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HomeMy WebLinkAboutEleni Zneimer Tract AMEMORANDUM TO: Lorelei Donaldson FROM: Mary Ann Best DATE: January 17, 2005 SUBJECT: Deed to Tract A, Eleni Zneimer Subdivision Attached is a copy of the Warranty Deed from Buffehr Creek Partners to the Town of Vail for the subject tract of land. This land is encumbered by a Deed of Conservation Easement in favor of Eagle Valley Land Trust. Please place in the Fire Safe. Attachment xc: Russ Forrest w /attachment Greg Hall w /attachment OTA file #597 ..r t I P /2 � 9 z of 2 ���I IIII IlII 1_ �, _0 . 04 04.09P Teak J Simonton Eagle, CO 388 R 11.00 D 0.00 SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED (this "Deed "), made as of the _ day of December, 2004, is between BUFFEHR CREEK PARTNERS, a Colorado limited partnership, having an address at P.O. Box 305, Minturn, Colorado 81645 ( Grantor ), and TOWN OF VA ( " Grantee ") whose legal address is 75 S. Frontage Road, Vail, Colorado 81657. WITNESSETH, That Grantor, for and in consideration of Ten and No /lQ0 Dolla s ($10.00) and other good and valuable consideration, the receipt and sufficiency of which at e hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with improvements, situate, lying and being in the County of Eagl_, Colorado, and described as follows: Tract A, Eleni Zneimer Subdivision, Town of Vail, County of Eagle, State of Colorado. TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anyway appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and all the estate, right, title, interest, claim al d demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments, easements, rights of way and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors and assigns, does covenant, grant, bargain and agree that Grantor shall and will WARRANT AND FOREVER DEFEND the above - bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor except for currcnt real estate taxes and matters of record, and subject to the following exception: Deed of Conservation Easement in favor Eagle Valley Land Trust, a nonprofit Colorado corporation [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] 7 577\1 \RRSAR7 9 t ff ii 902 of x. j ". IIIIIIIIIIIIIIIIIIIIIIIIII Page: 2 of 2 F 12/29/2004 Q4.09P Teak J Simonton Eagie, co 388 R 11.00 D 0.00 IN WITNESS WHEREOF, Grantor has executed this Special Warranty Deed as of the date set forth above. GRANTOR: BUFFEHR CREEK PARTNERS, A Colorado limited partnership By: Zneimer Company, Inc., its General Part °~ STATE OF COLORADO COUNTY OF ss. N1 The foregoing instrument was acknowledge before me of this aT� day of December, - 2003, by Edward Zneimer, president of Zneimer Company, Inc., as general partner of BUFFEHR CREEK PARTNERS, a Colorado limited partnership, Witness my hand and official seal. My commission expires: My COIIIAFlSS100 Exp,resApn722, 2gOr6 ILOf , 6 -AUu Notary Public A 0° e sr� ® .Q0 75712 \RR SRR� 1 VAIL MEMORANDUM TO: Russell Forrest FROM: Matt i Mire DATE: November 18, 2004 SUBJECT: Deed of Conservation Easement - Zneimer Please draft a Resolution accepting the attached Deed of Conservation Easement and prepare an Agenda Request to include background, etc. Attachment THE ZNEIMER COMPANY, INC. Post Office Box 305 MIN7URN, COLORADO 81645 Tel. (970) 827 -4101 Fax (970) 827 -5644 Edward J. Zneimer, Ph.D. President 1 V� I � V ( �Tt ddLA-S� Llf Jan -26 -04 03:26pm From -LAND TIT VAIL 9704764732 1 �l1�11111N1IH111111 +'�I II I If �I I Z/ 1,3003 ` llllllO , T.Ak J 6 4monlan Eagla, CO 174 R SE, 00 0 0.00 T -774 P.02 r' -579 Deed of Canservataon Easenj ( Valley Land Trust - Buffohr Creek Partners 13UFFEITR ) This Deed of COn rn 5eryatlon Eascellr, made as of this 31st da • CREEK PARTiV�ERS, a Colot•adu limited a y ofDecember, 2003, by 305, Minturrt, Colorado 81045 ( "(;Cantor ") p r Navin 9 an addres at p BOK nonpron 6 t Colorado corporslion, having , ]n fav or of rile EAGLE VALLEY LAND T J T, ("Grantee"'). • an address of P.G. Box 3354, Eaglc, C07, 81631 The following exhibits are attached hereto and made a part of this Casement: Exhibit A - Legal Description ofpropeny Exhibit B Map of Property RECITALS: A• whereas, Grantor is the sole owner in fee simple of certain real p ropert y nine acres all in Eagle County, Colorado morn Particularly described in Exhibit t and � b 4 generally depicted on 9xh� g both atzachcd hereto and incorporated her othrnarcly reference (the ``property y s B. tiV lereas, the Pro p e rty has significant scenic, aesthetic and open space values as rccogniTed in Public From Buffehr (Ck rile Colorado Revised Statutes ..S.) Section 38-30.5-101, Kt seq. and is visible by the Creek Road; C Whereas, Grantor has in the past f existing trails on ro,n time to rime allowed members of the pubic to use t he the property for low impact recreation; and D• whereas, it is now the desire of keep the Entire pr Grantor Gr , antee, the people of the Gity of Vail, the Co of -_able, and the Slate of Colorado to pernianenlly o a the use and enjoyrnenl of the general public; only P rte as open space for E. whereas, the following ):ab1C Count because the property is located within P ol i cy 1eResour e •Lone District ptto uantlto P op�ny Land Use Regulations, which e ]o protect and is POl PEagle C ount y e use of na tural glc County's of the Resource Zone District ,[ rcisources includin 'and the pumos water, m fiber and open space [and] to maintain the open rural chsractcr of Eagle Cbunry r Whereas, the specific conservation values ofthe Pro c relrvant features of the property, date d December 22 200 p are documented in an inventory of Baseline inventory for The Zncimer 8uffehr Crcek pr erl enhtied Conservation Easament and incorporated by this reference, which consists of reports, rna f at the office of Grantee Pro d ocumentation that the partias agrre provide, co!lccrivcly ma ps, a Property bn' phs, and othar A y at rile tune of this grant ("Bp5e11Ae lloeamentation representation of the i i n ten d ed f to serve as an objective infonnation baseline for monit ring compli.n l z�vith the terms this grant. G. Whereas, all of the natural, open space, acolo a gici scenic, wildlife and aesthetic v a outlined In the Baseline I � O wUment:1t1011 Report ( Co l le c tivel y ', ic a C ar►Ser-ya tiou VAlues ") are of 7572\h82376q SI<L-D 1 - C i 1 EC; 863775-20()3_()O1 Jan-26 - 04 03:26pm From-LAND TITIF VAIL 9704764732 T-774 P.03 F -579 . ilfi VIII IIIIII! IIII lilli l l 1111 I lif !!f 1111 Paq.7 f 7 11t 12/31/2003 10:56A Toak J Simonton E491e, CO 174 R 86.00 0 0.00 great importance to Grantor, Grantee, the people of the City of Vail, the people of Eagle County, and the people of the State of Colorado, and are worthy of preservation; H. Whereas, Grantee is organized to preserve and conserve natural areas and significant land for the uses aforesaid for ecological, open space, scenic, aesthetic, scientific, Charitable and educational purposes; 1. Whereas, the State of Colorado has recognized the importance of private efforts toward the preservation of natural systems in the stare by the enactment of C.R.S. Section 38 -30.5 -101, el seq.; and Whereas, Grantee is a qualified private organization under the terms of C.R,S. Section 38- 30,5 -101, et seq, and is a charitable organization as described in Section 501(c)(3) of the Internal Revenue Code of 1986 as amended (the "Code "), and is a publicly supported organization as described in Section 170(b)(1)(A) of the Code whose primary purpose is to preserve and protect the natural, scenic, agricultural, historical and open space resources of Eagle and Routt Counties, including the area in which the Property is located, by assisting landowners who wish to protect their land in perpetuity, and is a "qualified organization" to do so within the meaning of Section l 10(h)(3) of the Code. AGREEMENT: NOW, THEREFORE, in consideration of the above and the mutual covenants, terms, conditions, and restrictions contained herein, and pursuant to the laws of Colorado and in particular C.R.S. 38 -30.5 -101, et seq., Grantor hereby voluntarily grants and conveys to Grantee this Deed of Conservation Easement (" Easement") in perpetuity consisting of the rights hereinafter enumerated on, over and across the Property. 1. Purpose It is the purpose of this Easement to assure that the Property will bt retained forever predominantly in its natural, scenic, and open space condition and to prevent any use of the Property that will impair or interfere with the Conservation Values of the Property. Grantor intends that this Easement will confine the use of the Properry to such activities, including, without limitation, those involving low impact recreation, general conservation purposes and any use permitted herein. Pursuant to the terms of C.R.S. 35 -30.5 -101 et seq., the Property preserved hereby may not be converted or directed to any other uses other than those provided herein. Z. Baseline Documeutation Report The parties aclmowlcdge that the Baseline Documentation Report has been prepared, reviewed and approved by Grantee and Grantor. A copy of the Baseline Documentation Report is on file with both Grantor and Grantee and by this reference made a part hereof. The parties a6mowledgc that the Baseline Documentation Report is intended to establish the condition of the Property subject to the Easement as of the date written above (the "Operative Date ") and that by the execution of this Conservation Easement, both Grantor and Grantee acknowledge that the Baseline Documentation Report accurately represents the condition of the Property on the Operative Date, 75720W3764.6 SKL17 LCI 172-20.29-59 EC; 513775 - 2003.002 Jan -26 -04 03:2TPm From -LAND TIT VAIL 970476473 11 T -774 P.04 118 F -579 r�1�1fI�f11' rliil�ltl��ld1111111111a1!III�I �3 � 11 7 Stmomtcn E'al�, CO 174 22/32/2003 I0:55n 88.0 0 Q.00 The parties aSrce that i R 1 'roPcny as of the Oper• ci eeDate,tpr c pI arse av'tlt or v l' Ae 1 anv t cct t t to the condition of "the Easement, tha p shall no[ be precluded from utilizing all other rele doi uments, surveys, reports, and other infor vant or material rnatjon to determine the c onditi o material e n of this of 1he Operative Date, p rty as 3. Bights of Grantee Easement: accomplish the La purpose of this Easement the following rights are Conveyed to Grantee by this 3.1. To preserve and prorect the Conservation values of the Property; 3.2. To rater upon the property at reasonable times in order to monitor compliance with and Otherwise enforce the terms of this Lasemeni in in Cases where Grantee dererntin aceordanec with Section 8 cs that immcdjate Cn , Provided that, except mitigate a vjolarior. of this Easement, such en is required to prevent, terminate, or Grantor, and Grantee shall not in any case unreasonably e enjoyment of the prointerfere le ith Gra h o priortndrq ieo perty; 3.3. To prevent any activity on or use of the property that is ineprsistcnt w 1r 1scment and to require the restoration of such areas or features of the pro e th the u Try damaged by an , p rpose of this S inconsistent activity or use, pursua to the remedies set forth in Section coon bCand 3.4, To place signs on the Properry which identify the land as bcinb protected by this Easemeri. 717e number and location of nce signs arc subject to Grantor's approval. 4• Consistent Uses of the Property The fallowing uses and practices by grantor, though not an exhaustive recital, are cons the Easement. Certain of these consistent uses and practices are istent with identified as being spccit7ed conditions or the i subject to requirement of and procedures Procc fpr pact approval b be pr ins su durc, for prior approval are li ted below. The remainder of these consistent u ecluded, prevented, or limited by the Easement. ses shall not 4.1. Predators. Grantor may control predatoty and problem legal control techniques. Wherever possible animals by the appropriate use of , all measures used for such control shall be litnirrd in their application to spccifie animals which have caused u damag whcn c tic data r, that t e to livestock' or other prop is not possible to identify a specific predatory or proble animal or when historic data indieacs that a sufficient threat exists, Grantor may revenjive control Icchtliques. Rodents may be controlled as reasonably necessary and n a mannerpwhich is not inconsistent with the conservation purposes of this Easement. 4 • 2 FYazat•dous Trees. Grantor may and existing roads. remove trees which constitute a hazard to Persons, property 4.3. 'Timber narvesting. Subject To the restrictions on riniber harvesting set torch 5, I? Grantor maY cut or p�t,e Trees and brush, Section cut posts and poles for use on the Pro in c collect dead, d in Y g, and down trees for firewood for Grantor's personal use, and rcntov ti lher to abate disease, infestation, and maintain a healthy forrsr. Grantor shall not engage in other 7_572\3,_J2 S K. L, D )_c_, 172.20-29_59 17 G fi63775- 2003.()0 Jan -26 -04 03:27pm From -LAND TIT t'jj' T -774 P.05/18 F -579 � t5Ea3775 1111111 9704764732 �1f1 III�I Ill ail lill 1iI ili�l I 11 12131/2003 10:568 T **X J Simonton Eagio, Co 174 R $6. 0 0.00 harvesting of timber or commercial logging. Grantor is - quired to notify Grantec, as set forth in Section 7, of the above activities. 4.4. Construction of Buildings and Other Structures. The construction of any building or other structure, except those existing on the date of this ,peed or those approved by Grantce subsequent to the date hereof but prior to construction, is prohibited. Before undenaking any construction, Grantor shall notify Grantee and ask permission. 4.5. Water Rights. Grantor shall retain and reserve the right to use water rights sufficient for use in agricultural production on the Property, and for wildlife and piscatorial purposes, and shall not transfer, encumber, lease, sell, or otherwise scparatc such quantity of water rights from title to the Property itself. Grantor shall retain and reserve the right to supplement, change points of diversion, enlarge or modify its water rights, 4.6. Weeds. Grantor has the responsibility to control weeds in a manner consistent with state laws. 4.7. public Access, .Chan r may perm' the general public to use the Property for hiking, biking, snowshoeing, skiing, hors back ridin Y d other low impact, non motorized, recreational uses. S. Prohibited Uses Any activity on or use of the Property inconsistent with the purpose of this Easement is prohibited. Without limited the gencrality of the foregoing, the following activities and uses are expressly prohibited: 5.1. RCW I, Commercial or industrial Activity. No commercial, industrial or retail uses shall be allowed on the Property. 5.2. Aircraft Facilities. Grantor shall not construct or erect any aircraft facilities or aircrali landing facilities on the Property. 5.3. Wildlife Disturbance or Harassment. Harassment of wildlife by people or domestic animals is prohibited and as such, public snowmobiling or off -road vehicle use is prohibited. Consistent with the foregoing, use of snowmobiles or other vehicles as allowed in Section 5.8 shall not disturb or result in the harassment of wildlife. 5.4. Alteration of Watercourses and Topography. Grantor shall not change, disturb, alter, axeavate, or impair any watercourse or wetland tr flee topography of the surface of the ground on the Property, exccpr as expressly permitted by this Easement. 5.5. Nan - native Species. Grantor shall not introduce any non - native plant or animal species. Forage and fodder plants traditionally used in the Buffehr Creek area, such as alfalfa and clover, may be used. 5.6. Subdivision. The division, subdivision or de facto division of the Property, physically, or by legal process, including partition, or by any other action (including entering into any lease or other agroemcnt) is strictly prohibited_ The Property shall be conveyed only in its entirety, and only xs a single parcel. 757213N828764.6 SKID 1..G 172.20.29.59 F 86377 -- 2003.004 J2n -26 -04 3 27p From -LAND TIkl' IL 9704764732 T -774 P. 06/18 F -579 Itll11 1111 fill 11111It[1 °������ ' 17 Took ] Simonton 174 I 12/31/2003 I0:S6q R eB4O0 5,7..hoads. Grantor shall not cons D ©ee or wildlifr habitat protection and enancen cnt ndea titivi tim b er Management es sp cifically provide 4 • any road constructed for one or more of such u os b Grantee. Any road constructed for temporary use will be rrclaimed and resto the to its Original tioq P rp c.s shall be ~object to the prior approval of condition, within six (6) months after discontinued use, 5 •8• Motorized Vehicles. Grantor , hall not use vehicles or permit others fo use any mororizrd vehicles the property. Notwithstanding the foregoing the use of off road vehicles by Grantor may br necec essary in forest and range management for protection and enhancement of wildlife habitat, and such limited use is therefore expressly allows d to grantor provide d that all and intent of this Easement. y reasonable efforts are made to minimize an adverse impact of the use, consistent with the ter;ns 7htm0119. Trash, debris, ashes, sawdust, and other non -cornpostable refuse may not be dumped or otherwise disposed of on the Property, except that gene timber and range managet ?Ye rated b normal l ranching and a operations associated with protection and en of w ildlif e habitat. 5']0' Utillties. Excepr as allowed under Cxisting utili easements that may be taken casements, or under an transmission lines shall be constn, ted or tl e eminent domain, no neW u il al utility 5 - 11 . Mineral Activities, Exploration or extraction of oil Or sand found in, o , gas, and other minerals, rock vet• action of oil, ga n, or under the Property is prohibited by open - pit or surface mining rk, d, gTav No sub - surface or other exploration or extrs, rock, gavel, sand, i other vrh ol s including the lease, sale, or other disposition of the rights to such materials, shall in the destrucrion of the Conservation Values, No exploration for or extraction pit impair or result gl:rvcl, sand, or other rniner"Is shall be permitted s in violation of G.R.S. Section rocl 5- thereunder, r, 10 1, et seq. or Tntema.l Rev wI ich i enue Code Section 170(h) and any regulations promulgated roc]~ 5,12. Timber H'arvcsting, Grantor shall not harvest timber on the Property except ; , 5 sprcifficaily aI]owed in Section 4.3, 5 .13. Raptor Nests. Grantor will nor cut or disturb an t rees of any act lvc raptor nest during the nesrin eason, or remove any croor other v cgetatioii within 300 feet vegetation within 300 feet of ally active raptor nest at any tune. However, diseased trees may be o wn trees or ovcrstory cut down and removed during the non - nesting season to abate infcstat opts. 5.14, Billboards and or billboards on the Propcy_ Small GranuOr w ill not constmct, maintain, or erect any commercial owner and Propert the gnaSe may, signs unauthorised entry however, be displayed to state the na of the OT use, or the advertisement for the sale of the Pro 1splaytd near the trailhead of th e� e existing trail on the prope P �}'. A small sign shall he 'Zneimer Trail -" P rty to display the name of the trail hazardous Materials, or of non comp 'J he sroraoe dumping or other disposal oftoxie and/or hazardous bl :isterials ostac refuse an the 1'ropt is prohibited. Notwithstanding an :n this La emu Gr semrnt to the contra nor does it c �, this prohibition does not t^! ake Grantee an oer of the Plops y p antee to control any use of the PropertY by Grantor which ma storage, dumping or disposal of hazardous or toxic y result in the Materials; provided however, that Grantee , »313`.$2 8764.6 S K L - 0 LC 1 72-20.29_59 LC; :63775 - 7 75- 2 00--1. Jan -26-04 03:28pm From -LAND TIT VAIL 1 9704764732 T -774 P.07/18 F -579 I 11111111 [ 1 11111 12/31/2003 03 10:56A Teak J Stnonton Eagle, Co 174 R 88.00 0 0.00 may bring an action to protect The Conservation Values of the Property, as described in this Easement. This prohibition does not impose liability on Grantee, nor shall Grantce be construed as having liability as a "responsible party" under URCLA or similar federal or state statutes. 5.16. 'Water Pollution_ Tie material degradation or pollution of any surface or sub - surface; water on the Properry is prohibited. 5.17. Commercial hunting. Grantor shall not allow or permit any eomunercial hunting, outfitting or guide service to operate on the Property. 6. Reserved Rights, Grantor reserves to itself, and to its successors, and assigns, all rights accruing from its ownership of the Property, including the right to engage in, or permit or invite others to engage in, all uses of the Property that are riot expressly prohibited herein and are not inconsistent with the purpose of this Easement. 7. Notice and Approval 7.1. Notice of Intention to Undertake Certain Permitted Actions. The purpose of requiring Grantor To notify Grantee prior to undertaking certain permitted activities is to afford Grantee an adequate opportunity to monitor the activities in question to ensure that they are designed and carried out in a manner That is not inconsistent with the purpose of this Easement. Whenever notice is required Grantor shall notify Grantee in writing not less than 30 days prior to The date Grantor intend To undertake the activity in question. The notice shall describe The nature, scope, design, location, timetable, and any other material aspect of the proposed activity in sufficient detail To permit Grantee to make an informed judgment as to its consistency with the purpose of this Easement. 7.2, Grantee's Approval. Where Grantee's approval is required, Grantee shall grant or withhold it approval in writing within sixty (60) days of receipt of Grantor's written request therefor. Grantee's approval may be withheld only upon a reasonable determination by Grantee that the action as proposed would be inconsistent with the purpose of this Easement. S. Grantee's Remedies 8, 1. Notice of Violation,; Corrective Action. if Grantee determines That a violation of the terms of this Easement has occtured or is threarorted, Grantee shall give written notice to Grantor of such violation and demand corrective action sufficient to cure the violation and, where the violation involves injury to the Property resulting from any use or activity inconsistent with the purpose of this Easement, to restore the portion of the Property so injured to its prior condition in accordance with a plan approved by Grantee. 8.2. Injunctive Relief. if Qrarttor fail to cure the violation within twenty (20) drays alter receipt of notice thereof from Grantee, or under circumstances where Ole violation cannot reasonably be cured within a 20 day period, fail to begin curing such violation within the 20 day period, or fail to continue diligently to cure such violation until finally cured, Grantee may bring an action at law or in equity in a court of competent j urisdicdon, to enforce the terms of this F..asement, to 75771 SU764 6 SKLL3 r_c3 172.20.29.59 LC; 863%75 - 2003.006 Jan -26 -04 03:28pm from -LAND TITVAIL 9704764732 T -774 P.08/18 f -579 I �I �II II{ ���Ifl lily l�� Paste : 7 of 17 it f �I Ill��l, �tl �I�i! f�� ►��{ 1 z,3 r, Tank J Gtmontar, e.oi., co icy 20 3 lQ.b6q R 86.00 D D.oe enjoin the violation, ex purr as necessary, by temporary or permanent injunction, and ro require The restoration of the Property to the condition that existed prior to any Stich injury. b --t• Dahtages. Grantee shall be entitled to recover damages for violation of t}re tct:ns of this );ascment or injury to any Conservation, Values protected b this Easement, including y nvirolimcntal tvit}iout limitation, damages for the loss Grantee, i ic, aesthetic, or c values. Without (imitin Grantor's liability therefore, Grantee, in its sole discretion, may apply any damages recovcrcd to the cost of under ak;n g g any corrective action on the Property. 8.4, Emergency Etforcement- 1f in its sole discretion, require immediate action to prevent ' )[ ' miti g at e siSmifica deternnt damage to the �iConnrs that c trcurnstanccs servarion Va]ues of its remedies under this Section g wi the Property, Grantee may pursue Grantor or without for the period provided for cure to expirthout prior notice to 8 - Scope of Relief. Grantee's rights under this Section 8 apply equally in the eve actual or th:•eatened violations of the terms of this EM G raptor agrees that Grantee's b nt of wither e remedies rlt itle lee d to o at law for any on of the terms f this Easement arc inadequate and Grantee shall be ent the injunctive relief descried in sea a addition to such other relief to which Grantee In, n P g ph 8.2, both prohibitive and mandatory, in the terms of thi ns be entitled including s Easement, without the necessity of providing either actual dams r b specific performance of inadequacy of otherwise available legal remedies. Grantee's remedies described in this Section 8 shall be cumulative and shall be in addition to all remedies now or hereafter existing at ;aw or equity. in S.G. Costs of Enforcement, All reasonable costs incurred by Grantee in enforcing the renns of this Easement against Grantor, including, without limitation costs and expenses of suit and reasonable attorneys' fees, and any cost of restoration necessitated by Grantor's v terms of'this Eascmert shall be borne by Grantor; provided, however, that if Grantor ultimately vai prels in a judicial enforcem action each ent a io l tn a the part), shall bear it owns costs. 8.7_ Forbearance, Forbearance by Grantee to exercise its rights under this even t of any breach of any term of this Easement Easement in fire d be waived by Grantee of such terns or of wins b subsequent breach of t]ir sa Grantor shall not be deemed or construe to me or any other term this Easement or of any of Grantee's rights under this Easement, No delay or Mission y i, Grantee in the exercise of any right or remedy upon any breach b of or remedy or be construed as a waiver, Y Grantor 5ha11 impair such tight 8.8. Waiver of Certain Defetrses. Grantor hereby waives arty defense of inches, estoppel, or prescription, P 8 . 9 - ti tle Acts B eyon d entitle GrAetot`s Control. Nothing contained in thi to bring any action s I asemcrit shall be construed Grantee against Grantor for any U to or change in the property resulting from causes beyond Grantor's control, including, without )imitation fi good, s t o 0 and earth movement or from anv prudent action re, taken by Grantor under emir prevent, abate, or mitigate significant injury to the Property resulting from such causes. rs genes Conditions to g- Costs, Liabilities, "faxes, and Euviroumeatal Compilalle bear co Legal Requirements, and Elabilities. Grantor rctair all res p onsib i lities onsib: hear all costs and liabilities of any kind related to ncc ownership, O peration, upkee and P lities and shall P. 7512 Q1828764, o tiKl_.! [_C; 172.20.29.59 l --C; 86377S- 2003.()07 Jan -26 -04 03:29pm From -LAND ) TIT ' VA ((II IL I I !+ ( 9704764732 T -774 P.09/16 F -579 115 of 17 tsAk Simonton Eagle, CO 174 1/ -009 I0:56A R 8 &.00 0 0.00 maintenance of the Property, including the maintenance of adequate liability insurance coverage. Grantor remains solely responsible for obtaining any applicable governmental permits and approvals for any construction or Other activity or use permitted by this Easement, and all such construction or other activity or use shall be undertaken in accordance with all applicable federal, state, and local laws, regulations, and requirements. Grantor shall keep the Property free; of any liens arising out of any work performed for, material furnished to, or obligation incurred by Grantor. 92. Tares. Grantor shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the property by competent authority (collectively "taxes "), including any tares imposed upon, or incurred as a result of this Easement, and shall furnish Grantee with satisfactory evidence of payment upon request. 9.3. Representation and Warranties. Grantor represents and warrants that, after reasonable investigation and to the best of its knowledge: a) No substance defined, listed, or otherwise classified pursuant to any federal, state, or local law, regulation, or requirement as hazardous, toxic, polluting, or otherwise contaminating to the air, water, or soil, or in any way harmful or threatening to human health or the environment exists or has been released, generated, treated, stared, used, disposed of, deposited, abandoned, or transported in, on, from, or across the property; b) There are not now any underground storage tanks located on the property, whether presently in service or closed, abandoned, or decommissioned, and no underground storage tanks have been removed from the Property in a manner not in compliance with applicable federal, state, and local laws, regulation, and requirements; C) Grantor and the Property are in compliance with all federal, state, and local laws, regulations, and requirements applicable to the Property and its use; d) 'There is no pending or threatened litigation in any way affecting, involving, or relating to the Property; and c) No civil or criminal proceedings or investigations have been instigated at anytime or are now pending, and no notices, claims, dernartds, or orders have been received, arising out of any violation or alleged violation of, or failure to comply with, any federal, state, or local law, relrulaiion, or requirement applicable to the Property or its uses, nor do there exist any facts or circumstances that Grantor might reasonably expect to form the basis for any such proceedings, investigations, notices, claim, demands, or orders. 9.4. Reinediatiort. If, at any time, there occurs, or has occurred, a release in, on, or about the Property of any substance now or hereafter defined, listed, or otherwise classified pursuant to any federal, state, or local law, regulation, or requirement as hazardous, toxic, polluting, or otherwise contaminating to the air, water, or soil, or in any way harmful or threatening, to human health or the environment, Grantor agrees to take all steps necessary to assure its containment and remediation, including any cleanup that may be required, unless the related contamination was cause by Grantee, in which case Grantee shall be responsible rhercfor. 9.5. Control. Norhing in this Easetueni shall be construed as giving rise, in the absence of a judicial decree, to any right or ability in Grantee to exercise physical or managerial control over the day -to -day operations of the Property, or any of Grantor's activities on the Property, or 7572\3\8:H764 6 S KT.. CU I .G 1 72.20.29.59 'RCi 863775- 2003.008 Jan -26 -04 03:29pm From-LAND TIT VAIL 9704764732 T -774 P.10 /18 F -579 Te, >�� Pat, Q k J Simo Eapl�, Co r74 20x3 10;66A R 86.00 0 0.00 otherwise to bccorlmr an operator with respect to the Property Within the meanin Comprehensive Environmental Response g pi'The ( "C LA "). Compensation, And Liability Act of 19$0, as amended 9.6. Bold Harmless, Grantor herCby rcloascs and agrees to hold harmless, indem defend c}rantee and its members, directors, officers, em n heirs, personal representatives, successor~, and asst pl yee nify and s, agents, and contractors and the "Indemnified parties" from successors, against any and 11 liabi each of them (collectively losses, damages, expenses, causes of action, claims, demands, ordens jud�nen, or Penalties, Fines, charges, costs, administrative actions, including without limitation, reasonable attorneys' fees, in any way connected wish. (1) inlurS' to or thct death of any person, or physical damage to any about the Property, regardless of cause, unless due solely to the ne arising from or Property, resulting from any act, omission, condition, or other maticr related to or occurring on or l Y Indcrrinified Parties, (-) the violation or alleged violation to b li Bence of any of the sta te, federal, or local la W, regulation, or requirement, including, w thous ]imi ation, CJ =RCLA y and any similar fedcral or state law by any person other than any of thr Indemnified Parties, in any way aftectinn p, involving or relating to the Property; (3) the presence or release or about the Property, at an time, of any substance 110 , classified pursuant to any federal, state, or local law, regulation, f requirement as hazardous, o in, on, froth, hereafter defined, Iistcd, or Otherwis toxic, polluting, or otherwise eon1a minating to the air or soil, or in any wa threatening to human health or thr environment, unless caused solely by any ofthe Parties; and (4) all costs, liabilities and obligations of ownership of else proper.ty lm mnified 10 Extinguishment and Condemnation I a- a t n t I g mp os ss ible erto accomplish, circumstances arise E in the f'.lttrr e that render the pwpose Of this asement ioibl to psh, this 1 asement can e terminated y or extinguished, whether In whole or in part, by judicial orOCeedings in a court of competent jurisdiction, etin is d, amount saic, proceeds to which Grantee shrill be entitled, after the satisfaction ofprior cla ge, or involuntary ims, from any sale, exchan conversion of all or nn ' dent to such tcrntination or extingtlishme Portion of the Property nt, shall be the stipulated fair market �aluc of the Y orti 1~asemcrt, or proportionate part Thereof, as determined in accordance with paragraph 11.2. In making; this Grant, Grantor has considered the possibility that uses prohibited economically by the terms of this Easement may become more mically valuable than permitt ed use,, and that neighboring prOpertics may in the future be t both Grantor and Grantee that any such changes shall not be deemed to be circumstances put entirely to such prohibited uses. h is the intent of justifying the terntinatiorl or extinguishment of this 1✓aserrlent. In addition, the inabilit under r t or its, successors, or assi mplement any or all of the use permitted of this Easement or be considered grounds for its tell f doin so, s h l not i tpair the validity rare Valuation. This Easement constitutes a real property inrerest irnmrdiaiely vatted in Granter, which fo .I th , e patties stipulate m have a fair market valua of by �D ;o , r the purpose of paragraph I I dei2rTnined by multi by the Easement (minus any increase in vajue a }er hr date of this grant the Property unencumbered improvements ) by (2) the ratio of rile value of rht Easement at the ae of this u grant to the value of the Property, without deducting for the value of the Easement, at the brae of this l7ant- 7S_/2Q \828764.6 Jan -26 -04 03:29pm From -LAND TIT VAIL 9704764732 T -774 P.11 /18 F-579 , 1'l Ap 11111118 6 10 P�4a 10 of 17 rack J Slmonton E�pls, C O 12 /31/2003 10 :56A 174 R 88.00 A 0.00 10.3. Coodemnation. if all or any part of the Property is taken by exercise of the power of eminent domain or acquired by purchase in lieu of conddmnatiorl, whcthtr by public, corporate, or other autllonty, so as to terminate this Easement, in whole or in part, Grantor And Granite shall act jointly to recover the full value of the interest in the Properry subject to the taking or in lieu purchase and all direct or incidental 6mages resulting therefrom. All expenses reasonably incurred by Grantor and Grantee in connection with the taking or in lieu purchase shall be paid out of the amount recovered. Grantee's share of the balance of the amount recovered shall be determined by multiplying that balance by the ratio set forth in paragraph 11.2 10.4. Application of Proceeds. Grantee shall use any proceeds received under the circumstances dcscribcd in this Section 11 in a : consistent with its conservation purposes, which are extmplilied by this grant. 11. Assignment 11.1. This Easement is transferable by Grantee, but Grantee may assign its rights and obligations under this Easement only to an organization that is (a) a qualified organization at the time of transfcr under Section 170(h) of the L7rrrnal Revenue Code of 1456, as amended (or any successor provision then applicable), and the applicable regulations promulgated thereunder, and (b) authoriztd to acquire and hold conservation easmntent under Colorado law; and (c) approved as a transferee by Grantor. As a condition of such transfer, Grantee shall require the transferee to expressly agree, in writing, to carry out and uphold the conservation purposes of this J= asement and otherwise assume all of the obligations and liabilities of Curantee set forth herein or created hereby. After such Transfer, Grantee shall have no further obligation or liability under this Easement. If Grantee desires to Mnsfer rho Easement to a qualified organization having similar Purposes as Granted, but Grantor unreasonable refuses to approve the transfer, a court with jurisdiction shall transfer the Easement to another qualified organization having similar purpose which agrees to assume the responsibilities of Grantee, 12. Amendment 12.1. If circumstances arise under which an amendment to or modification of this Easement would be appropriate, Grantor and Grantee are free to jointly amend this Easement; provided that no amendment shall allow division or subdivision of the Property, nor allow the construction of buildings or structures, nor pdrmit uses of the Property, except as othenviae permitted herein, and provided that no amvndmeni shall be allowed that will affect the qualification of this Easement or the status of Grantee under any applicable laws, including C.P—S. 38- 30.5 -101, et seq. or Section 170(h) of the Internal Revenue Code or any regulations promulgated thereunder, and provided that any such amendment he consistent with the purpose of this Easement and shall not affect its perpetual duration. Any such amendment shall be recorded in the official records of Eag1c County, Colorado. 13. Subsequent Transfers 13,1. Grantor agrees to incorporate the terms of this 1aseln t by reference in any deed or other lcgal instrument by which they divest themselves of any interest in all or a portion of the Pmperry, including, without limitation, a leasehold interest, Grantor further agrees to give 757.10%18764.6 10 S —1.� L-C3 1 72,20.29.59 l--t; S63775.- 2003.0 1 n Jan -26 -04 03:30Pm From -LAND TIT VAII 9704764732 T -774 P.1Z /IB F -579 IR �f bbj /�t7 Took J Stmonto 12/31/2003 1 n 6aala CO 174 R 86.00 0.58Ea A 0.00 written notice to Grantee ofthe transfer of any interest at ]east ten such transfer. The faihlrc of Grantor to (10) days prior to the date of impair the valid perform any act required by this paragraph shall not ity of this Easement or limit its enforceability in any way_ 14. Notices s Any notice demand, roilGcst, consent or r is , either part approval, or communication that class reGuircd to give to the other shall be in writing and either se by first mail, postage prdpaid, addressed as follows rved personally or scat ; Y desir es Grantor: Buffellr Creek Partners Attn: Edward ZneimCt' P.O. Box 305 Minturn, CO b 1645 Grantee: Eagle Valley Land Trust Attn: Cindy Cohagon P•O. Box 3308 Eagle, CO R 1631 15. Recorda tion 15.1. Grantee shall record this insp in timely fashion in the offic;� Count), Colorado, and may re- record it at an time as wl records of Eagle this Easement, y may be required to preserve its tights in 16. General Proi isions y di Controlling Low_ 7110 in t p erpretation and erformance of this Easement shall be governs by t]�e laws of the State of Colorado. d 16.2, Liberal Construction. �y favor rule of This Easement sha11 be liberally construed in avor of the Nile grt't to the contrary notwithstanding, T ascment and the policy and purpose of C.R.S. Section SU effect the u this instrument is found to be consistent with the rpoae of the e arnbiguous, an in l0l e� seq. If, any provision m Easement that would render the provision valid shall be Javorcd over any interpretation that would render it invalid. P uPose of this 16.3. Severubility, If arty provision of this Easement, or the application t)rercof to an perso circumstance -s, is found to be invalid, the remainder of the provisit, r t he application of sac;h provision to person or circu,rast or to be invalid, as the case May be, shall not be affected thereby, aners other than those as to which ons of this Easement, o f d 16.4. Entire Agreement. This instrument sets forth the entire agreement of the parties wit respect to the basement and supersedes all prior discussions, negotiations, undcrstaltdings o agreement relating to the Easement, all of which are crcfn, h I6 merged h No Forfeiture, Nothing contained herein will result in a forfcfturu or reversion of Grantor's title in ally respect. 7573 13152!;764.6 KLt7 LC; LC: 863775 200=3.()1 1 Jan -26 -04 03:30pm From -LAND TIT VAIL 9704764732 T -774 P. 13118 F -579 > I + I I l l + I + II /3t 63775 2803 tp 1 II 11II��! 11�� ��1�I II I 1 I111 �I 1111 III �� Page. 12 of ; 12 /;S6A Txak J Simonton Eapie, Co 174 P ea.00 6 0.00 16.6. Successors. The covenants, terns, conditions and restrictions of this Easement shall be binning upon, and inure to the benefit of, the parties hereto a'nd their respective personal representatives, heirs, successors, and assigns and shall continue as a servitude running in perpetuit} with the Property. The terms "Grantor" and "Grantee ", wherever used herein, any pronoun used in place thereof, shall include, respectively, the above -named Grantor and its successors, and assi�ms, and the above - warned Grantee and its successors and assigns. 16.7. Termination of Rights and Obligations. A party's rights and obligations under this Eascmenr terminate upon transfer of the party's interest in the Easement or Property, except that liability for acts or omissions occurring prior to transfer shall survive transfer. 16,8. Captions. The caption in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon construction or interpretation. 16.9. Counterparts. The parties may execute this instrument in two or more counterparts, which shall, in the aggregate, be signed by both parties; each counterpart shall be deemed an original instrument as against any party who has signed it. in the event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. 16.10. Interpretation. If any reserved right of Grantor under this Easement is found to be not in compliance with Section 170(h) of the Internal Revenue Code, or any regulations promulgated thereunder, then such provision shall be interpreted and applied in such a manner as to be in compliance with Section 170(h) of the Internal 'Revenue Code, and any regulations promulgated thereunder. 16.11. No Merger. Unless the parties expressly state that they intend a merger of estates nr interests to occur, then no merger shall be dccmcd to have occurred hereunder or under any daCUmentS executed in the future affecting this Dead of Conservation Easement. 16,12. Development Rights. Grantor hereby grants to Grantee all development rights except as specifically reserved herein, for the limited purpose of insuring that such rights are forever terminated and extinguished, and may not be used by (5irantor, Grantee or any other party, on or transferred off of the Property to any other property adjacent or otherwise. 16.13. Warranty of Title. Grantor warrants that it has good and sufficient title to the Property, that it has good right, full power and lawful authority to grant and convey this Easement, that any mortgages or liens on the Property arc and shall remain subordinate to the terms of this Easement, and Grantor hereby promises to warrant and forever defend the title to the Easement in tl e quiet and peaceable possession of Urantce, its successors and assigns, against all and every person or persons lawfully claiming the whole or any part thereof. TO HAVE AND TO HOLD unto Grantee, its successors, and assigns forever 7572 %3\82 a764.6 1 2 1ItL_I I —Ci 1 7?.20. >0,5�) 1-7C 637%5 -0 1 "' Jan -26 -04 03:30pm From -LAND TIT UAIL 9704764732 T -774 P-14/18 F -579 �fll JJill 8 "Q: 53'75 �1� �Illl�! r.�k 111��1111 I 13 � 51mon llll�l f O f 17 1 on �a 1�I a�e � ll�ll� 1 0 174 2/31/2003 10:56A R 86.00 0 0,60 `) fN WITNF' ISS WHEREOF above written. fn C lntors and Grantee have set their hands on the, da mid year GlZANTOR: BUFFEHR CREEK PA.R'TNFRS, A Colorado limited partnership By: Zoeimcr E ZEARY C mean nc., its Cienaral AL. CHAVEZ partner PUBLIC F COLORADO By: ALI— Edward Zn n., ni ._ STATE OF C( XORADO ) COUNTY OF Eagle ) ss- The foregoing instrument was acknowledge before me of this 22nd rnlers)li a day Edward Zeteimer, president of zneimer Company, Inc., as genera] Y Partner ofBUFFEIiRCR o ecember 2 003, "ARTNERS, a Colorado limited P Cby p, Z;FK Witness MY hand and official $mi. MY commission expires: 1 31 Notary pu l Mar s2e1 Cave GR°\11 TEE: EAGLE VALLEY LAND TRUST a Colorado iron- profit corporation .r y: title: � � r h► -- c 757 I W2s764.2 SKl -,L� t.G 172 .20 - 2{x.59 rc; 863775 2043 1 �x Jan -26 -04 03:31pm From -LAND TIk AIL 9704764732 T-774 P.15/18 F -579 1I111 11111 + 1111111111 111 f J ill . Tau J 511^ 1 aql. 2/31/ CO [ 774 R 88.00 azo00010:SeA 51'A1'E OF C OLURADO ) ss. COUNTY Ol; The foregoing instrumem was aclmowledge before me of this !'!��day of December, 2DO3, by Cindy Cohagen, as Executive Director of the Eagle Valley Land'f)rust, a Colorado nonprofit corporaiion. Wimess my hand and official seal. My commission Expires: — 1 �. 7 572\3182$764.6 • f SILL1 I. 1 72.20.29-59 Er 86,4775- 300:3.014 Jan -26 -04 03:31pm From -LAND TIT VAIL 9704764732 +I� T -774 P-16/18 F -579 I l llll llll� llllll11111: MIJ llII ((II jj 8 775 17 ���� Simonton Ea I• �i 12I31/p0 a co 174 6 6.40 R 03 SB:56R Teak J St b 0.00 Est, -- ibit A Legal brscriptio n of Property Tract A, Eleni Zneimcr Subdivision, Town of Vail, County of Eagle, State of Colorado. 7 57_U%v2S7(,i.v SKLU 1.,C. 1 72.20,'?ca LC; 863775- 2003,(11 :5 Jan -26 -04 03:31 Pm From -LAND TIT IC VAIL 9704764732 T -774 P.17/18 F -579 Exhibit $ hlap of Property llllllllllllllllll i1�111 8g "5 f l l( it 11111111111111 F2/31/28 0 1 003 t 0. 56 R Taak J Simonton Eaai,, 00 174 R 86,00 0 0.00 757291528764.6 5hLI7 L.C3 1 72.20.29.59 GC 843 775- 2003.016 Jan -26 -04 03:31 pm From -LAND TIT,6jVAIL 9704764732 T-774 P.18/18 F -579 ` tt 1 �i� s cp . I Q � �P , I,�• !2 i to In Pr .T, r- V ;S,,I•±��,,.r•� m il f \ \, 9C �rf , \\ _ _ ..• t • N LU tin F' Y'� Sa cr LD !O ^� M " n SKL-r> LLG 172.20.29,5, T G 865773- 2003.017 1 1 � a ' 1 �• M i 1 r • _ - � -- — . I o; 1a C 1 _ � 4 o 1r SKL-r> LLG 172.20.29,5, T G 865773- 2003.017