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RECEPTION NO. F 1. ~'j7().3 b,(t _@I()?
9/23/2002 13.50.21 PG. 001-00~ ~I
PAGE FEE: 16.00 DOC.FEE: 0.00
RECORDED IN JEFFERSON COUNTY, COLORADO
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
J ^~ / ThIS First Amendment to Development Agreement ("First Amendment") is dated
/12)' this 22nd day of July, 2002 ("EffectIve Date") among the City of Wheat RIdge, a
. Colorado Home Rule MunicIpal Corporation (heremafter referred to as the ("City") 38th
& SHERIDAN LTD PARTNERSHIP, a Colorado Limited Partnership (hereinafter
referred to as "Owner") and DILLON COMPANIES, INC., a Kansas Corporation, dOIllg
busmess as KING SOOPERS, mc. (hereinafter referred to as "King Soopers"), together
collectIVely referred to herein as the "PartIes."
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RECITALS
WHEREAS, the City, Owner and King Soopers entered Illto a certaIn
Development Agreement dated April 28, 1995 ("Development Agreement") concemmg a
neIghborhood shopping center known as RIdge Village Shoppmg Center located at 5305
38th Avenue, Wheat RIdge, Colorado ("Shoppmg Center"), and
WHEREAS, the Development Agreement provided In part for a ground lease to
the Owner ("Ground Lease") of certain propertIes conslstmg of parking spaces located
with a Redevelopment Area ("Ground Lease PremIses") (as defined In the Development
Agreement) to the Owner; and
WHEREAS, King Soopers desires to construct and operate a fuel facility for the
retail sale of gasoline and related petroleum base products ("Fuel Facility"), the locatIon
of whIch IS depIcted on Exhibit "A" attached hereto and made a part hereof ("Fuel
FaCIlIty Location"), and
WHEREAS, a portIOn of the Fuel FaCIlity would be located on the Ground Lease
Premises; and
WHEREAS, III consideration of Kmg Soopers ability to build and operate the
Fuel FaCIlity, It IS willmg to extend the term of its lease m the ShoppIng Center ("Kmg
Soopers Lease"), resulting in a new expiratIOn date twenty (20) years form the open date
ofthe Fuel Facility LocatIon ("Lease Extension"); and
WHEREAS, development of the Fuel Facility LocatIOn reqUIres certain
modificatIOns to the Development Agreement; and
WHEREAS, the Parties desire to Amend the Development Agreement as more
fully set forth herem,
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NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Parties hereto agree as follows.
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I. Ground Lease. The provisions of Section 7 of the Development Agreement shall be
amended by addmg the following subsections 7 A. and B as follows:
GED\5J027\4J 6308.04
A. Use. Subject to the terms and conditIOns set forth herem, the City agrees I)
that in addition to the use of the Ground Lease PremIses as parkmg spaces, r
Owner IS granted the nght to construct, operate and mamtam a Fuel FacilIty for
the retail sale of gasolme and related petroleum based products on the Fuel
FaCIlity Location, as depicted on Exhibit "A" hereof. King Soopers' rights to
complete the improvements on the Fuel FaCIlity shall be subject to SIte plan and
use approval by the CIty, as well as, obtaming all necessary permits, includmg,
but not limited to, any reqmred speCIal use permit and bmlding permit for the
Improvements from all appropriate government agenCIes. Any and all costs
associated WIth constructIOn of the Improvements on the Fuel FacilIty LocatIOn
and any and all liability and responsibIlIty for cleanup and/or remedIation of any
fuel spill during ItS operation, shall be the sole responsibilIty of the Owner and/or
Kmg Soopers. The Parhes understand and agree that revIew of variance
applIcations by the Board of Adjustment IS a quaSI-judIcial functIOn,
B. Removal. In the event the Kmg Soopers Lease m the Shopping Center IS
terminated, Owner and/or Kmg Soopers shall be responsible for the removal of
any and all improvements constructed on the Ground Lease Premises pursuant to
7 A. above, and shall restore the Ground Lease PremIses to parking spaces. Any
and all costs or expenses associated WIth such removal shall be the sole
responsibility of the Owner or King Soopers. Without limitmg the generality of
the foregomg, Owner and/or King Soopers shall remove and remediate all fuel
tanks, lInes and hazardous matenals, substances, and contaminatIOn of SOlI or
groundwater occurring or caused in any way by the Fuel FaCility It is the
mtentlOn of the Parties that the mdemmty contained in Paragraph 7 fully extends
to all such facilIties and substances.
2. RIght to Purchase. In the event Owner exercises its right to purchase the Ground
Lease Demised Premises pursuant to SectIOn 18 ofthe Development Agreement, the
determmatlon of falr market value, at the time of the exerCIse, shall not mclude any
Improvements made to the Fuel Facility LocatIOn.
3. CapItalIzed Terms. Any capitalized terms not otherwise defined herein shall have the
same meaning as set forth m the Development Agreement
4. RatificatIOn. Subject to the modIficatIOns set forth herem, the Development
Agreement IS hereby ratified and approved.
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be
executed as ofthe day and year first above wntten.
CITY:
UED\53027\416308.04
ATTEST:
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BY~~
Wanda Sang, City Cler .
APPRO~AS)fO FO~: RECOMMENDED AND APPROVED:
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By: / ~ /' ~ By' ,
Gerald Dahl, City Attorney
By"
OWNER:
38TH & SHERIDAN LTD. PARTNERSHIP
a Colorado LImIted Partnership
By'
Perry & Bailey LimIted LIabIlIty Company,
a Wyommg LimIted LmbilIty Company,
~en:ral Partner
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Robert E. Perry
Managmg Member
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( Jeffre~. Bailey (j
Managmg~mber .
By"
By'
KING SOOPERS:
DIllon Companies, Inc., a Kansas CorporatIOn
d/b/a Kmg Soopers, Inc.
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Its. '
GE0\53027\416308.04