HomeMy WebLinkAboutRIDGEWOOD HILLS RESIDENCES (4TH FILING) - PDP - 33-10 - CORRESPONDENCE - (64)EXHIBIT B
(Depiction of Storm Runoff into Detention Ponds)
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TOM *U. TO PCr.Q #1 - 45.3 A-,
,'H RESIDENCES OONIRP-'IION 7J PO%D #1 = 15 AC. (SAX)
TOTAL AFEA TO FW- 12 - 66,1 AC
RH RESIDENCES CONPSUMON ID P00 #2 = 8.4 AC, (9.7KI
CIJMLJLATI'vE CMTRiBUTION OF PROPOSED RTMWOW FiLLS
FEMME TO MUS I & 2 - 9.3%
EXHIBIT A
(Description of the Northern Parcel and the Southern Parcel)
The Northern Parcel is the following described real property located in the County of
Larimer, State of Colorado:
Tract B, Ridgewood Hills Fourth Filing, Being a Replat of Tract N and Tract T,
Ridgewood Hills P.U.D., Third Filing, County of Larimer, State of Colorado.
The Southern Parcel is the following described real property located in the County of
Larimer, State of Colorado:
Tract A, Ridgewood Hills Fourth Filing, Being a Replat of Tract N and Tract T, Ridgewood
Hills P.U.D., Third Filing, County of Larimer, State of Colorado
Date:
STATE OF COLORADO
X4110111'1
Southern Owner:
RIDGEWOOD HILLS T 2010 L.P.,
a Colorado limited partnership
By: TRIANGLE & AVONDALE T 2010 LLC, a
Colorado limited liability company, General
Partner
By:
J. Marc Hendricks, Manager
ss.
The foregoing instrument was acknowledged before me this day of
2011, by J. Marc Hendricks, as Manager of Triangle & Avondale T 2010 LLC, a Colorado
limited liability company, General Partner of Ridgewood Hills T 2010 L.P., a Colorado limited
partnership.
Witness my hand and official seal.
(Notarial Seal)
Notary Public
My commission expires:
-7-
Northern Owner:
RIDGEWOOD HILLS N 2010 L.P.,
a Colorado limited partnership
By: TRIANGLE & AVONDALE N 2010 LLC, a
Colorado limited liability company, General
Partner
Date:
STATE OF COLORADO
ss.
COUNTY
J. Marc Hendricks, Manager
The foregoing instrument was acknowledged before me this day of
2011, by J. Marc Hendricks, as Manager of Triangle & Avondale N LLC, 2010, a Colorado
limited liability company, General Partner of Ridgewood Hills N 2010 L.P., a Colorado limited
partnership.
Witness my hand and official seal.
(Notarial Seal)
Notary Public
My commission expires:
[Signatures of Southern Owner follows this page]
M
The Parties have executed and delivered this Agreement as of the dates set forth below.
Date:
STATE OF COLORADO
COUNTY
Master Association:
RIDGEWOOD HILLS MASTER ASSOCIATION,
a Colorado non-profit corporation
I0
Its:
ss.
The foregoing instrument was acknowledged before me this
2011, by as
Hills Master Association, a Colorado non-profit corporation.
Witness my hand and official seal.
(Notarial Seal)
Notary Public
My commission expires:
[Signatures of the Owners follow this page]
-5-
day of
of Ridgewood
then they agree to submit the dispute to nonbinding mediation pursuant to the rules established for
such proceedings by the American Arbitration Association. If such arbitration or mediation is
unsuccessful, then the Parties will have all rights and remedies that are available at law, in equity, or
otherwise pursuant to the laws of the State of Colorado. If a Party brings an action or arbitration to
enforce this Agreement, the Parties shall request the arbiter or court to determine which Party is the
prevailing parry and award such Party its reasonable costs and attorney's fees incurred by it in
enforcing this Agreement.
3. Construction. Captions to paragraphs are for convenience and reference purposes
only and shall not affect the construction of the meaning of the terms and provisions of this
Agreement. Whenever the context requires or permits, the. singular shall include the plural, the
plural shall include the singular, and the masculine, feminine, and neuter shall be freely
interchangeable.
4. Counterparts; Facsimile. The Parties may execute this Agreement in one or more
counterparts, each of which shall constitute an original agreement, but all of which together shall
constitute a single agreement. The Parties will accept a facsimile transmitted copy of this Agreement
executed by one of the Parties hereto as a copy of this Agreement originally executed by such Party.
5. Execution: Effective Date of Agreement. If a Party executes this Agreement before
the other Party, then this instrument shall (a) be an offer by the Party executing this instrument to
enter into the transactions contemplated hereby and (b) not be effective until all Parties have
executed and delivered it. Upon all Parties executing and delivering this, it shall be a binding and
valid agreement of the Parties, and the date upon which all Parties have executed this Agreement will
be the effective date of this Agreement.
6. Governine Law. The laws of the State of Colorado shall determine and govern the
manner in which the Parties or a court shall construe or interpret this Agreement.
7. Severability of Terms of Agreement. All terms and conditions of this Agreement are
severable. Should anyone or more of the terms and conditions hereof be void or unenforceable, then
(a) the remaining provisions shall have full force and effect and (b) those provisions deemed void or
unenforceable shall be interpreted, to the extent possible, so as to render such provisions enforceable
and in a way consistent with the original intent of the Parties.
8. Successors and Assigns. This Agreement shall be binding upon and inure to the
benefit of the Parties hereto, their representatives, successors, and assigns. The Parties intend that
the covenant to pay the Pro Rata Share of Cost of the Work is a covenant running with the real
property described herein.
[Signatures of the Parties follow this page]
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d. Payment Statement. Following the completion of the Work performed by it, a
Performing Party shall send a statement (a "Payment Statement") in which it (i) advises the
other Parties of the cost of the Work (the "Cost of the Work"), (ii) sets forth each Party's Pro
Rata Share of Cost of the Work calculated in accordance with paragraph 1.d below, and (iii)
provides such reasonable documents, invoices, and other information that reasonably
identifies the Work and the Cost of the Work. Each Party shall pay its Pro Rata Share of the
Cost of the Work within a reasonable period not to exceed thirty days following its receipt of
a Payment Statement. If a Party disputes the Work or the Cost of the Work, the Parties shall
resolve such dispute in the manner set forth in paragraph 2 hereinbelow.
d. Pro Rata Share of Cost of the Work. Based upon the acreage of the Owners'
respective parcels vis-A-vis the total acreage served by the Detention Ponds, the Parties agree
that their respective pro rata share (the "Pro Rata Share") of the Cost of the Work shall be as
follows:
i. Northern Detention Pond. If a Performing Party is performing the
Work on the Northern Detention Pond, then (A) the Master Association's Pro Rata
Share of Cost of such Work shall be 90%, (B) the Northern Owner's Pro Rata Share
of the Cost of such Work shall be 10%, and (C) the Southern Owner's Pro Rata
Share of the Cost of such Work shall be 0%.
ii. Southern Detention Pond. If a Performing Party is performing the
Work on the Southern Detention Pond, then (A) the Master Association's Pro Rata
Share of Cost of such Work shall be 90%, (B) the Northern Owner's Pro Rata Share
of the Cost of such Work shall be 0%, and (C) the Southern Owner's Pro Rata Share
of the Cost of such Work shall be 10%.
iii. Both Detention Ponds. If a Performing Party is performing the Work
on both Detention Ponds, then (A) the Master Association's Pro Rata Share of Cost
of such Work shall be 90%, (B) the Northern Owner's Pro Rata Share of the Cost of
such Work shall be 5%, and (C) the Southern Owner's Pro Rata Share of the Cost of
such Work shall be 5%.
e. Definition of Master Association and Owners. As used herein, the term (i)
"Master Association" means the Master Association, its successors, assigns, and any party or
person that is responsible for the maintenance of the Master Association Property or
performing the duties of the Master Association under the Master Covenants, (ii) Northern
Owner" means the Northern Owner, its successors, assigns, and any party or person that
acquires or holds title to the Northern Parcel; (iii) "Owners" means the Northern Owner and
the Southern Owner; (iv) "Owner" means either one of the Owners; and (v) "Southern
Owner" means the Southern Owner, its successors, assigns, and any party or person that
acquires or holds title to the Southern Parcel.
2. Breach; Remedies. If a dispute arises regarding a Party's performance pursuant to this
Agreement, the Parties agree to attempt to resolve such dispute by either arbitration or mediation as
the Parties may agree. If the Parties are unable to agree upon a means of arbitration or mediation,
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E. As is more particularly set forth in the Drainage Reports and in Exhibit B attached
hereto, the Northern Parcel and the Southern Parcel will contribute storm runoff to the Detention
Ponds. Because the Northern Parcel and the Southern Parcel will benefit from the Detention Ponds,
the Owners are willing to pay their Pro Rata Share of the Cost of the Work (as defined and provided
in ap raeraph l below). The purpose of this Agreement is to set forth the Parties' agreement and
understanding regarding the Detention Ponds. The Parties intend that (1) this Agreement supersede
and replace all prior agreements, discussions, negotiations, offers, representations, statements, and
warranties between them with respect to the Detention Ponds and (2) this Agreement set forth their
entire agreement and understanding.
COVENANTS:
FOR GOOD AND VALUABLE MUTUAL CONSIDERATION, the receipt and sufficiency
of which the Parties hereby acknowledge, the Parties agree as follows:
1. Performance and Payment.of the Cost of the Work. The Parties shall share the Cost
of the Work as follows:
a. Performance of Work,• Cost of the Work. and Performing Party. At its cost
and expense, the Master Association shall maintain and repair the Detention Ponds (i) in
accordance with the covenants and provisions of the Master Covenants and Applicable Law
and (ii) to such extent as may be necessary for each Detention Pond to accept runoff in the
amounts and in the manner specified in the Drainage Reports. As used herein, the term
"Cost of the Work' means the cost and expense incurred in performing the Work.
b. Performance of Work by Master Association as the Performing Pa . The
Master Association shall be the Party (the "Performing Party") exclusively responsible for
the performance of the Work in accordance with Applicable Law and the requirements of the
Drainage Reports. As the Performing Party, the Master Association shall be exclusively
responsible for selecting the contractors who will perform the Work, obtaining bids for
performance of the Work, executing contracts for the performance of the Work, supervising
the contractors performing such Work, and enforcing such contracts.
C. Notice to Master Association. At its option, an Owner can perform Work
with respect to the Detention Pond that such Owner uses for drainage for its parcel if (i) a
Government Agency asserts that a Detention Pond is not being maintained or repaired in
accordance with Applicable Law or in accordance with the requirements of the Drainage
Reports, (ii) such assertion interferes with the Owner's development of its parcel, (iii) the
Owner affected gives notice to the Master Association that Work needs to be performed, and
(iv) the Master Association does not complete such Work within thirty days of such notice
(or, if the Work cannot be reasonably completed within thirty days, such additional time as
may be reasonably necessary to perform such Work not to exceed sixty days). If an Owner
performs Work pursuant to this paragraph l .c, then such Owner shall be the Performing Party
and entitled reimbursement from the other Parties in the manner provided in paragraph 1.d
below.
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DETENTION POND AGREEMENT
THIS DETENTION POND AGREEMENT (the "Agreement') is dated April 22, 2011, for
reference purposes and is among RIDGEWOOD HILLS MASTER ASSOCIATION, a Colorado
non-profit corporation (the "Master Association"), RIDGEWOOD HILLS N 2010 L.P., a Colorado
limited partnership (the "Northern Owner"), and RIDGEWOOD HILLS T 2010 L.P., a Colorado
limited partnership (the "Southern Owner"). The tern "Parties" means, collectively, the Master
Association, the Northern Owner, and the Southern Owner, and the term "Party" refers to one of
such Parties individually.
RECITALS
A. The Master Association is responsible for performing the duties set forth in that
certain Master Declaration of Covenants for Ridgewood Hills P.U.D. recorded December 6,1995,
under Reception No.95077798 (the "Master Covenants"). Among those duties is the duty to
maintain all Master Association Property (as defined and provided in the Master Covenants).
Among the Master Association Property are the following detention ponds (collectively, the
"Detention Ponds"):
1. A detention pond (the "Northern Detention Pond") located on Tract M,
Ridgewood Hills P.U.D., Third Filing, County of Larimer, State of Colorado; and
2. A detention pond (the "Southern Detention Pond") located on Tract F,
Ridgewood Hills P.U.D., Third Filing, County of Larimer, State of Colorado.
B. The Northern Owner is the owner and developer of that certain real property (the
"Northern Parcel") that is more particularly described in Exhibit A attached hereto. The Northern
Owner intends to develop a clubhouse and multifamily buildings on the Northern Parcel, which
contains approximately 5.2 acres. Upon completion of improvements on the Northern Parcel, water
will drain from the Northern Parcel into the Northern Detention Pond.
C. The Southern Owner is the owner and developer of that certain property (the
"Southern Parcel") that is more particularly described in Exhibit A attached hereto.. The Southern
Owner intends to develop a clubhouse and multifamily buildings on the Southern Parcel, which
contains approximately 5.2 acres. Upon completion of improvements on the Southern Parcel, water
will drain from the Southern Parcel into the Southern Detention Pond.
D. From time to time, the Master Association must perform maintenance and repair (the
"Work") so that the Detention Ponds can maintain sufficient capacity to (1) accommodate runoff in
accordance with the Ridgewood Hills, P. U.D., Filing No. 3, Final Drainage & Erosion Control
Study and the Ridgewood Hills Fourth Filing Drainage and Erosion Control Report (the "Drainage
Reports") and (2) comply with ordinances, regulations, requirements, rules, statutes and other
applicable law ("Applicable Law') of any government agency ("Government Agency") having or
exercising jurisdiction over the Detention Ponds, the Master Association Property, the Northern
Parcel, and the Southern Parcel.
-1-
Linda Ripley
From: Marc Hendricks [Marc@hendrickscommunities.com]
Sent: Friday, April 22, 2011 3:42 PM
To: Charlie Leder; linda.ripley@ripleydesigninc.com; Ililey@lileyrogersmartell.com; Shannon
Robbins; dwagner@roybalcorp.com; moberlander@interwestgrp.com
Subject: FW: Detension Pond Agreement
Attachments: Detention Pond Agreement - Draft - 4 22 11.pdf
Please see the email that I sent to Russ Bartz, the manager of the Ridgewood Hills Master Association.
J. Marc Hendricks
Hendricks Communities LLC
7350 E Progress Place, Suite 208
Greenwood Village, Colorado 80111
303 722 6088 Phone
303 778 0628 Fax
From: Marc Hendricks
Sent: Friday, April 22, 2011 3:40 PM
To: 'rbartz@msihoa.com'
Subject: Detension Pond Agreement
Hi Russ —
As discussed, attached is a draft Detention Pond Agreement for our proposed development on Tracts T and N, near the
Ridgewood Hills subdivision. Please take a look at the Agreement and let me know if you have any questions or
comments. It's my understanding that you'll discuss the Agreement with the attorney for the Master Association and
with the Association's Board. At that point, you may have additional comments regarding the Agreement.
Please keep in mind that this is a draft agreement, not intended to be final by any means. I'll work with you, your
attorney and with the Board in finalizing the document.
Please note in the document, that I've agreed as the future owner of the two parcels, to accept responsibility for paying
our pro-rata share of the costs of maintaining the two detention ponds. Even though we haven't been able to find any
documents indicating that the two tracts are responsible for paying a portion of the costs, I believe it's fair and
appropriate for the tracts to pay their fair share. Myindication of responsibility is contingent upon me closing on the
purchase of the two parcels, as I cannot bind the current property owner, in the event I don't close on the purchase of
the two land parcels.
Please let me know if you have any questions or comments. Thanks for your assistance with this matter.
J. Marc Hendricks
Hendricks Communities LLC
7350 E Progress Place, Suite 208
Greenwood Village, Colorado 80111
303 722 6088 Phone
303 778 0628 Fax