HomeMy WebLinkAboutQuail Hollow Patio HomesC�D
2015001885 1/7/2015 11:64 A M
PGS 22 $116.00 DF $0.00
Electronically Recorded Jefferson County, CO
Pam Anderson. Clerk and Recorder TD1000 N
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT made this �_ of l t?c r1 d)eZ , 2014 by and
between the CITY OF WHEAT RIDGE, COLORADO, a home rule municipal corporation
(the "City"), and QUAIL HOLLOW PATIO HOMES, LLC, a Colorado limited liability
company (the "Developer"), together referred to as the "Parties".
RECITALS:
The Developer is the owner of certain real property located in the City of Wheat
Ridge, which is more particularly described in Exhibit A and made a part hereof (the
"Property"), commonly known as vacant land.
On September 22, 2014 the City Council of the City of Wheat Ridge, after holding
all required public hearings, approved the final plat for the Property titled Quail Hollow
Subdivision. A copy of the Final Plat is attached hereto as Exhibit B and incorporated
herein.
The approvals cited above are contingent upon the express condition that all
duties created by this Agreement be faithfully performed by the Developer.
AGREEMENT
NOW, therefore, for and in consideration of the mutual promises and covenants
contained herein, the sufficiency of which are mutually acknowledged, the parties hereto
agree as follows:
1. Purpose. The purpose of this Agreement is to set forth the terms,
conditions, and fees to be paid by the Developer upon subdivision of the Property. All
conditions contained herein are in addition to any and all requirements of the City of
Wheat Ridge Subdivision Ordinance and Zoning Ordinance, the City of Wheat Ridge
Charter, any and all state statutes, and any other sections of the City of Wheat Ridge
Municipal Code and are not intended to supersede any requirements contained therein.
2. Other Requirements. Intentionally deleted.
3. Fees. The Developer hereby agrees to pay City Development Review
fees to the City for engineering, hydrological, surveying, legal, and other services
rendered in connection with the review of the subdivision of the Property.
4. Title Policy. Prior to recording of the final plat (or, if no plat is associated
with the development; prior to and as a condition of final approval of the development
by the City), title commitment for all those portions of the Property, as well as any other
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
interests in real property (easements, etc.) to be reserved for public purposes or
dedicated to the City shall be provided to the City. The title commitment shall show that
all such property is or shall be, subsequent to the execution and recording of this
Agreement, free and clear of all liens and encumbrances (other than real estate taxes
which are not yet due and payable) which would make the dedication or reservation
unacceptable as the City determines in its reasonable discretion. The City, in its sole
discretion, may accept any dedication regardless of encumbrances. The title policy
evidenced by the title commitment shall be provided within thirty (30) days after the
recording of this Agreement, in an amount equal to the fair market value of the property
so dedicated or reserved.
5. Breach by the Developer: the Citv's Remedies. In the event of a breach of
any of the terms and conditions of this Agreement by the Developer, the City Council
shall be notified immediately and the City may take such action as permitted and/or
authorized by law, this Agreement, or the ordinances and Charter of the City as the City
deems necessary to protect the public health, safety and welfare; to protect lot buyers
and builders; and to protect the citizens of the City from hardship and undue risk.
These remedies include, but are not limited to:
(a) The refusal to issue any building permit or certificate of occupancy;
(b) The revocation of any building permit previously issued under which
construction directly related to such building permit has not commenced,
except a building previously issued to a third party,
(c) A demand that the security given for the completion of the Public
Improvements be paid or honored, or
(d) Any other remedy available at law or in equity.
Unless necessary to protect the immediate health, safety and welfare of the City or to
protect the City's interest with regard to security given for the completion of the Public
Improvements, the City shall provide the Developer thirty (30) days written notice of its
intent to take any action under this paragraph during which thirty day period the
Developer may cure the breach described in the notice.
6. Public Improvements and Warrantv. All storm sewer lines, drainage
structures, paved streets, curb, gutter and sidewalk, including the undergrounding of all
overhead utilities, and necessary appurtenances as shown on the subdivision plat and
the associated construction documents (the "Public Improvements" or "Improvements")
as approved by the Director of Public Works or designee of the City, shall be installed
and completed at the expense of the Developer within the timeframes set forth in
Section 9 of this document. The Public Improvements required by this Agreement and
shown on the construction documents approved by the Director of Public Works of the
City and the itemized costs of these Improvements are set forth on Exhibit C if
applicable. All Public Improvements covered by this Agreement shall be made in
accordance with the construction documents drawn according to regulations and
SUBDIVISION IMPROVEMENT AGREEMENT 12114
2
construction standards for such improvement and approved by the Director of Public
Works of the City. It is understood by the Parties that the description of the Public
Improvements may be general in nature, and that reasonable modifications of the
scope, nature, costs, and similar aspects of the Public Improvements may be necessary
to secure final approval of the Public Improvements. The quantities and locations for
the Public Improvements are based on information that was available at the time of
approval of the Final Plat. Additional Public Improvements may be required, and
Developer shall be responsible for submitting revisions to the Final Plat approved by the
City. The Public Improvements shall be substantially complete, with only such
exceptions as shall be approved in advance by the Director of Public Works in the
exercise of his or her sole discretion, prior to the issuance of the first Building Permit,
except, however, that a Building Permit may be issued for construction of a model home
on Lot 12 of Quail Hollow Subdivision while public improvements are being constructed
for the balance of the subdivision, but no sale of Lot 12 is permitted to an end buyer
until all public improvements are completed and accepted by the City as approved.
The Developer shall also warrant any and all Public Improvements which are
conveyed to the City pursuant to this Agreement for a period of two (2) years from the
date the City's Director of Public Works certifies that the same conforms to the
specifications approved by the City. Specifically, but not by way of limitation, the
Developer shall warrant the following:
(a) That the title conveyed shall be marketable and its transfer rightful;
(b) Any and all facilities conveyed shall be free from any security interest or
other lien or encumbrance; and
(c) Any and all facilities so conveyed shall be free of defects in materials or
workmanship for a period of two (2) years as stated above.
(d) To the degree the Developer is required to install and maintain
landscaping on public or private property, it is the obligation of Developer,
its successors and assigns, to maintain the required landscaping in
perpetuity.
The City will finally accept for maintenance all Public Improvements, exclusive of
landscaping materials, after the warranty period has expired provided all warranty work
has been completed. The City shall accept for snow removal purposes only, all
dedicated public streets after the City issues the first certificate of occupancy.
7. Installation of Traffic Signal. Intentionally deleted.
8. Observation. Inspection and Testing. The City shall have the right to
require reasonable engineering observations and testing at the Developer's expense.
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
3
Observation and testing, acquiescence in, or approval by any engineering inspector of
the construction of physical facilities at any particular time shall not constitute the
approval by the City of any portion of the construction of such Public Improvements.
Such approval shall be made by the City, only after completion of construction and in
the manner hereinafter set forth.
The Director is designated by the City to exercise authority on its behalf under
this Agreement and to see that this Agreement is performed according to its terms.
Work under this Agreement may, without cost or claim against the City, be suspended
by the Director for substantial cause.
The Director shall, within a reasonable time after presentation, make decisions in
writing on all claims of Developer and on all other matters relating to the execution and
progress of the work or the interpretation of this Agreement, the master plan and
specifications. All such decisions of the Director shall be final.
The Director shall make all determinations of amounts and quantities of work
performed hereunder. To assist him in this work Developer shall make available for
inspection any records kept by Developer.
The Director shall make all determinations of amounts and quantities of work
performed hereunder. To assist him in this work Developer shall make available for
inspection any records kept by Developer.
The Director and his authorized representatives shall have free access to the
work at all times, and Developer shall furnish them with facilities for ascertaining
whether the work being performed, or the work which has been completed, is in
accordance with the requirements of the Agreement.
The Director will make periodic observations of construction (sometimes
commonly referred to as "supervision"). The purpose of these observations and
construction checking is to determine the progress of the work and to see if the work is
being performed in accordance with the plans and specifications. He will in no way be
responsible for how the work is performed, safety in, on, or about the job site, methods
of performance, or timeliness in the performance of the work.
Inspectors may be appointed to inspect materials used and work done.
Inspections may extend to all or any part of the work and to the preparation or
manufacture of the materials to be used. The inspectors will not be authorized to alter
the provisions of this Agreement or any specifications or to act as foreman for
Developer. The Inspector will have authority to reject defective materials and to
suspend any work that is being done improperly, subject to the final decision of the
Director.
SUBDIVISION IMPROVEMENT AGREEMENT 12114
4
9. Completion of Public Improvements. The obligations of the Developer
provided for in paragraph 6 of this Agreement, including the inspections hereof, shall be
performed on or before October 31, 2016, and proper application for acceptance of the
Public Improvements shall be made on or before such date. Upon completion of
construction by the Developer of such Improvements, the City's Director of Public Works
or designee, shall inspect the Improvements and certify with specificity its conformity or
lack thereof to the City's specifications. The Developer shall make all corrections
necessary to bring the Improvements into conformity with the City's specifications.
Once approved by the City's Director of Public Works, the City shall accept said
Improvements upon conveyance; provided, however, the City shall not be obligated to
accept the Public Improvements until the actual costs described in this Agreement are
paid in full by the Developer.
10. Protection. Developer, at its expense, shall continuously maintain
adequate protection of all Improvements from damage prior to acceptance by the City
and shall protect the City's property from injury and loss arising in connection with this
Agreement. Developer shall make good any such damage, injury or loss except such
as may be caused directly by authorized agents or employees of the City. Developer
shall adequately protect adjacent property and shall provide and maintain all
passageways, guard fences, lights and other facilities for protection required by public
authority or local conditions.
Developer shall be responsible for damage to any public and private property on
and adjacent to the site of Developer's Improvements caused by negligent or willful acts
of Developer, its agents or subcontractors. Developer shall take all reasonable effort
necessary to prevent damage to pipes, conduits, and other underground structures and
to overhead wires, and to water quality. Developer shall protect carefully from
disturbance or damage all land monuments and property marks until an authorized
agent of the City has witnessed or otherwise referenced their location, and shall not
remove them until directed. When any direct or indirect damage or injury is done to
public or private property by or on account of any act, omission, neglect or misconduct
in the construction of Improvements, or in consequence of the non -execution thereof on
his part, such damaged property shall be restored by Developer at its own expense to a
condition similar or equal to that existing before such damage or injury.
Developer shall at all times, whether or not so specifically directed by the
Director, take necessary precautions to insure the protection of the public. Developer
shall furnish, erect and maintain, at its own expense, all necessary barricades, suitable
and sufficient red lights, construction signs, provide a sufficient number of watchmen,
and take all necessary precautions for the protection of the work and safety of the public
through or around his construction operations as Developer and the Director shall deem
reasonably necessary.
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
5
11. Related Costs - Public Improvements. The Developer shall provide all
necessary engineering designs, surveys, field surveys, testing and incidental services
related to the construction of the Public Improvements at its sole cost and expense,
including final drainage study letter certified accurate by a professional engineer
registered in the State of Colorado.
12. Improvements to be the Property of the City. All Public Improvements for
roads, concrete curb and gutters, public storm sewers and public drainage
improvements accepted by the City shall be dedicated to the City and warranted for a
period of twenty-four (24) months following acceptance by the City, as provided above.
13. Performance Guarantee. In order to secure the construction and
installation of the Public Improvements the Developer shall, prior to recording the Final
Plat, if applicable, in the real estate records of Jefferson County, which recording shall
occur no later than ninety (90) days after the execution of this Agreement, furnish the
City, at the Developer's expense, with the Performance Guarantee described herein.
The Performance Guarantee provided by the Developer shall be an irrevocable letter of
credit in which the City is designated as beneficiary, for one hundred twenty-five percent
(125%) of the estimated costs of the Public Improvements to be constructed and
installed as set forth in Exhibit C, if applicable to secure the performance and
completion of the Public Improvements as required by Section 26-418 Security for
Required Improvements, of the Wheat Ridge Subdivision Regulations. The Developer
agrees that approval of this Agreement by the City is contingent upon the Developer's
provision of an irrevocable letter of credit to the City within ninety (90) days of the
execution of this Agreement in the amount and form provided herein. Failure of the
Developer to provide an irrevocable letter of credit to the City in the manner provided
herein shall negate the City's approval of this Agreement. Letters of credit shall be
substantially in the form and content set forth in Exhibit D, if applicable, and shall be
subject to the review and approval of the City Attorney. The Developer shall not start
any construction of any public or private improvement on the Property including, but not
limited to, staking, earthwork, overlot grading or the erection of any structure, temporary
or otherwise, until the City has received and approved the irrevocable letter of credit.
The estimated costs of the Public Improvements shall be a figure mutually
agreed upon by the Developer and the City's Director of Public Works, as set forth in
Exhibit C if applicable. If, however, they are unable to agree, the Director of Public
Works' estimate shall govern after giving consideration to information provided by the
Developer including, but not limited to, construction contracts and engineering
estimates. The purpose of the cost estimate is solely to determine the amount of
security. No representations are made as to the accuracy of these estimates, and the
Developer agrees to pay the actual costs of all such Public Improvements.
The estimated costs of the Public Improvements may increase in the future.
Accordingly, the City reserves the right to review and adjust the cost estimate on an
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
(.1
annual basis. If the City adjusts the cost estimate for the Public Improvements, the City
shall give written notice to the Developer. The Developer shall. within thirty (30) days
after receipt of said written notice, provide the City with a new or amended letter of
credit in the amount of the adjusted cost estimates. If the Developer refuses or fails to
so provide the City with a new or amended letter of credit, the City may exercise the
remedies provided for in this Agreement; provided, however, that prior to increasing the
amount of additional security required, the City shall give credit to the Developer for all
required Public Improvements which have actually been completed so that the amount
of security required at all time shall relate to the cost of required Public Improvements
not yet constructed.
In the event the Public Improvements are not constructed or completed within the
period of time specified by paragraph 9 of this Agreement or a written extension of time
mutually agreed upon by the parties to this Agreement, the City may draw on the letter
of credit to complete the Public Improvements called for in this Agreement. In the event
the letter of credit is to expire within fourteen (14) calendar days and the Developer has
not yet provided a satisfactory replacement, the City may draw on the letter of credit and
either hold such funds as security for performance of this Agreement or spend such
funds to finish Public Improvements or correct problems with the Public Improvements
as the City deems appropriate.
Upon completion of performance of such improvements, conditions and
requirements within the required time, the Developer shall issue an irrevocable letter of
credit to the City in the amount of twenty-five percent (25%) of the total cost of
construction and installation of the Public Improvements, to be held by the City during
the warranty period. If the Public Improvements are not completed within the required
time, the monies may be used to complete the improvements.
14. Indemnification. The Developer shall indemnify and hold harmless the
City and its officers, employees, agents or servants from any and all suits, actions, and
claims of every nature and description caused by, arising from or on account of this
Agreement any act or omission of the Developer, or of any other person or entity for
whose act or omission the Developer is liable, with respect to the Public Improvements;
and the Developer shall pay any and all judgments rendered against the City as a result
of any suit, action, or claim, together with all reasonable expenses and attorney's fees
and costs incurred by the City in defending any such suit, action or claim.
The Developer shall pay all property taxes on the Property dedicated to the City
and shall indemnify and hold harmless the City for any property tax liability.
15. Waiver of Defects. In executing this Agreement, the Developer waives all
objections it may have concerning defects, if any, in the formalities whereby it is
executed, or concerning the power of the City to impose conditions on the Developer as
SUBDIVISION IMPROVEMENT AGREEMENT 12114
set forth herein, and concerning the procedure, substance, and form of the ordinances
or resolutions adopting this Agreement.
16. Third Party Beneficiaries. There are and shall be no third party
beneficiaries to this Agreement.
17. Modifications. This instrument embodies the whole agreement of the
Parties. There are no promises, terms, conditions, or obligations other than those
contained herein; and this Agreement shall supersede all previous communications,
representations, or agreements, either verbal or written, between the parties. There
shall be no modification of this Agreement except in writing, executed with the same
formalities as this instrument. Subject to the conditions precedent herein, this
Agreement may be enforced in any court of competent jurisdiction.
18. Release of Liability. It is expressly understood that the City cannot be
legally bound by the representations of any of its agents or their designees except in
accordance with the City of Wheat Ridge Code of Ordinances and the laws of the State
of Colorado.
19. Captions. The captions to this Agreement are inserted only for the
purpose of convenient reference and in no way define, limit, or prescribe the scope or
intent of this Agreement or any part thereof.
20. Binding Effect. This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective heirs, successors, and assigns as the
case may be.
21. No Waiver. No waiver of any of the provisions of this Agreement shall be
deemed or constitute a waiver of any other provisions herein, nor shall such waiver
constitute a continuing waiver unless otherwise expressly provided, nor shall the waiver
of any default hereunder be deemed a waiver of any subsequent default hereunder.
22. Invalid Provision. If any provision of this Agreement shall be determined
to be void by any court of competent jurisdiction, then such determination shall not
affect any other provision hereof, all of the other provisions shall remain in full force and
effect. It is the intention of the Parties that if any provision of this Agreement is capable
of two constructions, one of which would render the provision void, and the other which
would render the provision valid, then the provision shall have the meaning which
renders it valid.
23. Governing Law. The laws of the State of Colorado shall govern the
validity, performance and enforcement of this Agreement. Should either party institute
legal suit or action for enforcement of any obligation contained herein, venue of such
suit or action shall be in Jefferson County, Colorado.
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
24. Attorneys Fees. Should this Agreement become the subject of litigation to
resolve a claim of default of performance or payment by the Developer and a court of
competent jurisdiction finds in favor of the City, the Developer shall pay the City's
attorney's fees and court costs.
25. Notice. All notices required under this Agreement shall be in writing and
shall be hand delivered or sent by registered or certified mail, return receipt requested,
postage prepaid, to the addresses of the parties herein set forth. All notices so given
shall be considered effective seventy-two (72) hours after deposit in the United States
mail with the proper address as set forth below. Either party by notice so given may
change the address to which future notices shall be sent.
Notice to Developer: Quail Hollow Patio Homes, LLC
Attention: William S. Lyons Jr.
6143 S. Willow Drive, Suite 300
Greenwood Village, CO 80111
Notice to City:
Director of Public Works
7500 West 29"' Avenue
Wheat Ridge, CO 80033
26. Force Maieure. Whenever the Developer is required to complete the
construction, repair, or replacement of Public Improvements by an agreed deadline, the
Developer shall be entitled to an extension of time equal to a delay in completing the
foregoing due to unforeseeable causes beyond the control and without the fault or
negligence of the Developer including, but not restricted to, acts of God, weather, fires
and strikes.
27. Assignment or Assignments. There shall be no transfer or assignment of
any of the rights or obligations of the Developer under this Agreement without the prior
written approval of the City.
28. Recording of Agreement. This Agreement shall be recorded in the real
estate records of Jefferson County and shall be a covenant running with the Property in
order to put prospective purchases or other interested parties on notice as to the terms
and provisions hereof.
29. Title and Authority. The Developer, Quail Hollow Patio Homes, LLC,
expressly warrants and represents to the City that it is the record owner of the property
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
0
STATE OF COLORADO
%� SS.
COUNTY OF �
2 aX7
g instrument was acknowledged before me this day of
20by William S. Lyons Jr., as Manager of Quail Hollow Patio
Homes, LLC, a Colorado invited liability company.
Witness my hand and official seal.
My commission expires: 10-14(1(1
ERICA M. TRAVELSTEAD
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 20134069216
MYCOMMISSION EXPIRES OCTOBER 31, 2017
(SEAL)
11
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
constituting the Property and further represents and warrants, together with the
undersigned individual(s) that the undersigned individual(s) has or have full power and
authority to enter into this Subdivision Improvement Agreement. The Developer and the
undersigned individual(s) understand that the City is relying on such representations
and warranties in entering into this Agreement.
WHEREFORE, the parties hereto have executed this Agreement on the day and
year first above written.
,OF W HEgr�/
SEAL B
ATTEST:
c�ZORPO'
CITY OF WHEAT RIDGE, COLORADO
C
10
SUBDIVISION IMPROVEMENT AGREEMENT 12/14
EXHIBIT A - LEGAL DESCRIPTION
A PARCEL OF LAND BEING A PORTION OF APPLE -WOOD BAPTIST CHURCH
SUBDIVISION REC. #2006142621, AND A PORTION OF APPLEWOOD KNOLLS 12'"
FILING REC. #F0397126, BOTH BEING LOCATED IN THE NORTHWEST QUARTER OF
SECTION 28, TOWNSHIP 3 SOUTH, RANGE 69 WEST OF THE 6TH PRINCIPAL
MERIDIAN, CITY OF WHEAT RIDGE, COUNTY OF JEFFERSON, STATE OF
COLORADO AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BASIS OF BEARINGS:
BEARINGS ARE BASED ON THE SOUTH LINE OF THE NORTHWEST QUARTER OF
SAID SECTION 28, BEING CONSIDERED TO BEAR SOUTH 89019'53" WEST, A
DISTANCE OF 2623.64 FEET BETWEEN THE FOLLOWING DESCRIBED MONUMENTS:
-CENTER QUARTER CORNER SECTION 28 BEING A FOUND 3.25" BRASS CAP IN
RANGE BOX MATCHING MONUMENT RECORDS ON FILE. WHEAT RIDGE
CONTROL POINT NUMBER 16309.
- WEST QUARTER CORNER SECTION 28 BEING A FOUND 3.25" BRASS CAP IN
RANGE BOX MATCHES MONUMENT RECORDS ON FILE. WHEAT RIDGE CONTROL
POINT NUMBER 16209
COMMENCING AT SAID CENTER QUARTER CORNER;
THENCE ALONG SAID SOUTH LINE OF THE NORTHWEST QUARTER SOUTH
89019'53" WEST, A DISTANCE OF 1,475.70 FEET TO A POINT WHERE THE EAST LINE
OF LOT 1 OF SAID APPLEWOOD BAPTIST CHURCH SUBDIVISION EXTENDED
INTERSECTS SAID SOUTH LINE;
THENCE ALONG SAID EAST LINE AND EAST LINE EXTENDED NORTH 00030'57"
WEST, A DISTANCE OF 630.80 FEET TO THE SOUTHEAST CORNER OF LOT 2 OF
SAID APPLEWOOD BAPTIST CHURCH AND THE POINT OF BEGINNING,
THENCE ALONG THE COMMON LINE OF SAID LOTS 1 AND 2 SOUTH 89019'54"
WEST, A DISTANCE OF 492.70 FEET TO THE SOUTHWEST CORNER OF SAID LOT 2;
THENCE ALONG THE BOUNDARY OF SAID LOT 2 THE FOLLOWING THREE (3)
COURSES AND DISTANCES;
1) THENCE NORTH 00°34'34" WEST, A DISTANCE OF 696.05 FEET;
2) THENCE NORTH 89°15'26" EAST, A DISTANCE OF 493.43 FEET;
3) THENCE SOUTH 00°30'57" EAST, A DISTANCE OF 432.45 FEET,
THENCE ALONG THE NORTH LINE OF THE SOUTH 10.00 FEET OF LOT 4 SAID
APPLEWOOD KNOLLS 12r" FILING NORTH 89°23'02" EAST, A DISTANCE OF 177.57
FEET TO THE WESTERLY RIGHT-OF-WAY OF QUAIL ST.;
THENCE ALONG SAID WESTERLY RIGHT-OF-WAY SOUTH 00027'45" EAST, A
DISTANCE OF 309.98 FEET;
THENCE ALONG THE SOUTHERLY LINE OF THE NORTH 200.00 FEET OF LOT G OF
SAID APPLEWOOD KNOLLS 12TH FILING SOUTH 89°23'02" WEST, A DISTANCE OF
177.28 FEET TO THE EASTERLY LINE OF SAID LOT I APPLEWOOD BAPTIST
CHURCH,
THENCE ALONG SAID EASTERLY LINE NORTH 00030'57" WEST, A DISTANCE OF
45.74 FEET TO THE POINT OF BEGINNING.
CONTAINING 398,355 SQUARE FEET OR 9.145 ACRES, MORE OR LESS.
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EXHIBIT D
;GUARANTY BANK
AND TRUST COMPANY`"
IRREVOCABLE STANDBY LETTER OF CREDIT
NO. 1854
DATE OF ISSUE: December 12, 2014
AMOUNT: $787,649.00
EXPIRY DATE: December 12, 2015 with automatic renewal provision.
isenertciary:
CITY OF WHEATRIDGE
7500 West 29th Avenue
Wheat Ridge, CO 80033
Gentlemen:
We hereby issue this Irrevocable Standby Letter of Credit for the account of QUAIL
HOLLOW PATIO HOMES, LLC, ("Applicant/Developer") 6143 S. Willow Drive, Suite 300,
Greenwood Village, CO 80111 in your favor in the aggregate amount not exceeding SEVEN
HUNDRED EIGHTY SEVEN THOUSAND SIX HUNDRED FORTY NINE AND
00/100THS USDollars (USD$787,649.00).
Funds under this credit are available with GUARANTY BANK AND TRUST COMPANY by
payment against presentation of your sight draft(s) drawn on us, at our office, on or before the
Expiry Date when accompanied by the following:
1. This Original Letter of Credit.
2. Statement, purportedly signed by the Beneficiary, stating as follows: "We hereby certify
that the amount of our draft represents funds owed to the City of Wheat Ridge for payment
obligations pursuant to the "Subdivision Improvement Agreement" dated December 10, 2014
between Quail Hollow Patio Homes, LLC ("Developer") and the City of Wheat Ridge" (the
"City"
This statement signed by the Beneficiary pursuant to the preceding paragraph shall be
conclusive to such matters.
303.293.5500 1 GuarantyBankCO.com 1 970.454.4220
L�
IRREVOCABLE STANDBY LETTER OF CREDIT
NO. 1854
This page shall be attached to and become an integral part of the above referenced Letter of
Credit
Special Conditions
1. It is a condition of this Letter of Credit that it shall be deemed automatically extended
without amendment for one year from the present or any future expiration date thereof
unless at least ninety (90) days prior to any such date Guaranty Bank and Trust
Company notifies the Beneficiary in writing by certified letter that it elects not to
consider this Letter of Credit extended for such additional period.
2. Partial drawings are allowed.
3. This Letter of Credit is not transferable.
Any draft presented must bear the words "Drawn under GUARANTY BANK AND TRUST
COMPANY Irrevocable Letter of Credit No. 1854 dated December 12, 2014."
Except as otherwise expressly stated herein this credit is subject to the Uniform Customs and
Practice of Documentary Credits (2007 Revision) International Chamber of Commerce,
Publication 600 (UCP 600).
This Letter of Credit will expire at our counters, 3:00 p.m. Mountain Standard time on the
Expiry Date or any future expiration date thereof.
In case of cancellation of this Letter of Credit prior to Expiry Date, the original of this Letter
of Credit must be returned to us for cancellation with a statement purportedly signed by the
Beneficiary stating that: "This Letter of Credit is no longer required by us and is hereby
returned to the issuing bank for cancellation."
Please address all communications regarding this Letter of Credit to the attention of Guaranty
Bank and Trust Company, Letter of Credit Department, 1331 17th St., Denver, CO 80202,
mentioning specifically our Irrevocable Letter of Credit No. 1854, issued for the account of
QUAIL HOLLOW PATIO HOMES, LLC.
We hereby agree with drawers and endorsers, and bona fide holders of drafts negotiated under
this Letter of Credit that the same shall be duly honored upon presentation and delivery of the
documents as specified above.
2
L�J
IRREVOCABLE STANDBY LETTER OF CREDIT
NO. 1854
This page shall be attached to and become an integral part of the above referenced Letter of
Credit
The Letter of Credit sets forth in full the terms of our undertaking and such undertaking shall
not in any way be modified, amended, or amplified by reference to any documents or
instrument referred to herein (except UCP 600), or in which this Letter of Credit is referred to,
or to which this Letter of Credit relates, and any such reference shall not be deemed to
incorporate herein by reference any document or instrument.
Sincerely,
GUARANTY BAN AND TRUST
Cathy P. oss Thomas V. Hornbacher
Executive Vice President Senior Vice President
Ke