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Home My Public Portal About4d Frodo Shared Facility Agreement SHARED FACILITIES AND EASEMENT AGREEMENT The parties to this Shared Facilities and Easement Agreement (this “Agreement”) are the TOWN OF FRASER, COLORADO, a municipal corporation of the State of Colorado (“Fraser” or “Town”), and YOUNGS REAL ESTATE CO., LLC, a Colorado limited liability company, ("YREC@). The Town and YREC are sometimes referred to collectively as the “Parties”. RECITALS A. YREC owns real property situate in Grand County and the Town of Fraser, Colorado, described as follows: Lots 14, 15, 16, 17, 18, and all that part of Lot 13 lying Northeasterly of the right of way of U.S. Highway No. 40, Block 7, FIRST ADDITION TO THE TOWN OF EASTOM, TOGETHER WITH that portion of vacated Eastom Avenue, as described in Ordinance No. 275 recorded December 11, 2001, at Reception No. 2001-012436 of the records in the office of the Clerk and Recorder of Grand County, Colorado, located adjacent to the northerly boundary of said Lots 14-18, (herein referred to as the "YREC Property"); B. Fraser owns the adjoining property, also situate in Grand County and the Town of Fraser, described as follows: Lots 19, 20, 21, 22, and 23, Block 7, FIRST ADDITION TO THE TOWN OF EASTOM, EXCEPT the Easterly 14.50 feet of said Lot 23 as described in Warranty Deed recorded December 11, 2001, at Reception No. 2001-012437, TOGETHER WITH that portion of vacated Eastom Avenue, as described in Ordinance No. 275 recorded December 11, 2001, at Reception No. 2001-012436 of the records in the office of the Clerk and Recorder of Grand County, Colorado, located adjacent to the northerly boundary of said Lots 19-23, (herein referred to as the "Town Property"); C. YREC intends to develop the YREC Property for use and operation of distillery and tasting room, which may also include a brewery, brewpub, restaurant, bar, retail space, medical and/or professional offices, and related facilities, for commercial purposes. The Town Property may also be developed in the future for commercial and/or residential use. D. In order to facilitate such development of the adjoining YREC Property and the Town Property (collectively, the “Properties”), the Parties are entering into this Agreement to Shared Facilities and Easement Agreement Page 2 of 6 establish and confirm certain easements and shared responsibilities with respect to the use, improvement and maintenance of the Properties and adjoining ways. E. This Agreement shall become effective upon adoption of a Resolution by the Fraser Board of Trustees approving its execution and upon execution hereof by the appropriate Fraser official and by authorized agents of the YREC. The date of the latest of such conditions to occur is referred to as the "Effective Date". NOW THEREFORE, for and in consideration of the premises, mutual promises and covenants herein contained, and for the other consideration offered and accepted, the receipt and adequacy of which is hereby acknowledged, the Town and YREC agree as follows: ACCESS, STORMWATER AND SIGN EASEMENTS 1. Access Easement. In order to facilitate access to the Properties, the Parties agree to, and hereby grant and convey an access easement along the common boundary of the Properties, and encompassing a portion of Lots 18 and 19 and vacated Eastom Avenue (the “Access Easement”), as more particularly described on Exhibit A attached hereto and incorporated herein by this reference. Such Access Easement may be used by the Parties and their successors and assigns, and by their respective agents, guests, contractors and invitees, for vehicular and pedestrian access to the Properties and any parking areas thereon. Except as necessary during construction or maintenance activities, no barriers or obstructions shall be placed upon the Access Easement that would impede the passage of vehicular or pedestrian traffic, except with the written permission of each Party. 2. Stormwater Easement. In order to provide for drainage of stormwater from each Property, the Parties agree to, and hereby grant and convey a stormwater easement on a portion of each Property (the “Stormwater Easement”), as more particularly described on Exhibit B attached hereto and incorporated herein by this reference. Such Stormwater Easement shall be used for the installation and maintenance of storm drainage facilities, as more fully provided in Sections 5-7 below. 3. Sign Easement. YREC hereby grants and conveys to Fraser a nonexclusive easement for installation of a sign on the YREC Property (the “Sign Easement”) in the location described on Exhibit C attached hereto and incorporated herein by this reference. Such Sign Easement may be used by Fraser, its successors and assigns, for the installation and maintenance of a sign, which may identify or advertise businesses or activities on the Town Property or other Town matters. By mutual agreement, the Parties may install a joint signage structure on the Sign Easement, which includes signs relating to each Party’s activities. All such signs shall comply with applicable Town regulations. 4. The owners of the YREC Property and the Town Property may each assign their interests in the Access Easement and Stormwa ter Easement in whole or in part, but only to a person or entity having a legal or equitable interest in such Property, and only for the purpose s provided herein . A conveyance of fee simple title to the YREC Property or the Town Property or any portion th ereof shall be deemed to include the right to use Shared Facilities and Easement Agreement Page 3 of 6 the Access Easement and Stormwater Easement as an appurtenance thereto without any specific mention thereof, unless otherwise expressly provided in the instrument of conveyance. The Sign Easement may only be transferred or assigned by an instrument executed by Fraser that specifically refers to such Easement. SHARED IMPROVEMENTS AND MAINTENANCE 5. Shared Improvements. The Parties agree to equally share the costs of grading and paving the roadway on the Access Easement and the roadway on the public alley located along the southern boundary of the Properties, which also serves as access to the Properties. The Parties further agree to equally share the costs of installing and constructing the stormwater draina ge facilities on the Stormwater Easement. Such improvements shall generally conform to the conceptual plans previously submitted to the Town by YREC. YREC shall be responsible for preparation of the final construction plans for such improvements and shall submit the same to Fraser for approval. Young LLC shall promptly proceed with such plans and necessary arrangements for construction as provided in Section 6, so that all such construction is completed not later than _____________. 6. Construction. Upon approval of the construction plans, Young LLC shall obtain a written proposal for construction of the improvements from a reputable contractor and submit such proposal to Fraser for approval before proceeding with the work. Separate proposals may be obtained for the access improvements and the stormwater improvements, if reasonably necessary for cost savings or other reasons. Such proposal(s) shall conform to the requirements for public improvements of the same type and scope within the Town and shall otherwise be acceptable to Fraser. If the parties cannot agree on the contractor or the terms of such proposal, the project will be put to bid in accordance with the Town’s usual bidding and construction practices. Each Party shall be responsible for timely payment of one-half (1/2) of the construction costs, as and when such costs are incurred. 7. Maintenance. Following completion of the access and stormwater improvements, the costs of future maintenance, repair or replacement of such improvements, including snow removal from the Access Easement and adjacent alley, shall be shared equally by Young LLC and Fraser, or the future owners of their respective Properties. Routine maintenance, including snow removal, will be performed in a manner mutually agreed by the Parties, or in the absence of agreement, the necessary work will be put to bid in accordance with the Town’s usual bidding practices. If the Parties are unable to agree on any proposed major repair or replacement, the issue will first be submitted to mediation by a neutral third party who is a licensed engineer, with the costs of such mediation being shared equally by the Parties. If such mediator recommends that the repair or replacement be made, then the necessary work will be put to bid in accordance with the Town’s usual bidding practices. Each Party shall be responsible for timely payment of one-half (1/2) of the costs for maintenance, repair or replacement, as and when such costs are incurred. Shared Facilities and Easement Agreement Page 4 of 6 REMEDIES 8. In the event that either Party shall fail to perform or comply with any term or provision of this Agreement, that Party shall be liable to the other party for all costs, expenses and damages resulting therefrom, and the nondefaulting party shall be entitled to an injunction or other appropriate relief to enforce this Agreement. Before applying for judicial relief, a Party shall first exhaust all administrative procedures provided herein for resolution of any dispute. 9. Any payment due from one Party to the other Party pursuant to the terms of th is Agreement shall bear interest at the rate of one percent (1%) per month from the date that is thirty (30) days after the date such payment became due until paid. 10. In any event of any litigation arising out of this Agreement, the court shall award to the substantially prevailing party all reasonable costs and expenses, including attorney fees. 11. Nothing contained herein is intended as a waiver of the protections afforded Fraser by the Colorado Governmental Immunity Act, 24-10-101, et seq. C.R.S., or any other statutory or common law immunity. MISCELLANEOUS PROVISIONS 12. Enforcement and Application of Town Code. The Parties recognize and agree that the Town has the right to enforce its rules, policies, regulations, and Code provisions applicable to property located within the Town, and nothing herein is intended as a waiver of such authority. Without limiting the foregoing, YREC agrees that the Town may enforce any violation of the Town’s rules, policies, regulations, ordinances, or Code provisions relating to the YREC Property by any means allowed by Colorado law. 13. No Waiver. Failure of a party hereto to exercise any right hereunder shall not be deemed a waiver of any such right and shall not affect the right of such party to exercise at some future time said right or any other right it may have hereunder. 14. Force Majeure. No party shall be held liable for a failure to perform hereunder due to wars, strikes, acts of God, natural disasters, floods, drought or other similar occurrences outside of the control of that party. 15. Severability. If any provision of this Agreement shall be or become invalid or unenforceable, the remainder of the provisions of this Agreement shall not be affected thereby, and each and every provision shall be enforceable to the fullest extent permitted by law. 16. Subject to Annual Appropriation. This Agreement is not intended to create a debt or other multiple-fiscal year financial obligation of Fraser, and any financial obligations of Fraser hereunder are subject to annual appropriation in accordance with Article X, § 20 of the Colorado Constitution and other Colorado law. Shared Facilities and Easement Agreement Page 5 of 6 17. Entire Agreement. This agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior written and oral agreements and representations of the parties. Except as expressly provided for herein to the contrary, this Agreement may not be amended, except by subsequent written agreement of the parties. 18. Recording; Binding Effect. This Agreement shall be recorded in the real property records of the Clerk and Recorder of Grand County, Colorado, and shall constitute constructive notice of this Agreement and all of its individual provisions. The provisions of this Agreement shall constitute covenants and servitudes which shall burden and run with the land comprising the YREC Property and Town Property and the burdens and benefits hereof shall bind and inure to the benefit of all estates and interests in such Properties and all assigns and successors in interest to the parties hereto. IN WITNESS WHEREOF, the parties have set their hand and official seals the day and year first above written. TOWN OF FRASER, COLORADO By: ____________________________ Philip Vandernail, Mayor 153 Fraser Avenue P.O. Box 370 Fraser, CO 81637 ATTEST: _______________________________ Antoinette McVeigh, Town Clerk STATE OF COLORADO ) ) SS. COUNTY OF GRAND ) Subscribed and sworn to before me this _____ day of ________________, 2017, by Philip Vandernail, as Mayor, and by Antoinette McVeigh, as Town Clerk of the Town of Fraser, Colorado. Witness my hand and official seal. My Commission expires: _____________. ______________________________ Notary Public Shared Facilities and Easement Agreement Page 6 of 6 YOUNGS REAL ESTATE CO., LLC, BY: _____________________________ TITLE: __________________________ STATE OF COLORADO ) ) SS. COUNTY OF GRAND ) Subscribed and sworn to before me this _____ day of ________________, 2017, by ____________________, as __________________________for and on behalf of Youngs Real Estate Co., LLC. Witness my hand and official seal. My Commission expires: _____________. ______________________________ Notary Public EXHIBIT A ACCESS EASEMENT BLOCK 7,FIRST ADDITION TO THE TOWN OF EASTOM, SECTION,TOWNSHIP 1 NORTH,RANGE 79 WEST OF THE 6TH PRINCIPAL MERIDIAN, TOWN OF FRASER.GRAND COUNTY,COLORADO SHEET 1 OF 1 EASTOM AVE NW CORNER R.O.W.VARIES) REC. #2001-012436 N 89 48'09 E N 89 48'09' E 37.40' 106.37' (TIE) O 7 - - - F - - T - - -] ih YOUNGS REAL ESTATE CO LLC THE TOWN OF Ff4ASERII [: i 1.`c::i' 1 OTS 13-1 a:{r [ LOTS 19-23 13 14 I 15 16 1 17 1 3 JIW 20 2! 22 23 0 [ i U.S.S.HIGHWAY 40 I1II I o I DOC suss AVE 80'R.O.W.) 0 [t R.O.W VARIES z 24BLOCK I IH61 S 854 0015 • W ALLEY 20'R.O.W.) LOT I T fBLOCId 7 T 1 r LOT 1 32 1 31 1 30 1 29 1 28 1 27 1 26 1 25 1 24 41r. LEGEND: EASEMENT POINT, NO MONUMENT SET B -ALUMINUM CAPPED REBAR, PLS#31942 PRELIIVIINNAR Y TIM SHENK CURVE TABLE: LAND SURVEYING, INC. CURVE RADIUS DELTA ANGLE ARC LENGTH CHORD LENGTH CHORD BEARING 70 20' 40'80' P.O. BOX 1446 Cl 20.00' 48'02'14" 16.77' 16.28' N 24'01'07" W GRAN980446 C2 15.00' _89'46'15" 23.5Q 21.17' N 44'5Q06 E 970) 8887-1046 C3 15.00' 90'13'45" 23.62 21.26' S 45'06 52 E SCALE: 1" = 40' JOB #: 05079 C4 20.00' 48'35'33" 16.96' 16.46' S 24'17'47" W ORIGINAL GRAPHIC SCALE DWG: 05079.EASE.01 DATE: 8/24/2017 EXHIBIT B STORMWATER EASEMENT BLOCK 7,FIRST ADDITION TO THE TOWN OF EASTOM, LINE LINE BEARING SECTION,TOWNSHIP 1 NORTH,RANGE 79 WEST OF THE 6TH PRINCIPAL MERIDIAN, DIS L1 S 00'24'45" E 14.98' ANCE TOWN OF FRASER.GRAND COUNTY,COLORADO L2 S 00'00'00" E 5.32' SHEET 1 OF 1 L3 N 90'00'00" W 11.48' EASTOMAVE L4 N 00'00'00" W 14.96' NW CORNER R.O.W.VARIES) REC. #2001-012436 N 89'48'09" E N 89 48'29' E 175.70' Iti 59.73' (TIE) 1.. . ......... .: .:•::: ............................. . . S 89 48'09' W 77.20' [.:.:.: .:. 1: L3' S189 48'09 W 73.9$' I 1 1 YOUNGS REAL ESTATE CO LAIC , S THE TOWN OF FRASER 1 DOCSUSIEAVE LOTS 13-181 44 LOTS 19123 R.O.W.VARIES) 13 14 15 I 16 171 I 18 14^ y... r 2c. 21 I 22 1 114 I I a : ' I U.S.HIGHWAY 40 II Z::::::i:::::::::80'R.O.W.) Ico STORMWATER EASEMENT 4,429.64 SO. FT 11 _ I_I j 0102 ACRES +/- 1 1 I LOCA 1 S 89 46'15' W ALLEY 13.96' 20'R.O.W.) T I L07 I T BLOCKI7 T 1 I LOT I I 32 1 31 1 30 1 29 28 1 27 1 26 1 25 1 24 1 LEGEND: EASEMENT POINT, NO MONUMENT SET 61 —ALUMINUM CAPPED REBAR, PLS#31942 PRELIMINARY TIM SHENK LAND SURVEYING, INC. 0 20' 40'80' 1111111111 P.O. BOX 1670 GRANBY, CO 80446 970) 887-1046 SCALE: 1" = 40' JOB #: 05079 ORIGINAL GRAPHIC SCALE DWG: 05079.EASE.01 DATE: 8/31/2017 EXHIBIT C SIGN EASEMENT SECTION,TOWNSHIP 1 NORTH,RANGE 79 WEST OF THE 6TH PRINCIPAL MERIDIAN, TOWN OF FRASER.GRAND COUNTY,COLORADO SHEET 1 OF 1 NW CORNER BASTOM AVE REC. #2001-012436N R.O.W.VARIES) L2 Ian - - -- — T T 1 T I I I I I I I I I I YOUNGS REAL ESTATE CO LIC THE TOWN OF FRASER LOTS 13-1b LOTS 19- 3 1_s 14 S 16 17 18 19 20 21 22 23 nr DOC SUSIE AVE SIGN EASEMENT 1 I I R.O.W.VARIES) 723.14 SO. FT r 0.017 ACRES+/- II IBLOCK17 I I I Le ALLEY U.S.HIGHWAY 40 \ 20'R.O.W.) 80'R.O.W.) J LOT I T BLOCK 7 T 1 11 LOT I32 31 I 30 I 29 I 28 I 27 I 26 I 24 LEGEND:I I I I I EASEMENT POINT, NO MONUMENT SET 61 -ALUMINUM CAPPED REBAR, PLS#31942 LINE TABLE: LINE BEARING DISTANCE 7]'T j/fj, DY TIM SHENK L1 TIE` N 00'24'45" W 8.32' i i„-'!u•'- AIZ j LAND SURVEYING, INC. L2 (TIE( N 89'48'09 E 25.00' L3 (((TIE))) N 00'24'45' r W 60.14' 0 20' 40'80' P.O. BOX 1670 L4 _N 00'24'45" W 21.59' GRANBY, CO 80446 L5 N 28'00'01" W 60.11' 970) 887-1046 L6 S 89'46'15" W 11.30' SCALE: 1" = 40' JOB #: 05079 L7 S 28'00'01" E 84.52' ORIGINAL GRAPHIC SCALE DWG: 05079.EASE.01 DATE: 8/24/2017