach agreement,a separate survey of jun(the 10-acre parcel will be ordered and that survey will be the"Survey"under the Contract and that 10-acre parcel will be the"Pmpeny"under the Contract B, 'Ilia Survey shall be certified by a licensed Colorado surveyor for the express benefit of Seller, Buyer,Seller'sattorney,Buyersattorney,and the Title Company,depicting all property corners,improvements, easements anrights of way,driveways,parking areas,walls,fences,encroachments un ur off the Properl ,utility lines and utility installations,and resa¢vons of record Cost of the survey shall be split equally by the parties,The Survey shall be in form and content sufficient to cause the Mk company to iss u e an endorsement to its title commitment agreeing to delete from Schedule B (Section 2) of its to-be-issued this policy standard printed xccption Nos 1-4 In the event the Survey discloses marten,which in the Buyers opinion constitute defects in the merchantability of Sellers title,Buyer must give Seller written notice of such unsatisfactory title condition(s)no later than the Title Objection Diedime,If Buyer in fact gives such notice to Seller in a timely manner,the provisions of§9,2 of the Contract shall apply thereto.If no such notice is timely given,Buyer shall be denied Ic have waived any objections to manes shown on the Improvement Suney C The putties anticipate that additional survey work will be required to effectuate the Subdtmhon Exemption contemplated by Section 3,below as well ea to enable Seller to insure ti's remainder parcel should it choose to do so The parties agree to split the coat of all survey work reasonably necessary to fulfill the purposes of this Contract 2 County Aooroval Notwithstanding the signature hereto by the Open Space and Trails Acquisitions Director recommending approval,the obligation of Buyer to perform hereunder is expressly conditioned upon the adoption by the Pitkin County Board of County Commissioners of an ordinance authoneng the acquisition of the Property by Buyer pursuant to this Contract In the event such urdmanee is not duly adopted by the BCCC within softy(60)days following the date that Buyer and Seller reach age Bement on the legal description of the Property,or any extension thereof as the parties may,in writing,agree,either Seller or Buyer may,upon written native to the other,terminate the offer to Contract whereupon Buyer shall be entitled to a prompt return of all Earnest Money paid In the event such ordinance is timely adopted-Buyer shall,at the request of Seller,re-execute this Contract by signature of the Chair of the Pitkin County Board of County Commissioners or the Chair's designee, The term "ACC",as used in this Contract,shall be the date of signature by both the Chair of the Pdkin County Board of County Commissioners or the Chair's designee and the Seller In the event the tens of the ordinance are different loin this Contract,the terms of the ordinance shall control and become incorporated Into this Contiaa 3, Pilkin County Subdivision Par-motion Amoral The Piopeny to be conveyed to the Buyei is an approximately Macre portion ("Open Space Parcel') of a larger parcel or approxmtately 17.5 acres("Parent Parcel") The Seller will retain a parcel of,proximately 7 5 acres,to be depicted on the Survey(Remainder Parcel"),Seller acknowledges that in connection with Buyer's proposed purchase of the Property as provided for here n,Buyer shat)use its best efoi is to obtain any approvals and satisfy any requirements,at Buyer's sole expense. necessity to process and obtain a Subdivision Exemption for the creation of the Open Space Paled and the Remainder Parcel and enable Seller to convey the Open Space Parcel as a separate legal parcel and retain Me Remainder Parcel us a separate legal parcel The Subdivision hxemptton approval most be satisfactory to both Buyer and Seller in each partsrnable ds radon,and the resulting Remainder Parcel shall be treated for planning purposes as a conforming legal parcel under existing AR-I0 coning,subject to the Approvals set Porth in Section 4,below The Pavia acknowledge that Pnkm County's review and approval or dental of the Subdivision Lemption contemplated herein shall be subject to the provisions of Pitkin County's Land Use Regulations and the discretion of the Polon County Board of Courtly Commissioners In the event that the Subdivision Exemption approval is not granted and the Open Space Parcel cannot be severed from the Remainder Parcel on or before December I, 2018 then this Contract shall automatically terminate as of such date unless extended by mutual agreement of the parties,and Buyer shall receive the prompt refund of Buyer's Earnest Money hereunder 4 Modification of the Covenant Agreement, The Parent Parcel n subject to Potlin County Resolution 005- 2008(Reception No,545760),a Settlement and Release agi cement between Buyer and Seller dated June 3,2008, and the Grace Church Property Ratrtclive Covenant(Reception No 551300)(the"Approvals"),all of which set out the Seller's allowed uses an the Parent Parcel. The obligations of the Parties pursuant to this contract are contingent upon their mutual acceptance of a modification of the Approvals The mod?eahon to the Approvals will include,at a minimum,a modified site plan and a landscaping plan for the Remainder Parcel In the event that the Parties are unable to agree on modifications to the Approvals on or before 60 days from MEC,then Ihie Contract shall automatically terminate as of such date unless extended by mutual agreement of the parties,and Buyer shall receive the prompt refund of Buyers Earnest Money hereunder Notwithstanding any conhary provision, the games acknowledge and agree that satisfaction of the Subdivision Exemption approval contemplated by Section 3 and the modification of the Approvals contemplated by Section 4 are contingent on one another Only if both the Subdivision Exemption approval and the modification of the Approvals are obtained,each in form and substance satisfactory to both Panics,will eithe the Subdivision approval or de modification of Approvals be permitted to ala aped and the sale to proceed 5 Water Poahts Alio:Nipg As described in paragraphs 2]2 and 2 3 above,it is the intention of the parties to divide the water rights appurtenant to the Parent Parcel by a ratio of the historically irrigable land on the Property compared to the historically irngable area within the site plan of the modified covenant described in paragraph 4 above,and provided that Sella shall retain adequate water to successfully Implement the landscaping plan also described in paragraph 4 above In he event that the Parties are unable to agree on a division of the appurtenant water rights on or before September 30, 2018,then this Contract shall automatically terminate as of such date unless extended by mutual agreement of parr es,and Buyer shall receive the prompt refund of Buyer's Farness Money hereunder 6 Release from Derd of Trust. The Parties acknowledge that the Pamir Parcel is currently subject to a Deed of Trust securing a loan for the Property In connection with the sale of the Open Space Parcel,Buyer shall secure the release or modification of the Deed of Trust so as to enable Seller to convey to Buyer that portion of the Properly referees to herein as the Open Space Parcel and generally depicted an Exhibit A to the Contract,fee and clear of such Deed of Trust or any other similar encumbrance in a manner and form satisfactory to the Htkrn County Attorney's Ofee in its sole and complete discretion In the event that he Seller's lender Is unwilling Io partially release the Deed of Trust so that it no longer burdens the Property on or before the closing date specified in the Comsat or any enension thereof,then this Comma shall automatically terminate as of such date,and Buyer shall receive the prompt refund of Buyer's Earnest Money hereunder ] Int Mt boos an Future Qies. Buyer acknowledges that Buyer's use of the Property will be limited by a Deed Restriction or cher equivalent instrument o ensure that the Seller's view to the south from the existing church in its current location on the Remainder Parcel remains unobstructed by any activny or structure on the newly created Open Space Parcel in order In protect the view of Capital Peak. Buyer further acknowledges that Buyer's use of the Open Space Parcel shall be betted to uses that are consistent with Title 12 of the Pitkin County Code as well as Article XIII of the Pitkin County Home Rule Chats,which uses shall specifically not include use of the Open Space Parcel for commercial feedlots,meat or poa'Iry pmeessmg facilities,and concentrated amoral feeding operations and other simda nnds. tral agricultural uses inconsrstenl with the Seller's quiet enjoyment of the Remainder Parcel,In addition,mu marijuana or hemp growth or pocessing will be pcimnied In the event that the Parties ore unable to agree on specific language for a Deed Restriction or other equivalent instrument to effectuate the limitations demnbed in this paragraph on or before September 30,201g,then this Contract shall automaooally terminate as of such date unless extended by mutual agreement of the parties,and Buyer shall receive the prompt refund of Buyer's Earnest Money hereunder Additional Doclrmems At Closing,Seller shall execute end deliver such documents as shall be necessary to transfer and convey the Property to Buyer,ft ee and deal of all bens and encumbrances,all right,Lille and intei at of Sally. 9. jnleresl on Earnest Money Any and all monies paid by Buyer prior to closing shall be placed in an unwed, interest bearing money marker-type account with a local commercial bank with all interest thereon to accuse for the benefit of Buyer Whether of not Buyer shall ever be n default under this Contract resulting in a forfeiture of its tartest money,Buyer shall nevenhelm he entitled to retain,as its sole and separate property,all interest earned on said enured tawny 10 latency Any notice,demand or document which either party is required or nay desire to give,deliver of make to the other party shall be in accordance with 9 29 of the Contract to the following I o Buyer Beard of County Commissioners of Pitkin County Co Dale Will,Acquisition and Special Projects Du etre 530 E Main St.,Suite 102 Aspen,CO 81611 do Pale Wlllaimmklneunty corn With copy to Richard Neiley Assistant Pitta County Altoi ney 530 E Main St,Suite 301 Aspen,CO 81611 Facsimile No.:(970)920-5198 anorncvt1oitkinosuntv corn To Sella. Board of Elders Go David Hatfield Grace Church of the Roaring Fork Valley 1776 Emma Road Basalt,CO 81621 davenlarumhatfieldeoln Any notice,demand or document so given,delivered or made by United Slates mall shall be deemed to have been given three (3)days alicr same is deposited in the tinned States mail as a certified matter,addressed as above provided,with postage thereon fully prepaid Notice by facsimile,e-mail or interact delivery shall be deemed given upon date of transmission and notice by personal delivery shall be deemed given when received. II Miscellaneous (a)Saturday Sunday of Holiday If any time period referred to in this Contract shall rad on a Smmday, Sunday or legal holiday,such time pentad shall automatically he extended to the first regular business day therealle (bl Controlling Law.This Contract shall be construed in accordance with and governed by the laws of the State of Colorado.The panics hereto agree and intend the the proper and exclusive forum for any litigation of any disputes or conti mersies arising out of or related to this Contract shall be die District Court for Pitkin County, Colorado.For purposes of any litigation_the parties consent to the chosen fol urn for outposts of jurisdiction and venue (c)Counterpane,this Contract for any amendments,machinations or extensions hereof)may be executed in cm1 counterparts and,after exetutron and as cuted.shall constitute an agreement binding an all of Ow parties notwitlistond ing that all of the parties are not signatories to the original or die same counterpart, (d) Further Assurances Each of the parties agree to execute,acknowledge,deliver,file and record,or cause lo be executed,acknowledged,delivered,filed and recorded such further instruments and documents and such asdku..,dated*oil thinpodand*other Wtrasy ova)*;Nosh,la cyder vcony oat tholmetla sits Cataract adt.hwamareeeopbodbsoy. (a)PUMAMI of to..t .oaf ttotomortl000 ocsears In Ads CC.ad of o oasod'ave, Wooded toaadodolt wive the stud tang oft.aoomm oamgiabbAraaby. (01aBldtitilkNOPowirlors Odds Cerwera 44 be aokod sabot or avoabd to h dflMc i . atoyprey*ASA otod;poyb.aod 4bda dead to bavongeorto4&SA aeph.d le sambaed Ira ,co*to.)t4the Sod=of Mc poky baa Dopey No mpinyed Ate aloes to nonate Cmuoa*nabs pnjodie.d by'Mae of nob a4. a1 1 W.(YeaW ho toward.abed tab Fad,by ts.tl6.ado;, ;Niog to.dess. AtkoroOthill tbo mot Of may scum foe blench of,to came hg N+camas*thnon MW n silos u.. 4 a,.. llam +'orM•d'd a .e foes too,a Arvin Ilibt of 50 WS littprod sod IS tout.took*on limo ism vin the panning Peat .Oa o. Uo tab.Ifa Pub'oMooAy iww o .nm d. oodles.• Wo am do Worry. I mooted I. Sobs Pet, 00 Mitek,.Stilt lad Boyer remotes ted woo not et nth d,odor to Soo** og.pd merlon ds which.brder.y erardaa debt b dm,adt erobq SaAar d Heys ogee o.otIy od hold soh ms bombs Am say Iooea.albs'W chaos ads*Am ay dos ds broken.�Wlos Adaadb}er tim ed..Der. DboWlll , L Dlppdyy.. .,.11T Dingo; Dm lead* MryOSida a,ofNato Canty Mayor's Htpaare'f&tk Caitiff' -- to -l e-l 8 BY.Pt Chpp4 M YMb Addax[flit Mm846in0ay.Aym.CDdMat ?boos No.MO))9204%0 P.xNa.: 670)9204)91 IDahoo Adders AltamagiblilidMagitO Grace Chen of Ate Moab!Pat Paan,k a ab10r'l S1paka Ced��IJP-aa -�- HY —^tem e. Nef &4S.sY Mika jgnfa 1m co emu t `tie Pallo.: athaeta Adar®,,,r a I.Acerb..4.1fa., Om Pimresa.ohdneewrw rndaW.mmdawbaa,aaavaae1n0 I 1111111111111111111 111111111101111113111111111111111 CONTRACT RECEPTION#. 653375, R: 60.00, 0: 50.00 DOC CODE: SPEC WD Pg 1 of 11,01/15/2019 at 04.13:39 PM # -20/ - t Janice K.Vos Caudill, Pitkin County,00 SPECIAL WARRANTY DEED GRACE CHURCH OF THE ROARING FORK VALLEY, INC., a Colorado not-for- profit corporation, whose address is 1776 Emma Road, Basalt, Colorado 81621 ("Grantor"), for the consideration of SIX HUNDRED THOUSAND AND 00/100 DOLLARS ($600,000.00), in hand paid, hereby sells and conveys to the BOARD OF COUNTY COMMISSIONERS OF PITKTN COUNTY, COLORADO, a body corporate and politic and subdivision of the State of Colorado, whose address is 530 East Main Street, Suite 302, Aspen, Colorado 81611 ("Grantee"),the following real property in the County of Pitkin and State of Colorado, to wit LOT 2 akla the OPEN SPACE PARCEL according to the Grace Church of the Roaring Fork Valley Subdivision Exemption Plat, recorded ion,,,i., I -, , 20 F-1 at Reception No. 6 `, $ ; /21 , Pitkin County, Colorado RESERVING therefrom those easements set forth in Exhibit A, attached hereto and incorporated herein, and SUBJECT TO those Restnctive Co\enants set forth in Exhibit B, attached hereto and incorporated herein. with all its appurtenances, and warrants the title against all persons claiming under Grantor, subject to real property taxes for the year 2018, not yet due and payable, and those matters set forth on Exhibit C, attached hereto and incorporated herein by this reference IN WITNESS WHEREOF, Grantor has executed this Deed this I 1-11 day of January, , 2019. ( '4COZ1tQ. s. GRACE CHURCH OF THE ROARING FORK VALLEY. INC, a Colorado not-for-profit corporation By: Name: DDV . ttaTedcl hs: Elde✓ STATE OF COLORADO COUNTY OF k a 5 le This foregoing instrumcut was acknowledged before ale this LrZ+-hday of _�µlavarL 2019, by Davidl�l • ggn{ieid as Ede ✓ _ of GRACE CYL'RCII OF THE ROARING FORK VALLEY INC., a Colorado not-for-prodt corporation WITNESS my hand and official seal. My commission expires: 4/72(p/�,C?-0 / -- I r Notary Public - , • / 1� • KIMBERLY J PARKAM NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20124022390 MY COMMIBSx)N EXPIRES ARIL 20,2020 ACCEPTED and AGREED to by Grantee this _j p- day of �rult.ut t j 2919. THE BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF PITKIN, a body corporate and politic and subdivision of the Slate of Colorado / , By_ 0". -c ' . _ .— Name: R,.i1; C .,i,._ . Etc' __C 114i r STA FE OF COLORADO ) ) ss. COUNTY OF I'ITKIN ) This foregoing instrument /vas acknowledged hetirce me this Ilk day of S 2019. hy _ `' CAA kn C. ‘tt..CC C as (1,..: ,r of THE BOARD OI. COUNTY COMMISSIONERS OF THE COUNTY OF Pit KIN. a body corporate and politic and suhdit isinn of the State of Colorado. WITNESS my hand and official seal. My commission crpircs: S / `1 I 11-'1tt ? 11u. No Ly Public ,�' _ -- — – – - 3 EXHIBIT A RESERVED EASEMENTS Grantor reserves the following easements for the benefit of Lot 1 alkta Grace Church Parcel, according to the Grace Church of the Roaring Fork Valley Subdivision Exemption Plat, recorded 7lnec r) t;,lrlrj, as Reception No. (r.'% % 3 7l. , Pitkin County, Colorado: A non-exclusive easement in the approximate location of the Ground Source Heat Easement Area (shown on the following page) for existing geothermal infrastructure serving the Grace Church Parcel, including the right of access for the purpose of repair and maintenance for so long as the geothermal infrastructure serves the Grace Church Parcel. Grantee shall not place permanent or semi-permanent improvements within the easement area, nor use the easement area in a manner which interferes with the geothermal infrastructure, without Lot I owner's prior written approval, which approval may have reasonable conditions but shall not be unreasonably withheld. This easement includes the right to install new geothermal infrastructure, if desirable, in the current location of the existing geothermal infrastructure. Grantor shall provide reasonable notice to Grantee prior to going upon the Open Space Parcel to perform repair and maintenance of the geothermal mfrastrucmre and shall cause any improvements damaged or destroyed by repairs, maintenance. or replacement of the geothermal infrastructure to he fully replaced or otherwise compensated for, and A view plane easement benefiting the Grace Church Parcel protecting the view from the Grace Church Parcel to the south from the existing location of the one story flame church" (shown on the following page), so that any acts ity or structure on the Open Space Parcel shall not black the view of Capitol Peak from :he church on the Grace Church Parcel, A Ditch Access Easement in substantially the form appended to the Special Warranty Deed as Exhibit D, which Ditch Access Easement shall he separately recorded after execution by die parties hereto, DITCH ACCESS EASEMENT GRACE CHURCH OF THE ROARING FORK VALLEY COUNTY OF PITKIN, STATE OF COLORADO � . � h g 3 ' .7( 15 GRACE CHURCH 54,.*.e � PARCEL I / 1 P. CN4 + - rv+4E / _ /6-4- } RC41 J I( �m� M1 1lj 1///{ \Q: 'E 111 I ,:mcA - 1 li tI� MAt1T J ,Y c eaStNFNi j / V ARCA 1IIRRII{]���yyy� y • -1' ,/,. . MraW - ISI N90 OO(lp IV 1 55234" 4_, I OPEN SPACE ; .. ( _ \�\\PARCEL i��,� - °,11 � .. ft / •-1 i \ i HOME SUPPLY ` I "- DITCH . FW, - .I ..,I'. t .i..N -x. 646 +1 ' 1 I 31381 N •�` SCALE 1"f RO' t GRACE CHURCH OF THE ROARING FORK VALLEY T DITCH ACCESS EASEMENT COUNTY OF NOON,STALE OF COLORADO TRU E N ORTH TRUE NORTH COLORC ADO, LLC. -t'.0 navpE ADO, ht COLDRAD,' E.r.14 5" : Pt,D+OhI.A,- E+LOL04+Du A..: A LAND SURVEYING AND MAPPING COMPANY : Pll4.4 4 AI'POJEC1 MO aM -2b9 —o 17 :1: 7 : Shot' DATE WU R1 U mm —SC11.\i n I!- i 01 1 EXHIBIT B RESTRICTIVE COVENANTS Grantor and Grantee, and their heirs, successors, and assigns, agree that the Open Space Parcel is conveyed subject to the following Restrictive Covenants, running with the land forever for the benefit of the Grace Church Parcel: The Open Space Parcel may only be put to uses that are consistent with Talc 12 of the Pitkin County Code as well as Article XIII of the Pitkin County Home Rule Charter, so long as and to the cstent those items of legislation relate to and are applicable to Pitkin County Open Space and Trails, and if not, then those items of legislation governing the use of property held by Pitkin County as open space property protected from deselopment, which uses shall specifically not include use of the Open Space Parcel for commercial feedlots, commercial meat and poultry processing facilities, and concentrated animal feeding operations, or other similar industrial agricultural uses inconsistent with Grantor's quiet enjoyment of the Grace Church Parcel Additionally, no marijuana or hemp growth or processing shall be allowed on the Open Space Parcel. EXHIBIT C EXCEPTIONS TO WARRANTIES OF TITLE P-60888 Address 1776 EMMA RD,BASALT,CO 81621 I RIGHT OF PROPRIETOR OF A VEIN OR 1 ODE TO EXTRACT AND REMOVE HIS ORE 1HEREFHOM SHOULD THE SAME BE FOUND-7C PENE'PATE DR IY'EHSEC HE PRi`\LSES AS RESERVED IN JNrED STATES PATEN; RECORDED FEBRUARY 16 1898. IN BOOK 55 AT PAGE 80 2 TERMS CGND'TIC NS AND°ROVIS'ONS JF ORD!NANCF>+") 2$SERIFS Os 1965 R:CORDED APR8 39 1986'N BOCK 508 AT PAGE 687 3 TERMS, CONDITIONS AND PROVISIONS OF LEASE AND OPTION AGREEMENT RECORDED APRIL 09, 1986 IN BOOK 506 AT PAGE 690 4 TERMS, CONDITIONS AND PROVISIONS OF ORDINANCE 32-2003 AUTHORIZING THE BOARD 10 ENTER INTO A LI ASE AND CPT'CN CCN',RACT FOR A M O'.ALt` FE°JET NG FAC'U'Y RECORDED SEPTFMEER 25 2CO3 AT RECEPTION NO 488899 TERMS CONDITIONS ANIL PROVISIONS OF LEASE ANU OPTION ASRLEMENI PECORDED SEP-EMBER 2^,22E3 AT RECLPTION NO 486890 AND AMENDMENT RECORDED MAY 4, 2005 UNDER RLCEPTION NO, 509689 6 TERMS,CONDITIONS AND PROVISIONS OF ORUINANCF#05-019 RECORDED MAY 04, 2005 AT RECEPTION NO,509688 4 TERMS.CONDITIONS AND PROVISIONS OF RESOLUTION#076 2005 RE CORM D AUGUST 04, 2005 Al RECEPTION NO 513226 8 TERMS.CONGTIONS ANL PROVISIONS OF RESOLJTION8 005 2008 RLCCRDED JANUARY 10, 2008 AT REGI,PTION NO 545/60 9 TERMS CONO'ONS ANC FPCV SJ'S OF CRDNANCI x C23 2008 RLCORDLD KJLY 23 2008 AT RLUEPTION\O 551299 10 TERMS CONDITIONS AND PROVISIONS OF RESTRICTIVE COVENANT RECORDED JULY 23, 2008 A I RECEPTION NO 300 11 TERMS, CONDITIONS, PROVISIONS AND OBLIGATIONS OF ME MORANUUM OT WATER ALLOT MENTI CONTRACT RECORDED AUGU81 7,2008 AS RECEPTION NO 551814 I9 TERMS, CONDITIONS AND PROVISIONS OF RESOLUTION/4 061 2008 RLCORDLD AUGUST 11, 2008 Al RECLPTION NO 551640 13 TERMS,CONDITIONS AND PRCVIS,ONS OF SEI ILEMEHT AND RELEASE RECORDED AUGUST I1,2008 Al RECEP IION NO 151841 14 TERMS,CC\D'IONS AND RESTRIC` VE COVENANTS CONTAINED IN()EEC RECCRDED AUOJST 1' 2008 A'RECEPTION NO 151842 'ERMMS CONDITIONS PROVISIONS AND OBLIGE DONS OF COVENANis RECORDED A_GUS" V 2308 AS HECEP"ON NO 851843, 1b TERMS, CONDITIONS AND PROVISIONS OF TRENCH,CONDUIT AND VAULT AGREEMENT RI CORDS D OCTOBER 24.2008 AT RECEPiCN NO 553780 I/ TERMS,CONDITIONS AND PROVISIONS OF RIGHT OF WAY EASEMENT RECORDED OCTOBER 24 2008 AT RECEP I ION 'IC 553785 18 TERMS, CONDITIONS, PROVISIONS AND OBLIGATIONS(IF ORDINANCE OF THE PIThIN COUNTY BOARD OF COUNTY COMMISSIONERS NO 40 SERIES OF 2018 RECORDED OCTOBER 25,2018 AS HEGE°-ION NO 551406 19 TERMS, CONDITIONS PROVISIONS AND OBLIGATIONS OF RESOLUTION OF THE PII KIN COUNTY BOARD OF COUNTY COMMISSIONERS NO 144 SERIf $OF 2019 RECORDED DECEMBER 13, 2018 AS RECEPTION NO 652602 211 TERMS,CONDITIONS PROVISIONS OBLIGATIONS AND RESTRICTIONS AS SLT FOR TH IN SPECIAL WARRANTY DEED RECORDED Lob"y I'$ ,2011AS RECEP I ION NO LC ;_?:` 21 ANY QJESIE0I., JISPLTE OR ADVERSE CIA'R1S AS TO and LUSS CR GA,N OF LAND AS A RESLU OF ANY CHANGE IN THE RIVER BED LOCATION BY NAI URAL OR OTHER THAN NATURAL CAUSES, OR ALTERATION THROUGH ANY CAUSE, NATURAL OI'UNNATURAL OP-HE CENTER THFIt;AD RANK,CHANNEL OR FI OW O°WATERS IN THE SORREL GREEK LYING WITHIN SUBJECT LAND:AND ANY QUESTION AS TO THE LOCATION O(SUCH CENTER THREAD.BED, BANK OR CHANNEL AR A LEGAL DESCRIPTION MONUMENT OR MARKER FOR PURPOSES OF DESCRIBING OR LOCATING SUBJECI LANDS EXHIBIT D WHEN RECORDED RETURN TO: DITCH ACCESS EASEMENT For good and valuable consideration, the receipt and suftictency of which are acknowledged. the Board of County Commissioners of Pitkin County, Colorado, ("Grantor ) for itself and its successors and assigns,hereby grants, transfers, sells, conveys and assigns unto Grace Church of the Roaring Fork Valley ("Grantee"), and its successors and assigns, the following perpetual, non-exclusive easement over and across Lot 2 a/k/a Open Space Parcel, according to the Grace Church of the Roaring Fork Valley Subdivision Exemption Plat, recorded foo )6 2019 as Reception No, (.5- _/2 in the Pitkin County real property records, The easement is as follows: an easement for an irrigation water line and pump system from the Home Supply Ditch. which easement is ten (10) feet in width and along the east edge of the Open Space Parcel. and as shown in Exhibit "B", for the use and benefit of Lot 1 ak'a Grace Church Parcel, according to the Grace Church of the Roaring Fork Valley Subdivision Exemption Plat, recorded < (C i> 2015, as Reception No.t C /i in the Pitkin County real property record. The casement may be used by Grantee and its assigns to provide 'rogation water to Grantee's property as well as for geothermal purposes. Grantee shall ha'c rights to access the easement areas for purposes of constructing, replacing, operating, maintaining, and repairing the irr:Cation infrastructure ;thin the easements. Grantor's use of us property within the easement area shall not umeasonably conflict or interfere with Grantee's use and enjoyment of the casement. Either para. may survey the easement area and re-record this document if they so choose, with the surveyed easement attached. The casement conveyed and accepted hereby constitutes a covenant running with the lands of the Grantor and the Grantee and a benefit and a burden to the properties and parties to this Grant. In the event of any breach of the terms of this agreement, the prevailing party in any litigation shall be entitled to an award of reasonable attorney fees and costs. The Grantor and Grantee have executed this Grant of Easement as of this day of January 2019, GRANTOR Board of County Commissioners of Pitkin County By Its: COUNTY OF PITRIN 1 ss STATE OF COLORADO 1 The foregoing was acknowledged before me this day of , 2019, by Witness my hand and official seal. My commission expires: Notary Public GRANTEE: Grace Church of the Roaring Fork Valley By COUNTY OF ss STATE OF COLORADO 1 The foregoing was acknoo ledged before me this day of 2019, by Witness my hand and official seal. My commission expires: DITCH ACCESS EASEMENT GRACE CHURCH OF THE ROARING FORK VALLEY COUNTY OF PITKIN, STATE OF COLORADO Ace/ e ee I+ GRACE CR URC}(•,,, " � e (Ila PARCEL A / / \f / ) c ..+.. SNI STS, iI �:�� `� j I' a • 11, ir vILI .' Q1 , ' MEAT ; ,...a / EA,t11EKICt IU I290%/t1I290%/t1U00015' (yV ' 1552 f9' S� • • `N. \ vnrc_ � / — —T"� i' i WIVE OET 11 — n(ES` Y\ . ./' •/ _ __ EAST NMT ` .. �.. ._ HOMl�EysuppLI \ ..-w ix ` - VAICH r F•r�^ t I I ... 6_ ASCALE 1 =80 i GRACE CHURCH OF THE ROARING FORK VALLEY t DrTCH ACCESS EASEMENT COUNTY OF PITK1N,STATE OF COLORADO TRUE NORTH TRUE NORTH COLORADO, LLC. 4 "C 6UlY.',,:fr\tv ?"r ,CM2&V. POW)6:-° : N.0FOP:DPTI COLORADO New,AST Erni OR*DO sI£14' A LAND SURVEYING AND MAPPING COMPANY (9'0190-067' PRkLFCI VI' SOIN-Sbq ,OJUN SHhET ~CAft1 irvhATl.Irmq '1' ;OFr #CONTRACT BARGAIN AND SALE DEED 3L/S- a0/5 r Knox All By These Presents, That IAVe, THE GRACE CHURCH OF THE ROARING FORK VALLEY, INC. Whose address is- 1776 Emma Road, Basalt,Colorado 81621 County of PITKIN, State of COLORADO for the consideration of Ten and 00/100 U.S. Dollars ($10.00) in hand paid.hereby sell(s) and conveys to BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, a body corporate and politic and subdivision of the State of Colorado, whose address is: 530 East Main Street, Suite 302, Aspen. Colorado 81611, County of PITKIN. State of COLORADO Water rights in the amount of an undivided interest in 0.64 CFS out of Priority No. 179 and 261 awarded to the Home Supply Ditch Appurtenant to the following real property in the County of Pitkin and State of Colorado, to wit: LOT 2, OPEN SPACE PARCEL, GRACE CHURCH OF THE ROARING FORK VALLEY SUBDIVISION EXEMPTION PLAT, ACCORDING TO THE PLAT THEREOF RECORD Jn l ri•o t 15 , 201 i AT RECEPTION NO. (1__ ; ( ! COUNTY Li PITKIN, STATE OF COLORADO TOGETHER \VITH all appurtenances thereto belonging IN WITNESS WHEREOF, Grantor has executed this Deed this P.)Ltf'ay of January, 2019. RECEPT ON*IIIIIIIIIIIIIIIIIIIINInIIINIIIINIIiIIIIiIII�IIIINIINhIIHbllllllll 5337 R 50 DOC CODE:BNS DEED P91 of 3,0111512019 at 0tk.. 40 PM Janice K.Vas Caudill,PI tkm County,CO (ab2nf GRACE CHURCH OF THE ROARING FORK VALLEY, INC., a Colorado not-for-profit corporation By: r ';-,-" ---- Name: 'D,- ' . Had C;etc( Its: Elder STATE OF COLORADO ) ss. COUNTY OF Pi-TIC-Br alb ICP ) This foregoing instrument was acknowledged before me this 1 5- t' day of nu0.r� 2019, by tag i d i . 144.1-Pi e ld as Eder of GRACE CHURCH OF THE ROARING FORK VALLEY INC., a Colorado not-for-profit corporation WITNESS my hand and official seal. My commission expires: `i 12(0j20"7.0 -' N7{6 EA KIMBERLY1 PARFW{ NOTARY PUBLIC STATE OE COLOCIADO NOTARY 10201 MY COMMISSION EXPIRES APRIL 28,2020 ACCEPTED and AGREED to by Grantee this r1 T� day of ,e'v,p i 2019. THE BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF PITKIN, a body corporate and politic and subdivision of the State of Colorado By. ' Ictl u( /2/z. k- Name- Po -tip Ci r ptz„_ Its Cho..w. r STATE OF COLORADO ) ss. COUNTY OF PITKIN This foregoing instrumepL was acknowledged before me this `_UK day of ()‘ slsisGs 2019, by C \\-iaLI of THE BOARD OF' OUNTY COMMISSIONERS O tHE COUNTY OF PITKIN, a body corporate and politic and subdivision of the State of Colorado WITNESS my hand and official seal. My commission expires. I H I 0 1=1 - - -- - - 1. � L '1; - 1 N$itry Public