HomeMy WebLinkAboutURA Resolution 2009-07WHEAT RIDGE URBAN RENEWAL AUTHORITY
WHEAT RIDGE, COLORADO
RESOLUTION NO. 07
Series of 2009
TITLE: A RESOLUTION APPROVING A MASTER
DEVELOPMENT AGREEMENT WITH WESTON
SOLUTIONS IN CONNECTION WITH A PROPOSED
REDEVELOPMENT PROJECT IN THE CITY OF WHEAT
RIDGE
WHEREAS, the City of Wheat Ridge (the "City") has previously determined that the parcel
of property consisting of 399,969 square feet of property, more or less, located at 7340 West 44`x'
Avenue, 7540 West 44"' Avenue, and 7300 West 44s' Avenue in Wheat Ridge, Colorado is blighted
within the meaning of Part 1 of Article 25 of Title 31, Colorado Revised Statutes, and in need of
redevelopment; and
WHEREAS, in order to facilitate the redevelopment of the Property, the City has, in
compliance with the provisions of Part 1 of Article 25 of Title 31, Colorado Revised Statutes,
adopted an Urban Renewal Plan for the Property, and has authorized the Authority to undertake
certain actions authorized by the Urban Renewal Plan and the above-cited statutory provisions; and
WHEREAS, the Authority completed a competitive bidding procedure fall of 2008 in
accordance with C.R.S. § 31-25-106, and no adequate responsive proposals were received; and
WHEREAS, the Authority then commenced negotiations with Redeveloper regarding the
redevelopment of the Property; and
WHEREAS, the Authority has determined that the Redeveloper possesses the financial,
management and development capability to redevelop the Property in conformance with the
provisions of the Urban Renewal Plan in a manner which will be beneficial to the citizens and
residents of the City; and
WHEREAS, the parties hereto wish to memorialize their agreement as to the proposed initial
aspects of the redevelopment of the Property, and thereby set forth their various and respective duties
and responsibilities in connection with such redevelopment.
NOW, THEREFORE, the parties hereto, for themselves, their successors and assigns, in
and for the consideration of the performance of the mutual duties and responsibilities set forth
herein, the receipt and adequacy of such consideration being hereby acknowledged, do hereby
covenant and agree as follows:
Section 1. The Master Development Agreement attached hereto as Exhibit A be, and
hereby is, approved by the Authority.
DONE AND RESOLVED THIS 3'd day of November, 2009.
WHEAT RIDGE URBAN RENEWAL
AUTHORITY
By:
Chairman
ATTEST:
Secretary to the Authority
MASTER REDEVELOPMENT AGREEMENT
THIS MASTER REDEVELOPMENT AGREEMENT ("Agreement') is made and
executed this 5117 day of *oembe(, 2009, by and between the WHEAT RIDGE URBAN
RENEWAL AUTHORITY, a body corporate and politic of the State of Colorado (hereafter
referred to as "the Authority"), WESTON SOLUTIONS, INC., a Pennsylvania corporation
authorized to conduct business in Colorado, or its assignee (hereafter referred to as the
"Redeveloper").
WITNESSETH
WHEREAS, the Authority is the fee owner, lien-free, of that certain parcel of property
consisting of 399,969 square feet of property, more or less, located at 7340 West 441" Avenue,
7540 West 44`h Avenue, and 7300 West 441h Avenue in Wheat Ridge, Colorado, and more
particularly described in Exhibit A, which is attached hereto and expressly incorporated herein
(the "property");
WHEREAS, the Authority has the full right, power and authority to enter into this
Agreement and to consummate or cause to be consummated the transaction contemplated herein
to be made by the Authority;
WHEREAS, the City of Wheat Ridge (the "City") pursuant to Resolution No. 11-2001
dated April 23, 2001 previously determined that the Property, is a "blighted area" within the
meaning of Part 1 of Article 25 of Title 31, Colorado Revised Statutes, and in need of
redevelopment;
WHEREAS, in order to facilitate the redevelopment of the Property, the City has, in
compliance with the provisions of Part 1 of Article 25 of Title 31, Colorado Revised Statutes,
adopted The Wadsworth Boulevard Corridor Redevelopment Plan ("Urban Redevelopment
Plan") for the Property, and has authorized the Authority to undertake certain actions authorized
by the Urban Redevelopment Plan and the above-cited statutory provisions;
WHEREAS, the Authority completed a competitive bidding procedure in the fall of 2008
in accordance with C.R.S. § 31-25-106, and no adequate responsive proposals were received;
WHEREAS, the Authority then commenced negotiations with Redeveloper regarding the
redevelopment of the Property;
WHEREAS, the Authority has determined that the Redeveloper possesses the financial,
management and development capability to redevelop the Property in conformance with the
provisions of the Urban Redevelopment Plan in a manner which will be beneficial to the citizens
and residents of the City; and
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WHEREAS, the parties hereto wish to memorialize their agreement as to the proposed
initial aspects of the redevelopment of the Property, and thereby set forth their various and
respective duties and responsibilities in connection with the initial aspects of such
redevelopment.
NOW, THEREFORE, the parties hereto, for themselves, their successors and assigns, in
and for the consideration of the performance of the mutual covenants, duties and responsibilities
set forth herein, the receipt and adequacy of such consideration being hereby acknowledged, do
hereby covenant and agree as follows:
1. Recitals Incorporated. The Recitals set forth above are incorporated in this
Agreement and shall be deemed terms and provisions hereof, to the same extent as if fully set
forth in this Section 1.
2. Designation as Master Developer. As an inducement to Redeveloper to
accomplish the redevelopment of the Property as described above, and subject to the provisions
of this Agreement, the Authority hereby determines it to be in the public interest to designate
Redeveloper as the sole and exclusive Redeveloper of the Property, and does hereby designate
Redeveloper as the "Master Developer" for the Property for a period not to exceed one (1) year
from the date of this Agreement (the "Feasibility Period"), subject to the opportunity to seek an
extension as more particularly described in Section 5 below. For purposes of this Agreement,
"Master Developer" shall mean and refer to Redeveloper and, in such capacity as Master
Developer, Redeveloper shall be authorized as the exclusive party with access to and control of
the Property for purposes hereof in its pursuit of the proposed redevelopment of the Property
during the term of this Agreement;
3. Feasibility Period: Redeveloper Obligations. During the Feasibility Period, the
Redeveloper and the Authority shall jointly determine the specific boundaries of the Property to
be developed as Phase 1, and a proposed schedule for phasing the redevelopment of the
remainder of the Property. Redeveloper shall within one (1) year of the execution of this
Agreement, subject to any applicable extensions as otherwise set forth under Section 5 hereof,
propose to the Authority the specific boundaries of the Property to be developed as Phase 1.
Redeveloper shall also have the following obligations during the Feasibility Period:
A. Redeveloper shall take all commercially practicable and reasonable efforts to
determine the terms and conditions upon which the Property, including any
phasing thereof, will be redeveloped;
B. Redeveloper shall, at its sole cost and expense, but subject to the termination
provisions set forth below, take all commercially practicable and reasonable
efforts to prepare for the redevelopment of a portion of the Property to be
identified as Phase 1, including production of planning, engineering and
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architectural drawings, and any other necessary documents, subject to timely
cooperation and assistance of the Authority regarding access, the production of
documents, information and related materials reasonably available to the
Authority, and to provide approvals as necessary and required for Redeveloper to
pursue and conduct its efforts, as more specifically set forth below under Section
4 hereof.
4. Feasibility Period; Authority Obligations. Authority agrees that it will not enter
into any agreements to sell or develop the Property during the term of the Feasibility Period,
unless the Agreement is terminated as described below. Authority shall also have the following
obligations during the Feasibility Period:
A. Provide any and all documents relating to the Property, including, but not limited
to plans, plats, surveys, rifle materials, consultant or other third party reports, tax
certificates, service plans for all special taxing districts which affect the Property,
soils and/or environmental reports, correspondence or memoranda, and copies of
all existing easement agreements, site development agreements and any other
agreements affecting development of the Property.
B. Provide Redeveloper access to the Property from the date hereof in which to
conduct soil, engineering, environmental and other tests with regard to the
Property and to investigate the availability of utilities, governmental requirements
applicable to the Property and Redeveloper's intended development thereof, the
availability of all necessary permits and licenses, and otherwise to determine the
desirability and utility of the Property for redevelopment. In furtherance of the
foregoing and to be sure that the Property is available to Redeveloper for the
purposes stated herein, Authority agrees that it will not sell, option or lease the
Property or any part thereof during the term hereof, nor offer to sell, option or
lease the Property without Redeveloper's prior written consent during the term
hereof or as it may be extended.
C. Assist Redeveloper by providing or securing information from the Authority, the
City, the State of Colorado, the Federal Government and any third parties with
whom the Authority has reasonable access concerning the Property, including
public tax-exempt and taxable and other financing and grant sources and vehicles
that may be available for the redevelopment, including without limitation Tax-
Increment Financing, Public Improvement Fees, Community Development Block
Grants, Sustainability and Energy assistance funds under ARRA or otherwise, and
other sources of information, materials and approval authority regarding the
Property, its redevelopment, compliance, financing and operations. Such
assistance, as requested by the Redeveloper, shall include pursuing approval for
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authority to secure public financing and grants to support the capitalization and
financing of the redevelopment as may be desired or pursued by the Redeveloper,
including acting as the landowner or applicant to access certain federal, state or
local public funds and financing. Such assistance shall also include facilitating
discussions with neighboring property owners and the appropriate governmental
authorities regarding possible land acquisitions, easements to expand the Property
and additional access points from Wadsworth Boulevard to the Property.
D. To utilize its powers and authority to pursue and approve, within its designated
authority, such public and other approvals necessary and required for Redeveloper
to pursue and commit to a feasible redevelopment plan.
5. Feasibility Period Extension. Notwithstanding anything contained herein to the
contrary, in the event that Redeveloper in good faith after utilizing commercially practicable and
reasonable efforts has not completed its obligations as provided in Section 3 above, Redeveloper
shall have the right upon mutual agreement with the Authority to seek an extension of up to
two(2) additional six (6) month periods by providing the Authority thirty (30) days' written
notice of the request to seek such an extension of the Feasibility Period.
6. Termination. This Agreement shall terminate upon the occurrence of one of the
following events, whichever first occurs:
A. The parties hereto enter into a redevelopment agreement for the Property, which
will include specific terms and conditions for the redevelopment and conveyance
of at least a mutually agreed upon portion of the Property, together with all
approvals required from the Authority and any other parties deemed by the
Redeveloper to be required in order for it to conduct its redevelopment activities
thereunder;
B. The expiration of the Feasibility Period as such period may be extended as
provided hereunder or otherwise by mutual agreement; or
C. Either party provides written notice as described herein of the termination of this
Agreement for any reason but, in any event, no such termination shall occur prior
to the expiration of six (6) months from the date hereof.
7. Reimbursement for Expenses Upon Termination. In the event this Agreement is
terminated during the Feasibility Period by either party, pursuant to Section 6.C. above,
Redeveloper shall be entitled to reimbursement for any and all out-of-pocket expenses in an
amount not to exceed Fifty Thousand Dollars ($50,000). For purposes of this Section 7, out-of-
pocket expenses shall be limited to expenses for services provided by third parties for the
purposes set forth under this Agreement and for which an invoice exists.
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8. Jurisdiction and Venue. This Agreement shall be construed pursuant to the laws
of the State of Colorado. Jurisdiction and venue for any action in law or in equity to enforce the
provisions hereof is hereby vested exclusively in the District Court in and for the County of
Jefferson, State of Colorado.
9. Assignment. This Agreement, or any part thereof, may be assigned by the
Redeveloper only upon the prior written consent of the Authority; provided, however, that the
Authority's consent shall not be required if such assignment is to a corporation or other legal
entity which is more than fifty percent (50%) owned or controlled by Redeveloper or
Redeveloper's owners or principals. In no other event shall this Agreement be assignable in
whole or in any part without the prior written consent of the Authority, which consent shall not
be unreasonably withheld.
10. Time is of the Essence. The Authority and Redeveloper agree that time is of the
essence in the performance of the provisions of this Agreement. No extension of time for
performance of any obligation or act herein required shall be deemed an extension of time for
performance of any other obligation or act.
11. Amendment. This Agreement may not be modified or amended in whole or in
any part except by a writing signed by each party hereto, and adopted and/or approved with the
same degree of formality as this Agreement shall be adopted and approved.
12. Notice. Any notices provided for or required in this Agreement shall be deemed
delivered when either personally delivered or mailed, postage fully prepaid, certified mail,
return-receipt requested, to the parties at the following addresses:
To the Authority Patrick Goff
Executive Director
Wheat Ridge Urban Renewal Authority
7500 W. 29th Avenue
Wheat Ridge, CO 80033
With a copy to: Corey Y. Hoffmann, Esq.
Hayes, Phillips, Hoffmann & Carberry, P.C.
1530 Sixteenth Street, #200
Denver, CO 80202
To the Redeveloper: Steven Blarr
Weston Solutions, Inc.
143 Union Boulevard, Suite 810
Lakewood, CO 80228
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With a copy to: James M. Mulligan, Esq.
Snell & Wilmer L.L.P.
1200 Seventeenth Street, Suite 1900
Denver, CO 80202
Kevin Griffen, Esq.
Weston Solutions, Inc.
1400 Weston Way
West Chester. PA 19380
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
date first above set forth.
ATTEST:
Secretary
STATE OF ~LGtD
COUNTY OF
The fnreLyoinLy instrumern
2009, by KjCe-C • 7f-t4*1,4
RIDGE URBAN RENEWAL
KAREN J. VAN ERT
NOTARY PUBLIC
STATE OF COLORADO
my comrnt■ton 2s, w 1i
WHEAT RIDGE URBAN RENEWAL AUTHORITY,
a body politic
By:
Chalrm n
SS.
was acknowledged before me this Oday of the duly authorized L'f7/.eYi/A# for WHEAT
UTHORITY, a body politic, on behalf of such body politic.
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WESTON SOLUTIONS, INC., a Pennsylvania
corporation
$y: ( Peter A. Ceribelli
Its: Coo
STATE OF Pennsylvania
COUNTY OF Chester ss.
-yh
The foregoing instrument was acknowledged before me this S day of /Uauernhefz
2009, by Peter A. Ceribelli , the duly authorized Coo for
WESTON SOLUTIONS, INC., a Pennsylvania corporation, on behalf of such corporation.
n Sys WakIPLA
Notary Public
COMMONWEALTH OF PENNSYLVANIA
Notarial Seal
Michelle Walker, Notary Public
West Whiteland Twp., Chester County
My Commission Expires April 17, 2012
Member. Pennsylvania Association of Notaries
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10699697.5
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
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7300 West 44th Avenue
The West 100 Ft Of The East 125 Feet Of The South 100 Feet Of The North 130 Feet Of
The West 1/2 Of The NE 1/4 Or The NW 1/4 Of The SE 1/4 Of Section 23, Township 3
South, Range 69 West Of The 6th PM, County Of Jefferson, State Of Colorado
With Parcel ID No. 39-234-00-006 And With A Street Address Of 7300 West 44th
Avenue, Wheat Ridge, Jefferson County, Colorado, 80033.
7540 West 44th Avenue
Lot 3, Time Square Subdivision, Except That Portion Of Lot 3 Lying South Of The
Northerly Line Of Lot 1, Time Square Subdivision As If Extended From The East Line
Of Said Lot 1 To The West Line Of Said Lot 1, Which Line Bears South 89 Degrees 55
Minutes 50 Seconds West And Which Line Is The South Line Of The Nw'/4 Nw %4 Se 1/4
Of Section 23, Township 3 South, Range 69 West Of The 6th P.M.,
And Except A Parcel Of Land Being A Portion Of Lot 3, Time Square Subdivision, As
Recorded In Book 70 At Page 42, Records Of Jefferson County, Located In The
Southeast Quarter Of Section 23, Township 3 South, Range 69 West Of The Sixth
Principal Meridian, County Of Jefferson, State Of Colorado, Being More Particularly
Described As Follows:
Beginning At The Northwest Corner Of Lot 3, Said Time Square Subdivision; Thence
North 89 Degrees 56 Minutes 20 Seconds East, Along The North Line Of Said Lot 3, A
Distance Of 195.00 Feet; Thence South 00 Degrees 02 Minutes 46 Seconds West, A
Distance Of 32.25 Feet; Thence North 89 Degrees 56 Minutes 20 Seconds East, A
Distance Of 133.54 Feet To A Point On The Easterly Line Of Said Lot 3; Thence South
00 Degrees 02 Minutes 46 Seconds West Along Said Easterly Line, A Distance Of 55.32
Feet; Thence Leaving Said Easterly Line, South 89 Degrees 56 Minutes 20 Seconds
West, A Distance Of 328.67 Feet To A Point On The Westerly Line Of Said Lot 3;
Thence North 00 Degrees 03 Minutes 46 Seconds East Along Said Westerly Line, A
Distance Of 87.57 Feet To The Point Of Beginning, County Of Jefferson, State Of
Colorado
7340 West 44th Avenue
With A Parcel Id No. Of 39-234-04-002 And A Street Address Of 7540 West 44th
Avenue, Wheat Ridge, Jefferson County, Colorado
THE W %z OF THE NE '/4 NW '/4 SE '/4 OF SECTION 23, TOWNSHIP 3 SOUTH,
RANGE 69 WEST OF THE 6TH P.M., EXCEPT THE NORTH 30 FEET IN USE AS
WEST 44TH AVENUE, EXCEPT THE EAST 25 FEET IN USE AS UPHAM STREET,
AND EXCEPT THE EAST 125 FEET OF THE NORTH 130 FEET THEREOF, AND
EXCEPT THAT PORTION CONVEYED TO THE CITY OF WHEAT RIDGE IN
DEED RECORDED JUNE 30, 1987 UNDER RECEPTION NO. 87085220, COUNTY
OF JEFFERSON, STATE OF COLORADO.
With Parcel ID No. 39-234-00-096 And With A Street Address Of 7340 West 44th
Avenue, Wheat Ridge, Jefferson County, Colorado,
And
The North 134 Feet Of The South 272.3 Feet Of The East 8.45 Feet Of The East '/z Of
The Northwest '/4 Of The Northwest '/40f The Southeast '/4 Of Section 23, Township 3
South, Range 69 West Of The 6th P.M., County Of Jefferson, State Of Colorado.
With Parcel ID 39-234-00-009, With A Street Address Of 7340 West 40 Avenue, Wheat
Ridge, Jefferson County, Colorado
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