Escrow AgreementESCROW AGREEMENT
THIS ESCROW AGREEMENT is made this (,�h day of April, 2015, by
and between KALISPELL NATIONAL INVESTMENT COMPANY, LLC, a
Montana limited liability company, 124 Swan Ridge Court, Kalispell, Montana
59901 herein referred to as "KNIC"; The CITY OF KALISPELL, MONTANA,
P.O. Box 1997, Kalispell, Montana 59903, herein referred to as "City"; and
INSURED TITLES, 1724 Fairview Avenue Suite C, Missoula, MT 59801, herein
referred to as "Escrow Agent":
THE PARTIES AGREE AS FOLLOWS:
RECITALS
A. KNIC and City have executed a Subdivision Improvement
Agreement dated ;ri (_IQ______, 2015, hereinafter referred to as the "SIA"
regarding the development of a subdivision known as Bloomstone, Phase 1-A
West, located at Assessor's Tract 5C (Assessor's No. 001734), SW i/4 of Section
36, T29N, R22W, P.M.M., Flathead County, Montana. A copy of that SIA is
attached and incorporated to this Agreement as Exhibit 1.
B. One of the obligations of KNIC in the SIA is to provide a financial
security of One Hundred Twenty Five percent (125%) of the estimated total cost
of construction certain improvements set forth in Exhibit A to the SIA
("Improvements"). In addition, the SIA further requires KNIC to deposit as
collateral with the City a Letter of Credit, or other acceptable collateral as
determined by the City, in the amount of One Million Four Hundred Thirteen
Thousand Two Hundred Fifty Six Dollars and Eighty One Cents
($1,413,256.81), and that such Letter of Credit or other collateral shall have an
expiration date of at least sixty (60) days following the date set for completion
of the improvements, certifying the following:
i. That the creditor guarantees funds in the sum of $1,413,256.81, the
estimated cost of completing the required improvements in Bloomstone, Phase 1-
A West.
ii. That if KNIC fails to complete the specified improvements within the required
period, the creditor will pay to the City immediately, and without further action,
such funds as are necessary to finance the completion of those improvements up
to the limit of credit stated in the letter.
C. The date set for completion of the Improvements is April 20, 2016.
D. In lieu of a Letter of Credit, KNIC and the City have agreed that
Dennis Weinberg ("Weinberg") shall, on behalf of KNIC, execute an assignment
document related to certain securities owned by Weinberg set forth in the
attached and incorporated Exhibit 2 ("Assignment"), which shall be held in
escrow with Escrow Agent pending completion of the Improvements or the
expiration of the date set for completion of the Improvements, and to release the
Assignment in accordance with the instructions set forth below.
Escrow Agreement
Kalispell National Investment Company, LLC / City of Kalispell / Insured TitlesPage - 1 -
NOW, THEREFORE, FOR VALUABLE CONSIDERATION, IT IS
FURTHER AGREED:
1. Execution of Assignment. Weinberg, on behalf of KNIC, has
executed the Assignment, which shall enable the City to liquidate the Securities
to the extent necessary to finance the completion of the Improvements up to the
amount of $1,413,256.81 in the event that KNIC does not timely complete the
Improvements.
2. Escrow of Assignment. Upon execution of this Agreement, KNIC
shall deliver the Assignment to Escrow Agent and the Assignment shall be held
in escrow by the Escrow Agent. The Assignment shall be released by the
Escrow Agent upon the terms and conditions hereinafter specified.
3. Release of Assignment.t Upon KNIC's timely completion of the
Improvements, and upon KNIC submitting to Escrow Agent an affidavit of
completion executed by the City, the Escrow Agent shall release the Assignment
to KNIC. If KNIC fails to timely complete the Improvements as required by the
SIA, and upon the City submitting to Escrow Agent an affidavit of non -
completion, the Escrow Agent shall release the Assignment to the City, and the
City shall be able to liquidate the Securities to the extent necessary to finance
the completion of the Improvements up to the amount of $1,413,256.81,
provided that the unused portion of any of the Securities, and any unused
portion of funds obtained from liquidating any of the Securities, shall be
transferred and assigned back to Weinberg. The City agrees to execute any
document necessary to assign any of the unused Securities back to Weinberg.
4. Dispute. In case of a dispute between the parties hereto, Escrow
Agent, at its option, is authorized to hold all monies pertaining to this escrow in
its possession until Seller and Buyer mutually direct the Escrow Agent in
writing as to the disposition of the monies, or Escrow Agent may dispose of the
escrow by interpleader or other suitable action, and Escrow Agent shall not be
liable to the parties for such retention or action.
5. Limit on Liability. Escrow Agent shall not be liable for any act or
omission as escrow agent done in good faith in the exercise of its best judgment,
and any act or omission upon advice of its attorney is conclusive evidence of
good faith.
6. Escrow Fees. KNIC agrees to pay the reasonable fees of Escrow
Agent, if any, for its services under this Agreement.
7. Notice. Any notice to be given hereunder shall be in writing and
shall either be served upon a party personally, or served by overnight delivery
service directed to the party to be served at its address set forth below:
To KNIC: Kalispell National Investment Company, LLC
124 Swan Ridge Court
Kalispell, Montana 59901
With Copy To: Mark W. Buckwalter
Attorney at Law
1830 3rd Ave. E., Suite 301
P.O. Box 1758
Escrow Agreement
Kalispell National Investment Company, LLC / City of Kalispell / Insured TitlesPage - 2 -
Kalispell, Montana 59903
To City: Doug Russell
City Manager
City of Kalispell, Montana
P.O. Box 1997
Kalispell, Montana 59903
With Copy To: Charles A. Harball, City Attorney
City of Kalispell
201 First Avenue East
Kalispell, Montana 59901
To Escrow Agent: Insured Titles
1724 Fairview Avenue Suite C
Missoula, MT 59801
Notice served by overnight delivery service shall be deemed complete on the
next business day following deposit with the overnight delivery service, and if
sent by fax, notice shall be deemed complete when transmission of the fax is
confirmed by the sending party. A party wishing to change its designated
address shall do so by notice in writing to the other party given in accordance
with this paragraph.
8. Time. Time is of the essence of this Agreement.
9. Remedies. In the event of any default hereunder, the non -defaulting
parties shall have all remedies available at law or in equity, including but not
limited to specific performance. If any party defaults in its performance
hereunder and another party employs an attorney to specifically enforce this
Agreement, the defaulting party agrees to pay, on demand, all costs, charges and
expenses, including reasonable attorney and paralegal fees, incurred by the
party pursuing specific performance.
10. Amendment. This Agreement shall not be modified, amended or
changed in any respect except by written document signed by all parties hereto.
11. Interpretation. This Agreement shall be governed by the laws of the
State of Montana.
12. Facsimiles and Counterparts. This Agreement may be executed in
any number of counterparts, each of which when executed and delivered shall be
an original, but all such counterparts shall constitute one and the same
instrument. As used herein, "counterparts" shall include full copies of this
Agreement signed and delivered by email or facsimile transmission, as well as
photocopies of such email or facsimile transmissions.
13. Binding Effect. The terms and conditions hereof shall inure to the
benefit of, and shall be binding upon, the heirs, legal representatives, and
successors of the parties hereto.
Escrow Agreement
Kalispell National Investment Company, LLC / City of Kalispell / Insured TitlesPage - 3 -
Kalispell National Investment Company, LLC
5�
By -
Davis, Manager
"KNIC"
City of Kalispell
By: 12,
D sell, City Manager
«City, \\--.Qx "�'/i
Attest:
1
Aim e Brunckhorst, City Clem 1g92
r
INSURED TITLES ��ir%; M........
By:
Its:
"Escrow Agent"
Escrow Agreement
Kalispell National Investment Company, LLC / City of Kalispell / Insured TitlesPage - 4 -
Return to:
Theresa White
Kalispell City Clerk
P.O. Box 1997
Kalispell, MT 59903
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT, made and entered into this day of ,
20 , by and between the CITY COUNCIL, CITY OF KALISPELL, MONTANA, Party of
the First Part and hereinafter referred to as the CITY, and
KALISPELL NATIONAL INVESTMENT COMPANY, LLC,
(Name of Developer)
a Montana Limited Liability Company
(Individual, Company or Corporation)
located at 124 Swan Ridge Court, Kalispell, MT 59901,
(Street Address/P. O. Box) (City, County, State, Zip)
Party of the Second Part and hereinafter referred to as DEVELOPER.
WITNESSETH:
THAT WHEREAS, the Developer is the owner and developer of a new subdivision known as
Bloomstone, Phase 1-A West
(Name of Subdivision)
located at
Assessor's Tract 5C (Assessor's No. 0011734), SW1/4 of Section 36, T29N,
R22W, P.M.,M., Flathead County, Montana
(Location of Subdivision) and,
WHEREAS, the City has conditioned it's approval of the final plat of
Bloomstone, Phase 1-A West, upon the conditions as set forth in the Preliminary Plat of
the Subdivision being completed and all improvements, as cited in "Exhibit A" have not been
completed at this time, and the Developer wishes to bond for the completion of those
improvements set forth in "Exhibit A"; and
WHEREAS, the City's Subdivision Regulations require that a subdivider shall provide a
financial security of 125% of the estimated total cost of construction of said 'improvements as
evidenced by an estimate prepared by a licensed public engineer included herewith as
"Exhibit B"; and
WHEREAS, the estimated total cost of construction of said improvements is the sum of
Y�
1 F.
$ 1,130,605.45
NOW THEREFORE, in consideration of the approval of the final plat of said Subdivision
by the City, the Developer hereby agrees as follows:
1. The Developer shall deposit as collateral with the City a Letter of Credit, or other acceptable
collateral as determined by the City Council, in the amount of $ 1,413,256.81.
Said Letter of Credit or other collateral shall have an expiration date of at least sixty (60) days
following the date set for completion of the improvements, certifying the following:
a. That the creditor guarantees funds in the sum of $ $ 1 413 256.81 the estimated
cost of completing the required improvements in Bloomstone, Phase 1-A West.
(Name of Subdivision)
b. That if the Developer fails to complete the specified improvements within the
required period, the creditor will pay to the City immediately, and without further
action, such funds as are necessary to finance the completion of those improvements up
to the limited of credit stated in the letter;
2. That said required improvements shall be fully completed by April 20, 2016.
3. That upon completion of the required improvements, the Developer shall cause to be
filed with the City a statement certifying that:
a. All required improvements are complete;
b. That the improvements are in compliance with the minimum standards specified by
the City for their construction and that the Developer warrants said improvements against
any and all defects for a period of two (2) years from the date of acceptance of the
completion of those improvements by the City;
c. That the Developer knows of no defects in those improvements;
d. That these improvements are free and clear of any encumbrances or liens;
e. That a schedule of actual construction costs has been filed with the City; and,
f. All applicable fees and surcharges have been paid.
4. The Developer shall cause to be filed with the City copies of final plans, profiles, grades and
specifications of said improvements, with the certification of the registered professional
engineer responsible for their preparation that all required improvements have been installed in
conformance with said specifications.
EXHIBIT
IT IS ALSO AGREED BY AND BETWEEN THE PARTIES HERETO AS
FOLLOWS, TO -WIT:
That the Developer shall provide for inspection of all required improvements by a registered
professional engineer before the Developer shall be released from the Subdivision
Improvement Agreement.
That if the City determines that any improvements are not constructed in compliance with the
specifications, it shall furnish the Developer with a list of specific deficiencies and may withhold
collateral sufficient to insure such compliance. If the City determines that the Developer will not
construct any or all of the improvements in accordance with the specifications, or within the
required time limits, it may
withdraw the collateral and employ such funds as may be necessary to construct the
improvement or improvements in accordance with the specifications. The unused portions of the
collateral shall be returned to the Developer or the crediting institution, as is appropriate.
IN WITNESS WHEREOF, the Parties have hereunto set their hands and seals the day and
year herein before written.
Bloomstone, Phase 1-A West, KALISPELL NATIONAL INVESTMENT
COMPANY, LLC,
(Name of Subdivisio eveloper/Firm)
by �� �
Jim Davis, Manager
STATE OF MONTANA
COUNTY OF FLATHEAD
" A�
On this day of M0,4rC,�' , 2015_, before me, a Notary Public for
the State of Montana, personally appeared Jim Davis, known to me to be the Manager of
Kalispell National Investment Company, LLC, whose name is subscribed to the foregoing
instrument and acknowledged to me that he/she executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Notarial Seal this
day and year first above written.
L CAROL PITT
Notary Public for the State of Montana
NOTARY auauc for the
State of Montana
' !-
Printed Name C�kr-o� � Tc
EAL Residing at Kalispell. Montana
Residing at ci,(; r rvt T-
My Commissionll116 pis
%O—F
My Commission Expires u 19. 201 b
MAYOR, CITY OF KALISPELL ATTEST:
MAYOR
EXHIBIT
49
�3
EXHIBIT A
Conditions of approval as fixed to the preliminary plat by the City Council, Kalispell, Montana.
EXHIBIT B
This agreement specifically includes the following improvements, their projected
construction completion date and estimated construction costs.
CHECK CONSTRUCTION ESTIMATED PERCENTAGE
APPROPRIATE COMPLETION CONSTRUCTION COMPLETE
IMPROVEMENTS DATE COSTS
Street Grading/Paving
Street Base
Sidewalks
Curbs and Gutters
Sanitary Sewers
Mains
Other ( )
On -Site Sewage
Facilities
Water Systems
Mains
Other ( )
On -Site Water Supply
Water Storage Tanks
Fire Hydrants
Storm Sewer or
Drainage Facilities
Street Signs
Street Lighting
Street Monuments
EXHIBIT
D
.ig
1n
February 26, 2015
City of Kalispell Public Works
PO Box 1997
Kalispell, MT 59903
406.758.7720
Re: Bloomstone Phase 1 A West
Engineer's Estimate of Improvement's Cost
Attached to this letter is an engineer's estimate of costs to construct the remaining
improvements for the Bloomstone Phase 1 A West Subdivision. The grand total cost is
$ 1,130,605.45.
Robert Smith, PE
Project Engineer
*• o N rA* * •••••.
= SM17-H
O No. 12592 PE [C
S 50
•••.O/VA E Er;•.•.
EXHIBIT
B900 504000,09NP
E
#
P415(1R1I�ta1#
Description
Quantity].Unit I Unit Cost Total Cost
1
Mobilization (3% max)
1
EA
$ 12,500.00
$ 12,500.00
2
Taxes, bonds, insurance
1
EA.
$ 3,000.00
$ 3,000.00
3
Clearing, grubbing & removals
10
Acres
$ 1,850.00
$ 18,500.00
4
Erosion/Dust Control
1
EA
$ 18,500.00
$ 18,500.00
5
Bathroom Facilities
1
EA
$ 750.00
$ 750.00
6
Modelling and Staking
i
EA
$ 26,550.00
$ 26,550.00
7
lWorksite Safety
1
EA
$ 1,450.00
$ 1,450.00
8
Quality Assurance / Quality Control
1
EA
$ 1,750.00
$ 1,750.00
9
Materials Testing
1
EA
$ 16,506.00
$ 16,500.00
10
Park Landscaping & Irrigation (Benches, Playground equipment, Etc)
1.25
Acres
$ 35,000.00
$ 35,000.00
11
Sound Fencing- Noise mitigation
1,800
LF
$ 41.00
$ 73,800.00
12
Sound Berming- 2 Ff High at 3:1 Slopes
200
CY
$ 16*50
$ 3,300.00
General Items Sub -Total Cost =
$ 211,600.00
Description
Quantity I Unit
Unit Cost Total Cost
fltjllt�i em
�wwal ...: MAMMI
13
Flathead Electric Co -Op
1
EA
$ 175,162.00
$ 175,162.00
14
Northwestern Energy Gas
1
EA
$ 93,000.00
$ 93,000.00
15
Centurylink Telephone
1
EA
$
$ -
16
Charter Cable
1
EA
$
$ -
Utllity Items Sub -Total Cost =
$ 268,162.00
-
#
IDescription
Quantity
Unit
Unit Cost
Total Cost
Shee0WORIM>;�'meft*a
ti ck' Jr az �
17
Excavation (unclassified embankment in place)
1,115
CY
$ 16.50
$ 18,397.50
18
Geotextile Fabric
23,000
SF
$ 0.17
$ 3,910.00
19
Sub Base Course,15" thickness
23,000
SF
$ 1.34
$ 30,820.00
20
Crushed Base Course, 6" thickness
23,000
SF
$ 0.67
$ 15,410.00
21
Asphalt, 4" thickness
20,600
SF
$ 2.02
$ 41,612.00
22
Curb & Gutter
990
LF
$ 16.65
$ 16,483.50
23
Valley Gutter, across intersections
160
LF
$ 72.00
$ 11,520.00
24
Sidewalk, 4" thickness
4,350
SF
$ 3.85
$ 16,747.50
25
Sidewalk Base Course, 6" thickness
4,350
SF
$ 1.06
$ 4,611.00
26
ADA Ramps
14
EA
$ 450.00
$ 6,300.00
27
Boulevard Topsoil
5,500
SF
$ 0.52
$ 2,860.00
28
Boulevard Trees With Irrigation
38
EA
$ 350.00
$ 13,300.00
29
Existing Manhole Rim Adjustment & New Concrete Ring
10
EA
$ 765.00
$ 7,650.00
30
Existing Storm inlet Grate Adjustment
2
EA
$ 765.00
$ 1,530.00
31
Existing Valve Box Adjustment & New Concrete Ring
14
EA
$ 485.00
$ 6,790.00
Storr�tiwdterS,Yfi'emaWo}ar
32
Stormwater Curb Inlet (installed into existing Treeline Rd)
1
EA
$ 3,985.00
$ 3,985.00
33
Stormwater Manhole, 60" dia, w/ Traffic Lid & Conc Ring
1
EA
$ 3,950.00
$ 3,950.00
34
Stormwater Manhole Modification, Add 42" & 30" Penetrations
1
EA
$ 3,650.00
$ 3,650.00
35
Stormwater Main Extension, 42 piping
72
LF
$ 195.00
$ 14,040.00
36
Stormwater Main Extension, 36" piping
80
LF
$ 170.00
$ 13,600.00
37
Stormwater Main Extension, 30" piping
72
LF
$ 164.00
$ 11,808.00
38
Stormwater Main Extension, 12 " piping
66
t LF
1 $ 36.00
$ 2,376.00
Ylfai'e)r/,Systetri'�W;ii1
• "dui
39
lWater Main, Remove Existing 12" Cap & Thrust Block
1
EA
$ 1,150.00
$ 1,150.00
40
lWater Main, Remove Existing 8" Cap & Thrust Block
2
EA
$ 1,150.00
$ 2,300.00
41
lWater Main Extension, 12" C900 Class 150 PVC Piping
90
LF
$ 52.00
$ 4,680.00
42
Water Main Extension, 10" C900 Class 150 PVC Piping
48
LF
$ 49.50
$ 2,376.00
43
Water Main Extensions, 8" C900 Class 150 PVC Piping
120
LF
$ 42.00
$ 5,040.00
44
Water Main Tee, 12"xi2"x10" MJ w/ Thrust Block
1
EA
$ 675.00
$ 675.00
45
Water Main Tee, 12"xi2"x8" MJ w/Thrust Block
1
EA
$ 675.00
$ 675.00
46
Water Main Tee, 12"xl2"x6" MJ w/ Thrust Block
1
EA
$ 675.00
$ 675.00
47
Water Main End Cap, 12" MJ w/ Thrust Block
1
EA
$ 650.00
$ 650.00
48
Water Main Valve, Curb Box & Conc Ring, 12" MJ Gate Valve
1
EA
$ 3,750.00
$ 3,7S0.00
49
Water Main Valve, Curb Box & Conc Ring, 10" MJ Gate Valve
1
EA
$ 3,425.00
$ 3,425.00
SO
Water Main 22.5d Bend, 8" MJ w/ Thrust Block
i
EA
$ 475.00
$ 475.00
51
Water Main Valve, Curb Box & Conc Ring, 8" MJ Gate Valve
2
EA
$ 2,950.00
$ 5,900.00
52
Water Main End Cap, 8" MJ W/ Thrust Block
2
EA
$ 475.00
$ 950.00
53
Fire Hydrant Assembly 16" valve, box, lead & hydrant)
1
EA
$ 5,350.00
$ 5,350.00
Sablfdr,�rSeiVe"r�S}7sfetn�Woi�,i,�NONNI',,
°u��.�1.� ; iMOO",,,#i,1j�s-`� , •�
."
54
Sewer Main Extension, 10" SDR35 PVC Piping
80
LF
$ 46.00
$ 3,680.00
55
Sewer Main End Cap, 10" dia
1
EA
$ 275.00
$ 275.00
56
Sewer Main Extension, 8"SDR35 PVC Pipin
Sewer Main End Cap, 8" dia F):1-IIC21T
MMJ60
2
LF
$ 42.00
$ 6,720.00
57
EA
$ 250.00
$ 500.00
El�i:trlcdlSY'stem'Work`r�,'is''�!drs.:�°k°,°f�'"��'n'3t', °�.:,'�a�.'?""�•r"'"",�`ac.�t�?,z�1'xe' ��,�'t
58
Clean &Install Pull Siring in Existing 6" Conduit
3,400
LF
$ 0.26
$ 884.00
59
Clean & Install Pull String in Existing 3" Conduit
3,150
LF
$ 0.26
$ 819.00
60
Adjust Existing Lightpole Bases as Necessary
3
EA
$ 925.00
$ 2,775.00
61
Common Utility Trench
834
LF
$ 6.75
$ 5,629.50
62
6" sch 40 PVC Conduit w/ Pull String, including sweeps
415
LF
$ 5.95
$ 2,469.25
63
4" sch 40 PVC Conduit w/ Pull String, including sweeps
125
LF
$ 2.95
$ 368.75
64
1" and 7'sch 40 PVC Conduit w/ Pull String, including sweeps
860
LF
$ 1.35
$ 1,161.00
65
3" sch 40 PVC Conduit w/ Pull String, including sweeps
815
LF
$ 1.95
$ 1,589.25
66
3 Phase Can Vault, 84"x56"x48"concrete
2
EA
$ 2,200.00
$ 4,400.00
67
Light Pole Bases
3
EA
$ 1,150.00
$ 3,450.00
68
Overhead Lighting Poles
6
EA
$ -
$
Treellne Road Area Items Sub -Total Cost =
$ 324,142.29
- n y..�J
trHal{VhookraricliBlazin9star6Roiids`FAred'rc�'z'tS:�'�tv�.,,:'�?4r
.tip` •.
��,, {� ��y�2yrys"#�
6,ss'r�a��, r.t
�-w'_.I F�.�py�
#
Description
Quantity
Unit
I Unit Cost
Total Cast
Sh'®sffWolk
a�ONO>.;i��t���,�Y
69
Excavation (unclassified embankment In place)
1,890
CY
$ 16.50
$ 31,185.00
70
Geotexthe Fabric
31,100
SF
$ 0.17
$ 5,287.00
71
Sub Base Course, 9" thickness
31,100
SF
$ 0.85
$ 26,435.00
72
Crushed Base Course, 6' thickness
31,100
5F
$ 0.68
$ 21,148.00
73
Asphalt, 4" thickness
27,600
SF
$ 2.02
$ 55,752.00
74
Curb & Gutter, standard
185
LF
$ 22.57
$ 4,175.45
75
Curb & Gutter, drive over
1,445
1 LF
$ 15.50
$ 22,397.50
76
Valley Gutter, along mailbox
70
LF
$ 72.00
$ 5,040.00
77
Valley Gutter across intersection
55
LF
$ 72.00
$ 3,960.00
78
Sidewalk, 4" thickness
11,900
SF
$ 3.87
$ 46,053.00
79
Sidewalk Base Course, 6" thickness
11,900
SF
$ 1.07
$ 12,733.00
80
ADA Ramp
8
EA
$ 450.00
$ 3,600.00
81
Boulevard Topsoil
11,900
SY
$ 0.52
$ 6,188.00
82
Boulevard Trees & Irrigation
33
1 EA
$ 350.00
$ 11,550.00
83
Existing Manhole Rim Adjustment & New Concrete Ring
6
EA
$ 765.00
$ 4,590.00
84
Existing Storm Inlet Grate Adjustment
4
EA
$ 765.00
$ 31060.00
85
Existing Valve Box Adjustment & New Concrete Ring
5
EA
$ 485.00
$ 2,425.00
86
Mailbox Foundation and Two 16 Slot Cluster Box Units
1
EA
$ 3,500.00
$ 3,500.00
Wdier).60tetrilW6rk u d?� p z k� 4? 5 € 7??*Xfik a > t^ ° kin-NO
87 Fire Hydrant Relocation (up to 20 ft horizontal adjustment)
11 EA $, 3,850.00 $ 3,850.00
D:etenilo AregaWotk
- „�"�i`" ,r, mn+ . tas�✓sa�s �s+.t�er�a z r a,..r d � ra
88
Excavation (unclassified embankment in place)
200
CY
$ 16.50
$ 3,300.00
89
Fencing, 4 ft vinyl coated chain link
750
LF
$ 10.00
$ 7,500.00
90
Fencing Gates, double panel
2
E25(60
EA
$ 350.00
$ 700.00
91
Turf covered spillway / overflow areas
SY
$ 1.30
$ 3,328.00
92
Pipe outfall rip -rapping
50
SF
$ 26.00
$ 13,000.00
Eledhloal,3ystemM.otk'-4vyy�t:r'�z+,
93
Common Utility Trench
1,325 1
LF
$ 6.75
$ 8,943.75
94
3" sch 40 PVC Conduit w/ Pull String, including sweeps
1,815
LF
$ 1.95
$ 3,539.25
95
1" and 2" sch 40 PVC Conduit w/ Pull String, including sweeps
2,675
LF
$ 1.35
$ 3,611.25
96
1 Phase Transformer Vault, 48"x48"x48" concrete
3
EA
$ 1,350.00
$ 4,050.00
97
Install FEC Provided Service Pedesiais
14
EA
$ 250.00
$ 3',500.00
98
Light Pole Bases
2
EA
$ 1,150.00
$ 2,300.00
99
Overhead Lighting Poles
2
EA
$
$ -
Hollyhock & Biazingstar Roads Area Items Sub -Total Cost =
$ 326,701.20
s,.e�'�';itm`"s�h��S'. "� �.'AWWO - Totgl.Cost$a,*""li _�+b1�i r�-it^,, s^,�"�y�_`;'`"Sx ur'�."?
�t�.`g'u+#e:';,
��fa 4,-+'?.c,.�;
"fikm�.ua�s
4WO'MM.,?st�,'�}�l)�i±��'F''�v�5
General Items Sub -Total Cost =
$ 211,600.00
Utilitly Item Sub -Total Cost =
$ 268,162.00
Treeline Road Area Items Sub -Total Cost=
$ 324,142.25
Hollyhock & Blazingstar Roads Area Items Sub -Total Cost =
$ 326,701.20
Grand -Total CostC=
$ 1,130,605.45
ap q
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EXHIBIT
.0
.�
ASSIGNMENT
This Assignment is made by and between Dennis Weinberg, currently of 2510 Alhambra
Court, Camarillo, CA 93012 ("Assignor") and The City of Kalispell, Montana, P.O. Box 1997,
Kalispell, Montana 59903, ("Assignee").
THE PARTIES AGREE AS FOLLOWS:
RECITALS
WHEREAS, Assignor is the owner of certain securities set forth in the attached and
incorporated Exhibit "A" ("Securities"); and
WHEREAS, Kalispell National Investment Company, LLC ("KNIC") and Assignee have
entered into a Subdivision Improvement Agreement dated , 2015 ("SIA")
regarding the development of a subdivision known as Bloomstone, Phase 1-A West, located at
Assessor's Tract 5C (Assessor's No. 001734), SW 1/4 of Section 36, T29N, R22 W, P.M.M.,
Flathead County, Montana; and
WHEREAS, one of the obligations of KNIC in the SIA is to provide a financial security
of One Hundred Twenty Five percent (125%) of the estimated total cost of constructing certain
improvements set forth in Exhibit A to the SIA ("Improvements"). In addition, the SIA further
requires KNIC to deposit as collateral with the Assignee a Letter of Credit, or other acceptable
collateral as determined by the Assignee, in the amount of One Million Four Hundred Thirteen
Thousand Two Hundred Fifty Six Dollars and Eighty One Cents ($1,413,256.81), and that such
Letter of Credit or other collateral shall have an expiration date of at least sixty (60) days
following the date set for completion of the improvements, certifying the following:
i. That the Creditor guarantees funds in the sum of $1,413,256.81, the
estimated cost of completing the required improvements in Bloomstone,
Phase 1-A West.
ii. That if KNIC fails to complete the specified improvements within the
required period, the creditor will pay to the Assignee immediately, and
without further action, such funds as are necessary to finance the
completion of those improvements up to the limit of credit stated in the
letter; and
WHEREAS, the date set for completion of the Improvements is April 20, 2016; and
WHEREAS, in lieu of a Letter of Credit, KNIC and the Assignee agreed that Assignor,
shall, on behalf of KNIC, execute an assignment document related to the Securities, which shall
be held in escrow with Insured Titles, 1724 Fairview Avenue Suite C, Missoula, Montana, 59801
("Escrow Agent"), pending completion of the Improvements or the expiration date set for
completion of the Improvements; and
EXHIBIT
WHEREAS, KNIC and Assignee have agreed that upon KNIC's timely completion of
the Improvements, and upon KNIC submitting to Escrow Agent an affidavit of completion
executed by the Assignee, the Escrow Agent shall release the assignment document to KNIC and
Assignor. KNIC and Assignee have also agreed that if KNIC fails to timely complete the
Improvements as required by the SIA, and upon the Assignee submitting to Escrow Agent an
affidavit of non -completion, the Escrow Agent shall release the assignment document to the
Assignee, and the Assignee shall be able to liquidate the Securities to the extent necessary to
finance the completion of the Improvements up to the amount of $1,413,256.81, provided that
the unused portion of any of the Securities, and any unused portion of funds obtained from
liquidating any of the Securities, shall be transferred and assigned back to Assignee; and
WHEREAS, Assignee, in the event that KNIC does not complete the Improvements by
the expiration date set for completion of the Improvements, desires to assign the Securities to
Assignee so that Assignee may liquidate the Securities to the extent necessary to finance the
completion of the Improvements up to the amount of $1,413,256.81.
NOW THEREFORE, in consideration of the mutual covenants contained in this
agreement to assign, it is further agreed as follows:
1. Assignor, upon Assignee submitting to Escrow Agent an affidavit of non -
completion after the date set for the completion of the Improvements has expired, and by these
presents, assigns all of Assignor's right, title and interest in the Securities to Assignee. Assignee
shall also be entitled to liquidate the Securities to the extent necessary to finance the completion
of the Improvements up to the amount of $1,413,256.81, and any unused portion of any of the
Securities, and any unused portion of funds obtained from liquidating any of the Securities, shall
be transferred and assigned back to Assignor.
2. Assignor further agrees that this Assignment shall apply not only to the Securities
as currently held, but also to any securities or cash for which they are traded as part of the
management b F
SFinancial Services Inc., and with the exception of trades and exchanges
made as p ofa management of Securities, Assignor shall not liquidate any of the
Securities. 1
r ,
/ /
LA, - , ' /0,,�Ut" Dated: , 2015
Weinberg
Assignee:
City of Kalispell/
Dated:
DomousWity Manager
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Denny Weinberg
2510 Alhambra Court
Camarillo; CA 93012
CURRENT MONTH ACTIVITY FOR YOUR ACCOUNT;.:..
Shares Owned
LVI Class BR Series 0813-F6
LVI Class S Series BR_0308-F6
LVI Class S Series BR_0707A-F6
LVI Class S Series BR_0707B-F6
LVI Class S Series BR 0807A-F"n
LVI Class S Series BR_0807B-F6
LVI Class S Series BR_090BA-F6
LVI Class S Series BR__0908B-F6
LVI Class S Series SR_0908C-F6
Beginning NAV
Silver Creek Low Vol Strategies, Ltd.
Account Statement for the Month & Year -To -Date
February 28, 2015
Account Name: Denny Weinberg IRA �°G� <;��� �`� �S
ciigible for Nets (ssub? NO'
Net Income Ending Ending NAV Est- Net
Subscriptions Redemptions (Lass) Ending NAV Snares per Share Return for
Period
$ 272,339 $
3 $ (29,556) $ 4,340 $
247,126
1,157,82
$ 213.44
1.59%
4,871
- (16)
4,855
397.53
12.21
(0.33)%
32,984
(1,261)
31,723
204.74
154A4
(3.82)%
-
-
-
-152.90
0.00%
1,488
183
1,671
395.20
4.23
12,30%
2,672
(61)
2,611
21.45
121,70
(2.32)%
20,233
22
20,255
278.14
72.82
0,11%
2,192
54
2,246
21.54
104.28
2.46%
28,963
301
29,264
210.26
139.18
1,04%
Totals $ 365,742 S 3 S (29,556) S 3,562 $ 339,751
CURRENT YEAR-MOATEACTIVtT4"FOR YOUR ACCOUNT
Shares Owned Beginning NAV Subscriptions Redemptions Net Income Ending NAV
(Loss)
LVI Class BR Series 0813-F6
$ 275,175 $
3 $ (29,624) $ 1,572 $
247,126
LVI Cass S Series BR._0308-F6
4,871
(16)
4,855
LVI Class S Series BR_0707A-F6
32,984
(1,261)
31,723
LVI Class S Series BR 0707E-F6
LVI Class S Series BR.-0807A-F6
1,879
(208)
1,671
LVI Class S Series BR.._08076•F6
2,616
(5)
2,611
LVI Class S Series BR 0908A-F6
20,553
(298)
20,255
LVI Class S Series BR_090813-176
2,224
22
2,246
LVI Class S Series BR._0908C-F6
29,131
- 133
29,264
Totals
$ 369,433 S
3 $ (29,624) $ (61) $
339,751
Ending Ending NAV
Est. Net
Shares
per Share
Return for
Period
1,157,82
$ 213.44
0:57%
397.53
12.21
(0.33)%
204.74
154.94
(3.82)%
152.90
0.00%
395.20
4.23
(11.04)%
21.45
121.70
(0.20)`<
278.14
72.82
(1.45)%
21.54
104.28
0.97%
210.26
139.18
0.46%
Net Income (Loss) and Net Asset Value figures are net of applicable operating expenses, management fees and estimated performance allocations. The information presented is
estimated and unaudited and is based on information from third -party sources that may be inaccurate, incomplete or subject to change due to restatements, audit adjustments or
other factors. This document is for informational purposes only and does not constitute an offer or a solicitation of an offer to buy an interest in the fund. Past results of funds
managed by Silver Creek are not necessarily indicative of future performance of the Silver Creek funds, and the funds' performance may be volatile.
The beginning of quarter Net Asset Value for Silver Creek Low Vol Strategies, Ltd. was $261,212,613. The current Net Asset Value for the Fund is $239,137,992.
Account Statement Prepared By:
EXHIBIT C 1 New ways.
S C 1 New answers:'
Silver Creek Capital Management LLC Administrator to Silver Creek Low Vol Strategies, Ltd.
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