HomeMy WebLinkAbout1.00.a General Application Materials - Pole Barn Variance
5/19/2024
145 W. Main
Silt, CO 81652
Owner; D&B Ltd.
Request for Setback Variance
After a boundary line adjustment was approved in 2015 it has been discovered that an existing
structure that has been on the property for 26 years is in violation of a side setback. We are asking
for a variance as the neighboring property owner is not open to additional adjustments to the
property boundary. The property has operated in its current state for the last 26 years. There is no
change in use in the foreseeable future. D & B Ltd. is currently under contract to sell this property
and the buyers will not execute the contract if the building in question is not deemed legally non-
conforming or some other notation of being legal to give them assurances that this situation will
not cause issues in the future.
Property Use
Subject property has housed a construction supply company for the last 29 years. This use will not
change with the granting of the requested variance. The current lessee (White Cap Construction
Supply) has two years remaining on their current lease with an option for a two year extension. It is
fully expected that the current tenant will execute a new lease at the end of the current term.
Property History
In 1980 the subject property was purchased by my father Mack Gendreau. At the time of purchase,
the eastern boundary had a 6’ tall galvanized chain link fence with 4 strands of barbed wire on the
top. That fence is still there today and was always considered the property line. The first 18 years
my father owned the property, he utilized the existing building as a shop and used the rest of the
property for outside storage for his construction company. The main building was built in 1995 and
was utilized by a construction supply company and still is today.
Structure Description
The structure in question is a pole barn. With the exception of 4’ wide concrete strips on the floor
used to support racking, it has a compacted gravel floor. The building contains no electrical or gas
service. It has no insulation. It has no plumbing or water service. It has no windows. The
structural elements of the building are shown below.
The drawing below shows 3 large sliding barn doors on the west side of the building.
In 1998 Mack applied for a building permit for the pole barn using a survey from 1992 seen below.
The permit was granted, construction commenced, inspections were passed and a certificate of
occupancy was issued. Note on the above survey the “chain link fence” location and the notation
of “property overlap”.
In 2008 a new survey was completed for the addition of a Weather Port portable structure that was
installed on the west end of the property. Below is the east end of the survey for reference. Note
location of the pole barn, chain link fence, and reference to multiple rebar locates calling out the
“property overlap”.
In 2014 D & B Limited purchased the property from Mack. In a good faith effort to alleviate the
“property overlap” issue, he and the adjacent property owner, Charles Snider agreed to a boundary
line adjustment (Reception#: 869392) that would set the officially recorded boundary at the
“existing chain link fence”. This is shown on the survey completed in 2024 as seen below.
Garfield County
PAYMENT AGREEMENT FORM
cARFI ELD COU NTY ("CO U NTY" ) and Property Owner ("APPLICANT")i) t )5 LrP,
agree as follows
1.. The Appl icant has submitted to the ana ppl ication for the followi ng Project:
2. The Applicant understands and agrees that Garfield County Resolution No. 2014-60, as
amended, establishes a fee schedule for each type application, and the guidelines for the
administration of the fee structure.
3. The Applicant and the County agree that because of the size, nature or scope of the
proposed project, it is not possible at this time to ascertain the fullextent of the costs
involved in processing the application. The Applicant agrees to make payment of the Base
Fee, established for the Project, and to thereafter permit additional costs to be billed to the
Applicant. The Applicant agrees to make additional payments upon notification by the
County, when they are necessary, as costs are incurred.
4. The Base Fee shall be in addition to and exclusive of any cost for publication or cost of
consulting service determined necessary by the Board of County Commissioners for the
consideration of an application or additional County staff time or expense not covered by
the Base Fee. lf actual recorded costs exceed the initial Base Fee, the Applicant shall pay
additional billings to the County to reimburse the County for the processing of the Project.
The Applicant acknowledges that all billing shall be paid prior to the final consideration by
the County of any Land Use Change or Division of Land.
I hereby agree to pay all fees related to this application:
Billing Contact Person Phone: (17bI 32a- )-)
Billing Contact Address:
City:Foo- torr-,n^state: /P Zipcode: f f:{
Billing Contact Email ALghr-n,,t {. /Dr,.t-z
Printed Name of Person Authorized to Sign fuen- (rfrtadaqU
5? P-QPJ"/
(Signature)(Date)
Gurfield County
STATEMENT OF AUTHORITY
Pursuant to C.R.S. 538-30-172, the undersigned executes this Statement of Authority on behalf of
D + i\ 1-'i:a (,'>t-niP,qDD (corporation, limited
liability company, general partnership, registered limited liability partnership, registered limited liability
limited partnership, limited partnership association, government agency, trust or other), an entity other
than an individual, capable of holding title to real property (the "Entity"), and states as follows:
The name of the Entity is
and is formed under the
The mailing address for t
laws of
he Entity is/
The name and/or position of the person authorized to execute inst
otherwise affecting title to real property on behalf of the Entity is
ing, encumbering, or
t2&t-)
The limitations upon the authority of the person named above o
to bind the Entity are as follows (if no limitations, insert "None")
r holfling the position described above
t Nnr,tt-:
Other matters concerning the manner in which the Entity deals with any interest in real property are (if
no other matter, leave this section blank)
EXEcuTED tnis SDWa"yot Yla/ ,zaAE
Signature
Name (printed):
Title (if any))q&it*ai-y./,
STATE OF
COUNTY OF P"o',tf )ss
I
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-19 'a of ll'r 420.2The fo
by
instrume was acknowledged before me this
w on behalf of a
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Witness my hand and official seal
My commission expires:t|tl>rllL,l
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- l.t"y (Notary Public)
Customer Distribution
Prevent fraud - Please call a member of our closing team for wire transfer
instructions or to initiate a wire transfer. Note that our wiring instructions will
never change.
Order Number: ABC63021093-3 Date: 05/14/2024
Property Address: 145 WEST MAIN STREET, SILT, CO 81652
For Closing Assistance Closer's Assistant For Title Assistance
Katherine C. Talcott
3033 EAST FIRST AVENUE,
SUITE 600
DENVER, CO 80206
(303) 331-6229 (Work)
(303) 393-4926 (Work Fax)
ktalcott@ltgc.com
Company License: CO44565
Rachel Roberts
3033 EAST FIRST AVENUE,
SUITE 600
DENVER, CO 80206
(303) 331-6260 (Work)
(303) 393-3858 (Work Fax)
rroberts@ltgc.com
Company License: CO44565
Scott Bennetts
5975 GREENWOOD PLAZA
BLVD
GREENWOOD VILLAGE, CO
80111
(303) 850-4175 (Work)
sbennetts@ltgc.com
OCEAN BLOCK REAL ESTATE, LLC
Attention: JOSEPH RICCIUTI
777 3RD AVENUE, 26TH FLOOR
NEW YORK, NY 10017
(646) 690-9779 (Work)
jr@oceanblockcapital.com
Delivered via: Electronic Mail
DUBIN SINGER PHILLIPS PC
Attention: JORDAN YONTZ
200 WEST MONROE STREET, SUITE 2050
CHICAGO, IL 60606
jyontz@dubinsinger.com
Delivered via: Electronic Mail
OCEAN BLOCK REAL ESTATE, LLC
Attention: MICHAEL KYRIAK
777 3RD AVENUE 26TH FLOOR
NEW YORK, NY 10017
(646) 225-4040 (Work)
michael@oceanblockcapital.com
Delivered via: Electronic Mail
DUBIN SINGER PHILLIPS PC
Attention: EMILIA MONROE
200 WEST MONROE STREET, SUITE 2050
CHICAGO, IL 60606
(312) 801-8750 (Work)
emonroe@dubinsinger.com
Delivered via: Electronic Mail
D & B LIMITED
Attention: BRENT GENDREAU
1407 HIWAN COURT
FORT COLLINS, CO 80525
bg@talon545.com
Delivered via: Electronic Mail
KUTAK ROCK LLP
Attention: STEPHEN H ISMERT
2001 16TH STREET, SUITE 1800
DENVER, CO 80202
(303) 297-2400 (Work)
(303) 292-7799 (Work Fax)
stephen.ismert@kutakrock.com
Delivered via: Electronic Mail
LAND TITLE EXCHANGE CORPORATION
Attention: KACEY NEER
5975 GREENWOOD PLAZA BLVD
GREENWOOD VILLAGE, CO 80111
(303) 850-4133 (Work)
(303) 393-4730 (Work Fax)
kneer@ltgc.com
Delivered via: Electronic Mail
KUTAK ROCK LLP
Attention: HEATHER PUCKETTE
2001 16TH STREET, SUITE 1800
DENVER, CO 80202
(808) 388-1566 (Cell)
(303) 297-2400 (Work)
(303) 292-7799 (Work Fax)
heather.puckette@kutakrock.com
Delivered via: Electronic Mail
DUBIN SINGER PHILLIPS PC
Attention: MITCH PHILLIPS
200 WEST MONROE STREET, SUITE 2050
CHICAGO, IL 60606
(312) 801-8742 (Work)
(312) 801-8767 (Work Fax)
mphillips@dubinsinger.com
Delivered via: Electronic Mail
LAND TITLE GUARANTEE COMPANY
Attention: MINDY HUMPHREY
3033 EAST FIRST AVENUE SUITE 600
DENVER, CO 80206
(303) 618-6569 (Cell)
(303) 331-6274 (Work)
(303) 393-4912 (Work Fax)
mhumphrey@ltgc.com
Delivered via: Electronic Mail
Estimate of Title Fees
Order Number: ABC63021093-3 Date: 05/14/2024
Property Address: 145 WEST MAIN STREET, SILT, CO 81652
Seller(s): D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY
Buyer(s): OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY COMPANY
Thank you for putting your trust in Land Title. Below is the estimate of title fees for the
transaction. The final fees will be collected at closing. Visit ltgc.com to learn more about
Land Title.
Estimate of Title Insurance Fees
"ALTA" Owner's Policy 07-30-21 $2,866.00
Deletion of Standard Exception(s)$100.00
Endorsement ALTA 9.2 $573.00
Endorsement ALTA 17 $287.00
Endorsement ALTA 18 $100.00
Endorsement ALTA 25 $287.00
Endorsement ALTA 3.1 $716.00
Endorsement Arbitration Deletion $100.00
Tax Certificate $27.00
TOTAL $5,056.00
Note: The documents linked in this commitment should be reviewed carefully. These
documents, such as covenants conditions and restrictions, may affect the title, ownership and
use of the property. You may wish to engage legal assistance in order to fully understand and
be aware of the implications of the documents on your property.
Chain of Title Documents:
Garfield county recorded 09/09/2015 under reception no. 867785
Garfield county recorded 01/04/1990 at book 770 page 543
This page is only a part of a 2021 ALTA® Commitment for Title Insurance. This
Commitment is not valid without the Notice; the Commitment to Issue Policy; the
Commitment Conditions; Schedule A; Schedule B, Part I—Requirements; Schedule B, Part
II—Exceptions; and a counter-signature by the Company or its issuing agent that may be in
electronic form.
Copyright 2021 American Land Title Association. All rights reserved.
The use of this Form is restricted to ALTA licensees and ALTA members in good standing
as of the date of use. All other uses are prohibited. Reprinted under license from the
American Land Title Association.
Property Address:
145 WEST MAIN STREET, SILT, CO 81652
1. Commitment Date:
04/23/2024 at 5:00 P.M.
2. Policy to be Issued and Proposed Insured:
"ALTA" Owner's Policy 07-30-21
Proposed Insured:
OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED
LIABILITY COMPANY
$1,150,000.00
3. The estate or interest in the land described or referred to in this Commitment and covered herein is:
FEE SIMPLE
4. The Title is, at the Commitment Date, vested in:
D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY
5. The Land is described as follows:
AT TRACT OF LAND IN THE N1/2NE1/4, SECTION 9, TOWNSHIP 6 SOUTH, RANGE 92 WEST OF THE 6TH
P.M. BEING THAT TRACT OF LAND DESCRIBED IN BOOK 562 AT PAGE 370 AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE SOUTH RIGHT OF WAY OF U.S. HIGHWAY 6 & 24 WHEN THE
INTERSECTION OF THE SOUTH RIGHT OF WAY LINE OF U.S. HIGHWAY 6 & 24 AND THE WEST LINE OF
SAID NE1/4NE1/4 BEARS SOUTH 88°41'18" WEST 400.73 FEET, AND THE NE CORNER OF SAID SECTION
BEARS NORTH 54°45'53" EAST 1113.95 FEET; THENCE SOUTH 89°54'30" EAST 650.00 FEET ALONG SAID
RIGHT OF WAY; THENCE SOUTH 00°05'51" WEST 139.42 FEET TO A POINT ON THE NORTHERLY RIGHT
OF WAY LINE OF SAID RAILROAD; THENCE ALONG SAID RIGHT OF WAY NORTH 85°24'27" WEST 652.01
FEET; THENCE NORTH 00°05'51" EAST 88.26 FEET TO THE POINT OF BEGINNING, COUNTY OF
GARFIELD, STATE OF COLORADO
LESS AND EXCEPT THAT PORTION CONVEYED TO CHARLES A. SNIDER AND PHYLLIS D. SNIDER IN
DEED RECORDED SEPTEMBER 4, 2015 UNDER RECEPTION NO. 867647.
ALTA COMMITMENT
Old Republic National Title Insurance Company
Schedule A
Order Number:ABC63021093-3
ALTA COMMITMENT
Old Republic National Title Insurance Company
Schedule B, Part I
(Requirements)
Order Number: ABC63021093-3
All of the following Requirements must be met:
This proposed Insured must notify the Company in writing of the name of any party not referred to in this
Commitment who will obtain an interest in the Land or who will make a loan on the Land. The Company
may then make additional Requirements or Exceptions.
Pay the agreed amount for the estate or interest to be insured.
Pay the premiums, fees, and charges for the Policy to the Company.
Documents satisfactory to the Company that convey the Title or create the Mortgage to be insured, or
both, must be properly authorized, executed, delivered, and recorded in the Public Records.
1. RELEASE OF DEED OF TRUST DATED DECEMBER 06, 2014 FROM D & B LIMITED, A COLORADO
LIMITED LIABILITY COMPANY TO THE PUBLIC TRUSTEE OF GARFIELD COUNTY FOR THE USE OF
ALFRED M. GENDREAU TO SECURE THE SUM OF $750,000.00 RECORDED SEPTEMBER 09, 2015,
UNDER RECEPTION NO. 867788.
2. PROVIDE LAND TITLE GUARANTEE COMPANY WITH A FINAL, CERTIFIED SURVEY PREPARED BY GRS
GROUP, JOB NO. 24-68175.1
LAND TITLE GUARANTEE COMPANY IS NOT RESPONSIBLE FOR ORDERING SAID SURVEY.
3. CERTIFICATE OF GOOD STANDING OF OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED
LIABILITY COMPANY, ISSUED BY THE SECRETARY OF STATE OF COLORADO.
NOTE: SAID OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY COMPANY IS
CURRENTLY NOT LISTED IN SAID SECRETARY OF STATE RECORDS.
4. A FULL COPY OF THE FULLY EXECUTED OPERATING AGREEMENT AND ANY AND ALL AMENDMENTS
THERETO FOR OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY COMPANY MUST
BE FURNISHED TO LAND TITLE GUARANTEE COMPANY. SAID AGREEMENT MUST DISCLOSE WHO
MAY CONVEY, ACQUIRE, ENCUMBER, LEASE OR OTHERWISE DEAL WITH INTERESTS IN REAL
PROPERTY FOR SAID ENTITY.
NOTE: ADDITIONAL REQUIREMENTS MAY BE NECESSARY UPON REVIEW OF THIS DOCUMENTATION.
5. DULY EXECUTED AND ACKNOWLEDGED STATEMENT OF AUTHORITY SETTING FORTH THE NAME OF
OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY COMPANY AS A LIMITED LIABILITY
COMPANY. THE STATEMENT OF AUTHORITY MUST STATE UNDER WHICH LAWS THE ENTITY WAS
CREATED, THE MAILING ADDRESS OF THE ENTITY, AND THE NAME AND POSITION OF THE
PERSON(S) AUTHORIZED TO EXECUTE INSTRUMENTS CONVEYING, ENCUMBERING, OR OTHERWISE
AFFECTING TITLE TO REAL PROPERTY ON BEHALF OF THE ENTITY AND OTHERWISE COMPLYING
WITH THE PROVISIONS OF SECTION 38-30-172, CRS.
NOTE: THE STATEMENT OF AUTHORITY MUST BE RECORDED WITH THE CLERK AND RECORDER.
6. A FULL COPY OF THE FULLY EXECUTED OPERATING AGREEMENT AND ANY AND ALL AMENDMENTS
THERETO FOR D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY MUST BE FURNISHED TO
LAND TITLE GUARANTEE COMPANY. SAID AGREEMENT MUST DISCLOSE WHO MAY CONVEY,
ACQUIRE, ENCUMBER, LEASE OR OTHERWISE DEAL WITH INTERESTS IN REAL PROPERTY FOR SAID
ENTITY.
NOTE: ADDITIONAL REQUIREMENTS MAY BE NECESSARY UPON REVIEW OF THIS DOCUMENTATION.
7. DULY EXECUTED AND ACKNOWLEDGED STATEMENT OF AUTHORITY SETTING FORTH THE NAME OF
D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY AS A LIMITED LIABILITY COMPANY. THE
STATEMENT OF AUTHORITY MUST STATE UNDER WHICH LAWS THE ENTITY WAS CREATED, THE
MAILING ADDRESS OF THE ENTITY, AND THE NAME AND POSITION OF THE PERSON(S) AUTHORIZED
TO EXECUTE INSTRUMENTS CONVEYING, ENCUMBERING, OR OTHERWISE AFFECTING TITLE TO
REAL PROPERTY ON BEHALF OF THE ENTITY AND OTHERWISE COMPLYING WITH THE PROVISIONS
OF SECTION 38-30-172, CRS.
NOTE: THE STATEMENT OF AUTHORITY MUST BE RECORDED WITH THE CLERK AND RECORDER.
8. WARRANTY DEED FROM D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY TO OCEAN BLOCK
REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY COMPANY CONVEYING SUBJECT PROPERTY.
9. PROVIDE LAND TITLE GUARANTEE COMPANY WITH A CIRRENT, CERTIFIED RENT ROLL FOR SUBJECT
PROPERTY, OR CONFIRMATION OF THE EXISTING LEASES AND TENANCIES AFFECTING SUBJECT
PROPERTY.
10. A CURRENT ZONING LETTER FOR SAID LAND ISSUED BY THE APPROPRIATE GOVERNMENT AGENCY
SETTING FORTH THE ZONING CLASSIFICATION, ALLOWED USES, PARKING REQUIREMENTS AND ANY
KNOWN VIOLATIONS.
NOTE: THIS REQUIREMENT IS NECESSARY TO ATTACH ENDORSEMENT ALTA 3.1 TO THE OWNERS
POLICY TO BE ISSUED. ADDITIONAL REQUIREMENTS AND/OR EXCEPTIONS MAY BE MADE UPON THE
REVIEW OF SAID LETTER.
NOTE: SAID ZONING LETTER MUST SPECIFICALLY AFFIRM THAT THE ENCROACHMENTS OF THE
BUILDINGS AND COVERED STORAGE TENT INTO THE BUILDING SETBACKS ARE ALLOWED.
REQUIREMENTS TO DELETE THE PRE-PRINTED EXCEPTIONS IN THE OWNER'S POLICY TO BE ISSUED
A. ITEMS 1-3 OF THE PRE-PRINTED EXCEPTIONS WILL BE DELETED UPON RECEIPT OF A FINAL,
CERTIFIED SURVEY. MATTERS DISCLOSED BY SAID SURVEY MAY BE ADDED TO SCHEDULE B, PART II
HEREOF.
B. UPON THE APPROVAL OF THE COMPANY AND THE RECEIPT OF A NOTARIZED FINAL LIEN
AFFIDAVIT, ITEM 4 OF THE PRE-PRINTED EXCEPTIONS, WILL BE AMENDED TO READ:
ITEM 4 OF THE PRE-PRINTED EXCEPTIONS IS DELETED AS TO ANY LIENS OR FUTURE LIENS
RESULTING FROM WORK OR MATERIAL FURNISHED AT THE SPECIFIC, DIRECT REQUEST, AND WITH
THE ACTUAL KNOWLEDGE OF D & B LIMITED, A COLORADO LIMITED LIABILITY COMPANY.
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SHALL HAVE NO LIABILITY FOR ANY LIENS
ARISING FROM WORK OR MATERIAL FURNISHED AT THE SPECIFIC, DIRECT REQUEST, AND WITH THE
ACTUAL KNOWLEDGE OF OCEAN BLOCK REAL ESTATE, LLC, A NEW YORK LIMITED LIABILITY
COMPANY.
C. ITEM 5 OF THE PRE-PRINTED EXCEPTIONS WILL BE DELETED IF LAND TITLE GUARANTEE
COMPANY CONDUCTS THE CLOSING OF THE CONTEMPLATED TRANSACTION(S) AND RECORDS THE
DOCUMENTS IN CONNECTION THEREWITH.
D. UPON PROOF OF PAYMENT OF 2023 TAXES AND ASSESSMENTS, ITEM 6 OF THE PRE-PRINTED
EXCEPTIONS WILL BE AMENDED TO READ:
TAXES AND ASSESSMENTS FOR THE YEAR 2024 AND SUBSEQUENT YEARS, A LIEN NOT YET DUE OR
PAYABLE.
NOTE: ITEMS 7(A) AND 7(B) OF THE PRE-PRINTED EXCEPTIONS ARE HEREBY DELETED.
ALTA COMMITMENT
Old Republic National Title Insurance Company
Schedule B, Part I
(Requirements)
Order Number: ABC63021093-3
All of the following Requirements must be met:
Some historical land records contain Discriminatory Covenants that are illegal and unenforceable by
law. This Commitment and the Policy treat any Discriminatory Covenant in a document referenced in
Schedule B as if each Discriminatory Covenant is redacted, repudiated, removed, and not republished or
recirculated. Only the remaining provisions of the document will be excepted from coverage.
1. Any facts, rights, interests, or claims thereof, not shown by the Public Records but that could be
ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.
2. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
3. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that
would be disclosed by an accurate and complete land survey of the Land and not shown by the Public
Records.
4. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by
law and not shown by the Public Records.
5. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the
public records or attaching subsequent to the effective date hereof but prior to the date of the proposed
insured acquires of record for value the estate or interest or mortgage thereon covered by this
Commitment.
6. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that
levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public
agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown
by the records of such agency or by the Public Records.
7. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the
issuance thereof; (c) water rights, claims or title to water.
8. EXISTING LEASES AND TENANCIES, IF ANY.
NOTE: UPON SATISFACTION OF SCHEDULE B-1 REQUIREMENT 9 AND CONFIRMATION OF THE
INFORMATION SET FORTH BELOW, THE FOREGOING EXCEPTION WILL BE AMENDED TO READ:
RIGHTS OF WHITE CAP, L.P., A FLORIDA LIMITED PARTNERSHIP, AS TENANT PURSUANT TO THAT
CERTAIN UNRECORDED LEASE AGREEMENT DATED NOVEMBER 1, 2019, AS AMENDED BY THAT
CERTAIN FIRST AMENDMENT TO LEASE AGREEMENT DATED MAY, 2020.
9. RIGHT OF THE PROPRIETOR OF A VEIN OR LODE TO EXTRACT AND REMOVE HIS ORE THEREFROM,
SHOULD THE SAME BE FOUND TO PENETRATE OR INTERSECT THE PREMISES HEREBY GRANTED,
AND A RIGHT OF WAY FOR DITCHES OR CANALS CONSTRUCTED BY THE AUTHORITY OF THE UNITED
STATES, AS RESERVED IN UNITED STATES PATENT RECORDED AUGUST 30, 1893 UNDER RECEPTION
NO. 16286.
10. (THIS ITEM WAS INTENTIONALLY DELETED)
11. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN RESOLUTION NO.
BOA-2008-03, SERIES OF 2008 RECORDED JULY 28, 2008 UNDER RECEPTION NO. 753124.
NOTE: UPON SATISFACTION OF SCHEDULE B-1 REQUIREMENT 10, AND CONFIRMATION THAT SAID
RESOLUTION IS NO LONGER APPLICABLE UNDER CURRENT ZONING, THE FOREGOING EXCEPTION
WILL BE DELETED.
ALTA COMMITMENT
Old Republic National Title Insurance Company
Schedule B, Part II
(Exceptions)
Order Number: ABC63021093-3
12. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN RESOLUTION NO.
BOA-2008-05 RECORDED JULY 13, 2009 UNDER RECEPTION NO. 771266.
NOTE: UPON SATISFACTION OF SCHEDULE B-1 REQUIREMENT 10, AND CONFIRMATION THAT SAID
RESOLUTION IS NO LONGER APPLICABLE UNDER CURRENT ZONING, THE FOREGOING EXCEPTION
WILL BE DELETED.
13. PAID-UP OIL AND GAS LEASE RECORDED OCTOBER 14, 2009 UNDER RECEPTION NO. 776356 AND ANY
AND ALL ASSIGNMENTS THEREOF, OR INTEREST THEREIN.
NOTE: UPON RECEIPT OF EVIDENCE SATISFACTORY TO LAND TITLE GUARANTEE COMPANY THAT
SAID LEASE IS NO LONGER IN EFFECT, THE FOREGOING EXCEPTION WILL BE DELETED.
14. THE EFFECT OF BOUNDARY LINE ADJUSTMENT AFFIDAVIT RECORDED OCTOBER 16, 2015 UNDER
RECEPTION NO. 869392
15. ANY FACTS, RIGHTS, INTERESTS OR CLAIMS WHICH MAY EXIST OR ARISE BY REASON OF THE
FOLLOWING FACTS SHOWN ON ALTA/NSPS LAND TITLE SURVEY CERTIFIED _ _ _ _ _ _ _ _ _ _ _ _ _ _ _,
2024, PREPARED BY GRS GROUP, JOB #24-68175.1;
A. FENCE LINES ARE NOT COINCIDENT WITH PROPERTY LINES.
B. CONCRETE CROSSES THE PROPERTY LINE.
C. BUILDINGS AND COVERED STORAGE TENT SITUATED PARTIALLY IN BUILDING SETBACKS.
D. RECORD LEGAL DESCRIPTION DOES NOT CLOSE BY 2.08'
SAID SURVEY STORED AS IMAGE 67235820
ALTA COMMITMENT
Old Republic National Title Insurance Company
Schedule B, Part II
(Exceptions)
Order Number: ABC63021093-3
ALTA Commitment For Title Insurance
issued by Old Republic National Title Insurance Company
NOTICE
IMPORTANT—READ CAREFULLY: THIS COMMITMENT IS AN OFFER TO ISSUE ONE OR MORE TITLE INSURANCE
POLICIES. ALL CLAIMS OR REMEDIES SOUGHT AGAINST THE COMPANY INVOLVING THE CONTENT OF THIS
COMMITMENT OR THE POLICY MUST BE BASED SOLELY IN CONTRACT.
THIS COMMITMENT IS NOT AN ABSTRACT OF TITLE, REPORT OF THE CONDITION OF TITLE, LEGAL OPINION, OPINION
OF TITLE, OR OTHER REPRESENTATION OF THE STATUS OF TITLE. THE PROCEDURES USED BY THE COMPANY TO DETERMINE INSURABILITY OF
THE TITLE, INCLUDING ANY SEARCH AND EXAMINATION, ARE PROPRIETARY TO THE COMPANY, WERE PERFORMED SOLELY FOR THE BENEFIT OF
THE COMPANY, AND CREATE NO EXTRACONTRACTUAL LIABILITY TO ANY PERSON, INCLUDING A PROPOSED INSURED.
THE COMPANY’S OBLIGATION UNDER THIS COMMITMENT IS TO ISSUE A POLICY TO A PROPOSED INSURED IDENTIFIED IN SCHEDULE A IN
ACCORDANCE WITH THE TERMS AND PROVISIONS OF THIS COMMITMENT. THE COMPANY HAS NO LIABILITY OR OBLIGATION INVOLVING THE
CONTENT OF THIS COMMITMENT TO ANY OTHER PERSON. .
COMMITMENT TO ISSUE POLICY
Subject to the Notice; Schedule B, Part I—Requirements; Schedule B, Part II—Exceptions; and the Commitment Conditions ,Old Republic National Title Insurance
Company, a Minnesota corporation (the “Company”), commits to issue the Policy according to the terms and provisions of this Commitment. This Commitment is
effective as of the Commitment Date shown in Schedule A for each Policy described in Schedule A, only when the Company has entered in Schedule A both the
specified dollar amount as the Proposed Amount of insurance and the name of the Proposed Insured. If all of the Schedule B, Part I—Requirements have not been
met within 6 months after the Commitment Date, this Commitment terminates and the Company’s liability and obligation end.
COMMITMENT CONDITIONS
1. DEFINITIONS
2. If all of the Schedule B, Part I—Requirements have not been met within the time period specified in the Commitment to Issue Policy, Commitment terminates
and the Company’s liability and obligation end.
3. The Company’s liability and obligation is limited by and this Commitment is not valid without:
4. COMPANY’S RIGHT TO AMEND
The Company may amend this Commitment at any time. If the Company amends this Commitment to add a defect, lien, encumbrance, adverse claim, or
other matter recorded in the Public Records prior to the Commitment Date, any liability of the Company is limited by Commitment Condition 5. The
Company is not liable for any other amendment to this Commitment.
5. LIMITATIONS OF LIABILITY
i. comply with the Schedule B, Part I—Requirements;
ii. eliminate, with the Company’s written consent, any Schedule B, Part II—Exceptions; or
iii. acquire the Title or create the Mortgage covered by this Commitment.
“Discriminatory Covenant”: Any covenant, condition, restriction, or limitation that is unenforceable under applicable law because it illegally
discriminates against a class of individuals based on personal characteristics such as race, color, religion, sex, sexual orientation, gender identity,
familial status, disability, national origin, or other legally protected class.
(a)
“Knowledge” or “Known”: Actual knowledge or actual notice, but not constructive notice imparted by the Public Records.(b)
“Land”: The land described in item 5 of Schedule A and affixed improvements located on that land that by State law constitute real property. The term
“Land” does not include any property beyond that described in Schedule A, nor any right, title, interest, estate, or easement in any abutting street,
road, aavenue, alley, lane, right-of-way, body of water, or waterway, but does not modify or limit the extent that a right of access to and from the Land
is to be insured by the Policy.
(c)
“Mortgage”: A mortgage, deed of trust, trust deed, security deed, or other real property security instrument, including one evidenced by electronic
means authorized by law.
(d)
“Policy”: Each contract of title insurance, in a form adopted by the American Land Title Association, issued or to be issued by the Company
pursuant to this Commitment.
(e)
“Proposed Amount of Insurance”: Each dollar amount specified in Schedule A as the Proposed Amount of Insurance of each Policy to be issued
pursuant to this Commitment.
(f)
“Proposed Insured”: Each person identified in Schedule A as the Proposed Insured of each Policy to be issued pursuant to this Commitment.(g)
“Public Records”: The recording or filing system established under State statutes in effect at the Commitment Date under which a document must be
recorded or filed to impart constructive notice of matters relating to the TItle to a purchaser for value without Knowledge. The term “Public Records”
does not include any other recording or filing system, including any pertaining to environmental remediation or protection, planning, permitting,
zoning, licensing, building, health, public safety, or national security matters.
(h)
“State”: The state or commonwealth of the United States within whose exterior boundaries the Land is located. The term “State” also includes the
District of Columbia, the Commonwealth of Puerto Rico, the U.S. Virgin Islands, and Guam.
(i)
“Title”: The estate or interest in the Land identified in Item 3 of Schedule A.(j)
the Notice;(a)
the Commitment to Issue Policy;(b)
the Commitment Conditions;(c)
Schedule A;(d)
Schedule B, Part I—Requirements; and(e)
Schedule B, Part II—Exceptions; and(f)
a counter-signature by the Company or its issuing agent that may be in electronic form.(g)
The Company’s liability under Commitment Condition 4 is limited to the Proposed Insured’s actual expense incurred in the interval between the
Company’s delivery to the Proposed Insured of the Commitment and the delivery of the amended Commitment, resulting from the Proposed
Insured’s good faith reliance to:
(a)
The Company is not liable under Commitment Condition 5(a) if the Proposed Insured requested the amendment or had Knowledge of the matter and
did not notify the Company about it in writing.
(b)
The Company is only liable under Commitment Condition 4 if the Proposed Insured would not have incurred the expense had the Commitment
included the added matter when the Commitment was first delivered to the Proposed Insured.
(c)
The Company’s liability does not exceed the lesser of the Proposed Insured’s actual expense incurred in good faith and described in Commitment
Condition 5(a) or the Proposed Amount of Insurance.
(d)
The Company is not liable for the content of the Transaction Identification Data, if any.(e)
The Company is not obligated to issue the Policy referred to in this Commitment unless all of the Schedule B, Part I—Requirements have been met
to the satisfaction of the Company.
(f)
6. LIABILITY OF THE COMPANY MUST BE BASED ON THIS COMMITMENT. CHOICE OF LAW AND CHOICE OF FORUM
7. IF THIS COMMITMENT IS ISSUED BY AN ISSUING AGENT
The issuing agent is the Company’s agent only for the limited purpose of issuing title insurance commitments and policies. The issuing agent is not the
Company’s agent for the purpose of providing closing or settlement services.
8. PRO-FORMA POLICY
The Company may provide, at the request of a Proposed Insured, a pro-forma policy illustrating the coverage that the Company may provide. A pro-forma
policy neither reflects the status of Title at the time that the pro-forma policy is delivered to a Proposed Insured, nor is it a commitment to insure.
9. CLAIMS PROCEDURES
This Commitment incorporates by reference all Conditions for making a claim in the Policy to be issued to the Proposed Insured. Commitment Condition 9
does not modify the limitations of liability in Commitment Conditions 5 and 6.
10. CLASS ACTION
ALL CLAIMS AND DISPUTES ARISING OUT OF OR RELATING TO THIS COMMITMENT, INCLUDING ANY SERVICE OR OTHER MATTER IN
CONNECTION WITH ISSUING THIS COMMITMENT, ANY BREACH OF A COMMITMENT PROVISION, OR ANY OTHER CLAIM OR DISPUTE
ARISING OUT OF OR RELATING TO THE TRANSACTION GIVING RISE TO THIS COMMITMENT, MUST BE BROUGHT IN AN INDIVIDUAL
CAPACITY. NO PARTY MAY SERVE AS PLAINTIFF, CLASS MEMBER, OR PARTICIPANT IN ANY CLASS OR REPRESENTATIVE PROCEEDING.
ANY POLICY ISSUED PURSUANT TO THIS COMMITMENT WILL CONTAIN A CLASS ACTION CONDITION.
11. ARBITRATION
The Policy contains an arbitration clause. All arbitrable matters when the Proposed Amount of insurance is $2,000,000 or less may be arbitrated at the
election of either the Company or the Proposed Insured as the exclusive remedy of the parties. A Proposed Insured may review a copy of the arbitration
rules at http://www.alta.org/arbitration
IN WITNESS WHEREOF, Old Republic National Title Insurance Company has caused its corporate name and seal to be affixed by its duly authorized officers on
the date shown in Schedule A to be valid when countersigned by a validating officer or other authorized signatory.
Issued by:
Land Title Guarantee Company
3033 East First Avenue Suite 600
Denver, Colorado 80206
303-321-1880
Craig B. Rants, Senior Vice President
This page is only a part of a 2021 ALTA® Commitment for Title Insurance issued by Old Republic National Title Insurance Company. This Commitment is not
valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I—Requirements; and Schedule B, Part II
—Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic form.
Copyright 2021 American Land Title Association. All rights reserved.
The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are
prohibited. Reprinted under license from the American Land Title Association.
The Company’s liability is further limited by the terms and provisions of the Policy to be issued to the Proposed Insured.(g)
Only a Proposed Insured identified in Schedule A, and no other person, may make a claim under this Commitment.(a)
Any claim must be based in contract under the State law of the State where the Land is located and is restricted to the terms and provisions of this
Commitment. Any litigation or other proceeding brought by the Proposed Insured against the Company must be filed only in a State or federal court
having jurisdiction
(b)
This Commitment, as last revised, is the exclusive and entire agreement between the parties with respect to the subject matter of this Commitment
and supersedes all prior commitment negotiations, representations, and proposals of any kind, whether written or oral, express or implied, relating to
the subject matter of this Commitment.
(c)
The deletion or modification of any Schedule B, Part II—Exception does not constitute an agreement or obligation to provide coverage beyond the
terms and provisions of this Commitment or the Policy.
(d)
Any amendment or endorsement to this Commitment must be in writing and authenticated by a person authorized by the Company.(e)
When the Policy is issued, all liability and obligation under this Commitment will end and the Company’s only liability will be under the Policy.(f)
Land Title Guarantee Company
Disclosure Statements
Note: Pursuant to CRS 10-11-122, notice is hereby given that:
Note: Effective September 1, 1997, CRS 30-10-406 requires that all documents received for recording or filing in the
clerk and recorder's office shall contain a top margin of at least one inch and a left, right and bottom margin of at least
one half of an inch. The clerk and recorder may refuse to record or file any document that does not conform, except that,
the requirement for the top margin shall not apply to documents using forms on which space is provided for recording or
filing information at the top margin of the document.
Note: Colorado Division of Insurance Regulations 8-1-2 requires that "Every title entity shall be responsible for all matters
which appear of record prior to the time of recording whenever the title entity conducts the closing and is responsible for
recording or filing of legal documents resulting from the transaction which was closed". Provided that Land Title
Guarantee Company conducts the closing of the insured transaction and is responsible for recording the legal documents
from the transaction, exception number 5 will not appear on the Owner's Title Policy and the Lenders Policy when issued.
Note: Affirmative mechanic's lien protection for the Owner may be available (typically by deletion of Exception no. 4 of
Schedule B, Section 2 of the Commitment from the Owner's Policy to be issued) upon compliance with the following
conditions:
No coverage will be given under any circumstances for labor or material for which the insured has contracted for or
agreed to pay.
Note: Pursuant to CRS 10-11-123, notice is hereby given:
The Subject real property may be located in a special taxing district.(A)
A certificate of taxes due listing each taxing jurisdiction will be obtained from the county treasurer of the county in
which the real property is located or that county treasurer's authorized agent unless the proposed insured provides
written instructions to the contrary. (for an Owner's Policy of Title Insurance pertaining to a sale of residential real
property).
(B)
The information regarding special districts and the boundaries of such districts may be obtained from the Board of
County Commissioners, the County Clerk and Recorder, or the County Assessor.
(C)
The land described in Schedule A of this commitment must be a single family residence which includes a
condominium or townhouse unit.
(A)
No labor or materials have been furnished by mechanics or material-men for purposes of construction on the land
described in Schedule A of this Commitment within the past 6 months.
(B)
The Company must receive an appropriate affidavit indemnifying the Company against un-filed mechanic's and
material-men's liens.
(C)
The Company must receive payment of the appropriate premium.(D)
If there has been construction, improvements or major repairs undertaken on the property to be purchased within
six months prior to the Date of Commitment, the requirements to obtain coverage for unrecorded liens will include:
disclosure of certain construction information; financial information as to the seller, the builder and or the contractor;
payment of the appropriate premium fully executed Indemnity Agreements satisfactory to the company, and, any
additional requirements as may be necessary after an examination of the aforesaid information by the Company.
(E)
This notice applies to owner's policy commitments disclosing that a mineral estate has been severed from the surface
estate, in Schedule B-2.
Note: Pursuant to CRS 10-1-128(6)(a), It is unlawful to knowingly provide false, incomplete, or misleading facts or
information to an insurance company for the purpose of defrauding or attempting to defraud the company. Penalties may
include imprisonment, fines, denial of insurance, and civil damages. Any insurance company or agent of an insurance
company who knowingly provides false, incomplete, or misleading facts or information to a policyholder or claimant for
the purpose of defrauding or attempting to defraud the policyholder or claimant with regard to a settlement or award
payable from insurance proceeds shall be reported to the Colorado Division of Insurance within the Department of
Regulatory Agencies.
Note: Pursuant to Colorado Division of Insurance Regulations 8-1-3, notice is hereby given of the availability of a closing
protection letter for the lender, purchaser, lessee or seller in connection with this transaction.
Note: Pursuant to CRS 24-21-514.5, Colorado notaries may remotely notarize real estate deeds and other documents
using real-time audio-video communication technology. You may choose not to use remote notarization for any
document.
That there is recorded evidence that a mineral estate has been severed, leased, or otherwise conveyed from the
surface estate and that there is substantial likelihood that a third party holds some or all interest in oil, gas, other
minerals, or geothermal energy in the property; and
(A)
That such mineral estate may include the right to enter and use the property without the surface owner's
permission.
(B)
Joint Notice of Privacy Policy of
Land Title Guarantee Company
Land Title Insurance Corporation and
Old Republic National Title Insurancy Company
This Statement is provided to you as a customer of Land Title Guarantee Company as agent for Land Title Insurance
Corporation and Old Republic National Title Insurance Company.
We want you to know that we recognize and respect your privacy expectations and the requirements of federal and state
privacy laws. Information security is one of our highest priorities. We recognize that maintaining your trust and confidence
is the bedrock of our business. We maintain and regularly review internal and external safeguards against unauthorized
access to your non-public personal information ("Personal Information").
In the course of our business, we may collect Personal Information about you from:
applications or other forms we receive from you, including communications sent through TMX, our web-based
transaction management system;
your transactions with, or from the services being performed by us, our affiliates, or others;
a consumer reporting agency, if such information is provided to us in connection with your transaction;
and
The public records maintained by governmental entities that we obtain either directly from those entities, or from
our affiliates and non-affiliates.
Our policies regarding the protection of the confidentiality and security of your Personal Information are as follows:
We restrict access to all Personal Information about you to those employees who need to know that information in
order to provide products and services to you.
We may share your Personal Information with affiliated contractors or service providers who provide services in the
course of our business, but only to the extent necessary for these providers to perform their services and to
provide these services to you as may be required by your transaction.
We maintain physical, electronic and procedural safeguards that comply with federal standards to protect your
Personal Information from unauthorized access or intrusion.
Employees who violate our strict policies and procedures regarding privacy are subject to disciplinary action.
We regularly assess security standards and procedures to protect against unauthorized access to Personal
Information.
WE DO NOT DISCLOSE ANY PERSONAL INFORMATION ABOUT YOU WITH ANYONE FOR ANY PURPOSE THAT
IS NOT STATED ABOVE OR PERMITTED BY LAW.
Consistent with applicable privacy laws, there are some situations in which Personal Information may be disclosed. We
may disclose your Personal Information when you direct or give us permission; when we are required by law to do so, for
example, if we are served a subpoena; or when we suspect fraudulent or criminal activities. We also may disclose your
Personal Information when otherwise permitted by applicable privacy laws such as, for example, when disclosure is
needed to enforce our rights arising out of any agreement, transaction or relationship with you.
Our policy regarding dispute resolution is as follows: Any controversy or claim arising out of or relating to our privacy
policy, or the breach thereof, shall be settled by arbitration in accordance with the rules of the American Arbitration
Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction
thereof.
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Community Development Department
108 8th Street, Suite 401
Glenwood Springs, CO 81601
(970) 945-8212
www.garfield-county.com
PRE-APPLICATION
CONFERENCE SUMMARY
TAX PARCEL NUMBER: 217909100014 PRE-APP DATE: May 23, 2024
PROJECT: D&B Limited Side Yard Setback Variance
OWNER: D&B Limited LLC
PRACTICAL LOCATION: 145 W Main St. Silt, CO 81652
ZONING: Commercial/Limited
COMPREHENSIVE PLAN: Town of Silt Urban Growth Area
TYPE OF APPLICATION: Variance to Side Yard Setback Requirements
I. GENERAL PROJECT DESCRIPTION
The Applicant’s property is currently a construction supply storage area. On the eastern side of the property, a
concrete and steel building (pole barn) was constructed in 1994. The northeast corner of the pole barn is
currently in violation in the east side 10’ setback. A variance would allow the structure to remain as is. A
boundary line adjustment was approved in 2015 with eastbound neighbor. The property line is the chain link
fence that has been there since time of purchase in 1980. The property has a current lease for 2 years
remaining with tenant planning to execute a new lease at the end of term.
Without the removal of the structure, a variance is required in the setback of the side yard. The Variance
Criteria in Section 4-115 were reviewed including 4-115.C.3 and C.4 which affect the applicant and provide
regulation and relief of peculiar and exceptional, practical difficulties to, or exceptional and undue hardship.
II. REGULATORY PROVISIONS AND PROCESS REQUIRED
The following Sections of the Garfield Land Use and Development Code as amended apply to the proposed
Application:
• Section 1-203. Board of Adjustment
2
•Section 4-115. Variance
•Table 4-102 Common Review Procedures and Required Notice
•Table 4-201 Submittal Requirements
•Article 7, Divisions 1, 2, 3, and 4 as applicable
III.BOARD OF ADJUSTMENT REVIEW PROCESS
The review process shall follow the steps contained in Table 4-102.
IV.SUBMITTAL REQUIREMENTS – KEY TOPICS
As a convenience, outlined below is a list of information typically required for this type of application:
General Application Materials
Completed application form (attached), signed by Authorized Representative of LLC.
Completed payment agreement form (attached)
Recorded statement of Authority for the LLC.
Proof of Ownership (title work and deed) and information on any lien holders for both parcels
Names and mailing addresses of property owners within 200 ft. of the property (attached)
Mineral rights ownership including mailing address (see attached form and memo).
A narrative describing the request, justification of compliance to variance criteria contained in
Section 4-115 LU&DC and related information.
Copy of the pre-application summary
Site Plan – Improvement Location Survey
Copy of Boundary Line Adjustment Affidavit
The request should be consistent with all applicable provisions of Article 7 in the LUDC.
Any other supporting information indicating that the variance request is otherwise consistent with
underlying zoning.
Additional details on previous property history, including Building Permit Info.
Additional information on development constraints on the property including significant impacts from
existing easements and utility infrastructure.
The Application submittal needs to include 3 hard copies of the entire Application and 1 Digital PDF
Copy of the entire Application (on a CD or USB Stick). Both the paper and digital copies should be split into
individual sections. Please refer to the pre-application summary for submittal requirements that are appropriate
for your Application.
V.APPLICATION REVIEW
a. Review by:Staff for completeness recommendation and referral agencies for additional
technical review
b. Public Hearing:___ Director Decision with notice
___ Planning Commission
___ Board of County Commissioners
_X_ Board of Adjustment
3
c. Referral Agencies: May include Garfield County Building Department, Garfield County Road and
Bridge, Fire Protection District, Garfield County, CDOT, Town of Silt
VI. APPLICATION REVIEW FEES
a. Planning Review Fees: $ 250.00
b. Referral Agency Fees: $ TBD – consulting engineer/civil engineer fees
c. Total Deposit: $ 250.00 (additional hours are billed at $40.50 /hour)
VII. GENERAL APPLICATION PROCESSING
The foregoing summary is advisory in nature only and is not binding on the County. The summary is based on
current zoning, which is subject to change in the future, and upon factual representations that may or may not
be accurate. This summary does not create a legal or vested right. The summary is valid for a six month period,
after which an update should be requested. The Applicant is advised that the Application submittal once
accepted by the County becomes public information and will be available (including electronically for review by
the public. Proprietary information can be redacted from documents prior to submittal.
PRE-APPLICATION SUMMARY PREPARED BY:
May 24, 2023
Glenn Hartmann, Director, Director Date
Heather MacDonald, Planner I
STATEMENT OF AUTHORITY
Pursuant to C.R.S. §38-30-172, the undersigned executes this Statement of Authority on behalf of
____________________________________, a _____________________________ (corporation, limited
liability company, general partnership, registered limited liability partnership, registered limited liability
limited partnership, limited partnership association, government agency, trust or other), an entity other
than an individual, capable of holding title to real property (the “Entity”), and states as follows:
The name of the Entity is ________________________________________________________________,
and is formed under the laws of __________________________________________________________.
The mailing address for the Entity is _______________________________________________________
____________________________________________________________________________________.
The name and/or position of the person authorized to execute instruments conveying, encumbering, or
otherwise affecting title to real property on behalf of the Entity is _______________________________
____________________________________________________________________________________.
The limitations upon the authority of the person named above or holding the position described above
to bind the Entity are as follows (if no limitations, insert “None”): _______________________________
____________________________________________________________________________________.
Other matters concerning the manner in which the Entity deals with any interest in real property are (if
no other matter, leave this section blank): __________________________________________________
____________________________________________________________________________________.
EXECUTED this ______ day of _________________________, 20______.
Signature: ______________________________________
Name (printed): __________________________________
Title (if any): _____________________________________
STATE OF __________________)
)SS.
COUNTY OF __________________)
The foregoing instrument was acknowledged before me this _____ day of _________________, 20____
by ___________________________________, on behalf of __________________________________, a
____________________________________.
Witness my hand and official seal.
My commission expires: _______________ _____________________
(Date) (Notary Public)
[SEAL]
THE SURVEYED PROPERTY IS ZONED "CL" - COMMERCIAL LIMITED DISTRICT, (CITY OF SILT,)
GARFIELD COUNTY, COLORADO.
FRONT SETBACK: 50 FEET ARTERIAL, 25 FEET LOCAL
SIDE SETBACK: 10'
REAR SETBACK: NC: 25', C: 7.5'
HEIGHT RESTRICTIONS: 40'
MAXIMUM LOT COVERAGE: NC: 75%, C: 85%
PARKING REQUIREMENTS (FORMULA): MANUFACTURING ESTABLISHMENTS 1 SPACE PER
1,000 SQUARE FEET
PER ZONING REPORT THE SURVEYED PROPERTY IS "LEGAL CONFORMING" "LEGAL
NON-CONFORMING" DUE TO ? PENDING
THE ZONING INFORMATION SHOWN ABOVE WAS PREPARED BY GRS GROUP ZONING REPORT
DATED APRIL 23, 2024, PROJECT NO. 24-68175.2, PURSUANT TO TABLE A 6A.
SITE
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SIGNIFICANT OBSERVATIONS
FLOOD NOTE
PARKING SPACES
LAND AREA
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VICINITY MAP
SITE PICTURE
RECORD DESCRIPTION
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72,365 SQUARE FEET± Sq. Ft.
1.66 ACRES±
AT TRACT OF LAND IN THE N1/2NE1/4, SECTION 9, TOWNSHIP 6 SOUTH, RANGE 92 WEST OF THE
6TH P.M. BEING THAT TRACT OF LAND DESCRIBED IN BOOK 562 AT PAGE 370 AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE SOUTH RIGHT OF WAY OF U.S. HIGHWAY 6 & 24 WHEN THE
INTERSECTION OF THE SOUTH RIGHT OF WAY LINE OF U.S. HIGHWAY 6 & 24 AND THE WEST
LINE OF SAID NE1/4NE1/4 BEARS SOUTH 88° 41'18" WEST 400.73 FEET, AND THE NE CORNER
OF SAID SECTION BEARS NORTH 54° 45'53" EAST 1113.95 FEET; THENCE SOUTH 89° 54'30"
EAST 650.00 FEET ALONG SAID RIGHT OF WAY; THENCE SOUTH 00° 05'51" WEST 139.42 FEET
TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF SAID RAILROAD; THENCE ALONG
SAID RIGHT OF WAY NORTH 85° 35'27" WEST 652.01 FEET; THENCE NORTH 00° 05'51" EAST
88.26 FEET TO THE POINT OF BEGINNING, COUNTY OF GARFIELD, STATE OF COLORADO
LESS AND EXCEPT THAT PORTION CONVEYED TO CHARLES A. SNIDER AND PHYLLIS D.
SNIDER IN DEED RECORDED SEPTEMBER 4, 2015 UNDER RECEPTION NO. 867647.
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FLOOD NOTE: BASED ON MAPS PREPARED BY THE FEDERAL EMERGENCY MANAGEMENT
AGENCY (FEMA) AVAILABLE ONLINE AT WWW.MSC.FEMA.GOV, AND BY GRAPHIC PLOTTING
ONLY, THIS PROPERTY IS LOCATED IN ZONE X ON FLOOD INSURANCE RATE MAP NUMBER
0802051091C, WHICH BEARS AN EFFECTIVE DATE OF 08/02/2006 AND IS NOT A SPECIAL FLOOD
HAZARD AREA. BY REVIEWING FLOOD MAPS PROVIDED BY THE NATIONAL FLOOD INSURANCE
PROGRAM WE HAVE LEARNED THIS COMMUNITY DOES PARTICIPATE IN THE PROGRAM. NO
FIELD SURVEYING WAS PERFORMED TO DETERMINE THIS ZONE AND AN ELEVATION
CERTIFICATE MAY BE NEEDED TO VERIFY THE ACCURACY OF THE MAPS AND/OR TO APPLY
FOR A VARIANCE FROM THE FEDERAL EMERGENCY MANAGEMENT AGENCY.
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LEGEND
ZONING DATA
ALTA/NSPS LAND TITLE SURVEY
SURVEYOR'S CERTIFICATE
TITLE COMMITMENT INFORMATION
1. ALL STATEMENTS WITHIN THE CERTIFICATION, AND OTHER REFERENCES LOCATED ELSEWHERE HEREON, RELATED TO: UTILITIES, IMPROVEMENTS,
STRUCTURES, BUILDINGS, PARKING, EASEMENTS, SERVITUDES, AND SIGNIFICANT OBSERVATIONS ARE BASED SOLELY ON ABOVE GROUND, VISIBLE
EVIDENCE, UNLESS ANOTHER SOURCE OF INFORMATION IS SPECIFICALLY REFERENCED HEREON.
2. THIS DRAWING MEETS OR EXCEEDS THE SURVEYING STANDARDS AND STANDARDS OF CARE AS SET FORTH IN SECTION 3 OF THE 2021 ALTA/NSPS
SURVEYING REQUIREMENTS.
3. ALL FIELD MEASUREMENTS MATCH RECORD DIMENSIONS WITHIN THE PRECISION REQUIREMENTS OF ALTA/NSPS SPECIFICATIONS.
4. AT THE TIME OF SURVEY, THERE IS NO RECORD OR OBSERVED EVIDENCE OF A CEMETERY, BURIAL GROUNDS OR LOCATION OF ISOLATED
GRAVESITES.
5. BEARINGS SHOWN HEREON ARE BASED ON THE SOUTHERN RIGHT OF WAY LINE OF U.S. HIGHWAY 6 & 24 (WEST MAIN) TO BEAR S89° 54' 30"E, AS
SHOWN HEREON.
6. THE TITLE LINES AND LINES OF ACTUAL POSSESSION ARE THE SAME.
7. THE SURVEYED PROPERTY HAS VISIBLE EVIDENCE OF DIRECT PHYSICAL ACCESS (E.G., CURB CUTS, DIRECT ACCESS DRIVEWAYS) TO U.S. HIGHWAY 6
& 24 (WEST MAIN), A VARIABLE WIDTH RIGHT OF WAY, AS SHOWN HEREON.
8. AT THE TIME OF THE FIELD WORK, THERE WAS NO OBSERVABLE EVIDENCE OF SUBSTANTIAL AREAS OF REFUSE.
9. IN REGARDS TO TABLE “A” ITEM 7(A), THE BUILDING AREA SHOWN HEREON IS FOR THE FOOTPRINT OF THE BUILDING ONLY AT GROUND LEVEL.
10. IN REGARDS TO TABLE “A” ITEM 14, THE NEAREST INTERSECTION OF STREET IS THAT OF U.S. HIGHWAY 6 & 24 (WEST MAIN) AND NORTH 1ST STREET.
11. AT THE TIME OF SURVEY, THERE WAS NO OBSERVABLE EVIDENCE OF EARTH MOVING WORK, BUILDING CONSTRUCTION OR BUILDING ADDITIONS.
12. AT THE TIME OF SURVEY, THE SURVEYOR WAS UNAWARE OF ANY PROPOSED CHANGES IN STREET RIGHT OF WAY LINES OR OBSERVABLE EVIDENCE
OF STREET OR SIDEWALK REPAIRS.
13. ALL DIMENSIONS SHOWN ARE IN FEET AND DECIMALS THEREOF.
14. BUILDING HEIGHT DOES NOT TAKE INTO ACCOUNT THE HEIGHT OF PARAPET WALLS.
15. CALCULATED SQUARE FOOTAGE OF THE BUILDING DOES NOT ACCOUNT FOR THE THICKNESS OF WALLS AND INTERIOR FRAMING AND IS NOT TO BE
USED FOR THE INTERIOR SQUARE FOOTAGE CALCULATION.
16. SURVEYOR NOT LIABLE FOR UTILITIES OBSTRUCTED OR COVERED FROM VIEW. CLIENT RESPONSIBLE FOR ALL INSPECTION OF SUBSURFACE
UTILITIES AND SURVEYOR ASSUMES NO LIABILITY FOR ANY SUBSURFACE DAMAGE.
17. THIS SURVEY IS BASED UPON THE TITLE COMMITMENT REFERENCED HEREON. THE SURVEYOR IS NOT RESPONSIBLE FOR DOCUMENTS OF RECORD
NOT INCLUDED IN THE COMMITMENT PROVIDED.
18. ENTRY INTO SANITARY AND STORM STRUCTURES REQUIRES A CONFINED SPACE PERMIT WHICH IS NOT INCLUDED IN THE SCOPE OF WORK.
19. THIS SURVEY IS NOT INTENDED FOR CONSTRUCTION OR CONSTRUCTION DESIGN PURPOSES
20. OWNERSHIP OF FENCES, IF ANY, WAS NOT DETERMINED UNDER THE SCOPE OF THIS SURVEY.
21. THIS SURVEY IS CERTIFIED TO DATE OF FIELD SURVEY, NOT DATE OF SIGNATURE. NOT VALID UNLESS SIGNED, DATED AND STAMPED WITH
SURVEYOR'S SEAL.
22. THERE ARE NO GAPS, GORES, OVERLAPS OR STRIPS PER REFERENCED TITLE COMMITMENT INHERENT TO THE SURVEYED PROPERTY BASED ON THE
FIELD SURVEY PERFORMED.
23. ONLY VISIBLE ABOVE GROUND EVIDENCE OF IMPROVEMENTS AND UTILITIES WERE LOCATED BY SURVEYOR. NO UTILITY ONE CALL WAS PERFORMED,
HOWEVER, LACKING EXCAVATION, THE EXACT LOCATION OF UNDERGROUND FEATURES CANNOT BE ACCURATELY, COMPLETELY, AND RELIABLY
DEPICTED.
24. IN REGARDS TO TABLE “A” ITEM 2, AN ADDRESS OF 145 WEST MAIN WAS POSTED ON THE SURVEYED PROPERTY.
25. UNLESS OTHERWISE NOTED ON SURVEY, SHEDS, TRAILERS, GUARD SHACKS AND ANY MISC. STRUCTURES HAVE NO FOUNDATIONS PRESENT AT TIME
OF SURVEY.
26. THIS SURVEY CONFORMS TO THE COLORADO SOCIETY FOR PROFESSIONAL LAND SURVEYORS FOR A BOUNDARY SURVEY UNDER CLASS URBAN
SURVEY.
27. THE TERM "CERTIFICATION" SHALL MEAN A SIGNED STATEMENT BASED UPON FACTS AND KNOWLEDGE KNOWN TO THE REGISTRANT AND IS NOT A
GUARANTEE OR WARRANTY, EITHER EXPRESSED OR IMPLIED IN ACCORDANCE WITH APPLICABLE STANDARDS OF PRACTICE AS DEFINED IN
COLORADO AES BOARD RULES SECTION 6.2.2.
28. THE RECORD DESCRIPTION FOR THE SURVEYED PROPERTY DOES NOT CLOSE BY 2.08 FEET.
29. A PRIOR IMPROVEMENT LOCATION CERT. PREPARED BY JASON R. NEIL, DATED 08/26/15, PROJECT NUMBER 07017, LICENSE #37935, WAS
REFERENCED AT TIME OF SURVEY.
145 WEST MAIN
GARFIELD COUNTY
THE PROPERTY SHOWN HEREON IS THE SAME PROPERTY DESCRIBED ON EXHIBIT A OF OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT NO. ABC63021093 WITH AN EFFECTIVE DATE OF FEBRUARY 23, 2024 AT 5:00 P.M.
GENERAL SURVEY NOTES
SILT, CO 81652
DATED 2024 - USE OF THIS DOCUMENT’S FORMAT IS PROHIBITED AND CONTINGENT UPON THE WRITTEN
CONSENT & PERMISSION BY GRS GROUP AN N|V|5 COMPANY
SCHEDULE B-II ITEMS
AN
N
V
5
CO
M
P
A
N
Y
To: Old Republic National Title Insurance Company; and GRS Group, an NV5 Company:
This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2021
Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established and adopted by ALTA
and NSPS, and includes Items 1, 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 13, 14, 16, 17 and 19 of Table A thereof.
The fieldwork was completed on April 22, 2024.
T
V
T (R)
(M)
POWER POLE
LIGHT POLE
GUY WIRE
ELECTRIC MANHOLE
ELECTRIC METER
ELECTRIC VAULT
TRANSFORMER
AIR CONDITIONER UNIT
TELEPHONE MANHOLE
TELEPHONE PEDESTAL
CABLE BOX
STORM DRAIN MANHOLE
STORM DRAIN INLET
STORM PIPE
GREASE TRAP
5/8" IRON ROD REBARWITH B/C CAP SET UNLESSOTHERWISE NOTED
TRAFFIC SIGNAL BOX
SIGNAL LIGHT POLE
SIGNAL LIGHT
VAULT
SIGN
TOWER
MONITORING WELL
FLAG POLE
WATER VALVE
FIRE HYDRANT
SIAMESE FIRE HYDRANT
WATER MANHOLE
BACKFLOW PREVENTER
WATER METER
WELL HEAD
POINT OF ACCESS
CONCRETE HATCH
SANITARY MANHOLE
CLEAN OUT
GAS MANHOLE
GAS VALVE
GAS METER
HANDICAPPED PARKING
MITERED END SECTION
BENCHMARK
RECORD
MEASURED
CALCULATED
VOLUME
PAGE
OFFICIAL RECORDS
PLAT BOOK
CORRUGATED METALPIPE
E
VOL
PG
O.R.
W
(C)
P.B.
CMP
9. RIGHT OF THE PROPRIETOR OF A VEIN OR LODE TO EXTRACT AND REMOVE HIS ORE
THEREFROM, SHOULD THE SAME BE FOUND TO PENETRATE OR INTERSECT THE PREMISES
HEREBY GRANTED, AND A RIGHT OF WAY FOR DITCHES OR CANALS CONSTRUCTED BY THE
AUTHORITY OF THE UNITED STATES, AS RESERVED IN UNITED STATES PATENT RECORDED
AUGUST 30, 1893 UNDER RECEPTION NO. 16286.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
11. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN
RESOLUTION NO. BOA-2008-03, SERIES OF 2008 RECORDED JULY 28, 2008 UNDER RECEPTION
NO. 753124.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
12. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN
RESOLUTION NO. BOA-2008-05 RECORDED JULY 13, 2009 UNDER RECEPTION NO. 771266.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
9
BYRON D. HOWELL
REGISTRATION NO. 0038526
IN THE STATE OF COLORADO
EXPIRATION DATE: 10-31-2025
DATE OF FIELD SURVEY: MARCH 27, 2024
DATE OF LAST REVISION:
NETWORK PROJECT NO. 5202401784
GR
S
P
R
O
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E
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N
O
.
/
J
O
B
N
O
.
24
-
6
8
1
7
5
.
1
5
2
0
2
4
0
1
7
8
4
1"
=
3
0
'
BSREGULAR= 0 HANDICAP= 0
TOTAL= 0
FI
R
S
T
D
R
A
F
T
SHEET 1 OF 2
WHITE CAP
CONCRETE CROSSES PROPERTY LINE BY 0.4±'.
13. PAID-UP OIL AND GAS LEASE RECORDED OCTOBER 14, 2009 UNDER RECEPTION NO. 776356
AND ANY AND ALL ASSIGNMENTS THEREOF, OR INTEREST THEREIN.
DETERMINATION OF OIL AND MINERAL RIGHTS IS NOT WITHIN THE SCOPE OF SERVICES FOR A
PROFESSIONAL LAND SURVEYOR IN COLORADO.
14. THE EFFECT OF BOUNDARY LINE ADJUSTMENT AFFIDAVIT RECORDED OCTOBER 16, 2015
UNDER RECEPTION NO. 869392
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
13
DEPOSITING CERTIFICATE:
DEPOSITED THIS _________ DAY OF _______ , A.D. 2024 AT ____ O'CLOCK______ .M. IN
BOOK________ OF LAND SURVEY PLOTS, AT PAGE(S) ___ , DEPOSIT NUMBER ________________ OF
THE RECORDS OF THE CLERK AND RECORDER'S OFFICE OF _______ COUNTY, COLORADO.
__________________By: Deputy
11
12
14
PRELIMINARY, THIS DOCUMENT SHALL NOT BE RECORDED
FOR ANY PURPOSE
OH
OH
OH OH OH OH OH OH
OH OH
RIGHT OF WAY RIGHT OF WAY
U.S. HIGHWAY 6 & 24
(WEST MAIN),
VARIABLE WIDTH PUBLIC RIGHT OF WAY
VARIABLE WIDTH ASPHALT ROADWAY
GATE GATEGATE
GA
T
E
GATE
GRAVEL GRAVEL
V
260±' TO NORTH1ST STREET5/8" REBAR ANDCAP FOUND(ILLEGIBLE)
N/F CHARLES A &PHYLLIS D SNIDER
N/FWIGHTDIAMOND LLC
ED
G
E
O
F
E
X
I
S
T
I
N
G
BU
I
L
D
I
N
G
D & RGW RAILROAD
VARIABLE WIDTH RIGHT OF
W
A
Y
RIGHT OF WAY
RIGHT OF WAY
FIBER OPTICMARKER
FIBER OPTICMARKER
FIBER OPTICMARKER
MAILBOX(145 POSTED)
GRAVEL
LESS AND EXCEPT0.05± AC.
(2,283± SQ. FT.)A PORTION OF THE N1/2NE1/4,SECTION 9, TOWNSHIP 6 SOUTH,
RANGE 92 WEST OF THE 6TH P.M,GARFIELD COUNTY, COLORADO
(RECEPTION NO. 867647)
1.66± AC.(72,365± SQ. FT.)
A PORTION OF THE N1/2NE1/4,
SECTION 9, TOWNSHIP 6 SOUTH,RANGE 92 WEST OF THE 6TH P.M,GARFIELD COUNTY, COLORADO
(VESTED IN RECEPTION NO. 867788)
5/8" REBAR ANDCAP FOUND
(ILLEGIBLE)POINT OF
BEGINNING 5/8" REBARFOUND
N54°
4
5
'
5
3
"
E
1113
.
9
5
'
(
R
&
M
)
(COMMENCING POINT)
NORTHEAST CORNER OF NE1/4NE1/4,
SECTION 9, TOWNSHIP 6 SOUTH, RANGE
92 WEST OF THE 6TH P.M
S89° 54' 30"E
631.82' (R & M)
650.00' (TITLE)
S1° 20' 30"E
138.30' (M)
N85° 35' 27"W
637.25' (R & M)
652.01' (TITLE)
N0
°
1
1
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5
9
"
E
9
0
.
2
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(
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N0
°
0
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5
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E
8
8
.
2
6
'
(
R
)
S89° 54' 30"E18.18' (R & M)
S0
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0
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5
1
"
W
13
9
.
4
2
'
(
R
&
M
)
N85° 24' 27"W14.76' (R & M)
N1
°
2
0
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3
0
"
W
1
3
8
.
3
0
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(
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&
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)
TO
T
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N89° 54' 30"W
87.43' (M)2.18' (M)
COVEREDLEAN-TO
ALUMINUM CAP
FOUND (ILLEGIBLE)
COVEREDSTORAGE TENT
COVEREDLEAN-TO
COVEREDLEAN-TO
2-STORY CONCRETE & STEEL BUILDING
NO POSTED ADDRESS
EXT = 5,029± SQ FT
HEIGHT
LOCATION
= ±17.0'
1-
S
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HEIGHT
LOCATION= ±21.5'
125.3'
40
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2
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125.4'
40
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0
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50.1'
72
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72
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NO PARKING DEFINED
2 METALLIDS
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SHED
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50' ZONINGSETBACK LINE
25' ZONINGSETBACK LINE
RE
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:
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DR
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BH
LEGEND
GRAPHIC SCALE
0
1" = 30'
15' 30'60'
N GR
S
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5
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T
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T (R)
(M)
POWER POLE
LIGHT POLE
GUY WIRE
ELECTRIC MANHOLE
ELECTRIC METER
ELECTRIC VAULT
TRANSFORMER
AIR CONDITIONER UNIT
TELEPHONE MANHOLE
TELEPHONE PEDESTAL
CABLE BOX
STORM DRAIN MANHOLE
STORM DRAIN INLET
STORM PIPE
GREASE TRAP
5/8" IRON ROD REBARWITH B/C CAP SET UNLESSOTHERWISE NOTED
TRAFFIC SIGNAL BOX
SIGNAL LIGHT POLE
SIGNAL LIGHT
VAULT
SIGN
TOWER
MONITORING WELL
FLAG POLE
WATER VALVE
FIRE HYDRANT
SIAMESE FIRE HYDRANT
WATER MANHOLE
BACKFLOW PREVENTER
WATER METER
WELL HEAD
POINT OF ACCESS
CONCRETE HATCH
SANITARY MANHOLE
CLEAN OUT
GAS MANHOLE
GAS VALVE
GAS METER
HANDICAPPED PARKING
MITERED END SECTION
BENCHMARK
RECORD
MEASURED
CALCULATED
VOLUME
PAGE
OFFICIAL RECORDS
PLAT BOOK
CORRUGATED METALPIPE
E
VOL
PG
O.R.
W
(C)
P.B.
CMP
SD
OH OH
GAS GAS
WATER LINE
STORM DRAIN LINE
SEWER LINE
FENCE
GAS LINE
OVERHEAD WIRES
W W
S S
RAILROAD TRACKS
04
/
2
5
/
2
0
2
4
FI
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S
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A
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T
THE SURVEYED PROPERTY IS ZONED "CL" - COMMERCIAL LIMITED DISTRICT, (CITY OF SILT,)
GARFIELD COUNTY, COLORADO.
FRONT SETBACK: 50 FEET ARTERIAL, 25 FEET LOCAL
SIDE SETBACK: 10'
REAR SETBACK: NC: 25', C: 7.5'
HEIGHT RESTRICTIONS: 40'
MAXIMUM LOT COVERAGE: NC: 75%, C: 85%
PARKING REQUIREMENTS (FORMULA): MANUFACTURING ESTABLISHMENTS 1 SPACE PER
1,000 SQUARE FEET
PER ZONING REPORT THE SURVEYED PROPERTY IS "LEGAL CONFORMING" "LEGAL
NON-CONFORMING" DUE TO ? PENDING
THE ZONING INFORMATION SHOWN ABOVE WAS PREPARED BY GRS GROUP ZONING REPORT
DATED APRIL 23, 2024, PROJECT NO. 24-68175.2, PURSUANT TO TABLE A 6A.
SITE
RE
V
I
S
I
O
N
H
I
S
T
O
R
Y
SIGNIFICANT OBSERVATIONS
FLOOD NOTE
PARKING SPACES
LAND AREA
DA
T
E
NOT TO SCALE
VICINITY MAP
SITE PICTURE
RECORD DESCRIPTION
GR
S
G
R
O
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72,365 SQUARE FEET± Sq. Ft.
1.66 ACRES±
AT TRACT OF LAND IN THE N1/2NE1/4, SECTION 9, TOWNSHIP 6 SOUTH, RANGE 92 WEST OF THE
6TH P.M. BEING THAT TRACT OF LAND DESCRIBED IN BOOK 562 AT PAGE 370 AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE SOUTH RIGHT OF WAY OF U.S. HIGHWAY 6 & 24 WHEN THE
INTERSECTION OF THE SOUTH RIGHT OF WAY LINE OF U.S. HIGHWAY 6 & 24 AND THE WEST
LINE OF SAID NE1/4NE1/4 BEARS SOUTH 88° 41'18" WEST 400.73 FEET, AND THE NE CORNER
OF SAID SECTION BEARS NORTH 54° 45'53" EAST 1113.95 FEET; THENCE SOUTH 89° 54'30"
EAST 650.00 FEET ALONG SAID RIGHT OF WAY; THENCE SOUTH 00° 05'51" WEST 139.42 FEET
TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF SAID RAILROAD; THENCE ALONG
SAID RIGHT OF WAY NORTH 85° 35'27" WEST 652.01 FEET; THENCE NORTH 00° 05'51" EAST
88.26 FEET TO THE POINT OF BEGINNING, COUNTY OF GARFIELD, STATE OF COLORADO
LESS AND EXCEPT THAT PORTION CONVEYED TO CHARLES A. SNIDER AND PHYLLIS D.
SNIDER IN DEED RECORDED SEPTEMBER 4, 2015 UNDER RECEPTION NO. 867647.
3
0
0
S
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:
3
3
0
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7
7
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1
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7
A
FLOOD NOTE: BASED ON MAPS PREPARED BY THE FEDERAL EMERGENCY MANAGEMENT
AGENCY (FEMA) AVAILABLE ONLINE AT WWW.MSC.FEMA.GOV, AND BY GRAPHIC PLOTTING
ONLY, THIS PROPERTY IS LOCATED IN ZONE X ON FLOOD INSURANCE RATE MAP NUMBER
0802051091C, WHICH BEARS AN EFFECTIVE DATE OF 08/02/2006 AND IS NOT A SPECIAL FLOOD
HAZARD AREA. BY REVIEWING FLOOD MAPS PROVIDED BY THE NATIONAL FLOOD INSURANCE
PROGRAM WE HAVE LEARNED THIS COMMUNITY DOES PARTICIPATE IN THE PROGRAM. NO
FIELD SURVEYING WAS PERFORMED TO DETERMINE THIS ZONE AND AN ELEVATION
CERTIFICATE MAY BE NEEDED TO VERIFY THE ACCURACY OF THE MAPS AND/OR TO APPLY
FOR A VARIANCE FROM THE FEDERAL EMERGENCY MANAGEMENT AGENCY.
SU
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C
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:
SC
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:
DR
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:
BH
LEGEND
ZONING DATA
ALTA/NSPS LAND TITLE SURVEY
SURVEYOR'S CERTIFICATE
TITLE COMMITMENT INFORMATION
1. ALL STATEMENTS WITHIN THE CERTIFICATION, AND OTHER REFERENCES LOCATED ELSEWHERE HEREON, RELATED TO: UTILITIES, IMPROVEMENTS,
STRUCTURES, BUILDINGS, PARKING, EASEMENTS, SERVITUDES, AND SIGNIFICANT OBSERVATIONS ARE BASED SOLELY ON ABOVE GROUND, VISIBLE
EVIDENCE, UNLESS ANOTHER SOURCE OF INFORMATION IS SPECIFICALLY REFERENCED HEREON.
2. THIS DRAWING MEETS OR EXCEEDS THE SURVEYING STANDARDS AND STANDARDS OF CARE AS SET FORTH IN SECTION 3 OF THE 2021 ALTA/NSPS
SURVEYING REQUIREMENTS.
3. ALL FIELD MEASUREMENTS MATCH RECORD DIMENSIONS WITHIN THE PRECISION REQUIREMENTS OF ALTA/NSPS SPECIFICATIONS.
4. AT THE TIME OF SURVEY, THERE IS NO RECORD OR OBSERVED EVIDENCE OF A CEMETERY, BURIAL GROUNDS OR LOCATION OF ISOLATED
GRAVESITES.
5. BEARINGS SHOWN HEREON ARE BASED ON THE SOUTHERN RIGHT OF WAY LINE OF U.S. HIGHWAY 6 & 24 (WEST MAIN) TO BEAR S89° 54' 30"E, AS
SHOWN HEREON.
6. THE TITLE LINES AND LINES OF ACTUAL POSSESSION ARE THE SAME.
7. THE SURVEYED PROPERTY HAS VISIBLE EVIDENCE OF DIRECT PHYSICAL ACCESS (E.G., CURB CUTS, DIRECT ACCESS DRIVEWAYS) TO U.S. HIGHWAY 6
& 24 (WEST MAIN), A VARIABLE WIDTH RIGHT OF WAY, AS SHOWN HEREON.
8. AT THE TIME OF THE FIELD WORK, THERE WAS NO OBSERVABLE EVIDENCE OF SUBSTANTIAL AREAS OF REFUSE.
9. IN REGARDS TO TABLE “A” ITEM 7(A), THE BUILDING AREA SHOWN HEREON IS FOR THE FOOTPRINT OF THE BUILDING ONLY AT GROUND LEVEL.
10. IN REGARDS TO TABLE “A” ITEM 14, THE NEAREST INTERSECTION OF STREET IS THAT OF U.S. HIGHWAY 6 & 24 (WEST MAIN) AND NORTH 1ST STREET.
11. AT THE TIME OF SURVEY, THERE WAS NO OBSERVABLE EVIDENCE OF EARTH MOVING WORK, BUILDING CONSTRUCTION OR BUILDING ADDITIONS.
12. AT THE TIME OF SURVEY, THE SURVEYOR WAS UNAWARE OF ANY PROPOSED CHANGES IN STREET RIGHT OF WAY LINES OR OBSERVABLE EVIDENCE
OF STREET OR SIDEWALK REPAIRS.
13. ALL DIMENSIONS SHOWN ARE IN FEET AND DECIMALS THEREOF.
14. BUILDING HEIGHT DOES NOT TAKE INTO ACCOUNT THE HEIGHT OF PARAPET WALLS.
15. CALCULATED SQUARE FOOTAGE OF THE BUILDING DOES NOT ACCOUNT FOR THE THICKNESS OF WALLS AND INTERIOR FRAMING AND IS NOT TO BE
USED FOR THE INTERIOR SQUARE FOOTAGE CALCULATION.
16. SURVEYOR NOT LIABLE FOR UTILITIES OBSTRUCTED OR COVERED FROM VIEW. CLIENT RESPONSIBLE FOR ALL INSPECTION OF SUBSURFACE
UTILITIES AND SURVEYOR ASSUMES NO LIABILITY FOR ANY SUBSURFACE DAMAGE.
17. THIS SURVEY IS BASED UPON THE TITLE COMMITMENT REFERENCED HEREON. THE SURVEYOR IS NOT RESPONSIBLE FOR DOCUMENTS OF RECORD
NOT INCLUDED IN THE COMMITMENT PROVIDED.
18. ENTRY INTO SANITARY AND STORM STRUCTURES REQUIRES A CONFINED SPACE PERMIT WHICH IS NOT INCLUDED IN THE SCOPE OF WORK.
19. THIS SURVEY IS NOT INTENDED FOR CONSTRUCTION OR CONSTRUCTION DESIGN PURPOSES
20. OWNERSHIP OF FENCES, IF ANY, WAS NOT DETERMINED UNDER THE SCOPE OF THIS SURVEY.
21. THIS SURVEY IS CERTIFIED TO DATE OF FIELD SURVEY, NOT DATE OF SIGNATURE. NOT VALID UNLESS SIGNED, DATED AND STAMPED WITH
SURVEYOR'S SEAL.
22. THERE ARE NO GAPS, GORES, OVERLAPS OR STRIPS PER REFERENCED TITLE COMMITMENT INHERENT TO THE SURVEYED PROPERTY BASED ON THE
FIELD SURVEY PERFORMED.
23. ONLY VISIBLE ABOVE GROUND EVIDENCE OF IMPROVEMENTS AND UTILITIES WERE LOCATED BY SURVEYOR. NO UTILITY ONE CALL WAS PERFORMED,
HOWEVER, LACKING EXCAVATION, THE EXACT LOCATION OF UNDERGROUND FEATURES CANNOT BE ACCURATELY, COMPLETELY, AND RELIABLY
DEPICTED.
24. IN REGARDS TO TABLE “A” ITEM 2, AN ADDRESS OF 145 WEST MAIN WAS POSTED ON THE SURVEYED PROPERTY.
25. UNLESS OTHERWISE NOTED ON SURVEY, SHEDS, TRAILERS, GUARD SHACKS AND ANY MISC. STRUCTURES HAVE NO FOUNDATIONS PRESENT AT TIME
OF SURVEY.
26. THIS SURVEY CONFORMS TO THE COLORADO SOCIETY FOR PROFESSIONAL LAND SURVEYORS FOR A BOUNDARY SURVEY UNDER CLASS URBAN
SURVEY.
27. THE TERM "CERTIFICATION" SHALL MEAN A SIGNED STATEMENT BASED UPON FACTS AND KNOWLEDGE KNOWN TO THE REGISTRANT AND IS NOT A
GUARANTEE OR WARRANTY, EITHER EXPRESSED OR IMPLIED IN ACCORDANCE WITH APPLICABLE STANDARDS OF PRACTICE AS DEFINED IN
COLORADO AES BOARD RULES SECTION 6.2.2.
28. THE RECORD DESCRIPTION FOR THE SURVEYED PROPERTY DOES NOT CLOSE BY 2.08 FEET.
29. A PRIOR IMPROVEMENT LOCATION CERT. PREPARED BY JASON R. NEIL, DATED 08/26/15, PROJECT NUMBER 07017, LICENSE #37935, WAS
REFERENCED AT TIME OF SURVEY.
145 WEST MAIN
GARFIELD COUNTY
THE PROPERTY SHOWN HEREON IS THE SAME PROPERTY DESCRIBED ON EXHIBIT A OF OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT NO. ABC63021093 WITH AN EFFECTIVE DATE OF FEBRUARY 23, 2024 AT 5:00 P.M.
GENERAL SURVEY NOTES
SILT, CO 81652
DATED 2024 - USE OF THIS DOCUMENT’S FORMAT IS PROHIBITED AND CONTINGENT UPON THE WRITTEN
CONSENT & PERMISSION BY GRS GROUP AN N|V|5 COMPANY
SCHEDULE B-II ITEMS
AN
N
V
5
CO
M
P
A
N
Y
To: Old Republic National Title Insurance Company; and GRS Group, an NV5 Company:
This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2021
Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established and adopted by ALTA
and NSPS, and includes Items 1, 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 13, 14, 16, 17 and 19 of Table A thereof.
The fieldwork was completed on April 22, 2024.
T
V
T (R)
(M)
POWER POLE
LIGHT POLE
GUY WIRE
ELECTRIC MANHOLE
ELECTRIC METER
ELECTRIC VAULT
TRANSFORMER
AIR CONDITIONER UNIT
TELEPHONE MANHOLE
TELEPHONE PEDESTAL
CABLE BOX
STORM DRAIN MANHOLE
STORM DRAIN INLET
STORM PIPE
GREASE TRAP
5/8" IRON ROD REBARWITH B/C CAP SET UNLESSOTHERWISE NOTED
TRAFFIC SIGNAL BOX
SIGNAL LIGHT POLE
SIGNAL LIGHT
VAULT
SIGN
TOWER
MONITORING WELL
FLAG POLE
WATER VALVE
FIRE HYDRANT
SIAMESE FIRE HYDRANT
WATER MANHOLE
BACKFLOW PREVENTER
WATER METER
WELL HEAD
POINT OF ACCESS
CONCRETE HATCH
SANITARY MANHOLE
CLEAN OUT
GAS MANHOLE
GAS VALVE
GAS METER
HANDICAPPED PARKING
MITERED END SECTION
BENCHMARK
RECORD
MEASURED
CALCULATED
VOLUME
PAGE
OFFICIAL RECORDS
PLAT BOOK
CORRUGATED METALPIPE
E
VOL
PG
O.R.
W
(C)
P.B.
CMP
9. RIGHT OF THE PROPRIETOR OF A VEIN OR LODE TO EXTRACT AND REMOVE HIS ORE
THEREFROM, SHOULD THE SAME BE FOUND TO PENETRATE OR INTERSECT THE PREMISES
HEREBY GRANTED, AND A RIGHT OF WAY FOR DITCHES OR CANALS CONSTRUCTED BY THE
AUTHORITY OF THE UNITED STATES, AS RESERVED IN UNITED STATES PATENT RECORDED
AUGUST 30, 1893 UNDER RECEPTION NO. 16286.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
11. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN
RESOLUTION NO. BOA-2008-03, SERIES OF 2008 RECORDED JULY 28, 2008 UNDER RECEPTION
NO. 753124.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
12. TERMS, CONDITIONS, PROVISIONS, BURDENS AND OBLIGATIONS AS SET FORTH IN
RESOLUTION NO. BOA-2008-05 RECORDED JULY 13, 2009 UNDER RECEPTION NO. 771266.
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
9
BYRON D. HOWELL
REGISTRATION NO. 0038526
IN THE STATE OF COLORADO
EXPIRATION DATE: 10-31-2025
DATE OF FIELD SURVEY: MARCH 27, 2024
DATE OF LAST REVISION:
NETWORK PROJECT NO. 5202401784
GR
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CONCRETE CROSSES PROPERTY LINE BY 0.4±'.
13. PAID-UP OIL AND GAS LEASE RECORDED OCTOBER 14, 2009 UNDER RECEPTION NO. 776356
AND ANY AND ALL ASSIGNMENTS THEREOF, OR INTEREST THEREIN.
DETERMINATION OF OIL AND MINERAL RIGHTS IS NOT WITHIN THE SCOPE OF SERVICES FOR A
PROFESSIONAL LAND SURVEYOR IN COLORADO.
14. THE EFFECT OF BOUNDARY LINE ADJUSTMENT AFFIDAVIT RECORDED OCTOBER 16, 2015
UNDER RECEPTION NO. 869392
THIS ITEM IS LOCATED ON THE SURVEYED PROPERTY, HOWEVER THERE ARE NO PLOTTABLE
SURVEY ITEMS.
13
DEPOSITING CERTIFICATE:
DEPOSITED THIS _________ DAY OF _______ , A.D. 2024 AT ____ O'CLOCK______ .M. IN
BOOK________ OF LAND SURVEY PLOTS, AT PAGE(S) ___ , DEPOSIT NUMBER ________________ OF
THE RECORDS OF THE CLERK AND RECORDER'S OFFICE OF _______ COUNTY, COLORADO.
__________________By: Deputy
11
12
14
PRELIMINARY, THIS DOCUMENT SHALL NOT BE RECORDED
FOR ANY PURPOSE
OH
OH
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(2,283± SQ. FT.)A PORTION OF THE N1/2NE1/4,SECTION 9, TOWNSHIP 6 SOUTH,
RANGE 92 WEST OF THE 6TH P.M,GARFIELD COUNTY, COLORADO
(RECEPTION NO. 867647)
1.66± AC.(72,365± SQ. FT.)
A PORTION OF THE N1/2NE1/4,
SECTION 9, TOWNSHIP 6 SOUTH,RANGE 92 WEST OF THE 6TH P.M,GARFIELD COUNTY, COLORADO
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631.82' (R & M)
650.00' (TITLE)
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4835-2357-6102.2
4856-2123-9995.2
OPERATING AGREEMENT
OF
D & B LIMITED
Dated March 11, 2024
THE INTERESTS EVIDENCED BY THIS OPERATING AGREEMENT HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933 OR UNDER THE SECURITIES
OR REAL ESTATE SYNDICATION LAWS OF ANY STATE. THE INTERESTS MAY NOT
BE SOLD OR TRANSFERRED EXCEPT IN A TRANSACTION WHICH IS EXEMPT
UNDER SUCH ACT OR PURSUANT TO AN EFFECTIVE REGISTRATION UNDER SUCH
ACT. SALE OR TRANSFER OF THE INTERESTS WILL ALSO REQUIRE REGISTRATION
UNDER ANY OTHER APPLICABLE STATE SECURITIES OR REAL ESTATE
SYNDICATION LAWS AND UNDER THE SECURITIES ACT OF 1933, UNLESS
EXEMPTIONS FROM SUCH REQUIREMENTS ARE AVAILABLE UNDER APPLICABLE
STATE OR FEDERAL LAW. THE SALE, TRANSFER OR OTHER DISPOSITION OF THE
INTERESTS IS FURTHER RESTRICTED PURSUANT TO THE TERMS OF THIS
OPERATING AGREEMENT.
i
4856-2123-9995.2
TABLE OF CONTENTS
ARTICLE I. DEFINED TERMS .........................................................................................................1
ARTICLE II. GENERAL ...................................................................................................................3
2.1. Formation. ...................................................................................................................... 3
2.2. Name. ............................................................................................................................. 3
2.3. Character of Business. ................................................................................................... 3
2.4. Principal Offices and Places of Business. ...................................................................... 4
2.5. Term. .............................................................................................................................. 4
ARTICLE III. MEMBERS AND CAPITAL ..........................................................................................4
3.1. Admission of Members. ................................................................................................. 4
3.2. Capital Contributions. .................................................................................................... 4
3.3. Loans. ............................................................................................................................. 4
3.4. Meetings of Members. ................................................................................................... 4
3.5. Voting by Members. ...................................................................................................... 4
3.6. Waiver of Partition. ........................................................................................................ 5
3.7. Company Property. ........................................................................................................ 5
3.8. Transactions between the Company and Related Parties. ............................................. 5
3.9. Outside Ventures. ........................................................................................................... 6
ARTICLE IV. CASH DISTRIBUTIONS AND ALLOCATIONS OF PROFITS & LOSSES ............................6
4.1. Distributions. .................................................................................................................. 6
4.2. Allocation of Net Profits and Net Losses. ..................................................................... 7
4.3. Special Allocations to Capital Accounts. ....................................................................... 7
4.4. Income Tax Allocations. ................................................................................................ 9
4.5. Knowledge of Tax Consequences; No Inconsistent Tax Positions ............................. 10
ARTICLE V. MANAGEMENT ........................................................................................................10
5.1. Managers. ..................................................................................................................... 10
5.2. Management and Control of the Company. ................................................................. 11
5.3. Business Judgment. ...................................................................................................... 11
5.4. Indemnification. ........................................................................................................... 12
5.5. Compensation of the Manager. .................................................................................... 13
ARTICLE VI. TRANSFERS AND RESTRICTIONS ON TRANSFERS OF INTERESTS ..............................13
6.1. Restrictions on Transfer of a Member's Interests. ....................................................... 13
6.2. Effect of Bankruptcy, Death or Incompetence of a Member. ...................................... 13
6.3. No Withdrawal by Members. ....................................................................................... 14
6.4. Rights of an Assignee. ................................................................................................. 14
6.5. Admission of Substitute Member. ............................................................................... 14
ii
4856-2123-9995.2
ARTICLE VII. DISSOLUTION AND TERMINATION .........................................................................14
7.1. Events Causing Dissolution and Termination.............................................................. 14
7.2. Winding Up of Affairs on Dissolution......................................................................... 14
7.3. No Deficit Restoration. ................................................................................................ 15
ARTICLE VIII. FISCAL MATTERS ................................................................................................15
8.1. Books and Records. ..................................................................................................... 15
8.2. Fiscal Year. .................................................................................................................. 15
8.3. Reports to Members. .................................................................................................... 15
8.4. Bank Accounts and Investment of Funds. ................................................................... 15
8.5. Accounting Decisions. ................................................................................................. 16
8.6. Tax Elections. .............................................................................................................. 16
ARTICLE IX. GENERAL PROVISIONS ...........................................................................................16
9.1. Further Assurances....................................................................................................... 16
9.2. Amendments. ............................................................................................................... 16
9.3. Power of Attorney. ....................................................................................................... 16
9.4. Notices. ........................................................................................................................ 16
9.5. Arbitration. ................................................................................................................... 17
9.6. Deadlock Resolution .................................................................................................... 17
9.7. No Third-Party Beneficiaries. ...................................................................................... 17
9.8. Interpretation. ............................................................................................................... 18
9.9. Counterparts. ................................................................................................................ 18
9.10. Severability. ................................................................................................................. 18
9.11. Binding Effect. ............................................................................................................. 18
9.12. Entire Agreement. ........................................................................................................ 18
Exhibit A: Membership Roster
1
4856-2123-9995.2
OPERATING AGREEMENT FOR
D & B LIMITED
a Colorado limited liability company
This OPERATING AGREEMENT ("Agreement") is entered into as of March 11, 2024
(“Effective Date”), by and between D & B Limited, a Colorado limited liability company
(“Company”), all persons who execute this Agreement as Initial Managers (as defined herein),
and all persons who execute this Agreement as Initial Members (as defined herein).
W I T N E S S E T H:
WHEREAS, the Company is a limited liability company established under the laws of the
State of Colorado for the purposes set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter set
forth, the parties agree as follows:
ARTICLE I. DEFINED TERMS
The following defined terms used in this Agreement shall have the meanings specified
below:
“Action” includes action, inaction, determination, decision, omission, refraining from acting
and indirect action.
"Agreement" means this OPERATING AGREEMENT as amended from time to time, as the
context may require.
“Articles” means the ARTICLES OF ORGANIZATION filed with the Colorado Secretary of State
as may be subsequently amended.
“Assignee” means a transferee of any Interest(s) who has not been admitted as a Substitute
Member.
"Capital Account" shall, with respect to each Member, mean and refer to the separate "book"
account for such Member to be established and maintained in all events in the manner
provided under, and in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv),
as amended, and in accordance with the other provisions of Treasury Regulations Section
1.704-1(b) that must be complied with in order for the Capital Accounts to be determined
and maintained in accordance with the provisions of Treasury Regulation
§1.704-1(b)(2)(iv).
"Capital Contribution" means the total amount of capital contributed or agreed to be
contributed as the context requires, to the Company by each Member pursuant to the
terms of this Agreement. Any reference to the Capital Contribution of a Substitute
Member shall include the Capital Contribution made by a predecessor holder of the
Interests of such Member.
"Company" means D & B Limited, the Colorado limited liability company formed under the
Statute, to which this Agreement relates.
2
4856-2123-9995.2
“Deadlock” means the time when the Managers or the Members are so divided respecting the
management of the Company’s affairs or matters put to a vote of the holders of the
Managers of Members that the votes required for such action are deadlocked (i.e. a 50-50
vote has occurred) or votes cannot be obtained for a continuous period equal to or
exceeding 45 days.
"Deficit Capital Account" shall mean with respect to any Member, the deficit balance, if any,
in such Member's Capital Account as of the end of the taxable year, after giving effect to
the following adjustments:
(i) credit to such Capital Account any amount which such Member is
obligated to restore under Treasury Regulations Section 1.704-l(b)(2)(ii)(c), as well as
any addition thereto pursuant to the next to last sentence of Treasury Regulations
Sections 1.704-2(g)(1) and (i)(5), after taking into account thereunder any changes
during such year in partnership minimum gain (as determined in accordance with
Treasury Regulations Section 1.704-2(d)) and in the minimum gain attributable to any
partner nonrecourse debt (as determined under Treasury Regulations Section 1.704-
2(i)(3)); and
(ii) debit to such Capital Account the items described in Treasury Regulations
Sections 1.704-l(b)(2)(ii)(d)(4), (5) and (6).
This definition of Deficit Capital Account is intended to comply with the provisions of
Treasury Regulations Sections 1.704-l(b)(2)(ii)(d) and 1.704-2, and will be interpreted
consistently with those provisions.
“Family Member” of an individual includes (i) any other individual related to the referenced
individual by blood, adoption or marriage, (ii) any trust for the benefit of the referenced
individual and any person identified in clause (i); and (iii) any entity controlled by the
referenced individual and any person identified in clauses (i) and (ii).
"Initial Managers" means Brent Gendreau and Stacy Gendreau.
"Initial Members" means Brent Gendreau and Stacy Gendreau.
“Interest” means the ownership interest of the Member in the Company at any particular
time, including the right of any such Member to any and all benefits to which such
Member may be entitled as provided in this Agreement and in the Statute, together with
the obligations of such Member to comply with all the provisions of this Agreement and
of said Statute. The Interests shall constitute 'securities' governed by Articles 8 and 9 of
the Colorado UNIFORM COMMERCIAL CODE, as provided in C.R.S. §4-8-103(c) and shall
not be represented by certificates (i.e., 'uncertificated securities' as defined by
C.R.S. §4-8-102(a)(18)).
"Internal Revenue Code" means the Internal Revenue Code of 1986, as amended, and any
corresponding provisions of succeeding law.
“Major Decision” means the Actions specified in Section 3.5 below.
“Majority Vote of the Managers” means a decision made by Managers corresponding to
more than fifty percent (50%) of the Managers.
"Manager" or “Managers” means the person(s) serving as the managers of the Company.
3
4856-2123-9995.2
"Member" means any of the persons executing this Agreement as a Member prior to the time
of such person’s withdrawal, including any Substitute Member, and each such person in
its capacity as a Member of the Company.
"Net Cash Flow" means the excess of cash receipts of the Company from the operation of the
Company after the payment of all expenses of the Company for operations,
administrative expenses, capital expenditures, taxes, insurance, and debt service,
provision for payment of any budgeted expenditures, other expenses like and unlike the
foregoing, and after setting aside such amounts as the Board deems necessary to create
adequate reserves for contingencies of the Company in the sole discretion of the Board.
"Net Income" or "Net Loss" of the Company for any fiscal year shall mean the net income or
net loss of the Company for such year as determined for federal income tax purposes.
"Notice" means a writing containing the information required by this Agreement to be
communicated to a person and sent by registered or certified mail, postage prepaid, to
such person at the last known address of such person, the date of registry thereof or the
date of the certification receipt therefor being deemed the date of such Notice; provided,
however, that any written communication containing such information is sent to such
person actually receipted by such person shall constitute Notice for all purposes of this
Agreement.
"Outside Venture" means any business activities of a Related Party separate from the
Company.
"Person" includes any individual, partnership, corporation, trust or other entity.
“Related Party" includes Members, Managers, and their affiliates.
"Statute" means the COLORADO LIMITED LIABILITY COMPANY ACT, codified at
C.R.S. §§7-80-101 et seq., as may be amended from time to time.
"Substitute Member" means any person admitted to the Company as a Member pursuant to
Section 6.5 below.
"Transfer" includes any sale, assignment, pledge, encumbrance or other transfer of any
Interest(s) or Economic Interest therein, whether whole or partial.
ARTICLE II. GENERAL
2.1. Formation. The Company is organized pursuant to the Statute and pursuant to the
Articles filed with the Colorado Secretary of State on the Effective Date.
2.2. Name. The name of the Company shall be: D & B Limited.
2.3. Character of Business. The business of the Company shall be to manage, operate, and
otherwise deal with the management of entities in which the members have and interest from
time to time as the Company may determine. In order to carry out its purpose, the Company is
empowered and authorized to perform any Actions necessary, appropriate, proper, advisable,
incidental to or convenient for the furtherance and accomplishment of its purpose, and for the
profits and benefits of the Company and for any other lawful purpose. The purpose and nature of
the business to be conducted by the Company shall also include, without limitation, the
engagement of the following activities:
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4856-2123-9995.2
(A) Directly or indirectly to acquire, hold, own, develop, construct, improve,
maintain, operate, sell, lease, transfer, encumber, convey, convert, exchange, managing, and
otherwise dispose of or deal with real estate assets, and other real and personal property of all
kinds; and
(B) To undertake such other activities as may be necessary, advisable, desirable or
convenient to the business of the Company; and
(C) To engage in such other ancillary activities as shall be necessary or desirable to
effectuate the foregoing purposes.
2.4. Principal Offices and Places of Business. The principal place of business of the
Company, the registered office of the Company, and the registered agent for service of process
are set forth in the Articles. The Managers may change the Company’s business office,
registered office and/or registered agent.
2.5. Term. The term of this Company commenced upon the Effective Date and shall
continue until an event of dissolution as provided in Section 7.1 below.
ARTICLE III. MEMBERS AND CAPITAL
3.1. Admission of Members. The admission on the Effective Date of the Initial Members as
Members of the Company is hereby ratified and confirmed.
(A) Each of the two Initial Members shall receive a fifty percent (50%) Interest in
exchange for a capital contribution of $100.00 each.
(B) Substitute Members may be admitted to the Company in accordance with
Section 6.5 below.
The Members and their respective Interests shall be set forth on Exhibit A attached hereto and
made a part hereof, and the Managers shall update Exhibit A to reflect the admission of
additional Members and Substitute Members and the issuance of any additional Interests.
3.2. Capital Contributions. The initial Members have previously contributed capital to the
Company as reflected on the books and records of the Company. The Members shall not be
required to furnish additional capital contributions to the Company.
3.3. Loans. Subject to Section 3.5 below, the Company may borrow funds from whatever
sources the Managers deems appropriate and may pledge Company assets to secure such
borrowings.
3.4. Meetings of Members. Meetings of the Members, including annual meetings of the
Members, are not required.
3.5. Voting by Members. The following Actions (i.e., Major Decision) require the prior
approval of the Members as evidenced by written consent, ballots or other reasonable means as
follows:
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4856-2123-9995.2
(A) Unanimous vote of the Members shall be required to:
(i) authorize any compensation to Managers or their affiliates other than those
described in this Agreement;
(ii) amend this Agreement;
(iii) authorize any borrowing of the Company;
(iv) sale of substantially all of the assets of the Company;
(v) admit Additional Members after the Effective Date; and
(vi) expand the number of Managers.
(B) A fifty percent (50%) vote of the Members shall be required to:
(i) elect a Manager in the event of the death, disability, removal or
resignation of a Manager; and
(ii) to dissolve the Company.
The Members’ approval is not required for any other Action, so the Managers may unilaterally
perform any Action except those listed in this Section 3.5.
3.6. Waiver of Partition. Each Member hereby irrevocably waives for the term of the
Company any right that such Member may have to maintain any action for partition with respect
to Company property.
3.7. Company Property. A Member’s Interest(s) shall be personal property for all purposes.
All real and other property owned by the Company shall be deemed owned by the Company as
an entity, and no Member, individually, shall have any ownership of such Property.
3.8. Transactions between the Company and Related Parties. Unless otherwise prohibited
by law, any Related Party may, but is not obligated to, transact business with the Company.
(A) For example, a Related Party may lend money to the Company, serve as surety for
the Company or contract with the Company.
(B) The Managers have discretion to incur expenses that benefit the Company and
any Outside Ventures (e.g., to centralize administrative services they perform for all their
affiliates including the Company). The Managers shall apportion such joint expenses among the
Company and the Outside Ventures. The Company need not be the sole beneficiary of such joint
expenses.
(C) When transacting business with the Company, a Related Party has the same rights
and obligations as a person who is not a Related Party:
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4856-2123-9995.2
(i) the compensation paid or promised for such goods or services shall be
reasonable and shall be paid only for goods or services actually furnished to the Company;
(ii) the goods or services to be furnished shall be reasonable for and
necessary to the Company; and
(iii) the terms for the furnishing of such goods or services shall be at least as
favorable to the Company as would be obtainable in arms-length transactions.
(iv) The Managers shall not, by the making of lump sum payments to any
other person for disbursement by such other person, circumvent the provisions of this
Section 3.8(C).
(D) The Managers must approve all transactions between the Company and any
Related Party.
Any transaction between the Company and a Related Party must be no less favorable to the
Company than if that transaction had been made with an independent third party.
3.9. Outside Ventures. Any Related Party may engage independently, or with others, in
Outside Ventures of every nature and description including the ownership and operation of
multifamily projects of any type. Nothing in this Agreement shall be deemed to prohibit a
Related Party from dealing, or otherwise engaging in business, with persons transacting business
with the Company or from engaging in Outside Ventures similar to those of the Company and
receiving compensation therefor. Neither the Company nor any Member shall have any right, by
virtue of this Agreement or the membership relationship created hereby, in or to such Outside
Ventures or activities or to the income or proceeds derived therefrom; and the pursuit of such
Outside Ventures, even if competitive with the business of the Company, shall not be deemed
wrongful or improper. A Related Party shall not be obligated to present any particular business
opportunity to the Company even if such opportunity is of a character which, if presented to the
Company, could be taken by the Company, and each Related Party shall have the right to take
for its own account (individually or as a trustee) or to recommend to others any such particular
business opportunity. The Company and each Member waive any right to share or participate in
any income or profit derived by a Related Party from any Outside Venture even if such Outside
Venture could be utilized by the Company or competes with the Company.
ARTICLE IV. CASH DISTRIBUTIONS AND ALLOCATIONS OF PROFITS & LOSSES
4.1. Distributions. The Managers make the following distributions to the Members in the
following priority:
(A) The Company shall not make any additional distributions unless the Managers
determine that the Company has Net Cash Flow.
(B) Any Net Cash Flow, as determined by the Managers, shall be distributed pro rata
with the percentage of Member ownership described in Exhibit A.
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4856-2123-9995.2
(C) If the Managers deem it appropriate to comply with tax withholding laws, then
Company can withhold any distributions to any Member and tender such withheld amounts to
the IRS and other tax authorities. Any such withheld amounts shall constitute a distribution to
such Member and shall be applied against distributions that would otherwise be made to such
Member.
(D) No Member has the right to demand or receive any distributions from Company
in any form other than cash. However, the Managers have discretion to make distributions in
forms other than cash.
(E) The Managers will, in good faith, determine all Net Cash Flow and distributions
on an equitable basis and the Managers’ determination shall be final and conclusive as to all
Members.
Each Member shall look solely to the assets of the Company for all distributions with respect to
the Company.
4.2. Allocation of Net Profits and Net Losses. Except as otherwise provided in Sections 4.3
and 4.4 below, Net Income and Net Loss for any taxable year or other period shall be allocated
among the Members pro rata with the percentage of Member ownership described in Exhibit A.
4.3. Special Allocations to Capital Accounts. Notwithstanding Section 4.4 below:
(A) In the event any Member unexpectedly receives any adjustments, allocations, or
distributions described in Treasury Regulations Sections 1.704-1(b)(2)(ii)(d)(4), (5), or (6),
which create or increase a Deficit Capital Account of such Member, then items of Member
income and gain (consisting of a proportionate amount of each item of Company income,
including gross income, and gain for such year and, if necessary, for subsequent years) shall be
specially allocated to such Member in an amount and manner sufficient to eliminate, to the
extent required by the Treasury Regulations, the Deficit Capital Account so created as quickly as
possible. It is the intent that this Section be interpreted to comply with the alternate test for
economic effect set forth in Treasury Regulations Section 1.704-l(b)(2)(ii)(d).
(B) The Net Losses allocated pursuant to Section 4.2 above shall not exceed the
maximum amount of Losses that can be so allocated without causing any Member to have a
Deficit Capital Account at the end of any Fiscal Year. In the event that some but not all of the
Members would have Deficit Capital Accounts as a consequence of an allocation of Losses
pursuant to Section 4.2 above, the limitation set forth in the preceding sentence shall be applied
on a by Member by Member basis so as to allocate the maximum permissible Losses to each
Member under Treasury Regulations Section 1.704-1 (b)(2)(ii)(d). In the event any Member
would have a Deficit Capital Account at the end of any Company taxable year which is in excess
of the sum of any amount that such Member is obligated to restore to the Company under
Treasury Regulations section 1.704-l(b)(2)(ii)(c) and such Member's share of minimum gain as
defined in Treasury Regulations Section 1.704-2(g)(1) (which is also treated as an obligation to
restore in accordance with Treasury Regulations Section 1.704-l(b)(2)(ii)(d)), the Capital
Account of such Member shall be specially credited with items of Company income (including
gross income) and gain in the amount of such excess as quickly as possible.
8
4856-2123-9995.2
(C) Notwithstanding any other provision of this Section, if there is a net decrease in
the Company's minimum gain as defined in Treasury Regulations Section 1.704-2(d) during a
taxable year of the Company, then the Capital Accounts of each Member shall be allocated items
of income (including gross income) and gain for such year (and if necessary for subsequent
years) equal to that Member's share of the net decrease in Company minimum gain. This
subsection is intended to comply with the minimum gain chargeback requirement of Treasury
Regulations Section 1.704-2 and shall be interpreted consistently therewith. In any taxable year
that the Company has a net decrease in the Company's minimum gain, if the minimum gain
chargeback requirement would cause a distortion in the economic arrangement among the
Members and it is not expected that the Company will have sufficient other income to correct
that distortion, the Managers may, in its discretion, seek to have the Internal Revenue Service
waive the minimum gain chargeback requirement in accordance with Treasury Regulations
Section 1.704-2(f)(4).
(D) Notwithstanding any other provision of this Section except Section 4.3(C) above,
if there is a net decrease in partner nonrecourse debt minimum gain attributable to a partner
nonrecourse debt during any Company tax year, each Member who has a share of the partner
nonrecourse debt minimum gain attributable to such partner nonrecourse debt (determined in
accordance with Treasury Regulation § 1.704-2(i)(5)) as of the beginning of the year shall be
specially allocated items of Company income and gain for such year (and, if necessary,
subsequent years) equal to such Member's share of the net decrease in partner nonrecourse debt
minimum gain attributable to such partner nonrecourse debt. A Member's share of the net
decrease in partner nonrecourse debt minimum gain shall be determined in accordance with
Treasury Regulations Section 1.704-2(i)(4); a Member shall not be subject to this provision to
the extent that an exception is provided by Treasury Regulations Section 1.704-2(i)(4) and any
IRS Revenue Rulings issued with respect thereto. Any partner nonrecourse debt minimum gain
allocated pursuant to this provision shall consist of first, gains recognized from the disposition of
Company property subject to the partner nonrecourse debt, and, second, if necessary, a
proportionate amount of the Company's other items of income or gain for that year. This
subsection is intended to comply with the minimum gain chargeback requirement in Treasury
Regulations Section 1.704-2(i)(4) and shall be interpreted consistently therewith.
(E) Items of Company loss, deduction and expenditures described in Code
Section 705(a)(2)(B) which are attributable to any nonrecourse debt of the Company and are
characterized as partner nonrecourse deductions under Treasury Regulation Section 1.704-2(i)
shall be allocated to the Members' Capital Accounts in accordance with Treasury Regulations
Section 1.704-2(i).
(F) Starting in the first taxable year in which there are allocations of "nonrecourse
deductions" (as described in Treasury Regulations Section 1.704-2(b)) such deductions shall be
allocated to the Members in the same manner as Loss is allocated for such period.
(G) Any income, gain, loss or deduction realized by the Company as a direct or
indirect result of the issuance of Interest(s) by the Company to a Member (the "Issuance Items")
shall be allocated among the Members so that, to the extent possible, the net amount of such
Issuance Items, together with all other allocations under this Agreement to each Member shall be
equal to the net amount that would have been allocated to each such Member if the Issuance
Items had not been realized.
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(H) To the extent an adjustment to the adjusted tax basis of any Company asset
pursuant to Code Sections 734(b) or 743(b) is required pursuant to Treasury Regulations
Section 1.704-l(b)(2)(iv)(m)(2) or Section 1.704-l(b)(2)(iv)(m)(4) to be taken into account in
determining Capital Accounts as the result of a distribution to a Member in complete liquidation
of its Interest(s), the amount of such adjustment to Capital Accounts shall be treated as an item of
gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such
basis) and such gain or loss shall be specially allocated to the Members in accordance with their
Interests if Treasury Regulations Section 1.704-l(b)(2)(iv)(m)(2) applies, or to the Member to
whom such distribution was made if Treasury Regulations Section 1.704-l(b)(2)(iv)(m)(4)
applies.
(I) Any credit or charge to the Capital Accounts of the Members pursuant to Sections
4.3(A), 4.3(B), 4.3(C), 4.3(D), 4.3(E) and 4.3(F) above (collectively, the "Regulatory
Provisions") hereof shall be taken into account in computing subsequent allocations of Profits
and Losses pursuant to Section 4.2 above, so that the net amount of any items charged or
credited to Capital Accounts pursuant to Section 4.2, the Regulatory Provisions hereof and this
Section 4.3(I) shall to the extent possible, be equal to the net amount that would have been
allocated to the Capital Account of each Member pursuant to the provisions of this Article if the
special allocations required by the Regulatory Provisions hereof had not occurred.
4.4. Income Tax Allocations. Notwithstanding anything to the contrary in this Agreement,
in accordance with Code Section 704(c) and Treasury Regulations Section 1.704-3, if a Member
contributes property with a fair market value that differs from its adjusted basis at the time of
contribution, income, gain, loss and deductions with respect to the property shall, solely for
income tax purposes, be allocated among the Members so as to take account of any variation
between the adjusted basis of such property to the Company and its fair market value at the time
of contribution in accordance with any method permitted by Treasury Regulations Section 1.704-
3 which is selected by the Managers in their sole discretion.
(A) All recapture of income tax deductions resulting from the sale or disposition of
Company property shall be allocated to the Member(s) to whom the deduction that gave rise to
such recapture was allocated hereunder to the extent that such Member is allocated any gain
from the sale or other disposition of such property.
(B) Each item of Company income, gain, loss, deduction and credit attributable to a
transferred Interest, or other change in a Member's interest in the Company to which Code
Section 706(d) is applicable, shall, for federal income tax purposes, be determined on an annual
basis and prorated on a monthly basis (or other basis, as required or permitted by Code Section
706). If prorated on a monthly basis, each item shall be allocated to the Members who own
Interests as of the close of business on the last day of the month if the Transfer or other change in
a Member's interest in the Company is recognized by the Company after the fifteenth day of the
month, and as of the close of business on the first day of the month if the Transfer or other
change in a Member's interest in the Company is recognized by the Company on or before the
fifteenth day of the month; provided that gain or loss on a sale or other disposition of all or a
substantial portion of the assets of the Company shall be allocated to the Members on the last
day of the month in which such transaction occurs. The Managers may revise, alter or otherwise
modify such methods of determination as is determined necessary, to the extent permitted or
required by Code Section 706 and Treasury Regulations thereunder.
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(C) If, under Treasury Regulations Section 1.704-1 (b)(2)(iv)(f), Company property is
properly reflected in the Capital Accounts and on the books of the Company at a book value that
differs from the adjusted tax basis of such property, then depreciation, depletion, amortization,
and gain or loss with respect to such property shall be shared among the Members in a manner
that takes account of the variation between the adjusted tax basis of such property and its book
value, in the same manner as variations between the adjusted tax basis and fair market value of
property contributed to the Company are taken into account in determining the Members' shares
of tax items under Code Section 704(c) in accordance with any method permitted by Treasury
Regulation Section 1.704-3 which is selected by the Managers in their sole discretion.
4.5. Knowledge of Tax Consequences; No Inconsistent Tax Positions. The Members
are aware of the income tax consequences of the allocations made by this Article IV and the
economic impact of the allocations on the amounts receivable by them under the Agreement.
Each Member agrees that it will not take a position on the Member’s own tax return that is
inconsistent with a position taken on the Company’s tax return. A Member’s filing of a tax
return containing such an inconsistent position shall constitute a breach of this Agreement and
such Member shall be required to hold the Company and the other Members harmless from all
costs, liability and damages that they may incur (including, but not limited to, incremental tax
liability and attorneys’ fees and expenses) as a result of such breach.
ARTICLE V. MANAGEMENT
5.1. Managers. The Managers shall manage the Company and its business and shall make
all decisions via a Majority Vote of the Managers except Major Decisions (see §3.5 above).
(A) Each Manager shall remain a Manager until such person withdraws, resigns, dies,
is removed, is replaced or is judicially determined to be incapacitated (“Withdraws”).
(B) A Manager may be removed or replaced upon the unanimous vote of the other
Managers.
(C) A replacement Manager shall acquire the voting rights of the Manager it replaces.
(D) All decisions of the Manager shall require a majority vote of the Managers.
(E) The Managers may, from time to time, by resolution, delegate to any Manager
specific duties and authorization including the authority to execute and deliver any documents on
behalf of the Company.
No Member (other than a Member also serving as a Manager) may control or participate in the
management of the Company, have any authority or right to bind the Company or take any
Action on behalf of the Company. Manager approvals for actions or decision of the Company
may be obtained in writing or through verbal authorization, but, to the extent practical, all actions
and decisions approved by the Managers should be noted or recorded in the Company’s records.
A quorum for any meeting of the Managers shall be at least a Majority of the then existing
Managers. The Managers may elect a Manager to preside at all meetings of the Managers and
exercise and perform such duties as may be from time to time assigned to such Manager by the
Managers or prescribed by this Agreement. The Managers shall meet as determined by a
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Majority of Managers. The Managers shall also meet at the written request of any Manager
delivered to the remaining Managers.
5.2. Management and Control of the Company. The Managers, within the authority
granted by this Agreement, shall have the exclusive right to manage the Company and are hereby
authorized to take any Action of any kind and to do anything and everything they deem
necessary and in accordance with the provisions of the Agreement.
(A) No Member (except one who may be a Manager, and then only in his capacity as
Manager within the scope of his authority hereunder) shall participate in or have any control over
the Company business or shall have any authority or right to act for or bind the Company. The
Members hereby consent to the exercise by the Managers of the powers conferred by this
Agreement.
(B) Any Action by the Managers requires the approval of a Majority Vote of the
Managers except as provided in Section 5.1(B) and 5.1(C).
(C) Any Action by the Managers shall be binding upon the Company and shall not be
subject to question or challenge by any person(s) whomever.
(D) Any person dealing with the Company or the Managers may rely upon a
certificate signed by any Manager thereunto duly authorized as to any matter involving the
Company.
(E) The Managers shall establish reserves for working capital and for payment of
taxes, insurance, debt service, repairs, replacements or renewals, or other costs and expenses
incident to the operation of the Company and the properties and for such other purposes as the
Managers may determine and thereafter shall maintain such reserves in such amounts as the
Manager deems appropriate under the circumstances.
5.3. Business Judgment. The Managers shall perform all Actions in good faith and shall
exercise their business judgment when managing the Company.
(A) The Managers shall be liable to the Members only for grossly negligent or
fraudulent Actions.
(B) The Managers have authority to interpret this Agreement to resolve any
ambiguities or inconsistencies in this Agreement.
(C) After the Managers have approved a document, the signature of an authorized
person (a “Signatory,” either a Manager or a person designated by the Managers) shall be
necessary and sufficient to execute such document on behalf of the Company.
(D) Any document executed by a Signatory on behalf of the Company shall constitute
a binding, legal and enforceable obligation of the Company, even if the Signatory is a party to
that document.
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(E) Any person dealing with the Company may rely (without duty of further inquiry)
upon a certificate signed by a Signatory as to any matter involving the Company.
(F) In discharging their duties, the Managers shall be fully protected in relying in
good faith upon the records required to be maintained under and upon such information,
opinions, reports or statements by any of the Members, or agents, or by any other person, as to
matters within such other person's professional or expert competence and who has been selected
with reasonable care by or on behalf of the Company, including information, opinions, reports or
statements as to the value and amount of the assets, liabilities, profits or losses of the Company
or any other facts pertinent to the existence and amount of assets from which distributions to
Members might properly be paid.
(G) The Managers may rely and shall be justified in acting or refraining from acting
upon any certificate, document, or other instrument that such person believed was genuine and
signed or presented by the proper party(ies).
Each Manager may devote such time as they may deem necessary for the proper performance of
their duties hereunder.
5.4. Indemnification. The Company shall indemnify and save harmless each Manager as
follows:
(A) In any threatened, pending or completed action, suit or proceeding to which a
such person was or is a party or is threatened to be made a party by reason of the fact that such
person was or is a Manager of the Company (other than an action by or in the right of the
Company), the Company will indemnify that person against expenses, including attorneys' fees,
judgments and amounts paid in settlement actually and reasonably incurred by such person in
connection with such action, suit or proceeding if such person acted in good faith in a manner it
reasonably believed to be in or not opposed to the best interests of the Company and provided
that its conduct does not constitute gross negligence, willful or wanton misconduct. The
termination of any action, suit or proceeding by judgment, order or settlement shall not create, of
itself, a presumption that the Manager did not act in good faith in a manner which it reasonably
believed to be in, or not opposed to, the best interests of the Company; and
(B) In any threatened, pending or completed action, suit or proceeding by or in the
right of the Company to which a Manager was or is a party (or is threatened to be made a party),
which action, suit or proceeding involves an alleged cause of action by a Member for damages
arising from the activities of a Manager in the performance of the internal affairs of the Company
as prescribed by this Agreement or the Statute, the Company will indemnify a Manager against
expenses, including attorneys' fees, actually and reasonably incurred by such Manager in
connection with the defense or settlement of such action, suit or proceeding if the Manager acted
in good faith and in a manner it reasonably believed to be in, or not opposed to, the best interests
of the Company, except that no indemnification shall be made in respect of any claim, issue or
matter as to which that Manager shall have been adjudged to be liable for gross negligence,
willful or wanton misconduct or breach of fiduciary obligations in the performance of its duty to
the Company unless and only to the extent that the court in which such action, suit or proceeding
was brought shall determine upon application that, despite the adjudication of liability but in
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view of all circumstances of the case, that Manager is fairly and reasonably entitled to indemnity
for such expenses which such court shall deem proper; and
(C) To the extent that the Manager has been successful on the merits or otherwise in
defense of any action, suit or proceeding referred to in Sections 5.4(A) and 5.4(B) above, or in
defense of any claim, issue or matter therein, the Company shall indemnify the Manager against
the expenses, including attorneys' fees, actually and reasonably incurred by it in connection
therewith.
(D) A Manager will not be liable for any loss or damage to Company property from
any cause beyond its control including strikes, labor troubles, riots, fires, tornadoes, floods, acts
of a public enemy, insurrections, acts of God, breakdowns or failures of plant or machinery,
failure to carry out the provisions hereof due to provisions of law or rules or regulations
promulgated by any governmental agency or any demand or requisition of any government.
The satisfaction of any requirements to indemnify and save harmless shall be from and limited to
Company assets, and no Member shall have any personal liability on account thereof.
5.5. Compensation of the Manager. The Managers shall receive no compensation. Upon a
majority vote of the Managers, and upon receipt of suitable documentation, the Company shall
reimburse a Manager and its affiliates for all out-of-pocket expenses attributable to the
Company.
ARTICLE VI. TRANSFERS AND RESTRICTIONS ON TRANSFERS OF INTERESTS
6.1. Restrictions on Transfer of a Member's Interests. Any Transfer of Interests or an
Economic Interest requires approval of the Managers. Any Transfer that violates this Article
shall be void.
(A) The Managers shall be deemed to consent to the Transfer of an Economic Interest
by a Member to a Family Member if that transferring Member sends prior Notice to the
Managers.
(B) If a Transfer does not comply with this Section but the Transfer is required to be
recognized (e.g., a Member’s death, divorce, bankruptcy, a judgment or charging order) then the
purported transferee shall hold only an Economic Interest.
(C) If a Member Transfers less than all of its Interests then this Article still applies to
that Member’s remaining Interests.
A Transfer shall not release the transferring Member from any liability to the Company that
existed prior to that Transfer.
6.2. Effect of Bankruptcy, Death or Incompetence of a Member. The bankruptcy, death,
dissolution, liquidation, termination or adjudication of incompetency (“Incapacity”) of a Member
shall not cause the termination or dissolution of the Company and the existence and business of
the Company shall continue without interruption. Upon the Incapacity of a Member, the
personal representative, executor, trustee, administrator, guardian, conservator or other
14
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successor-in-interest (collectively, “Representative”) of that Incapacitated Member shall have
solely the Economic Interest associated with the Interests owned by that Incapacitated Member.
6.3. No Withdrawal by Members. A Member shall not be allowed to withdraw from the
Company, except upon the dissolution and winding up of the Company or upon the prior written
consent of all remaining Members.
6.4. Rights of an Assignee. A transferee of any Transfer (including Transfers pursuant to
§§6.1(A) and 6.1(B) above) shall be only an Assignee but shall not be a Member unless and until
admitted as a Substitute Member (see §6.5 below). An Assignee shall have only an Economic
Interest in the Company with respect to the transferred Interests, shall not vote on any matters as
to which the Members are entitled to vote and shall not have any other rights of a Member. The
Assignee is only entitled to receive the distributions and to be allocated the Net Income and Net
Losses attributable to that Economic Interest. An Assignee, however, shall be subject to all of
the terms, conditions, restrictions and obligations of this Agreement and any such Assignee shall
execute and deliver to the Company a written assumption agreement in form satisfactory to the
Company, which assumption agreement shall contain an agreement by the Assignee to be bound
by all the terms and conditions and to assume all obligations of the transferring Member under
this Agreement.
6.5. Admission of Substitute Member. An Assignee may become a Substitute Member,
subject to all of the terms, conditions, restrictions and obligations of this Agreement, only when
admitted as a Substitute Member by the Managers. The Managers’ consent to any Transfer does
not constitute admission of a transferee as a Substitute Member unless expressly stated in such
consent. The proposed Substitute Member shall execute and deliver to the Company a written
assumption agreement in form satisfactory to the Company, setting forth the agreement by the
Substitute Member to be bound by all the terms and conditions and to assume all obligations of a
Member under this Agreement. If so admitted, the Substitute Member has all the rights and
powers and is subject to all the restrictions and liabilities of a Member.
ARTICLE VII. DISSOLUTION AND TERMINATION
7.1. Events Causing Dissolution and Termination. The Company shall be dissolved upon
the passage of ninety (90) days after the sale or other disposition of all of the assets of the
Company or, in the event of an installment sale, after the final payment is received; or any other
event causing the dissolution of the Company under Colorado law including a vote of the
Members under Section 3.5(B)(ii) above. The Company’s existence shall be terminated when
the winding up of Company affairs has been completed following dissolution.
7.2. Winding Up of Affairs on Dissolution. Upon the dissolution of the Company, the
Manager, or the persons required or permitted by law to carry out the winding up of the affairs of
the Company, shall promptly notify all Members of such dissolution; shall wind up the affairs of
the Company including the cancellation of the Certificate of Formation; shall prepare and file all
instruments or documents required by law to be filed to reflect the dissolution of the Company;
and, after paying or providing for the payment of all liabilities and obligations of the Company,
shall distribute the assets of the Company as provided by the terms of this Agreement.
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7.3. No Deficit Restoration. Upon the liquidation of the Company within the meaning of
Treasury Regulations Section 1.704-1(b)(2)(ii)(g), each Member's Capital Account shall be
adjusted for all contributions, distributions and allocations for all taxable years including the year
during which such liquidation occurs. If a Member has a deficit in its Capital Account, then such
Member shall not be obligated to contribute any amount to the Company.
ARTICLE VIII. FISCAL MATTERS
8.1. Books and Records. The Manager shall maintain full and accurate books of the
Company at the principal place of business of the Company including:
(A) a current list of the full name and last mailing address of each Member set forth in
alphabetical order;
(B) a copy of the Certificate of Formation and all Certificates of Amendment thereto,
together with executed copies of any powers of attorney pursuant to which any certificate has
been executed;
(C) copies of the Company's federal, state and local income tax returns and reports, if
any, for the three most recent years;
(D) copies of any currently effective written operating agreements;
(E) copies of the Company’s financial statements for the three most recent years; and
(F) all of the records necessary for recording the Company's business and affairs.
Such books and records shall be subject to inspection and copying at the reasonable request and
at the expense of any Member during ordinary business hours.
8.2. Fiscal Year. The fiscal year of the Company shall be the calendar year of such other
year as the Managers shall select.
8.3. Reports to Members. If at any time, there are Members who are not also Managers, the
Managers shall prepare, at the cost of the Company, and shall deliver to each Member on or before
March 31st of each year, a copy of the Federal income tax information return of the Company for
the preceding fiscal year, showing each Member's distributive share of each item of income, gain,
loss, deduction or credit which a Member is required to take into account separately on his
individual Federal Income Tax Return, all of which shall be prepared by the Managers. In addition
to the foregoing, when applicable, the Managers shall cause informational reports to be mailed to
all the Members at reasonable intervals during each year.
8.4. Bank Accounts and Investment of Funds. All funds of the Company shall be
deposited in its name in such checking and savings accounts, money market funds, time deposits
or certificates of deposit as shall be designated by the Managers from time to time. Withdrawals
therefrom shall be made upon such signature or signatures as the Managers may designate.
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8.5. Accounting Decisions. The books of the Company shall be kept on the basis as elected
by the Managers. All decisions as to accounting matters except as specifically provided to the
contrary herein, shall be made by the Managers.
8.6. Tax Elections. In the event of a transfer of all or part of an Interest of any Member, the
Company may, in the sole discretion of the Managers, elect pursuant to Sections 743 and 754 of
the Internal Revenue Code to adjust the basis of the Company Property.
ARTICLE IX. GENERAL PROVISIONS
9.1. Further Assurances. Each party hereto agrees to execute with acknowledgment or
affidavit if required, any documents and writings which may be necessary or expedient in the
creation of this Company and the achievement of its purposes, specifically including this
Agreement and amendments thereto, as well as any cancellation thereof.
9.2. Amendments. All amendments shall require the unanimous approval of the Members.
9.3. Power of Attorney. Each Member irrevocably appoints the Managers as that Member’s
true and lawful attorney with respect to all matters involving the Company. In such Member's
name, place and stead (the Members expressly understand and intend that this Power of Attorney
is coupled with an interest), the Managers with full power of substitution, can make, execute,
sign, acknowledge, swear and file with respect to the Company:
(A) such amended Certificate as may be required by law or by this Agreement;
(B) such Certificate as may be required by law to reconstitute and continue
Company's business in accordance with this Agreement;
(C) all documents for effecting the Company's dissolution and termination;
(D) all validly adopted amendments to this Agreement;
(E) all such other instruments, documents and certificates to effectuate, implement,
continue and defend the Company's valid existence in any jurisdiction where the Company
conducts business; and
(F) however, this Section does not grant the Manager the right to vote on behalf of
any Member on any matter set forth in Section 3.5 above.
A Member's bankruptcy, insolvency, death, incompetence, or dissolution shall not affect this
appointment. Each Member hereby releases the Manager from any liability or claim in
connection with the exercise of the authority granted by this Section and in connection with any
other Action taken by the Manager purportedly in the role of attorney-in-fact for one or more
Holders if the Manager believed in good faith that such Action taken was consistent with the
authority granted to the Manager by this Section.
9.4. Notices. All notices ("Notices," including requests, consents, approvals, notifications,
demands and other communications hereunder) shall be in writing. At no cost to the recipient,
17
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all Notices shall be transmitted by a method that records the contents of the Notice and verifies
the transmission of the Notice; valid transmission methods include hand delivery, overnight
courier, e-mail with return receipt or U.S. mail with return receipt requested. All Notices shall
be delivered to the applicable person at the address listed in the Company’s records; a person
may designate another address by a Notice to the Company; Notice to the Company shall be
given to the Manager; Notice by the Company shall be given by the Manager. All Notices
become effective on the day after the transmission date shown on the verification.
9.5. Arbitration. Upon the occurrence of a dispute among the Members, Managers and the
Company relating to this Agreement or the business of the Company, the parties in the dispute,
as the case may be, shall first attempt to resolve the dispute through mediation by a mediation
service acceptable to such parties, or, if there is no agreement by and among such parties, the
Judicial Arbiter Group, Inc. If mediation is unsuccessful in resolving the dispute, the dispute
will be submitted to binding arbitration in Denver, Colorado, pursuant to the expedited
procedures of the arbitration tribunal which shall be conducted by a dispute resolution service
located in the Denver Metropolitan area acceptable to the parties, or, if there is no agreement
between or among the parties, the Judicial Arbiter Group, Inc. All documents, records,
information and other materials ("Arbitration Materials") submitted in the arbitration shall be
confidential and shall not be disclosed without the consent of the party submitting the Arbitration
Materials. The arbitrator's decisions must be delivered in writing accompanied by written
findings of fact and conclusions of law. Any competent court may enter judgment upon
arbitrator's awards. The prevailing party, as part of its damages, shall recover its legal fees and
expenses from the losing party.
9.6. Deadlock Resolution. Upon the occurrence of an event of Deadlock, the deadlocked
Managers or Members, as the case may be, shall first attempt to break the Deadlock and resolve
their differences through mediation by a mediation service acceptable to such deadlocked parties,
or, if there is no agreement between the Company and such deadlocked parties, the Judicial
Arbiter Group, Inc. If mediation is unsuccessful in resolving the Deadlock, the Deadlock and
matters relating thereto shall be settled by arbitration, which shall be conducted by a dispute
resolution service located in the Denver Metropolitan area acceptable to such deadlocked parties,
or, if there is no agreement between the Company and such deadlocked parties, the Judicial
Arbiter Group, Inc. The decision of such dispute resolution service shall be final, binding and
not subject to further review, and judgment on the award of such dispute resolution service may
be entered in and enforced by any court having jurisdiction over the parties or their assets. Any
costs (including attorneys’ fees) incurred in conducting the arbitration shall be awarded to the
prevailing party (as determined such dispute resolution service).
9.7. No Third-Party Beneficiaries. The provisions of this Agreement are for the benefit of
the Members and the heirs, successors, assigns, administrative and legal representatives of the
Members and shall not be deemed to create any rights for the benefit of any other persons.
Except as provided in Section 5.2(D), the provisions of this Agreement are expressly not
intended for the benefit of any creditor of the Company or any other person. No creditor or third
party shall have any rights under this Agreement or any agreement between the Company and
any Member with respect to any Capital Contribution or otherwise.
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9.8. Interpretation. This Agreement and the rights of the Members shall be construed and
enforced in accordance with Colorado law. The term “or” is disjunctive but not exclusive unless
expressly stated. The terms “include” and "including" do not limit the preceding words or terms.
The term "any" includes 'any', 'if any', 'all', 'any or all' or 'any and all', as the context requires.
Wherever applicable, the pronouns designating the masculine or neuter shall equally apply to the
feminine, neuter, and masculine genders. Wherever applicable within this Agreement, the
singular shall include the plural. Headings and captions are used merely for reference purposes
and do not affect content in any manner.
9.9. Counterparts. This Agreement may be executed in several counterparts and all
counterparts so executed shall constitute one Agreement binding on all the parties hereto,
notwithstanding that all the parties are not signatory to the original or the same counterpart.
9.10. Severability. In case any one or more of the provisions contained in this Agreement or
any application thereof shall be invalid, illegal, or unenforceable in any respect, the validity,
legality and enforceability of the remaining provisions contained herein and any other
application thereof shall not in any way be affected or impaired thereby.
9.11. Binding Effect. Except as herein otherwise provided to the contrary, this Agreement
shall be binding upon and inure to the benefit of the Members and their respective heirs, legatees,
executors, devisees, administrators, successors and assigns.
9.12. Entire Agreement. This Agreement sets forth the entire agreement of the parties
concerning the matters described herein. This Agreement supersedes all prior understandings,
agreements, representations, warranties, arrangements, understandings and negotiations by or
between the parties, whether written or oral. The parties hereby release and discharge all
liabilities with respect to prior discussions, negotiations and commitments.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, after reading and understanding its terms, the duly authorized
representative of each party has executed this Agreement as of the Effective Date.
COMPANY:
D & B Limited, a Colorado limited liability company
By: Its Managers
By:
Name: Brent Gendreau
By:
Name: Stacy Gendreau
INITIAL MEMBERS:
____________________________________
Brent Gendreau
____________________________________
Stacy Gendreau
Exhibit A
4856-2123-9995.2
INITIAL EXHIBIT A
MEMBERSHIP ROSTER
Member’s Name Member’s Address Percentage
Interest
Stacy Gendreau 1407 Hiwan Ct, Fort Collins,
CO 80525, US
51%
Brent Gendreau 1407 Hiwan Ct, Fort Collins,
CO 80525, US
49%
100%
4859-7425-6313.2
ACTION BY WRITTEN CONSENT
OF THE MEMBERS OF D & B LIMITED
May 3, 2024
The undersigned, being the all the members (the “Members”) of D & B Limited, a
Colorado limited liability company (the “Company”) acting pursuant to the Company’s
operating agreement and the Colorado Limited Liability Company Act, does hereby consent to
the adoption of, and does hereby adopt, the following resolutions on behalf of Company with the
same force and effect as if they had been approved and adopted by the Members at a duly
convened meeting:
WHEREAS, the Company owns that certain real property known as 145 West Main, Silt,
Colorado 81652 (the “Property”), as such Property is more particularly described in that certain
Agreement for Purchase and Sale of Real Estate dated as of March 12, 2024 (as amended, the
“Contract”) between the Company and Ocean Block Real Estate, LLC, a New York limited
liability company or its assignee.
WHEREAS, the Company desires to sell the Property in accordance with the Contract
(the “Transaction”).
WHEREAS, the Company will be required to execute and deliver certain documents in
connection with the Transaction, including, without limitation, a special warranty deed, 1031
exchange documentation, an assignment and assumption agreement, a bill of sale, and certain
closing documents required by the title company (collectively, the “Transaction Documents”).
NOW, THEREFORE, BE IT RESOLVED as follows:
RESOLVED, that the Members deem it advisable and in the best interests of the
Company to effect the transactions contemplated by the Transaction Documents on the terms and
subject to the conditions set forth in the applicable Transaction Documents.
RESOLVED, further, that the forms, terms and provisions of the Transaction Documents
with such changes as may be approved by the Company or Authorized Person (as defined
below), as applicable, and the performance by the Company of its obligations thereunder and the
consummation by the Company of the transactions contemplated thereby be, and they hereby
are, authorized, approved, and adopted in all respects.
RESOLVED, further, that the Company be, and hereby is, authorized and directed, to
execute and deliver, or cause to be executed and delivered, the Transaction Documents, with
such changes therein and amendments thereto as it shall determine to be necessary, desirable or
appropriate, the signature of the Company thereon to be conclusive evidence of such
determination and the approval of such changes by the Company and to take any and all actions,
to negotiate and enter into agreements and amendments to agreements, to perform all acts and
things, to execute, file, deliver or record all such certificates, instruments, agreements, affidavits
or other documents, to have such authority and to take all such other acts and make all such
decisions and to make all such payments as the Company, in its judgment, may deem necessary,
2
4859-7425-6313.2
advisable or appropriate, in order to carry out the purpose and intent of, or consummate the
transactions contemplated by, the foregoing resolutions.
RESOLVED, further, that Brent Gendreau (“Authorized Person”) be, and hereby is,
authorized and directed (i) in his capacity as a Manager of the Company and/or (ii) as an
authorized signatory on behalf of the Company, with the assistance of counsel, to the extent he
deems such assistance necessary, to take any and all actions, to negotiate and enter into
agreements and amendments to agreements, to perform all acts and things, to execute, file,
deliver or record all such certificates, instruments, agreements, affidavits or other documents, to
have such authority and to take all such other acts and make all such decisions on behalf of the
Company, and to make all such payments as he, in his judgment, may deem necessary, advisable
or appropriate, in order to carry out the purpose and intent of, or consummate the transactions
contemplated by, the foregoing resolutions, the authorization thereof to be conclusively
evidenced by the taking of such action or the execution and delivery of such certificates,
instruments, agreements or documents.
RESOLVED, further, that any and all actions of the Company and the Authorized Person
in carrying out and/or effectuating the purpose of the foregoing resolutions and the transactions
contemplated thereby are, in all respects, hereby approved, and that any and all actions of the
Company and the Authorized Person, whether signing as manager, authorized person, authorized
signatory or any other title on behalf of the Company, in carrying out and/or effectuating the
purpose of the foregoing resolutions and the transactions contemplated thereby, and which have
been made or taken prior to the effective date of this instrument, are hereby, in all respects,
approved, ratified and confirmed.
[signature page follows]
Consent
(D & B Limited)
IN WITNESS WHEREOF, the Members have executed this written consent as of the
date first written above.
MEMBERS:
Brent Gendreau Stacy Gendreau