RESIDENTIAL SUBDIVISION SERVICE AGREEMENT
1.
PARTIES. The parties to this Residential
Subdivision Service Agreement (this “Agreement”) are the ST. VRAIN
SANITATION DISTRICT ("District") and ________________________
("Applicant").
2.
RECITALS
AND PURPOSES. The Applicant owns, or is in the process of purchasing,
certain real property, legally described in Exhibit A (the
“Property”). Exhibit A is attached to
this Agreement and incorporated herein by this reference. The District is a special district, which
provides sanitary sewer service to its customers for which monthly service
charges are made. The Applicant desires
that the District provide sanitary sewer service (“Service”) within the
boundaries of the Property. The District
desires to supply Service. The purpose
of this Agreement is to set forth the terms and conditions concerning the
purchase of sanitary sewer service connections and the District's providing
sanitary sewer service to the Property.
3.
SUBDIVISION
OF THE PROPERTY. The Applicant intends to subdivide the
Property. The Applicant has furnished
the District with preliminary plans which describe the future total development
of the Property so that prior to entering into this Agreement the District
could study and consider the total development under this Agreement as it
relates to future demands upon the District for service within the entire
development and the effect this may have, presently and in the future, on the
District's entire system and its obligations in regard thereto. The Applicant agrees to furnish a
reproducible copy of the final subdivision plat (the “Final Plat”, or collectively,
the “Final Plats”) for each subdivision of the Property (“Subdivision”) to the
District for its prompt review and approval before the Final Plat is submitted
to the Weld County Board of County Commissioners. After the Final Plat has been approved by the
District, any change or alteration in the area, size, shape, density, usages,
requirements, number of service connections or timing of development of a
Subdivision that may affect the issuance of taps pursuant to this Agreement
shall first require the advance written consent of the District. For purposes of this paragraph, the term
“approval” shall only extend to the District’s review of the Applicant’s
proposed sanitary sewer infrastructure and other utility-related issues within
the Property, and such term shall not include any land-use issues. The District’s approval shall not be
unreasonably withheld.
4.
CONDITIONAL
COMMITMENT TO SELL/PURCHASE SANITARY SEWER SERVICE
4.1 Applicant hereby applies for ______
single-family residential equivalent sanitary service connections
("Connections") to the District's sanitary sewer system for service
within the Property. Subject to the
terms and conditions stated in this Agreement, the District hereby
conditionally commits to sell, and the Applicant hereby conditionally commits
to purchase, such total number of taps at the then-current plant investment fee
per connection, and other applicable fees and charges pursuant to applicable
District by-laws, rules and regulations, which may be in force from time to
time (the “District’s Rules and Regulations”) for use solely within the
boundaries of the Property, upon the terms and conditions set forth in this
Agreement.
4.2 The Applicant acknowledges and agrees
that the District's conditional commitment is subject to the availability of
the Connections at the time the Applicant wishes to purchase such
conditionally-committed Connections.
Purchase of the conditionally-committed Connections may only be made by
paying in full the total amount of the plant investment fee and other
applicable fees and charges for each Connection purchased, up to the maximum
number specified above.
4.3 The District makes no warranties,
promises or representations that such conditionally-committed Connections will
be available for purchase or reservation due to limitations on its treatment
capacity as determined by its plant capacity, collection system capacity,
discharge permit, and any governmental regulations or limitations. The Applicant acknowledges and agrees that
it is solely responsible for inquiring as to the availability of Connections,
and that the District is under no affirmative obligation to inform the
Applicant of any other sales or reservations, commitments, or any other events,
which may limit the District's ability to sell the conditionally-committed
Connections. Applicant assumes all risks
of unavailability by not purchasing said conditionally-committed Connections.
4.4 The
District’s obligation to sell such conditionally committed Connections is
expressly conditioned upon the entry of an order of inclusion by the District’s
Board of Directors upon the submittal by the Application of a petition for
inclusion and the fulfillment of all conditions of inclusion.
5.
TERM.
This Agreement shall continue in full force and effect for a period of
two (2) years after the date of execution unless extended by mutual agreement
by the parties in writing.
6.
ACTIVATION
OF TAP. All purchased Connections (taps) shall be
deemed activated and subject to the District's minimum service charges pursuant
to the District’s Rules and Regulations upon payment to the District of plant
investment fees and all other fees due for connection to District facilities.
7.
DESIGN
SPECIFICATIONS AND CONSTRUCTION.
It is agreed, as a condition precedent to Service, that all sewer lines and
appurtenant facilities required to provide Service within the boundaries of the
Property (“Sewer Lines”) and all necessary trunk lines, outfall lines and
connecting lines and appurtenant facilities within the Property that are necessary to connect with the lines of the District as
presently planned, engineered or installed (“On-site Connecting Lines”), shall
be installed at the Applicant's sole cost and expense and shall be in designed
and constructed in accordance with design and specifications as fixed by the District. The specific design of such Sewer Lines and
On-Site Connecting Lines shall be submitted for District review and approval
prior to construction. The Applicant
agrees that the actual installation and construction of the Lines and the On-Site Connecting Lines shall be subject to the general, as opposed to specific,
supervision, inspection and approval by the District. The Applicant further agrees that the
installation and construction of the off-site lines and facilities, including outfall lines, connecting
lines, and trunk lines, will be constructed by the District
utilizing funds provided to the District by the Applicant. All
related costs of engineering study, review, inspection and approval (including
the District's cost and expenses of obtaining necessary easements if public
rights-of-way or utility easements are not available or, if available, not
feasible to utilize) for both on-site and off-site construction shall be at the
sole cost and expense of, and paid by, the Applicant. The Applicant further agrees to give the
District, through the District's Engineer, fourteen days advance notice prior
to commencement of construction.
8.
EASEMENTS. Applicant shall furnish, at Applicant's
expense, any and all applicable easements and rights-of- way within the
Property (if not dedicated to the public use on the recorded plat), and all
consents, permits, licenses and other agreements necessary to effectuate the
intent of this Agreement.
9.
TRANSFER
AND CONVEYENCE OF LINES.
9.1
Prior
to conveyance, Applicant shall jet-clean, pressure and vacuum test all
lines. Upon completion, approval and
acceptance of the Sewer Lines and the On-Site Connecting Lines by the District, as evidenced by the issuance of the
District's Certificate of Acceptance, this Agreement shall operate as a
conveyance, transfer and assignment by the Applicant of all Applicant's
interest and ownership in the Sewer Lines, the On-Site Connecting Lines, and related appurtenant facilities to the District, free
and clear of all liens and encumbrances, and shall warrant that the work has
been done in accordance with the laws of the State of Colorado, and all other
governmental subdivisions, agencies and units and in accordance with the design
standards and requirements of the District.
9.2
Applicant
shall guarantee the Sewer Lines and the On-Site Connecting Lines, as installed, against faulty workmanship and materials to
the District for a period of two (2) years and shall, during said period, pay
any and all costs and expenses of repair or replacement of the Sewer Lines and
the Connecting Lines. Pursuant to
District regulations, Applicant shall post adequate security in a form
acceptable to the District (e.g., bond, escrowed funds, or letter of credit,
etc.) to insure the payment of the costs and expenses of repair or replacement
during such two year period. The balance
of the security will be released or returned to the Applicant at the expiration
of the two year period.
9.3
Upon completion, approval, acceptance,
conveyance and transfer of the Sewer Lines and the On-Site Connecting Lines to the District, the District shall assume all
responsibility thereafter, and all costs and expenses for operation and
maintenance, except as to the above two (2)-year guarantee. The completion of the construction,
inspection, approval and acceptance by the District, the transfer of the Sewer
Lines and the On-Site Connecting Lines by the Applicant to the District, and the payment of all
construction costs and expenses required to be paid by the Applicant are
conditions precedent to the obligation of the District to furnish and provide
Service.
10.
EXTENDED
AND OVERSIZED LINES.
10.1 Applicant
shall be required to pay for installation of off-site trunk line extensions to
connect Applicant’s sewer infrastructure to District facilities. District agrees to execute a Line Extension
Agreement reasonable acceptable to Applicant with the Applicant and to
reimburse the Applicant for the cost of such trunk line extension according to
the terms of the Line Extension Agreement.
District further agrees to reimburse the Applicant Line extension fee’s
collected pursuant to the Line Extension Agreement at this rate for a period of
fifteen (15) years from and after the date of this Agreement, but not
thereafter, to pay to Applicant for its cost but, in no event, more than the
total cost of such extending or oversizing paid the applicant and agreed to by
District upon presentation of Applicant’s cost data.
10.2 If
the District required that trunk line and facilities be oversized to permit the
use of these lines by the District to serve additional lands and property in
addition to the property of the Applicant, District agrees to reimburse the
cost of such extending or oversizing at the then current rate of oversizing
reimbursement as stated in the District’s Rules and Regulations.
10.3 In
the event that no off-site trunk line extensions are required, Applicant may be
required to pay a line reimbursement fee as a condition of connecting the
property to the existing trunk line. Such
fees may be payable in conjunction with the payment of the individual
taps. However, if the property was not
included in an applicable trunk line extension agreement, the Applicant shall
pay all such line reimbursement fees for all taps within that filing of the
subdivision on the property at the time of first connection as a condition of
connecting to the line.
11.
DISTRICT
REGULATIONS. All Service
provided under this Agreement shall be subject to the District’s monthly
service charges and to the District’s Rules and Regulations.
12.
GOVERNMENTAL
REGULATIONS. Any provisions of this Agreement to the
contrary notwithstanding, the obligation of the District to furnish Service
under this Agreement is limited by and subject to all orders, requirements and
limitations which may be imposed by federal, state, county or any governmental
or regulatory body or agency having jurisdiction and control over the District
and/or the operation of its sanitary sewer system and treatment facilities, or
discharge permit for discharge into state waters.
13.
DOCUMENTS
TO BE FURNISHED.
Applicant agrees to furnish District the following:
13.1 Upon execution of this Agreement, or at
such time or times as may be requested by District, a topographical survey of
the Property; and
13.2 When
approved by the appropriate governmental boards, commissions, or agencies, the
Final Recorded Plat(s), and Recorded Address Plat together with any
requirements or conditions of approval fixed by such governmental entities,
together with evidence of the Applicant's compliance or plan for compliance;
and
13.3 Upon completion, approval, acceptance,
conveyance and transfer of the Sewer Lines and the On-Site Connecting Lines to
the District:
13.3.1 “As-built” AutoCad file certified by the
Applicant's engineer and depicting all parcels, subdivision boundaries,
non-sewer utilities, sewer lines, manholes, etc. in plan and profile,
constructed, installed, and transferred pursuant to Paragraph 9 above.
13.3.2 A table of positions of each manhole
listing latitude, longitude, and invert elevation.
13.3.3 The bid tabulation of the installation
costs for sewer line elements.
13.3.4 Final Recorded Plat, and Address Plat.
13.4 “As-built”
mylar maps certified by Applicant’s engineer depicting
all lines, manholes, etc. constructed, installed, and transferred pursuant to
Paragraph 9 above. One copy to be full size and the other copy one-half (1/2)
size.
13.5 In
the event that the initial In the event the initial area to be served under
this Agreement is not the entire project of Applicant as hereinabove described,
Applicant shall furnish preliminary plats and plans as developed by the
Applicant with reference to the future total development of the entire property
so that prior to issuance of taps and initial installation of lines and
facilities the District may study and consider the total development under this
Agreement as it may relate to future demands upon the District for service
within the entire development and the effect this may have, presently and in
the future, on the District’s entire system and its
obligations in regard thereto. It is understood and agreed that a request for
information as to future plans and developments of the Applicant and the
consideration of such plans by the District in connection with its obligation
to service Applicant’s above described land under this
Agreement shall in no wise be construed as an agreement or obligation of
District to serve such other lands or areas proposed by the Applicant for such
future development. All information required to be furnished to District by
Applicant shall be provided at Applicant’s expense.
14. DELAYS. Any delays in, or failure of,
performance by any party of his or its obligations under this Agreement shall
be excused if such delays or failure are a result of acts of God and nature,
fires, floods, strikes, labor disputes, accidents, regulations or orders of
civil or military authorities, restrictions or limitations contained in any
initiative approved by the voters, shortages of labor materials, or other
causes, similar or dissimilar, which are beyond the control of such party,
including any orders, requirements or limitations described in paragraph 13 above.
15. TIME OF
ESSENCE. Time is
expressly stated to be the essence of this Agreement and any failure to perform
the covenants and agreements herein agreed to be performed strictly at the
times designated shall operate as an immediate termination of this Agreement.
16. PARAGRAPH
CAPTIONS. The captions
of the paragraphs are set forth only for convenience and reference, and are not
intended in any way to define, limit, or describe the scope or intent of this
Agreement.
17. ADDITIONAL
DOCUMENTS OR ACTION. The
parties agree to execute any additional documents and to take any additional
action necessary to carry out this Agreement.
18. INTEGRATION
AND AMENDMENT. This
Agreement represents the entire agreement between the parties and there are no
oral or collateral agreements or understandings. This Agreement may be amended
only by an instrument in writing signed by the parties. If any provision of
this Agreement is held invalid or unenforceable, no other provision shall be
affected by such holding, and all of the remaining provisions of this Agreement
shall continue in full force and effect.
19. ALTERNATIVE DISPUTE
RESOLUTION. In the event of any
dispute or claim arising under or related to this Agreement, the parties shall
use their best efforts to settle such dispute or claim through good faith
negotiations with each other. If such
dispute or claim is not settled through negotiations within 30 days after the
earliest date on which one party notifies the other party in writing of its
desire to attempt to resolve such dispute or claim through negotiations, then
the parties agree to attempt in good faith to settle such dispute or claim by
mediation conducted under the auspices of the Judicial Arbiter Group (JAG) of
Denver, Colorado or, if JAG is no longer in existence, or if the parties agree
otherwise, then under the auspices of a recognized established mediation
service within the State of Colorado.
Such mediation shall be conducted within 60 days following either
party’s written request therefore. If
such dispute or claim is not settled through mediation, then either party may
initiate a civil action in the District Court for Weld County.
20. ATTORNEYS'
FEES. If any party
breaches this Agreement, the breaching party shall pay all of the non-breaching
party's reasonable attorneys' fees and costs in enforcing this Agreement
whether or not legal proceedings are instituted.
21. GOVERNING
LAW. This Agreement
shall be governed by the laws of the State of Colorado.
22. NOTICES. Any notice required or permitted by
this Agreement shall be in writing and shall be deemed to have been
sufficiently given for all purposes if sent by certified or registered mail,
postage and fees prepaid, addressed to the party to whom such notice is
intended to be given at the address set forth on the signature page below, or
at such other address as has been previously furnished in writing to the other party
or parties. Such notice shall be deemed to have been given when deposited in
the U.S. Mail.
23. BINDING
EFFECT; NOTICE OF ASSIGNMENT.
This Agreement shall inure to the benefit of, and be binding upon, the parties,
and their respective legal representatives, successors, and assigns as owners
of the land described in Exhibit A. Any
deposits, if any, which are made pursuant to the District's reservation of
connection policy and approved agreements shall be transferred to the credit of
Applicant's assignee. Applicant shall
give written notice to the District of such assignment and shall provide the
assignee with a copy of this Agreement.
24. GOVERNMENTAL
IMMUNITY. Nothing in
this Agreement is intended, or shall be construed as, a waiver of any immunities
provided to the District by statute or common law, including without limitation
the Colorado Governmental Immunity Act, §24-10-101, et. seq., C.R.S.
By_______________________________
___________________
Approved As To Form:
STATE OF COLORADO )
The foregoing instrument was acknowledged
before me this________ of_____________ 200___, by_____________________as
President, and ___________________, as Manager of St. Vrain Sanitation
District.
Witness my hand and official seal.
My commission expires:______________________.
_________________________________
APPLICANT:
By_________________________________
Title________________________________
The
foregoing instrument was acknowledged before me this ______ day of _____,
200__, by
____________________________________________________________________________
____________________________________________________________________________
Witness my hand and official seal
My commission expires:
________________________________.