HomeMy WebLinkAbout1.0 ApplicationO XcelEnergy"'
PUBLIC SERYICE COMPANT
To: Board of County Commissioners
clo Airport Manager
0375 C.R. 352, Rifle, Colorado 81601
From: Jim Hanson, Sr. Agent, Siting & Land Rights
550-1sth Street, Suite #700
Denver, Colorado 80242
Date: October 31,2007
RE: Public Service Company of Colorado, Request for Exemption from
Subdivision
Dear Commissioners:
I am sending this letter to introduce myself as the co-applicant with the Garfield
County Board of County Commissioners in a Request for Exemption from Subdivision.
My title, and contact infonnation, is attached at the end of this letter. I am speaking on
behalf of Public Service Company, with the authority as a Senior Siting and Land Rights
Agent, to request that the Company be exempt from full subdivision review to facilitate
the conveyance of a portion of property currently owned by Public Service Company to
Garfield County for airport purposes. Public Service Company is to retain all existing
rights to use the Remainder Parcel for utility purposes, and to retain the possibility of
dividing its Remainder Parcelthrough a regulatory exemption process,
Public Service Company is the current fee owner of a 59.493-acre parcel of land
in the SW1/4 of Section 14, Township 6 South, Range 93 West of the 6th P.M., Garfield
County, Colorado. Public Service Company and the Garfield County Board of County
Commissioners have entered into a mutually executed Purchase Agreement, by which
Public Service Company, "Seller", has agreed to sell to the Garfield County Board of
County Commissioners, "Buyer", a 4.305 acre parcel out of the 59.493 acre parcel.
This is consistent with the Purchase Agreement. The legal description for the 59.493
acre parcel is referenced in the Special Warranty Deed, Assignment and Bill of Sale on
Exhibit B-1, and is attached hereto.
Public Service Company has a 10A% fee interest in the 59.493 acre real propefi
parcel. This Remainder Parcel will continue to be used for utility purposes related to
providing electricity and gas to Public Service Company customers. The Remainder
Parcel currently contains improvements including an electric substation and lines for the
transmission and distribution of electricity. The electric lines enter and leave the
substations and the property for the purpose of supplying electric power to PSCO
customers throughout the geographic service territory. Public Service Company and
TriState Generation and Transmission Association, lnc. share interests in the personal
propefi referenced in Exhibit B.
I have completed severat internal corporate processes, and have received
approval from Public Service Company to sell the 4.305 acres parcel to the Garfield
County Board of County Commissioners. The 4.305 acre parcel will be used for road
realignment and airport runway purposes, and as currently planned will not negatively
irnpact the Remainder Parcel or PSCO operations. We are satisfied that the eventual
relocation of the transmission towers, that are cunently located on the 4.305 acre
parcel, will not impede us from delivering electricity to our customers.
Public Service Company, by virtue of the Colorado-Ute bankruptcy proceedings,
acquired an access easement to the property. Access is not impacted by this
transaction. Access to the property is from the east end off of County Road 319, and is
not impacted by this transaction. The access easement is attached hereto.
Finally, the real property transaction between Public Service Company and the
Garfield County Board of County Comrnissioners will not have any adverse impact on
the water and sewer facilities cunently located on the property. The Warehouse
building and the Telecommunications building both take water from the dedicated on
site witer well. These two buildings are also connected to an on site septic system,
The water and septic facilities existed when PSCO originally took title to the property,
are located entirely within the boundaries of the Remainder Parcel and neither the
requested division of the 59.493 acre parcel by Subdivision Exemption, nor the real
property transaction will have an impac't on them.
Regards,
i^-+-\ o-ps',=
Jim Hanson
Sr. Agent, Siting and Land Rights
550-1sth Street, Suite 700
Denver, Colorado 80202
Phone: 303-571-7367
FAX: 303-571-7877
E-mail : jim. hanson@xcelenergy. com
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PUBLIC SERVICE.GARFIELD COUNTY REGIONAL AIRPORT EXEMPTION
SITUATED IN SECTION 14, TOWNSHIP 6 SOUTH, RANGE 93 WEST OF THE 6TH PRINCIPAL MERIDIAN,
COUNTY OF GARFIELD, STATE OF COLORADO.
sBs'15'E
EXEMPTION SURVEY LEGAL DESCRIPTION:
A PORTION OF UND LOCATED IN THE SOUTH HALF OF SECTION 14. TOWNSHIP 6 SOUTH, MNGE 93 WEST OF
THE SIXTH PRINCIPAL MERIOIAN, COUNry OF RIFLE. STATE OF COLOUDO. MORE PARTICUURLY DESCRIBEO
AS FOLLOWS:
COMMENCING AT THE CENTER OUARTER CORNER OF SAIO SECTION 14: TBENCE SOUTH 00"58'M" WEST A
DISTANCE OF 655.00 FEET TO THE POINT OF BEGINNING; THENCE SOUIH 01'08'50, WEST A OISTNCE OF
260.14FEET: THENCESOUTH00"5034'WESTADISTANCEOF3g.S5FEET: THENCESOUTHsS'4157"EASTA
DISTANCEOFI3IS.0TFEETToTHESOUTHEASTSIXTEENTHCORNEROFSAIDSECTIONl4i THENCEsouTi
00'56'07'WESI A DISTANCE OF 1313.57 FEn TO THE ilST SXTEENTH CORNER OF SAID SECTION 14: THflCE
NORTH 88'32'37'WEST- ALONG THE SOUTH LINE OF THE SOUTHWEST QUARTER OF THE SOUIHWEST
OUARTER OF THE SOUTHAST OUARTER OF SAID SECTION 14. A DISTANCE OF 1318.44 FEEI TO THE SOU]H
QUARTER CORNER OF SAID SECTION 14i THENCE NORTH m"58'08" EAST, DEPARTING SAID SOUTH LINE, A
DISTANCE OF 655.16 FEETi THENCE NORTH 88"37 09. WEST A DISTANCE OF 658.88 FEETI THENCE NORTH
00'$ 51" EAST A DISTANCE OF 6g-07 FEET: THENCE NORTH 00'45!6" EAST A DISTNCE OF 95 01 FEETi
THENCE NORTH 01.05'22" ilST A OISTANCE OF 308.96 FEET; THENCE SOUTH 88"46,28" AST A DISTANCE OF
659.22 FEET TO THE POINT OF BEGINNING. CONTAINING 59,493 ACRES OR 2,591,507 SOUARE FEET, MORE CR
LESS.
LOT 1 (AIRPORT PROPERTY) LEGAL DESCRIPTION:
A PORTION OF UND LOCATEO IN THE SOUTH HALF OF SECTION 14. TOWNSHIP 6 SOUTH. MNGE 93 WEST OF
THE SINH PRINCIPAL MERIDIAN, COUNft OF RIFLE. STATE OF COLOUDO. MORE PARTICUURLY DESCRIBEO
AS FOLLOWS:
coMMENCING AT THE CENTER OUARTER CORNER OF SAID SECTION 14: THENCE SOUIH 00'58'&'WEST A
OISTANCEOF635.00FEETTOTHEPOINTOFBEGINNING| THENCESOUIH0l'08'50'ffiSTAOISTNCEOF
260,14 FEET; THENCE SOfrH S.59'18" WEST A OISTANCE OF 660.65 FEETi THENCE NORTH 01.05,22. EAST A
DISTANCE OF 308.96 FEETi THENCE SOUTH 88.46,28, ilST A DISTANCE OF 659.22 FEfl TO THE POINT OF
BEGINNING, CONTAINING 4,3O5ACRES OR 187,538 SOUARE FEET. MORE ORLESS.
16.5' MONTAN STAE
LOT 2 (REMAINDER PARCEL) LEGAL OESCRTPTION:
A PORTION OF LAND LOCATED IN THE SOUTH HALF OF SECTION 14, TOWNSHIP 6 SOUTH, UNGE 93 WEST OF
THE SIXTH PRINCIPAL MERIDIAN, COUNry OF RIFLE, SIA1E OF COLOMDO. MORE PARTICULARLY DESCRIBEO
AS FOLLOWS:
COMMENCING AT THE CENTER OUARTER CORNER OF SAID SECTION 14: THENCE SOUTH 00.58.U, WEST A
DISTANCEOF655.00FEET: THENCESOUTH0l'0S50"WESTADISTANCEOF260.I4FEETTOTHEPO|NTOF
BEGINNING: THENCESOUTH00"50'34"WESTAOISTANCEOF39.S5FEETT THENCESOUTHSS'41'57"ASTA
OISTANCE OF 1 31 8.07 FEET TO THE SOUTHEAST SIXTEENTH CORNER OF SAID SECTION 14i THENCE SOUTH
00"56,0T.WESTAOISTANCEOFl3I3.5TFEETTOTHEASISIXTEENTHCORNEROFSAIOSECTIONl4: THENCE
NORTH 88'32'37"WEST. ALONG THE SOUTH LINE OF THE SOUTHWEST OUARTER OF frE SOUTHreST
OUARTER OF THE SOUTHEAST OUARTER OF SAID SECTION 14, A DISTANCE OF 1318.44 FEET TO THE SOUTH
OUARTERCORNEROFSAloSECTION14i IHENCENORTH00'5808"AST.DEPARTINGSAIDSOUTHLINE,A
OISIANCE OF 655.16 FEETi THENCE NORTH 88'37 09" WEST a DISTANCE OF 658.88 FEET: THENCE NORTH
00"56'51" ilST A oISTNCE oF 69.07 FEfl: THENCE NORTH 00'45"6" ilST A OISTANCE OF 95.01 FEET:
THENCENORTH86"59'lS"ilSTADISTANCEOF660.65FEETTOTHEPOINTOFBEGINNING. CONTAINING55.188
ACRES OR 2,403,969 SOUARE FEET, MORE OR LESS.
NOTES:
1, THIS SURVEY DOES NOT CONSTITUTE ATITLE SffiCH BY OLSSON NSMhTES TO OffiRMINEOMERSHIP ffi USEMENTS G
RECORD, FOR[L INFORMATIfr REGAROING USEMENTS. RIGHT$OF.WAYNO TITE OF RECOM, OLSSON $SOChES RELIED
UPON TITLECOMMITMENIPREPARED BYCOMMONWilLTH TIILE COMPNY OFGMFIELDCOUNry,NC., FIENO, O7O8O39A,
EFFECTIVEDATE: oCTGER 8, 2m7AT7;59M.
2. NOnCEi ACCORoING T0 COL(ruO UwYOU MUST CoMMENCE NY LEw ACTION BASEo UrcN NY DEFECT lN THIS SURVEY
WITHIN THREE TRS AilER YOU FIRST DISCOVER SUCI DEFECT. IN NO EVENTUYANY ACTION BASED UPONANY DEFECT N TNB
SURWSECOMMENCED MORETHAN TEN BRS FROMBEDATEOFfrECERIIFICAIIONSHOWN HEREON,
3. AW PERSON WHO KNOWNGLY REMOVES, ALTERS OR DEFACESAW PUBLIC ND SURW MONUMENTND/OR EOUNOffiY
MSUMENT OR ACCESSORY, COMMIIS A CUSS ilO (2)MISDEMMOR ruRSUNTTO C,R.S, SEC,1&ffi.
4. m56 OF BARINGS: BffiINGS ARE BASED ON THE SNTH LINE OFTHE SNTHreST oUMIER OF SECTIS 14, TOmSHP 6
SOM, MNGE $ MST OF THE SM PRNCIPI MERIDhN. COUNfl OF ffiFIELO. STAIEOFCOLOMO, BEMEN MONUMENTS
FOUND N SHOWN HEREON, BEING NORTH 88'32"34'4T WEST WTH {L BffiN6CONTAINED HERES REUffi BERflO.
5. DUETOffiIHEMTrcE ERRORSWtrHIN THE LEGIDESCRIPTIMSMCILtrANMSOF *EMEMSCOUIONOTEE
DEERMINEO, THE LOCATION FOR ALL ilSEMENIS AS SHOM HEREON M MPROXIMTE.
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F@ID BT NO 5 MAR
ruND Nq 5nfr r0rNC Cpre29
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BMK IOI4 PAGE 259
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SURVEYOR'S CERTIFICATION:
I, DNAL, SPERLING,ADULY LCENSED ND SURVflOR INTHE STATEOFCOLOWO,OOHEREBYCERNil
FOR ND ON BEHIF OF OLSSON ASSOCATES. THATA SURWY S frEffiOW OESCRBEO PREMISES WAS
CONDUCTED BYMEORUNOERMYRESPONSIBE CXARGE ON MIOBER23, MOT| IFURfrERSTATTNATSD
SURVEY ND THEANACHEO PRINT HEREON MRE ME N SUESTNTAACCORDNCE WN C,R.S. SEC,
ffi1-l06'UNDSURVfl PUf.
EXEMPTION CERTIFICATE:
frIS PUT#PROVED BY RESOLUTION OF THE 8OffiD OF COUNfl COMMISSIONERS AT GARFIELD COUNfr,
COLOMDOTHIS-DAYOF- 2OO7A.O,, INFILNGffiHTHECLERK
AND RECffiOED OF GMFIELD COUNfr. SUCN APPROVAL IN NO WAY IMPLIES NAIfrE INFORMTION SHOM
HEREIN ISTRUENDACCUUTE BUT OOES INDICATETHATBISPUT IS ffiMflFROMAND NOTSUBJECTTO
REGUUTION UNDER GffiFIELD CWNil SUBDIVISION REGUUTIONSAT THE TIME OF ITS FILING,
CURffi
WtrNESS W HNO NO Sil S THE CNNfl OF GMWTED
Amsn
C&NryCLHK
CLERK AND RECORDER'S CERTIFICATE:
frIS PUIWAS RLED FOR RECORD Iil THE OFFICE OF NE COUNfr CTEil NO RECOMER OF GNFIELD
DANAL.SPERLING, ftSru12
COUNry SURVEYOR'S CERTIFICATE:
APPROID FOR CtrTENT NO FOil ONLY NO NOTTHE ACCUUCY OF SURVflS. CICUUTIONS M
DWING, PURSUN TO g51.I01C,R,S.. tr NENDED,
GARNELDCilNfl SURWYOR
DATE
COUNfl A1-O'CLMK
-.M.
ON THE DAY OF
A.D,'AN0lsDULYREcoRDEDlNBmK-PAGE-RECEPTloNNUMBER-
ATESX
CTERK AND RECORDS
BY:
r 1,/4 COR, SC. 1+
FilND A5. roUXUM W
EASEMENT NO'IES:
I. BOOK 367, PAGE 59O IS A ELANKET EASEMENT GRANTED TO
GARFIELD GAS OAI}IERING COMPANY CO\ERING]HE SE I/4 OF
SECTION 14. EXCEPT FOR A TWO ACRE PARCEL AS CONVEYED BY
BOOK 217, PAGE 498 AND IS NOT PLOTTED.
BOOK 55 I. PACE 4?3
Jd AffiEMT
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FIGURE 3. PROPOSED PARCEL 15 SITE PLAN
HORIZONTAL SCALE: 1":2OO'
PUBLIC NOTICE
TAKE NOTICE that the Board of County Commissioners, Garfield County, State of
Colorado and Public Service Company of Colorado, have applied to the Board of County
Commissioners, Garfield County, State of Colorado, to request an Exemption from the
Definition of SuMivision, ptrsuant to $30-28-101 (10) (d), C.R.S. as amended, in
connection with the following described property situated in the County of Garfield, State
of Colorado; to-wit:
Legal Description Township 6 South Range 93 West of the 6ft P.M.
Section 14: SWI/4SE/I4, SEI/4NEI/4SW1/4,
NEI/4SEr/4SW1/4.
Practical Description The subject property is located southwest of the Garfield
County Regional Airport, 346.9 feet south of County Road
319 (Airport Road) and approximately 2,000 feet west of
the intersection of County Roads 3 19 and 352. T1r,,e street
address is 620 County Road 319, Rifle, Colorado.
Reque.st Description To divide 4.305 acres from approximately 60 acres of land
through subdivision exemption.
All persons affected by the proposed Subdivision Exemption are invited to appear and
state their views, endorsements or objections. [f you cannot appear personally at such
meeting, then you are urged to state your views by letter, as the Board of County
Commissioners will give consideration to the comments of surrotrnding property owners
and others affected in deciding whether to grant or deny the request. This application may
be reviewed at the office of the Planning Department located at 108, 8h Stneet, Suite 401,
Garfield County Admin Building, Glenwood Springs, Colorado, between the hours of
8:30 a.m. and 5:00 p.m., Monday through Friday.
A public hearing on the application has been scheduled for Tuesday, November 13th,
20/0.7 at 10:15 a.m., in the County Commissioners Chambers, Garfield County Admin
Building, Suite 100, 108, 8th Street, Glenwood Springs, Colorado.
Garfield County Regional Airport
Garfield Comty
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;/1o'cr-ocd fi.x- APR i 7 199ilILDnED ALSDORfe CouHTy CLERX
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SPECIAL ItrARRAT.ITY DtrED, ASSIGNME}.IT AM Brr r-OF SALE '|
Return To:
Chicago litle of Co1o., Inc.
L225 17th St., Suite 1570 t
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Denver, CO 80202Attn: Don Ford
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THrS SPECIAI, WARRA}I:Tv DEED, ASSTGIIUENT AND BILL OP SAI,Ej-s :!ade as of the i 15th day of April | 1992, Frnong Colorado-utc
Electric larociatiol, Iac., a colorado cooperative assocLation
whose addre,ss is 1845 South Tovnsend Avenue, Hontrose, Colorado,
Victor E. Paluderi jwhose address is 245 Park Avenue, ,35tb Floor,
l{ev York, Heu York (t}re r?rusteen), as Trustee for the Estate of
Colorado-Ute Electric Association, Inc., in Banlcnrptiy case No.
90 B 03?61 c, United States Bankn:ptcy court. for ttre Dlstrict of
colorado (the ttcourt"), collectively the gRet*roRari trrl-Etate
ccDeratl,o!, aDd ?raElrlicsioa Associatiotr, IDc., a Colorado
cooperative associatlon nhose address is 1.2076 Grant Stt'eet,
Thornton, Colorado (n1ti-Staten) and llrJbllc Sarrricc ConPaDy of,
colorad,o, a Colorado corporation shose address is 1225 17th Street,
Denver, Colorado (rPSCo"), collectively,the GnAlf,fEES.
i this inst:rruent is raade pursuant to that certaiq order of
the Court dated February 19, 1992 as suppleuented by that order of
ttre Court dated Harch 20, 1992 in.Bankruptcy Case No. 90 B 03751 C(the ilordern), which order'is attached hereto as.Exhibit n. The
premises conveyed by this instnrment are conveyed as Assets (as
referred to in the Order) of coiorado-Ute which Gn-}lXfORa are
authorized to se}l pursuant to the order.
1. Segy.gyg!-g. The cR lllroR'8 , for good and valuable
consideration, the receipt and sufficiency of. uhich is hereby
acknosledged, have granted, bargained, sold, conveyed and assigmed,
and by thete presents do grant, bargain, seIl, conve,y and assigm to
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rrl.-state and
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speci!ied:
Ii a. substatlons. Undivided ornership interests tolEi-State and PSCo as specifled on Exbl&il-g, attaclred hereto,in the substations whlch are located in the County ofGarfleld, State of Col,orado and are described on .EXbj.bIl-E(the rsubstationsi), togrether vitb aJ.J. transfo::uers, circtritbreakers, suitcbes, ueters, control. btrildings, busnork,conductors, pouer.. line carrier and related equipnentconstituting the Substatj.ons (the trsubstaui.on Equipnenti) ;
b. Rpal PrapeEEY. To PSCo an undivid,ed 100t
osnershLp interest in and to all of the real. property legallydescrl.bed as set f,orth in Exhibit. B-1, attached hereto,together vith alL and singrular tbe hereditauents and
appurtenances. tbereto belonging, or in any way appertainingtherefo, and -the reversion and revelsions, renainder and
reroainders, rents, isiues and profits thereof, and all the
estate, right, titIe, interest, claias,and denand vhatsoeverof the GR.uuoRs, either in law or equity, of, in and to the
bargained prernises, with' the hereditanents and appurtenances(tlre trReaI Propertyx), together urtlr: | .
i. 111 rights to ditcbes, reservoirs, and,reIIs, and alJ. adjudicated and unadjudicated sater rights
and rights to qurface uater and grround rrater on, under,
used ufon or in/connection wittr oi otlrqrrise appurtenantto, .the Rea:l Propertyi
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' ii. All uLneral. interests in, to and under the
ReaI Property not :heretofore conveyed, excepted, or
reserved by otlersl and
It iii. AII rights of uay, easenencs, licenses,penaits, unexgrired leases and otber real propertyinterests nicessar? fOr the operation of the Substations,includlng but not liaited to ttrose identif,ied on Exhibi-qB-1 attached liereto (the iother Interests,);
provided, hoveveq, that the substation located on tlrat part of
tbe Real Property comonly irnorrn as. Rif1e 3{5 kV Sub .Area Er
and the narehouse located on tbe ReaJ. Property cora:aonly knorrn
as ttre nttfe l{arehouse are specifically extfudea fron the ReaI
Property conveyed herein.
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PSCo, their successors and assigms forever, all
and interest of the GRIII1!OR.8 in and to the follouingtbe- rConveyed Assetsx) in the Eanner hereinafter
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c. PgrsonpJ.-. Prooerty. Undivide<I ownershipinterests to Ttci-state aud PSCo as speeified on Exhibit B,
attached hereto, in all other furniture, fixtures, equipnent
and otner tangible personal property uhicl^ is located on the
Real Property or other Interests; exclusive, however. of (i)all inventorT, tools, spare parts. shop and garage equipuent,stores egulpnent, porer operated egu';ipaent, and otrhe-r rnaterials
and' supplies shlch'are Iocated at, related to or used inconnection vith the Substations and (ii) aL} teLecoununi-
catir',.rs equipment located at the Substations, including butnot ll.aited to, nicrotrave, tno-uay radio, telephone,satelllte, flber optl.c equipaent and, related touers andstructures (the nPersonal Propartyr) .
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Exqgp-tjngjlnd.exclqdinq fron this conveyance the federal incoae tax
ounership and unrelated tax benefits associated vith Rif1e 345 kvI?ansnission sub Area A and.'ififfe 345 kv fransnission Sub Area Bheretofore conveyed by Colorado-Ute to Norfolk and Hestern Railruay
Coupany ("N &,l{") pursuant to a Safe-Harbor Lease dated Septeuber20, 1982 betwPen N & W and Colorado-Ute-
z. Sq]refance- The GR;I}IBoRB hereby reserve all right,title and interest in and to the telecou:uunication eguipuentIocated on or affixed to the Real Property and other fnteirests,includlng, but not lluited to, aII nicrowave, tvo-vay radio,telepbone, satellite, fiber optic equipnent and related towers andsttltctures, and trtre GRlrt:EoRa intend that such telecoununications
eqr:.ipnent be severed, fron the Real Property and Other Interests,even if physicaify,attached tbereto ind deened to'be personal.propeft,y. The GR.a1IToRE furttrer reser,ve a iicensei in]and to tlreReal Property and other fnterists upon' vhich such
telecoumunications equipue,ilt is located, which License shall pe:mit
the Gnell,l[oRS, and their successors and assigns,l to aI]ov the
telecourmunications equiproent to rqaain localed on sucti ReaL
Property and other Interests. The license hereby created shall beperpetual and rent' free; provid,ed, tbat, such license: shalLautomatically terainate at such tiue as the tel"t-co unicationsequipuent is no longer utilized by the ouner or owners of suchequ5.pnent. r
iri:3. capacitv Entitlerne.n!. An entittenent for Tri-State
and PSCo to make use of tle transfer.capability of the Substationsin the tranner specified on Elhibit -q, atiached hereto, (thenCapacity Entitlementsn). The Capacity E:rtitLeroents are subject to
and nay be nodified fron tine to tiue in accordance uith, the te:nsof that certain Contract for Interconnections and TransnissionService dateC ,aq ofi epril fS, 1992 by and, between' Tri-state and
PSCo. The ormership'interests in the Substalions are specificallysubject to the resiective capacity Entitleilents'of fri-state and
PSCo which are herein assigned.
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{. Pe:mitted Liensr--. -Ite..ponveyed }.ssets are hereby
granted,- bargained,. sold, conveyed and aeeigned pursuant to tbar*' order-free and clear of all liens, claias, encuEbranccg, righta of
third.: pa:tles and interests to tlra'extent ef,fected by the Order
except.for ttre liens for crrrrent real property, pcrsonal property
or ad valoron taxes which are not yet due and payable, uhich lieng
are pe:aitted under tie order (tlre rPorritted Llensr) -
5. Srreclal, If}:rranty; LLnltatlon on ,Ifar13rntl$lr.
'll
a. 5he Trustee hereby covenints rLtlr the GmIl8E88,
t-helr auccessors and assigns to the Conveyed Assets, that the
tnrstee has not, for hls part, done, executed, or sUffered any
__- 4ct. gf _thing whatsoever.ihereby the above-described Conveyed
essetJ or -Jny part tlereof, nor or at any ttt" hereafter,i shall b€, inp-erilea, charged, or encu:abered in any E'anner' whatsoever other than the petmitted Lf.ens, and tbe [?ustee
hereby agrrees 'ttrat he shal1 rarrani and defend ttre titie to
the Conveyed Assets against aL1 and every Person and persons
clal"uing the nhole or any part tJrereof ttr.rough or under the
r T:nrstee. I
b. i Tlre Tnrstee, for binself and his successors and
aesl,gns, .covenints witb, the GiEilf,lEEB and tbeir succeasors and
assigms to tlrerConveyed Assets ttrat ttre I?ustee lras good and
iavful right to grrant, bargain, se!.I, assigm.and eonvey-alI
riEbt, tiite'and -lnterest, Lf, any, of the GRr$roBg in and to
ttr6 Conveyed Assets pgrsuant to the-Order, and tlrat all acts,
conditloni, and, tbin-gs required by lar to be perfor:add by tlre
fnrstee rela|ing to ttre authority of t-he Trgstee to exeeute ',
and dellver t[1s instnr:oent bave happened or have been
perfo:med in a fo:o and :uarurer as required by Iaw.
t\
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: - D00x S28 Pt0r989
C, .NOTHITI{S?A}IDING A}IY STATIHENT OR .[rYfiIr}IG Er^sE.. IH THIS S}rCIEL W}RR}LNTY DEED, ASSIC}IHE}IT AXD BrI.L OF SAI,E ro:TIE COICf,R.},RY,. EXCEPT AS E)(PRESSLY SEr POR1IH r}' PARAGRA.PHS 5(A)AltD 5 (b) , rrIE TRUSTEE XAXES No REPRESENTi,TfONS OR I{ARUTNTIES.OF }'XY KTND OR NAIrURE WHATSOEI/ER TO CR.III:IIIS OR, GTIrIEE.B'
SUCCE.SSORS A}ID ASSIGNS.
i -n HrrNEss *HERE.F,
'GRilClOR8 on the date set
TgE rrli..Sri:
Victor H - Pallqieri
this lnstrunent has been executed by thelorth above.
v2Q,,-."
V:.ctor H. Palnieri, iruCtEe
S:rATE OF NE}T JERSEY
€o"rrLcouN?Y oF-+i{iD3dfl
Jl The3/"'a"y or _t6r the Estar
)
)
)
ss.
Bankruptcy case No. goBo3761c, unlted states Bankruptcy court forthe District of colorado. wltness ruy hand and offitiai seal-
: i .^-tZ:"'?:?.c:l:ri:.v
HATVER or RrcHT To pAa?rrroN ",i;!:f,i';;:i;,,ri;.: .;;S
So-)rong:as th-e Substatlons whLch are ormed on an undlvlded basld byTrirstate and PSCo, or.; any part thereof as ori.ginally constnrctedlrecrinstrucqed or oad"a' tc-li used or useful foJ the tlansnj.ssion ofelectrlcar porrer and energly, or to the end of the period pemittedby appllcable'lan, rhlchever llrst occurs, I?i-State and pSCo eachhereby waive (heir,rlght to partltion, uhether by partition in klndor sale and division of the proceeds thereof, and agree that theywiLr not resort to any actlon at lav or in eguity to partitlon anifurther vaive the beneflt of aLl laus that nay nov ror herealterauthorize such partlt!.on o!, the conveyed Assets conprlslng suchsubstations. A1I lnst:lrnents of conveyance whiqh effect, ev-idenceor vest the ounership interests of r?i-state or psco in a granteeor such grantee's successors and aselgns shall contain this-salver
I insiruuent sas acknowledged bef,ore roe thls, }.992, by Vlctor H. Pahsieri, as Trusteef -CoLorado-Ute Electrlc Assoslation, fnc. and ln
Llrrc. r?a
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t25x
Boor 828 u6t990
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agreed that "ii. covenant shall bo
TR.|LNSHI S S rON ASSOCIATIO[,' i]IC..."..
1:
---.a:@/tde"
))ss. ;l "ii
5.nqr instruDent vas ack
day , 1992, byin their capacitf-iE
, respectively, of puE ervICecorporation. tlitness my hand and
-E-
^rL The {oregoJ.ng lnstrr:nent vas acknor}edged bef,ore ae t}rl.s
U__ day o(. UiJ* , tggz, brl *1, t l.Zr=-an* and
lH.Ea- VgPqv- b! q>
_, respectively, of Trr-State Generat,ion
xy cou:rission iexpires: t d r/ I a
o( right to partitlon- It is
deenad to'run vltb the.land.
PUBLIC SERVICE
cotoRADo
STATE OF COI.ORADO
COUNTY OF DE}IvEa.
COMPA}IY OF
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By I
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A;'#.1't3-K"s&o,
Attest:
STATE OF COI"ORADO. I) ss.
corrNTY oF DElrvER )
T!8 qprggoJ.ng lnstrr:nent vas acknosl
and .g r) b-, T4 t, , ,., fespectlvely
Notary Pub
and ?ransniscion Assbciition, rnc-, a colorado cooperativeassoclatlon. tf{tnesi uy hand and official sea}. : ,
Theofr before ue this
and
I CoEpany
offlclal
ffi-i[.tfrf+
! ,a-ar 3.aa'a
(3;crp.!\qd
#';::=;4
Notar* tsubt-ic
Hy cournission expires:. t46-fr
t*
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EXHIBIT A
.UNITED STATES BANKRUPTCY COURT{oR THE DrsTRrc? oF corrRADo
rN RE:
COLORADO-UTE ELECTTIC ASSOCTATTON, rNC.,
Debtor.
Bankruptc],' Case No.
, 90 B 03751 ;C
i
oR,En coxrrRHrNc sEcolrD l.rElpgDl ,or* pLax op REORGltrrZlrroN,a'8 HoDxFrED, PRoPosED By ?u8r,rc gzRvrcE coHpArr or coroRlDo,P}CITICORP ELECTRTC OPERATTOXS, TRI-ATATE GEHERI.ITON AIIDERAlrSHrssxoN Assocr],Trox, rlrc- AIID rUtERXOIrlrmJN
; FIIEAT ELECAnIC ASSOCIAIToN
:$Irs case, came .bef ore .he court for hearing on February 7,L992,' t'o consiier conf ira"ii"n of the second .},:rended Joint pran ofReorganizati.on prop.osed by puuric service coDpany of colorado.Pacificorp slecrr-ic . opiralions, -Ei_st"t" Generation andttansuission Associari-on,- r;":-;;a d;;;ntain R'ral ErecrricAssociat,ion, as raodified irr:- porr Solicitation llod,ifi.cations toSecond Anended Joint'1pran oc-R"organi.zation d,ated January 28, 1992and February ?, tggz jand thi; oratr l-"fiani,i-1-=* -o'**o'r.',
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,i:?he Court has revier+ed tire recordsconsiiered the folloring:
A. objections t,o confi:mation of
and. files in this ca\se and
the Plan filed by:
1. Associated Electric and Gas Insurance Li:nited,and Aegis Insurance Services, il;:;
2. centdl- Fl^"-"ari_: conpany, Centel Corporation,' and UtiLiCorp United, frrc-; , ---
l,
3- williaL v. ?aylos,.. '
t.' 4 - i ?he United States Depatuent of . Energy,including ur: DepartEent of Enerqy,s l{esternArea pover Adninistrat,ion; ----.7r
Bank, National A,ssociation, astrusteer-
{
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- 5. CenrraL. indenture
. 'Capitalized tqirBs used and nothave the ueaning given to suctr t,elasAsset Purchase igieernent).
I
defined,
in the in this Order shal1Plan (including the
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Nonrgsg Bank Hinnesota. Nationar Association;
7 " pyropouer corporation; and
8. united staces Tru.st Conpany of Neu york, asTrusteer &Dd the or.rner-pl"a:."ip""t=; 'v4
B' ?he memoranda filed, by certain,part.ies in support of andin opposi:ior ro tr," ouiLtioni,-a;;-;;itten a,a ocnJi tesrinonyoffered by the pr;;-pii'plr,"rrcu and, accepced, by the ciurc ac rheFebruary 7,, Lssz-h;.;i;;;"i;d ti.**!ii;"", introduced by otherparries in inrer.=t uc i,t L ;;;ri;;, .=-..
p"=.s.:i ..TH""X*:J:;, T:"ir"rt, T"1r1*.."o inro evidence uy .ri
D' The offers of proof, arg:u!.ents and stipuJ-ations ruade bvcounsel for the various piiri"i Jil;;;iru"ry 7, tsgz near:ng; ani.
,.{od j.f i;a.i.'I" ptan,l .fr" uorions to Aporov_e _ posr ,"r;;;".r"1:,,trorions * ;:Ji?_i,:""ltiuended roi;; pi'u" "r Rporsanizaricn (cher:1.';:ii;4.*i:"#t1i:"::iT:Iii'::'ii?'"*X$.'":i**::iff
'
.n"'Iiiilti!"?tl['r"'r"JT;'4"..n;:.::krillT"itrr.i,ovised,makes
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I 1. colorado-UEe Electric Association,. .fnc- (,,Debtor,,) filea iits'vorunt'arv^ pecition ;;;;; chaprer rr--ot --he BankrupEcy cod,e onHarch 30' ';:ll- i"--.ir"*"iln=i."o st.t"= Ji'x=,r"""y colr-,-. for rheDistr:ct of co.Lorad,o. orr'-o1 about ir*=a 17, Lggo, victor H.Palmicri'vas appror"d- uyri" court .= frru1ee for the Debror.
I: ::-i: #:**, :"":"' ?:,i:IFi:I* lr i"';Ii:3.i.:,";:l :,liiif ,.:;ITransnission ar"o"iarit",-"in"- t;rli-stiie,), -and,rntqaountainRurar Erecrric . - Associ.tior, -
'1"rnea.;i-' (colrectiverv ,,planProponentS"), .fileJ' .;;;i; second aien-ded _loinr -.r:.o, otReorganizationi"itris"i=Tiu.eaoecerau"r-i,,1991.rhadp]anvas
nodifi.qd on January ia,- G; and February z, 19e2
r 3- Afte
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connecrio,.,;i-;;.F""-":lf :?r:.ri",:i::+""i*&l."T:#.i1Ti=.,i:approved by the court,ir'oiil" dared o"""ru1r zo, 1991- :llt .Bfter approval of _!h: Disclosure Statenent, ,*. plan :Proponents causea tlpi"-=-oi'ar," approved Disclosure stat,emenE, the
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&." Dccx 828 P$E993
PIan, ballots for accepting cr rejeccing the PIan' and the order
fixing che riue for.subnission of Uillots and for filing and serving
objections to "";;1{r;;;;"i trrl pran tg be served upon arl parties
in interesc in inir'"tte in accordance uith the orders of the Courtr'
the locaf rufes-afpiicaUfe in this District, the Federal Ru1es of
Bankruptcy Proceduie, and tne apflicabl_e.provisions of the Code, and
notice of tfre -order approvini the Disclosure Statenent to be
p"Uii"n"a in accoidance Litf, iii tenos. Notice of the confi:::nation
hearing and of the date for-locing on and filing and serving
oUjecCions to the Plan is adequate and ProPer in all resPects'
5.cnJanuary28,1992andFebruary7,.:,.992,-..t}.PIanproponents filed .rrd r"rrea tireir Post-Solieitation Hodifications
and the Notions to tlodify. N;;" of t'hi :aodifj"cations adversely
change the treaulent of any class of claims that, has not consented
to such modifi.calions-
6-?hePian,co:rrpliesvithal].applicableprovisionsof
Title 11. I l
7. The plan proponents have conplied vith "b.f applicable
provisions of Title 11-
S.ThePlanhasbeenproposedingoodfaithandnotbyany
means forbidden bY law-
g.Anypay'Ilentmadeortobeaadebyt,heF..nPrcponents,the
Debtor, the rrustee,i or a p""iot issuing secu- :ies or acguiring
propertv under the PIan, f.or ilr.ric"t or for costs and expenses in
;;-i,\-;";""ii"n uith the casl, or in co-nnection r'rith the Pran and
i"":.a."t to the case, has ueen approved by, or is subject' to the
approval of, the coura 1t reasonable''
:
Io- The pLan '?roponents have, idisclosea the identity and
affiliations ;i any individuals proposed to serve' after
confiraation of the plan, as a director, officer, or votj.ng trust'ee
of the Debtor, an affiliate of, the Debtor participating in- a joint
plan vith the Debtor, Or a successor to the Debtor under the Plan;
tUe appointm"niJ" "i """titt"r,". in such office of such individual
is consisrenr, ;ith A;-iil;.iis or creditors and eguity security
holders and 'riifr public policy,' lnd tl" PIln ProPonents have
disclosed the ia"r,tity of any insider- that wiII be euployed or
retained by the Debtor- and the nature of any'comPensation for such
insider-
i
il. Any governmental legulatory couruission witlt jurisdiction,
after confirloatlon of, the PIin, ov-er the-rates of the Debtor' has
approved any :iate change provided in the PIan, or such rate change
is'expressll qonditionLd on such approval'
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I2. wit,h respec-- to each irnpaired class of claius or
intereses, each noider of a cla!:a or interest of such class has
either accepred the Plan or r+iII receive or recain rlnder the Plan
on accounr of such claira or interestr ProPlrty of a vallue, as of the
Effective DaEe of the Plan, t,hat is not less than the anount that
suchho}der,o,lasorec"iveorrecainiftheDebtorL,ereliguiciated
under Chapcer 7 of, Title 11 on such date'
13. Classes L, l(b)(1), 3(b)(4), l!o), and t(o) are not
i:npaiied under the Pla4' classes 2 (a) (1) ' 2 (a) (2) ' 2 (a) (3) '2(i) (4), 2(b),2(c) (r), z(c) !2), z(d) (?.) through (7)', 3(a)'.3(b)(3)'
4 ibi ; 5 (a) , ' -s tul ,' 'stul ,' i.[o) and ? (b) have accepted the PJan.
Therefore, .*".pt'as'froriaea in Paragraph 20 of this Order, uith
i"=p".C to each'class of 'claj.ms and ingerests, e'ach such class has
either accepred the PIan or is not i:apaired under the PIan.
I4 - Except to the eftent that the holder of a particular cLairq
has agreed **o iaitferellE,,--r€!EtDent of such claiu, the PIan provides
it "t;- *ith r"=p."i to a, clain of the kind specified in Secrion
507 (a) (f) or (Z) of the code, on the Effective Date of, the PIan the
notder'of such clai:n siLl receive on account of such claiu cash
"q"ir-t" the arlosed amount of such cl^iru' r'rith resPectr' to a class
of clains of a kind specified in Section 5O7(a)(3), (4), (5), or (5)
of the code, each hoider of a cLain of such class uill receive cash
;; th; Effective Date of the Plan egual !o the allowed aruount' of
such claiu; and lrith resPect io a itaiu of a kind specified in
Section 5O?(ai (?i of tfre Code, Che hoLder of suclr cLaim uiLl receiwe
on account of 'such clain casb on the E!f,ective 'Date of the Plarl
equaf to the allosed anounc oi tucf, c,,Iaim' \ '
15. At least one' class of claiss that is', i:apai.red uader
PIan has accepted .' thP iptan, dete:::nined trithout including
icceptance of in"}ri", by an insider.
16. Except to the extent that liguidation is proposed i:r
plan. conf iruoiion of the Plan is not likeIy t,o be f-olloued by
iiei;ia"ii]" "t neea for further financial reorganizat'ion ot
Debr-or or any successqr to the De,btor under ihe Plan. t
L7. AIl tees payable under 2a u-s-c- section 1930, as
dete:ained by the Court, at, ths hearing on confi:rrnation of the Plan'
;;;;-;;; piia or the PIan provides f5r ttre Pa'Eent of such fecs gn
Lie erfect-ive Date of the PIan'
18. .I'he Plan p,rovides fOr the continuation, after ' the
Effective Date, or por*cnt of all retiree benefits, as that' tera !s
defined in section iru ot the Code, !t the- level ,es-tablished
trursuanr to suusecrion (e) (1) (B) or (g) of Sect'ion 1114 of the code
I;-;;; -airul prior to conrir:oat'ion of the Plan ,for the duration of
ir.e-piri"d th; Dabtor h6g r5.Iifated itselt to provide sugh benef its- ..
o
the
Iany
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rhe
the
L-4
t,
19. AII conditions
Section ?.I of the PIan
by the PIan PraPonent's
PIan-
?-,:-r Boor 828 PlsE995
to confirnacion of --he PIan contained in
have been eicher satisfied or duly vaived
in acccrdance wich che p=ovisions of the
DECREED:
raodif ication
20.Notwithst,andingParagraph13.ofthisorder,alloft'he
applicable reguire,ents or seciio' rrzg(a) of ihe code, other than
Secrion 1129(a) (8), are net Lrith respecc to cLass 2(d) (I) ' lrith
;;$;;; io =""ri tto=s, rhe plan proponenrs uodified the Pl.an at the
confiraation llearing to d'erei" poiogT lPh:.6'11(e)' 5'4(a) (i) and
;:;(;i?iit- of the plan, and to lubititute the folJ.owins as
earigiiph s.4(a)(i) of t'he PIan:
i
"The Trustee shall establish an interest bearing account
knoun as the 'Pyropower Reserve ACCOunC' on the sffeccive
Date.eyropouer,s].ienshalltransfert'othePyropoger
Reserve ecdount. PSCo, eacifiCorp and Ari-St'ate t'ti11
eachfundthePyropoverReserveAccountontheEf{ective
D;i. "itl, cash -,:r L clean letter of credit in the 'amount
af 52, coo, OOo each' l'lhen the CIas" Z ({.(r). c}ai{--shall
have been l,Ilovea or disaLlowed by a Final order, Ehe
Trustee shall, unless t'he CIaiE !'as disalloued, nake a
;;;;-Lg"inrt any such Le$ers of credit, in an aEount
equal --o one-third of, such AlLowed Class 2(d) (1) Clain
andtheTrusteeshallPayt,oPyropowerfromthePyropouer
Reserve Accoung the arnolnt of the A]Ior^red C]ass 2(d) (1)
clairn. Ilunediately thereafter, the Trustee shall: (X)
rerurn tG origiial Letter of Credit to the 'Plan
Proponenslrhofu-rnishedit;and(2)payt'hebalanceof
thePyropowerReserveAccountProratat,oeachPlanproponenJ-"no deposited cash, instead of a Letter of
Li"iit, into the Pyropo'er Reserve Accounc''r 1 .
pyropover consented to the foregoilg:nodificat'ions and trithdrew its
olj"ttion to confi::uat'ion of the Plan'
2L. t{ith respect to cl,ass 4 (b) , the court finds that in the
event Class a (b) his not accepted ttre P-Ian pursuant to S 1129 (a) of
the Code, t5e pi." is fair ana eguitablp. and does not discriuinate
;;;.i;it'witn i.rp""t to_such clais for the reasons stated of record
., @
Upontheforegoing,itisoRDERED,ADJUDGEDA}|D
A. Tlre'Hotions to Hodify. ar-e iran:ed and --he
contained in paragraph 27 of this order Is approved.
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828 rm€96
B- The Plan is herebY confirmed
1129 0f ihe code;
in accordance with Section
or rejection of contracts
approved-
of the PLan ind anY other
uaiver of the conditions
this case to the
S.c- S 157 and 28
and assignment
in the PIan, i.s
PIan ProPonentsnocice by ma j.I
to each parcy uho
G- ?he
urisdiction over
Code, 28 U.
C. The assumPtion
and leases, as Provided
I
D'. The ssles of Assets,
and, to the exEent Provided in
respective purchasers free
encumbrances, rights of third
E. The Trustee is authorized and directed to take all steps
necessary and appropriaEe Eo iraplement and consutuuate trhe PIan and
iif "f tfe traniicd'ions contenplated in the PIan, including but not'
Ilnited 3,o execution and perfor:oance. of the lsset Purchase Agree:nent
il--s"U=tantially the forn att,ached to the Plan as Exhibit, 1-
F. The
Order, give
Conf irrnat ion
Hearing -'I
DroDercv of the EsEate shall noi revest j'n the Deb-'cr'r---i - I I
as provided in the PIan, is aPProved
the Plan, such Assecs are sold to the
and clear of alL Liens, clains,
parties and interests.
shalt, promPt1Y after entry of this
of the entrY of chis order of
received notiie of the Confirmation
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United
H. Notwithstanding Farag5aph..7.:3
provisiot oF the PIan --hat uould"pernit
Purchase Agreernent, thetorrtained in Chei Plan or |he.[sset Purchase Agreeraent, EIre
conditions contaihed in Sect.ion 10.02(d) of the Asset Purchase
Ag'reenenc shall not' be waived.
I the Plan ProPonents andI. ?he follouing Stipulation among
\Creditors' conloittee is aPProved:
1,
"No Alloped, Class 6 (b) Claius of Salt' River or Plat'te
River uhich a;ise fron the assr:roption or assuuPtion lrj.th
modifications of I the Yampa - Project Participation
Agree:sent or xaydeir Participation AgreeBent shall be
enti--led to be paid frou Fund II-t'
. J- I tfre Court
extent Provided'bYu.sl.c- 5 trrl. i
.' Dated
clask
Bankrupt,cy Judge
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F.R!-P- ilr. Fo..Flo9 h" o{ &------.:-/"-qJ
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B:3[.u'r;*^o:,p.*.n
ooor 828 PIcE997
UNITED STATES BANI(RUPTCY COURT
FoR THE orsrnrei oF coLoRADrr
BankruPtcy case No'
90 B 03751 C
COIPRADO-UTE ELECTRIC ASSOCIATION, r,NC-,
1-Debtor.
FILso '
BRAoFoRo L qqEQLe-EF
ORDER GBI\NTING UOSION TOR
HODITICEIION OT TEE COITSXR}TED EECO!{D A}TENDED
JoTNTPLN{orREoRGNtrzATIoNtr}IDPoRcoRSEc.:oNi or ctERrcAl ERRoR rN colrrrzulATroN oRDER
tfri" matter is before the' Court upon the Motion for
Modification of the confirmed second .l'nenaea Joint -PLan of
Reorganization and for Cor.-"ciiot J.CtericaI Error in .Conf irmatiotr
oro"i ("Motion') filed on ttarch :, tbez,. by Public se:rvice company
of Colorad,o, pacifiCorp Elect-ri" bp.t"iiorit, Tri-Statre. Generation
and Transrnission Associat,ioil- ii;., and Inte:mountain Rural
El.ecrric Assoc iat,i on ( col lectivLly-;- ih" "P 1 "n Proponett^t " l-'- Notice
;;;i;;';"#-n-i1,lT-;;;;;;;-;; L"l;I Rure 23 and- the court having
i""Eii"a no {imely fiied objections, ii is :}:erefcre'
OR ERED thar the pLan Proponents are permitted to modify !hei1
Second Anended Jor!.nt\ Plan of f.Iieiiiriui6n (the "Pla.l" )..:P'itted
in the above-captioned. case UV-iif.i"g the Proposed Modifications
tet forth in exiriuit A to Ehe Motion'
I, IT IS FIIRTHER ORDERED that the Proposed Post'confirmation
Modifications are hereby approvea and that the Plan is hereby
conf i:ned as nodif ied by the Proposed Post-conf i::uation
,t
oRDERED that the Confirmation Order dated
previousfy renaEiea by'this court il--!hi:
irereuy coirected by changing the reference rn
conf iraation orde? fron ','iparagraph 27n to
: IT IS FI.IR$IER ORDERED
pursuinc to Loca} RuIe.23 is
I
DATED this ) 6fray of.--
L992 -
Hodifications.
Iir rs TuRTBERiiFe..bruary t9 , L992,
bankruptcy actiori is
paragraph A of the
"paragraph 20".
tha'the Notice,
here approwed -
given of the Motion
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I
I
Fr.zll.<r OzJc.<J *{nat }{. ?1.^ P.oporr.^{s sLll
g.rvc a. crrgy -l 4l:s Crolcr uerxr ari -pq-tics-g-
i^l<.rrl.
ffi5 United States BankruPtcY Judge
E)CHIBIT B
GARFIET,D COU}flTY
Boot EZB ?$E998
following
il'
1.
z.
To each of the GR:Arf,tBEa an und'ivided sot o''nersbip interest in
orra to t}e fo1.ioritg personal propertyi '
-ssbElatigE: rnll1o 3{5 xY substatlolr Araa E
Together vith an undivided 5ot interest to eaclt of the
GR:BrIIEEB in , and. to the st.rrtiiiiot' Equip:lenE and Personal-
ProPertY.
;
l-OOt ownershiP in and to ttre
!il
I
Su.bstatiql: ;LMa 3{5 kV TransEis:riou
Together vith an undivided loot interest in and to the
Substati"tt iq,.ipr""t and Personal Property'
3. To psco an undivided loot ownership interest i-n and to the
To PSCo an undivided
propert;": .' ;
folloving ProPertY:
6r:.bstatioa ArBa D
)
4.
substqtion: l'nif}c 3{5 kY Traagnission Eub3tatlou area B
logether uittr an undivided' root interest \in and' to 't}re
ilts]Gai"tt iCi.plo"ni ana Persona.r Property'
To pSCo an und.ivid,ed loot ownership interest in and to the
iorioting proper{Y: '
Substati-o.I: Rif,la araasnissioa SubstatioD '}=oa A
Together rrith "i urd'ivided loot interest in and to the
il;;;;fioo ffiiPrent and Personal ProPertY'
Lerer196
I
:
i
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ra-11
slll/4sEL/4 sEcrroN 14
WEST OF TIIE 6TTI P.I{.,
TOI{NSHTP 6 SOTITH R.A}TGE 93
ianiisr,D couNrY, coLoRADo
Boor( 82S rrct939
!.I3I,E SIIBSTATIOT{ USBR
' : Nr{ R:3-LE -srIBST'[TroN'tnirr"
-i+s rv sub Area E)
fniii*-s+s-iv Trans Sub 'Lrea D)
(Rifle 345 kv Transm:ission Sub Area B)
teirlJ'ii"o-='i=sion sulr ^A'rea A)
.ser,/+Fsr /45:vt/4 oF sEcTIoN,1-4' A![D NE1/4 sA!4
slu/4 oF sEcrr6r-inl-er';- ry-p*snrP 6 solm{ RANGE
93 $rgsr o, Trr""lri'iM, GARFTELD couNTY' coIJoRADJ'
AND
EEEIEIA
I Inst=u:oeeg t95
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?1-*-Ttr?T a
CA?}CI$T ENTI.TLE}TENTS
:
1.
2.
Sub+t3tion
Rifle 345 kV Substation
Area E
nifle 345 kv fransmission
Substation Area
Rifle 345 kV I?ansui.ssion
Substation Area B
B,ifIe Transroi.ssion
Substation Area A'
rfl-S,Fate gapacitv
En!.itlenent*-
50t
50t
50t
50t
3-
4.I
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lr
B00x 828 frci qqq F,
PSCo caEacity
Jntitlenent
50t
50t
s0t
50*
I
loanal ,6
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Proj ec+Iccess Road
CCLOF-\DO-UEE ELECf RIC ASSOCIATION, INC.
ACCESS EASEHENTRErdodat_
Boption
srlr:l( 5E4 'lce116
FE8 2 1 1986
MILDBED ALSDORF, RECOBDERc .FlE[ n courTy, coloRaDo
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AO<NoI{LEDGEIT€NT
STATE Cf COLOR^DO )
ss
couNrY oF DEIiVER I-.)ff-";;,". r .i
The;'oregoing.i.,istrprrer,trasacknoHled9sdbeforeEthis1othdayof@
rg 86 ';']iov -P,OB'ER- E. ,gHANCELLoR as General Partner, Riflc Lanc .tssociates. Ltd
*,t*i, iny hond and of ticiat sc!|.
i4y coanission expires Januarv lB. 1 gB7
Kr.on ALL i.EN gY THESE PRESENTS thai th€ uooersigned Rifle Land Associa
ot the Cdjnty ol Garllel State ot Colsao,
rho3€ address is 521 lTfh S]rffit' Suite 1255' 0enver. Colorado 8029f .
hereorter "ete".ed to asGrlntor tor 5575'00
rcceipt o, .hich is nereby trkffiledged, does her€by granf unto Colorado-tlte Electric Associotion, lnc.,
rhoso aadrcss is P. 0. 8ox 1149, !'lontrGe, Colorado 8t402, heresrter reter"d io as Gr!n!ee, and to ifs
succ6sors or lssigns, the right, privi lcg€, €nd eas€Ent to uf i li2e rn oxisting road olBr and acrGs the
lolloriqg Gscribed p.opedyr situated in the Cotnty of Gsrfield , Ststo of Colorao;
Soufheast Qulrrer (SEt,/4) Sestion 14, Iornship 6 south, Rmge 93 licst, of tho 6th p.M. Gartietd County
Colorrdo.
2. Tbsi the prpose of this easeilpnf is to isrs fho right ot irqr*s and egress io ! substation siterhid! tlrra Grlnt€o vill construsf, reconstrucf,, oporate, repoir, aainiain and ll necesslry repl.ce on iaoroylands. TheGratte€ lgrffi that its uso of fhs &ovo Gscribed prqerfy shall bo linited to such plrpose.Furlhar, Grontor and Grantec lgnc€ that the t€m ol this eccas easerFnt shal I bo ,or. 6 long as tha saidsubstrition site is cporated lnd mintained on said n6rby larids.
l. TheGrante shall P.y ,or an)' e::d atl phvsicai d6r€gs thn!'nly b€ clirscd ln th€ tls€ of sald EccasrooO ovcr ud &ross th€ property of th6 Grarfor.
4. The Granteo cgrees to Ec€Pt stJifable alfernaie access in tho 6rent Grantor charEps th€ locafion ofall or part ot th6 exisling access ro!d.
5' The Granfor convenanf3 and xanranfs that he is the orner of tho above described land, subject io.suchdolecls, @isior.JlnG ;n?crost3, licas. cr eialfilrs3cs !s rly nc{ EFrefr 6l recgrd.
lN l{lrNEss liHEiaci, fhe crantor has set his hand and "s.1 16;. 10th day of lebruarv
rs 85
\.)\$-:-
DI}?iTCSE
Docui'E'I\,? Nq 19 2 d
../.
:::, ::: :.;i i i" =oi " I"ii' !il?i. oXill.i3l; ::fi i :li,:il,l:: ^S:li:;::
;
sBcr( 684 :rc:11?
l_:r5iF.pI_]:ri 1i. feet wide siruared:l:. ::::l':::-!::'::' rNwiTisii;i;";"in, the Northerest Ouarter ofs-L \luqrlEr tNwr/49L114t asd the southeasf o"aiGi-ir-irr":3'.:!::"t-?u3:."I .(s_E?/4sB!lii,'i6".ion r4, rownqhin ( ca..+r::^r:::i :i, :l; i.;';;( ;:i"{i, ;"ii5iiil Ii;,IlIX"l:X"f.:"::l:_}::;;
f o.Ll ows:particularllz discribed as
3*?iHITi.o:,^":?:*I-Lr?i_wli.I rhe sourhwesr corner of Ehegl (.i#i /1, B f ,i" I j f
.:::: " tl- ;:i$ il,";ilTi;"i"ff S',3j.,li"n" o,:::: X(:!'l*j';l iiii;.;;"";;:;.:"fi:,;':l: :l: 3;": 1i?:,3foot. radius cu'' e r" Iii'-lt.i;I ';.=I'= arong Ene ar
6o^r.t €a6!. mL^-_^t3-!|:^:fsht, Ehe chord .ir-"ti"i
f ?: l r^
f
;:: ;, il,i,f :" i, ir I o i,i"lE ; . ;,;":i";:":'":n i::"o::':nlu 3: ::;'line of said Nwlr/4581 /4, -"na to the South
BEGINNfNG Af A POINT fron whiqh the Northwest corner of thes'1/2s81/4 of said-se"ti"n i-i-ieirs uorttr a.onc rhe west line ofsaid sE1 /4s81/4 380-o^agil, irl=iiln.. s7o-00'E r08.0 feet; rhencealong the arc of a 1gS.o8-i"oi"riiiu" curve ro the ieft, rhe lonqchord of which bears. sA:"ZOii-Za]5i-f""., ?hence N87.20,8 202.0feet; ?hence arons trre-arc-oi --ii.oo foot rariius curve to theLeft, rhe 10nq ch6rd or r[ici;";;; N5i"2o,E 65.53 feet; TheneeXit;'L:"f l' 3"j!:t *o" oi-i.";-;;' trre soutrrw""i J.ry Ri chr -or-!iay
?ogether with areas which may be reguired for cut and fillembanlooents.
Containing 0.765 acres more or Less-
e,
--
823 rrttllll9Enrlt
EXllrBr? 'E-1'
G[EFJE!D--@!EIr
TXEI,E gtrBArlTION USBR
EEI EIPLB SX'B3TATIOI'
(Bltle 3its kV Sub Ar.':r 8)
(Rifle fls fv TrtrnB Srrl) 'ilrea D|
(B.if1e 3{5 fv 'fraa:mieBiot} Sltb Area B)
(Rifla Transoisaion Sirb Area A)
SE1/4NEJ /4f;,i.:t/4 oF sBc'trorr 1{' A}ll! l!81/4 sEl/4
fii?;'oi'ineriox 1.,-t\"'L rN ri'wNsrltr 6- st)IrrH FAM;F:
i,i'itasi-or-fire sTt{ iry. cnnusLo ('trt'!t:rY' r'olonllx)'
Al{D
srjl/4sE:,'{ sB("iIoN 14 'totfFsHrP 5 S(;:',rH RANGE 93
iiii'ii""iin-irrr p-u.. *ARTTBLD cor'rrrY' c()LoRADo
\\
b
rnit !uF4r't *-'16
;
S. Department
'ransportation
FederalAviation
Administration
GRANT AGREEMENT
Part I - Offer
Date of Offer:
Airport:
Angust 19,2005
Garfield County Regional
Project Number: 3-08-0048-14
Contract Number: DOT-FA05NM-1083
DUNS Number: 014842983
To: The County of Garfield, Colorado
(herein called the "Sponsor")
From: The United States of America (acting through ttre Federal Aviation Adminishation, herein called the,FAA')
Whereas, the Sponsor has submitted to the FAA a Project Applicafion dated April 16,z}O?.,for a grant of Federal funds
for a project at or associated with the Garfield County Regional Airporl which Project Application, as approved by the
FAA, is hereby incorporated herein and made a part hereof; and
Whereas, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following:
_ ConductEnvironmentalAssessment,
all as rnore particularly described in the Project Application.
e Form 510037 (71901
U.S. DePartment
of TransPortation
FederalAviation
Administration
GRANT AGREEMENT
Part I - Offer
Date of Offer: MaY 25' 2006
AirPort: Garfield CountY AirPort
Project Number: 3-0&0048-15
ContractNumber: DOT-FA06NM-1026
DUNS: 014842983
To: CountY of Garfield, Colorado
(herein called the "SPonsor")
From: The United States of America (acting through the Federal Aviation Administration, herein called 'the
,FAA'')
Whereas, the Sponsor has submitted to the FAA a Project Application dated November 21, 2005 for a grant of Federal
funds for a projict at or associated with the Garfield County Regional Airport, which Project Application, as approved by
the FAA, is hereby incorporated herein and made a part hereof; and
Wherens, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following:
Improve Runway Safety Area (Phase 2:Planning Support & Wetlands Permit),
all as more particularly described in the Project Application.
FAA Form 5100-37 (7190)
U,S. Department
of Transportatlon
Federal Avlaton
Adrninistra$on
GRANT AGREEMENT
Part I - Offer
Date of Offer:
Airaort:
Septcmber 612001
Garfrdd County Regloual Airport
ProjectNumber: 3{8-004&16
Contrast Number: DOft-BA07NM-f 096
DIINS Number:01-484-2983
To:Comty of ffield Colorado
(herein called tbe nSponsor")
The United Sffis of Anrerica (acting trrough thc Faderal Avistion Administration, her€in called tho
nFAA")
'Wherrcrq tre Sponsor has submitbd to the FAA a hoject Applicdion ded April 23,2A07 for a graut of Federat fun&
for a project at or associatud wi& tre Garfield County Regional Airport Airpo( \r/hich Project Application, as approvod
by the FAA, is hereby incorporatod hortin md made a part hoeoS md
'Whereas, the FAA has approved a project for the Airport Oerein called fte "Projecf) consisting of ttc frllowing:
fmprove Runway Sefety Area (Phase III: Iend Acquirifion, Parcelc 15 (fee),
. 18 (easenent)),
all as rnore particularly described in the Project Application.
FAA Form 51mfl (7,90)
LIST OF PROPERTY OW}{ERS WITHIN 2OO FEET
217714300281
PUBLIC SERVICE COMPANY OF COLORADO
PROPERTY & LOCAL TAXES DEPT.
1225 flTH ST STE 4OO
DENVER, CO 80202-5534
217714302001
CONTINENTAL RIFLE, LLC
CONTINENTAL PROPERTY GROUP
253 EAST LAKE
WAYZATA, MN 55391
217724300398
AIRPORT LAND PARTNERS LIMITED
312 AABC STE A
ASPEN, CO 816ll-2568
21t726200956
BUREAU OF LAND MANAGEMENT
50629 HTGHWAY 6 &,24
GLENWOOD SPGS, CO 81601
LIST OF MINERAL INTEREST LEASE HOLDERS
ANTERO RESOURCES CORPORATION
792 BUCKHORN DRIVE
zuFLE, CO 81650
EXHIBIT 3-A
(EASEMENT PREMISES)
WEST 75 FEET OF THE PROPERTY
(MORE DETAILED DESCRIPTION MAY BE INSERTED PRIOR TO CLOSING)
EXHIBIT 3
RESERVED EASEMENT
Reserving unto Grantor ("PSCo") the following rights, interests and easements:
A perpetual non-exclusive easement for the transmission and distribution of gas,
electricity and communication signals, and for the installation and maintenance of utility
facilities, both overhead and underground, including towers, poles, and other supports
of whatever materials; together with braces, guys, anchors, cross-arms, cables,
conduits, wires, conductors, manholes, transformers, and other fixtures, devices, and
appurtenances used or useful in connection therewith (collectively the "Facilities") on,
over, under, and across the portions of the Property described on Exhibit 3-A, attached
hereto and incorporated by this reference (the "Easement Premises").
Together with the right and authority in PSCo, its successors, licensees, lessees,
contractors, or assigns, and its and their agents and employees to (1) enter at all times
upon said Easement Premises to survey, mark and sign the Easement Premises or the
Facilities, construct, install, operate, repair, remove, replace, reconstruct, alter, relocate,
patrol, inspect, improve, enlarge, remove, and maintain the Facilities; (2) have full right
and authority to cut, remove, trim, or othenuise control (including without limitation by
applying herbicides in accordance with applicable laws, rules and regulations), alltrees,
brush, and other grovrrth which might interfere with or endanger the Facilities; (3) permit
the joint use by others of, rights of way and conduit for similar purposes and for such
other uses as may be required by law; and (4) have reasonable access to, and ingress
and egress for personnel, equipment and vehicles over and across said Easement
Premises.
No buildings, structures, signs, wells or other objects shall be erected, placed, or
permitted to remain on, under, or over the Easement Premises by Grantee, including
trees, shrubs and fences, which will or may be an interference with the Facilities now or
hereafter constructed on the Easement Premises or an interference with the exercise of
any of the rights herein granted. Grantee agrees it will not perform any act on or
adjacent to the Easement Premises which will interfere with or endanger the Facilities.
Non-use or a limited use of this easement shall not prevent PSCo from thereafter
making use of this easement to the full extent herein authorized.
PSCo also reserves all right, title and interest to the Facilities and any fixtures,
equipment, or other property used or useful in connection with the Facilities, which may
now or hereafter be located on the Property.
The provisions of the foregoing reservations, interests, rights and easements
shall be binding upon and shall inure to the benefit of the heirs, executors,
administrators, personal representatives, suc@ssors, and assigns of PSCo and
Grantee, and shall be a burden and binding on and run with the Property.
EXHIBIT 2
PERMITTED ENCUMBRANCES
(TO BE DETERMINED PURSUANT TO SECTION 5)
EXHIBIT 1
LEGAL DESCRIPTION
That portion of land situated in the South half of Section 14, Township 6 South,Range 93 west of the 6th principal Meridian, county of Garfield, statl ofColorado, more particularly described as foliows: '
commencing at the center quarter corner of said section 14;
Thence South 88o28'43" East, along the North line of the Southeast euarter ofsaid Section 14, a distance of 5.01 ieet;
Thence south 01"31'17" west, perpendicular to said North line, a distance654.02 feet to the point of beginning; thence South 01"17'41" West a distance of
261 .14 feet; thence south 86"59'19" west a distance of 660.65 feet;
Thence North 00osg'47' East a distance of 30g,02 feet.
Thence South 88"51'18" East a distance of 660.39 feet to the point of beginning.
containing 4.31T acres or 1gg,0s3 square feet, more or less.
e"#A),
PI'RCIIASE AGREEMEMT
THIS PURCHASE AGREEMENT is entered inlo by and belween
PUBLIC SERV]CE COMPANT OF COLORADO, a Colorado corporaLion,
whose address is L225 17th street, Denver, colorado Bo2o2,
( "Se11er" ) and the Garfield County Board of County
Commissioners, whose address is 1OB Bth Street, SuiLe 2L3,
Glenwood Springs, Colorado 81G01 (..Buyer,, )
WHEREAS, Seller owns cerLain real- property located in thegeneral vicinity of the Garfield county Regional Airport("Airport"),Garfield County,
approximately 59.48 acres; and
Colorado consisting of
WHEREAS, Serrer wj-shes to se1l and Buyer wishes to purchasea portion of said property consisting of approximately 4.31-7
acres.
NOW, THEREFORE, the part.ies agree as follows:
1. Property to be Conveyed: That. certain real property
located in Rifre, Garfield County, Colorado, consisting of 4 -31-7acres, more or less; together with the interest, easements,
rights, benefits, improvements and att.ached fixtures appurtenant
thereto, if drry, all interest of serler in vacated streets and
alreys adjacent t.hereto, if dfly, except as herein excruded. Theproperty is legally described as "Garfield County Airport Parcel
15-Lega1" on Exhibit A, attached to and incorporated herein bythis ref erence ( "ProperLy,,) .
2. Purchase Price: The purchase price for the property
sha11 be $ffie paid as proviaea for below.
A. Buyer sha1l provide Earnest Money in the amount
of $5, 775. 00 .
B. The ba1ance to be paid at Closing (see paragraph
7A) shar] be #128,725.00 in the form of cash or certified
funds.
Buyer and seller acknowledge and agree t.hat the purchase price
is based upon an appraisal and review appraisal, required byU.S. Department of Transportation,Federal-AviationAdministration regulation and performed by qualified real estateappraisers, engaged by Buyer, and forlow up negotiations betweenBuyer and serler. Seller has not performed serler's appraisalat SelIer's expense.
3. Inclusions: The property is VACANT LAND. If fencingis in prace, guyer wirl take possession of the property withfencing as-is.
4. Excl-usions: Existing transmission Iine, and relatedtowers, fixtures, foundations and other utirity facirities.
5. Title:
A. Title Insurance and Deadline.SeIler
acknowl-edges that. Buyer wil_l- cause to be furnished by a
"Titl-e Company" of Buyer, s choice, identified in paragraph
7A, below, a current commitment for owner, s title insurancepolicy in an amount equal to the purchase price. The tit.te
insurance policy sharl commit to delete or insure over the
standard exceptions which rel-ate to parties in possession,
unrecorded easements, survey matters, dDy unrecorded
mechanics' riens, 9ap period (effective date of commitment
to date Deed is recorded) and unpaid taxes, assessments and
unredeemed Lax sales prior to the year of closing. As todeletion or insurance over the standard exception relatingto survey mat,ters, including without limitation fence linesand rear setback matters, Buyer und.erstands that thedeletion of such exceptions is subject Lo and conditionedupon Buyer's compliance with paragraph 5.G., below. Thecost of such title commitment and insurance for the owner, stit.le insurance policy is to be borne solely by the Buyer.
The tenth (toth; business day following the Effective Dateis hereby declared to be the ..Titl-e Deadline,, for purposes
of this Purchase Agreement.
B. Copies of Recorded Documents & Title Documents.
On or before the Title Deadline, Buyer shall cause to befurnished by the Title Company, identified in paragraph 7A,be1ow, to Buyer, dt Buyer,s expense, (1) a copy of anyplats, declarations, covenants, conditions and restrictionsburdening the Property, and (2) copies of any other
documents (or, Lf i1Iegible, summaries of such documents)listed in the schedule of exceptions (Exceptions) on thetitle commitment. This reguirement shaIl pertain only to
documents shown of record in the office of the Garfieldcounty Crerk and Recorder. The titre insurance commitment,together with any copies or summaries of documentsfurnished pursuant to thls section 5.B. and the survey,originated by Buyer and described in paragraph 5.G., below,shall constitute the title documents ( "Titre Documents,,)
C. Title Review. Buyer shall have the right to
inspect the Title Documents. Written notice by Buyer of
unmerchantability of title or any other unsatisfactory
title conditj-on shown by the TitIe DocumenLs shalI be
signed by or on behalf of Buyer and given to Se]Ier on or
before 5:00 p.m. on the 30TH day of AUGUST,2007 ("Title
Object.ion Deadline"). IT IS SPECIFfCALLY UNDERSTOOD BY
BTryER AND SELLER THAT THE PROPERTY IS BETNG PURCHASED FOR
AIRPORT PURPOSES, AND, THEREFORE, "GOOD T]TLE" MUST BE FREE
AND CLEAR OF ANY REVERSIONARY INTEREST, L]EN, EASEMENT,
LEASE OR OTHER ENCUMBRANCE THAT V'IOULD CREATE UNDUE RISK
THAT MIGHT DEPRTVE THE BUYER OF CONTROL OR POSSESSION,
INTERFERE WITH ITS USE FOR PUBLTC AIRPORT PURPOSES, OR MAKE
IT IMPOSSIBLE FOR THE BIIYER TO CARRY OUT THE OBLIGATIONS
AND COVENANTS IN THE GRANT AGREEMENTS BETWEEN THE BUYER AND
THE FEDERAL AVIATION ADMINISTRATf ON. BT]-YER IS SOLELY
RESPONSIBLE FOR MAKING THE AFOREMENTIONED DETERMfNATION, IN
rTS SOLE DTSCRETION, ON OR BEFORE THE OB,JECTION DEADLINE.
Notwithstanding the foregoing, Buyer acknowl-edges that at
Closing SeIIer will reserve unto itself a transmission line
easement as described in Section 7.8 below, and further
acknowledges that such easemenL does not violate the
requirements of this Section 5. C. If Sel-ler does not
receive Buyer's notice by the date (s) specified above, Lhen
Buyer shall be concl-usively deemed to have satisfied itself
with respect to the foregoing and to have accepted the
condition of tit.Ie, ds disclosed by the Title Documents as
satisfactory.
D. Matters noL Shown by the Publ-ic Records. Se1ler
shall deliver to Buyer, oo or before Title Deadline true
copies of all Ieases and survey(s) in Sel-Ier's possession
pertaining to the Property and shall disclose to Buyer a1l
easements, ]iens or other t.itle matters not shown by t.he
public records of which Sel-}er has acLual knowledge. Buyer
shall have t.he right to inspect the Property to determine
if any third party(ies) has any right in the Propert.y not
shown by the public records (such as an unrecorded
easement, unrecorded lease, or boundary l-ine discrepancy).
Written notice of any unsatisfactory condition (s) disclosed
by SeIIer or revealed by Buyer's inspection shall be signed
by or on behalf of Buyer and given to SeIIer on or before
the Title Objection Deadline. If Seller does not recej-ve
Buyer's notice by said date, Buyer accepts titl-e subject to
such rights, if dfly, of third parties of which Buyer has
actual knowledge.
E. Tenancies. Seller represents to
not a part.y to, and has no knowledge
tenanc j-es, license, or permits t.o use,
affect the Property.
Buyer that it is
of, any feases,
written or oral,
F. Right to
unmerchantabi 1 ity
title condition (s)
Cure. If Seller receives notice of
of title or any other unsatisfactory
commitment terms as provi-ded in
Paragraphs 5.A.,B.,C., and D., above, Seller shall- use
reasonable effort to correcL said items and bear any
nominal expense to correct the same on or before a time and
date twent.y-four (24) hours prior to Closing (see paragraph
7A)If such unsatisfactory title condition(s) are not
corrected on or before said time and date twenty-four (24)
hours prior to Closing (see paragraph 7A) , this Purchase
Agreement shall then terminate and all funds and things of
value shal-l- be returned by each party to the other, in
accordance with Paragraph 8.G., below; provided, however,
Buyer lrrd1z, by written notice to Seller, oD or before
Closing (see paragraph 7A), waive objection to such items.
G. Survey. On or before the 2OTH day of AUGUST,
2007, Buyer shal-I cause to be performed a survey of the
Property, at Buyer's sole cost and expense, and cause to be
created a land survey plat as defined by S38-51-L02(L2),
C.R.S., as amended, prepared by a Professional- Land
Surveyor sufficient. for t.he removal- of standard exceptions
1 through 3 to the Tit.Ie Insurance Policy, and sufficient
to have aI1 corners pinned and marked ("Buyer's Survey").
Buyer shal-I have Buyer's Survey certif ied to Sel-l-er and
Commonwealth Title Company and shall del-iver a copy to
Sel1er on or before the Survey Objection Deadline, defined
bel-ow. Sell-er hereby grants permission for such survey of
the property to be performed.Buyer shaIl examine and
accept said survey on or before 5:00 p.m., oil the 30TH day
of AUGUST, 2007 . If no written objection is received by
the Seller to information revealed by Buyer's Survey by
5:00 p.ffi., on the 30rH day of AUGUST , 2OO7 ("Surwey
Objection Deadline"), the Buyer's Survey sha11 be deemed
accepted by Buyer.
6. Due Diligence:
A. Buyer's Inspection Objection Deadline. Buyer
shall have the right to have inspection(s) of t.he physical
condition of Property and Inclusions, at Buyer's expense.
If the physical condition of the Property or Incl-usions is
unsatisfactory, in Buyer's subjective discretion, Buyer
shaIl, orr or before the 3OTH day of AUGUST, 2OO7("Inspection Objection Deadline,,): (1) notify Sell_er in
writing that this Purchase Agreement is t.erminated, or (2)
provide SeIIer with a written description of any
unsatisfactory physical condition which Buyer requires
SeIler to correct (Notice Lo Correct). If written notice
is not received by Seller on or before Inspection ObjectionDeadline, the physical condition of the property and
Inclusions shall be deemed satisfactory to Buyer.
B. Resolution Dead]ine. If a Notice to Correct is
received by Seller and if Buyer and Seller have not agreed
in writing to a sett.Iement thereof on or before 5:00 p.ffi.,
the 7TH day of SEPTEMBER, 2OO7 (Resolution Deadline), this
Purchase AgreemenL shatl' terminate one calendar day
following the Resol-ution Deadline, dt 5:00 p.ffi. , unl_ess
before such termination Seller receives Buyer, s writ.ten
withdrawal of Notice to Correct.
C. Cost of Inspections. Except as provided for
beIow, Buyer is responsible for payment for all
inspectJ-ons, engineering reports or for any other work
performed at Buyer's reguest and shall pay for any damage
which occurs to the Property and Tnclusions as a result of
such activities. Buyer shall not permit claims or liens of
any kind against the Property or Inclusions forinspections, surveys, engineering reports and for any other
work or activity performed on the Property at Buyer,s
request
D. Environmental Matters. Buyer has, with SeIIer,s
permission and cooperation, caused to be conducted a phase
I Environmental Site Assessment ("ESA") of t.he property, at
Buyer's sole cost and expense. Based on the ESA and its
investigation prior to the date hereof,Buver has
determined that no further environmental- assessment, and no
environmental remediation is needed.
E. Subdivision Exemption. prior to Closing, and as
a condition to the obligation of Sel1er to close, Buyer, atits expense, shal-l provide Sel-Ier with a Buyer,s Resolution
concerned with the approval of an exemption from theGarfield County Subdivision Regulations and an accompanying
exemption plat dividing the property from t.he existing
59.48 acre parcel and depicting the easement reserved by
Sel1er, as described in paragraph 7 (b) and (e) below. Such
exemption approval and exemption plat must enabl_e Setler to
use, operate, improve and convey the remaining propertywithout any additional- platting or subdividing thereof.
7. Closing:
A. Closing. Delivery of Deed (s) from SelIer toBuyer sharl be at closing ( "C1osing" ) closing shal1 be onor before the 4TH day of DECEMBER, 2oo'7. The hour and dayof closing shall be mutuarly designated by the parties, andshall occur at Commonwealth Titre company, L27 East 5tn,Rifre, Cororado 81550 or go3 cororado Avenue, GlenwoodSprings, Colorado B1GO1.
B. Transfer of Titre. subject to tender or paymentat crosing as required herein and compliance by Buyer withthe other terms and provisions hereof, serler shal] executeand deriver a good and sufficient speciar warrant.y Deedsubstantially ln the form attached hereto("Deed,,) to Buyerat Closing, conveying t.he property free and cl-ear of ar1taxes excepL the general rien for taxes, but reserving toSerrer an easement for the transmission and distribution ofgas and electricity and al-r of its right, titre andinterest in any existing utirity facil-ities rocated withinthe easement.. Except as provided herein, title shal-r beconveyed free and clear of al-l riens, incruding anygovernmentar liens for speciar improvements instalred as ofthe date of Buyer's signature hereon, whether assessed. ornot.Any encumbrance to be paid, including withoutlimitation payment required for release of Deed (s) Trust,if any, shall be paid at or before closing from theproceeds of this t.ransact,ion or f rom any ot.her source.Title shal-l be conveyed subject to: a) those specificException described in the Titre Document Exceptionsidentified by t.he titl-e commitment; b) distribution utilityeasements; c) those specifically described rights of thirdparties not shown by the public records of which Buyer hasactual knowledge and which were accepted by Buyer; d)inclusion of the property within any special taxingdistrict.; and e) the benef its and burd.ens of anydeclaration and party wall agreements, if any.
C. Closing Costs. Buyer sha11 pay all closing cost.sand al1 other items required to be paid at crosing, exceptas otherwise prowided herein. Buyer and selIer shall signand complete al1 customary or required documents at orbefore Closing.
D. Possession. Possession of the property shall bedelivered to Buyer at Closing.
E. Extension of Closing. At any time prior to 5:00p.ffi., the 2LST day of NOVEMBER, 2OO'1 , the parties may agree
by written amendment to this Agreement to extend Closingunt.il a mutually agreed upon time and date.
8. Miscellaneous prowisions:
A. Indemnity. Not.hing
as a waiver of g'overnmental
would otherwise be entitled
C.R.S., as amended.
B. Indenture Release_
herein shaIl be interpreted
immunity Lo which the Buyer
under S24-10-101, et s€e.t
SeIl-er sha11 commence the
written, shall- be
extent it is not seL
Agreement shall
upon the date of
This Purchase
process for release of the Property from Sell_er, s corporate
indenture ("Indenture ReLease,, ) no lat.er than ten (10)
business days following the Effective Date of this purchase
Agreement. In the event that Sel_l-er does not obtain the
Indenture Release, for any reason, on or before one hundred(100) days following the Effective Date of this purchase
Agreement, then this Purchase Agreement sharr terminate and
each party shal1 be relieved of liability hereunder. fn no
event shal-1 seIIer's inability to obtain the rndenture
Release constitute a default under this Agreement.
r.Whol-e Agreement.This Purchase Agreement sets
f orth the whole ag.reement of
representation, either verbal or
considered binding on either, to the
the parties.NO
forth herein.
D. Effective Date.This Purchase
become effective on or before 5:00 p.m.
the f ixing of the l-ast signature.
E. Amendment and Assignment.
Agreement may be amended, altered, or modified by thepart.ies solely through a writ.ten agreement signed by all-parties. This Purchase Agireement may not be assigned byany party without t.he written agreement of all parties tothis Purchase Agreement.
F. Facsimiles and Counterparts. Facsimile documentswith original signatures may be provided upon request.This document and all documents required for performance ofthis Purchase Agreement may be signed in counter parts.
Facsimile signatures may
on such documents.
G. Governing Law.
shall govern the validity,
this Purchase Agreement.
pursuant to this purchase
County, Col_orado.
H. Termination.
Agreement is terminated, all
received pursuant to this
returned and the parties
obligations contained in this
be substituted for all originals
The laws of t.he State of Colorado
performance and enforcement of
Venue for any action instituted
AgreemenL shall 1ie in Garfield
In t.he event this
payments and things
Purchase Agrreement
shall be relieved
Purchase Agreement.
I. Authority. Each person signing this
Agreement represenLs and warrants that said personaut.horized to enter into and execuLe this
Agreement and to bind the party it represents to
and conditions hereof.
Purchase
of val-ue
shall be
of all
Purchase
is fulIy
Purchase
the t.erms
,f . Disclaimer of Certain Representations andv'larranties. Buyer agirees it is accepting the property "ASIS, WHERE fS, WITH ALL FAULTS" with no right of set-off orreduction in the purchase price, and that except for therepresentations and warranties expressly made herein andexcept for warranties of titre included in the Deed, suchsare sharl be without representation or warranty of anykind, express or implied, including without limitaLion, thephysicar condition of the property or its suitabiliLy forany use; the absence of any hazardous material oD, in orunder the Property; the existence or adequacy of access topublic roads or utilities; or the merchantability orfitness for a particular purpose of the property, andse1ler does hereby disclaim any such representat.ions orwarranties. Buyer specificarly acknowl-edges that Buyer isnot relying on any representations or warranties of anykind whatsoever, express or impried, from seller or itsagents, ds to any matter concerning the propert.y (except
those expressly stated in this Agreement and any warrantyof title included in the Deed).Further it is agreed thatBuyer is responsible for its own due diligence despitereceiving informatlon and documentatlon relating to theProperty from selrer. Buyer agrees that Buyer is relyingentirely on its own inspections and other due diligenceactivity and sharl- independently verify such informationprovided by sel-ler. Buyer rel-eases serler f rom alIliability, damages and claims associated. wit.h Buyer,s
reriance thereon. The foregoing disclaimer and rel-easeshall survive crosing or Lermination of this Agreement.
K. Time of Essence and Remedies. Time is of theessence hereof. rf any note or check recej-ved as Earnest
Money hereunder or any other payment due hereunder is notpaid, honored or tendered when due, or if any otherobligation hereunder is not performed or waived as hereinprovided, there shall be the following remedies:
i. If Buyer is in Default: AII payment andthings of value received hereunder shal1 be forfeitedby Buyer and retained on behalf of Sell_er, and bothparties shall thereafter be released from aIlobligations hereund.er.It is agreed that suchpayments and things of val-ue are LTQUTDATED DAMAGESand, except as provided in paragraph g.M., be1ow,regarding costs and expenses, are SeIler,s sole andonly remedy for Buyer, s failure to perform theobligations of this purchase Agreement.Sellerexpressly waives the remedies of specific performance
and additional damages.
ii. If Seller is in Default: Buyer may elect totreat t.his Purchase Agreement as canceled, in whichcase all payments and things of value received.hereunder shall- be reLurned, or Buyer may el_ect totreat this Purchase Agreement. as being in fulr forceand effect and Buyer shal] have the right to specificperformance. Buyer express waives any right torecover damages from SeIl-er.
L. Costs; Att.orney Fee; Survival .Should thisPurchase Agreement become the subject of ritigation betweenthe Buyer and Se1ler, the prevailing part.y shall beentitled to recovery of aIl actual costs in connect.iontherewith, including but not l-imited to attorneys, fees andexpert witness fees. Arl rights concerning remed.ies,unless otherwise sel forth herein, and arl rights regardingattorneys' fees and costs shal_r survive termination of thisPurchase Agreement.
M. Condition/nisk of Loss. The properLy andrnclusions shall be delivered in the condition existing asof the date of this purchase Agreement, ordinary wear andtear excepted. rn t.he event the property sharr be damagedby casualty prior to time of crosing, seller sharr have noobrigation to repair same, and this purchase Agreement may
be terminated at the option of Buyer, ds its sole remedy.shourd Buyer erect. to carry out t.his purchase Agreement
despite such damage, Buyer shall be entitled to credit for
insurance proceeds resulting from damage to the property
and Inclusions, if any, noL exceeding, however, the totalpurchase price.
N. Escrow of Earnest, Money and Dispute. Earnest
Money shal-I be held in escrow by Commonwealth Tit.le
Company, identified as the closing agent in paragraph i .A.,
above.Notwithstanding termination of this purchase
Agreement, Buyer and Seller agree that, in the evenL of anycontroversy regarding the Earnest Money and things of val-ueheld by closing agent, unress written instructions fromboth Buyer and Sel-l-er are received. by the closing agent, asholder of the Earnest Money and things of val-ue, closingagent shall not be required to take any action but mayawait any proceeding, or, at closing agent,s option and
sole discretion, may obtain interpreader status, depositingfunds and things of value into
j urisdiction.
a court of competent
O. Notice. Al-I notices required under this purchase
Agreement. sharr be in writing and sharl be hand deliveredor sent by registered or certified maiI, return receiptreguested, postage prepaid, or via nationally recognizedovernight courier service to the addresses of the parties
set forth herej-n. A11 notices so given sharl be consideredeffective seventy-two (j2) hours after deposit in theUnit.ed States Mail , or on the date of receipt. for handderivery, oy on the date of first. business day folrowing
deposit with the overnight courier servj-ce, when sent tothe proper addresses as set forth below. Any party bynotice so given may change the address to which futurenotices shal-I be sent.
Notice to Seller:
,John Lupo, Manager
Sit.ing & Land Rights
550 l-5th Street, Ste 700
Denver, CO 80202
Phone: (303) SZr-128\
Fax: (303) 57L-7877
Notice to Buyer:
Brian Condie, Airport Manager
0375 County Road 352
Rifle, CO 8l-650
Phone: (970) 525-L091,
Mobile: (970) 319-5L56
Copy to:
Faegre & Benson, LLP
Attn: Diane Davies
3200 Wells Fargo Center
1700 Lincoln Street
Denver, CO 80203
Phone: (: O: ) eOl -3558
Fax: (303) 607-3600
Copy to:
Carolyn M. Dahlgren,
County Attorney
1OB 8th Street, Suite
Glenwood Springs, CO
Phone. (970) g+S-9150
Fax: (970) 384-5005
Deputy
279
815 01
P. Consultation with Attorney. By signing this
Purchase Agreement, Buyer and serler acknowredge that each
has had the opportunity to review this document withcounsel of Buyer, s and SeIIer, s own choice as toexamination of tit1e, tax effect and any other legal
consequences of entering into this purchase Agreement.
O. Brokers. Each party represents and warrants tothe other that neither has employed, retained or consul-tedany broker, agent. or other finder with respect Lo theProperty. The parties shall_ each indemnify and hold theother harmless from and against arr claims, d.emands, causesof action, debts, liabilities and damages that may beasserted or recovered against the other on account of any
brokerage fee, commission or other compensat.ion arising in
breach of this representation and. warranty.
R. Recording.This Purchase Agreement may berecorded in the office of the clerk and Record.er ofGarfield County, Colorado or any other public record.. Inthe event that this Purchase Agreement is record.ed and the
Purchase Agreement is terminated for any reason/ then Buyeragrees to provide at no cost to SeI1er, a document inrecordabre form evidencing t.ermination of this purchase
Agreement.
ATTEST:
STATE OF COLORADO
CITY AND COUNTY OF DENVER
Witness my hand and official seal.
COLORADO,d. U(J-L U
(Buyer)
BOARD OF
F GARFIE
/Qa]'l a\ev!4u
PUBLIC
{M]SSIONERS
COLORADO
t_/L
Dated,6^rr*lq fu07
-
The foregoing instrument was acknowledged before me this *day of August ZOOZ,by Jay Herrmann as Vice-president Customer and Community Services- of public
Service Company of Colorado, a Colorado corporation.
Notary Public
My Commission expires Cr, t,lAO
s
$ ss:
s
,rddstomer and Community
Services
C:\NrPortbl\FB .us\DA\rDB\2 04 2287 I .Dac
EXHTBIT A
LEGAL DESCRIPTION
That portion of land situated in the South half of Section 14, Township 6 South,
Range 93 west of the 6th Principal Meridian, county of Garfield, state of
Colorado, more particularly described as follows:
commencing at the center quarter corner of said section 14;
Thence South 8Bo2B'43" East, along the North line of the Southeast Quarter of
said Section 14, a distance of 5.01 feet;
Thence south 01"31'17" west, perpendicular to said North line, a distance
654.02 feet to the pcint of beginning; thence South 01"17'41" West a distance of
261 .14 feet; thence south B6"sg'1 8" west a distance of 660.65 feet;
Thence North 00o5g'47" East a distance of 30g.02 feet;
Thence South 88'51'18" East a distance of 660.39 feet to the point of beginning.
containing 4.317 acres or 199,053 square feet, more or less.
EXHTBIT B
FORM OF SPECIAL WARRANTY DEED
SPECIAL WARRANTY DEED
Public Service Company of Colorado, a Colorado corporation ("Grantor"), of the
City and County of Denver, State of Colorado, for the consideration of ten dollars and
other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, hereby sells and conveys to the GARFIELD COUNTY BOARD OF
COUNTY COMMISSIONERS, with an address of 108 8rH Street, Suite 213, Glenwood
Springs, CO 81601, the property located in Garfield County, Colorado, and described
on Exhibit 1, attachdd hereto and incorporated by this reference, with all appurtenances
thereto (the "Property"), reserving unto Grantor, the easements, rights and interests in
the Property described on Exhibit 3 hereto.
Grantor warrants title against all persons claiming under Grantor, excepting
taxes and assessments for the years 2007 and thereafter, and easements, reservations,
restrictions, covenants encumbrances, and other matters shown on Exhibit 2 hereto.
Signed this _ day of ,2007.
PUBLIC SERVICE COMPANY OF
COLORADO,
A Colorado corporation
By:
Its:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this day of2007, by AS
Public Service Company of Colorado, a Colorado
corporation.
Witness my hand and official seal.
Notary Public
My Commission expires
s
$ ss:
s
GARFIELD COUNry
Building & Planning Department
108 8th Street, Suite 401
Glenwood Springs, Colorado 81601
Telephone : 970. 945. 8 21 2 F acsimi le : 970. 38 4.347 0
www.oarfield-county. com
Exenption from the Definition of Subdivision
GENERAL INFORMATION
F Street Address / General Location of Property:
Size of Property (in acres) as of January 1,1973:/VA
Current Size of Propefi to be Subdivided (in acres): 5.1 r Ar re :;
Number of rracts / Lots created Including remainder of parent property: 2
Proposed size of Tracts / Lots to be Created lncluding remainder of Parent Property:
o Lot #: I containing {.'3 i::; ocr€s 1
o Lot#:containing acres
o Lot #: containing acres
o Lot #: containing acres
F Propefi's Zone District: A R X n
Name of Propertv Owner:
Address: l2"F t'7t! Sl.Telephone:
City: Dpnver State: 0 n Zip Code: BCzoZ rRx:
) Name of Owner's Representative. if any (planner. Attorney):
ilf +
F Address: 55O iS if, Strt.ei
r
(i,i le_ 7&O Telephone , irr.S lti{'f,i,*'
> City: 'F.,nr.er State: C D Zip Code: gO2oZ F/{/t:
STAFF USE ONLY
D Doc. No.:
Planner:
Date Submitted:_ TC Date.
Hearing Date:
+
Legal Description of Parent Property.
Guffield Courrty
Regional Airport
October 15,2007
The Board of County Commissioners
Garfield County
108 8th Street
Glenwood Springs, CO 81601
re: Public Service-Garfield County
Exemption from SuMivision
Dear Commissioners:
In accordance with the attached Purchase Agreement, I am representing the Garfield
County Board of County Commissioners (BOCC) as co-applicant with Public Service
Company of Colorado requesting an exemption from suMivision.
The Federal Aviation Administration has identified the need to upgrade our airport to
meet the standards of the numerous business jets that currently use our facility. This
upgrade plan calls for the acquisition of land adjacent to the airport of which includes
Public Service Land. Public Service Company owns a parcel of land of approximately 60
acres of which approximately 4.305 acres is needed. This area is identified on the
Airport Layout Plan as Parcel 15.
Parcel 15 is needed in order to accommodate the relocation of County Road 319,
associated utility lines, dry creek and for aircraft approach protection. Parcel I 5 has been
investigated for suitability to serve its intended purpose. These investigations have
included environmental assessments, topographic suryeys, boreholes and test pits- No
other testing has been deemed necessary. No portion of the parcel will be developed for
housing, business or indusEial use and therefore, water and sewer service is not ne,cessary
or planned for.
Marek Kubesa of PRT Consulting (sub consultant to our airport engineering firm, Olsson
Associates) researched the County Assessor's records on Monday October 8,2007
obtained the names and addresses of property owners within 200 feet ofthe 60 acre
parcel and leases of mineral interest for the 60 acre parcel (see attached list)- Letters
were mailed to each owner providing them with a copy of the attached Public Notice. The
Public Notice was advertised in the Post tndependent on October 12,2007. tn addition, I
posted the required "public notice" signs on october 10,2007. They were placed on
County Road 319 at the entrance to the 60-acre parcel as well as at the entrance to the
0375 County Road 352, Bldg. 1070, Rifle, Colorado 81650
(970) 625-1091 Fax (970) 625-850t email; gcra2@earrhlink.net
airport to meet the posting requirements of the County as identified by Fred Jarman,
Director of Building and Planning for Garfield County.
Construction on the mnway upgrade project could start as early as next year pending
continued FAA funding. After acquisition, Parcel 15 will become part of the airport, and
I will be requesting the BOCC re-zone it and the other parcels we are acquiring from
ARRD to P/A. The initial airport upgrade work will include relocation of County Road
319 for which the acquisition of Parcel l5 is essential-
Attached to this letter are:
Exemption from suMivision amended form
Letter from co-applicant, Public service company, with attachments
Letter from Airport Engineer, with attachments
Copy of the purchase agreement
List of property owners within 200 feet
List of mineral interest lease holders of subject property
Reduced-size copy of exemption plat Mylar
Thank you for your consideration of this matter.
Yours sincerely, \A, ,z-' t,Qxza^ (avl&
Brian Condie, C.M.
Airport Manager
encl: Public Notice
Photos of Postings
FRT fpn&Tilfr ne, lnc,
October 31,2007
The Board of County Commissioners
Garfield County
108 8th Street
Glenwood Springs, CO 81601
re: Public Service-Garfield County
Exemption from Subdivision
Dear Commissioners:
I am a registered Professional Engineer in the State of Colorado and am the President of
PRT Consulting, Inc. (PRTC). PRTC is subcontracted to provide project management
and various engineering services to Olsson Associates for the project known as Upgrade
Runway 8126 to C-III Standards. Olsson Associates was selected by the Board of County
Commissioners as the engineers for this project in July 2003.
Upgrading Runway 8126 to C-III standards is necessary since these are the standards
established by the FAA for the business jets that currently frequent the airport. The FAA
is committed to funding the upgrade and has already provided three grants towarcls the
project (AIP 3-08-0048-14,15 and l6). AIP -16 specifically designates funds
(approximately $135,500) for the acquisition of the subject Parcel 15. We anticipate
further FAA fundingin2007l2008 to cover road and creek relocation impacting the
subject Parcel 15. We are currently preparing final plans and specifications in order to be
ready to obtain bids for this work early in 2008. This work has included topographic
surveys, on-site boreholes, test pits and geotechnical evaluations, slope stability analyses,
hydrologic and hydraulic analyses, earthwork volumetrics, road, channel, culvert and
utility design as well as the coordination of overhead power line relocations.
A number of alternatives were examined in order to accomplish the upgrade and 1.he
preferred altemative includes a slight realignment of the runway (see the attached Figure
1). This alternative has undergone an Environmental Assessment process and received a
Finding of No Significant Impact. Realigning the runway and expanding the safety areas
to C-III standards requires the realignment of Dry Creek and County Roads 319 and346
as well as associated water, sewer and gas lines. Portions of the relocated County Road
319, water, sewer and gas lines must pass directly through the 4.305 acre Parcel 1 5
currently owned by Public Service Company of Colorado. In addition a portion of the
new Runway ProtectionZone falls within this parcel and so it is also required for
approach protection puposes.
l340DeerpathTrail Suite200,Franktown,CO80116oPh: 303.532 1855oFax: 303.309 l9l3.wwwprtconsulting.com
I ilr P r (, v r il g r, r <r rr u P u r r a I r L, il r il r u u v il r il il u v cl l, r v ii t, rr g r rr ri i/- r r il I
VRT ;}
-rt
The attached Figure 2 shows the existing roads and topography in the vicinity of llarcel
15. It should be noted that the parcel is some fifty feet higher than the adjacent county
road. Figure 3 shows the topography and roads after realignment. As can be seen, the
remaining Public Service property is fifty feet or more above the relocated road and there
is no possibility of direct access to the road. The present access to the county roadlis to
the south and east and is not impacted by the removal of Parcel 15.
The attached Exemption Plat has been prepared and certified by Dana Sperling, a land
surveyor registered in the State of Colorado and employed by Olsson Associates.
In summary, Parcel l5 is needed in order for the runway upgrade to proceed. The FAA
has funded the acquisition costs and is preparing to fund a construction project that will
include building a road and utility lines across Parcel 15. Once the runway is
reconstructed a portion of the mnway protection zone will fall within Parcel 15.
Acquisition of this parcel is critical to the completion of the runway upgrade project.
Yours sincerely,(Ai /u,rl
Peter J. Muller, P.E.
President
encl: Exemption Plat
Figure 1. Vicinity Map
Figure 2. Existing Parcel l5 Site Plan
Figure 3. Proposed Parcel 15 Site Plan
Grant Agreement Page 1 AIP 3-08-0048-14,15 and l6
A XcelEnergy"
To:
PUBLIC STRY'CE COMPANY
Board of County Commissioners
c/o Airport Manager
0375 C.R. 352, Rifle, Colorado 81601
Jim Hanson, Sr. Agent, Siting & Land Rights
550-1sth Street, Suite #7OO
Denver, Colorado 80202
October 31,2007
Public Service Company of Colorado, Request for Exemption from
Subdivision
Dear Commissioners:
I am sending this letter to introduce myself as the co-applicant with the Garfield
County Board of County Commissioners in a Request for Exemption from Siubdivision.
My title, and contact information, is attached at the end of this letter. I am speaking on
behalf of Public Service Company, with the authorrty as a Senior Siting and L-and Rights
Agent, to request that the Company be exempt from full subdivision review to facilitate
the conveyance of a portion of property currently owned by Public Service Company to
Gadield County for airport purposes. Public Service Company is to retain all existing
rights to use the Remainder Parcel for utility purposes, and to retain the possibility of
dividing its Remainder Parcel through a regulatory exemption process.
Public Service Company is the current fee owner of a 59.493-acre parcel of land
in the SW1/4 of Section 14, Township 6 South, Range 93 West of the 6th P.lvl., Garfield
County, Colorado. Public Service Company and the Garfield County Boarcl of County
Commissioners have entered into a mutually executed Purchase Agreement, by which
Public Service Company, "Seller", has agreed to sell to the Garfield County Board of
County Commissioners, "Buyer", a 4.305 acre parcel out of the 59.493 acre parcel.
This is consistent with the Purchase Agreement. The legal description for the 59.493
acre parcel is referenced in the Special Warranty Deed, Assignment and Bill of Sale on
Exhibit B-1, and is attached hereto.
Public Service Company has a 100o/o fee interest in the 59.493 acre real property
parcel. This Remainder Parcel will continue to be used for utility purposes related to
providing electricity and gas to Public Service Company customers. The Remainder
From:
Date:
RE:
Parcel currently contains improvements including an electric substation and lines for the
transmission and distribution of electricity. The electric lines enter and leave the
substations and the property for the purpose of supplying electric power to PSCO
customers throughout the geographic service territory. Public Service Company and
Tristate Generation and Transmission Association, lnc. share interests in the personal
property referenced in Exhibit B.
I have completed several internal corporate processes, and have received
approval from Public Service Company to sell the 4.305 acres parcel to the Garfield
County Board of County Commissioners. The 4.305 acre parcel will be used for road
realignment and airport runway purposes, and as currently planned will not negatively
impact the Remainder Parcel or PSCO operations. We are satisfied that the eventual
relocation of the transmission towers, that are currently located on the 4.305 acre
parcel, will not impede us from delivering electricity to our customers.
Public Service Company, by virtue of the Colorado-Ute bankruptcy proceedings,
acquired an access easement to the property. Access is not impacted by this
transaction. Access to the property is from the east end off of County Road 319, and is
not impacted by this transaction. The access easement is attached hereto.
Finally, the real property transaction between Public Service Company and the
Garfield County Board of County Commissioners will not have any adverse impact on
the water and sewer facilities currently located on the property. The Warehouse
building and the Telecommunications building both take water from the dedicated on
site water well. These two buildings are also connected to an on site seprtic system.
The water and septic facilities existed when PSCO originally took title to the property,
are located entirely within the boundaries of the Remainder Parcel and neither the
requested division of the 59.493 acre parcel by Subdivision Exemption, nor the real
property transactlon will have an impact on them.
\ Regards,
-),;{o-r-zs>
Jim Hanson
Sr. Agent, Siting and Land Rights
550-1sth Street, Suite 700
Denver, Colorado 80202
Phone: 303-571-7367
FAX: 303-571-7877
E-mail : jim. hanson@xcelenergy.com
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4.n. APft 1? 1992
ALSD0RFz c-OUtlTY CLERf
SPECIAL WARRAI{TY DEED, ASSIGNME},IT A}{D B[.r- OF SALE ,
Return To:
Chicago TitIe of Co1o., inc.
L225 ITth st., suire 1570Denver, CO 80202At.tn: Don Pord
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TflIS SPECTAT WARRANTY DEED, ASSTG}O{E}IT A}TD BTLL OF SALEis uade as of the,15th day of Aprll, l-992/ atrong eolorado-ttcElectric Araociatior, Inc., a Colorado cooperative associationwhose address is 1845 South Tor*nsend Ave,nue, Hontrose, Colorado,Vl.ctor E. Palnieri lwhose address is 245 Park Avenue, ,35th Floor,
New York, Ner.l York (the n?rusteer), as Trustee for the Estate ofColorado-Ute Electric Association, Inc., in Bankruptiy Case Ho.
90 B 03751 C, United States Bankruptcy Court for the Dlstrict ofColorado (the ttCourtrr), collectively the 6R;AlI[oRgr] lrl-atateccneratio!, and ?ransnissioa Association, IDc., a Coloradocooperative associatlon r.rhose address is L2O7 5 Grant Stteet,Thornton, Colorado (rrTri-staten) and Publlc Eervice coEFaDy ofColorado, a Colorado corporat.lon shose address is ].,225 17t!r .street,Denver, Colorado (xPSCo'r), col)-ectiveJ.y,the GRaDilfEEs..i
Ihis instruuent is uade pursuant to that certain order ofthe Court dated February 19, 1992 as suppleuented by that order ofthe Court dated March 20, 1992 in.Bankruptcy case No. 90 B l)3761 C(the. nOrdern), vhich order'is attached hereto as.Exhibit--,.3. Thepremises conveyed by this instrument are conveyed as Assets (asreferred to in the Order) of Coiorado-Ute ';hlch Gn-L!IrOR8 areauthorieed to sell pursuant to the order. ,'
I
1. gon-vpya-DAe. The cR-All1roR's , for good and valuableconsideration, the receipt, and sufficiency of. vhich is hereby
acknosledged, have granted, bargained, sold, conveyed and assigned,
and by these plesents do grant, bargain, seIl, convey and ass;igrn to
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rrl-state andrlght, title.(collectlveIy
specifled:
Ii a. Subs3atlonE. Undivided ornership interests tofri-State and PSco as epecifled on Exhibtt B, attached hereto,ln the substations whlch are located in the County ofGartle1d, Stata of Col-orado and are described on E-xhiblt q(the rsubstationsx), togrether rrith al.l transforuers, circuitbreakers, sritches, Eeters, control buLldlngs, buswork,conductors, pouer.. llne carrier and related equipnentconstituting the Substatj.ons (the rtsubstation Equipnentr) ;
b-Real. PropqEFJ.To PSCo an undivided t00t
onnershLp interest in and to atl of the real property legallydescrlbed as set forth in Exhibit B-1, attached hereto,together vith all and singrular the hereditanents and
appurtenances- thereto belonqing, or in any rray appertainingthereto, and :.the reversion and reversions, remainder andreroainders, rents, isSues and profits thereof, and al.L theestate, right, title, interest, clains ,and demand whatsoeverof the clUMflfoR8, either,in law or equity, of, in and to thebargained preroises, vith' the heredita:nents and appurten,ances(the rReal Property"), together with:
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i- Al1 rights to ditctres, re.servoirs, andwells, and all acijudicated and unadjudicated Hater rightsand rights to gurface uater and ground water on, under,used upon or in'connection with or otherr.rise appurtenantto, the ReaL Propertyi
: ii. All nLneral interests in, to and under theReaI Property not :heretofore conveyed, excepted, or
reserved by others; and
Ii iii. All rights of vay, easeuenrs, Iicenses,
. perraits, unexpired leases and other real property. interests ndcessary for the operation of the subslations,includlng blrt not Linited to those identified on EXlribi-t
B=1 attached lereto (the rOther Interestsi);
provided, houeveq, that the substation located on that pa::t ofthe Real Property co:u:nonly knoun as. Rifl"e 345 kV Sub Area E,
and the narehouse Located on ihe Real property coEtronly known
as the nlife l{arehouse are specificalfy eiciuded from the ReaIProperty conveyed herein.
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PSCo, their successors and assigns forever, aII
and interest of the GRI}|EORa in and to the follor,ringthe- FConve,yed Assetsn) in the :tanner hereinafter
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c. PerFgnal-.-Prooertv- Undivided ovnershipinterests to Tri-State and PSCo as specified on Exh.ibit B,
attached hereto, in alL other furniture, fixtures, eguipuent
and otner tangible personal property uhic). is located on the
ReaI Property or Other fnterests; exclusive, however, of (i)aII inventory, tools. spare parts, shop and garage eguipuent,stores equiprnent, pouer operated eguiiprnent and or.he-r raaterials
and' supplies vhlch'are located at, related to or used inconnection vith the Substations and ( ii) al-L telecrcumuni-
cati:',^rs eguipnent located at the Substations, including butnot llnited to. microrave, two-uay radio, telephone,satelllte, fiber optlc equipnent and related towers andstructures (the nPersonal Propertyr') .
I
E>tqgp-tjng_and.exclud.ing from this conveyance the federal income tax
ownership and unrelated tax benefits associated vith Rifle 345 kvTransuission Sub Area A and-ififf" 345 kV Transnission Sub Area Bheretofore conveyed by Colorado-Ute to Norfolk and Hestern ltailrray
Cotrpany ("N &,H") pursuant to a Safe-Harbor Lease dated September20, 1982 betqben N & W and Colorado-Ute.'
Z. Severancq- ?he GR.e,lIfORg hereby reserve a1). r:ight,title and interest in and to the telecommunication eguipuentlocated on or affixed to the Real- Property and Other fntelrests,inc).udlng, but not llnited to, all Eicrowave, tno-vay radio,telephone, satellite, flber optic equipnent and related towers andstructures, and tlre GRIII[oR8 intend that such teleconnunicatlonsequipnent be severed frorn the Real Property and Other Interests,even if physically, attached t-hereto and deemed to be peirsonalproperty. The GRJtItfORE further reserve a iicense, inrand to theieal eroperty and other Interests upon vfiicfr suchtelecomnunications eguipuefit is located, which license shall pernitthe GR-E}|I[ORS, and their successors and assigns, to aI]ov thetel-ecommunications eguipnent to reuain localed on sucli RealProperty and other Interests. The license hereby created sha1l beperpetual and rent' free; provided, that, such license: shallautoroatically terainate at such tine as the telt'conmunicationsequipnent is no longer utilized by the owrler or owners of such
egui.prnent - t
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i3. capacity fntitleqen!.. An entitlernent for Tri-State
and PSCo to nake use of the transfer.capability of the Substationsin the Danner specified on Exhibit--q, atCached hereto, (the
"Capacity EntitLementsr). The Capacity E:rtitleruents are subject to
and rray be nodified fron ti:ne to tiue in accordance vith, the terosof that certain Contract for Interconnections and TransnissionService dated ,as ofi epril fS, lggz by and between Tri-state andPSCo. The ornership'interests in the Substalions are specif.icallysubject to the resiective Capacity EntitLeilents'of Tri-Sta,te and
PSCo which are herein assigned.
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{. Permitted_Lienss-... _ltre-..Conveyed Assets are herebygrantedr- bargainedr" sold, conv€yed and aesigned pursuant to thcorder-free and clqar of all liens, claias, encuabraDces, rlghts ofthird: parties and interests to. tha. extent effected by the Orderexcept.for the liens for current real propetty, personal propertyor ad valoren taxes yhich are not yet due and payable, vhich ]iengare pe:mitted under the order (the FPerruitted Ltensi).
5.Soeclal Warrantv; Llnltatlon on warranties.
a. fhe frustee hereby covenints rith the GRltltf,EEB,their successors and assigns to the Conveyed Assets, that the
trrrstee has not, for hls part, done, executed, or suffered any
---- *aLct gr_ _thllg vhatsoever,vhereby the above-described conveyedAsssts or any part thereof, nov or at any tiue hereafter,' ehall be, inperiled, charged, or encu:abered in any tranner' uhatsoever other than the Perroitted Llens, and the ltustee
hereby agrees rthat he sha1l rarrant and defend the title tothe Conveyed Assets against aII and every person and persons
clafuning the vhole or any part thereof through or under the
Trustee.
b. r. Itre ?rustee, for hLuself and hls successors andaesigns, covenirnts with the gBlilfEEa and thelr succeaaors andasslgns to tlre:Conveyed Assets that the ?rustee has good andIavfu1 right to grrant, bargain, se1l, assigm,and convey allrlght, title'and lnterest, if, any, of t}re GRltrroRg in and to '\the Conveyed Assets pursgan! t? the-Order,- and that all acts, \conditfons, and, things required by 1au to be perfor:nCd by theI?ustee relaf,ing to the authority of, the Tnrstee to execute ',
and delLver this instru:aent have happened or have been
performed in a fo:o and nanner as required by law.
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c, .NofHlrHS?AItDING ANY STATBTENT OR ANYTIIfHG ELSEIN THIS S}ECIAL WARRANTY DEED, ASSIGN}GI.I" A}ID BrIjL OP S}IIE TOITIE CO}Cf,RARY,. EXCEP? AS EXPRESSLY SEr FORIH rX PARAGRIPHS 5(A)
AND 5 (b) , THE TRUSTEE HAKES NO REPRESE}ITATTONS OR }TANRAHTIES' OF A}IY KTND OR NATLIRE HHATSOEI/ER rO GI.TIflIZEA OR GiIT:rEE8 'SUCCESSORS AND ASSIGNS.
irn,GR.E,}TTOR8
IIITNESS I{HEREOF, thls lnstruaent has been executed by theon the .datg set forth above.
frYljtr irF-'r-Yri.
INC.
Victor H. falnieiT, rrust-e
nByVictor H. Pahsieri
STATE OF
COUNTY OF
NEH JERSEY
ss.
I{AIVER OF RTGHT TO PAR?ITION
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^ ,,/rl The flrqgoin/ instrunent was acknowledged before rae thls
dL 'doy of -UrztadU -,,-, 1992, by Vlctor H. palnieri, as Trusteef6r the Estard if colorado-Ute Electric Assoclatlon, Inc. and lnBankruptcy case No. 90B03761C, Unlted States Bankrupt.cy court forthe District of colorado. wltness ny hand and offlaiai seal.
So.liong:as the Substatlons ehlch are orned on an undlvlded basld byTrirstsate and psco, or; any part thereof as originally constructed,re.ccinstrucled or odd"d tc-ls used or useful f or the tiansnlssion oielectrlcar pover and energ:y, or to the end of the perlod peralttedby appllcable law, vhlchever llrst occurs, Tri-State and pSCo eachhereby waive tleir rlght to portltLon, uhether by partltlon in klndor sale and division of the proceeds thereof, and agrree that theywlIr not resort to any actlon at Law or in eguity to partltLon andfurther uaive the beneflt of a]l laws that lnay nov,or hereafterauthorize such partition of the conveyed Assets conprlslng suchSubstations- AlI lnstrurnents of conveyance which effect, evidenceor vest the ovnership lnterests of rri-state or psco in a granteeor such grantee's successors and asslgns shaII contain thls salver
l.aE116 -4
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of rlght to partltlon- It is
deened to run vlth the .Iand.
t:3il;r!;f'rcE CoMPAIIY oF
:
agreed that tiis
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covenant shall be
Attest:
STATE OF COLORADO. )) ss.
couNTY OF DEITVER )
day
and , respectivelyfand Transm
assoclatlon.t{{tness uy hand and offlclal seaI.
TRI-STATE GENERATION A}ID
before nei thls
and
Colorado cooperatLve
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K,S&O,- --.a;iry)Lde-
Jqr
STATE
COUNTY
OF COI"ORADO
OF DE}rvER
Xy Coruaisslon ,expires I t >{ f/, a
fng instruuent, was ack ouledged before Ee this
and
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_, Leez, av I/. (ln their capacity as
, respectlvely, of Pucorporation. t{itness my hand and o[f lcla).
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nd
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Notary PubIic
The
day -of
fi[,-f#ffl'{ar.' r- '. I
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Notarf Fublic
Hy Coonission expires, f*/6-^
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EXHIBIT A
.UNITED STATE5 BANKRUPTCY COURT>-(oR THE DISTRTC? oF coIrRADo
IN RE:
COLORADO-UTE ELECTRIC ASSOCTATTON, INC.,
Debtot.
Bankruptcy Case No.
, 90 B 03761 C
):
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ORDER CON'rrRHrNG SECO}ID }}TEXDED]'O'N'. PL.LN OP REORGA.}EZA?rON,AB HoDrFrED, PRoPosED By ?trBlrc asRvrcB coXpAlry op coLoR.h.Do,IACIPICORP ELECTRTC OPERATTONS, TRI-8TATE GENERATTON AITDTRIIISHISSION ASsOCTATTOX, rNC. A}ID TNTERHOIIMT},IN_ FrrR-LL ELECTRTC ASSOCIA?roN
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THfs case cane before ihe court. for hearing on February 7,r992,'to consiier ccnfirmation of :he second, Amended Joint, pran ofReorganizarion prop.osed by pubric s"rvit. co'pany of coJ.orado,Pacificorp sleccr-ic. op"riions, -Ei_E"a" Generation andTransrnission Associarion, i;;:-;;lt miiriJ"-ntain Rurar ELectricAssociation, as nodified in--post soricitaiion Modifications tosecond Anended Joint,pran oi-R"org"nization dated January 28, r.992and February 7, rssz land this ord-er {;pia;;,)-j"=* ratluaLv 1o
The Court has revier+edconsidered Lhe folloving:the records and files in this cise ana
to confi:mation of the plan filed by:A. The objections
1- Associated Electric and Gas fnsurance Linited.and Aegis Insurance Services, fnc- ;
2- centdl. Electric conpany, Cente1and utilicorp united', i"t.;
3 - willialo v. ?aylor,.
Corporat5.on, I
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{. The United. States Depart:nent of Energy,including t^h: p"p"rt""r,i of Energy;s ilLsternArea power Adainistration;
Central Bank. Nationaltndenture trusteer.
c'Association, a:;
- ,C.pitalized terras used and nothave the aeaning griven to sucfr termsAsset purchase Agieement) .
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defined in this Order sl.rallin the Plan (including the
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otsTPlcl ot coLO,ti.cc
o
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thr*yntsdc.rt n 2,-rt-92
]1-lr_Y:s,crrtlffi..r..1 a ll. h, rl aEt Oi *fffi.3 h 1-t r. E r.,
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<!Boox Bas Prcrggz.. i. --
I6. Nonrest Bank Hinnesota, National
7. Pyropouer corporation; and
Association;
8. united staEes Trust Conpany of Nerl york, asTrustee, and the owner-pll.:.ipanrs,.
B' The memoranda filed by certain.parties in support of andin oppositi":-a:.tne oui-e'c-tions, the,"rritre-n and o.'Jil.s.inonyoffered by alg pran proioi".,., an. acc.pi.a by the cour. ac rhe;::il ::r, j,,.,1,j,..=1" H; tXl' :H,r.B .:::i* ", i nrro du ced by o *,
"
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p.=.i3i o.tlf;""I:o':Jff, T:"ir.r", T*.1H,:."o inro evid","" r,y "rj
I D' The offers of proof , argiuraenis and stipurations nace bvcounser' for rhe various p;;;i.r at trre February 7 | L992 hear:ng; ani.E- ?he plan,. tn" Motions to Approve-posE ,"fi":="ar.",Hodif icarions-
,r.o- sr"ond a*"ia"a ioiii niir of Rearganizaiion (rher"!{otions ro Hodify"l-,-ai"^oi=-ror,r." s1"i.r"rr and the cerrif icaEesl:fo';:li ;:. "; ::" :;;:: I,L':";;;
";;i i;"::'H. co n r i *a iil,,- r, "., i ne
Based upc
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,,'
', PINDTNGS oP PACT
r I. Coloys6o-Ute ELectric Association,-.Inc. (-,,Debtox.,,1 fif ea iits r vol'unrarv peciti"" iiill' "n.o".. rr-lr"tr,e n.nxruprcy code onHarch 30, rrso, in-Ii"*"In=ir"o it"t"r- iirrx.rp".y cour*,. for rheDisrrict, of colorado. - o"'T= about nrg.r;; t7_, 1990, Victor. H-Pal'nrieri'?as approved by ii"-co,r.i; ?x=;e for the Debror.Z-i public.Service cor'pany of CoLorado- (,,psco,,), pacifiCorpEtectric operat'io"= -;;nu-"ili"r.p;l]--iri]i."."
Generarion andTransr;rission Associarit",*"#"- t;rli_slli*il, _and,rnteroountainRurar Erectric
- - Associ"tioi -
'(,,lnc,;i-- (collecrivery ,,planProponenrs.,) , .lt]:g r:;;:i;"' second Aienced _ Joinr _,plon
orReorganizarion in this "i=-"-i.t.d oeceab;;*i;. 19e1. That pi.r, ,r.unodified on January iB,- ll.si'ana February 7, 1992.; 3 - Afterconnect.ion r.rithapproved b), the
due and proper l"_:i:: to aII parties in interesr int'hls case, the oisclosu=" stof"-"nt for the pLan ,_rascourr .by order dated p"""-Ji"? zo, 1991"
llr o.tj,il
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ip r o p o n e n t s c a u s e J :;;; ; "' o i'. n In i o Jji;"fir:: r : : *: T il ; .,iJ".., r
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Plan. ballots for accepting cr rejeccing che PIan, and the Order
fixing rhe uine for,sur:ni=rfo., of ui]Iots and for fil-ing and serving
oU3"ciions to confiimacion of the PIan to be served upon aIl parcies
in interesc in this tase in accordance vith the orders of the CourE,,
the loca} rules applicable in this Dist'rict, the Federal Rul'es of
Bankruptcy Proceduie, ana the appligabl-e.provisions of the Code' and
notice of the o.a"t approring the Disclosure Statenentr to be
fublishea it accordan". ritf, iti terras' Notice of the confirmation'n.orinq and of the date f or voting on and f iling and se'rving
objections ro the plan is adequate and proper in a1l respects.
5 - C'l Januarl' 28, L992 and February '? ' L992 ' the PIan
Proponent.s frled and ser.red t,heir Post-solicitation Hodifica't'ions
and the Hotions to Hodify. None of the roodifications advcrrsely
change the treat:xent of any class of claims that has not consented
to such modif i.cat:ions.
6. The Plan, complies vith a1I applicable provisions of
Title 11. I
7. The Plan Proponents have cor:rplied with uh'f appl!'cable
provisions of Title 1I. I
8. The Plan has been p=oposed in good faith and not try any
means forbidden bY law-
g. Any paynent made or to be made by the P-'n Propone,nts, the
Debtor, the TruJtee,, or a person issuing secu- :ies or acquiring
property under the Plan, fot services or fof costs and expen:;es in
3t it-.6rrnection with the case, or in connection r'rith the PIan and
incident to the case, has been approved by, or is subject to the
approval of, the court as reasonable.'
,
10. The plan proponents have, ;disclosed the identity and
affiliat,ions of any individ.uals proposed to serve, after
confimation of the Plan, as a director, officer, or voting trustee
of the Debtor, an affiLiate of the Debtor participating in a joint
plan with the Debtor, br a successor to the Debtor under the Plan;
Lne appointment to or iontinuance, in such office of such individual
is colrListent, vith the interests of creditors and eguit'y security
holders and with public policy,' and the Flan Proponents have
disclosed the iaeniity of any rinsider_that vill be eupl-oyed or
retained by the Debtof and the nature of any'coEPensation for such
ins icier.
ii1. Any governmenta] regulatory couaission with jurisdiction,
after confirrnation of, the PIin, over the rates of the Debtor. has
approved any tiate chairge provided in the PIan, or such rate change
is'expressl! qonditionld on such approva)-'
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12 - wit.h resPeci to
i.nterests, each holder of a
either accePted the PLan or
on accounc of such claim or
Effective Date of the Plan,
such holder srould so receive
',!or 82S ?Lofg9y'
each irrpaired class of clains or
claim or inEerest of such class has
viII receive or recain rlnder the Plan
interest proPerty of a va'lue, as of the
that is not ]ess than the amounE "hator retain if the Debtor ''rere Iiquioated
under Chapcer 7 of Title Il on such date'
13. Classes 1, 3 (b) (1)
inpaired under the P1a4'
, 3(b)(4), 4(a), and 6(a) are not
Classes 2(a) (1), 2(a) (2), 2(a) (l),
ti;t(;i, ttul, 2(c) (1), 2(.) (z), 2(d) (2) throush (7), 3(a), 3(b)(3),
+ini , 5(a),'5(b), 6(b), .7(a) and 7(b) have accepced the plan.
Therefore, excePt, as provided in Paragraph 20 of this Order, r'rith
respect to each class of'clains and interests, each such class has
eitirer accepted the Plan or is not iaPaired under the Plan.
I4. Except to the extent that the holder of a particular c,Iaim
has agreed to adif ferent..,treatment of such claim, the PIan prov'ides
t,hat.;- with respect to a' clairq of the kind specif ied in Seccion
SO7(a) (I) or (2) of the Code, on Che Effective Date of the Plan the
hotder of such claim uiII receive on account of such clain cash
equal to the allocred amount of such cl-im. vith =esPecE to a cfass
oi clairns of a kind specif ied in Section 5o7 (a) (3), (4) , (5), o:: (6)
of the code, each holder of a clain of such class uill receive cash
on the Effecrive Date of the Plan eguaL to the allotted amount of
such claim; and vith resPect t,o a claiu of a kind specified in
SecEion 507(a) (?) of th'e Code, t,he holder of such claim wiLl receive
on account of such cl.ain cash on the Effective,Date of the Planl
etuat to the alLowed amountr of such c,,Iaim. \ '
15. At least onel class of cLai:rs that is iapai-red under the
PIan has accepced. the iptan, determined vithout including any
acceptance of ihe Ptan] by an insider-
16. Except to the extent thaE liquidation is proposed i;r the
Plan, confirroaiion of the PIan is not likely to be followed by' the
Iiquidation or need for further financial reorganizaqion of the
Debr-or or any successqr to the De,btor under the Plan. t
L7. All fees payable under 2a u.s.c, section 1930,, as
deterrnined by the Couit at the hearing on confirrnation of the F'Ian,
5"""-r*un poia or the Pran Provides for ttre paygent of such fee's on
the FffEctive Date of the PIan.
18- The Plan provides for the continuation, after , the
Effective Date, of paf-iuent of all retiree benefits, as that te::ra is
defined in Section if f a of the Code, at the leveI ,established
pursuant to subseccion (e) (r) (B) or (9) of Section 1114 of the Code
lc uny tirae prior to conf irmation of the Plan ,for the durat'ion of
the period the Debtor h5s rbli$ated itself to provide sqgh bene!'its-
o
-4
I
{- J Boox 823 PrsE995
to confirnacion of --he Plan contained in
have been eicher satj.sfied or duly waived
in acccrdance v/ich the p=ovis ions cf the
19 - Alt conditions
secEion 7. I of the PIan
by the PIan ProPonents
P Ian.
20- Notuithstanding Paragraph 13 of tthis. orjtef ' "11 :.f-:l: '
u pp r i lli r "";;iliii;;;i; ;r s;;-" i o;- l l: : J: ) *"^t il:.",o,';,, ::,t:' ;?:ill:::i:;"iir!iit ttl, are rnet with resPect to crass 2(d) (1) ' with
l: i-'-l !L^ 61 -h ,? tha;;$;;a io u"tfi cto=., the Plan Proponents modified the Pl'an at' the
confirnation Hearing to deIet" poiograph:.5'11(e)' 5'4(a) (i) and
5.4 (a) (ii) of - tfre -Plul,
lld to iubstitute the following as
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t
earagraph 5.4(a) (i) of the PLan:
I
DECREED:
raodif ication
i
,,The Trustee shaII est.ablish an interest bearing account'
knownasthe,PyropowerReserveAccounc,ontheEffective
Dat,e. pyropower,i lien shall transfer to the PyroPo?gl'
Reserve aciount. PSCo, PacifiCorp and Tri-5eate will'
"""r.,_r""dthePyropoverReserveAccountont'heEf(ecliverDate sith cash or i clean letter of credit in the 'alnount.
of52,ooo,oooeach.llhentheClass2(d).(1)clainishal}
have been Alloued or disallowed by a -Final Order, trh€:
Trustee shall, unless t.he claim lJas disallor,red, make et
;;;;-Lg.inrt any such Lerters of credit in an amount:
equal --o one-third of such All"owed Class 2(d) (I) Clainr
andtheTrust.eeshallPaytoPyropowerfromthePyropor,er
Reserve Account the anount of the Alloved class 2(d) (1)
clain. IuroediateJ.y thereafter, the Tru-stee shaIl: (1)
rerurn the origiial Let,ter of Credit to the Plart
Proponent',f,ofu-rnishedit;and(2)paythebalanceofthePyropowerReserveAccountProratat.oeachPlan
Proponent who deposited cash, instead of a Letter of
Li"iit, into the Pyropo'er Reserve Account'''1
,
pyropouer consented to the foregoing rnodifications and uithdrew its
olietcion to confirnation of the PIan
2L. with respect to C}ass {(b), the Court fi.nds that, .in the
event class r (b) has not accepted the PIan Pursuant to S 1129 (a) of
the Code, tlre pian is fair and eguitablp. and does not discrirainate
unfairly with t"tp."t to-such C.Iais for the reasons stated of record
CONCLUSIQNS OF LAIT
Upontheforegoing,itisoRDERED'ADJUDGEDAND
:
A- the'Hotions to Modify. ar-e granted and the
contained in paragraph z7 of this order is approved.
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'.:.' Boox S28 ruct996
g. The plan is hereby confirmed in accordance uith Seclion
1129 of t.he Code.'
C- The assunption and assignment or rejection of contracts
and le,ases, as provided in the PIan, is approved-
I
D- The seles of Assets, as provided in the PIan, is approved
and, to the exten: provided in the PIan, such Assegs are sold to the
respective purchaiers free and clear of aIl- liens, claitrs,
encumbrances, rights of third parties and interests-
E- The Trustee is authorized and directed to take all steps
necessary and appropriaEe tro implement and consuEuaate trhe PIan and
all of the transactions contenpJ.ated in the PLan, including but not
limited to execution and performance, of the Asset Purchase Agreement
in substantially the form attached to the PIan as Exhibit 1.
F. The PIan Proponents shall, promptly after entry of this
Order,, give nocice by nail of the entry of Chis Order of
ionfiirnaiion co each parcy uho received notice of the Confirmacion
Hearing - .l
G- The propterty of the Estate shall ns! favest, in the DebEor.
H. Notuithstandini Paragraph..7..,3 of t'he PLan ind any other
provision of the PIan i,hat uould"fiernit uaiver pf the conditions
iorrtained in -'hei PJan or ihe Asset, Purchase Agreeraent, ttre
conditions contained in Sect,ion 10. OZ (d) of the Asset P'urchase
Agreement shaII not be waived.
II f. The follouing Stipulation among the PIan Proponents and
the\creditors' comnittie is- approved:
.t
' "No Alloped Class 6 (b) Clains of salt River or Platte
, River phich a;ise fron the assurnption or assumption lrith
modifications of . the YatDpa Project Participation
Agreement. or Hayden Participation Agreement shall be
entit.Led to be paid from Fund II-!'
urisdiction over this case to the
28 U.S.c. S 15? and 28tcy Code,
U. Si. C. ,S L3l
:',-/
ACTIC
/.---
United
A ADN
Stat.es
CIark
Bankruptcy Judge
F.R.8.P- tha Fo.tolrrq h.t ol Jx
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LINITED STATES BANKRUPTCY COURT
FOR THE DISTRICSi OF coLoRADrJ
ooox 828 Proi997
BankruPtcY Case No'
90 B 03751 C
CoIoRADO-UTE ELECtRTC ASSOCIATION, rNC',
olutor.
FILSO
BRAOFORO L ECLION. E.ENX
ORDER GRANTING UOSION FOR
HODI?ICATION OT TEE CO}i?IRUED EECOND A.}IENDED
JOTNT PLAN OP REORGA}IIZATION AND POR CORREC'JON
OT CLERICAL ERROR IN CO}TFIRY-ATION ORDER
This matter is before the' Court upon the Motion for
Modification of , the Confirmed Second. enenaea Joint PJ"an of
Reorganization anri for Coryection of.ClerlcaI Error in Confirmatiolt
Ora.i (',Hotion") filed on March 3, tbsz,. by Public Serrvice company
of Colorado, pacifiCorp Elect;;.; bfitatioris, Tri-state Generation
and Transrnission association, tnc., and. Intermountain Rural
Electric associJii";-G;-1;"ti".fy, the'tPIan Proponent-s") "- Notice
;;;;;;";;;;-s-j;;-;;;;;;;-i" rcl.r Rule 23 '"d ch" court havins
i"ceiVea no iirnely-filert objections, it is thererfore '
On-DERED that the Pl"an Proponents are perr,ritted to rnodify their
second .A:uended JointrPlan of RL;i;;;1rutii,'t (the i'Plan") .submitted
in the above-captioned case Uy nlling the Proposed Modifications
set forth in fxfrifit A to the Motion'
i, IT IS FIIRTHER oRDERED that the Proposed Post-confirmation
Modifications are hereby approved. and that the PIan is hereby
confirned as --lnoaifiea- ;i the Proposed Post-Confir-uation
Modifications. !
, IT Is runfilEa ORDERED -that tltl" Confir:naiiol 9ld*: dated
Fe.pruary 19, i;i;-,- pru"io""tf--iena-erea .by' this court in this
;;;k;;;L"y ittio; is herebv ""it."t'd bv chins+ng the-53j,;r:i:,. i:paragriph- e of the Confirnation Order fron "'paragrapn zt" Lc)
;'purig.iph 20". ,
i ITIS
pursuanc to
I
DATED this -lgH"v "t
F..rll.<r Orilt'<J *lran i!,. r,.- P.oporr.^'lr sf l'
!-rvc a cr.p1 *[ {.:s Ctol., upon atl aothcs,
i^ltxrl.
TI"IRTHER ORDEIiED
Locai RuIe.23 is
the Notice,
approved.
given of the Motion
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iIunited States BankruPtcY Judge
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\ Patricia Ann CIark
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:. ..',.\.IN RE:
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l.ToeachoftheGR:Alf,ItEEsanundivided50to.Jnershipinterestin
and, to the folloring personal propertyi '
-sgblttgli-an: rriflc 3{5 xv substetLon }raa E
Together sith an undivided 5ot interest to eaclt of the
cRAlclEEB in , and. to tr'"'1G"i"iio" Equipnent and Personal
ProPertY.
2. To PSCo an undivided
ProPertY. .' ,
1001 own"t=iip in and to the follorling
I
SubFt3tlon: i RlfLe 3{5 kv rrausni'sciou Eubstatioa Aroa D
Together vith an undivided loot interest in and to
iu6statiott iqoiprent and Personal Property'
3. To PSCo an undivided 100* ornership interest in and to
EXIIIBIT B
GARFTELD COUNTY
i
Boox S28 ?rct998
the
the
folloving ProPertY:
sub.station: I RLflc 3{5 kY Transuission 8u}statioa Area D
rogether trit-h an undivided loot interest \in and to 'trhe
ilil;6";;q"ipnent and Personal Property'
4. To psco an undivid,ed loot ounership interest in and to the
follouing ProPertY:
Sgbstation: Rifl'e Traugr'issioa Er:bstatiou Area A
' Together with an urdivided loo-t inte:est in and to the
i"6"tation ffiip."tt and Personal Propert'y'
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boox BZ3 Prci939
EEIBII 'B-1'
GtsRrTELD 'COUNTY
RISLE SI'BSTATION IISBR
VTT RIFI,E SUBSTATION
tniiie-i+s xv sub Area E)
(Riii;-;;s-iv rrans sub Area D)
(Rifle 345 kV Transrnission Sub Area B)
teiirJ it""=*itsion Sub Area A)
.sE1/4NE1 /4swi,/4 oF sEcTroI-11' AND NEl/4 saL/4
swl/4 oF sEcrrol'-inl-el'i ll-P*sHrP 5 sotm{ R'ANGE
93 wEST o. 'nr""iTH';M, 6ARFTELD coulrrY' coLoR'ADc'
AND
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swr/+ser/4 sECTroN 14
WTST OF THE 5TH P.M.,
T'OI.INSHIP 5 SOUTH RANGE 9 3
ianiistD cotINTY, coLoRADo
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CAPi CITY-ENTI TLEHEUT S
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PSCo capacitv
- Enlii!lenent
50t
50t
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50t
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2.
3-
4-
suu?tatio.n
Rifle 345 kV substation
.Area E
Rifle 345 kV transmission
Substation Area
Rlf1e 345 kv rransmission
substation .Area B
RifIe Transmission
Substation Area A'
Tll.-,state caracity
EntitleBent
s0t
50t
50t
50t
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$rtrir( 6E4 orce116
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ACCESS EASE}IEN:" - - -- -Boco to*-;{--L X ; Q Q o,er.-"r-Irr@
Baption N.. .IlSLtgCO TflTLDBED ALsDoRF, REcoBDER
Februarv
rs ge ';'llui '-P.oBEF: E. CHANCELLoR as ceneral partner,Rif Ie LanC n.ssociates, Ltd
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CCLOP-A-DO-IIEA
EXUIBIT I]
Proj ecl Riile Subst l.ccess Roard
ELECIRlC ASSOCIATION, INC.
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G -Ftc[ n cout'TY, cotoRADO
t.KI.OT ALL i:EN 8Y IHESE PRESENTS thAI the uddergigned Rifte Lald Associq
of the Cornty of Garfleld Stafe.of Colorado,
rhose address is p2l lTfI St':gef, Suifo
hereatter reterred to as Grontor tor $675 .00 ,,-
-receipt ot .nich is hereby acknorledged, does hereby grant unto Colorado-We Electric Association, lnc.,
Fhoso address is P. O. 8ox 1149, Montroso, Colorado 8t402, hereaffer referred to as Grantee, and to its
successors or assigns, the right, priviiege, and sasenenf to utilize an existing road owr and 4cross the
foltoring described property, situated in the C,ounty of Garfield , Stafe of Colordo:r
Southeasl Quarfer (SEl,/4) Section 14, Township 6 South, Range 9) l{est, of the 6th P.M. Garfietd County
Colorado.
2. fhat the purpose of this easem€nt is to insure the right of ingress and egress to a substation site
nhich the Grantee yill construsf, reconstrucf, operate, repair, rnainfain and tf necessa.y replace on nearby
lands. The Grantee agrees that its use of the above @scribed preerty shal I b,e limifed to such purpose.
Furth€r, Gronfor and Grantee agree thaf the term of this access easerpnt shal I be tor os long as the said
substafioo site is cperatsd and maintained on said noarby lands.
5. TheGrantee shall poy for any ond all physical danoges that m6y be caused In.the uso ol said acess
road orrar lnd &ross the property of the 6rantor.
4. Tho Grantee agraes to accept suifable alternate access in the event Grantor ch.nges the location ofall or part of the existing access road.
5. The Granlor convenants and darrants ihaf he is the orner of the above described land, subjeqt to suchd€lecls, ouist,:nJi;o inrcresti, liens, or e,:c:.isrences :s nly now appenr of iecord.
lN WITNESS liHEi:CF, the Grantor has set his hanO and seal ttris 10th day of Febru:rrv
re B5__.
- -',('c,tc,-- t /,).zav
AOftOWLEOGEMENT
STATE CF COLORADO
COUNTY OF DEIiVER
-.-.--.-i-.-..-.,i ,' ,.';, t. ..'. "..
The jtoregoing'i..ristr.unerrf ras acknorledged before nre this 1Oth day ot
SS
l./IINE;S hy hand and officiat seal.
My cornmission expires JanuarV 18, 1987
DT.[Ai.TOSTE
Docrrr'z't\'lTNo. v92.
l
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BociilSgZ PAcr732
socx 684 ?lral L?
a strip of rand 25 feet wide situateci in Lhe Northwest Ouarter ofEhe southeast Quarter (Nwl/4s81/4I and lhs southe+st ouarter of thesoutheast cuarter .(s_El /4s81/4) , seetion 14, township 5' sourh, Ranqe93 west, of Ehe 5th principal. l,reririian, Garfield C;;niy; cororado,the cent.errine of sai<i strip beinc more particularly alicribed asfollows:
BEGTNNTNG AT A porNr from which the southwest corner of theNwl /4sE 1/4 of said section 1 4 bears South alonq the west lirne ofSaid NW1/45E1/4 42.0 feet, run Thence along the arc of a 351.98foor, radius curve Eg_!l,u right, the chord of which bearJ SgZ"00,E60-33 feet; Thence s72'30rw lGG.s feet more or ress to the rsouthline of said NW1/45E1/t, and
BEGTNNTNG Ar A porNT from which the Northwest corner of theSE1/2581/4 of said Section 14 bears North alonq the r.Iest lirre ofsaid sEll4s81 /4 -380.0 feer,, run Thence s70"00'E ioa.o-i""t; Thencealong the arc of a 189.08 fooE radius curve to the reft, the lonqchord of which bears s91"20,E 74.31 reeti Thenee Ng7"20.E 702.afeet; Thence along Ehe arc of a 7G.00 foot radius curve to the1"!!r the lonq chord of which bears NG1;20,8 6d.63 reei; ThenceN35 "20 ' E 59 .0 feet more or less to the Southwesterf y-niif',t-of -l^layof a county road. ------J
Together with areas which may be reguired for cut and fiIIembankment s.
Containing 0-755 acres rnore or less