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HomeMy WebLinkAboutLanduse Case.CO.228 E Cooper Ave.0059.2008.ASLUl'~- THE CITY OF ASPEN City of Aspen Community Development Department CASE NUMBER PARCELIDNUMBER PROJECTS ADDRESS PLANNER CASE DESCRIPTION REPRESENTATIVE DATE OF FINAL ACTION 0059.2008.ASLU 2737-18-2-18-001 & 2737-18-2-19-001 228 E COOPER AVENUE DREW ALEXANDER CONDO PROJECT LIMELIGHT REDEVELOPMENT 12/30/08 CLOSED BY Angela Scorey on 03/03/2009 ~o s~ ~ 2 c~~st~ U P~;UC~~ ~ ~ X37 - f~' 2^ ~- b° ~ ,~ Z7 ~-~ -- [ g_ 2 - l~ -- D~ r~ ~ : rIJJ l s, ... File edit Record I~aviga~ Fgrm Reports Format Tab Help Permit Type aslu Aspen Land Use Address 1228 E COOPER AVE City ASPEN Owner Last Name ELITE REDEVELOPMENT LLC ~ First Name GERALD M. BIEHL 1201 GULAPAGO ST #101 phone '(303)592-9112 DENVER CO 80204 Owner Is Applicant? Applicant Last Name LIMELITE REDEVELOPMENT J First Name (GERALD M. BIEHL 11201 GULAPAGO 5T #101 Phone (303}592-9112 Cus[ # 26476 J DENVER CO 80204 Lender Last Name J First Name Phone j - - State CO J Zip 181611 J Master Permit ~_ J Routing Queue aslu0~- Applied ;12J03J2008 Project J Status 'pending Approved Description CREATION OF FINAL EIGHT LWITS OF MONARCH ON THE PARK Issued ' J CONDOMINUIZATION PROJECT, - Final ~ J S~mitted GERALD M. BIEHL Clock (Running Days 0 Expires 11J28J2009 J C ~,C ~' ~~ ~ ~O CIS a~, and ~P~ a~8?~- ia~3lD~ c~~ ~ F~rs~ ~ ~ ~~ ~ ~~.w ~~~ ~~~~ 0 ~ ~~ ~~~ ~ ~~a w~ ~~ O Condo Plat Checklist: Ref. City of Aspen Land Use Code, Part 400, Chapter 480, Section 090 - Case:~.1.8 G,4~bT ~FR/ N~on/e1Ru'f a~ 7t1~` j'IfRK~ Oo59.dOG3~sflsl.u - Date: (a~°8~o4 /J - Planner assigned: 1~RaEW ~L~~/{.vAfc.2 Yes ^ No: Required Certificates on Plat Map Yes ^ No: Yes ^ No: Yes ^ No: Yes ^ No: Yes ^ No: ,~ Yes ^ No: Yes ^ No: Notes: Lien Holder Consent and Subordination Surveyor's Certificate Title Certificate Declarant's Certificate City Engineer's Approval Community Development Director's Approval A certificate of filing for the Pitkin County Clerk and Recorder Yes ^ No: Accurate and understandable dimensions for all lines, angles and curves used to describe boundaries, streets, setbacks, alleys, easements, structures, areas to be reserved or dedicated for public or common use and other important Notes: LL^l. Yes ^ No: A scale representing one (1) inch equals one hundred (100) feet or larger Yes ^ No: Under Surveyor's Certificate language, there must be a statement explaining that the control precision is greater than 1 in 10,000. ~. Yes ^ No: A description of all survey monuments, both found and set, which mark the boundaries of the subdivision, and copies of any monument records required of the land surveyor. Yes ^ No: Common access, utilities and drainage are accessible to all units benefiting from common utilities. ~ General Notes: ~RST ~yYPLErt i .4~ Gf{/}~vt~5 .~vD +~'~~'~ST~°it1S ~~y ~ o~f~- ~r~ ~cr~ T r ~M ~-~Pwc~-rrG~ ~~ Engineering Requirements: ^ Survey performed or verified within the last 12 months ^ Surveyor's certificate stating that the error of closure is less than 1/10,000 ^ Vicinity map showing the property surveyed in reference to nearby highway(s) or major street intersections (shown at a scale of 1" = 400') ^ Monuments placed (or reference monument or witness to the corner) at all corners of the boundary of the property, unless already marked or referenced by an existing monument of witness to the corner. ^ Legend of symbols ^ Survey tied to USGA, NGS or local government monument system ^ Overlaps and gores along the exterior of the boundaries ^ Legal description of property ^ Existing building(s) locations and dimensions with ties ^ All improvements within five feet of property boundaries ^ Gross land area to the nearest thousandth of an acre ^ One foot contours and the datum of the elevations ^ Basis of bearing and point of beginning graphically ^ Roads (edge of pavement as applicable), Rights-of-Way and distance to the nearest intersecting street if within 200' of property ^ Label easements and encroachments, add reference numbers as applicable ^ Indication of access to public rights-of-way on land such as curb cuts and driveways, and to and from waters adjoining the surveyed tract. ^ List setbacks and building envelopes ^ Names of adjoining owners of platted lands or subdivision names ^ Any changes in street right of way lines either completed or proposed ^ Location, species, trunk diameter of trees at 4 %` from ground, and extents of drip line ^ Natural hazards; the designation of all areas that constitute natural hazard areas including but not limited to snow slide, avalanche, mudslide, and rockslide. ^ Delineate areas with slopes form 20%to 30% and areas with slopes greater than 30% ^ Flood zone designation (with proper annotation based on federal Flood Insurance Rate Maps of the state of local equivalent, by scaled map location and graphic plotting only). ^ Location of all utilities existing on or serving the surveyed property as determined by observed evidence and observed evidence together with evidence from plans obtained from utility companies or provided by client, and markings by utility companies and other appropriate sources (with reference as to the source of information). ^ List of all documents used in the survey with recoding information ~~. .-. Les Roos les roos(~comoast. net 720-379-6742 December 1, 2008 By Electronic Mail (drew.alexander(a,ci.asnen.co.usl Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 81611-1975 Re: Monarch on the Park Condominium Dear Drew: I am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project lmown as Monarch on the Pazk. In accordance with the Pre-Application Conference summary, this letter authorizes Gerald M, Biehl, President of General Management Real Estate Services, Inc., the Manager of Limelite Redevelopment, LLC, to act as Limelite Redevelopment, LLC's representative for the Common Development Review Procedures pertaining to the approval of the condominiumization of Monarch on the Park. Mr. Biehl's contact information is as follows: Gerald M. Biehl General Management Company 1201 Galapago Street, No. 101 Denver, Colorado 80204 (303) 592- 9112 (office) (7zo) zs4-sos6 (mobile) ferry@gmco.org Sincerely, ~'~..~ Les Roos .~. Read and Aooroved: Limelite Redevelopment LLC, a Colorado limited liability company, By: General Management Real Estate Services, Inc., a Colorado corporation, Manager By: C ~ `?Zt~ erald M. Bielyl, President Date: /d a (~ Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 Les Roos lesroosna comcast.net 720-379-6742 December I, 2008 By Electronic Mail (drew.alexander(a~ci.aspen.co.us) Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 81611-1975 Re: Monarch on the Park Condominium Dear Drew: I am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project known as Monarch on the Park. This real property is known by street address as 228 East Cooper Avenue, Aspen, Colorado is legally described as follows: South Parcel, Limelight Subdivision/Planned Unit DevelopmenT, as shown on the plat recorded July 26, 2006 at Reception No. 526850, County of Pitkin, State of Colorado. The property is encumbered by the following: Taxes and assessments for the year 2008 and subsequent years, a lien not yet due and payable. Exceptions and Reservations as set forth in the Act authorizing the issuance of the Patent for the City and Townsite of Aspen recorded March 1, 189'7 in Book 139, page 216. Ordinance No. I (Series 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006, at Reception No. 526847. 4. Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526848. 5. Subdivision Plat of Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526850. .- Drew Alexander December 1, 2008 Page 2 ... ,; 6. Covenants, conditions, restrictions, reservations and lien rights which do not include a forfeiture or reverter clause, set forth in the Declaration of Covenants for Monarch on the Park recorded November 20, 2008, at Reception No. 554413. Notes, easements, rights of way, restrictions, and other matters or conditions as shown and set forth on the Condominium Map for Monarch on the Park recorded November 20, 2008, as Reception No. 554414, Map 89, Page 11. 8. Terms and provisions of the Amenities Use Agreement recorded November 20, 2008, at Reception No. 554414. As fee simple owner, Limelite Redevelopment LLC has full right and authority to execute and submit all documents necessary or appropriate in conjunction with the Common Development Review Procedures pertaining to the approval of the condominiumization of Monarch on the Park. This submittal is in accordance with the procedures and requirements of Ordinance No. 1 (Series 2006) and the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development, which documents are more particularly identified in paragraphs 3 and 4 above. As further evidence of the ownership rights of Limelite Redevelopment LLC to the real property described above, along with the copy of this letter emailed to you I have attached a copy of the recorded deed conveying the real property to Limelite Redevelopment LLC and a copy of the title commitment issued by Stewart Title Guaranty Company for the loan for construction of Monarch on the Park, both confirming title to the real property in Limelite Redevelopment LLC. Sincerely, Les Roos cc: Gerald M. Biehl by electronic mail Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 .-, Les Roos lesroos@comcast.net 720-379-6742 December 1.2008 By Electronic Mail (drew.alexander(a)ci.aspen.co.us) Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 8161 I-1975 Re: Monarch on the Park Condominium Dear Drew: I am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project known as Monarch on the Park. In particular, this letter addresses paragraph 10 of the City of Aspen Pre-Application Conference Summary by providing a written description of the proposal and a written explanation of how the First Supplemental Condominium Map providing for creation of the remaining eight condominium units to be created in Monarch on the Park complies with the review standards relevant to the development application. As you are aware, the initial six condominium units were created by recording of the Declaration of Covenants, Conditions and Restrictions for Monarch on the Park and the Condominium Map for Monarch of Park on November 20, 2008. The review standards relevant to the Monarch on the Park are specified in Ordinance No. I (Series 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006, at Reception No. 526847 in Che Clerk and Recorder's office for Pitkin County, Colorado and further articulated in the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526848 in the Clerk and Recorder's office for Pitkin County, Colorado. Paragraph E (5) of the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development provides as follows: Condominiumization of Project; Association. As soon as construction of the Project allows, Owner anticipates submitting the lodge portion of the Project and the free-market Drew Alexander December 1, 2008 Page 2 << --. residential component of the Project to two (2) separate plans for condominiumization created pursuant to Colorado Common Interest Ownership Act ("CCIOA"). Accordingly, Owner agrees to prepare in accordance with the Code and CCIOA and the City agrees to process for approval and recordation a condominium map for each sepazate condominium regime. Owner shall also record declarations for each common interest condominium community and create a corporate non-profit homeowner's association for each community (the "Associations"), including articles of incorporafion and bylaws. The Associations shall be responsible for the maintenance of their respective common elements. Membership in each respective Association shall automatically inure to any unit owner within the respective condominium regime upon the transfer of title thereto. In furtherance of this requirement and in accordance with the recorded Declaration of Covenants, Conditions and Restrictions for Monarch on the Pazk, a copy of which accompanies the electronic copy of this letter, the First Supplemental Condominium Map and the First Amendment to Declaration of Covenants, Conditions and Restrictions, a copy of which also accompanies the electronic copy of this letter and will be recorded just prior to recording of the First Supplemental Map, establishes the remaining eight condominium units in Monarch on the Park. All submissions to and approvals by the City of Aspen, including, the fees paid to the City, were based on 14 condominium units, which 14 units will be established upon recording of the First Supplemental Condominium Map and the First Amendment to Declaration of Covenants, Conditions and Restrictions. For your information, I have also attached copies of the Articles of Incorporation, Articles of Amendment, and Bylaws for Monarch on the Park Condominium Owners Association, a Colorado nonprofit corporation, the members of which aze owners of the condominium units, and a Good Standing Certificate for Monarch on the Park Condominium Owners Association issued by the Colorado Secretary of State. Please let me know if you need any additional information. Thank you again for your cooperation. Sincerely, ~~~i Les Roos cc: Gerald M. Biehl by electronic mail Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 PLANNER: PROJECT: APPLICANT: REPRESENTATIVE: TYPE OF APPLICATION: DESCRIPTION: CITY OF ASPEN PRE-APPLICATION CONFERENCE SUMMARY Drew Alexander, 429-2739 DATE: 12/01/08 Monarch on the Park Condominium Plat Sopris Engineering Cate Love Condominiumization The prospective Applicant would like to condominiumize the existing structure. As described by the Applicant's representative, Monarch on the Park is a property that initially will contain six condominium units and ultimately will contain 14 ondominium units. Condominiumization review (which is a form of subdivision) is required in order to create a condominium form of ownership Land Use Code Section(s) 26.304 Common Development Review Procedures 26.480.090 Condominiumization Review by: -Staff for complete application - Community Development Director for Condominiumization Public Hearing: No hearing required Planning Fees: $735.00 Deposit for 3 hours of staff time (additional staff time required is billed at $235 per hour) Referral Fees: None Total Deposit: $735.00 Total Number of Application Copies: Subdivision and associated reviews: 2 Copies To apply, submit the following information: 1. Total Deposit for review of application. 2. Applicant's name, address and telephone number, contained within a letter signed by the applicant stating the name, address, and telephone number of the representative authorized to act on behalf of the applicant. 3. Street address and legal description of the parcel on which development is proposed to occur, consisting of a current certificate from a title insurance company, or attorney licensed to practice in the State of Colorado, listing the names of all owners of the property, and all mortgages, judgments, liens, easements, contracts and agreements affecting the parcel, and demonstrating the owner's right to apply for the Development Application. 4. Completed Land Use Application. 5. Signed fee agreement. 6. Pre-application Conference Summary. 7. An 8 1/2" x 11"vicinity map locating the subject parcel within the City of Aspen. 8. Proof of ownership. 9. Proposed condominium plat. 10. A written description of the proposal and a written explanation of how a proposed development complies with the review standards relevant to the development application. 11.A11 other materials required pursuant to the specific submittal requirements. 12. Applications shall be provided in paper format (number of copies noted above) as well as the text only on either of the following digital formats. Compact Disk (CD)-preferred, Zip Disk or Floppy Disk. Microsoft Word format is preferred. Text format easily convertible to Word is acceptable. Disclaimer: • p The foregoing summary is advisory in nature only and is not binding on the City. The summary is based on current zoning, which is subject to change in the future, and upon factual representations that may or may not be accurate. The summary does not create a legal or vested right. ATTACHMENT3 DIMENSIONAL REQUIREMENTS FORM Project: Monarch On The Park Applicant: Limelight Redevelopment LLC Location: 405 S. Monarch Street Zone District: Lodge Zone District with a PUD Overlay Lot Size: 26,916 sf Lot Area: 26,916 sf (for the purposes of calculating Floor Area, Lot Area may be reduced for areas within the high water mark, easements, and steep slopes. Please refer to the definition of Lot Area in the Municipal Code.) Commercial net leasable: Existing:_N/A Proposed: N/A Number of reside ntial units: Existing: N/A Proposed. Initially 6,' 14 when all units created Number of bedrooms: Existing: N/A Proposed: Initially 23; 48 when all units created Proposed % of demolition (Historic properties only):_N/A DIMENSIONS: (See note below re: Allowables) Floor Area: Existing: _N/A Allowable: 2. 13:1 FAR Proposed: _55, 661 FA(see note) Principal bldg. height: Existing: N/A Allowable :_42' * Proposed: _41.83 Access. bldg. height: Existing: _N/A Allowable : N/A Proposed:_ N/A On-Site parking: Existing: N/A Required: 2 per unit _Proposed.2pey unit_ Site coverage: Existing: _N/A Required: 77% max. _Proposed:_ 77% %Open Space: Existing: _N/A Required: _N/A Proposed: _N/A Front Setback: Existing: _N/A Required: _0' Proposed: _0' Rear Setback: Existing: _N/A Required: 0' Proposed: _0' Combined F/R: Existing: _N/A Required: _0' Proposed: _0' Side Setback: Existing: _N/A Required: 0' Proposed: 0' Side Setback: Existing: _N/A_ Required: _0' Proposed: _0' Combined Sides: Existing: _N/A Required: 0' Proposed: _0' Distance Between Existing _N/A Required: N/A Proposed:_N/A Buildings * 46' for elevator head enclosures, fireplace flues & vent terminations, per roof ht. plan presented at 2/6/06 City Concil Meeting on Ordinace (/2006. Existing non-conformities or encroachments: N/A VHI IHLIVIIb IGIl UGSLGU: lV/ per Ordinance #1, Series of 2006, approving Limelight Lodge Final PUD. Note: Floor area quantity not specified in Ord. 1/2006, only FAR. Gross Bldg. Area is 77,966 sf, qualified Floor Area is 55,661, compared with site area of 26,926 sf. this results in 2.07:1 FAR, vs. 2.43: 1 allovvable FAR. ,-, ,.,, 8.5 Success on Merits or Otherwise ....................................................... ..................... 15 8.6 Advancement of Exoenses ............................................................... ..................... IS 8.7 Payment Procedures ......................................................................... ..................... 16 8.8 Notification to Members .................................................................. ..................... 16 8.9 Authority to Insure ........................................................................... ..................... 16 8.10 Right to Impose Conditions to Indemnification ............................... ..................... 16 8.11 Other Rights and Remedies ............................................................. ..................... 16 8.12 Applicability Effect .......................................................................... ..................... 17 8.13 Indemnification of A~ents ............................................................... ..................... 17 8.14 Savings Clause: Limitation .............................................................. ..................... 17 ARTICLE LX MISCELLANEOUS .......................................................................... ..................... 17 9.1 Amendment of Bylaws ..................................................................... ..................... 17 9.2 Compensation of Officers, Directors and Members ........................ ..................... 17 9.3 Books and Records .......................................................................... ..................... 18 9.4 Annual Report .................................................................................. ..................... 18 9.5 Statement of Account ....................................................................... ..................... 18 9.6 Corporate Reports ............................................................................ ..................... 18 9.7 Fiscal Year ....................................................................................... ..................... 18 9.8 Seal ................................................................................................... ..................... 19 9.9 Shares of Stock and Dividends Prohibited ....................................... ..................... l9 9.10 Loans to Directors, Officers and Members Prohibited .................... ..................... 19 9.11 Limited Liability .............................................................................. ..................... 19 9.12 Special Rights of First Mortsagees ................................................... .................... 19 9.13 Minutes and Presumptions Thereunder ............................................ .................... 19 9.14 Record of Mortgaa~ees ....................................................................... .................... l9 9.15 Checks, Drafts, and Documents ........................................................ .................... 19 9.16 Execution of Documents ................................................................... .................... 20 ARTICLE X NOTICE AND HEARING PROCEDURE ......................................... .................... 20 10.1 Association's Enforcement Rights .................................................... .................... 20 10.2 Written Complaint ............................................................................ .................... 20 10.3 Notice of Complaint and Notice of Defense .................................... ..................... 20 10.4 Tribunal ............................................................................................ .....................21 10.5 Notice of Hearin2 ............................................................................. ..................... 21 10.6 Hearine ............................................................................................. .....................22 10.7 Decision ........................................................................................... ..................... 23 iv .~.. .-. BYLAW S OF MONARCH ON THE PARK CONDOMINIUM OWNERS ASSOCIATION ARTICLE I GENERAL 1.1 Purpose of Bylaws. These bylaws ("B laws") are adopted for the regulation and management of the affairs of Monarch on the Park Condominium Owners Association, a Colorado non-profit corporation ("Association"). The Association has been organized as a Colorado corporation under the Colorado Revised Nonprofit Corporation Act ("CRNCA") to act as the association under the Declaration of Covenants, Conditions and Restrictions for Monarch on the Park ("Declaration"), to perform the functions as provided in the Declaration and to further the interests of Owners of Units within the Condominium. 1.2 Terms Defined in Declaration. Capitalized terms in these Bylaws shall have the same meaning as any similarly capitalized terms in the Declaration. l.3 Controllin¢ Laws and Instruments. These Bylaws are controlled by and shall always be consistent with the provisions of CRNCA, the Colorado Common Interest Ownership Act ("CCIOA"), the Declaration and the Articles of Incorporation of Monarch on the Park Condominium Owners Association filed with the Secretary of State of Colorado, as any of the foregoing may be amended from time to time. ARTICLE II OFFICES 2.1 Principal Office. The initial principal office of the corporation shall be c/o General Management Real Estate Services, 1201 Galapago Street, #101, Denver, Colorado 80204, Attn: Gerald M. Biehl. The Board of Directors, in its discretion, may change, from time to time, the location of the principal office. 2.2 Registered Office and Agent. CRNCA requires that the Association have and continuously maintain in the State of Colorado a registered office and a registered agent whose business office is identical with such registered office. The registered office need not be the same as the principal office of the Association. The initial registered office and the initial registered agent are specified in the Articles of Incorporation of the Association but may be changed by the Association at any time, without amendment to the Articles of Incorporation, by filing a statement as specified by law in the Office of the Secretary of State of Colorado. ~, s ARTICLE III MEMBERS 3.1 Members. A "Member," as provided in the Declaration, is the Person, or ifmore than one, all Persons collectively, who constitute the Owner of a Unit within the Condominium. 3.2 Memberships Appurtenant to Unit. Each Membership shall be appurtenant to the fee simple title to a Unit. The Person or Persons who constitute the Owner of fee simple title to a Unit shall automatically be the holder of the Membership appurtenant to that Unit and the Membership shall automatically pass with fee simple title to the Unit. 3.3 Members' Votin Re iehts. Each Member, as an Owner of a Unit, shall have the right to cast one (1) vote in accordance with the Declaration. 3.4 Voting by Joint Owners. [fthere is more than one Person who constitutes the Owner of a Unit, each such Person shall be entitled to attend any meeting of Members ofthe Association but the voting power attributable to the Unit shall not be increased. In all cases in which more than one (1) Person constitutes the Owner of a Unit, including instances in which a Unit is owned by a husband and wife, then, unless written notice to the contrary, signed by any one of such Persons, is given to the Board of Directors of the Association prior to the meeting, any one (1) such Person shall be entitled to cast, in person or by proxy, the vote attributable to the Unit. Fractional voting of the vote attributable to any Unit among those Persons who constitute the Owner of a Unit shall not be allowed. if the Owners of a Unit cannot agree among themselves as to how to cast their vote on a particular matter, they shall lose their right to vote on such matter. If any Owner casts a vote representing a Membership appurtenant to a particular Unit, it will thereafter be presumed for all purposes that the Owner was acting with the authority and consent of all other Owners with whom such Owner shares the Membership, unless objection thereto is made by an Owner of that Unit to the person presiding over the meeting at or prior to the time the vote is cast. If more than the number of allocated votes is cast for any particular Membership, none of such votes shall be counted, and all of such votes shall be deemed null and void. 3.5 Suspension of Voting Ri¢hts. The Board of Directors may suspend the voting rights of a Member during and for up to sixty (60) days following any breach by such Member of any provision of the Declaration or of any Rule or Regulation adopted by the Association unless such breach is a continuing breach, in which case such suspension shall continue for so long as such breach continues and for up to sixty (60) days thereafter. Notwithstanding anything to the contrary contained herein, only Members whose voting rights are in good standing (e.g., voting rights which have not been suspended as provided herein) shall be entitled to vote on Association matters. 3.6 Transfer of Memberships on Association Books. Transfers of Memberships shall be made on the books of the Association only upon presentation of evidence, satisfactory to the Association, of the transfer of ownership ofthe Unit to which the Membership is appurtenant. Prior to presentation of such evidence, the Association may treat the previous Owner as the Owner ofthe .T, :. ~ Membership entitled to all rights in connection therewith, including the rights to vote and to receive notice. 3.7 Assignment of Voting Rights to MORA_a ees. A Member may assign his voting rights to any First Mortgagee by duly executed proxies timely delivered to the Association. Any such assignment of voting rights and any revocation or termination of any assignment of voting rights shall be in writing and shall be filed with the Secretary of the Association. ARTICLE IV MEETING OF MEMBERS 4.1 Place of Members' Meetings. Meetings of Members shall be held at the principal office of the Association or at such other place, within or convenient to the Condominium, as may be fixed by the Board of Directors and specified in the notice of the meeting. 4.2 Annual Meetings of Members. Annual meetings of the Members shall be held on such day and at such time of day as is fixed by the Board of Directors of the Association and specified in the notice of the meeting. An annual meeting shall be held each calendar year to elect Directors of the Association and to transact such other business as may properly come before the meeting. 43 Special Meetings of Members. Special meetings of the Members maybe called by the Declarant, the President or the Board of Directors ofthe Association or by Members holding not less than twenty percent (20%) of the total votes of all Members. No business shall be transacted at a special meeting of Members except as indicated in the notice thereof. 4.4 Meeting to Approve Annual Budget. The Association budget shall be approved as provided in the Declaration. 4.5 Record Date. For the purpose of determining Members entitled to notice of, or to vote at, any meeting of Members or in order to make a determination of such Members for any other proper purpose, the Board of Directors of the Association may fix, in advance, a date as the record date for any such determination of Members. The record date shall be not more than fifty (50) days prior to the meeting of Members or the event requiring a determination of Members. 4.6 Notice of Members' Meetines. Written notice stating the place, day and hour of any meeting shall be delivered not less than ten (10) nor more than fifty (50) days before the date of the meeting, either personally or by mail, by or at the direction of the President or the Secretary of the Association or the officers or persons calling the meeting, to each Member entitled to vote at such meeting. The notice of an annum meeting shall include the names of any known candidate for Director and shall identify any other matter that it is known may come before the meeting. The notice of a special meeting shall state the purpose or purposes for which the meeting is called. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the Member at his address as it appears on the records of the Association, with postage thereon prepaid. Such notice shall also be posted in a conspicuous place in the Condominium, such as on a notice board outside the principal office of the Association, and such notice shall be deemed to be delivered to any Member upon such posting if such Member has not furnished an address for mailing of notice to the Association. If the Association maintains a website, all notices and agendas shall be posted on the website. If electronic notice is available, notice of all regular and special meetings shall be sent electronically to all Members who so request and who furnish the Association with their electronic mail addresses, as soon as possible but at least twenty-four (24) hours before a meeting. 4.7 Proxies. A Member entitled to vote may vote in person or by proxy executed in writing by the Member or his duly authorized attorney-in-fact and filed with the Secretary prior to the time the proxy is exercised. Any proxy may be revoked, prior to the time the proxy is exercised, by a Member in person at a meeting or by revocation in writing filed with the Secretary. A proxy shall automatically cease upon the conveyance by a Member of the Unit of the Member and the transfer of the Membership on the books of the Association. No proxy shall be valid after eleven (11) months from the date of its execution unless otherwise provided in the proxy and no proxy shall be valid in any event for more than three (3) years after its date of execution. Any form of proxy furnished or solicited by the Association and any form of written ballot furnished by the Association shall afford an opportunity thereon for Members to specify a choice between approval and disapproval of each matter or group of related matters which is known at the time the form of proxy or written ballot is prepared, may come before the meeting and shall provide, subject to reasonably specified conditions, that if a Member specifies a choice with respect to any such matter, the vote shall be cast in accordance therewith. 4.8 Quorum at Members' Meetings. All regular and special meetings of the Members must be open to attendance by all Members. Upon the request of one or more Members, a vote on any matter affecting the Condominium in regard to which all Members are entitled to vote must be by secret ballot. Except as may be otherwise provided in the Declaration, the Articles of Incorporation or these Bylaws, the presence, in person or by proxy, of Members entitled to cast a majority of the votes of all Members shall constitute a quorum at any meeting of such Members. Members present in person or by proxy at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of a Member so as to leave less than a quorum. If the required quorum is not present in person or by proxy at any meeting of Members, another meeting may be called, subject to the notice requirements herein above specified, in orderto achieve the required quorum. 4.9 Adjournment of Members' Meetings. A majority ofthose Members present in person at any meeting may adjourn the meeting from time to time, whether or not a quorum shall be present in person or by proxy, without notice other than announcement at the meeting, for a total period or periods not to exceed thirty (30) days after the date set for the original meeting. At any adjourned meeting which is held without notice other than announcement at the meeting, the quorum requirement shall not be reduced or changed, but if the originally required quorum is present in person or by proxy, any business may be transacted which might have been transacted at the meeting as originally called. 4 4.10 Vote Required at Members' Meetin}. At any meeting if a quorum is present, a majority of the votes present in person or by proxy and entitled to be cast on a matter shall be necessary for the adoption of the matter, unless otherwise required by law, the Declaration, the Articles of Incorporation or these Bylaws, except that in the case of elections in which there are more than two (2) candidates the person receiving the highest number of votes cast shall be elected. 4.11 Cumulative Voting Not Permitted. Cumulative voting by Members in the election of Directors shall not be permitted. 4.12 Order of Business. The order of business at any meeting of Members shall be as follows: (a) roll call to determine the voting power represented at the meeting; (b) proof of notice of meeting or waiver or notice; (c) election of Directors (at annual meetings or special meetings held for such purpose); and (d) any other Association business. 4.13 Expenses of Meetings. The Association shall bear the expenses of all meetings of Members. 4.14 Waiver of Notice. A waiver of notice of any meeting of Members, signed by a Member, whether before or after the meeting, shall be equivalent to the giving of notice of the meeting to such Member. Attendance of a Member at a meeting, either in person or by proxy, shall constitute waiver of notice of such meeting except when the Member attends for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened. 4.15 Action of Members Without a Meetin¢. Any action required to be taken or which may be taken at a meeting of Members may be taken without a meeting if consent, in writing, setting forth the action so taken, shall be signed by all of the Members entitled to vote with respect to the subject matter thereof. 4.16 Electronic Meetings. Member meetings maybe held by telephone, video conference, real time Internet conference or other similar electronic communication provided that all Members present at the meeting have two way communications during the meeting. ARTICLE V BOARD OF DIRECTORS 5.1 General Powers and Duties of Board of Directors. The Board of Directors shall have the duty to manage and supervise the affairs of the Association and shall have all powers necessary or desirable to permit it to do so. Without limiting the generality of the foregoing, the Board of Directors shall have the power to exercise or cause to be exercised for the Association, all of the powers, rights and authority of the Association not reserved to Members in the Declaration, the Articles of Incorporation, these Bylaws, CRNCA or CC[OA, as the same may be amended from time to time. For purposes of CC[OA and these Bylaws, the Board of Directors is synonymous with the Executive Board of Directors. 5.2 Special Powers and Duties of Board of Directors. Without limiting the foregoing statement of general powers and duties of the Board of Directors or the powers and duties of the Board of Directors as set forth in the Declaration, the Board ofDirectors ofthe Association shall be vested with and responsible for the following specific powers and duties: (a) Assessments. The duty to fix and levy from time to time General Assessments, Special Assessments, Default Assessments and other charges upon the Members ofthe Association as provided in the Declaration; to determine and fix the due date for the payment of such Assessments and the date upon which the same shall become delinquent; and to enforce the payment of such delinquent Assessments as provided in the Declaration; (b) Taxes. The duty to pay all taxes and Assessments levied upon the Association Property and all taxes and Assessments payable by the Association. The Board ofDirectors shall also have the power to contest any such taxes or Assessments in accordance with the provisions contained in the Declaration. (c) Insurance. The duty to contract and pay premiums for fire and casualty, liability and other insurance in accordance with the provisions of the Declaration; (d) Common Area. The duty to manage and care for the Common Elements, to employ personnel necessary for the care and operation of the Common Elements and to contract and pay for necessary Improvements on property owned by the Association; (e) Agents and Employees. Subject to applicable employment laws, the power to select, appoint and remove all officers, agents and employees of the Association and to prescribe such powers and duties for them as may be consistent with law, with the Articles of Incorporation, the Declaration and these Bylaws; and to fix their compensation and to require from them security for faithful service as deemed advisable by the Board ofDirectors; (f) Borrowing. The power, with the approval of the Members representing at least sixty-seven (67%) of the voting power of the Association, to borrow money and to incur indebtedness for the purpose of the Association, and to cause to be executed and delivered therefor, in the Association's name, promissory notes, bonds, debentures, mortgages, pledges, hypothecations or other evidences of debt and securities therefor; (g) Enforcement. The power to enforce the provisions of the Declaration, the Rules and Regulations of the Association, these Bylaws or other agreements of the Association; (h) Delegation of Powers. The power to delegate its powers according to law including, for example, the power to establish executive committees; and (i) Rules and Regulations. The power to adopt such Rules and Regulations with respect to the interpretation and implementation of the Declaration, use of Common Elements and use of any property within the Condominium, including Units; provided, however, that such Rules ., and Regulations shall be enforceable only to the extent that they are consistent with the Declaration, the Articles of Incorporation and these Bylaws. 5.3 Qualifications of Directors. A Director must be an Owner of a Unit within the Condominium or, if the Owner of any such Unit is a partnership, cotporation, limited liability company or other entity, must be a designated representative of such partnership, corporation, limited liability company or other entity. If a Director conveys or transfers title to his Unit, or if a Director who is a designated representative ofa partnership, corporation, limited liability company or other entity ceases to be such designated representative, or if the partnership, corporation, limited liability company or other entity of which a Director is a designated representative transfers title to its Unit, such Director's term as Director shall immediately terminate and a new Director shall be appointed by the remaining Directors (see Section 5.8) as promptly as possible to take such Director's place. A Director maybe re-elected and there shall be no limit on the number of terms a Director may serve. 5.4 Appointment and Election of Directors. Notwithstanding any other provision contained herein: (a) Prior to the time Members, other than Declarant, own twenty-five percent (25%) of the Units, all Directors shall be appointed by Declarant. All Directors appointed by Declarant shall be subject to removal at any time and from time to time, by Declarant, in its sole and absolute discretion. (b) Subject to the terms and conditions of Sections 5.4(c) and (d) below, but notwithstanding anything else to the contrary contained in these Bylaws or in any other Association Document, Declarant shall have the exclusive right to appoint and remove all Directors during the Declarant Control Period. The phrase "Declarant Control Period" means the period commencing on the date on which Declarant forms the Association and ending on the earliest to occur of: (i) the date that is sixty (60) days after conveyance to Purchasers of 75 percent (75%) of the maximum number of Units that may be created by Declarant under the Declaration; (ii) the date that is two (2) years after the last conveyance of a Unit by Declarant or a Successor Declarant in the ordinary course of business; or (iii) when, in its discretion, Declarant so determines. (c) Declarant may voluntarily surrender its right to appoint and remove Directors prior to the expiration ofthe Declarant Control Period, but, in that event, Declarant may require, for the remainder of the Declarant Control Period, that specific actions of the Association or the Board of Directors, as described in a recorded instrument executed by Declarant, be approved by the Declarant before they become effective. (d) Notwithstanding anything to the contrary contained in Section 5.4(b) above, not later than sixty (60) days after the conveyance oftwenty-five percent (25%) of the Units that may be created under the Declaration to Purchasers, at least twenty-five percent (25%) ofthe then number of Directors shall be elected by Owners other than Declarant, and not later than sixty (60) days after the conveyance of fifty percent (50%) of the Units that may be created under the Declaration to 7 ~-.. lr Purchasers, at least thirty-three and one third percent (33 I/3%) of the Members of the Board of Directors must be elected by Owners other than Declarant. (e) During the thirty (30) day period immediately preceding the date on which the Declarant Control Period expires, the Association shall call a special meeting at which time the Members, including Declarant, if Declarant is the owner of any Units, shall elect all three (3) Directors, at least a majority of whom must be Owners other than Declarant or designated representatives of Owners other than Declarant. The Directors elected by the Members, including Declarant, shall serve until the first annual meeting following the termination of the Declarant Control Period. If such annual meeting occurs within thirty (30) days after termination of the Declarant Control Period, this subparagraph shall not apply and Directors shall be elected in accordance with Paragraph 5.5 below. (f) The number of Directors may be increased by a vote of a majority of the Owners. (g) Votes for Directors must be taken by secret ballot. Ballots shall be counted by a neutral third party or by a Member who is not a candidate, who attends the meeting at which the vote is held, and who is selected at random from a pool of two (2) or more Members. The results of the vote shall be reported without reference to names, addresses, or other identifying information. 5.5 Term of Office of Directors. The initial Directors named in the Articles of Incorporation shall hold office until the first annual meeting of Members. At the first annual meeting of the Members after termination of the Declarant's Control Period, the three (3) Directors shall be elected as foI lows: Directors shall be elected by the Members, including Declarant, if Declarant is the owner of any Unit in the Community Area. Two (2) Directors shat l be elected for a term of two (2) years, and one (1) Director shall be elected for a term of one (1) year. At the expiration ofthe initial term of office of each member of the Board of Directors and at each annual meeting thereafter, a successor shall be elected to serve for a term of two (2) years. 5.6 Removal of Directors. At any meeting of the Members, the notice ofwhich indicates such purpose, the Owners by a sixty-seven percent (67%) vote of all Owners represented and entitled to vote at any meeting at which a quorum is present, may remove any Director, with or without cause, otherthan a Director appointed by Declarant during the Declarant Control Period. 5.7 Resignation of Directors. Any Director may resign at any time by giving written notice to the President, to the Secretary or to the Board of Directors at the registered office stating the effective date of such resignation. Acceptance of such resignation shall not be necessary to make the resignation effective. 5.8 Vacancies in Directors. Any vacancy occurring in the Board of Directors shall, unless filled in accordance with Section 5.6, be filled by the appointment by the unanimous vote of the remaining Directors. The person so appointed shall serve until the next annual or a special meeting of Members whereby the Owners of Units shall vote to fill the vacancy. A Directorship to be filled by reason of an increase in the number of Directors shall be filled only by vote of the Members 8 l except as otherwise provided in Section 5.4 for those positions to be appointed by Declarant during the Declarant Control Period. 5.9 Executive Committee. The Board ofDirectors, by resolution adopted by a majority of the Directors in office, may designate and appoint an Executive Committee, which shall consist ofat least one (1) Director which, unless otherwise provided in such resolution, shall have and exercise all the authority of the Board ofDirectors except authority with respect to those matters specified in CRNCA as matters which such committee may not have and exercise the authority of the Board of Directors. 5.10 Other Committees of Association. The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate and appoint one (1) or more other committees, which may consist of or include Members who are not Directors. Any such committee shall have and exercise such authority as shall be specified in the resolution creating such committee except that only a committee which consists of two (2) or more Directors may exercise such authority as can only be exercised by the Board ofDirectors. 5.1 1 General Provisions Applicable to Committees. The designation and appointment of any committee and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any individual Director, of any responsibility imposed upon it or him by law. The provisions of these Bylaws with respect to notice of meeting, waiver of notice, quorums, adjournments, vote required and action by consent applicable to meetings of Directors shall be applicable to meetings of committees of the Board ofDirectors. x.12 Manager or Manauing Agent. The Board ofDirectors, by resolution adopted by a majority of the Directors in office, shall, at any time at or prior to, or as soon as reasonably possible after, the first annual meeting of the Board of Directors, designate and appoint a manager or a managing agent, or both. The extent of the authority of such manager or agent shall be deterrnined by the Directors in the resolution. Any such resolution may delegate all or substantially all of the powers and duties of the Board of Directors to any such manager or managing agent but the Board of Directors, in delegating powers and duties to any such manager or managing agent, shall not be relieved of its responsibilities under the Declaration. Ifthe Board of Directors delegates the powers of the Board of Directors or the officers relating to collection, deposit, transfer, or disbursement of Association funds to other persons or to a managing agent, (i) the other person or managing agents shall maintain fidelity insurance coverage or a bond in an amount not less than fifty thousand dollars ($50,000) or such higher amount as the Board of Directors may require; (ii) the other person or managing agent shall maintain all funds and accounts of the Association separate from the funds and accounts ofother associations managed by the other person or managing agent and shall maintain all reserve accounts of each association so managed separate from the operational accounts of the Association; and (iii) an annual accounting for Association funds and a financial statement shall be prepared and presented to the Association by the managing agent, a public accountant, or a certified public accountant. 9 ~- -~. ARTICLE VI MEETING OF DIRECTORS 6.1 Place of Directors' MeetinQS. Meetings of the Board of Directors shall be held at the principal office ofthe Association or at such other place, within or convenient to the Condominium, as may be fixed by the Board of Directors and specified in the notice of the meeting. 6.2 Annual Meetine of Directors. Annual meetings of the Board of Directors shall be held on the same date as, or within ten (10) days of, the annual meeting of Members. The business to be conducted at the annual meeting of Directors shal I consist of the appointment of officers of the Association and the transaction of such other business as may properly come before the meeting. No prior notice ofthe annual meeting of the Board of Directors shall be necessary if the meeting is held on the same day and at the same place as the annual meeting of Members at which the Board of Directors is elected or if the time and place of the annual meeting of the Board of Directors is announced at the annual meeting of such Members. 6.3 Other ReQUlar Meetings of Directors. The Board of Directors shall hold regular meetings at least semi-annually and may, by resolution, establish in advance the times and places for such regular meetings. No prior notice of any regular meetings need be given after establishment of the times and places thereof by such resolution. 6.4 Special Meetings of Directors. Special meetings of the Board of Directors may be called by the President or any two (2) members of the Board of Directors. 6.5 Notice of Directors' Meetings. In the case of all meetings of Directors for which notice is required, notice stating the place, day and hour of the meeting shall be delivered not less than three nor more than fifty (50) days before the date of the meeting, by mail, telegraph, telephone or personally, by or at the direction of the persons calling the meeting, to each member of the Board of Directors. If mailed, such notice shall be deemed to be delivered at 5:00 p.m. on the second business day after it is deposited in the mail addressed to the Director at his home or business address as either appears on the records of the Association, with postage thereon prepaid. If telegraphed, such notice shall be deemed delivered at 5:00 p.m. on the next calendar day after it is deposited in a telegraph office addressed to the Director at either such address, with all charges thereon prepaid. [f by Telephone, such notice shall be deemed to be delivered when given by telephone to the Director or to any person answering the phone who sounds competent and mature at his home or business phone number as either appears on the records of the Association. If given personally, such notice shall be deemed to be delivered upon delivery or a copy of a written notice to, or upon verbally advising, the Director or some person who appears competent and mature at his home or business address as either appears on the records of the Association. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board of Directors need be specified in the notice or waiver of such meeting. 6.6 Proxies. A Director shall be entitled to vote by proxy at any meeting of Directors. 10 ..,. ~~ 6.7 Quorum of Directors. A majority of the number ofDirectors fixed in these Bylaws shall constitute a quorum for the transaction of business. 6.8 Adjournment of Directors' Meetings. A majority of the Directors present at any meeting of Directors may adjourn the meeting from time to time, whether or not a quorum shall be present, without notice other than an announcement at the meeting, for a total period or periods not to exceed 30 days after the date set for the original meeting. At any adjourned meeting which is held without notice other than announcement at the meeting, the quorum requirement shall not be reduced or changed, but if the originally required quorum is present, any business may be transacted which may have been transacted at the meeting as originally called. 6.9 Vote Required at Directors' Meeting. At any meeting of the Directors, if a quorum is present, a majority of the votes present in person and entitled to be cast on a matter shall be necessary for the adoption of the matter, unless a greater proportion is required by law, the Declaration, the Articles of Incorporation or these Bylaws. 6.10 Order of Business. The order of business at all meetings of Directors shall be as follows: (a) roll call; (b) proof of notice of meeting or waiver of notice; (c) reports of officers, (d) reports of committees, (e) unfinished business; and (f) new business. 6.11 Officers at Meetings. The President shall act as chairman and the Board ofDirectors shall elect a Director to act as secretary at all meetings of Directors. In the absence of the President or Secretary, the Directors may select from the Directors present at the meeting the persons to act as chairman and secretary for the meeting. 6.12 Waiver of Notice. A waiver of notice of any meeting of the Board of Directors, signed by a Director, whether before or after the meeting, shall be equivalent to the giving of notice of the meeting to such Director. Attendance of a Director at a meeting in person shall constitute waiver of notice of such meeting except when the Director attends for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened. 6.13 Electronic Meetings. Directors meetings may be held bytelephone, video conference, real time Internet conference or other similar electronic communication provided that all Directors consent to the forum of the communication and have, during the course of the meeting, two-way communications with al] Directors present at the meeting. 6.14 Action of Directors W ithout a Meeting. Any action required to be taken or which may be taken at a meeting ofDirectors, may be taken without a meeting if consent in writing, setting forth the action so taken, shall be signed by all of the Directors. In addition, any action required to be taken or which may be taken at a meeting of Directors, may be taken without a meeting if a written notice of the action proposed to be taken is sent to all Directors in accordance with Section 6.5, which notice shall state the date by which a Director must respond to the notice and, thereafter, each Director votes, in writing, for or against the proposed action or abstains, or fails to respond and no Director demands a meeting to consider the proposed action. ~. ~ 6.15 Executive Meetings. The Directors or any committee thereof may hold an executive or closed-door session and may restrict attendance to Directors or committee members and other persons requested by the Directors or committee. The matters to be discussed at an executive session, however, may only include the following: (a) Matters pertaining to employees of the Association or the managing agent's contract or involving the employment, promotion, discipline, or dismissal of an officer, agent or employee of the Association. (b) Consultation with legal counsel conceming disputes that are the subject of pending or imminent court proceedings or matters that are privileged or confidential. (c) Investigative proceedings concerning possible or actual criminal misconduct (d) Matters subject to specific constitutional, statutory, or judicially imposed requirements protecting particular proceedings or matters from public disclosure. (e) Any matter, the disclosure of which would constitute an unwarranted invasion of individual privacy. (f) Review of or discussion relating to any written or oral communication from legal counsel. Prior to the convening of an executive session, the Directors or committee must announce the general matter of discussion as enumerated in the above paragraphs. No rule or regulation of the Directors or committee thereof shall be adopted during an executive session. A rule or regulation may be validly adopted only during a regular or special meeting, or after the body goes back into regular session following an executive session. The minutes of all meetings at which an executive session was held shall state that an executive session was held and the general subject matter of the executive session. 6.16 Conflict of Interest. If any contract, decision or other action taken by or on behalf of the Directors would benefit any Director or any person who is a parent, grandparent, spouse, child, or sibling of a Director or a parent or spouse of any of those persons, that Director shall declare a conflict of interest for that issue. The Director must declare this conflict in open meeting, prior to any discussion or action on the issue. After making this declaration, the Director may participate in the discussion but shall not vote on the issue. Any contract entered into in violation ofthis provision shall be unenforceable. ARTICLE VII OFFICERS 7.1 Officers. Employees and Agents. The officers of the Association shall consist of a President, a Secretary, a Treasurer and such other officers, assistant officers, employees and agents as 12 .-~ --, F Y may be deemed necessary by the Board ofDirectors. Officers other than the President need not be Directors. The same person may simultaneously hold more than one (1) office. 7.2 Appointment and Term of Office of Officers. The officers shall be appointed by the Board ofDirectors at the annual meeting of the Board ofDirectors and shall hold office, subject to the pleasure of the Board of Directors, until the next annual meeting of the Board of Directors or until their successors are appointed, whichever is later, unless the officer resigns, or is removed earlier. 7.3 Removal of Officers. Any officer, employee or agent may be removed by the Board of Directors, with or without cause, whenever in the Board ofDirectors of Director's judgment the best interests of the Association will be served thereby. The removal of an officer, employee or agent shall be without prejudice to the contract rights, if any, of the officer, employee or agent so removed. Election or appointment of an officer, employee or agent shall not of itself create contract rights. 7.4 Resignation of Officers. Any officer may resign at any time by giving written notice to the President, the Secretary or the Board of Directors ofthe Association stating the effective date of such resignation. Acceptance of such resignation shall not be necessary to make the resignation effective. 7.5 Vacancies in Officers. Any vacancy occurring in any position as an officer may be filled by the Board of Directors. An officer appointed to fill a vacancy shall be appointed for the unexpired term of his predecessor in office. 7.6 President. The President shall be a member of the Board ofDirectors and shall be the principal executive officer of the Association and, subject to the control of the Board ofDirectors, shall direct, supervise, coordinate and have general control over the affairs of the Association, and shall have the powers generally attributable to the chief executive officer of a corporation. The President shall preside at all meetings of the Board of Directors and of the Members of the Association. 7.7 Vice Presidents. The Vice Presidents may actin place ofthe President in case ofhis death, absence or inability to act, and shall perform such other duties and have such authority as is from time to time delegated by the Board of Directors or by the President. 7.8 Secretary. The Secretary shall be the custodian of the records and the seal of the Association and shall affix the seal to all documents requiring the same; shall see that all notices are duly given in accordance with the provisions of these Bylaws and as required by law and that the books, reports and other documents and records of the Association are properly kept and filed; shall take or cause to be taken and shall keep minutes of the meetings of Members (and shall endeavor to provide a copy of such minutes to the Members at or before the next meeting of Members), of the Board ofDirectors and of committees of the Board of Directors; shall keep at the principal office of the Association a record of the names and addresses of the Members; and, in general, shal I perform all duties incident to the office of Secretary and such other duties as may, from time to time, be 13 ,, assigned to him by the Board of Directors or by the President. The Board of Directors may appoint one (1) or more Assistant Secretaries who may act in place of the Secretary in case of his death, absence or inability to act. 7.9 Treasurer. The Treasurer shall have charge and custody of; and be responsible for, all funds and securities of the Association; shall deposit all such funds in the name ofthe Association in such depositories as shall be designated by the Board of Directors; shall keep correct and complete financial records and books of account and records of financial transactions and condition of the Association and shall submit such reports thereof as the Board of Directors may, from time to time, require; shall arrange for the annual report required under Section 9.4 of these Bylaws; and, in general, shall perform all the duties incident to the office of Treasurer and such other duties as may from time to time be assigned to him by the Board of Directors or by the President. The Board of Directors may appoint one (1) or more Assistant Treasurers who may act in place ofthe Treasurer in case of his death, absence or inability to act. Upon approval by the Board of Directors, the Treasurer may engage the services of a third parry to keep the financial books and records of the Association. 7.10 Bonds. The Association may require fidelity bonds covering officers or other persons handling funds of the Association. The Association shall pay the premiums for such bonds. ARTICLE VIII INDEMNIFICATION OF OFFICIALS AND AGENTS 8.1 Certain Definitions. A "Corporate Official" shall mean any Director or officer, as hereinafter defined, and any former Director or officer of the Association. ``Corporate Employee" shall mean any employee and any former employee of the Association. "Expenses" shall mean all costs and expenses, including attorneys' fees, liabilities, obligations, judgments and any amounts paid in reasonable settlement of a Proceeding. "Proceeding" shall mean any claim, action, suit or proceeding, whether threatened, pending or completed, and shall include appeals. 8.2 Right of Indemnification. The Association shall indemnify any Corporate Official and any Corporate Employee against any and all Expenses actually and necessarily incurred by or imposed upon him to the fullest extent required or permitted by law. The right of indemnification shall not extend to any matter as to which such indemnification would not be lawful under the laws of the State of Colorado. (a) Standards of Conduct. The Association shall indemnify any Corporate Official and any Corporate Employee against liability incurred in or as a result of the Proceeding if the Corporate Official or Corporate Employee: (i) conducted himself or herself in good faith; (ii) reasonably believed (A) in the case of a Director acting in his or her official capacity, that his or her conduct was in the Association's best interests, or (B) in al I other cases, that the Corporate Official's or Corporate Employee's conduct was at least not opposed to the Association's best interests; and (iii) in the case of any criminal Proceeding, the Corporate Official and Corporate Employee had no reasonable cause to believe his or her conduct was unlawful. 14 .. r ,-.. .> (b) Settlement. The termination of any Proceeding by judgment, order, settlement or conviction, or upon a plea of polo contendere or its equivalent, is not of itself determinative that the Corporate Official or Corporate Employee did not meet the applicable standards of conduct asset forth in Subsection 8.2(a). 8.3 Indemnification Prohibited. The right of indemnification shall not extend to matters as to which the Corporate Official or Corporate Employee: (i) has been adjudged liable for gross negligence or willful misconduct in the performance of the Corporate Official's or Corporate Employee's duty to the Association, or (ii) in connection with any Proceeding charging improper personal benefit to such Corporate Official or Corporate Employee, in which the party was adjudged liable on the basis that personal benefit was improperly received by such Corporate Official or Corporate Employee (even if the Association was not thereby damaged). Notwithstanding the foregoing, the Association shall indemnify such Corporate Official or Corporate Employee ifand to the extent required by the court conducting the Proceeding, or any other court of competent jurisdiction to which such Corporate Official or Corporate Employee has applied, if it is determined by such court, upon application by such Corporate Official or Corporate Employee, that despite the adjudication ofliability in the circumstances in clauses (i) and (ii) ofthis Subsection 8.3 or whether or not the party met the applicable standards of conduct set forth in Subsection 8.2(a), and in view of all relevant circumstances, the Corporate Official or Corporate Employee is fairly and reasonably entitled to indemnification for such expenses as the court deems proper in accordance with CRNCA. 8.4 Prior Authorization Required. Any indemnification under Section 8.2 (unless ordered by a court or in accordance with Section 8.5 below) shall be made by the Association only if authorized in the specific case after a determination has been made that the Corporate Official or Corporate Employee is eligible for indemnification in the circumstances because such Corporate Official or Corporate Employee has met the applicable standards of conduct set forth in Subsection 8.2(a) and afrer an evaluation has been made as to the reasonableness of the Expenses. Any such determination, evaluation and authorization shall be made by the Board of Directors by a majority vote of a quorum of such Board of Directors, which quorum shall consist of Directors not parties to the Proceeding, or by such other person or body as permitted by law. 8.5 Success on Merits or Otherwise. Notwithstanding any other provision ofthis Article 8, the Association shall indemnify such Corporate Official or Corporate Employee to the extent that such party has been successful, on the merits or otherwise, including, without limitation, dismissal without prejudice or settlement without admission ofliability, in defense of any Proceeding to which the party was a party against Expenses incurred by such party in connection therewith. 8.6 Advancement of Expenses. The Association may, but shall not be obligated to, pay for or reimburse the Expenses, or a portion thereof, incurred by a party in advance of the final disposition of the Proceeding if (a) the party furnishes the Association a written affirmation of such party's good faith belief that he or she has met the standard of conduct described in Subsection 8.2(a)(i); (b) the party furnishes the Association a written undertaking, executed personally or on behalf of such party, to repay the advance if it is ultimately determined that the party did not meet such standard of conduct; and (c) authorization of payment and a determination that the facts then 15 r ~~ known to those making the determination would not preclude indemniftcation under this Article have been made in the manner provided in Section 8.4. The undertaking required by clause (b) must be an unlimited general obligation of the party, but need not be secured. and may be accepted without reference to financial ability to make repayment. 8.7 Payment Procedures. The Association shall promptly act upon any request for indemnification, which request must be in writing and accompanied by the order of court or other reasonably satisfactory evidence documenting disposition of the Proceeding in the case of indemnification under Section 8.4, and by the written affirmation and undertaking to repay as required by Section 8.5 in the case of indemnification under such Section 8.6. The right to indemnification and advances granted by this Article shall be enforceable in any court of competent jurisdiction ifthe Association denies the claim, in whole or in part, or if no disposition of such claim is made within 90 days after written request for indemnification is made. A party's Expenses incurred in connection with successfully establishing such party's right to indemnification, in whole or in part, in any such Proceeding shall also be paid by the Association. 8.8 Notification to Members. Any indemnification of or advance of Expenses to a Director (but not to any other party) in accordance with this Article, if arising out of a Proceeding by or on behalf of the Association, shall be reported in writing to the Members with or before the notice of the next meeting of Members. 8.9 Authority to Insure. The Association may purchase and maintain liability insurance on behalf of any Corporate Official or Corporate Employee against any liability asserted against him and incurred by him as a Corporate Official or Corporate Employee or arising out of his status as such, including liabilities for which a Corporate Official or Corporate Employee might not be entitled to indemnification hereunder. 8.10 Right to Impose Conditions to Indemnification. The Association shall have the right to impose, as conditions to any indemnification provided or permitted in this Article, such reasonable requirements and conditions as may appear appropriate to the Board of Directors in each specific case and circumstances, including, but not limited to, any one or more of the following: (a) that any counsel representing the party to be indemnified in connection with the defense or settlement of any Proceeding shall be counsel mutually agreeable to the party and to the Association; (b) that the Association shall have the right, at its option, to assume and control the defense or settlement of any Proceeding made, initiated, or threatened against the party to be indemnified; and (c) that the Association shall be subrogated, to the extent of any payments made by way of indemnification, to all ofthe indemnified party's right of recovery, and that the party to be indemnified shall execute all writings and do everything necessary to assure such rights of subrogation to the Association. 8.1 ] Other Riehts and Remedies. The indemnification provided by this Article shall be in addition to any other rights which a party may have or hereafter acquire under any law, provision of the Articles of Incorporation, any other or further provision of these Bylaws, vote ofthe Members or Board of Directors, agreement or otherwise. 16 ~- 8.] 2 Applicability Effect. The indemnification provided in this Article shall be applicable to acts or omissions that occurred prior to the adoption of this Article shall continue as to any party entitled to indemnification under this Article who has ceased to be a Director, officer or employee of the Association. The repeal or amendment of this Article or of any Section or provision hereof that would have the effect of limiting, qualifying or restricting any of the powers or rights of indemnification provided or permitted in this Article shall not, solely by reason of such repeal or amendment, eliminate, restrict or otherwise affect the right or power ofthe Association to indemnify any person, or affect any rights of indemnification of such person, with respect to any acts or omissions that occurred prior to such repeal or amendment. All rights to indemnification under this Article shall be deemed to be provided by a contract between the Association and each parry covered hereby. 8.13 Indemnification of Agents. The Association shall have the right, but shall not be obligated, to indemnify any agent of the Association not otherwise covered by this Article to the fullest extent permissible by the laws of Colorado. Unless otherwise provided in any separate indemnification arrangement, any such indemnification shall be made only as authorized in the specific case and in the manner provided in Section 8.3. 8.14 Savings Clause; Limitation. If this Article or any Section or provision hereof shall be invalidated by any court on any ground, or if CRNCA is amended in such a way as to affect this Article, then the Association shall nevertheless indemnify each party otherwise entitled to indemnification hereunder to the fullest extent permitted by law or any applicable provision of this Article that shall not have been invalidated. ARTICLE IX MISCELLANEOUS 9.1 Amendment of B, ly aws. The Board of Directors may alter, amend or repeal or adopt new Bylaws at any time prior to the conveyance of the first Unit to an Owner other than Declarant. Thereafter the Members shall have the exclusive power to alter, award or repeal the Bylaws. The Members, at a meeting called for that purpose, shall have the sole power to alter, amend or repeal the Bylaws and to adopt new Bylaws by a vote of at least sixty-seven percent (67%) of the votes present at the meeting and entitled to vote hereunder, if a quorum is present. The Bylaws may contain any provision for the regulation or management of the affairs of the Association not inconsistent with law, the Declaration or the Articles of Incorporation. Notwithstanding anything to the contrary contained herein and to the extent permitted by CRNCA, prior to the termination of the Declarant's Control Period, these Bylaws shall not be amended without Declarant's prior written consent and approval. 9 ? Compensation of Officers, Directors and Members. No Director shall have the right to receive any compensation from the Association for serving as such Director except for reimbursement of expenses as may be approved by resolution of disinterested members ofthe Board of Directors. Officers, members of the Architectural Review Committee, agents and employees may 17 ,~.. 4. -~. i receive such reasonable compensation as may be approved by the Board ofDirectors. Appointment of a person as an officer, agent or employee shall not, of itself, create any right to compensation. 9.3 Books and Records. The Association shall keep correct and complete books and records of account; shall keep the minutes of the proceedings of its Members, its Board ofDirectors, and any committee having any of the authority of the Board of Directors; and shall keep, at its principal office in Colorado, a record of the names and addresses of its Members, and copies of the Declaration, the Articles of Incorporation and these Bylaw. All books and records of the Association, including the Articles of Incorporation, Bylaws as amended and minutes of meetings of Members and Directors, may be inspected by any Member, or his agent or attorney, and any First Mortgagee of a Member for any proper purpose at any reasonable time. The right of inspection shall be subject to any reasonable rules adopted by the Board of Directors requiring advance notice of inspection, specifying hours and days of the week during which inspection will be permitted and establishing reasonable fees for any copies to be made or fumished. The Association may charge a reasonable fee for copying such materials. 9.4 Annual Report. The Board ofDirectors shall cause to be prepared and distributed to each Member and to each First Mortgagee who has filed a written request therefor, not later than ninety (90) days after the close of each fiscal year of the Association containing (a) an income statement reflecting income and expenditures of the Association for such fiscal year; (b) a balance sheet as of the end ofsuch fiscal year; (c) a statement of changes in financial position for such fiscal year; and (d) a statement of the place of the principal office of the Association where the books and records of the Association, including a list of names and addresses of current Members, may be found. 9.5 Statement of Account. Upon payment of a reasonable fee to be determined by the Association and upon written request of an Owner of a Unit or any person with any right, title or interest in a Unit or intending to acquire any right, title or interest in a Unit, the Association shall furnish, within ten (10) days after the receipt ofsuch request, a written statement of account setting forth the amount of unpaid Assessments, or other amounts, if any, due or accrued and then unpaid with respect to the Unit, the Owner of the Unit, and Guests ofsuch Owner and the amount of the Assessments for the current fiscal period of the Association payable with respect Co the Unit. Such statement shall, with respect to the party to whom it is issued, be conclusive against the Association and all parties, for all purposes, that no greater or other amounts were then due or accrued and unpaid and that no other Assessments have then been levied. 9.6 Corporate Reports. The Association shall ftle with the Secretary of State of Colorado, within the time prescribed by law, Corporate reports on the forms prescribed and furnished by the Secretary of State and containing the information required bylaw and shall pay the fee for such filing as prescribed by law. 9.7 Fiscal Year. The fiscal year of the Association shall begin on January 1 and end the succeeding December 31 except that the first fiscal year shall begin on the date of incorporation. The fiscal year may be changed by the Board of Directors without amending these Bylaws. 18 ~ --• ~ ,LL 9.8 Seal. The Board of Directors may adopt a seal that shall have inscribed thereon the name of the Association and the words "SEAL." 9.9 Shares of Stock and Dividends Prohibited. The Association shall not have or issue shares of stock and no dividend shall be paid and no part of the income or profit of the Association shall be distributed to its Members, Directors or officers. Notwithstanding the foregoing sentence, the Association may issue certificates evidencing membership therein, may confer benefits upon its Members in conformity with its purposes and, upon dissolution or final liquidation, may make distributions as permitted by law, and no such payment, beneftt or distribution shall be deemed to be a dividend or distribution of income or profit. 9.10 Loans to Directors. Officers and Members Prohibited. No loan shall be made by the Association to its Members, Directors or officers and any Director, officer or Member who assents to or participates in the making of any such loan shall be liable to the Association for the amount of such loan until the repayment thereof. 9.11 Limited Liability. As provided in the Declaration, the Association, the Board of Directors, the Architectural Review Committee, Declarant, and any Member, agent or employee of any ofthe same, shall not be liable to any Person for any action or for any failure to act ifthe action taken or failure to act was in good faith and without malice. 9. l2 Special Rights of First Mortg~ees. Any First Mortgagee of a Mortgage encumbering any Unit in the Condominium shall be entitled to The protections outlined in the Declaration. 9.13 Minutes and Presumptions Thereunder. Minutes or any similar record ofthe meetings of Members or of the Board of Directors, when signed by the Secretary or acting Secretary of the meeting, shall be presumed to truthfully evidence the matters set forth therein. A recitation in any such minutes that notice of the meeting was properly given shall be prima facia evidence that the notice was given. 9.14 Record of Mortgagees. Under the Declaration, First Mortgagees have certain rights. Therefore, any such First Mortgagee or, upon the failure of such First Mortgagee, any Member who has created or granted a First Mortgage, shall give written notice to the Association, through its Manager, or through the Secretary in the event there is no Manager, which notice shall give the name and address of the First Mortgagee and describe the Unit encumbered by the First Mortgage. The Association shall maintain such information in a bookentitled "Record of First Mortgages on Units." Any such First Mortgagee or such Member shall likewise give written notice to the Association at the time of release or discharge of any such First Mortgage. 9.15 Checks, Drafrs, and Documents. Al] checks, drafts or other orders for payment of money, notes or other evidences of indebtedness, issued by the Association or payable to the Association, shall be signed or endorsed by such person or persons, and in such manner as, from time to time, shall be determined by resolution of the Board of Directors. 19 ... ,~. ~~ .~ ,. ~ 9.16 Execution of Documents. The Board of Directors, except as these Bylaws otherwise provide, may authorize any officer or officers, agent or agents, to enter into any contract or execute any instrument in the name and on behalf of the Association, and such authority may be general or confined to specific instances; and unless so authorized by the Board of Directors, no officer, agent or employee shall have any power or authority to bind the Association by contract or engagement or to pledge its credit or to render it liable for any purpose or in any amount. ARTICLE X NOTICE AND HEARING PROCEDURE 10.1 Association's Enforcement Rights. In the event of an alleged violation by a Member ("Respondent") of the Declaration, these Bylaws or the Rules and Regulations ofthe Association, the Board ofDirectors shall have the right, upon an affirmative vote of a majority of all Directors on the Board of Directors, to take any one or more of the actions and to pursue one or more of the remedies permitted under the provisions of the Declaration, these Bylaws or the Rules and Regulations of the Association. If, under the provisions of the Declaration, these Bylaws, or such Rules and Regulations, Notice and Hearing are required prior to taking action or pursuing remedies, the following provisions of Article X of these Bylaws shall be applicable. The failure of the Board of Directors or the Architectural Review Committee to enforce the Rules and Regulations of the Association, these Bylaws or the Declaration shall not constitute a waiver of the right to enforce the same thereafter. The remedies set forth and provided in the Declaration, the Rules and Regulations of the Association or these Bylaws shall be cumulative and none shall be exclusive. However, any individual Member must exhaust all available internal remedies of the Association prescribed by the Declaration, these Bylaws and the Rules and Regulations of the Association, before that Member may resort to a court of law for relief with respect to any alleged violation by another Member of the Declaration, these Bylaws or the Rules and Regulations of the Association, provided that the foregoing limitation pertaining to exhausting administrative remedies shall not apply to the Board of Directors or to any Member where the complaint alleges nonpayment of Common Assessments, Special Assessments, or Default Assessments. 10.2 Written Complaint. A Member may request that enforcement action under the Declaration, the Rules and Regulations of the Association or these Bylaws be taken by the Association against another Member or the Member's Guests. The request shall be initiated by any Member by the filing with the President or the Board of Directors of the Association a written complaint ("Complaint"). The Complaint shall contain a written statement of charges which shall set forth in ordinary and concise language the acts or omissions with which the Respondent is charged and a reference to the specific provisions of the Declaration, these Bylaws or the Rules and Regulations of the Association which the Respondent is alleged to have violated. 10.3 Notice of Complaint and Notice of Defense. [f the Board of Directors determines that the Complaint is supported by substantial justification, a copy of the Complaint shall be served on 20 ., -T, ,. , each Respondent in accordance with the notice provisions set forth in the Declaration, togetherwith a statement that shall be substantially in the following form: Unless a written request for a hearing signed by or on behalf of a person named as Respondent in the accompanying Complaint is delivered or mailed to the Board of Directors within 15 days after notice ofthe Complaint is served upon you, the Board of Directors may proceed upon the Complaint without a hearing, and you will have thus waived your rightto a hearing. The request for a hearing may be made by delivering or mailing the enclosed form entitled Notice of Defense to the Board of Directors at the address below. You may, but need not, be represented by counsel at any or all stages ofthese proceedings. If you desire the names and addresses of witnesses or an opportunity to inspect any relevant writings or items on file in connection with this matter in the possession, custody or control of the Board of Directors, you may contact: Monarch on the Park Condominium Owners Association Attn: Chairman of the Board of Directors Colorado A Respondent shall be entitled to a hearing on the merits of the matter if the Notice of Defense is timely filed with the Board of Directors. A Respondent may file a separate statement by way of mitigation, even if he does not file a Notice of Defense. 10.4 Tribunal. The President shall appoint a Hearing Committee ("Tribunal") ofthree (3) natural Persons upon receipt of a written Complaint. In appointing the members of the Tribunal, the President should make a good faith effort to avoid appointing next-door neighbors of the Respondent or any Member of the Association who are essential witnesses to the alleged violation giving rise to the Complaint. The decision of the President shall be final, except that each Respondent may challenge any member of the Tribunal for cause, where a fair and impartial hearing cannot be afforded, at any time prior to the taking ofevidence at the hearing. In the event of such a challenge, the Board of Directors shall meet to determine the sufficiency ofthe challenge, without the President voting. If such a challenge is sustained, the President shall appoint another member to replace the challenged member of the Tribunal. All decisions of the Board of Directors in this regard shall be final. The Tribunal shall elect a Chairman and appoint a hearing officer who shall take evidence and ensure that a proper record of all proceedings is maintained. 10.5 Notice of Hearine. The Tribunal shal I serve a Notice of Hearing, as provided herein, on all parties at least ten (10) days prior to the hearing, if such hearing is requested by a Respondent. The hearing shall be held no sooner than thirty (30) days after the Complaint is mailed or delivered to each Respondent. The Notice of Hearing to each Respondent shall be substantially in the following form but may include other information: 21 .~- ~: "You are hereby notified that a hearing will be held before a Tribunal appointed by the President of Monarch on the Park Condominium Owners Association, at [address of the Association] on the day of , 20 at the hour of ,upon the charges made in the Complaint served upon you. You may be present at the hearing, may but need not be represented by counsel, may present any relevant evidence, and will be given full opportunity to cross-examine al] witnesses testifying against you. You are entitled to seek the attendance of witnesses and to compel the production of books, documents or other items in the possession of Monarch on the Park Condominium Owners Association by applying to the Board of Directors of Monarch on the Park Condominium Owners Association." 10.6 Hearing. (a) Oral evidence shall be taken only on oath or affirmation administered by a member of the Tribunal. The use of affidavits and written interrogatories in lieu of oral testimony shall be encouraged by the Tribunal. (b) Each party shall have these rights: to call and examine witnesses; to introduce exhibits; to cross-examine witnesses on any matter relevant to the issues; to impeach any witness; and to rebut the evidence against such party. If Respondent does not testify in his own behalf, he may be called and examined as if under cross-examination. (c) The hearing need not be conducted according to technical rules relating to evidence and witnesses. Any relevant evidence shall be admitted if it is the sort of evidence on which responsible Persons are accustomed to rely in the conduct of serious affairs, regardless of the existence of any common law or statutory rule that might make improper the admission of such evidence over objection in civil actions. Hearsay evidence may be used for the purpose of supplementing or explaining other evidence but shall not be sufficient in itself to support a finding unless it would be admissible over objection in civil actions. The rules of privilege shall be effective to the extent that they are otherwise required by statute to be recognized at the hearing, and irrelevant and unduly repetitive evidence shall be excluded. (d) Neither the person filing the Complaint nor the Respondent must be in attendance at the hearing. The hearing shall be open to attendance by any Members of the Association to the extent of the permissible capacity of the hearing room. (e) In rendering a decision, official notice may be taken at any time of any provision of the Declaration, these Bylaws, the Rules and Regulations of the Association or any generally understood matter within the working of the Association. Persons present at the hearing shall be informed of the matters to be noticed by the Tribunal, and these matters shal l be made a part of the record of proceedings. 22 ,~ ^,. ~. ~ s (f) The Tribunal may grant continuances on a showing of good cause. (g) Whenever the Tribunal has commence to hear the matter and a member ofthe Tribunal is forced to withdraw prior to a final determination by the Tribunal, the remaining members shall continue to hear the case and the hearing officer shall replace the withdrawing member. 10.7 Decision. If a Respondent fails to file a Notice of Defense as provided in Section 10.3 of these Bylaws, or fails to appear at a hearing, the Tribunal may take action based upon the evidence presented to it without further notice to Respondent. However, the Respondent may make any showing by way of mitigation. The Tribunal will prepare written findings of fact and recommendations for consideration by the Board of Directors. The Tribunal shall make its determination only in accordance with these Bylaws. After all testimony and documentary evidence has been presented by the Tribunal, the Tribunal may vote by secret written ballot upon the matter, with a majority of the entire Tribunal controlling. A copy of the findings and recommendations of the Tribunal may be posted by the Board of Directors at a conspicuous place in the Condominium, and a copy shall be served by the President on each Person directly involved in the matter and his attorney, if any, in accordance with the notice provisions set forth in the Declaration. Disciplinary action, levy of a Reimbursement Assessment or other action or remedies which require Notice and Hearing under the Declaration, these Bylaws or the Rules and Regulations ofthe Association shall be imposed only by the Board of Directors of the Association and in accordance with the findings and recommendations of the Tribunal. The Board of Directors may adopt the recommendations of the Tribunal in their entirety or the Board of Directors may reduce the proposed penalty and adopt the balance of the recommendations. In no event shall the Board of Directors impose more stringent enforcement action than recommended by the Tribunal. The decision ofthe Board of Directors shall be in writing and shall be served upon each Respondent, unless otherwise ordered in writing by the Board of Directors. The Board of Directors may order a reconsideration at any time within fifteen (15) days Following service of its decision on the involved persons, on its own motion or on petition by any party. However, no action against a Respondent arising from the alleged violation shall take effect prior to the expiration of the later of (a) fifteen (15) days after each Respondent's receipt ofthe Notice of Hearing; or (b) five (5) days after the hearing required herein. 23 .., .~, ~' CERTIFICATE OF SECRETARY [, the undersigned, do hereby certify that: 1. I am the duly elected and acting Secretary of Monarch on the Park Condominium Owners Association, a Colorado non-profit corporation ("Association"); and 2. The foregoing Bylaws, comprising 24 pages including this page, constitute the Bylaws ofthe Association duly adopted at the meeting of the Board of Directors of the Association duly held as of October 27, 2008. In witness whereof, I have hereunto subscribed my hand and affixed the seal of the Association as of this 27`h day of October 2008. Susan Woolery, Secretary 24 ,-,. k, r Document processing fee If document is filed on paper $125.00 If document is filed electronically $ 25.00 Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine primed. _., Colorado Secretary of State Date and Time: 10/27/2008 07:53 PM ID Number: 20081565807 Document number: 20081567508 Amount Paid: $25.00 ABOVE SPACE FOR OFFICE USE ONLY Articles oFAmendment filed pursuant to §7-90-307, et seq. and §7-130-] OS of the Colorado Revised Statutes (C. R.S.) ID number 1. Entity name 2. New Entity name (if applicable) 20081565807 Monarch on the Park Condominium Association (!f charcging the name of the corporation, indicate name BEFORE fhe name change) Monarch on the Park Condominium Owners Association 3. (If the following statement applies, adapt the statement by marking the box and include an attachment.) ^ Other amendments are attached. 4. If the nonprofit corporation's period of duration as amended is less than perpetual, state the date on which the period of duration expires (mm/dd/YYYY) OR If the nonprofit corporation's period of duration as amended is perpetual, mark this box ^/ 5. (Optional) Delayed effective date (mm/dd/yyyy) 6. Additional information may be included pursuant to other organic statutes such as title 12, C.R.S. If applicable, mark this box ^ and include an attachment stating the additional information. Notice: Causing this document to be delivered Co the secretary of state for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the secretary of state, whether or not such individual is named in the document as one who has caused it to be delivered. Rev_71/15/2005 1 oft 7. Name(s) and address(es) of the individual(s) causing the document to be delivered for filing RODS LeS (Lang (First) (MlddleJ (Suffix) 500 Golden Eagle Drive (S[reet name and number or Pos[ Office Boz informa[ion) Broomfield CO 80020 (City) (State) (PastallZip Code) United States (Province-ifapplfcable) (CoJmtry-jnot US) (The document need no[ state the tote name and address of more than one individual. However ifyou wlsh to stale the name and address of nny additional individuals causing [he document [o be delivered for filing, mark Th is box ^ and include an a[[achrrsent sorting the name and address of such individuals.) Disclaimer: This form, and any related instructions, are not intended to provide legal, business or tax advice, and are offered as a public service without representation or warranty. While this form is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form. Questions should be addressed to the user's attorney. Revll/GI2003 2 oft .-. .,.~ Document must be filed electronically. Paper documents will not be accepted. Document processing fee Fees & forms/cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Colorado Secretary of State Date and Time: 10/27/2008 11:55 AM [D Number: 20081565807 $S0.o0 Document number: 20081565807 Amount Paid: $50.00 daOVE SPACE FOR OFFICE USE ONLY Articles of Incorporation for a Nonprofit Corporation filed pursuant to § 7-122-]O] and ~ 7-122-102 of the Colorado Revised Statutes (C.R.S.) 1. The domestic entity name for the nonprofit corporation is Monarch on the Park Condominium Association /Cautiou: The use of certain terms or abbreviations are restricted by law. Read instructions for more information ) 2. The principal office address of the nonprofit corporation's initial principal office is Street address 1201 Galapago Street Suite 101 (Street number Mailin address (leave blank if same as street address) Denver CO 80204 (CiryJ (State (Z/P/Postal Code) Untied' States (Provrnce-ifapp[icable) /Country) (Street number and name or Post Once Box injormat7onJ (Stale) (ZIP/Posta]Code) (Province-ljappl(cable) (Country) 3. The registered agent name and registered agent address of the nonprofit corporation's initial registered agent are Name (if an individual) RODS L2S (Lasq (Firs[) (Middle) (Su~xJ OR (if an entity) (Caution: Do not provide both an Individual and an entity name.) Street address 500 Golden Eagle Drive (Street number and name) Broomfield Cp 80020 (CiryJ /State) /ZIP Cade) AR"CINC_NPC Page I or3 Rev_02/28Y2008 `~ Mailine address (leave blank if same as street address) (Street number and name or Post Once Bos injormanonf CD (CiryJ (State) (ZIP Code) (The follmving statement is adapted by marking [he bas.) ^/ The person appointed as registered agent above has consented to being so appointed. 4. The true name and mailing address of the incorporator are Name (if an individual) OR (if an entity) (Caution: Do not provide both an Mailing address Roos (Last) Les (First) (Middle) (Suffix) and an entity name.) 500 Golden Eagle Drive (Street nwnber and name or Post Office Boz information) Broomfield CO 80020 (aryf Un~te`~fStates ~/Pm°srarcoae~ (Pro»ince-ifapplicableJ (Country) (If the follarving statement applies, adopt the statement by marking the boz and include an attachment) ^ The corporation has one or more additional incorporators and the name and mailing address of each additional incorporator are stated in an attachment. $. (/jrhe jo//otiving statement applies, adopt the sm(emem by marking the box.) Q/ The nonprofit corporation will have voting members. 6. (The following statement is adopted by marking the box.) Q Provisions regarding the distribution of assets on dissolution are included in an attachment. ~. (/jrhe following statement applies, adopt the sm[emem by marking the box and inc/ude an attachment.) 0 This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does nat have a delayed effective date. Stating a delayed effective date has significant legal consequences. Read instructions before entering a date.) (Ijthe follmving statement applies. adopt the statemeN by entering a dale and, rfapplicab[e, time using [he required format.) The delayed effective date and, if applicable, time of this document is/are (mm/dd/yyyy hour: mimzte Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. ART W C_NPC Page 2 of 3 Rev_ 02Y28/2008 .~ ~. .~ This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are Roos Les (Gast) (First) (Middle) (Styx) 500 Golden Eagle Drive /Sdreet number and name or Pas! Off ce Bar injormntion) Broomfield CO 80020 (City) (Smte) (ZIP/Postal Cade) United States (Prontnce-Ifapplicoble) (Cotmtry) (If the following s[atemen! applies. adop( the statement by marling [he box and include an atlachmen[.) ^ This document contains the true name and mailing address of one or more additional individuals causing-the document to be delivered for filing. Disclaimer: This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are furnished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTINC_NPC Page 3 of3 Rev- 02/28/3005 ~s -, Click the following links to view attachments Attachment 1 is es o ncorporation Attachment ,~- ~, ~.. OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Mike Coffinan, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, Monarch on the Park Condominium Owners Association is a Nonprofit Corporation formed or registered on 10/27/2008 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20081565807. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 10/23/2008 that have been posted, and by documents delivered to this office electronically through 10/27/2008 @ 19:56:48. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 10/27/2008 @ 19:56:48 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 7213292. rG.~u~-- Secretary of State of the State of Colorado .:.:::::.ss<s:ss«s.:,s:,.s<s..aa.»axa»a+:*+*«End of Certificate"»m:x<:.+:x..:<:x.x:x...~.r+:.+r..M«.......e.<+. -,Na[ice: A certificate issued electranica//v bom [he Colorado Secremr~of State's Web si[e is fully and 'mmediately valid and ef(ee[iye Hmvever. as an option, the issuance and validity of a cert f cote obtained electronically may be established by visiting the Cert f cote Confirmation Page of (he Seeredary of Sate's Web she, htta://ivunrsass(ate.ca.uc2is/CertiflcateSearchCriteria do entering the cerdificate's confirmaNan number displayed on [he certificate. and follmving the instruc[ians displayed Con~rmine the issuance of a certifrca[e is merely aatianal and is not necessary to [he valid and effective Issuance of a eertlfleate. For mare information. nisi) our Web site, http,iivwiv_sos-smte.co. us/cGek Business Center and select "Fre9uen[fy Asked Ouesnons. ~' ccnr cs oR~~is~eosn_ormna w. GIN OF ASPEN HRETT PAID ~~ ~ ~~~ob ~1~~10~ Upon recording return to: Les Roos Cage Williams Abelman 8c Layden, P.C. St. Elmo Building 1433 17th Street Denver, CO 80202 CITY OF ASPEN DA WR 19EP D NO. ilsz os ~ a-»~Q 6 General Warranty Deed This General Warranty Deed ("Deed"), made between Limelite, Inc., a Colorado corporation ("Grantor"), and Limelite Redevelopment LLC, a Colorado limited liability company ("Grantee"). WITNESSETH, that Grantor, for and in consideration of Ten and /100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which aze 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 Pitkin County, Colorado described as follows: Lots A and B, Block 77, City and Townsite of Aspen, County of Pitkin, State of Colorado and Lots C, D, E, F, G, H and I, Block 77, City and Townsite of Aspen, County of Pitkin, 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 and 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 bazgained 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 to and with the Grantee, its successors and assigns, that at the time of the ensealing and delivery of these presents, it is well seized of the premises above conveyed, has good, sure, perfect, absolute and indefeasible estate of inheritance, in law, in fee simple, and has good right, full power and lawful authority to grant, bazgain, sell and convey the same in manner and form as aforesaid, and that the same are free and cleaz from all former and other grants, bargains, sales, liens, taxes, assessments, encumbrances and restrictions of whatever kind or nature whatsoever, except real property taxes and assessments for the calendaz yeaz 2005 and subsequent years a lien not yet due and payable, reservations and exceptions as set forth in the Deed from the City of Aspen recorded in Book 59, Page 283 of the Clerk and Recorder's Office for Pitkin County, Colorado, and a first Deed of Trust securing a promissory note in the original principal amount of Eight Million Three Hundred Thirty Two Thousand Five Hundred and 00/100 U.S. Dollars ($8,332,500) payable to the order of Wells Fargo Bank, National Association. C m m N N_ m ~°., W ~~.. OC 0 r- 6 V ~W N° m m~ ~~ IIIIIIl1Nllllllnlllllll~I(VIIIVIIIIII~~~)III'Ifll a 064eas oz:ss SILVIR ORVIS RITKIN COUNTY CO R 11.00 D 1500.00 1:\LV.-062]\0~1\Docs\Limeli,eSomhDed01.13.O3.doc d~ The Grantor shad 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 lawfully claiming the whole or any part thereof. IN WITNESS WHEREOF, Grantor has executed this General Warranty Deed as of the date set forth below. GRANTOR: Limelite, Inc., a Colorado corporation By: ale Paas, President STATE OF COLORADO ) ss. COUNTY OF ~ ) The foregoing instrument was acknowledged before me this day of January 2005, by Leroy Dale Paas, as President of Limelite, Inc., a Colorado corporation, Grantor. My c m 'scion expires: z. ~OV6 (SEAL] ROXMINE DENISE yl, DB11?11A00 Notary Public iR~~~r~~A~'~ 506424 Aage: 2 of 2 01/27/2905 02:55 00 O 1500.00 1:\LV.-0627\002\Dous\l,im<IiteSomhDeed01.13 OS.doc ~- --, ~. ~ ~ File No: 06101303 Additional Reference No: Commitment Revision: C3 Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULER Regarding Property Address: Monarch on the Park Condominium Regime Aspen, CO 1. Effective Date: October 29, 2006 @ 7:00 am Issue Date: October 13, 2006 2. Policy (or Policies) to be issued: POLICY AMOUNT (a) 1992 ALTA OWNER'S POLICY Proposed Insured: (b) 1992 ALTA LOAN POLICY $32,900,000.00 Proposed Insured: U.S. Bank National Association 3. Fee Simple interest in the land described in this Commitment is owned, at the Effective Date, by Limelite Redevelopment LLC, a Colorado limited liability company 4. The land referred to in the Commitment is described as follows: SEE ATTACHED EXHIBIT "A" Premiums Construction Loan $21439.00 $21439.00 issued at DENVER Co by: First National Title, LLC 4500 Cherry Creek Drive South #102 Glendale, CO 80246 fnCOCanmitment -Schedu/e A This commitment is Invalid an/ess the /nsurittg Page I Provisions and Schedule A and B are attnched ... File No: 06101303 Additional Reference No: Commitment Revision: C3 EXHIBIT "A" South Parcel, Limelight Subdivision/Planned Unit Development, as shown on plat recorded July 26, 2006 at Reception No. 526850, County of Pitkin, State of Colorado Fn COComneinreeret -Scheduled This romrnrmtent is invalid unless the fnsuring Paee'' Provisions and Schedule A and 8 are crunched - - .-^ `. File No: 06101303 Commitment Revision: C3 Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULE B -SECTION I REQUIREMENTS Effective Date: October 29, 2006, 7:OOam The following requirements must be met: (a) Pay the agreed amounts for the interest in the land and/or according to the mortgage to be insured. (b) Pay us the premiwn, fees and charges for the policy. (c) Documents satisfactory to us creating the interest in the land and/or the mortgage to be insured must be signed, delivered and recorded: 1. Release of the Deed of Trust from Limelite Redevelopment, LLC for the use of Limelite, [nc. to secure $6,750,000.00 dated January 12, 2005 and recorded January 27, 2005 at Reception No. 506428. 2. Partial Release of the Deed of Trust to Public Trustee, Security Agreement, Financing Statement, Assignment of Leases and Rents and Fixture Filing from Limelite, [nc., a Colorado corporation and Limelite Redevelopment LLC, a Colorado limited liability company to the Public Trustee ofPitkin County for the use of U.S. Bank National Association to secure a principal sum of $10,500,000.00, dated February 17, 2006 and recorded February 22, 2006 at Reception No. 521060. 3. Warranty Deed from Limelite Redevelopment LLC, a Colorado limited liability company to Limelite, Inc., a Colorado corporation sufficient to convey the fee simple estate or interest in the land described or referred to herein. 4. Deed of Trust sufficient to encumber the fee simple estate or interest in the land described or referred to herein, to the proposed insured, Schedule A, Item B. 5. Payment of all taxes and assessments now due and payable. jnCOConunllment - Schedule 8 -Section / This comrcu[n~ent is invalid unless ahe [nsvring page I Provisions mrd Schedrde A and B are attached. ,~•, -•. ~; . File No: 06101303 Commitment Revision: C3 Disclosure Pursuant to Colorado Revised Statues Section 10-11-122 The subject real property may be located in special tax district: A certificate of taxes due listing each taxing jurisdiction shall be obtained from the County Treasurer or the County Treasurer's authorized agent; Information regarding special districts and the boundaries of such districts may be obtained from the Board of County Commissioners, the County Clerk and Recorder or the County Assessor. Notice of Prospective owners required by Colorado Insurance Regulation 3-5-1 When the company conducts the closing and is responsible for recording or filing the legal documents resulting from the transaction, the Company shall be responsible for all matters which appear on the record prior to such time of recording of filing. Notice to prospective owners required by Colorado Revised Statute 3-5-1-(VII) Affirmative Mechanic's Lien Protection for the Owner may be available (typically by deletion of Exception No. 4 of Schedule B, Section 2 of the Commitment from the Owner's Policy to be issued). Additional Requirement will be added to the Commitment upon request of said coverage. Only upon compliance of said requirements and approval from the Underwriter will said protection be given. Notice of prospective owners required by Colorado Revised Statute 10-11-123 Should be the title search and examination of the chain disclose a severance of the mineral estate from the surface state the following will be added to Schedule B-2 exceptions: A. That there is recorded evidence that mineral estate has been seveced, leased, or otherwise conveyed from the surface estate and that there is a substantial likelihood that third party holds some or all interest in oil, gas, other minerals, or geothermal energy in the property and B. That such mineral estate may include the right to enter and use the property without the surface owner's permission. Note: the underwriter must approve all requests for mineral protection on vacant or recently improved land. End of requirements fnCOCouurrlLnen[ - ~lsclosure Th/s commi[ment /s im~altd carless the Inswing page I Prm~isians ant! Schedrde A and B are a[lached. r1 ~, ~. ,~ Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULE B -SECTION II EXCEPTIONS Effective Date: October 29, 2006 @ 7:OOam Any policy we issue will have the following exceptions unless they are taken care of to our satisfaction. 1. Rights or claims of parties in possession, not shown by the public records. 2. Easements, or claims of easements, not shown by the public records. 3. Discrepancies, conflicts in boundary lines, shortage area, encroachments, and any facts which a correct survey and inspection of the premises would disclose and which are not shown by the public records. 4. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. 5. Unpatented mining claims; reservations or exceptions in patents or in acts authorizing the issuance thereof; water rights, claims or title to water. 6. Water rights, claims or title to water, whether or not shown by the public records. 7. Taxes or assessments which are not showy. as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 8. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof, but prior to the date the proposed insured acquires of record for value the estate or interest or mortgage thereon covered by this commitment. 9. Any and all unpaid taxes, assessments and unredeemed tax sales. 10. Exceptions and reservations as set forth in the Act authorizing the issuance of the Patent for the City and Townsite of Aspen recorded March 1, 1897 in Book 139, page 216. 11. Ordinance No. 1 (Series of 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006 at Reception No. 526847. 12. Subdivision/Planned Unit Development Agreement for Limelight Lodge Subdivison/Planned Unit Development recorded July 26, 2006 at Reception No. 526848 13. Subdivision Plat of Limelight Subdivision/Planned Unit Development recorded on July --, .~ File No: 06101303 26, 2006 at Reception No. 526850. 14. Note: The following item will be added to the policy when issued: Pending disbursement of full proceeds of the loan secured by the mortgage covered by the policy, this policy insures only to the extent of the amount actually disbursed, but increases as each disbursement is made in good faith and without any actual knowledge of any defects in, or objections to the title, up to the face amount of this policy. This policy does not guarantee the completion of the improvements nor the sufficiency of funds for the completion thereof. Note: Upon payment of all taxes and assessments now due and payable, as shown in Schedule B -Section 1, Exception 9 will be amended to read as follows: "Taxes and assessments for the year 2006 and subsequent years, a lien, not yet due or payable." End of Exceptions fnCOComminnen~Schedule B-Section It This connnimxeni is im~a7id anless (he /nsm~ing Page l Provisions and Schedule d and B are attached AUG. 28. 2006 4:§OAM P[rKIN COUNTY TiT'~ ORtiIlYANCE N0. i {SERIES OF 2006) ``~ N0. 39'4 P. 2 AN ORDINANCE OF THE ASPEN CITY COiINCIL APt~O'VII+iG THE LIMELIGHT LODGE FINAL PLANNED UNtT DEVELOP14tENT AND ASSOCL9,TEb LAND USE REVIEWS TO CONSTRUCT 125 LODGE ROOMS AND I5 REStbENTIAI, bWELLING UNITS ON THE LtMELtTE LODGE, DEEP POWDER LODGE, AND SNOWFLAI~ tNN PROPERTIES, DESCRIBED AS THE EASTERNMOST 30 FEET OF LOT C, LOTS D-t AND LOTS O-S, BLOCK 76, CITY AND TOWNSITE OF ASPEN, AND LOTS A-I, BLOCK 77, CITY OF ASPEN, PITKIN COUNTY', COLORAbO. ParcellVa 2737-182-19.OOI Parcel Na 1737-I31-05-001 Parcel No.1737-182-I8-Oal ParcellVa 273R073~2-001 WHEREAS, the Community Development Department received an application from Limelite Inc, and Limelite Redevelopment LLC, owners, Iepresented by Stave Szynlanstd, requesting approval of a Final Plalmcd Unit Development, Partial AIIey Vacation, Rezoning, Subdivision, Wheeler Mountain View Plane Review, Residential Design Standards Variances, CammeJroisi Design Standazd Variances, and Growth Management Review, to construct 125 Iodge units and seventeen (17) free market residential dwelling units on the properties described as the easternmost 10 feet of Lot C, Lots D-I and Lots QS, Block 76, of the City and Townsite of Aspen and Lots A-I, Block 77, City and Townaite of Aspen; and, WHEREAS, the subject properties contain approximately 64,000 total square feet and are located in the Lodge Zone District; and, WHEREAS, the Community Development Director has determined in consultation with the Applicants that it weuld be appropriate for the review of all of the Iand use requests associated with the final PUD application to be combined with the review of the final PUD application to ensure clarity in the final decision pursuant to Land Use Code Section 26.304.060(8x1), Combined reviews; and, WHEREAS, pursnani to Land Use Code Section 26.445, Planned Unit Development, the City Council may approve, approve with conditions, or deny a Final Planned Unit Development request during a duly noticed public hearing after taking and considering comments from tare general public, and recomm~dations from the Planning and Zoning Cotnmissien, Community Developmeut Director, and relevant referral agencies; and, WHEREAS, during a duly noticed public hearing on December 6, 2005, the Planning and Zoning Commission continued the review of the proposal to Decpnber 13, 2005; and, ~i11N~l~l~~lll~lll~~l~ll~~lllp~~~ 526iieee ii:sz JAN1C~ K 4D5 CPUDILL PTTNIq COUNTY CD R 36.00 b e.00 8" ^_ ~~,,~~ ~..~ AUG. 28. 2066 4:5!AM PIIKIN COUNTY T_TLE N0. ?914 P. 3 WI~REAS, during a duly noticed public hearing on December 13, 2005, the Platmiag and Zgnigg Commission approved Resolution No. 38, Series of 2005, by a flue to zero {S-0) vote, recommending that City Council approve with conditions, the Iaraeiight Lodge final PTJD and associated land use ac6ous to construct as incentive lodge consisting of 1251odge units and seventeen (l7) fi'cewmarket residential units; and, WHEREAS, during s duly noflced public hearing on January 23, 2006, the Aspen City Council continued the review of the application to February 6~n; and, `WHEREAS, the Applicarna submittal a revised proposal containing 12S lodge units and fiReca (IS} 1j~e-market residential units; and, WHEREAS, during a continued public hearing on February 6, 2006, the Aspen City Council approved Ordinancs No. 1, Series of 2006, by a four to one (41} vote, approving with conditions, the Limelight Lodge final PCID and associated land use actions to construct au incentive Iod~ consisting of l2S lodge units and fifteen {TS) free-market residemial units; and, W}iEREAS, the Aspen City Council has reviewed and considered the development proposal ender the applicable provisiours of the Municipal Gode as identifted herein, has reviewed and considtred the recommwtdation of the Planning and Zoning Comnssion, the Community Development Director, the applicable referral ageaoies, and has taken and considered public comment at a public hearing; and, WFIIItEA$, the City Council fords that the. development proposal meets or exceeds all applicable developmeot standards and that the approval of dte development proposal, with conditions, is consistent with the goals and elements of the Aspen Area Community Plan; and, WHEREAS, the City Council finds that this Ordinance furthers and is neceasmy for the pmanotion of public health, safety, and welfare. NOW, THEREFORE, SE TP OT2DAINED 13Y T~ CITY COCJNCIL OF THE CITY OF ASPEIQ, COLORADO THAT: ecticn 1 Pursuant to the procedures and standards set forth in Title 26 of the Aspen Municipal Code, the Aspen City Council hereby approves the Limelight Lodge Final PtTCi application, partial alley vacation, subdivision, rezoning to include a FUD overlay, Wheeler Mountain View Plane Review, Commercial Design Standard Variances, and Growth Mauaganent Review to construct 125 lodge units and fifteen {15} free market residential dwelling units on the properties described as the easternnros[ 10 feet of Lot C, Lots D-T and Lots O.S, Htock 76, of the City and Townsite of Aspen and Lots A-I, 131ock 77, City and Townsite of Aspen, subject to the conditions contained herein. ~~Ill~~u~lllllllNBIIIl~1~1~~~~1~~~1~ 5~~8e g i~:sz dRNTCE X VO5 LRU~ILL PtrK1N CPIMiv W a 56.00 ~ 0.00 AUG. 28. 2006 9:§lAM PIS°k~IN COUNTY Ti LE ~ NO. 3914 P. 4 6ection 2: Rteoniae to inchlde a PTJD Overlay Pursuant to the prncedutes and standards set Borth in City of Aspat Land Use Code Sectien 26.310, Amesdinents to the Land Use Code and f~icial Zone District Map, City Council hereby rezones We Limelite Lodge, Deep Powder Lodge, and Snowflake Inn properties to include a PUD overlay, action 3: Sr visio UD d A Bement The Applicants shall record a snbdivisian agreement that meets the requirements of Land Use Code Section 26,480 within I80 days of appxoval. Additionally, a final Subdivision/PUD Plan shall be recorded in the Pitkin County Cleric and Recorder's Oflice within 180 days o£the final approval and shall include the following: a. A final plat meeting the requirements of the City Engineer and showing: easements, enereachtnent agreements and licenses (with the reception numbers) for physical improveloaents, and locatianofutilitypedestals. b. An illustrative site plan of the project showing the proposed improvements, landscaping, parking, and the dimensional requirements as approved. c. A drawing representing the project's architectural character. d. A final grading and drainage plan. e. A final utility plan. Section 4: Buildine Perm& Annllcation The building permit application shall include the following; a. A copy of the final Ordinance and P&Z Resolution. b. The conditions of approval printed on the cover page of the building permit set c. A completed tap pemrit for service with the Aspett Con~lidated Sanitation Aistrict. d. A tree removal permit as required by the City Parks Department and any approval from the Parks Department Director for off-site replacement or mitigation of any removed trees. The tree removal pemtit application shall be accompanied by a detailed landscape plan indicating which trees era to be removed and new plantings proposed on the site. e, A drainage plan, including an erosion control plan and snow storage runoff plan, prepared by a Colorado licensed Civil Engineer, which maintains sediment and debris on-site during and after construction. If a ground recharge systeru is required, a sail percolation report will be required tD correctly size the facility. A 5- year storm frequency should be used in designing any drainage improvements, t: A final construction management plea pursuant to the requirements described in Section 6 of this ordinance. ~iIIIIIN~II~~IIpI~I~~NIIIIN~IIVI ~~fi8~~,t ~ANICE N VOS ~gIJpILL prTN:a COWTY CQ a 07t2a~2'e06 11;52 36.00 d 0.00 .~, ~. AUG. 2E. 2006 9:52AM Pi"KIN COUNTY TITLE N0. 3914 P, 5 g. A fugitive dust control plan to be reviewed and approved by the Eagineeting Dt:paR3nent, h. 4n excavatlon/stabilization pianprepared by alicensed };ngineer, Seciion 5: Dimetr~ionai Reauireme~-a The dimensional regt3aemerrts egtablished in this PUD areas follows: Dimensional PCJD Diatenaioaal R uirement Ret piremen#s Minimum Lot Size 6 000 SF MinimamLotwidth 60Fcet Mmiramn Front Yard o Feet Setback Miaiawn Sida Yard 0 Feet Setback Miwmam Rear Yard 0 Feet Setback Maxunum Haight Lodgo: 46 Feet for Frunary Roof Eeight, 50 Feet for ]iarited ac~eant elements, elevators, mnchanica! eacloames, etc." Per Roof Haight Plan Prascoted az 2!6/06 City Comci] Meeting Reaidcntiat; 42 Feet, measived &am cxitting grads and 46 feet for elevator head enclosures, fireplace $ues, and vent tetndna&ons." Per Roof Height Plan Presented ar 2/6/06 City ComtcilMeetin . Minimun3 Peremt Open 77% Maximum Sits Coverage S ace Allowebla &xteawl 2,43;1 FAR Mirdmam (YFf-Boreal 4 Parking Spaces per Lodge Unit Parking 2 Parking Spaces per Residential C7nit Stx~tta 61 ConeRVCdon Maa emeat A tor3sttnetion management plea shall be submitted with the buildiz3g permit application that meets the requirements of the current "Components of a Constn3ction Management Plan" handout that is available in the City of Aspen Building Department. The construction management plan shall include at a minimum, a construction parking plan, a construction staging and phasing pI~I, a construction worker transportation plan, a plan for accepting major construction-related deliveries with estimated delivery schedule, the designation of haul routes, and an agreement with the City to participate with other aeigbbotvfg developments undo construciion to limit the impacts of construction. This ~~N ~IIII~{W,NI ~II ~n~~II I~~IIII III III 07~2e/$2006 i3:S% JIWieE K VOS 1IM103L1 aIMIN Couatr ca R 56.00 0 0.00 J AUG. 28. 2Q06 9:§2AM P[TKIN COUNTY TITLE N0. 3914 P, 6 agreement shall be prepared by the developer and accepted by the Community Developmett Director. As part of the construction management plan, the developer shall agree to require alt dump trucks hauling to and from the site to cover their loads slid meet the emission requirements of the Colorado Smoking Vehicle Law. Any regutatiana regarding construction management that may be adopted by the City of Aspen prior to application for a building permit for this project shall be applicable. The construction management plan shall also include a fugitive dust watrol plan to be ttwiewed by the City Engineering Department drat includes watering of disturbed areas (including haul rouses, whero necessary), perimeter silt fencing, as-needed cleaning of adjacent right-of--ways, and a representation that the City has the ability to request additional measiaes to prevent a nuisance during constntction A temporary enaroaehmertt license is required for use of the City's right-of-way for construction purposes. The Applicants shall not ba allowed. to close Monarch Sheet during coashuotian except when doing utility work in Monarch Sweet and constructing corner bulb-outs. The Applicants shall coordinate with the Roaring Fork Transit Agency (RFTA) and the City to schedule a closure of Monarch Street, Street closures conettnent with significa~ public events in Wagner Park shall be avoided to the greatest extent possible. Street alosurea of South Monarch Street and East Cooper Avenue shall be administered by the City of Aspen Building Departrnent subject to obtaining temporary encroachment liael~es, The Applicants shall •also provide phone contact information for on-site project aaanaganent to addmss construction impacts to: The City of Aspen, the 210 E. Cooper Condominit~s, the Park Central Condominiums, the Park Caffit'al West Condominiums, sad the Towne place of Aspen Condominiums. Section 7: Pre~Constrnction Meetlnlr The Applicants shall conduct apre-constrvctioa meeting with rho City Community Development Staff prior to submittal for a building petrnit application. This meeting shall include the general contractor, the architect producing the construction drawings, the Community Developmart Engineer, a rapres~ttative of the City Building Department, and the Community Development Deparmtent's case planner. &ection 8: FSre MlH¢ation The Applicants shall install a fire sprinkler system and alarm system that meets the requirements of the Fire Marshall iq both the residential and lodge developments. The water service line shall be sized appropriately to acwmmodate the required Fire Sprinkler System. The Appliaattts' design team shall meet with the Fire Marshall to formulate a plan for fighting fires in the below-grade parking garage structures prior to building permit submittal. IIIIIIIIIINIII~IIf~IIINIIII~~~llill~l 5~~8 ii:sZ dPNiC£ K VOS CAIpILI P]TKIN GOlrrrr CO R 48,00 D 0.00 AUG. 28.20U6 9:§2AM .... ~,~ PIT(fN COUNTY TITLE N0. 3914 F. 7 Section 9: Water Department Requirements The Appfleants shall comply with the City of Aspen Water System Standards, with Title 25, aad with the applicable standards of Title 8 (Water Conservation and Plumbing .Advisory Code) of the Aspen Municipal Coda, as required by the City of Aspen Water Department. The Applicants shall also enter into a water service agreement with the City and complete a comttton service line agreement for the residential units. $ach residential unit shall have an individual water molar but the Applicants will be required to pay only one tap fee for the resiiierltial unit buildmg and one tap fee for the lodge building. The Applicants shell comply with the Aspen Consolidated Sanitation District's rules and regulations. No clear water comtections (roof; foundation, perimeter drains) to ACSD lines shall be allowed. Oil and sand separators meeting the ACSD's Iequiremeats shall be installed in each of the parking garages. Tn addition, the driveway entrance draius shall draia to drywalls and elevator sha8 drains shall drain through an oil aad sand separator. One tap to the main sanitary line is allowed for each of dte buildings within ffie development. No soil nails shall be allowed in the public right of way above ACSD main sewer lines, The Applicants shall enter into a shared service litte agreement. G1ytA1 and snowmelt shall have containment areas approved by the Aspen Consolidated Sanitation District, won 11: Sewer Llnc Relocation The Applioants shall fund the relocation of the train sanitary sewer line that serves the Prospector Lodge. Sectioa 12: TransiormerRelocatioa The Applicants shall relocate the existing transformer onto their pmperty_ The location for the transformer shall be approved by the Community Development Department prior to installation, The Applicants shall dedicate atI easement to allow for City IItility. Personnel to actress We relocated transformer for maurtenance purposes. $eetion 13: Deliveries in Block 76 Allev There shall be no deliveries to the extent retraining Block 76 alleyway. practical to the Limelight Lodge via the Sg~iotl 14: Lodge Employee Audit An employee audit on the lodge component and residential ooaapoaent of the development shall be conducted after two fuU fiscal years from the date of issuance of the certificate of occupancy to verify that only 40 FTEs aze needed to operate the new lodge, pursuant to the following terms; a. The Applicants shall provide. an up-to-date report on the current employees at the time of final plat. b. The Applicants shall retain an auditor and shall gain prior approval from the Housing Office Operations Manager for the selection of the auditor. IIllIRII~~~II~~I~I~I~~I~N11f~I~Il~~l ~26$zeee ii:sx JPNICE K WS CiM1DILL PITK7N WUNTY Cp R Sa,OD 0 0.00 ,.~a ~ `~, ., ~ .~ AUG. 28. 2006 9.§3AM PITKIN COUNTY TITLE N0. 3914 P. 8 a The Applicants shall be fitlly responsible for al! fees associated with retaining an auditor, d. The audit shall occur after two full fiscal years of operaiion. Should the housing audit referenced above indicate that the new finetight Lodge is employing more than the forty (40) full-time employees (the Limelite Lodge, Deep Powder Lodge, and SnowIIake Inn to be demolished had 42 full-time employees a8er consolidating ownership of the properties, of which 2 FTEs shall be credited to the $ee- market residential component in order to lower its employee housing mitigation requirement to 3.36 1-bedroom affordable housing units or cash-ih-lieu thereofl that are anticipated to operate the new lodge, the Applicants shall return to the Housing Authority under the fallowing tetras: a. The Applicants shall provide deed restricted, affordable housing or cash-in-lieu thereof tc mitigate for 3Q°/u of the additional employees above 40 full-time employees. b. The Applicants shell abide by the AspenlPitkiTA County Affordable Housing Guidelines in effect at the time of the audit, c. The term employee shall includt all full-time payroll and non-payroll employees generated by the application. d. Bmployee housing units or cash-in-lieu thtreof equal to 3.361-bedroom units shall be provided prior to requesting a 5na1 building inspection on any of dre residential or lodge units within the project. Section 15: Dew Powder Relocadon Tile AppGcatrts shall pay $20,000.00 towards, schedule, and supervise the relocation of the two (2) oldest deep powder cabins to a site provided by the City, The landing site of the oabins shall be identified by the Ciiy in a timely manner to allow for the relocation of the cabins on or around May 1, 2006, to accotntnodato the demolifion plans of tho Applicants, Sectiam lfi• LagdscaAiat,$ The Applicants shall sabmit a detailed landscaping plan as part of the building permit application. This landscaping plmi shall include a plan for right-ofway landscaping and itzigatlon without trenching under the roots of trees to be prese<vcd to the extent possible Tf trenching is necersary it shall be done by hand. The plan shall also include a parkway landscaping strip adjacent to all abutting public sttaets of at least five (5) feet in width. Appropriate sttEet tree plantings are required along all streets adjacent to the property. The Applicants shall preserve the existing Cottonwood tree located an the comer of South Monarch Stroet and East Hyman Avenue and the lazge Cottonwood des that exists between the Deep Powder Lodge and the Limelite South Building that were slated for removal in the conceptual PUD application. Additionally, the stand of large Spruce trees located to the north of The existing Limelite South Building shall be thinned for health and preserved. The Applicants shall also install tree saving construction fences around the drip line of any trees to be saved subject to the followingpmvisions; ~I~III ~II NIW~II~~~~II~I4 will I~U II~ S918g006 It:02 JPNIGE K yD5 DNUDILL PITKIN COeNTT Cp R 56.00 D 0.00 RUG, 28.2006 9.~3RM r ?II~IN COUNTY TITLE ,., ~ NO. 3914 P. 9 s. The City Forester or hislLer designee must inspect this fence before any construction activities commence. b. No excavation, storage of materials, storage of construction equipment, conshvctioa backfill, foot or vehicular traffic shall be allowed within the drip line. The Appiicartts shall also remove the dnee (3) conifers located adjacent to the proposed parking garage entrance to the lodge building along East Hyman Avenue, A 2-year tnaunenance bond shall be secured by the Applicants for any trees to be preserved in which there wi1Z beplaffied excavation within or adjacent to their driplvres. Section 17: Pedestrlan Amenity The Applicants are pmpasing to provide pedestrian amenity for 1% (approximately S50 square feet) of !ot square footage. The Applicants shall pay acash-in-lieu fee of providing pedestrian amenity in the amount of $732,90p (15,208 SF which is 25% of 60,634 SF ptvperty size minus 550 square feet of pedestrian amenity space provided= $14,658 SF, multiplied by $50 per square foot} prior to bnilding permit issuance. S~ 18: P~LI-1D Mitieatton The Applicants shall execute the following methods of PM-t 0 mitigation: a. Sell the residential units with only one parking space per unit and require that purchasers of a unit be required fo purchase a second apace ak an additional cost. b. Provide free 1tFTA bus passes to employees that live outside the GSty of Aspen. c. Advertising to potential guests that a personal or rental car is not necessary due to the extensive public transportation system. Seaton 19: Corner Bnlb•Ouls The comer bulb-oaks shall contain tapered verb lines of 15 degrees leading Into the corner bulb auto proposed in the South Monarch Street and East Hyman Avenue right-of-ways for anew plowing purposes. Additionally, a street width of 28 feet, from the face of curb to the face of curb, shall be maintained on South Monarch Street where the camcr bulb-onts aze proPo~d~ Section 2Q: Ri hw~Imnrnvements The Applicants shall reconstruct E Cooper Avenue between South Aspen Street sold South Monarch Street and split the drainage flows to South Aspen Street and Monarch Street. Additionally, if it is necessary to install a new storm drainage pipe in E. Hyman Avenue and resurrect the storm sewer inlet on the southeast corner of S. Aspen Street and E. Hyman Avenue, the Applica~ata shall reconstruct the south half of E, Hyman Avenue. The Applicants shall also reconsuruct the west half of S. Monarch Street and pave the alleyway of Block 77. All of the improvements set forth in this section steal! be made prior to issuance of a certificate of occupancy on any part of the development, II~IIII ~III~,11'~~~II'll~~ull,ll ~I 97%2s800fl 1r'32 dRNICE K Y05 GRUOILL PITKIN COUNTY Cp R 38.00 J 0.90 AUG. 28, 2006 9: §4AM P[1KIN COUNTY T_T~E ,... ~~ NO. ?914 P, '0 S lieu 21: Sid Curb d Getter Sidewalk, curb:.and gutter meeting the City Engineer's design regtirements shall be constructed in the right{,f--way adjacent to all of the Property subject to this development prior to issuance of a certificate of occupancy on any portion of the development. On Cooper Avenue between South Aspan Sheet and Mortarcb Street all curb and gutter shell be replaced. The sideavelk locations shall be in substantially the same location as is depicted on the situ plan in the final pUD application submittal, The north-facing curbs shall be heated. ec 'on 22: Park Deveb ment net F ,i?ark bevedopment Fact Fees shall be assessed at the time of building permit issuance on both the stew residential bedrooms (including the affordable housing bedrooms) and the lodging bedrooms to be added to the subject properties pursuant to Land Use Code Section 26.610, Park Devedaprnent Impact Fees, The park Development Impact Fees shall be calenlated by the City of Aspen 7.otdug Officer using the fee schedule in place at the time of building pewit application. Seetlort 23: School Land Dedtcallon Fees School Land Dedication Fees shall be assessed on the proposal at the time of buildng permit issuance ptu'suant to Land Use Cade Section 26.630, School Lands Dedication, because subdivision approval is required far the development of the multi-family residential units per the definition of subdivision in the land use code. The school lands dedication fees shall be calculated by the City of Aspen Zoning t)tlYCer using the fee schedule in place az the time of buIlding permit application. Secdou 24: Exterfol,~p~itfw~ All exterior fighting shall meet the City's Ligbting Code Requiremen{s pursuant to Land Use Code Section 26,575.150, Outdoor Lighting. Sectlo$ 25: Wildlife Trash ContBmers The Applicants shall install a wikllife-proof leash container for the residential building that meets the requirements of the Rnvimvrnental Health Deparbnmt. The Appflcanis shall install a trash compacter for use of the lodge building to ]unit solid waste pick-ups in the alleyway of 131ock 76. Soctlon 26: Food Servlee Facilities Food service plans meeting the requirements of the City of Aspen Enviromneutal I3eahh Department shall be submitted and approved prior to serving food and prior m obisirturg a Colorado Foed Service License. Section 27: Pool acid Sna_s All design, installation, and maintenance of the pool and spa shall comply with the Colorado Department of health's "Su'tmm;ng pool and Mineral Bath Regulations". The Aspen Consolidated Sanitation District shall review and approve the drain size for the swimming pool facilityprior to installation. ~I~IIlIN~~I~~pN~l~~~~~~~~~~ 5eti84::r JFK(IGE K V06 rAUDILL PITKlN GOIWrY CD R 56.60 7/~pZ~ 13 X32 0.0a .-~ -~ ,,, , AUG. 28. 2006 9:54AM PIT'~IN COUNTY TITLE N0. 3914 P. 11 $ectlon 2S: Devdanttaeat Tlmine . The Appficant9 shall obtain a certificate of occupancy on alt $te lodge eotnponent of the development prior to obtaining a certiScate of occupancy on arty of the residential units within the development. Sectirm 29• Allev Vacation The eastern 15D feat of the alleyway loeattd in $iock 76 of the City and Townsite of Aspen is hereby'vacated subject to the followatg requirements; a. Ownership and title to the lands so vacated shat] vest as provided in and by Section 43-2.302 of the Colorado Revised Statutes. b. The City Cierk is hereby directed, upon the adoption of this ordvtanca, to record a Copy of this ordinance in the Oftice of the Pitkin County Clerk and Recorder. c, The City Engineer is hereby directed, upon adoption of this ordinance, to make aU catroctions necessary to the Official Map ofthe City of Aspen. d The allay vacation is approved based on the finding that the vacation will not leave any adjoituag lands without a means of access over an established public right-of-way connecting such lands to as established public street. e. An alley vacation plat shall ba filed and recorded at the Pitkin County Clerk sad Recorder's office in association with recording the final subdivision plat and PUD plans. Section 30• This Ordinance shall not affect any existing litigation and shall not operate as an abatement of any action or proceeding now pending tinder or by vifire of the ordinances repealed or amended as herein provided, and the same shall be cottsmted and Concluded under such prior onlinances, Section 31: ff any section, subsection, smtmCe, clause, phrzse, or portion of this Ordinance is for any reason hCid invalid or ttgCOnstihltional in a court of competent jurisdiction, such portion shall be deemed a separate, distinct and independent provision and shall not a$'ecl fhe validity of the rerrtaittiu,g portions thereof. ecdon 32• All material represcatations and contmittumts made by the applicant pursuant to this application, whether in public hearings or documentation presented before the Historic Preservation Coumission, Planning and Zoning Commission,, or City Council, era hereby inwtporated in such plan approvals and the same shall be complied with as if fully set forth herein, unless atrtended by an autitorized entity. io'eui~rr'r $zssa~ PEA" 1° er r1 eaUN7Y co R Oa.eq Ti2slZBas tt:szi 4 0,ee ~- AUG. 28. 2006 9:55AM P[TKIN COUNTY TITLE ~ N0. ?914 P, 12 5ectlon 33: A public hearing on the oldiltance was held an the 23rd day of January, 2006, in the City Council Chambers, Aspen City Hall, Aape11, Colorado and continued to the 6~ day of Febr3lary, 2006, TNTAODUCEA, READ AND ORDERED PUBLISIiED as provided by law, by the City Council of the City of Aspen on the 9th day of January, 2006. ales dernd, Mayor Attest: Kathryn S. eh, Clty Clerk FINAIS,Y, adopted, passed and approved by a vote of four to one (4t), this 6's day of Febnlaly, 2006. elan rnd, Mayor Attest: Y~~- / thryn S.Ikc ,City Clerk 526847 Approved as to form: I ~I~~IIIH 1111II IIII~~~III ! ~~ ~~ IIIII~I p aqa: 11 or I1 JpNICE K V0.i CpWILL PITNIN COUNTY CO ~ ~,(~ T/29/D oa09 3'S2i n P. orc~ r, city Attorney ~. . ,~ IIIIIIIIIIIIIIII~) IIIIIIIIIIIIIIIII II III 07968008 11:531 ]RNICE K VOS CPUDiLL PITKIN COUNTY GO R 121.00 D 0.00 SUBDIVISION/PLANNED UNIT DEVELOPMENT AGREEMENT FOR LIMELIGHT LODGE SUBDIVISYON/PLANNED UNIT DEVELOPMENT THIS SUBDNISION/PLANNED UNIT DEVELOPMENT AGREEMENT FOR LIMELIGHT LODGE SUBDNISION/PL D UNIT DEVELOPMENT (the "Agreement") is made and entered into this~~ day of 2006, by and among THE CITY OF ASPEN, COLORADO, a Colorado muni lpai orporation (the "City") and LIIv1ELITE REDEVELOPMENT, LLC, a Colorado limited liability company and LIMELITE, INC., a Colorado corporation (collectively, the "Owner"). WITNESSETH: WHEREAS, Owner has submitted to City for approval, execution and recording final PUD plans, as the same are defined and described below, for a real estate project within Aspen, Colorado known as the Limelight Lodge PUD and Related Land Use Application (the "Project"); and WHEREAS, City has fully considered the Final PUD Plans, the proposed development and improvement of the Project, and approved the project with conditions pursuant to Ordinance No. 1, Series of 2006; and WHEREAS, City has imposed certain conditions and requirements in connection with its approval, execution and recordation of the Final PUD Plans, such matters being necessary to protect, promote and enhance the public welfaze; and WHEREAS, Owner is willing to acknowledge, accept, abide by and faithfully perform the conditions and requirements imposed by City in approving the Final PUD Plans; and WHEREAS, pursuant to Section 26.445.070 of the Aspen Municipal Code, the City is entitled to certain financial guarantees to ensure that required public and common private improvements are installed, and Owner is prepared to provide such guarantees as hereinafter set forth. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, the approval, execution and acceptance of the Final PUD Plans for recordation by City, and for other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties ogee as follows: A. ZONING AND REGULATORY APPROVALS. Pursuant to Ordinance No. 1 (Series of 2006) adopted on February 6, 2006 and recorded as Reception Nos~2(~S~-~ in the office of the Clerk and Recorder of Pitkin County, Colorado (the "Ordinance"), the City approved all final land use approvals and granted a development order for a site specific development plan for the Project subject to a vested property right. The land use approvals granted by the Ordinance included final Planned United Development ("PUD") approval, partial alley vacation, subdivision, rezoning to include a PUD f:LL1L oL1J10D1WUD AppliaiionV~imlLimeliglu SubEiNsion PUD Agrtemcnt07.O5.Od,doe r^ ~a~ ,~. ,J VIII IIII II I IIII III I II I IIIIII II II II III 07/ 68 0$ 31 :531 JPN[CE K VOS CRUDILL PITKIN COUNTY CO R 123.00 0 0.00 Overlay, Wheeler Opera House View Plane approval, Commercial Design Standards Variances, and Growth Management Review, to construct one hundred twenty five (125) lodge units and fifteen (15) free market residential dwelling units, all subject [o conditions of approval. B. PROJECT DESCRII'TJON. The Project shall entail the redevelopment of land south of East Hyman Avenue, on the north and south sides of East Cooper Avenue, to the West of Monarch Street and to the east of Aspen Street, into a new lodge, free-mazket residential condominium units, and underground parking (for private needs). Pursuant to Ordinance No. 1, Series of 2006, the projects allowed dimensional requirements shall be as follows: Dimensional PUD Dimensional Requirement Requirements Minimum Lot Size 6,000 SF Minimum Lot Width 60 Feat Minilntun Front Yard 0 Feet Setback Minimum Side Yerd 0 Feet Setback Minimum Reaz Yard 0 Feet Setback Maximum Height Lodge: 46 Feet fot Primary Roof Hcight, SO Feet for limited accent elements, elevators, mechanical enclosures, etc.'" Per Roof Height Plan Presented at 2!6!06 City Council Meeting. Residential: 42 Fect, measured from existing grade and 46 feet for elevator head enclosures, fueplace flues, and vent tenninations.• Per Roof Height Plan Presented et 2/6/06 City Council Meeting. Mitvmmn Percent Open 77°/a Maximum Sitc Coverage Space Allowable External 2.43:1 '~. FAR I Minimum Off-Slrcct .4 Parking Spaces per Lodge unit Perking 2 Parking Spaces per Residential Unit Ia.LL-0G3Jw°i~PUD npplicatl°n~FinalLimcligbt SubdiWebn PUD Apumcnt07.05.a6.d°c .~, ..,, o II~IIIIIIIII!lIIII IIIIIIIBIIIIIIIIIIIlI III~III~IIIIIiII ?680 $011:531 C. PROJECT IIv1PROVEMENTS R~ GOVERNING DOCUMENT. 1. Owner is required to install and construct specific physical improvements ("Improvements") as part of the Project in accordance with and pursuant to those final PUD development plans (the "Final PUD Plans") that have been submitted by Owner to City, which Final PUD Plans have been recorded at Reception No. ~ y S' Q in the Pitkin County real estate records. Pursuant to Sections 3 and 29 of the Ordinance, the Fina! PUD Plans consist of: (a) The Final Subdivision Plat, the sheets of which set forth dedications, legal descriptions, vacations, project boundaries, and partial vacation of an alley, among other things. (b) An Illustrative Site Plan, the sheets of which graphically depict the Project and its various components; (c) An Architectural Chazacter Plan, the sheets of which depict the architectural composition of the structures to be constructed as part of the Project; (d) A Grading/Drainage Plan, the sheets of which depict all grading and drainage system improvements within the Project; (~ A Utility Plan, the sheets of which shall depict the water, sewer, gas, electrical, cable, telephone and al] other utilities and utility systems serving the Project; and (g) A Partial Alley Vacation Plat vacating the eastern 150 feet of the alleyway located in Block 76 of the City and Townsite of Aspen. 2. A construction schedule (the "Limelight Construction Activity and Traffic Management Plan) related to construction and installation of the improvements set forth in the above-described Final PUD Plans will be provided by Owner's general contractor for the Project, R. A. Nelson & Associates. 3. Owner agrees to complete the landscaping and irrigation for the Project in accordance with the landscape plan ("Landscape Plan") to be submitted as part of the building permit application in accordance with Section 16 of the Ordinance, in as logical a sequence as possible in relation to the completion of the Project Improvements. Owner and its successors and assigns shall thereafter be responsible for [he maintenance of the Project landscaping. D, FINANCIAL GUARANTEE. In order to guazantee installation of the landscaping improvements described in the Landscape Plan identified in Section C (3) above ("Landscaping Improvements") and maintenance and replacement of the same for a period of one (1) yeaz after installation, Owner shall provide to the City a letter of credit, a letter from Owner's construction lender confirming [hat funds aze available to Owner in its construction loan for the purpose of insuring maintenance of the Landscaping Improvements, or other security or financial institution confirmation of I:LLV.-063)W03~PUD AppliulionWiulLimdight Subtlivivion PVD AQ¢emenGl].OS.Ob.Aa ~, \i adequate funds available to Owner in amount not less than one hundred twenty-five percent (125%) of the estimated costs of Ure Landscaping Improvements as estimated by the City of Aspen Pazks Department, in form and substance reasonably acceptable to the City and from a financially responsible lender. This letter of credit, letter from Owner's constnuction lender, or other security or financial institution confirmation shall provide that the City will have the unconditional right upon demand to partially or fully complete or pay for any Landscaping Improvements or pay any outstanding bills, or to request payment upon demand to partially or fully complete or pay for any Landscaping Improvements or pay any outstanding bills for work done in regard to thereto by any party. As portions of the Landscaping Improvements are completed, the City of Aspen Pazks Department shall inspect these Landscaping Improvements against the approved Fina[ PUD Plans, and upon confirnation that these Landscaping Improvements have been installed in accordance with the Final PUD Plans, he shall authorize reduction in the amount of the letter of credit, letter from Owner's construction lender, or other security or financial institution confirmation as documented by invoices through final field inspection reports for that portion of the Landscaping Improvements; provided, however, that such confirmation and reduction shall occur no later than five (5) business days from the date of the City of Aspen Parks Departrnent's final inspection and subsequent issuance of acceptance certificate for the Landscaping Improvements; provided, further, that twenty-five percent (25%) of the estimated cost of the Landscaping Improvements shall be retained until such Landscaping Improvements have been maintained in a satisfactory condition for two (2) yeazs starting from the date of the issuance of the Certificate of Occupancy for the Project, at which time, the letter of credit, letter from Owner's construction lender, or other security or financial institution confirmation shall terminate and expire. In order to guazantee that the Owner shall not start excavation and then abandor. the project, the Owner shall provide to the City a letter of credit, a letter from Owner's construction lender confirming that funds aze available to Owner in its construction loan for the purpose of filling in the excavation heeded to construct the overall project, or other security or financial institution confirmation of adequate funds available to Owner in amount not less than one hundred twenty-five percent (125%) of the estimated costs to fill in the excavation needed to constmct the overall project as estimated by the City of Aspen Engineering Department, in form and substance reasonably acceptable to the City and from a financially responsible lender. This letter of credit, a fetter from Owner's construction lender, or other security or financial institution confirmation shall provide that the City will have the unconditional right upon demand to partially or fully fill-in the excavation or pay any outstanding bills, for work done to fill in the excavation. At the completion of a fult foundation on both the lodge and the residential components of the development, and upon confumation that the foundations have been installed in accordance with the Final PUD Plans by the City Engineer, the letter of credit, letter from Owner's construction Lender, or other- security or financial institution confirmation shall terminate and expire. I IIIIII ~IIII illlll III IIIIII ~~~~ Illlf~l III IIIII III IIII P 268008 I3 :531 JRNICE K VOS CRUDILL PI7KIN COUNiY CO R 121.00 ^ 0.00 1:\L\L-063Jb03\PUD APPlicmeo\FinelLVrclight Subdivision PUD A®nemrnb] °5.°6.da f ~' Iillllllllllillllllllllllllilllllllllllllllllllllllllli~ ~02680Beii s3, E. DEVELOPMENT RFO~EngENTS FSTRICTIONS AND AG EMENTS. Owner hereby agrees to the conditions of approval as specified in the Ordinance and Owner and City specifically agree as follows: 1. Buildine Permit The building permit application shall include the following: a. A copy of the final Ordinance and P&Z Resolution. b. The conditions of approval printed on the cover page of the building permit sot. c. A completed tap permit for service with the Aspen Consolidated Sanitation District, d. A tree removal permit as required by the City Parks Deparuent and any approval from the Pazks Department Director for off-site replacement or mitigation of any removed trees. The tree removal permit application shall be accompanied by a detailed landscape plan indicating which frees are to be removed and new plantings proposed on the site. e. A drainage plan, including an erosion control plan and snow storage runoff plan, prepazed by a Colorado licensed Civil Engineer, which maintains sediment and debris on-site during and after construction. If a ground rechazge system is required, a soil percolation report will be required to correctly size the facility. A 5-year storm frequency should be used in designing any drainage improvements. f A final construction management plan. The Owner shall comply to the greatest extent practical with any general construction management requirements that the City adopts before and after building permit issuance. g. A fugitive dust control plan to be reviewed and approved by the Engineering Department. h. An excavation/stabilization plan prepazed by a licensed Engineer. i. A detailed landscaping plan. This landscaping plan shall include a plan for right-of--way tandscaping and irrigafion without trenching under the roots of trees to be preserved to the extent possible. If trenching is necessary it shall be done by hand. The plan shall also include a parkway Iandscaping strip adjacent to all abutting public streets of at least five (5) feet in width. Appropriate street tree plantings are required along all streets adjacent to the property. 5 I:V,\L~63TOO3NUD ADD~icauonlDinalLimetlgM SuhdiNsian DpD Agrtcmrnro].05.06.COp .-. i It1IlI ~~II! ~~IIII~ IIIIII~III~~~II IIIII~I I~Iv~~II~ III III 52680 80~ ~ :531 The Applicants shall preserve the existing Cottonwood tree totaled on the comer of South Monazch Street and East Hyman Avenue and the forge Cottonwood tree that exists between the Deep Powder Lodge and the Limelite South Building that were slated for removal in the conceptual PUD application. Additionally, the stand oFIazge Spmce trees located to the north of the existing Limelite South Building shall be thinned for health and preserved. The Owner shall also install tree saving construction fences around the drip line of any trees to be saved subject to the following provisions: 1. The City Forester orhis/her designee must inspect this fence before any construction activities commence. 2. No excavation, storage of materials, storage of construction equipment, construction backfiIl, foot or vehicular traffic shall be allowed within the dtip line. The Owner shall also remove the three (3) conifers located adjacent to the proposed parking garage entrance to the lodge building along East Hyman Avenue. A 2-year maintenance bond shall be secured by the Applicants for any trees to be preserved in which there will he planned excavation within or adjacent to their driplines. 2. Affordable Housing Units. Owner acknowledges that the development of free- mazket residential condominium units as part of the Project, subjects the Owner to affordable housing mitigation pursuant to the guidelines of the AspenlPitkin County Housing Authority ("APCHA"). Owner acknowledges that the development of 15 free-market residential units as part of an Incentive bodge Development like the Project would nomrally obligate the Ovmer to provide 4:5 affordable housing units. Due to the OWner's generation of employee efficiencies in the project the Owner was granted affordable housing credits offsetting and reducing its affordable housing obligation to 3.36 1-bedroom affordable housing units. Accordingly, the Owner shall remit to the City acash-in-lieu payment for its affordable housing obligations equal to 2,734,410 and 70/100 Dollars 02,734,410.70) based on the current cash-in-lieu fee amount. This cash in lieu payment shall be paid in full prior to the issuance of a certificate of occupancy for the Project; however any portion thereof paid after issuance of a building permit for the Project shall be adjusted in accordance with the then current APCHA affordable housing mitigation guidelines (the method of calculation shall be 55,675 square feet of FAR in the residential component to be mitigated for, multiplied by the single-family residential cash-in-lieu fee amount as set forth in the AspenlPitkin County Affordable Housing Guidelines and amended from time to time, multiplied by 74.6% (which is the percentage of 4.5 1-bedroom affordable housing units required to be mitigated for after credit applied from the lodge component of the development)). 3. Employee Housine Units Owner acknowledges that the addition of approximately 15 lodging rooms to the Project would normally create the need for employee generation mitigation and a related employee mitigation plan with the APCHA. Owner and the City agreed that the proposed efficiencies created in the Project as noted in Section E (2) above I:VSl.,°63l'a°2V'VD ApPliuoonlrimlLimdiyln Subdirivion PVD ASm~menq].°5.°6.doc `~ ~ .. IIIIII VIII IIIIIIIIIIIIIIIIIIIIIIII) IIIIIIIIIIIIII 0796e 08 11:531 JPNICE K VOS CPUDILL PITKIN COUNTY GO R 123,00 D 0.00 eliminate Owner's mitigation obligations for the lodge room component of the dcvelopment, provided that the Audit (as defined below) reveals that the Project after development does not generate additional employees. 4. Emplovee and Affordable Housing Audit Owner wilt perform an employee audit ("Audit") of the Project witl3in 30 days of the second anniversary of the issuance of a certificate of occupancy for the Lodge. This Audit will compaze the number of full-time employees employed at the Project at the time of the Audit against the 42 employees employed at the lodges prior to redevelopment. For purposes of the Audit, the term "employee" shall include all full-time, payroll and non-payroll employees employed at the Lodge. The Housing Office Operations Manager shall approve Applicant's auditor and the Applicant shall be solely responsible for all fees associated with retaining the auditor. (a) Affordable Housing Miti ag tion. Should the Audit reveal an increase in employees above the 40 full-time employees that aze anticipated to operate the Project, the Owner shall provide deed restricted, affordable housing or a cash-in-lieu payment for the balance of the Owner's affordable housing mitigation obligations. (b) Emplovee Housine Mitigation. Should the Audit reveal that the number of employees employed at the Project exceeds the 40 full-time cmployees anticipated to operate the lodge component of the development, the Applicant will deliver acash-in-lieu payment pursuant to APCHA guidelines in effect on [he date of this Agreement, to mitigate its employee housing obligations. 5. Condominiumization of Proiect; Association. As soon as construction of the Project allows, Owner anticipates submitting the lodge portion of the Project and the free-market residential component of the Project to two (2) separate plans for condominiumi2ation created pursuant to Colorado Common Interest Ownership Act ("CCIOA"). Accordingly, Owner agrees to prepare in accordance with the Code and CCIOA and the City agrees to process for approval and recordation a condominium map for each separate condominium regime. Owner shall also record declarations for each common interest condominium community and create a cotgorate non-profit homeowner's association for each community (the "Associations"), including articles of incorporation and bylaws. The Associations shall be responsible for the maintenance of their respective common elements. Membership in each respective Association shall automatically inure to any unit owner within the respective condominium regime upon the transfer of title thereto. 6. Water Department Requirements The Owner shall comply with the City of Aspen Water System Standazds, with Title 25, and with the appticable standards of Title 8 (Water Conservation and Plumbing Advisory Code) of the Aspen Municipal Code, as required by the City of Aspen Water Department. The Owner shall also enter into a water service agreement with the City and complete a common service line agreement for the residential units. Each residential unit shall have an individual water meter but the Owner will be required to pay only one tap fee for the residential unit building and one tap fee for the lodge building. 7. Aspen Consolidated Sanitation District Reouirements The Owner shall comply with the Aspen Consolidated Sanitation District's rules and regulations. No clear water connections I:LLLL-063PD03W UD dppliuJan~FinalLimdigbi SubdlNuon PUD Agrtcmcnro>.O5.D6.dm .~- ~-, {roof, foundation, perimeter drains) to ACSD lines shall be allowed. Oil and sand separators meeting the ACSD's requirements shall be installed in each of the pazking gazages. In addition, the driveway entrance drains shall drain to drywells and elevator shaft drains shall drain through an oil and sand separator. One tap to the main sanitary line is allowed for each of the buildings within the development. No soil nails shall be allowed in the public right-of--way above ACSD main sewer lines. The Owner shall enter into a shared service line agreement. Glycol and snowmelt shall have containment areas approved by the Aspen Consolidated Sanitation District. 8. Sewer Line Relocation The Owner shall fund the relocation of the main sanitary sewer line that serves the Prospector Lodge. 9. Transformer Relocation The Owner shall relocate the existing transformer onto their property. The location for the transformer shall be approved by the Community Development Department prior to installation, The Owner shall dedicate an easement to allow for City Utility Personnel to access the relocated transformer for maintenance purposes. I0. Deliveries in Block 76 Aflev There shall be no deliveries to the extent practical to the Limelight Lodge via the remaining Block 76 alleyway. 11. Pedestrian Amenity The Owner is providing pedestrian amenity for 1 % (approximately 550 square feet) of lot squaze footage. The Owner shall pay stash-in-lieu fee of providing pedestrian amenity in the amount of $732,900 (15,208 SF which is 25% of 60,834 SF property size minus 550 square feet of pedestrian amenity space provided- $14,658 SF, multiplied by $50 per square foot) prior to building permit issuance. 12. PM-10 Mitieation The Owner shall execute the following methods of PM-10 mitigation: a. Sell the residential units with only one pazking space per unit and require that purchasers of a unit be required to purchase a second space at an additional cost. b. Provide &ee RFTA bus passes to employees that live outside the City of Aspen. c. Advertising to potential guests that a personal or rental caz is not necessary due to the extensive public transportation system. 13. Wid[h of South Monarch Street A street width of 28 feet, from the face of curb to the face of curb, shall be maintained on South Monazch Street. 14. Sidewalk Curb, and Gutter Sidewalk, curb, and gutter meeting the City Engineer's design requirements shall be constructed in the right-of--way adj scent to all of the property subject to this development prior to issuance of a certificate of occupancy on any portion of the development: On Cooper Avenue between South Aspen Street and Monarch Street all curb and gutter shall be replaced. The sidewallc locations shall be in substantially the same location as is depicted on the site plazl in the final PUD application submittal. III<IIIIIIIIIIIII (III III IIIIIIII IIIIIIIII III 5968 08 ii sat JRNICE K VOS Cf1U0I LL PITKIN COUIJTV CO R 121.00 0 0.00 I:LLLL-062JW°21PV0 Appliuoon~FiralUmelight Subdivisi°n PUD Agreenxnm],OSAGd°e .^ -,°ti. `r ~ ,i I li~lll VIII flllll III Iillll lilt IIBi~I III Illll IIII IIII 5 5 6/20086 ?3 :531 JRNICE K VOS CRUD3LL PITKSN COUNTY CO R SQ3.00 D 0.00 15. Park Development Itnnact Fees Park Development Impact Fees shall be assessed at the time of building permit issuance on both the new residential bedrooms (including the affordable housing bedrooms) and the lodging bedrooms to be added to the subject properties pursuant to Land Use Code Section 26.610, Park Development Impact Fees. The Pazk Development Impact Fees shall be calculated by the City of Aspen Zoning Officer using the fee schedule in place at the time of building permit application. 16. School Land Dedication Fees School Land Dedication Fees shall be assessed on fhe proposal at the time of building permit issuance pursuant to Land Use Code Section 26.630, SchooE Lands Dedication, because subdivision approval is required for the development of the multi-family residential units per the definition of subdivision in the land use code. The school lands dedication fees shall be calculated by the City of Aspen Zoning Officer using the fee schedule in place at the time of building permit application. 17. Deep Powder Relocation The Owner shall pay $20,000.00 towazds, schedule, and supervise the relocation of the two (2) oldest deep powder cabins to a site provided by the City. The landing site of the cabins shalt be identified by the City in a timely manner to allow for the relocation of the cabins on or azound May 1, 2006, to accommodate the demolition plans of the Owner. 18. Wildlife Trash Containers The Owner shall install awildlife-proof trash container for the residential building that meets the requirements of the Environmental Health Department. The Owner shall install a trash compacter for use of the lodge building to limit solid waste pick- ups in the alleyway of Block 76. 19. Temporary Use of Public Ri¢hts-of-Wav. Owner may temporarily use public rights-of--way as staging areas for construction activities related to the Project in accordance with the provisions of the Limelight Construction Activity and Traffic Management Plan and pursuant to a Temporary Construction Encroachment License entered into by the Owner and City. 20. Construction Activities Affectini? Access to City of Aspen Facilities. Owner agrees and acknowledges that any and all construction activities undertaken in connection with the Project that in any way affect facilities and/or rights-of--way owned by City of Aspen shall be governed by the provisions related thereto to be set forth in detail in the Limelight Construction Activity and Traffic Management Plan. 21. Construction Activities Affectine Ci[v Streets and Infrastructure. Owner agrees and acknowledges that any and all construction activities undertaken in connection with the Project that in any way affect facilities, infrastructure and/or rights-of--way owned and controlled by the City shall be governed by the provisions related thereto to be set forth in the Limelight Construction Activity and Traffic Mazlagement PIan and any applicable City permits and/or official engineering regulations. 22. Street Closures; Traffic Control. All provisions related to street closures and traffic control operations necessitated by construction of the Projec[ are set forth in more detail in f .LLLL~0631'002'PUD Applicenon'FimlLimeligM Subdiviflon PUD Agranent0l.DS.D6.doc ~. .. IIIIIIIIIIIII IIIIIIIIIIIIIIIIIII IIIIIIII II 072fi0 08f134531 JRNSGE K v05 CRUDILL PITKIN COUNTY CO R 121.00 D 0.00 Section E (1) above and wiil be set forth in the Limelight Construction Activity and Traffic Management Plan. 23. Restoration of Pubiic Streets. Owner agrees that upon completion of the Project, the Owner shall split the drainage flows to South Aspen Street and Monarch Street. Additionally, if it is necessary to install a new storm drainage pipe in E. Hyman Avenue and resurrect the storm sewer inlet on the southeast comer of S. Aspen Street and E. Hyman Avenue, the Owner shall reconswct the south half of E. Hyman Avenue. The Applicants shall also reconstruct the west half of S. Monarch Sheet and pave the alleyway of Block 77. All of the improvements set forth in this section shall be made prior to issuance of a certificate of occupancy on any part of the development. 24. Encroachments Into Ciri Property. It is hereby acknowledged by the parties to this Agreement that as part of the Project, Owner shall oonstruct and install certain improvements that encroach into adjacent public rights-of--way. Specifically, portions of the roofline, the entrance canopies and some balconies of the residential units will encroach onto South Aspen Street, East Cooper Avenue, East Hyman Avenue, and South Monazch Sheet as delineated and depicted on the Architectural Chazacter Plan identified in Section C (1) (C) above. The City agrees to grant to Owner an easement for these encroachments in the form of the Encroachment Easement attached hereto as Exhibit A. 25. As-Built Drawines. Owner shall submit as-built drawings for all site improvements constructed by Owner within any City right-of--way to the City witElin 180 days from the date the last certificate of occupancy is issued by the City related to the Project. Such drawing shall be submitted both in the folm of 24"x 36" mylaz sheets stamped and sealed by a Colorado professional surveyor (PIS) as well as in electronic form. 26. Development Timing The Owner shall obtain a certificate of occupancy on all of the lodge component of the development prior to obtaining a certificate of occupancy on any of the residential units within the development. F. NON-COMPLIANCE AND REQUEST FOR_ AMENDMENTS OR EXTENSIONS BY OWNER. In the event that the City Council determines that the Owner is not acting in substantial compliance with the terms of this Agreement, the City Council shall notify the Owner in writing specifying the alleged non-compliance and asking that the Owner remedy the alleged non- compliance within such reasonable times as the City Council may determine, but not less than thirty (30) days. If City Council determines that the Owner has not complied within such time, the City Council may issue and serve upon the Owner a written order specifying the alleged non- compliance and requiring the Owner to remedy the same within thirty (30) days. Within twenty (20) days of the receipt of such order, the Owner may file with the City Council either a notice advising the City Council that it is in compliance or a written petition requesting a hearing to determine anyone or both of the following matters: (a) Whether the alleged non-compliance exists or did exist, or 10 1 `1LLA62]~D03NU0 Applie~~onlFhulLlmelighl Subdiwidn PU- AQrteercnt0].05.06.dx .-. II~II~ 11 ~I~I~I I~tlf `~IIII I~~I ~II~II ~~~I ~~II~~I I~I ~~II~~ I~~ ~~~I 90 q 6 $ 08r11433i D 0,00 (b) Whether a variance, extension of time ar amendment to this Agreement should be granted with respect to any such non-compliance that is determined to exist. Upon the receipt of such petition, the City Council shall promptly schedule a hearing to consider the matters set forth in the cease and desist order and in the petition. The hearing shall be convened and conducted pursuant to the procedures normally established by the City Council for other hearings. Tf the City Council determines by a preponderance of the evidence that a non- compliance exists which has not been remedied, it may issue such orders as maybe appropriate; provided, however, no order terminating any approval previously granted by the City Council shall be issued without a finding of the City Council that substantial evidence warrants such action and affording the Owner a reasonable time to remedy such non-compliance. A final determination of non-compliance which has not been remedied or for which no variance has been granted may, at the option of the City Council, and upon written notice to the Owner, terminate any of such approvals which are reasonably related to the requirement(s) with which Owner has failed to comply. Alternatively, the City Council may grant such variances, extensions of time or amendments to this Agreement, as it may deem appropriate under the circumstances. In addition to the foregoing, the Owner or its successors or assigns may, on its own initiative, petition the City Council for a variance, an amendment to this Agreement or an extension of one or more of [he time periods required for performance hereunder. The City Council may grant such variances, amendments to this Agreement, or extensions of time as it may deem appropriate under the circumstances. The parties expressly acknowledge and agree that the City Council shall not unreasonably refuse to extend the time periods for performance if Owner demonstrates by a preponderance of the evidence that the reasons for the delay(s), which necessitate said extension(s) are beyond the control of the Owner, despite goad faith efforts on its part to perform in a timely manner. G. GENERAL PROVISIONS. 1. The provisions hereof shall be binding upon and inure to the beneftt of Owner and City and their respective successors and assigns. 2. This Agreement shall be subject to and construed in accordance with [he laws of the State of Colorado. 3. If any of the provisions of this Agreement or any pazagraph, sentence, clause, phrase, word, or section or the application thereof in any circumstance is invalidated, such invalidity shall not affect the validity of the remainder of this Agreement, and the application of any such provision, paragraph, sentence, clause, phrase, word, or section in any other circumstance shall not be affected thereby. 4. This Agreement contains the entire understanding between the parties hereto with respect to the transactions contemplated hereunder and may be altered or amended from time to time only by written instruments executed by al] parties hereto. 11 I:LL.LL-0613'40tWUD Applictaon~FivLLimclight Subdivi~bn PIfD Agrte~nm].o5.o6.doc .-. w s 5. Numerical and title headings contained in this Agreement are for convenience only, and shall not be deemed determinative of the substance contained herein. As used herein, where the context requires, the use of the singular shall include the plural and the use of any gender shall include all genders. 6. Upon execution of this Agreement by all parties thereto, City agrees to approve and execute the Partia] Alley Vacation Plat and Subdivision Plat for the Project and any other Final PUD Documents as maybe necessary, and to accept the same for recordation in the Office of the Clerk and Recorder for Pitkin County, Colorado, upon payment of the recordation fee by Owner. 7. Notices to be given to the parties to this Agreement shall be considered to be given if hand delivered or if deposited in the United States Mail to the parties by registered or certified mail at the addresses indicated below, or such other addresses as may be substituted upon written notice by the parties or their successors or assigns: CITY OF ASPEN City Manager 130 S, Galena Street Aspen, CO 81611 LTMELITE REDEVELOPMENT, LLC and LIMELTTE INC. c/o Limelite Lodge 2228 East Cooper Avenue Aspen, CO 81611 Attention: Dale Paas and Sue Woolery With copies to: Gerald M. Biehl General Management Rcal Estate 1201 Galapago Street, #101 Denver, CO 80204 IIIIIIfIIIIIII~tI~~IIIIIIII 111111 I~I~II II~ 5968e8fu4sal JPNI CE K VOS GRUOILL PITKIN COUNTY GO R 121.00 O 0.00 Seven Szymanski Szymanski Development Partners, Inc. 2506 West Main Street Littleton, Colorado 80120 Cage Wiiliams Abelman & Layden, P.C. Attention Les J. Roos 1433 17`h Sheet Denver, CO 80202 8. The terms, conditions, provisions and obligations herein contained shall be deemed covenants that run with and burden the land underlying the Project and any and all 12 I:LLLLn63J~D03WUD APPlicauon~FinslLiircliyht Subdivision PI/D Ag,xc,rcom7.Od.Ob.doc •. , Owners thereof, their successors, grantees or assigns, and further shati inure to the benefit of and be specifically enforceable by or against the parties hereto, their successors, grantees or assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and yeaz first above written. [SIGNATURES ON FOLLOWING PAGE] [REMAII~IDER OF PAGE INTENTIONALLY LEFT BLANK] Illlilillllllllllllllllilllllllllllllllllllllllllilllll 0 968 msfli453, dRNICE K VOS DRUD[LL PITKIN WUNTY CO R 121.00 D 0.00 13 .-• ~~ cITY: CITY OF ASPEN, COLORADO, The foregoing instrument was acknowledged before me this~~tiay of 'f ~ 2006, by Helen Klanderud as Mayor and by Kathryn S. Koch. as City Clerk of the ity of Aspen, Colorado, a municipal corporation. Witness my hand and official seal. .c.ci ary Public My Commission Expires: D i JACKIE LpTHtAN Ilill VIII IIIIII III! Ililll Iillllllllll IT I~IlII III ~II 0 9 68 0~6 114531 Ia 19L1LO@)vg3~PUD Appliaionffin~ Wmclight Subdivision PUD AgremcntOJ.05.06.doc STATE OF COLORADO ) ss. COUNTY OF PITKIN } .~ ~. , OWNER: ~. LIMELITE REDEVELOPMENT LLC, a Colorado limited liability company By: Next Generation Investments LLLP, a Colorado limited Liability partnership, Member By: Limelite, Inc., a Coloya o orporati General Partner By: ~ ~li~y Leroy ~Paas, President STATE OF COLORADO ) ss. COUNTY OF PTTKiN ) The foregoing instrument was acknowledged before me this ~rday of Sv~~ 2006, by Leroy Dale Paas, as President of Limelite Inc., General Parhler of Next Generation Investment, LLLP, as Member of Limelite Redevelopment LLC, a Coloradp 1~lited liability company. ~ ~ 1 ( 1 ~„_ Witness my hand and official seal. ~_ "••: / Notary Public My Commission Expires: ~ (~(~ ~T00 cj s ~..~ By: Parkside R~e ewelopment LLC, a~Co~lora~do hml d liability company, Me;,'~ Gerald M. Biehl, Manager STATE OF COLORADO ) ss. COUNTY OF PITKIN ) The foregoing instrument was acknowledged before me this~~ay o 2006, by Gerald M. Biehl, as Manager of Parkside Redevelopment, LLC, as embe of Limelite Redevelopment, LLC, a Colorado limited liabilit\y company. n / Witness my hand and official seal. ~ ) ~f~/-C_[ t 2 ~~ Notary Public My Commission Expires< }rte . ~~` JJJ ~. SAUFA II~IIlI~~IIII~~IIfI~I'~I~III~~I~~~IIIIlI~I~~II~~IlIl~fl A 96848r 2a `•. JRNICE K VOS CgUDILL PITKIN COUNTY CO 07/26/2006 ]1:531 NT'•A G , R 121.00 D 0.00 '7,i'.~Qt~~ ' ~ ~F r'O~~E 15 '`~ I:`1U.~o6i)`n0]WUDA licciion`Fi,ulLh,ell ht Subdlvi,fon PUDA ~y Canmisswn PP 8 grzemev~0].OS.oa,doe .-, 4 LIMELITE, INC., a Colyra corporal' Lero ale Paas, President STATE OF COLORADO ) ss. COUNTY OF PITI{IN ) a ~qr~ The foregoing instrument was acknowledged before me this L` day of~ 2006, by Leroy Dale Paas, as President of Limelite Inc., a Colorado c6moration. Witness my hand and official seal. My Commission Expires: f ~+~~~~~~ III II l,lll IIIIII IIII VIII IIII IIIIIIINfI IIIBI III IIII 526848 Page: 16 of 24 07/26/2006 11:531 a¢ o a.ee 16 I1UL~063PDOiWUD APPliution~pimlLimcliHhl Su6diWSlon PUD AyrtemenN7.O5.Ob.doc ,~ .~, . , .~ Encroachment Easement ENCROACHMENT EASEMENT THIS ENCROACHMENT EASEMENT is made and entered into effective as of the _ day of , 2006, by and between the CITY OF ASPEN, COLORADO, a Colorado municipal corporation ("City") and LIMELITE, INC., a Colorado corporation, and LIIvfELITE REDEVELOPMENT LLC, a Colorndo limited liability company, whose address is 2228 East Cooper Avenue, Aspen, Colorado 81611 (collectively "Limelite"). WITNESSETH: WHEREAS, Limelite is constructing amixed-use development within the City known as Limelight Lodge/PUD (the "Project"); and WHEREAS, as part of development of the Project, it is acknowledged by the parties that it shall be necessary for Limelite to construct and install certain improvements on, over and under certain rights-of--way owned, conROlled and operated by the City (the "City ROWS"), which City ROWS aze shown more fully on Exhibit A attached hereto and incorporated herein by reference; and WHEREAS, the City agrees to allow Limelite to construct and install certain improvements on, over and under the City ROWS (the "Allowed Encroachments") in those locations specifically set forth on Exhibit A, subject to certain conditions; and WHEREAS,'the City has the power and authority to grant encroachment easements. NOW, THEREFORE, in consideration or the mutual agreement hereinaRer contained, Lhe City and Limelite covenant and agree as follows: 1. Grant of Easement. The City hereby grants Limelite anon-exclusive easement to occupy, maintain and utilize the City ROWS for the Allowed Encroachments, which are generally described as poriions of the roofline, entrance canopies, trellises, and an exterior staircase of the residential units that will encroach onto South Aspen Street, East Cooper Avenue, East Hyman Avenue, and South Monazch Street as more particulazly depicted on Exhibit A, for the purposes described herein. The Ictm of [his easement shall commence on the dale of the first building permit issued to Limelite in connection with the Project and shall continue and be irrevocable until demolition of the building containing the residential units. This easement shall be subordinate to the right of the City to use the surface area of the City Property far any pre-existing, authorized purposes. Until demo]ition of the building containing the residential units, the City shalt not remove or interfere with the Allowed Encroachments or fake any action whatsoever [o disturb, preclude, interfere with or cause the removal of the same from the City. II I III ~ II II IIII II I IIII III III I IIIIII I III 079 6848f 124531 .1gNICE K VOS CgUe ILL PITNIN COUNTY CO R 121.00 D 0.00 ,,.. ..~. 2. Use of Citv ROWS. Limelitc shall have [he right to occupy, maintain and utili2e those azeas of the City ROWS shown on Exhibit A for the Allowed Encroachments, which Allowed Encroachments shall consist of surface and overhang building improvements. 3. Maintenance. Limelitc shall be responsible for the maintenance and repair of all azeas of encroachment upon the City ROWS, together with all improvements constructed therein, which the City, in the exercise of its discretion, shall determine to be necessary to keep the same in a safe and clean condition. 4. Permits. Limelitc shall obtain from the City all necessary and appropriate permits related to construction and installation of any of the Allowed Encroachments within the City ROWS. 5, Insurance. At ail times dating the teen hereof, Limetite shall maintain general liability insurance for any loss, claim or damages arising from or connected with Limelite's use of the City ROWS and shall famish [he City with a certificate of insurance evidencing such insurance coverage upon demand. 6. Indemnification. Limetite shall save, defend and hold the City harmless against any and all claims for damages, costs and expenses, to persons or property that may arise out of, or be occasioned by the use, occupancy and maintenance of the City ROWS by Limetite, or from any act or omission of any representative, agent, customer and/or employee of Limelifo, except for claims that may arise out of, or be occasioned by the negligent or intentional aci of any representative, agent or employee of the City. 7. Non-Exclusivity of Easement, Except as otherwise prohibited or agreed to by and between the parties, nothing hacin shall be construed so as to prevent the City from granting such additional licenses or property interests in or affecting the City ROWS as it deems necessary, provided, however, such additional licenses or property interests do not impair or materially interfere with the rights and benefits granted to Limelitc in this Agreement. 8. Bindine Effect: Agsjgnrrtent. The conditions set forth herein shall constitute covenants conning with the land, and binding upon and inuring to the beaefii of Limetite, its successors and assigns, Irt addition to the assignment rights provided in the foregoing sentence, the parties hereby agree and acknowtedge that Limelite's rights hereunder may he collaterally assigned by Limetite to a mortgage lender. 9. Attorneys' Fees. In any legal action to enforce the provisions of this Agreement, the substantially prevailing party shall be awarded its reasonable attorney's fees and costs. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and yeaz firs[ above written. [SIGNATURES ON FOLLOWING PAGE] IIlIIIIVIIIfllllil~IIIIIIIIilllilll~illl~l~IIIIIIIIIIII 0 2680 80ti4sa~ .f [REMAIlVDER OF PAGE INTENTIONALLY LEFT BLANK] ~IIiIIIEIIIII VIII)IIIIIIIIIIIIII1IIIIIIIIIIYIIIIII IIIIIII eZS80080114531 .- e CITY OF ASPEN, COLORADO, STATE OF COLORADO ) ss. COUNTY OF PITKIN ) The foregoing inshument was acknowledged before me this ~~ay of 2006, by Helen Klanderud as Mayor and by Kathryn S. Koch as City Clerk of the Cit of Aspen, Colorado, a municipal corporation. Witness my hand and official seal. My Commission Expires:~~jL~ /]~D~ otary Public ! X90 ~~''•~~ . rn. ~ (ry` ro$ ~ .. Cam.- I I~~III ~~~II IIIII~ ~~I~ flClll III I~I~~~I ~~I ~II~IiI ~I III A 9 6 $ 0 8f 24 dRNICE K VOS CRUDILL PITKIN COUNTY CO 07/26/2006 11:531 R 325.00 D 0.09 APPROVED AS TO FORM; mey L1IvIELITE REDEVELOPMENT LLC, a Colorado limited liability company By: Next Generation Investments LLLP, a Colorado limitcd ]iabilitypartnership, Member By: Limelite, Inc., a Colora orporatio eneral Parmec /.. Leroy aas, President STATE OF COLORADO ) ss. COUNTY OF PITKIN ) h The foregoing instrument was acknowledged before me this L day of~tt U 2006, by Leroy Dale Pass, as President of Limelite Inc., General Parin r of Next Generation Investment, LLLP, as Member of Limelite Redevelopment, LLC, a Co~or~ limited liabi company. ~\ n Witness my hand and official seal. ~ _ ~ 11 ll Notary Public My Commission Expires: 0~ 0~ ~d By: Parkside R evelopm~ent LLC, a o(orado Iimite liability company, Member ~ GeraE~ehl, Manager STATE OF COLORADO ) ss. COUNTY OF PITKIN ) OF h The foregoing instrument was acknowledged before me this day o 2006, by Gerald M. Biehl, as Manager of Pazkside Redevelopment, LLC, as Mem er of Limelite Redevclopment, LLC, a Colorado limited liability company. ~j~ Witness my hand and official seal. ~ ~,11~'i \\ Notary Public My Commission ExpiresV Glt1. Z T""-' ~~ .,._ I`I`11 1I I` 1I Iy 526848 ~1411111~1111~I~II~'IIIIIIIII~I~~'II~~tllll~ll'IIIIII~I 00/26020 00,24534 A1y Commission Expires 01/27/2009 f L 1MELITE, INC., a Cotor orati~o'n//J Leroy D~[y~aas, President STATE OF COLORADO ) ss. COUNTY OF PTTKIIV ) The foregoing inshvment was acknowledged before me this ~ day of _`~~, 2006, by Leroy Dale Paas, as President of Limelite Inc.,,a-6p(oradoFOr<jozztipn. Witness my hand and official seal. My Commission Expires: ~ ~ h ~W~_ I~~II) I~III ~IIIII ~'I~ IIIIII ~~II11~~II~ ~II ~DII~II II I~~I 0 9 ~~ 0 ~ 0134531 ,-- -~. ~~~: ENCROACHMENT AREAS, NORTH PARCEL A PARCEL OF LA ND STNATEO IN BLOCK73, CffY AND TOWN3ITE OF ASPEN, IN SECTIDNS 7 AND 18, TOWNSHIP id SOUTH, RANGE 84 WEST AND IN SECTIONS 12 AND 13, TOWNSNIP 10 SOUTH, RANGE 85 WEST, 80TH OF THE SIXTFI P.M., COUNiY OF PITKIN, STATE OF COLOARDO sH6Er10(1 1 .6sPrN srassT 7z JO' Row 1 2Q10' FWNO J.5' AWWNUL CAP B OIX ]6 t ` LVHE<II eARRELL CPS LONnt01 A7 ]HE AMY PROk1uA1E MRIP581CilON CF HlWKMS A4ENVE ANO OARLISCH 5n{a-r LS (1e650 I 101 E HYMAx AVENUE NARiFIAN FFSOENCE FEC JMei1D ! 1 ~ B ~ ANO A~Ull®P ry z ~ 1 110 E CC6^E]t AVENUE FWNO R ~Q ACEC~~OQCWNIUUS AEBAR ier~i' s \ 1 N 1/'60'/9" d f00 / 1 ' 1i' G J. - - c 1 ,1 ~^ ~ 0 0 ~ 1 ,~ N , ~ ,o v ~ 90ttn Na [xrnOAnlucur tRFA n ~ / [d , Ra.Y OVflfHANC ANO IN4115 M1'6O'/8"d' 1zD~" Fcuxa secncw CORN6R ' 1 r.1)' W _ ~~ sEC 1zu nas Resw scc ~ J.~, -~,~ ),la nas ReAw 5frt, l,INf. 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R.3 O.eIB amti a, rnnwa svrn V ARFI NO ~ 1 71l DOf OLFRHANC M'0 TRQLS ~ \ ` , Y ~ /-~ / Pfn MNP ENp(pAfliYINr ANCA Nll 1 ~ ry 17 ~ „A CANOPY ANO ROOF OYeAHANG ` ~ E ' ' ~O FOUND NNt ANJ k WASHER ILLEpSV: j 5.50 ENfROAtl1 200' i AY FA N!1 f ~ ~ ~ I srv RCAS E 1.6)' ' ~ b1.50' u PILOB' 111.25 Idoo, ' ~ 1sa z.oc' v ~~• , 40NARCH STXd'6T 1 ]18Y flOW ~^ SOPRIS ENGINEERMG - LLC ALL ENCROACHMEN T DIMENSIONS SHOWN HEREON ARE PARALLEL ANO crvlL CONSUtrANrs SCALE: 1':dp' SOY MAINSTREET, SUlIE.U PERPENDiCULARTO THE BOUNDARY CARBONOALE, COLORA00 e1623 LINES OF THE NO RTH PARCEL Ie]bI mwsl t ropAn®.oprw,u.own ]saes oe nsroe Ysaas Pur.Owc II III ~II I IIII IIIIIII ~'IIIII IIIIII I III 079se08f114531 JRNICE K VOS GRUOILL PITKIN COUNTY CO R 121.00 D 0.00 ,, .-., ,~ MAINTENANCE OF GRANITE SURFACES Introduction• Many of the world's most interesting structures built from Marble, Limestone or Sandstone are currently suffering from modern air pollution and acid rain. These newer environmental forces coupled with normal freeze/thaw cycles, are eroding and staining the stone, impairing the natural beauty of the structures and in some cases, actually threatening their structural integrity. Granite, as the hardest and most moisture-resistant of building stones, is nearly impervious to these destructive forces. However, even Granite can lose its luster to dirt and other normal forces in high-traffic areas or where subjected to staining agents. Note that these conditions, from staining to surface cracking are far less likely to happen with Granite than with any other building stone. Protectine Granite Surfaces: In most situations, Granite surfaces are best left untreated with impregnating or sealing agents. Granite's naturally high density resists absorption of staining materials. Dirt and grime can generally be cleaned from the surface with a mild solution of soap and water. Polished surfaces are even more resistant to stain than Thermal Diamond 10 or Honed Diamond 8 surfaces. If a Granite surface is expected to be in frequent contact with staining agents, its stain resistance can be strengthened with an appropriate impregnator. Impregnators should not alter the surface texture or color of the Granite. However, it is recommended that any impregnator be pretested with given Granite color and finish prior to general application. Sealers may also be used to increase stain resistance, but they bring their own set of maintenance problems. Sealers can alter the surface texture and finish, particularly of Thermal-finished stone. Sealers can also build up on the surface creating a layer that is less durable than the Granite. Sealers are not recommended in exterior applications because they can trap moisture within the top layer of stone, which may lead to surface cracks during freeze/thaw cycles. It is strongly recommended that any sealer be pretested on the stone in a variety of conditions prior to its general application. .,, Reffular Maintenance of Granite Surfaces: The regular maintenance recommended for Granite surfaces is a simple cleaning with neutral detergent or stone soap and water. Occasionally high traffic areas or locations subjected to tracking of outside dirt and grime require a more intensive cleaner. For Polished and Honed floors subject to heavy commercial traffic, a polish preserver/restorer may be used. Maintenance Tips: Condition Cleaning Aeent Application Method General Construction Dirt & Grease Detergent & Water Sponge or Wipe on with rag. Rinse w/clear water & wipe dry. New Oil & Grease Stains Detergent & water for minor Rub in thoroughly with sponge or stains. Naptha Gas or Pyrene rag. Wash off w/detergent & water. for major stains. Wipe dry. Old Oil & Grease Stains Hydrogen Peroxide & Plaster Mix Hydrogen Peroxide & Plaster of Paris. and apply in thick ('/") patch. Let cure for 3 hours. Remove and wash w/detergent & water. Wipe dry. Paint Paint & Varnish remover like Rub on thoroughly w/rag. Wash "Zip Strip". w/detergent & water. Wipe dry. Rust & Metal Stains Phosphoric Acid Compound Rub on thoroughly w/rag or sponge Such as "Phos-It" Wash thoroughly w/water & wipe Dry Tar & Pitch Naptha Gas or Pyrene Apply w/rag. Rub thoroughly with stiff brush. Wash off w/detergent and water. Wipe dry. Polishing Powder Grace Lee Cleaner Rub in thoroughly w/rag. Rinse with water. Wipe dry. Mortar Stains Phosphoric Acid Apply w/rag. Rub thoroughly with (Caution: Etches Metal) Fiber Brush. Wash thoroughly with clear water. Muriatic Acid Neutralize w/Caustic Soda Add Residue. 0 0 MONARCH ON THE PARK VICINITY MAP SCALE: 1" = 2000' DECEIVED ~- ~~. ~..~ . DEC 0 2 2009 off '~ ,~lr~ rec,~.r ~ ~~ 6J CITY OF ASPEN ago 6 ce,~- ~ u(~'~rax, No ~ $ 21, 8 5© „OMMUNITY DEVELOPMENT (~rx.I,~ ~ P't~.., Sl,~~~,~~' ATTACHMENT 2 -LAND USE APPLICATION` PxoJECr: Name: Location: ~2~ Name: Address: TYPE OF APPLICATION: ^ GMQS Exempfion ^ ^ GMQS Albtment ^ ^ Special Review ^ ^ ESA -8040 Greenline, Stream Margin, Hallam Lake Bluff, Mountain View Plane ^ Commercial Design Review ^ ^ Residential Design Variance ^ Conceptual PUD Final PUD (Bc PUD Amendment) Subdivision condominiumization) Lot Split Lot Line Adjustment ~~ N /'"`~p m ^ Temporary Use ^ Text/Map Amendment ^ Conceptual SPA ^ Final SPA (& SPA Amendment) ^ Small Lodge Conversion/ Expansion Other: ~vnc~dm 1 ~I tHkl: .tt you attached the following? FEES DUE: S `73 5 , ° v Application Conference Summary ttachment #1, Signed Fee Agreement Response to Attachment #3, Dimensional Requirements Form Response to Attachment #4, Submittal Requirements- Including Written Responses to Review Standards 3-D Model for large project All pbms that are larger thsu 8.5° X 11" moat be folded. A disk with an electric copy of all written text (Microsoft Word Format) moat be submitted ss part of the application. Large scale projects shouldmclude an electronic 3-D model Your pro-apptiradou wnference summary will Indicate if you moat submit a 3-D modeL F~ ~I ~ AI~ P~ ~' ~ RECEIVED ATTACHMENT 3 DEC 0 2 2008 DIMENSIONAL REQUIREMENTS FORM CITY OF HSPEN OMMUNITY DFIIEI.OPMENr Project: Monarch On The Park Applicant: Limelight Redevelopment LLC Location: 405 S. Monarch Street Zone District: Lodge Zone District with a PUD Overlay Lot Size: 26,916 sf Lot Area: 26,916 sf (for the purposes of calculating Floor Area, Lot Area may be reduced for areas within the high water mark, easements, and steep slopes. Please refer to the definition of Lot Area in the Municipal Code.) Commercial net leasable: Existing.• N/A Proposed: _N/A Number of reside ntial units: Existing:_N/A Proposed: Initially 6; 14 when all units created Number of bedrooms: Existing:_N/A Proposed: Initially 23; 48 when all units created Proposed % of demolition (Historic properties only):_N/A DIMENSIONS: (See note below re: Allowables) Floor Area: Existing. N/A Allowable:2.43:1 FAR Proposed: 55,661 FA(see note) Principal bldg. height: Existing:_N/A Access. bldg. height: Existing: N/A Allowable:_42' *Proposed:_41.83' Allowable:_N/A Proposed:_N/A On-Site parking: Existing:_N/A Required: 2 per unit Proposed:2 per unit_ Site coverage: Existing: _N/A Required: 77% max. _Proposed: _77% Open Space: Existing: _N/A Required.• _N/A Proposed:_ N/A Front Setback: Existing: _N/A Required: _0' Proposed.•_ 0' Rear Setback: Existing: _N/A Required: 0' Proposed.• _0' Combined F/R: Existing: _N/A Required: 0' Proposed: _0' Side Setback: Existing: _N/A Required: 0' Proposed: _0' Side Setback: Existing: _N/A_ _Required: _0' Proposed: 0' Combined Sides: Existing: _N/A Required: 0' Proposed: _0' Distance Between Existing _N/A Reyuired:N/A Proposed:_N/A Buildings * 46' for elevator head enclosures, fireplace flues & vent terminations, per roof ht. plan presented at 2/6/06 City Concil Meeting on Ordinate 1/2006. Existing non-conformities or encroachments: N/A Variations requested: N/ per Limelight Lodge Final PUD. Note: Floor area quantity not specified in Ord. 1/2006, only FAR. Gross Bldg. Ar is 77,966 sf, qualified Floor Area is 55,661, compared with site area of 26,926 sf. this results in 2.07:1 FAR, vs. 2.43: 1 allowable FAR. ... ~~ RECEi~'ED DEC 0 2 2000 OITY OF ASPEN COMMUNITY DEVELOPMENT Les Roos IesroosCa)co mcast. net 720-379.6742 December 1, 2008 By Electronic Mail (drew.alexanderna ci.asaen.co.us) Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 8161 I-1975 Re: Monarch on the Park Condominium Dear Drew: I am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project known as Monarch on the Park. In accordance with the Pre-Application Conference summary, this letter authorizes Gerald M, Biehl, President of General Management Real Estate Services, Inc., the Manager of Limelite Redevelopment, LLC, to act as Limelite Redevelopment, LLC's representative for the Common Development Review Procedures pertaining to the approval of the condominiumization of Monarch on the Park. Mr. Biehl's contact information is as follows: Gerald M. Biehl General Management Company 1201 Galapago Street, No. 101 Denver, Colorado 80204 (303) 592- 9112 (office) (720) 254-5086 (mobile) ferry@gmco.org Sincerely, Les Roos .~. ,~ ~ .. Read and Approved: Limelite Redevelopment LLC, a Colorado limited liability company, By: General Management Real Estate Services, Inc., a Colorado corporation, Manager erald M Bie , P esident Date: w~/a~0 ~` i RECEIVED DEC 0 2 2008 CITY OF ASPEN COMMUNITY DEVELOPMENT Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 ... ., December 1.2008 By Electronic Mail (drew.alexanderCa~ci.aspen.co.us) Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 81611-1975 Re: Monarch on the Park Condominium Dear Drew: Les Roos IesroosCa comcast.net 720.379.6742 RECEIVED DEC 0 2 2008 ~;17Y OF ASPEN ~OMMUNITY DEVELOPMENT I am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project known as Monarch on the Park. This real property is known by street address as 228 East Cooper Avenue, Aspen, Colorado is legally described as follows: South Parcel, Limelight Subdivision/Planned Unit Development, as shown on the plat recorded July 26, 2006 at Reception No. 526850, County of Pitkin, State of Colorado. The property is encumbered by the following: 1. Taxes and assessments for the year 2008 and subsequent years, a lien not yet due and payable. 2. Exceptions and Reservations as set forth in the Act authorizing the issuance of the Patent for the City and Townsite of Aspen recorded March l , 1897 in Book 139, page 216. 3. Ordinance No. I (Series 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006, at Reception No. 526847. 4. Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526848. 5. Subdivision Plat of Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526850. Drew Alexander December 1, 2008 Page 2 6. Covenants, conditions, restrictions, reservations and lien rights which do not include a forfeiture or reverter clause, set forth in the Declaration of Covenants for Monarch on the Park recorded November 20, 2008, at Reception No. 554413. Notes, easements, rights of way, restrictions, and other matters or conditions as shown and set forth on the Condominium Map for Monarch on the Park recorded November 20, 2008, as Reception No. 554414, Map 89, Page 11. 8. Terms and provisions of the Amenities Use Agreement recorded November 20, 2008, at Reception No. 554414. As fee simple owner, Limelite Redevelopment LLC has full right and authority to execute and submit all documents necessary or appropriate in conjunction with the Common Development Review Procedures pertaining to the approval of the condominiumization of Monarch on the Park. This submittal is in accordance with the procedures and requirements of Ordinance No. 1 (Series 2006) and the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development, which documents are more particularly identified in paragraphs 3 and 4 above. As further evidence of the ownership rights of Limelite Redevelopment LLC to the real property described above, along with the copy of this letter emailed to you I have attached a copy of the recorded deed conveying the real property to Limelite Redevelopment LLC and a copy of the title commitment issued by Stewart Title Guaranty Company for the loan for construction of Monarch on the Park, both confirming title to the real property in Limelite Redevelopment LLC. Sincerely, Les Roos cc: Gerald M. Biehl by electronic mail RECEIVED DEC/y0 2 2UU8 vl ~~ C!F /1JI~~IY COMMUNI i V OEVELUPMENT Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 ^~, ~~ December 1, 2008 By Electronic Mail (drew.alexander(n~ci.aspen.co.us) Drew Alexander Community Development Department City of Aspen 130 S. Galena Street Aspen, CO 81611-1975 Re: Monarch on the Park Condominium Dear Drew: Les Roos lesroos at7comcast.net 720379-6742 RECEIVED DEC 0 2 1008 LITY pE ASPEN ~OMMUNI7Y DEVELOPMENT 1 am writing as legal counsel to Limelite Redevelopment LLC, a Colorado limited liability company, the owner, developer and Declarant of the real property being developed as a condominium project known as Monarch on the Park. In particular, this letter addresses paragraph 10 of the City of Aspen Pre-Application Conference Summary by providing a written description of the proposal and a written explanation of how the First Supplemental Condominium Map providing for creation of the remaining eight condominium units to be created in Monarch on the Park complies with the review standards relevant to the development application. As you are aware, the initial six condominium units were created by recording of the Declaration of Covenants, Conditions and Restrictions for Monarch on the Park and the Condominium Map for Monarch of Park on November 20, 2008. The review standards relevant to the Monarch on the Park are specified in Ordinance No. 1 (Series 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006, at Reception No. 526847 in the Clerk and Recorder's office for Pitkin County, Colorado and further articulated in the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development recorded on July 26, 2006, as Reception No. 526848 in the Clerk and Recorder's office for Pitkin County, Colorado. Paragraph E (5) of the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development provides as follows: Condominiumization of Project; Association. As soon as construction of the Project allows, Owner anticipates submitting the lodge portion of the Project and the free-market .. Drew Alexander December 1, 2008 Page 2 residential component of the Project to two (2) separate plans for condominiumization created pursuant to Colorado Common Interest Ownership Act ("CCIOA"). Accordingly, Owner agrees to prepare in accordance with the Code and CCIOA and the City agrees to process for approval and recordation a condominium map for each separate condominium regime. Owner shall also record declarations For each common interest condominium community and create a corporate non-profit homeowner's association for each community (the "Associations"), including articles of incorporation and bylaws. The Associations shall be responsible for the maintenance of their respective common elements. Membership in each respective Association shall automatically inure to any unit owner within the respective condominium regime upon the transfer of title thereto. In furtherance of this requirement and in accordance with the recorded Declaration of Covenants, Conditions and Restrictions for Monarch on the Park, a copy of which accompanies the electronic copy of this letter, the First Supplemental Condominium Map and the First Amendment to Declaration of Covenants, Conditions and Restrictions, a copy of which also accompanies the electronic copy of this letter and will be recorded just prior to recording of the First Supplemental Map, establishes the remaining eight condominium units in Monarch on the Park. All submissions to and approvals by the City of Aspen, including, the fees paid to the City, were based on 14 condominium units, which 14 units will be established upon recording of the First Supplemental Condominium Map and the First Amendment to Declaration of Covenants, Conditions and Restrictions. For your information, I have also attached copies of the Articles of Incorporation, Articles of Amendment, and Bylaws for Monarch on the Park Condominium Owners Association, a Colorado nonprofit corporation, the members of which are owners of the condominium units, and a Good Standing Certificate for Monarch on the Park Condominium Owners Association issued by the Colorado Secretary of State. Please let me know if you need any additional information. Thank you again for your cooperation. Sincerely, RECEIVED Les Roos DEC 0 2 2008 cc: Gerald M. Biehl by electronic mail ,1TY OF ASPEN ~OMMUNITY DEVELOPMENT Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 ,-„ ~, Drew Alexander December 1, 2008 Page 2 residential component of the Project to two (2) separate plans for condominiumization created pursuant to Colorado Common Interest Ownership Act ("CCIOA"). Accordingly, Owner agrees to prepare in accordance with the Code and CCIOA and the City agrees to process for approval and recordation a condominium map for each separate condominium regime. Owner shall also record declarations for each common interest condominium community and create a corporate non-profit homeowner's association for each community (the "Associations"), including articles of incorporation and bylaws. The Associations shall be responsible for the maintenance of their respective common elements. Membership in each respective Association shall automatically inure to any unit owner within the respective condominium regime upon the transfer of title thereto. In furtherance of this requirement and in accordance with the recorded Declazation of Covenants, Conditions and Restrictions for Monarch on the Park, a copy of which accompanies the electronic copy of this letter, the First Supplemental Condominium Map and the First Amendment to Declazation of Covenants, Conditions and Restrictions, a copy of which also accompanies the electronic copy of this letter and will be recorded just prior to recording of the First Supplemental Map, establishes the remaining eight condominium units in Monazch on the Pazk. All submissions to and approvals by the City of Aspen, including, the fees paid to the City, were based on 14 condominium units, which 14 units will be established upon recording of the First Supplemental Condominium Map and the First Amendment to Declazation of Covenants, Conditions and Restrictions. For your information, I have also attached copies of the Articles of Incorporation, Articles of Amendment, and Bylaws for Monarch on the Park Condominium Owners Association, a Colorado nonprofit corporation, the members of which are owners of the condominium units, and a Good Standing Certificate for Monarch on the Pazk Condominium Owners Association issued by the Colorado Secretary of State. Please let me know if you need any additional information. Thank you again for your cooperation. Sincerely, ~~ Les Roos DECEIVED DEC 0 2 2008 ;,!"fY OF ASPEN wOMMUNITY DEVELOPMENT cc: Gerald M. Biehl by electronic mail Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 .-, ! s Drew Alexander December 1, 2008 Page 2 ... ~. r 6. Covenants, conditions, restrictions, reservations and lien rights which do not include a forfeiture or reverter clause, set forth in the Declazation of Covenants for Monazch on the Park recorded November 20, 2008, at Reception No. 554413. 7. Notes, easements, rights of way, restrictions, and other matters or conditions as shown and set forth on the Condominium Map for Monazch on the Park Condominium recorded November 20, 2008, as Reception No. 554414, Map 89, Page 11. 8. Terms and provisions of the Amenities Use Agreement recorded November 20, 2008, at Reception No. 554414. As fee simple owner, Limelite Redevelopment LLC has full right and authority to execute and submit all documents necessary or appropriate in conjunction with the Common Development Review Procedures pertaining to the approval of the condominiumization of Monarch on the Pazk. This submittal is in accordance with the procedures and requirements of Ordinance No. 1 (Series 2006) and the Subdivision/Planned Unit Development Agreement for Limelight Subdivision/Planned Unit Development, which documents are more particularly identified in pazagraphs 3 and 4 above. As further evidence of the ownership rights of Limelite Redevelopment LLC to the real property described above, along with the copy of this letter emailed to you I have attached a copy of the recorded deed conveying the real property to Limelite Redevelopment LLC and a copy of the title commitment issued by Stewart Title Guaranty Company for the loan for construction of Monazch on the Park, both confirming title to the real property in Limelite Redevelopment LLC. cc: Gerald M. Biehl by electronic mail RECEIVED Sincerely, _~ ~./> ;~ __ - DEC o 2 2008 c ``a-'! ~OMMUNITOY F ASPtfV Les Roos DEVELOP~gENi Leslie J. Roos, LLC 500 Golden Eagle Drive Broomfield, CO 80020 `, ARTICLEIGENERAL 1.1 Purpose of Bylaws .................................................................. ................................ I 1.2 Terms Defined in Declaration ................................................. ................................ I 1.4 Controlling Laws and Instruments .......................................... ................................ 1 ARTICLE II OFFICES ................................................................................... ................................ 1 2.1 Principal Office ....................................................................... ................................1 2.2 Registered Office and Aeent ................................................... ................................ 1 ARTICLE III MEMBERS ............................................................................... ................................ 2 3.1 Members ................................................................................. ................................ 2 3.2 Memberships Appurtenant to Unit .......................................... ................................ 2 3.3 Members' Voting Rights ......................................................... ................................ 2 3.4 Voting by Joint Owners .......................................................... ................................ 2 3.5 Suspension of Voting Riehts .................................................. ................................ 2 3.6 Transfer of Memberships on Association Books .................... ................................ 2 3.7 Assignment of Votine Rights to Mortg~ ......................... ................................ 3 ARTICLE IV MEETING OF MEMBERS ..................................................... ................................ 3 4.1 Place of Members' Meetings .................................................. ................................ 3 4.2 Annual Meetings of Members ................................................. ................................ 3 4.3 Special Meetings of Members ................................................. ................................ 3 4.4 Meeting to Approve Annual Budeet ....................................... ................................ 3 4.5 Record Date ............................................................................ ................................ 3 4.6 Notice of Members' Meetings ................................................ ................................ 3 4.7 Proxies .................................................................................... ................................ 4 4.8 Ouorum at Members' Meeting_s .............................................. ................................ 4 4.9 Adjournment of Members' Meetings ...................................... ................................ 4 4.10 Vote Required at Members' Meetings .................................... ................................ 5 4.11 Cumulative Voting Not Permitted .......................................... ................................ 5 4.12 Order of Business .................................................................... ................................ 5 4.13 menses of Meetings ............................................................. ................................ 5 4.14 Waiver of Notice ..................................................................... ................................ 5 4.15 Action of Members Without a Meetine .................................. ................................ 5 4.16 Electronic Meetings ................................................................ ................................5 ARTICLE V BOARD OF DIRECTORS ........................................................ ................................ 5 5.1 General Powers and Duties of Board of Directors .................. ................................ 5 5.2 ~ecial Powers and Duties of Board of Directors ................... ................................ 6 (a) Assessments ................................................................ ................................ 6 (b) Taxes ........................................................................... ................................6 (c) Insurance ..................................................................... ................................6 (d) Common Area ............................................................. ................................ 6 (e) Agents and Emplovees ................................................ ................................ 6 (fl Borrowing ................................................................... ................................ 6 (g) Enforcement ................................................................ ................................6 (h) Delegation of Powers .................................................. ................................ 6 (i) Rules and Regulations ................................................. ................................ 6 ~ ~~ 5.3 Qualifications of Directors .......................................................................... ............ 7 5.4 Appointment and Election of Directors ...................................................... ............ 7 5.5 Term of Office of Directors ........................................................................ ............ 8 5.6 Removal of Directors .................................................................................. ............ 8 5.7 Resignation of Directors ............................................................................. ............ 8 5.8 Vacancies in Directors ................................................................................ ............ 8 5.9 Executive Committee .................................................................................. ............ 9 5.10 Other Committees of Association ............................................................... ............ 9 5.11 General Provisions Applicable to Committees ........................................... ............ 9 5.12 Manager or Managing Aaent ...................................................................... ............ 9 ARTICLE VI MEETING OF DIRECTORS ....................................................................... .......... 10 6.1 Place of Directors' Meetings ....................................................................... .......... 10 6.2 Annual Meeting of Directors ...................................................................... .......... 10 6.3 Other Regular Meetings of Directors .......................................................... .......... 10 6.4 Special Meetings of Directors ..................................................................... .......... 10 6.5 Notice of Directors Meetings ...................................................................... .......... 10 6.6 Proxies ........................................................................................................ .......... 10 6.7 Quorum of Directors ................................................................................... .......... 11 6.8 Adjournment of Directors' Meetings .......................................................... .......... 11 6.9 Vote Required at Directors' Meeting .......................................................... .......... 11 6.10 Order of Business ........................................................................................ .......... 11 6.1 I Officers at Meetings .................................................................................... .......... 11 6.12 Waiver of Notice ......................................................................................... ..........11 6.13 Electronic Meetings .................................................................................... .......... 1 1 6.14 Action of Directors W ithout a Meeting ...................................................... .......... 11 6.15 Executive Meetings ..................................................................................... .......... 12 6.16 Conflict of Interest ...................................................................................... .......... 12 ARTICLE VII OFFICERS .................................................................................................. .......... 12 7.1 Officers. Employees and Agents ................................................................. .......... 12 7.2 Appointment and Term of Office of Of~icers ............................................. .......... 13 7.3 Removal of Officers .................................................................................... .......... 13 7.4 Resignation of Officers ............................................................................... .......... 13 7.5 Vacancies in Officers .................................................................................. .......... 13 7.6 President ...................................................................................................... ..........13 7.7 Vice Presidents ............................................................................................ .......... 13 7.8 Secretarv ...................................................................................................... ..........13 7.9 Treasurer ..................................................................................................... .......... 14 7.10 Bonds .......................................................................................................... .......... 14 ARTICLE VI [[ INDEMNIFICATION OF OFFICIALS AND AGENTS .......................... .......... 14 8.1 Certain Definitions ...................................................................................... .......... 14 8.2 Right of Indemnification ............................................................................. .......... 14 (a) Standards of Conduct ...................................................................... .......... 14 (b) Settlement ....................................................................................... .......... 15 8.3 Indemnification Prohibited ......................................................................... .......... 15 8.4 Prior Authorization Required ...................................................................... .......... 15 iii 8.5 Success on Merits or Otherwise ............................................... ............................. 15 8.6 Advancement of Expenses ....................................................... ............................. 15 8.7 Payment Procedures ................................................................. ............................. 16 8.8 Notification to Members .......................................................... ............................. 16 8.9 Authority to Insure ................................................................... ............................. 16 8.10 Rieht to Impose Conditions to Indemnification ....................... ............................. 16 8.11 Other Riehts and Remedies ..................................................... ............................. 16 8.12 Applicability Effect .................................................................. ............................. 17 8.13 Indemnification of Aeents ....................................................... ............................. 17 8.14 Savings Clause: Limitation ...................................................... ............................. 17 ARTICLE IX MISCELLANEOUS .................................................................. ............................. 17 9.1 Amendment of Bylaws ............................................................. ............................. 17 9.2 Compensation of Officers, Directors and Members ................ ............................. 17 9.3 Books and Records .................................................................. ............................. 18 9.4 Annual Reuort .......................................................................... ............................. 18 9.5 Statement of Account ............................................................... ............................. 18 9.6 Corporate Reports .................................................................... ............................. 18 9.7 Fiscal Year ............................................................................... ............................. 18 9.8 Seal ........................................................................................... ............................. 19 9.9 Shares of Stock and Dividends Prohibited ............................... ............................. 19 9.10 Loans to Directors, Officers and Members Prohibited ............ ............................. 19 9.11 Limited Liabilitv ...................................................................... ............................. 19 9.12 Special Riehts of First Morteaeees .......................................... ............................. 19 9.13 Minutes and Presumptions Thereunder ................................... ............................. 19 9.14 Record of Mortg_agees .............................................................. ............................. 19 9.15 Checks, Drafts, and Documents ............................................... ............................. 19 9.16 Execution of Documents .......................................................... ............................. 20 ARTICLE X NOTICE AND HEARING PROCEDURE ................................ ............................. 20 ]0.1 Association's Enforcement Ri~ ........................................... ............................. 20 10.2 Written Complaint ................................................................... ............................. 20 10.3 Notice of Complaint and Notice of Defense ............................ ............................. 20 10.4 Tribunal .................................................................................... .............................21 10.5 Notice of Hearine ..................................................................... ............................. 21 10.6 Hearine ..................................................................................... .............................22 10.7 Decision ................................................................................... .............................23 iv ~ ,~ BYLAW S OF MONARCH ON THE PARK CONDOMINIUM OWNERS ASSOCIATION ARTICLE I GENERAL 1.1 Purpose of Bylaws. These bylaws (" laws") are adopted for the regulation and management of the affairs of Monarch on the Park Condominium Owners Association, a Colorado non-profit corporation ("Association"). The Association has been organized as a Colorado corporation under the Colorado Revised Nonprofit Corporation Act ("CRNCA") to act as the association under the Declaration of Covenants, Conditions and Restrictions for Monarch on the Park ("Declaration"), to perform the functions as provided in the Declaration and to further the interests of Owners of Units within the Condominium. 1.2 Terms Defined in Declaration. Capitalized terms in these Bylaws shall have the same meaning as any similarly capitalized terms in the Declaration. 1.3 Controlling Laws and Instruments. These Bylaws are controlled by and shall always be consistent with the provisions of CRNCA, the Colorado Common Interest Ownership Act ("CCIOA"), the Declaration and the Articles of Incorporation of Monarch on the Park Condominium Owners Association filed with the Secretary of State of Colorado, as any of the foregoing may be amended from time to time. ARTICLE 11 OFFICES 2.1 Principal Office. The initial principal office of the corporation shall be c/o General Management Real Estate Services, 1201 Galapago Street, #101, Denver, Colorado 80204, Attn: Gerald M. Biehl. The Board of Directors, in its discretion, may change, from time to time, the location of the principal office. 2.2 Registered Office and Agent. CRNCA requires that the Association have and continuously maintain in the State of Colorado a registered office and a registered agent whose business office is identical with such registered office. The registered office need not be the same as the principal office ofthe Association. The initial registered office and the initial registered agent are specified in the Articles of Incorporation of the Association but maybe changed by the Association at any time, without amendment to the Articles of Incorporation, by filing a statement as specified by law in the Office of the Secretary of State of Colorado. ~, ARTICLE III MEMBERS 3.1 Members. A "Member," as provided in the Declaration, is the Person, or ifmore than one, all Persons collectively, who constitute the Owner of a Unit within the Condominium. 3.2 Memberships Appurtenant to Unit. Each Membership shall be appurtenant to the fee simple title to a Unit. The Person or Persons who constitute the Owner of fee simple title to a Unit shall automatically be the holder of the Membership appurtenant to that Unit and the Membership shall automatically pass with fee simple title to the Unit. 3.3 Members' Votine Rights. Each Member, as an Owner of a Unit, shall have the right to cast one (])vote in accordance with the Declaration. 3.4 Voting_by Joint Owners. If there is more than one Person who constitutes the Owner of a Unit, each such Person shall be entitled to attend any meeting of Members ofthe Association but the voting power attributable tc> the Unit shall not be increased. In all cases in which more than one (1) Person constitutes the Owner of a Unit, including instances in which a Unit is owned by a husband and wife, then, unless written notice to the contrary, signed by any one of such Persons, is given to the Board of Directors of the Association prior to the meeting, any one (1) such Person shall be entitled to cast, in person or by proxy, the vote attributable to the Unit. Fractional voting of the vote attributable to any Unit among those Persons who constitute the Owner of a Unit shall not be allowed. If the Owners of a Unit cannot agree among themselves as to how to cast their vote on a particular matter, they shall lose their right to vote on such matter. If any Owner casts a vote representing a Membership appurtenant to a particular Unit, it will thereafter be presumed for all purposes that the Owner was acting with the authority and consent of all other Owners with whom such Owner shares the Membership, unless objection thereto is made by an Owner ofthat Unit to the person presiding over the meeting at or prior to the time the vote is cast. If more than the number of allocated votes is cast for any particular Membership, none of such votes shall be counted, and all of such votes shall be deemed null and void. 3.5 Suspension of Votin Rg iehts. The Board of Directors may suspend the voting rights of a Member during and for up to sixty (60) days following any breach by such Member of any provision of the Declaration or of any Rule or Regulation adopted by the Association unless such breach is a continuing breach, in which case such suspension shall continue for so long as such breach continues and for up to sixty (60) days thereafter. Notwithstanding anything to the contrary contained herein, only Members whose voting rights are in good standing (e.g., voting rights which have not been suspended as provided herein) shall be entitled to vote on Association matters. 3.6 Transfer of Memberships on Association Books. Transfers of Memberships shall be made on the books of the Association only upon presentation of evidence, satisfactory to the Association, ofthe transfer of ownership ofthe Unit to which the Membership is appurtenant. Prior to presentation of such evidence, the Association may treat the previous Owner as the Owner of the r ,,.~ L ? Membership entitled to all rights in connection therewith, including the rights to vote and to receive notice. 3.7 Assignment of Voting Ri¢hts to Mortgagees. A Member may assign his voting rights to any First Mortgagee by duly executed proxies timely delivered to the Association. Any such assignment of voting rights and any revocation or termination of any assignment of voting rights shall be in writing and shall be filed with the Secretary of the Association. ARTICLE IV MEETING OF MEMBERS 4.1 Place of Members' Meetings. Meetings of Members shall be held at the principal office of the Association or at such other place, within or convenient to the Condominium, as maybe fixed by the Board of Directors and specified in the notice of the meeting. 4.2 Annual Meetings of Members. Annual meetings of the Members shall be held on such day and at such time of day as is fixed by the Board of Directors of the Association and specified in the notice of the meeting. An annual meeting shall be held each calendar year to elect Directors of the Association and to transact such other business as may properly come before the meeting. 43 Special Meetings of Members. Special meetings of the Members may be called by the Declarant, the President or the Board of Directors ofthe Association or by Members holding not less than twenty percent (20%) of the total votes of all Members. No business shall be transacted at a special meeting of Members except as indicated in the notice thereof. 4.4 Meeting to Approve Annual Budget. The Association budget shall be approved as provided in the Declaration. 4.5 Record Date. For the purpose of determining Members entitled to notice of, or to vote at, any meeting of Members or in order to make a determination of such Members for any other proper purpose, the Board of Directors of the Association may fix, in advance, a date as the record date for any such determination of Members. The record date shall be not more than fifty (50) days prior to the meeting of Members or the event requiring a determination of Members. 4.6 Notice of Members' Meetings. Written notice stating the place, day and hour of any meeting shall be delivered not less than ten (10) nor more than fifty (50) days before the date of the meeting, either personally or by mail, by or at the direction of the President or the Secretary of the Association or the officers or persons calling the meeting, to each Member entitled to vote at such meeting. The notice of an annual meeting shall include the names of any known candidate for Director and shall identify any other matter that it is known may come before the meeting. The notice of a special meeting shall state the purpose or purposes for which the meeting is called. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the Member at his address as it appears on the records of the .-, .~, . ,~ Association, with postage thereon prepaid. Such notice shall also be posted in a conspicuous place in the Condominium, such as on a notice board outside the principal office of the Association, and such notice shall be deemed to be delivered to any Member upon such posting if such Member has not furnished an address for mailing of notice to the Association. If the Association maintains a website, all notices and agendas shall be posted on the website. If electronic notice is available, notice of all regular and special meetings shall be sent electronically to all Members who so request and who furnish the Association with their electronic mail addresses, as soon as possible but at least twenty-four (24) hours before a meeting. 4.7 Proxies. A Member entitled to vote may vote in person or by proxy executed in writing by the Member or his duly authorized attorney-in-fact and filed with the Secretary prior to the time the proxy is exercised. Any proxy may be revoked, prior to the time the proxy is exercised, by a Member in person at a meeting or by revocation in writing filed with the Secretary. A proxy shall automatically cease upon the conveyance by a Member of the Unit of the Member and the transfer of the Membership on the books of the Association. No proxy shall be valid after eleven (11) months from the date of its execution unless otherwise provided in the proxy and no proxy shall be valid in any event for more than three (3) years after its date of execution. Any form of proxy fumished or solicited by the Association and any form of written ballot fumished by the Association shall afford an opportunity thereon for Members to specify a choice between approval and disapproval of each matter or group of related matters which is known at the time the form of proxy or written ballot is prepared, may come before the meeting and shall provide, subject to reasonably specified conditions, that if a Member specifies a choice with respect to any such matter, the vote shall be cast in accordance therewith. 4.8 Ouorum at Members' Meetings. All regular and special meetings of the Members must be open to attendance by all Members. Upon the request of one or more Members, a vote on any matter affecting the Condominium in regard to which all Members are entitled to vote must be by secret ballot. Except as may be otherwise provided in the Declaration, the Articles of Incorporation or these Bylaws, the presence, in person or by proxy, of Members entitled to cast a majority of the votes of all Members shall constitute a quorum at any meeting of such Members. Members present in person or by proxy at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of a Member so as to leave less than a quorum. If the required quorum is not present in person or by proxy at any meeting of Members, another meeting may be called, subject to the notice requirements herein above specified, in order to achieve the required quorum. 4.9 Adiournment of Members' Meetings. A majority ofthose Members present in person at any meeting may adjourn the meeting from time to time, whether or not a quorum shall be present in person or by proxy, without notice other than announcement at the meeting, for a total period or periods not to exceed thirty (30) days after the date set for the original meeting. At any adjourned meeting which is held without notice other than announcement at the meeting, the quorum requirement shall not be reduced or changed, but if the originally required quorum is present in person or by proxy, any business may be transacted which might have been transacted at the meeting as originally called. 4 '"`~ ~. ~ 4.10 Vote Required at Members' Meetings. At any meeting if a quorum is present, a majority of the votes present in person or by proxy and entitled to be cast on a matter shall be necessary for the adoption of the matter, unless otherwise required by law, the Declaration, the Articles of Incorporation or these Bylaws, except that in the case of elections in which there are more than two (2) candidates the person receiving the highest number of votes cast shall be elected. 4.11 Cumulative Voting Not Permitted. Cumulative voting by Members in the election of Directors shall not be permitted. 4.12 Order of Business. The order of business at any meeting of Members shall be as follows: (a) roll call to determine the voting power represented at the meeting; (b) proof of notice of meeting or waiver or notice; (c) election of Directors (at annual meetings or special meetings held for such purpose); and (d) any other Association business. 4.13 Expenses of Meetings. The Association shall bear the expenses of all meetings of Members. 4.14 Waiver of Notice. A waiver of notice of any meeting of Members, signed by a Member, whether before or after the meeting, shall be equivalent to the giving of notice of the meeting to such Member. Attendance of a Member at a meeting, either in person or by proxy, shall constitute waiver of notice of such meeting except when the Member attends for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened. 4.15 Action of Members W ithout a Meeting. Any action required to be taken or which may be taken at a meeting of Members may be taken without a meeting if consent, in writing, setting forth the action so taken, shall be signed by all of the Members entitled to vote with respect to the subject matter thereof. 4.16 Electronic Meetings. Member meetings may be held by telephone, video conference, real time Internet conference or other similar electronic communication provided that all Members present at the meeting have two way communications during the meeting. ARTICLE V BOARD OF DIRECTORS 5.1 General Powers and Duties of Board of Directors. The Board of Directors shall have the duty to manage and supervise the affairs of the Association and shall have all powers necessary or desirable to permit it to do so. Without limiting the generality of the foregoing, the Board of Directors shall have the power to exercise or cause to be exercised for the Association, all of the powers, rights and authority of the Association not reserved to Members in the Declaration, the Articles of Incorporation, these Bylaws, CRNCA or CCIOA, as the same may be amended from time to time. For purposes of CCIOA and these Bylaws, the Board of Directors is synonymous with the Executive Board of Directors. 5.2 ~ecial Powers and Duties of Board of Directors. Without limiting the foregoing statement of general powers and duties of the Board of Directors or the powers and duties of the Board of Directors as set Forth in the Declaration, the Board of Directors ofthe Association shall be vested with and responsible for the following specific powers and duties: (a) Assessments. The duty to fix and levy from time to time General Assessments, Special Assessments, Default Assessments and other charges upon the Members ofthe Association as provided in the Declaration; to determine and fix the due date for the payment of such Assessments and the date upon which the same shat l become delinquent; and to enforce the payment of such delinquent Assessments as provided in the Declaration; (b) Taxes. The duty to pay all taxes and Assessments levied upon the Association Property and all taxes and Assessments payable by the Association. The Board of Directors shall also have the power to contest any such taxes or Assessments in accordance with the provisions contained in the Declaration. (c) Insurance. The duty to contract and pay premiums for fire and casualty, liability and other insurance in accordance with the provisions of the Declaration; (d) Common Area. The duty to manage and care for the Common Elements, to employ personnel necessary for the care and operation of the Common Elements and to contract and pay for necessary Improvements on property owned by the Association; (e) Agents and Employees. Subject to applicable employment laws, the power to select, appoint and remove all officers, agents and employees of the Association and to prescribe such powers and duties for them as may be consistent with law, with the Articles of Incorporation, the Declaration and these Bylaws; and to fix their compensation and to require from them security for faithful service as deemed advisable by the Board of Directors; (f) Borrowing. The power, with the approval of the Members representing at least sixty-seven (67%) of the voting power of the Association, to borrow money and to incur indebtedness for the purpose of the Association, and to cause to be executed and delivered therefor, in the Association's name, promissory notes, bonds, debentures, mortgages, pledges, hypothecations or other evidences of debt and securities therefor; (g) Enforcement. The power to enforce the provisions of the Declaration, the Rules and Regulations of the Association, these Bylaws or other agreements of the Association; (h) Delegation of Powers. The power to delegate its powers according to law including, for example, the power to establish executive committees; and (i) Rules and Regulations. The power to adopt such Rules and Regulations with respect to the interpretation and implementation of the Declaration, use of Common Elements and use of any property within the Condominium, including Units; provided, however, that such Rules ,-. and Regulations shall be enforceable only to the extent that they are consistent with the Declaration, the Articles of Incorporation and these Bylaws. 5.3 Qualifications of Directors. A Director must be an Owner of a Unit within the Condominium or, if the Owner of any such Unit is a partnership, corporation, limited liability company or other entity, must be a designated representative of such partnership, corporation, limited liability company or other entity. [f a Director conveys or transfers title to his Unit, or if a Director who is a designated representative ofa partnership, corporation, limited liability company or other entity ceases to be such designated representative, or if the partnership, corporation, limited liability company or other entity of which a Director is a designated representative transfers title to its Unit, such Director's term as Director shall immediately terminate and a new Director shall be appointed by the remaining Directors (see Section 5.8) as promptly as possible to take such Director's place. A Director may be re-elected and there shall be no limit on the number of terms a Director may serve. 5.4 Appointment and Election of Directors. Notwithstanding any other provision contained herein: (a) Prior to the time Members, other than Declarant, own twenty-five percent (25%) of the Units, all Directors shall be appointed by Declarant. All Directors appointed by Declarant shall be subject to removal at any time and from time to time, by Declarant, in its sole and absolute discretion. (b) Subject to the terms and conditions of Sections 5.4(c) and (d) below, but notwithstanding anything else to the contrary contained in these Bylaws or in any other Association Document, Declarant shall have the exclusive right to appoint and remove all Directors during the Declarant Control Period. The phrase "Declarant Control Period" means the period commencing on the date on which Declarant forms the Association and ending on the earliestto occur of: (i) the date that is sixty (60) days after conveyance to Purchasers of 75 percent (75%) of the maximum number of Units that may be created by Declarant under the Declaration; (ii) the date that is two (2) years after the last conveyance of a Unit by Declarant or a Successor Declarant in the ordinary course of business; or (iii) when, in its discretion, Declarant so determines. (c) Declarant may voluntarily surrender its right to appoint and remove Directors prior to the expiration of the Declarant Control Period, but, in that event, Declarant may require, for the remainder of the Declarant Control Period, that specific actions of the Association or the Board of Directors, as described in a recorded instrument executed by Declarant, be approved by the Declarant before they become effective. (d) Notwithstanding anything to the contrary contained in Section 5.4(b) above, not later than sixty (60) days after the conveyance oftwenty-five percent (25%) ofthe Units that may be created under the Declaration to Purchasers, at least twenty-five percent (25%) ofthe then number of Directors shall be elected by Owners other than Declarant, and not later than sixty (60) days after the conveyance of fifry percent (50%) of the Units that may be created under the Declaration to 7 .-,. ,~ Purchasers, at least thirty-three and one third percent (33 1 /3%) of the Members of the Board of Directors must be elected by Owners other than Declarant. (e) During the thirty (30) day period immediately preceding the date on which the Declarant Control Period expires, the Association shall call a special meeting at which time the Members, including Declarant, if Declarant is the owner of any Units, shall elect all three (3) Directors, at least a majority of whom must be Owners other than Declarant or designated representatives of Owners other than Declarant. The Directors elected by the Members, including Declarant, shall serve until the first annual meeting following the termination of the Declarant Control Period. If such annual meeting occurs within thirty (30) days after termination of the Declarant Control Period, this subparagraph shall not apply and Directors shall be elected in accordance with Paragraph 5.5 below. (f) The number of Directors may be increased by a vote of a majority of the Owners. (g) Votes for Directors must be taken by secret ballot. Ballots shall be counted by a neutral third party or by a Member who is not a candidate, who attends the meeting at which the vote is held, and who is selected at random from a pool oftwo (2) or more Members. The results of the vote shall be reported without reference to names, addresses, or other identifying information. 5.5 Term of Office of Directors. The initial Directors named in the Articles of Incorporation shall hold office until the first annual meeting of Members. At the first annual meeting of the Members after termination of the Declarant's Control Period, the three (3) Directors shall be elected as follows: Directors shall be elected bythe Members, including Declarant, if Declarant is the owner of any Unit in the Community Area. Two (2) Directors shall be elected for a term oftwo (2) years, and one (1) Director shall be elected for a term of one (I) year. At the expiration of the initial term of office of each member of the Board of Directors and at each annual meeting thereafter, a successor shall be elected to serve for a term of two (2) years. 5.6 Removal of Directors. At any meeting ofthe Members, the notice ofwhich indicates such purpose, the Owners by a sixty-seven percent (67%) vote of all Owners represented and entitled to vote at any meeting at which a quorum is present, may remove any Director, with or without cause, other than a Director appointed by Declarant during the Declarant Control Period. 5.7 Resignation of Directors. Any Director may resign at any time by giving written notice to the President, to the Secretary or to the Board of Directors at the registered office stating the effective date of such resignation. Acceptance of such resignation shall not be necessary to make the resignation effective. 5.8 Vacancies in Directors. Any vacancy occurring in the Board of Directors shall, unless filled in accordance with Section 5.6, be filled by the appointment by the unanimous vote of the remaining Directors. The person so appointed shall serve until the next annual or a special meeting of Members whereby the Owners of Units shall vote to fill the vacancy. A Directorship to be filled by reason of an increase in the number of Directors shall be filled only by vote of the Members 8 ... ;. except as otherwise provided in Section 5.4 for those positions to be appointed by Declarant during the Declarant Control Period. 5.9 Executive Committee. The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate and appoint an Executive Committee, which shall consist ofat least one (1) Director which, unless otherwise provided in such resolution, shall have and exercise all the authority of the Board of Directors except authority with respect to those matters specified in CRNCA as matters which such committee may not have and exercise the authority of the Board of Directors. 5.10 Other Committees of Association. The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate and appoint one (l) or more other committees, which may consist of or include Members who are not Directors. Any such committee shall have and exercise such authority as shall be specified in the resolution creating such committee except that only a committee which consists of two (2) or more Directors may exercise such authority as can only be exercised by the Board of Directors. 5.1 I General Provisions Applicable to Committees. The designation and appointment of any committee and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any individual Director, of any responsibility imposed upon it or him by law. The provisions of these Bylaws with respect to notice of meeting, waiver of notice, quorums, adjournments, vote required and action by consent applicable to meetings of Directors shall be applicable to meetings of committees of the Board of Directors. 5.12 Manager or Managing Agent. The Board of Directors, by resolution adopted by a majority of the Directors in office, shall, at any time at or prior to, or as soon as reasonably possible after, the first annual meeting of the Board of Directors, designate and appoint a manager or a managing agent, or both. The extent of the authority of such manager or agent shall be determined by the Directors in the resolution. Any such resolution may delegate all or substantially all of the powers and duties of the Board of Directors to any such manager or managing agent but the Board of Directors, in delegating powers and duties to any such manager or managing agent, shall not be relieved of its responsibilities under the Declaration. Ifthe Board of Directors delegates the powers of the Board of Directors or the officers relating to collection, deposit, transfer, or disbursement of Association funds to other persons or to a managing agent, (i) the other person or managing agents shall maintain fidelity insurance coverage or a bond in an amount not less than fifty thousand dollars ($50,000) or such higher amount as the Board of Directors may require; (ii) the other person or managing agent shall maintain all funds and accounts ofthe Association separate from the funds and accounts of other associations managed by the other person or managing agent and shall maintain all reserve accounts of each association so managed separate from the operational accounts of the Association; and (iii) an annual accounting for Association funds and a financial statement shall be prepared and presented to the Association by the managing agent, a public accountant, or a certified public accountant. 9 ARTICLE VI MEETING OF DIRECTORS 6.1 Place ofDirectors' Meetings. Meetings ofthe Board ofDirectors shall be held atthe principal office ofthe Association or at such other place, within or convenient to the Condominium, as may be fixed by the Board ofDirectors and specified in the notice of the meeting. 6.2 Annual Meeting of Directors. Annual meetings of the Board ofDirectors shall be held on the same date as, or within ten (10) days of, the annual meeting of Members. The business to be conducted at the annual meeting of Directors shall consist of the appointment of officers of the Association and the transaction of such other business as may properly come before the meeting. No prior notice of the annual meeting ofthe Board ofDirectors shall be necessary ifthe meeting is held on the same day and at the same place as the annual meeting of Members at which the Board of Directors is elected or if the time and place of the annual meeting of the Board of Directors is announced at the annual meeting of such Members. 6.3 Other Regular Meetings of Directors. The Board of Directors shall hold regular meetings at least semi-annually and may, by resolution, establish in advance the times and places for such regular meetings. No prior notice of any regular meetings need be given after establishment of the times and places thereof by such resolution. 6.4 Special Meetings ofDirectors. Special meetings of the Board ofDirectors may be called by the President or any two (2) members of the Board ofDirectors. 6.5 Notice ofDirectors' Meetings. In the case of all meetings of Directors for which notice is required, notice stating the place, day and hour of the meeting shall be delivered not less than three nor more than fifty (50) days before the date ofthe meeting, by mail, telegraph, telephone or personally, by or at the direction of the persons call ing the meeting, to each member of the Board of Directors. If mailed, such notice shall be deemed to be delivered at 5:00 p.m. on the second business day after it is deposited in the mail addressed to the Director at his home or business address as either appears on the records of the Association, with postage thereon prepaid. If telegraphed, such notice shall be deemed delivered at 5:00 p.m. on the next calendar day after it is deposited in a telegraph office addressed to the Director at either such address, with all charges thereon prepaid. If by telephone, such notice shall be deemed to be delivered when given by telephone to the Director or to any person answering the phone who sounds competent and mature at his home or business phone number as either appears on the records of the Association. If given personally, such notice shall be deemed to be delivered upon delivery or a copy ofa written notice to, or upon verbally advising, the Director or some person who appears competent and mature at his home or business address as either appears on the records ofthe Association. Neitherthe business to be transacted at, nor the purpose of, any regular or special meeting of the Board of Directors need be specified in the notice or waiver of such meeting. 6.6 Proxies. A Director shall be entitled to vote by proxy at any meeting of Directors. 10 ... .p. 6.7 Ouorum of Directors. A majority of the number of Directors fixed in these Bylaws shall constitute a quorum for the transaction of business. 6.8 Adjournment of Directors' Meetings. A majority of the Directors present at any meeting of Directors may adjourn the meeting from time to time, whether or not a quorum shall be present, without notice other than an announcement at the meeting, for a total period or periods not to exceed 30 days after the date set for the original meeting. At any adjourned meeting which is held without notice other than announcement at the meeting, the quorum requirement shall not be reduced or changed, but if the originally required quorum is present, any business may be transacted which may have been transacted at the meeting as originally called. 6.9 Vote Required at Directors' Meetine. At any meeting ofthe Directors, ifa quorum is present, a majority of the votes present in person and entitled to be cast on a matter shall be necessary for the adoption of the matter, unless a greater proportion is required by law, the Declaration, the Articles of Incorporation or these Bylaws. 6.10 Order of Business. The order of business at all meetings of Directors shall be as follows: (a) roll call; (b) proof of notice of meeting or waiver of notice; (c) reports of officers, (d) reports of committees; (e) unfinished business; and (f) new business. 6.11 Officers at Meetings. The President shall act as chairman and the Board of Directors shall elect a Director to act as secretary at all meetings of Directors. In the absence of the President or Secretary, the Directors may select from the Directors present at the meeting the persons to act as chairman and secretary for the meeting. 6.12 Waiver of Notice. A waiver of notice of any meeting of the Board of Directors, signed by a Director, whether before or afrer the meeting, shall be equivalent to the giving of notice of the meeting to such Director. Attendance of a Director at a meeting in person shall constitute waiver of notice of such meeting except when the Director attends for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened. 6.13 Electronic Meetings. Directors meetings may be held by telephone, video conference, real time Internet conference or other similar electronic communication provided that all Directors consent to the forum of the communication and have, during the course of the meeting, two-way communications with all Directors present at the meeting. 6.14 Action of Directors Without a Meeting. Any action required to be taken or which may be taken at a meeting of Directors, may be taken without a meeting if consent in writing, setting forth the action so taken, shall be signed by all of the Directors. In addition, any action required to betaken or which may be taken at a meeting of Directors, may betaken without a meeting if a written notice of the action proposed to be taken is sent to all Directors in accordance with Section 6.5, which notice shall state the date by which a Director must respond to the notice and, thereafter, each Director votes, in writing, for or against the proposed action or abstains, or fails to respond and no Director demands a meeting to consider the proposed action. 6.15 Executive MeetinQS. The Directors or any committee thereof may hold an executive orclosed-door session and may restrict attendance to Directors or committee members and other persons requested by the Directors or committee. The matters to be discussed at an executive session, however, may only include the following: (a) Matters pertaining to employees of the Association or the managing agent's contract or involving the employment, promotion, discipline, or dismissal of an officer, agent or employee of the Association. (b) Consultation with legal counsel concerning disputes that are the subject of pending or imminent court proceedings or matters that are privileged or confidential. (c) Investigative proceedings concerning possible or actual criminal misconduct (d) Matters subject to specific constitutional, statutory, or judicially imposed requirements protecting particular proceedings or matters from public disclosure. (e) Any matter, the disclosure of which would constitute an unwarranted invasion of individual privacy. (f) Review of or discussion relating to any written or oral communication from legal counsel. Prior to the convening of an executive session, the Directors or committee must announce the general matter of discussion as enumerated in the above paragraphs. No rule or regulation of the Directors or committee thereof shall be adopted during an executive session. A rule or regulation may be validly adopted only during a regular or special meeting, or after the body goes back into regular session following an executive session. The minutes of all meetings at which an executive session was held shall state that an executive session was held and the general subject matter ofthe executive session. 6.16 Conflict of Interest. If any contract, decision or other action taken by or on behalfof the Directors would benefit any Director or any person who is a parent, grandparent, spouse, child, or sibling of a Director or a parent or spouse of any of those persons, that Director shall declare a conflict of interest for that issue. The Director must declare this conflict in open meeting, prior to any discussion or action on the issue. After making this declaration, the Director may participate in the discussion but shall not vote on the issue. Any contract entered into in violation ofthis provision shall be unenforceable. ARTICLE VII OFFICERS 7.1 Officers, Emplovees and dents. The officers of the Association shall consist of a President, a Secretary, a Treasurer and such other officers, assistant officers, employees and agents as 12 ,~. may be deemed necessary by the Board of Directors. Officers other than the President need not be Directors. The same person may simultaneously hold more than one (1) office. 7.2 Appointment and Term of Office of Officers. The officers shall be appointed by the Board of Directors at the annual meeting of the Board of Directors and shall hold office, subject to the pleasure of the Board of Directors, until the next annual meeting of the Board of Directors or until their successors are appointed, whichever is later, unless the officer resigns, or is removed earlier. 7.3 Removal of Officers. Any officer, employee or agent maybe removed by the Board of Directors, with or without cause, whenever in the Board of Directors of Director's judgment the best interests of the Association will be served thereby. The removal of an officer, employee or agent shall be without prejudice to the contract rights, if any, of the officer, employee or agent so removed. Election or appointment of an officer, employee or agent shall not of itself create contract rights. 7.4 Resignation of Officers. Any officer may resign at any time by giving written notice to the President, the Secretary or the Board of Directors of the Association stating the effective date of such resignation. Acceptance of such resignation shall not be necessary to make the resignation effective. 7.5 Vacancies in Officers. Any vacancy occurring in any position as an officer may be filled by the Board of Directors. An officer appointed to fill a vacancy shall be appointed for the unexpired term of his predecessor in office. 7.6 President. The President shal I be a member of the Board of Directors and shall be the principal executive officer of the Association and, subject to the control of the Board of Directors, shall direct, supervise, coordinate and have general control over the affairs of the Association, and shall have the powers generally attributable to the chief executive officer of a corporation. The President shall preside at all meetings of the Board of Directors and of the Members of the Association. 7.7 Vice Presidents. The Vice Presidents may act in place ofthe President in case of his death, absence or inability to act, and shall perform such other duties and have such authority as is from time to time delegated by the Board of Directors or by the President. 7.8 Secretary. The Secretary shall be the custodian of the records and the seal of the Association and shall affix the seal to all documents requiring the same; shall see that all notices are duly given in accordance with the provisions of these Bylaws and as required by law and that the books, reports and other documents and records of the Association are properly kept and filed; shall take or cause to betaken and shal I keep minutes of the meetings of Members (and shal I endeavor to provide a copy of such minutes to the Members at or before the next meeting of Members), of the Board of Directors and of committees ofthe Board of Directors; shall keep at the principal office of the Association a record of the names and addresses of the Members; and, in general, shat l perform all duties incident to the office of Secretary and such other duties as may, from time to time, be 13 ~ .., r a ~' assigned to him by the Board of Directors or by the President. The Board of Directors may appoint one (1) or more Assistant Secretaries who may actin place of the Secretary in case of his death, absence or inability to act. 7.9 Treasurer. The Treasurer shall have charge and custody of, and be responsible for, all funds and securities ofthe Association; shall deposit all such funds in the name ofthe Association in such depositories as shall be designated by the Board of Directors; shall keep correct and complete financial records and books of account and records of financial transactions and condition of the Association and shall submit such reports thereof as the Board of Directors may, from time to time, require; shall arrange for the annual report required under Section 9.4 of these Bylaws; and, in general, shall perform all the duties incident to the office of Treasurer and such other duties as may from time to time be assigned to him by the Board of Directors or by the President. The Board of Directors may appoint one (1) or more Assistant Treasurers who may act in place of the Treasurer in case of his death, absence or inability to act. Upon approval by the Board of Directors, the Treasurer may engage the services of a third party to keep the financial books and records of the Association. 7.10 Bonds. The Association may require fidelity bonds covering officers orother persons handling funds of the Association. The Association shall pay the premiums for such bonds. ARTICLE VIII INDEMNIFICATION OF OFFICIALS AND AGENTS 8.1 Certain Definitions. A "Corporate Official" shall mean any Director or officer, as hereinafter defined, and any former Director or officer of the Association. "Corporate Employee" shall mean any employee and any former employee of the Association. "Expenses" shall mean all costs and expenses, including attorneys' fees, liabilities, obligations, judgments and any amounts paid in reasonable settlement of a Proceeding. "Proceeding" shall mean any claim, action, suit or proceeding, whether threatened, pending or completed, and shall include appeals. 8.2 Right of Indemnification. The Association shall indemnify any Corporate Official and any Corporate Employee against any and all Expenses actually and necessarily incurred by or imposed upon him to the fullest extent required or permitted by law. The right of indemnification shall not extend to any matter as to which such indemnification would not be lawful under the laws of the State of Colorado. (a) Standards of Conduct. The Association shall indemnify any Corporate Official and any Corporate Employee against liability incurred in or as a result of the Proceeding if the Corporate Official or Corporate Employee: (i) conducted himself or herself in good faith; (ii) reasonably believed (A) in the case of a Director acting in his or her official capacity, that his or her conduct was in the Association's best interests, or (B) in all other cases, that the Corporate Official's or Corporate Employee's conduct was at least not opposed to the Association's best interests; and (iii) in the case of any criminal Proceeding, the Corporate Official and Corporate Employee had no reasonable cause to believe his or her conduct was unlawful. 14 ,-. (b) Settlement. The termination of any Proceeding by judgment, order, settlement or conviction, or upon a plea of nolo contendere or its equivalent, is not of itself determinative that the Corporate Official or Corporate Employee did not meet the applicable standards of conduct as set forth in Subsection 8.2(a). 8.3 Indemnification Prohibited. The right of indemnification shall not extend to matters as to which the Corporate Official or Corporate Employee: (i) has been adjudged liable for gross negligence or willful misconduct in the performance of the Corporate Official's or Corporate Employee's duty to the Association, or (ii) in connection with any Proceeding charging improper personal benefit to such Corporate Official or Corporate Employee, in which the party was adjudged liable on the basis that personal benefit was improperly received by such Corporate Official or Corporate Employee (even if the Association was not thereby damaged). Notwithstanding the foregoing, the Association shall indemnify such Corporate Official or Corporate Employee ifand to the extent required by the court conducting the Proceeding, or any other court of competent jurisdiction to which such Corporate Official or Corporate Employee has applied, if it is determined by such court, upon application by such Corporate Official or Corporate Employee, that despite the adjudication of liability in the circumstances in clauses (i) and (ii) of this Subsection 8.3 or whether or not the party met the applicable standards of conduct set forth in Subsection 8.2(a), and in view of all relevant circumstances, the Corporate Official or Corporate Employee is fairly and reasonably entitled to indemnification for such expenses as the court deems proper in accordance with CRNCA. 8.4 Prior Authorization Required. Any indemnification under Section 8.2 (unless ordered by a court or in accordance with Section 8.5 below) shall be made by the Association only if authorized in the specific case after a determination has been made that the Corporate Official or Corporate Employee is eligible for indemnification in the circumstances because such Corporate Official or Corporate Employee has met the applicable standards of conduct set forth in Subsection 8.2(a) and after an evaluation has been made as to the reasonableness of the Expenses. Any such determination, evaluation and authorization shall be made by the Board of Directors by a majority vote of a quorum of such Board of Directors, which quorum shall consist of Directors not parties to the Proceeding, or by such other person or body as permitted by law. 8.5 Success on Merits or Otherwise. Notwithstanding any other provision ofthis Article 8, the Association shall indemnify such Corporate Official or Corporate Employee to the extent that such party has been successful, on the merits or otherwise, including, without limitation, dismissal without prejudice or settlement without admission of liability, in defense ofany Proceeding to which the party was a party against Expenses incurred by such party in connection therewith. 8.6 Advancement of Expenses. The Association may, but shall not be obligated to, pay for or reimburse the Expenses, or a portion thereof, incurred by a party in advance of the final disposition ofthe Proceeding if (a) the party fumishes the Association a written affirmation of such party's good faith belief that he or she has met the standard of conduct described in Subsection 8.2(a)(i); (b) the party furnishes the Association a written undertaking, executed personally or on behalf of such party, to repay the advance if it is ultimately determined that the party did not meet such standard of conduct; and (c) authorization of payment and a determination that the facts then 15 ~.,. .> known to those making the determination would not preclude indemnification under this Article have been made in the manner provided in Section 8.4. The undertaking required by clause (b) must bean unlimited general obligation ofthe party, but need not be secured and may be accepted without reference to financial ability to make repayment. 8.7 Payment Procedures. The Association shall promptly act upon any request for indemnification, which request must be in writing and accompanied by the order of court or other reasonably satisfactory evidence documenting disposition of the Proceeding in the case of indemnification under Section 8.4, and by the written affirmation and undertaking to repay as required by Section 8.5 in the case of indemnification under such Section 8.6. The right to indemnification and advances granted by this Article shall be enforceable in any court of competent jurisdiction ifthe Association denies the claim, in whole or in part, or ifno disposition of such claim is made within 90 days after written request for indemnification is made. A party's Expenses incurred in connection with successfully establishing such party's right to indemnification, inwhole or in part, in any such Proceeding shall also be paid by the Association. 8.8 Notification to Members. Any indemnification of or advance of Expenses to a Director (but not to any other party) in accordance with this Article, if arising out of a Proceeding by or on behalf of the Association, shall be reported in writing to the Members with or before the notice of the next meeting of Members. 8.9 Authority to Insure. The Association may purchase and maintain liability insurance on behalfof any Corporate Official or Corporate Employee against any liability asserted against him and incurred by him as a Corporate Official or Corporate Employee or arising out of his status as such, including liabilities for which a Corporate Official or Corporate Employee might not be entitled to indemnification hereunder. 8.10 ~ht to Impose Conditions to Indemnification. The Association shall have the right to impose, as conditions to any indemnification provided or permitted in this Article, such reasonable requirements and conditions as may appear appropriate to the Board of Directors in each specific case and circumstances, including, but not limited to, any one or more of the following: (a) that any counsel representing the party to be indemnified in connection with the defense or settlement of any Proceeding shall be counsel mutually agreeable to the party and to the Association; (b) that the Association shall have the right, at its option, to assume and control the defense or settlement of any Proceeding made, initiated, or threatened against the party to be indemnified; and (c) that the Association shall be subrogated, to the extent of any payments made by way of indemnification, to all of the indemnified party's right of recovery, and that the party to be indemnified shall execute all writings and do everything necessary to assure such rights of subrogation to the Association. 8. I I Other Rights and Remedies. The indemnification provided by this Article shall be in addition to any other rights which a party may have or hereafter acquire under any law, provision of the Articles of Incorporation, any other or further provision of these Bylaws, vote of the Members or Board of Directors, agreement or otherwise. 16 ,. .-. 8.12 A~glicability Effect. The indemnification provided in this Article shall be applicable to acts or omissions that occurred prior to the adoption of this Article shall continue as to any party entitled to indemnification under this Article who has ceased to be a Director, officer or employee of the Association. The repeal or amendment of this Article or of any Section or provision hereof that would have the effect of limiting, qualifying or restricting any of the powers or rights of indemnification provided or permitted in this Article shall not, solely by reason of such repeal or amendment, eliminate, restrict or otherwise affect the right or power ofthe Association to indemnify any person, or affect any rights of indemnification of such person, with respect to any acts or omissions that occurred prior to such repeal or amendment. All rights to indemnification under this Article shall be deemed to be provided by a contract between the Association and each party covered hereby. 8.13 Indemnification of Agents. The Association shall have the right, but shall not be obligated, to indemnify any agent of the Association not otherwise covered by this Article to the fullest extent permissible by the laws of Colorado. Unless otherwise provided in any separate indemnification arrangement, any such indemnification shall be made only as authorized in the specific case and in the manner provided in Section 8.3. 8.14 Savings Clause; Limitation. Ifthis Article or any Section or provision hereofshall be invalidated by any court on any ground, or if CRNCA is amended in such a way as to affect this Article, then the Association shall nevertheless indemnify each party otherwise entitled to indemnification hereunder to the fullest extent permitted by law or any applicable provision of this Article that shall not have been invalidated. ARTICLE IX MISCELLANEOUS 9. l Amendment of Bylaws. The Board of Directors may alter, amend or repeal or adopt new Bylaws at any time prior to the conveyance of the first Unit to an Owner other than Declarant. Thereafter the Members shall have the exclusive power to alter, award or repeal the Bylaws. The Members, at a meeting called for that purpose, shall have the sole power to alter, amend or repeal the Bylaws and to adopt new Bylaws by a vote of at least sixty-seven percent (67%) of the votes present at the meeting and entitled to vote hereunder, if a quorum is present. The Bylaws may contain any provision for the regulation or management of the affairs of the Association not inconsistent with law, the Declaration or the Articles of Incorporation. Notwithstanding anything to the contrary contained herein and to the extent permitted by CRNCA, prior to the termination of the Declarant's Control Period, these Bylaws shall not be amended without Declarant's prior written consent and approval. 9.2 Compensation of Officers, Directors and Members. No Director shall have the right to receive any compensation From the Association For serving as such Director except for reimbursement of expenses as may be approved by resolution of disinterested members ofthe Board of Directors. Officers, members ofthe Architectural Review Committee, agents and employees may 17 receive such reasonable compensation as may be approved by the Board of Directors. Appointment of a person as an officer, agent or employee shall not, of itself, create any right to compensation. 9.3 Books and Records. The Association shall keep correct and complete books and records of account; shall keep the minutes of the proceedings of its Members, its Board of Directors, and any committee having any of the authority of the Board of Directors; and shall keep, at its principal office in Colorado, a record of the names and addresses of its Members, and copies of the Declaration, the Articles of Incorporation and these Bylaw. All books and records of the Association, including the Articles of Incorporation, Bylaws as amended and minutes ofineetings of Members and Directors, may be inspected by any Member, or his agent or attorney, and any First Mortgagee of a Member for any proper purpose at any reasonable time. The right of inspection shall be subject to any reasonable rules adopted by the Board of Directors requiring advance notice of inspection, specifying hours and days of the week during which inspection will be permitted and establishing reasonable fees for any copies to be made or furnished. The Association may charge a reasonable fee for copying such materials. 9.4 Annual Report. The Board of Directors shall cause to be prepared and distributed to each Member and to each First Mortgagee who has filed a written request therefor, not later than ninety (90) days after the close of each fiscal year of the Association containing (a) an income statement reflecting income and expenditures of the Association for such fiscal year; (b) a balance sheet as of the end of such fiscal year; (c) a statement of changes in financial position for such fiscal year; and (d) a statement of the place of the principal office of the Association where the books and records of the Association, including a list of names and addresses of current Members, may be found. 9.5 Statement of Account. Upon payment of a reasonable fee to be determined by the Association and upon written request of an Owner of a Unit or any person with any right, title or interest in a Unit or intending to acquire any right, title or interest in a Unit, the Association shall furnish, within ten (10) days after the receipt of such request, a written statement of account setting forth the amount of unpaid Assessments, or other amounts, if any, due or accrued and then unpaid with respect to the Unit, the Owner of the Unit, and Guests of such Owner and the amount of the Assessments for the current fiscal period of the Association payable with respect to the Unit. Such statement shall, with respect to the party to whom it is issued, be conclusive against the Association and all parties, for all purposes, that no greater or other amounts were then due or accrued and unpaid and that no other Assessments have then been levied. 9.6 Corporate Reports. The Association shall file with the Secretary of State of Colorado, within the time prescribed by law, Corporate reports on the forms prescribed and furnished by the Secretary of State and containing the information required bylaw and shall pay the fee for such filing as prescribed by law. 9.7 Fiscal Year. The fiscal year of the Association shall begin on January 1 and end the succeeding December 31 except that the first fiscal year shall begin on the date of incorporation. The fiscal year may be changed by the Board of Directors without amending these Bylaws. 18 ,,.~ ~ ! 9.8 Seal. The Board of Directors may adopt a seal that shall have inscribed thereon the name of the Association and the words "SEAL." 9.9 Shares of Stock and Dividends Prohibited. The Association shall not have or issue shares of stock and no dividend shall be paid and no part of the income or profit of the Association shall be distributed to its Members, Directors or officers. Notwithstanding the foregoing sentence, the Association may issue certificates evidencing membership therein, may confer benefits upon its Members in conformity with its purposes and, upon dissolution or final liquidation, may make distributions as permitted by law, and no such payment, benefit or distribution shall be deemed to be a dividend or distribution of income or profit. 9.10 Loans to Directors, Officers and Members Prohibited. No loan shall be made by the Association to its Members, Directors or officers and any Director, officer or Member who assents to or participates in the making of any such loan shall be liable to the Association for the amount of such loan until the repayment thereof. 9.11 Limited Liability. As provided in the Declaration, the Association, the Board of Directors, the Architectural Review Committee, Declarant, and any Member, agent or employee of any of the same, shall not be liable to any Person for any action or for any failure to act ifthe action taken or failure to act was in good faith and without malice. 9.12 ~ecial Riehts of First Morteaeees. Any First Mortgagee ofa Mortgage encumbering any Unit in the Condominium shall be entitled to the protections outlined in the Declaration. 9.13 Minutes and Presumptions Thereunder. Minutes or any similar record ofthe meetings of Members or of the Board of Directors, when signed by the Secretary or acting Secretary of the meeting, shall be presumed to truthfully evidence the matters set forth therein. A recitation in any such minutes that notice of the meeting was properly given shall be prima facia evidence that the notice was given. 9.14 Record of Mortgagees. Under the Declaration, First Mortgagees have certain rights. Therefore, any such First Mortgagee or, upon the failure of such First Mortgagee, any Member who has created or granted a First Mortgage, shall give written notice to the Association, through its Manager, or through the Secretary in the event there is no Manager, which notice shall give the name and address of the First Mortgagee and describe the Unit encumbered by the First Mortgage. The Association shall maintain such information in a book entitled "Record ofFirst Mortgages on Units." Any such First Mortgagee or such Member shall likewise give written notice to the Association at the time of release or discharge of any such First Mortgage. 9.15 Checks, Drafts, and Documents. All checks, drafts or other orders for payment of money, notes or other evidences of indebtedness, issued by the Association or payable to the Association, shall be signed or endorsed by such person or persons, and in such manner as, from time to time, shall be determined by resolution of the Board of Directors. 19 ,.,,, 9.16 Execution of Documents. The Board of Directors, except as these Bylaws otherwise provide, may authorize any officer or officers, agent or agents, to enter into any contract or execute any instrument in the name and on behalf of the Association, and such authority may be general or confined to specific instances; and unless so authorized by the Board of Directors, no officer, agent or employee shall have any power or authority to bind the Association by contract or engagement or to pledge its credit or to render it liable for any purpose or in any amount. ARTICLE X NOTICE AND HEARING PROCEDURE 10.1 Association's Enforcement Riehts. In the event of an alleged violation by a Member ("Respondent") of the Declaration, these Bylaws or the Rules and Regulations ofthe Association, the Board of Directors shal I have the right, upon an affirmative vote of a majority of all Directors on the Board of Directors, to take any one or more of the actions and to pursue one or more of the remedies permitted under the provisions of the Declaration, these Bylaws or the Rules and Regulations of the Association. [f, under the provisions of the Declaration, these Bylaws, or such Rules and Regulations, Notice and Hearing are required prior to taking action or pursuing remedies, the following provisions of Article X of these Bylaws shall be applicable. The failure of the Board of Directors or the Architectural Review Committee to enforce the Rules and Regulations of the Association, these Bylaws or the Declaration shall not constitute a waiver of the right to enforce the same thereafter. The remedies set forth and provided in the Declaration, the Rules and Regulations of the Association or these Bylaws shall be cumulative and none shall be exclusive. However, any individual Member must exhaust all available internal remedies ofthe Association prescribed by the Declaration, these Bylaws and the Rules and Regulations of the Association, before that Member may resort to a court of law for reliefwith respect to any alleged violation by another Member ofthe Declaration, these Bylaws or the Rules and Regulations of the Association, provided that the foregoing limitation pertaining to exhausting administrative remedies shall not apply to the Board of Directors or to any Member where the complaint alleges nonpayment of Common Assessments, Special Assessments, or Default Assessments. 10.2 Written Complaint. A Member may request that enforcement action under the Declaration, the Rules and Regulations of the Association or these Bylaws be taken by the Association against another Member or the Member's Guests. The request shall be initiated by any Member by the filing with the President or the Board of Directors of the Association a written complaint ("Complaint"). The Complaint shall contain a written statement of charges which shall set forth in ordinary and concise language the acts or omissions with which the Respondent is charged and a reference to the specific provisions ofthe Declaration, these Bylaws or the Rules and Regulations of the Association which the Respondent is alleged to have violated. 10.3 Notice of Complaint and Notice of Defense. If the Board of Directors determines that the Complaint is supported by substantial justification, a copy of the Complaint shall be served on 20 -~ .. each Respondent in accordance with the notice provisions set forth in the Declaration, together with a statement that shall be substantially in the following form: Unless a written request for a hearing signed by or on behalf of a person named as Respondent in the accompanying Complaint is delivered or mailed to the Board of Directors within 15 days after notice of the Complaint is served upon you, the Board of Directors may proceed upon the Complaint without a hearing, and you will have thus waived your right to a hearing. The request for a hearing may be made by delivering or mailing the enclosed form entitled Notice of Defense to the Board of Directors at the address below. You may, but need not, be represented by counsel at any or all stages ofthese proceedings. If you desire the names and addresses of witnesses or an opportunity to inspect any relevant writings or items on file in connection with this matter in the possession, custody or control of the Board of Directors, you may contact: Monarch on the Park Condominium Owners Association Attn: Chairman of the Board of Directors Colorado A Respondent shall be entitled to a hearing on the merits of the matter if the Notice of Defense is timely filed with the Board of Directors. A Respondent may file a separate statement by way of mitigation, even if he does not file a Notice of Defense. 10.4 Tribunal. The President shall appoint a Hearing Committee ("Tribunal") ofthree (3) natural Persons upon receipt ofa written Complaint. In appointing the members of the Tribunal, the President should make a good faith effort to avoid appointing next-door neighbors ofthe Respondent or any Member ofthe Association who are essential witnesses to the alleged violation giving rise to the Complaint. The decision of the President shall be final, except that each Respondent may challenge any member of the Tribunal for cause, where a fair and impartial hearing cannot be afforded, at any time prior to the taking of evidence at the hearing. In the event of such a challenge, the Board of Directors shall meet to determine the sufficiency ofthe challenge, without the President voting. If such a challenge is sustained, the President shall appoint another member to replace the challenged member of the Tribunal. All decisions of the Board of Directors in this regard shall be final. The Tribunal shall elect a Chairman and appoint a hearing officer who shall take evidence and ensure that a proper record of all proceedings is maintained. 10.5 Notice of Hearine. The Tribunal shall serve a Notice of Hearing, as provided herein, on all parties at least ten (10) days prior to the hearing, if such hearing is requested by a Respondent. The hearing shall beheld no sooner than thirty (30) days after the Complaint is mailed or delivered to each Respondent. The Notice of Hearing to each Respondent shall be substantially in the following form but may include other information: 21 .-- 4. "You are hereby notified that a hearing will be held before a Tribunal appointed by the President of Monarch on the Park Condominium Owners Association, at [address of the Association] on the day of , 20 at the hour of ,upon the charges made in the Complaint served upon you. You may be present at the hearing, may but need not be represented by counsel, may present any relevant evidence, and will be given full opportunity to cross-examine all witnesses testifying against you. You are entitled to seek the attendance of witnesses and to compel the production of books, documents or other items in the possession of Monarch on the Park Condominium Owners Association by applying to the Board of Directors of Monarch on the Park Condominium Owners Association." 10.6 Hearine. (a) Oral evidence shall be taken only on oath or affirmation administered by a member of the Tribunal. The use of affidavits and written interrogatories in lieu of oral testimony shall be encouraged by the Tribunal. (b) Each party shall have these rights: to call and examine witnesses; to introduce exhibits; to cross-examine witnesses on any matter relevant to the issues; to impeach any witness; and to rebut the evidence against such party. If Respondent does not testify in his own behalf, he may be called and examined as if under cross-examination. (c) The hearing need not be conducted according to technical rules relating to evidence and witnesses. Any relevant evidence shall be admitted if it is the sort of evidence on which responsible Persons are accustomed to rely in the conduct of serious affairs, regardless ofthe existence of any common law or statutory rule that might make improper the admission of such evidence over objection in civil actions. Hearsay evidence may be used for the purpose of supplementing or explaining other evidence but shall not be sufficient in itself to support a finding unless it would be admissible over objection in civil actions. The rules ofprivilege shall be effective to the extent that they are otherwise required by statute to be recognized at the hearing, and irrelevant and unduly repetitive evidence shall be excluded. (d) Neither the person filing the Complaint nor the Respondent must be in attendance at the hearing. The hearing shall be open to attendance by any Members of the Association to the extent of the permissible capacity of the hearing room. (e) In rendering a decision, official notice may be taken at any time of any provision of the Declaration, these Bylaws, the Rules and Regulations of the Association or any generally understood matter within the working of the Association. Persons present at the hearing shal I be informed of the matters to be noticed by the Tribunal, and these matters shall be made a part of the record of proceedings. 22 ~- ~.., (f) The Tribunal may grant continuances on a showing of good cause. (g) W henever the Tribunal has commence to hear the matter and a member of the Tribunal is forced to withdraw prior to a final determination by the Tribunal, the remaining members shall continue to hear the case and the hearing officer shall replace the withdrawing member. 10.7 Decision. If a Respondent fails to file a Notice of Defense as provided in Section 10.3 of these Bylaws, or fails to appear at a hearing, the Tribunal may take action based upon the evidence presented to it without further notice to Respondent. However, the Respondent may make any showing by way of mitigation. The Tribunal will prepare written findings of fact and recommendations for consideration by the Board of Directors. The Tribunal shall make its determination only in accordance with these Bylaws. After all testimony and documentary evidence has been presented by the Tribunal, the Tribunal may vote by secret written ballot upon the matter, with a majority of the entire Tribunal controlling. A copy of the findings and recommendations of the Tribunal may be posted by the Board of Directors at a conspicuous place in the Condominium, and a copy shall be served by the President on each Person directly involved in the matter and his attorney, if any, in accordance with the notice provisions set forth in the Declaration. Disciplinary action, levy of a Reimbursement Assessment or other action or remedies which require Notice and Hearing under the Declaration, these Bylaws orthe Rules and Regulations ofthe Association shall be imposed only by the Board of Directors of the Association and in accordance with the findings and recommendations ofthe Tribunal. The Board of Directors may adopt the recommendations of the Tribunal in their entirety or the Board of Directors may reduce the proposed penalty and adopt the balance of the recommendations. In no event shall the Board of Directors impose more stringent enforcement action than recommended by the Tribunal. The decision ofthe Board ofDirectors shall be in writing and shall be served upon each Respondent, unless otherwise ordered in writing by the Board of Directors. The Board of Directors may order a reconsideration at any time within fifteen (15) days following service of its decision on the involved persons, on its own motion or on petition by any party. However, no action against a Respondent arising from the alleged violation shall take effect prior to the expiration ofthe later of (a) fifteen (15) days after each Respondent's receipt ofthe Notice of Hearing; or (b) five (5) days after the hearing required herein. 23 `> --, ~.~+ CERTIFICATE OF SECRETARY 1, the undersigned, do hereby certify that: 1. I am the duly elected and acting Secretary of Monarch on the Park Condominium Owners Association, a Colorado non-profit corporation ("Association"); and 2. The foregoing Bylaws, comprising 24 pages including this page, constitute the Bylaws of the Association duly adopted at the meeting of the Board of Directors of the Association duly held as of October 27, 2008. In witness whereof, I have hereunto subscribed my hand and affixed the seal of the Association as of this 27`" day of October 2008. Susan Woolery, Secretary 24 -... ... Colorado Secretary of State ® Date and Time: 10/27/2008 07:53 PM Document processing fee ID Number: 20081565807 If document is filed on paper $125.00 If document is filed electronically $ 25.00 Document number: 20081567508 Fees & forms/cover sheets Amount Paid: $25.00 are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine printed. Heave srnce eor<oreice use oNw Articles of Amendment filed pursuant to §7-90-301, et seq. and §7-130-105 of the Colorado Revised Statutes (C.R.S.) ID number 1. Entity name 2. New Entity name (if applicable) 20081565807 Monarch on the Park Condominium Association Qf changing the name of the corporation, indicate name BEFORE the name change) Monarch on the Park Condominium Owners Association 3. Qflhe following statement app/ies, adopt the statement by marking the box and include an attachment.) ^ Other amendments are attached. 4. If the nonprofit corporation's period of duration as amended is less than perpetual, state the date on which the period of duration expires (mm/dd/yyyyJ OR If the nonprofit corporation's period of duration as amended is perpetual, mark this box ^/ 5. (Optdonal) Delayed effective date (mm/dd%yYYY) 6. Additional information may be included pursuant to other organic statutes such as title 12, C.R.S. If applicable, mark this box ^ and include an attachment stating the additional information. Notice: Causing this document to be delivered to the secretary of state for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken inconformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the secretary of state, whether or not such individual is named in the document as one who has caused it to be delivered. Rev. 71/152005 I of 2 ,.. ..., .. ~~ 7. Name(s) and address(es) of the individual(s) causing the document to be delivered for filing BOOS LeS (Last) (First) (Mldd[e) (SuJ)IxJ 500 Golden Eagle Drive (Street name and number or Post Office eox injormat3onJ Broomfield CO 80020 (City) (Stare) (Pasml/Zip code) United States (Province-ifapplicableJ (Country-if not OS) (The document need not score the true name and address afmare than one individual. Hmverer, jyau wish to smle the name and address of any additional individuals causing the document to be delivered jor filing, mark this box ^ and include an atmchmem stating the name and address of such individuals.) Disclaimer: This form, and any related instructions, are not intended to provide legal, business or tax advice, and are offered as a public service without representation or warranty. While this form is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form. Questions should be addressed to the user's attorney. Rev. 11115/2005 2 oft ~--. Document must be filed electronically. Paper documents will not be accepted. Document processing fee Fees & Forms/cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Colorado Secretary of State Date and Time: 10/27/2008 11:55 AM ID Number: 20081565807 $50.00 Document number: 20081565807 Amount Paid: $50.00 ABOVE SPACE POR OFFICE USE ONLY Articles of Incorporation for a Nonprofit Corporation filed pursuant to § 7-122-101 and § 7-122-102 of the Colorado Revised Statutes (C.R.SJ I. The domestic entity name for the nonprofit corporation is Monarch on the Park Condominium Association (Caution: The use of certain terms or abbrevia(ions are restricted by (aw. Read inr(ruc(ionr for more information.) 2. The principal office address of the nonprofit corporation's initial principal office is sweet address 1201 Galapago Street Suite 101 (Street number and name) Mailine address (leave blank if same as street address) Denver CO 80204 (City) ($tate (Z/P/Postal Code) Unlted' States (Prorlnce-lfapphcab(e) (CoumryJ (Sneer number and name or Post Office Bos informatlott) (State) (Z/P/Postal Code) (Province ifappl(cab(e) (Coumry) 3. The registered agent name and registered agent address of the nonprofit corporation's initial registered agent are Name (if an individual) BOOS ~eS (Last) (First) (Middle) (Su~xJ OR (if an entity) (Caution: Do not provide bo(h an individual and an entity name.) street address 500 Golden Eagle Drive (Street number and name) Broomfield CO 80020 (City) (State) (ZIP Code) ARTINC_NPC Page I nf3 Rev_ 02/28/2008 .-, Mailine address (leave blank if same as street address) .•, (Street number and name or Post Office Box information) C~ (State) (7IP Code/ (Gry) (The following statement is adopted by marking the box.) ^/ The person appointed as registered agent above has consented to being so appointed. 4. The true name and mailing address of the incorporator are Name (if an individual) Roos Les (Last) (First) OR (if an entity) (Caution: Do nol provide both an individual and an entity name.) Mailing address 500 Golden Eagle Drive (Street number and name or Post Office Box fnformanon) (Middle) (Su~xJ Broomfield CO 80020 (ctn~y Un~te'~~States ~zIP/Postal code) (Province-ifapplicableJ (Country) (If the following smlemettt applies. adopt the statement by marking the box and include an a!lachment.J ^ The corporation has one or more additional incorporators and the name and mailing address of each additional incorporator are stated in an attachment. 5. (If the following smtement applies, adopt the statement by markittg the box.) ~/ The nonprofit corporation will have voting members. 6. (The fallowing statement is adopted by marking the bax.) 0 Provisions regarding the distribution of assets on dissolution are included in an attachment. 7. (If the following statement applies, adapt the statemem by marking the box and Include an attachment.) ^/ This document contains additional information as provided by law. 8. (Caution: Leave blank if the document does not have a delayed effective date. Stating a delayed effective date has sign cant legal consequences. Read instructions before entering a date.) pjthe following smtement applies, adopt the statement by emering a date arcd. (applicable, ume usittg the required format.) The delayed effective date and, if applicable, time of this document is/are (mm/dd/yyyy hour: minute an/pmJ Notice: Causing this document to be delivered to the Secretary of State for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. ARTINC_NPC Pago 2 of 3 Rev_ 02/28/2008 <,.. This perjury notice applies to each individual who causes this document to be delivered to the Secretary of State, whether or not such individual is named in the document as one who has caused it to be delivered. 9. The true name and mailing address of the individual causing the document to be delivered for filing are Roos Les (Last) (First) (Middle) (Suf~zJ 500 Golden Eagle Drive (.Street number and name or Post Office Bax information) Broomfield CO 80020 (City) (State) (ZIP/Postal Code) United States (Province-if applicable) (Gauntry) pf Jhe following statement applies, adopt the smremem by marking the boz and include an attachment) ^ This document contains the true name and mailing address of one or more additional individuals causing the document to be delivered for filing. Disclaimer: This form/cover sheet, and any related instructions, are not intended to provide legal, business or tax advice, and are famished without representation or warranty. While this form/cover sheet is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form/cover sheet. Questions should be addressed to the user's legal, business or tax advisor(s). ARTINC_NPC Page 3 of 3 Rev_ 02/28/2008 .-, .~. ~~ Click the following links to view attachments Attachment 1 is es o ncorporation Attachment .- .~-. OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Mike Coffman, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, Monarch on the Park Condominium Owners Association is a NonproSt Corporation formed or registered on 10/27/2008 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20081565807. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 10/23/2008 that have been posted, and by documents delivered to this office electronically through 10/27/2008 @ 19:56:48. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 10/27/2008 @ 19:56:48 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 7213292. ~.~~ Secretary of State of the State of Colorado +++++++++++++++++++++++++++++++++++++++++++++Endof Ccrtificate+++++++++++++++++++++++++++++++++»++++++::++ Notice: A certificate issued elec(ronicaIIv from the Colorado Secrerarv ofStale's Web si(e is fully and immediately valid and ef(eerive However, as an ap(iarc, the issuance and validity of a certificate oblained electrarcical/y may be es(ablished by visiting the Cer(fcate Confirmation Page of the Secretary of Slate's Web site, h((p://wwwsosstale.co.us/biz/CerrifcaleSearchCrlteria.da entering (he cerltftcale's co~rmatlon number displayed on the eerlificale, and following the inslrucdons displayed. Confirming the issuance of a cert~cate is merely onaanal and is no( necessary to the valid and e(feelive issuance ofa certificate. P~or more information, nisi! oar Web site. http://wwwsossla(eco.us/dick Busircess Cettrer and select "Frequently Asked Questions. " CGRT GS U Revised 08/10/1008 cmr of ASPEN HREiT PAID ~~ ~ ~' ~~~'1~o'j 07»ob Upon recording return to: Les Roos Cage Williams Abelman & Layden, P.C. St. Elmo Building 1433 17th Street Denver, CO 80202 -. crrY of asPEN WRETT PAID DA1'~ HEP NO. 139 es ~ Q'»~o 6 C General Warranty Deed This General Warranty Deed ("Deed"}, made between Limelite, Inc., a Colorado corporation ("Grantor"), and Limelite Redevelopment LLC, a Colorado limited liability company ("Grantee"). WITNESSETH, that Grantor, for and in consideration of Ten and /100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are 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 Pitkin County, Colorado described as follows: Lots A and B, Block 77, City and Townsite of Aspen, County of Firkin, State of Colorado and Lota C, D, E, F, G, H and I, Bbck 77, City and Townsite of Aspen, County of Firkin, 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 and 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 appurtenatlces, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors and assigns, does covenant, grant, bargain and agree to and with the Grantee, its successors and assigns, that at the time of the ensealing and delivery of these presents, it is well seized of the premises above conveyed, has good, sure, perfect, absolute and indefeasible estate of inheritance, in law, in fee simple, and has good right, full power and lawful authority to grant, bargain, sell and convey the same in manner and form as aforesaid, and that the same are free and clear from all former and other grants, bargains, sales, liens, taxes, assessments, encumbrances and restrictions of whatever kind or nature whatsoever, except real property taxes and assessments for the calendar yeaz 2005 and subsequent years a -ien not yet due and payable, reservations and exceptions as set forth in the Deed from the City of Aspen recorded in Book 59, Page 283 of the Clerk and Recorder's Office for Pitkin County, Colorado, and a first Deed of Trust securing a promissory note in the original principal amount of Eight Million Three Hundred Thirty Two Thousand Five Hundred and 00/100 U.S. Dollars ($8,332,500) payable to the order of Wells Fargo Bank, National Association. N w c~i r °~ V ~~ N d' tO N~ II~IIIINIINI~IINI1~11111111~IIIINIIII~ilul ~06~~5 az:55 SILVIR ORVIS PITK[N COUNTY CO R 11.00 D 1500.00 1'1LLL-06I3W02\DOCSVJmelue3ouhDeed01.17.07.doc The 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 lawfully claiming the whole or any part thereof. IN WITNESS WHEREOF, Grantor has executed this General Warranty Deed as of the date set forth below. GRANTOR: Limelite, Inc., a Colorado corporation By: ale Paas, President STATE OF COLORADO ) ss. COUNTY OF ~ ) The foregoing instrument was acknowledged before me this day of January 2005, by Leroy Dale Paas, as President of Limelite, Inc., a Colorado wrporation, Grantor. My c ~m 'scion expires: ~Oa6 [SEAL] g'1 ~Bflffi000 IIIfINI~ININIlUfiVlll~in~h~l~hll~gll 5~64g0 02:sz SILVIF DRVIS VITKIN DOUITY W R 11.00 O 1500.00 I:U.LL-062JW0'1\DOtnU,imelileSmeM1Dnd01.13 OS.dac .-. 4 ~ File No: 06101303 Additional Reference No: Commitment Revision: C3 Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULE A Regarding Property Address: Monarch on the Park Condominium Regime Aspen, CO 1. Effective Date: October 29, 2006 @ 7:00 am Issue Date: October 13, 2006 2. Policy (ar Policies) to be issued: POLICY AMOUNT (a) 1992 ALTA OWNER'S POLICY Proposed Insured: (b) 1992 ALTA LOAN POLICY $32,900,000.00 Proposed Insured: U.S. Bank National Association 3. Fee Simple interest in the land described in this Commitment is owned, at the Effective Date, by Limelite Redevelopment LLC, a Colorado limited liability company 4. The land referred to in the Commitment is described as follows: SEE ATTACHED EXHIBIT "A" Premiums Construction Loan $21439.00 Issued at DeNVeR Co by: First National Title, LLC 4500 Cherry Creek Drive Sou[h # 102 Glendale, CO 80246 fnCOCommi[ment - Schedule A This commitment is inva/id unless the Insuring Pravisians and .Schedule A and B are attached Page 1 r 4. File No: 06101303 Additional Reference No: Commitment Revision: C3 EXHIBIT "A" South Parcel, Limelight Subdivision/Planned Unit Development, as shown on plat recorded July 26, 2006 at Reception No. 526850, County of Pitkin, State of Colorado FnCOCommi(men(- Schedule A This commltmem is invalid unless (he Insuring Page 2 Provisiarcs and Schedule A and 8 ore attached .-, „~ w File No: 06101303 Commitment Revision: C3 Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULE B -SECTION I REQUIREMENTS Effective Date: October 29, 2006, 7:OOam The following requirements must be met: (a) Pay the agreed amounts for the interest in the land and/or according to the mortgage to be insured. (b) Pay us the premium, fees and charges for the policy. (c) Documents satisfactory to us creating the interest in the land and/or the mortgage to be insured must be signed, delivered and recorded: 1. Release of the Deed of Trust from Limelite Redevelopment, LLC for the use of Limelite, Inc. to secure $6,750,000.00 dated January 12, 2005 and recorded January 27, 2005 at Reception No. 506428. 2. Partial Release of the Deed of Trust to Public Trustee, Security Agreement, Financing Statement, Assignment of Leases and Rents and Fixture Filing from Limelite, Inc., a Colorado corporation and Limelite Redevelopment LLC, a Colorado limited liability company to the Public Trustee of Pitkin County for the use of U.S. Bank National Association to secure a principal sum of $10,500,000.00, dated February 17, 2006 and recorded February 22, 2006 at Reception No. 521060. 3. Warranty Deed from Limelite Redevelopment LLC, a Colorado limited liability company to Limelite, Inc., a Colorado corporation sufficient to convey the fee simple estate or interest in the land described or referred to herein. 4. Deed of Trust sufficient to encumber the fee simple estate or interest in the land described or referred to herein, to the proposed insured, Schedule A, Item B. 5. Payment of all taxes and assessments now due and payable. fnCOCommltment -Schedule 8 - Secdon 1 This commitment is iavahd unless the lasurtng page I Provisions and Schedule A and B are olmched '". --, ..~ File No: 06101303 Commitment Revision: C3 Disclosure Pursuant to Colorado Revised Statues Section 10-11-122 The subject real property may be located in special tax district: A certificate of taxes due listing each taxing jurisdiction shall be obtained from the County Treasurer or the County Treasurer's authorized agent; Information regarding special districts and the boundaries of such districts may be obtained from the Board of County Commissioners, the County Clerk and Recorder or the County Assessor. Notice of Prospective owners required by Colorado Insurance Regulation 3-5-1 When the company conducts the closing and is responsible for recording or filing the legal documents resulting from the transaction, the Company shall be responsible for all matters which appear on the record prior to such time of recording of filing. Notice to prospective owners required by Colorado Revised Statute 3-5-1-(VII) Affirmative Mechanic's Lien Protection for the Owner may be available (typically by deletion of Exception No. 4 of Schedule B, Section 2 of the Commitment from the Owner's Policy to be issued). Additional Requirement will be added to the Commitment upon request of said coverage. Only upon compliance of said requirements and approval from the Underwriter will said protection be given. Notice of prospective owners required by Colorado Revised Statute 10-11-123 Should be the title search and examination of the chain disclose a severance of the mineral estate from the surface state the following will be added to Schedule B-2 exceptions: A. That there is recorded evidence that mineral estate has been severed, leased, or otherwise conveyed from the surface estate and that there is a substantial likelihood that third party holds some or all interest in oil, gas, other minerals, or geothermal energy in the property and B. That such mineral estate may include the right to enter and use the property without the surface owner's permission. Note: the underwriter must approve all requests for mineral protection on vacant or recently improved land. End of requirements fnCOComnritmen! -Disclosure This commilmen! is invalid unless the /nsurittg Pege I Provisions and Schedule A and B are anached. Stewart Title Guaranty Company COMMITMENT FOR TITLE INSURANCE SCHEDULE B -SECTION II EXCEPTIONS Effective Date: October 29, 2006 @ 7:OOam Any policy we issue will have the following exceptions unless they are taken care of to our satisfaction. 1. Rights or claims of parties in possession, not shown by the public records. 2. Easements, or claims of easements, not shown by the public records. 3. Discrepancies, conflicts in boundary lines, shortage area, encroachments, and any facts which a correct survey and inspection of the premises would disclose and which are not shown by the public records. 4. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. 5. Unpatented mining claims; reservations or exceptions in patents or in acts authorizing the issuance thereof; water rights, claims or title to water. 6. Water rights, claims or title to water, whether or not shown by the public records. 7. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 8. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof, but prior to the date the proposed insured acquires of record for value the estate or interest or mortgage thereon covered by this commitment. 9. Any and all unpaid taxes, assessments and unredeemed tax sales. 10. Exceptions and reservations as set forth in the Act authorizing the issuance of the Patent for the City and Townsite of Aspen recorded March 1, 1897 in Book 139, page 216. 11. Ordinance No. 1 (Series of 2006) adopted on February 6, 2006 by the Aspen City Council, approving the Limelight Lodge Planned Development, and recorded on July 26, 2006 at Reception No. 526847. 12. Subdivision/Planned Unit Development Agreement for Limelight Lodge Subdivison/Planned Unit Development recorded July 26, 2006 at Reception No. 526848 13. Subdivision Plat of Limelight Subdivision/Planned Unit Development recorded on July A-- ,,,, .. File No: 06101303 26, 2006 at Reception No. 526850. 14. Note: The following item will be added to the policy when issued: Pending disbursement of full proceeds of the loan secured by the mortgage covered by the policy, this policy insures only to the extent of the amount actually disbursed, but increases as each disbursement is made in good faith and without any actual knowledge of any defects in, or objections to the title, up to the face amount of this policy. This policy does not guarantee the completion of the improvements nor the sufficiency of funds for the completion thereof. Note: Upon payment of all taxes and assessments now due and payable, as shown in Schedule B -Section 1, Exception 9 will be amended to read as follows: "Taxes and assessments for the year 2006 and subsequent years, a lien, not yet due or payable." End of Exceptions fnCOCommi(men-Schedule B-Section It This commitment is invalid unless the /nsuring Page I Provisions and Schedule A and B are a!lached. AUG. 26. 2006 9:§OAM P[TKIN COUNTY TITLE ~ N0. 3914 P. 2 ORDINANCE N0.1 (SERIES OF 2006) AN ORDAYANCE OF THE ASPEN CITY COUNCIL APPROVING THE LIMELIGHT LODGE FINAL PLANNED UNIT DEVELOPMENT ANTI ASSOCIATEb LAND USE REVIEWS TO CONSTRUCT 125 LODGE ROOMS AND IS RESIDENTIAL DWELLING UN[TS ON THE LIMELIT>r LODGE, DEEP POWDER LODGY:, AND SNOWFLAI~ INN PROPERTIES, DESCRIBEp AS THE EASTERNMOST 10 FEET OF LOT C, LOTS AI AND LOTS O-S, BLOCK 76, CITY AND TOWNSITE OF ASPEN, AND LOTS A-I, BLOCK 77, CITY OF ASPEN, PITI{IN COUNTY, COLORADO. Parcel Na 5737.182-19.OOI Parcel Na 5737-131-05-001 ParcelNa 1737-182-18-0x1 ParcelNa 273?-OT3-1?r001 WHEREAS, the Community Development Deparmtent received en application from Limelite Inc. and Limelite Redevelopment LLC, owners, represented by Steve Szymanski, requesting approval of a Final Plarmed Unit Developlneat, Partial Alley Vacation, Rezoning, Subdivision, Wheeler Mountain View Plano Review, Residential Design Standards Variances, Commercial Design Standard Vatiarrcae, end Growth Management Rtview, to construct 125 lodge unite and seventeen (17) flee market residential dwelNng units on the properties doecrlbed as the easternmost ] 0 feet of Lot C, Lots D-I and Lots 0-S, Block 76, of the City and Townsite of Aspea and Lots A-T, Block 77, City and To~rnsite of Aspen; and, WHEREAS, the subject properties contain approximately 64,000 total square feet and are located in the Lodge Zone District; and, WHEREAS, the Community Devekpment Director has determined in consultation with the Applicants that it would be appropriate for the review of all of the land use requests associated with the final PUD application m be acmbined with the review of the fwal PUD application to ensure clarity in the IInal decision pursuaztt to Laad Use Code Section 26304.060(8x1), Cwrrbined reviews; and, WHEREAS, pursaant to Land Use Code Section 26.445, Planned U>rit Development, the City Council may approve, approve with conditions, or deny a Final Planned Unit Development request during a duly noticed public hearing aftex taking sad considering co~lenta from the general public, aad recomm1e11datioas from the Planning and zoning Commission, Carnnttroity Development Director, and relevant refeaal agencies; and, WHEREAS, dining a duly noticed public hearing ou ,December 6, 2005, the Planning and zoning Commission continued the review of the proposal to Deeanber l3, coos; ana, ~~~~~e'AI~~IIN 0F,7~/2a/1006 71:62 JANICE K V06 aae1LL Pf11tiN COIRJ7Y rA R 36.00 p 0.00 AUG. 28. 2006 4:§1AM PITKIN COUNTY TITLE N0. 3914 P. 3 WHEREAS, during a duly noticed public hearing on December 13, 2005, file Planting and 7gning Commission approved Resolution No. 38, Series of 2005, by a five to zero {S-0) vote, rocommonding that City Coua¢il approve with conditions, the Limelight Lodge 9na[ PT.TD and aesoelated land use xtious to construct an iacantive bilge consisting of 125 ledge units and seventeen (l7) fi~market resident%al units; and, WIdEREAS, during a duly noticed public hearing on January 23, 2006, the Aspen City Coanoil continued the review of the application to Ttebraary 6'b; and, WHEREAS, the Applicao<s submitted a revised proposal containing 125 lodge emits and fifteen (1S) $ee-marltet naideadal units; and, WHEREAS, dtpdng a continued public hearing oa February 6, 2006, tho Aspen City Council approved Ordinance No. 1, Series of 2006, by a four to one (41) vote, approving with conditions, the Lime$ght Lodge final PUD and assoeiaied lead use actions to cunshuot an incentive Iodge eeneisting of 125 lodge units and 81~ (15) froe-market residential units; and, WHEREAS, the Aspen City Comtcil has reviewed and oonsiderod the development proposal Hader ffie applicable provisiouu of the Municipal Code as identified hertiu, has reviewed and cormddered Ore reoomnaatdation of the Planning and Zorring Commission, the Canmtuttity Devolopmaat Director, the applicable rafetral~ ageaaies, and has taken and cottsid~ed public cotnntent at a public hearing; and, WHEREAS, the City Council finds that the. development proposal meets or exceeds all applicable developurnt standards and that the appsovat of the devolopmeat proposal, wiffi conditions, is eonsistant with the goals and elements of the Aspect Area Community Plan; and, W86REAS, the City Council fords that this Ordinance finthers and ie necessary for the pnxnotion of public health, safety, and welfare, NOVt', THEREFORE, BE IT OIi2DAlNED 13X THE CCTY COl(JNC)(I, OF THE CfTY OFASlEN, COLORADO TAATs sal Pursuant to the procedures amid standards set forth in Title 26 of the Aspen Municipal Code, the Aspen City Gouacii hereby approves the Limelight Lodge Final PLTD application, partial alley vacation, subdivision, rezoning tv include a PLTD overlay, Wheeler Mountain View Plane Review, Comaleroial Design Standard Variances, and Growth Management Review to construct 125 lodge wits and fifteen (15) gee market r~idwaial dwelling units on the properties deaodbed as the easternmost 10 feet of Lot C, Lots D-1 and Lots 0.S, Block 76, of the City and Townaite of Asper and Lots A-I, Block ?7, City and Townaite of Aspen, subject to the conditions contained herein. ILnII~YN~~I~MII~~ ~ Broag ii:ex ]wins X Y05 GMIDILL PlTKla COInlrr CO a w.a o a.ee ,.. ;, °',, ~~ AUG. 26. 2006 9:§lAM PITK[N CDUNTV TITLE N0. 3914 P. 4 B.RC1ion 2: Rezoatne to l~ii ¢g a Piro no..a~o Pursuant t0 the proeedwt:s and standatda set forth in City of Aspen land Use Code Section 26.310, .lmeRdmentc ro the Larui Use Cede and Ogidal Zane 1)istrGx Map, City Council hereby twzanes the Limelite Lodge, Deep Powder Lodge, and SnowIlake Inn propatim to include a PIJD overlay, 3' meat The Applicanffi aha11 record a subdivision agreement that meets the roquirerndtts of land Uee Code Section 26,480 within 180 days of approval. Additionally, a final Subdivision/PUD p]an shall be t'ecordad in rho Pitldn County Clap and Recorder's Office within 180 days of the final approval and shall include the 8ollewing. a. A final plat meeting the reglrirements of the City Engineer and showing: easements, encroachment agreatnents and licenses (with the reception mlmbels) for physical improvements, and location of utility pedestals. b. An illueaative site plan of the project sbnwing the proposed improvements, landscaping, parking, and the dimensional requireme>ns as approved. c. A drawing reproseating tho project's architectural character. d. A final grading and drainage p]an. e. A final utility plan. Seaton 4s 16nlWlae Pernlt Aonlicatioi The building permit application shall include the following; a A copy of tho final Ordlnance and PBrZ Resolution. b. The conditions of approval printed on the cover page of the building parnit sat. c. A completed tap permit for service with She Aspen Consolidated Sanitation Aiatrict. d. A true removal permit ae required by the City Parlay Department and any approval from the Parka Department Director for off-site replacement or mitigation of a1ry removed trees. The tree removal permit application shall be accompanied by a defailai landscape plan 'indicating which h'eee aro to be removed and new plantings proposed on the silo. e. A drainage Plan, inchuiing an erosion control plan and snow storage rumoff plan, preparod by a Colorado licensed Civil Engiaoa, which maintains sediment and debrla on-site daring and atta corlstroctioa. If a ground recharge system is required, a soil perxwletien report will be regairad in oomotly size the facility. A 5- year storm 8rquency should be used is designing any drainage improvarleats, A final construction management plan pursuant to the requirements described in Section 6 of this ordinance. P.oe: a of 11 IIgYI~I~Y~~~~f~INtl~~ s2ssa~ ~N/ICE a VOS CN1aR1 PITNLa Ce1MTY CO R a6.ae ~~ 0®SS;a2 ,..~ AUG. 28. 2006 9:52AM PITKIN COUNTY TITLE N0. 3914 P, 5 g. A fugitive dust control plan to be reviewed and approved by d1B Engineering Department. h. An excavation/stabili~ation plan prepared by a licensed Engineer. Seetlon $i D RetrIIirP.I~Enrl' The dimensional requizemezrts established in tins l'IJD are as follows: Dlmeneionai Y>;JDDtmewaional airement Re wir'emWlt9 Minimum Lot Size t1O0 SF MirfimmmI,otWidth 6QFeet MioummPmntYud QFeet Sedfaek Mialnmm Side Yard 0 Feet Setback Minimum Rau Yartl O Feat Setback Maxmaw Ha' Lodge; 46 Feet for Pr$nery Roof Aeight, 50 Peet for liadted ecunt elements, elevators, mechanical encloames, ate.' Paz Roof Height Plsn Prosented u 2!6/06 City Conacil Meeting kesidenlisl; 42 Feet, meas~ued fiom cxiiang grade attd 46 fret far elevasn head ewlosuras. fireplace ituas, sad vent tetDll~GeDS.~ Pet Roof Flvight Plan Frescoed at 2/6/O6 City ComailMee' Minimrm Percent Opw 7796 Maxunom Site Coverage sae Albaabk Bxtemal 2,43;1 FAR Minim Off-SKeet Parlrie .4 Pig Spaces per Lodge Unit g 2 Parkutg Spaces per Reaideadal Unit S~~m 6t Conatnetim Maaweemeat A conshuotion matutgement plan shall be subttniled with the building permit application tltak meets the regturemelns of the current "Components of a CAnaQvctiem Management Plan" handout that is available in the City of Aspen $trihiing 1epartment. The coastruolion management plan shall include at a mittimnm, a ce®strvcHon parking plea, a conshuetion staging and phasing Plan, a consituction worker tranapottation plan, a plan ibr accepting major construction-related deliveries with estimated delivery schedule, the designation of haul mutes, sad an agreement with the City to participate with other aeighboring developments under construction to limit the impacts of constroction. This IIN~II~II,~IIM~Iulil~rlN~1~IN~li~Nll~~la5~m~ws ii:aa .. AUG. 26. 2006 9:§2AM P[TKIN COUNTY TITLE N0. 3914 P. 6 agreement shall be prepared by $Ie developer and accepted by the Community Development Director. As part of the ce~asurtetion management p(an, the davek:per shall agree ib require ail dump tttrckb hoofing to and from the site to cover guar loads and meet the emission teq:dremettts of the Colorado Smoking Vehicle Law. Any regulations regarding erntshuetian mansgem~t that maybe adopted by the City of Aspen prior to application for a building permit for this project shall be applicable. The cottskuction managt plan shall also include a fugitive duet control phm to be reviewed by the City Engineering Depatlolent that inchtdes watering of disturbed areas (ittelading haul rotdes, whore necessary), perimetbr silt fencing, as-needed cleaning of adjarxnt right-of-ways, and a rbpresentalion that the City has thb ability to request additional measdros to prevent a nurisanoe during conshuation A temporary enoroaehmem license is required for use of the City's right-of-way for consnuetion proposes, The Applicants shall not be allowed to close Monarch Street during construction except when doiag utility work in Monarch Street and consfruering cornet bulb-Data. Tho Applicants shall coordinate wilt the RoarinE Font Transit Ageruy (BETA) and the Ciry to schedule a cloam'e of Monarch Street, Street closures ~eurrent with significant public events in Wagner pant shall be ovoidal to the greatest extent poeaible. Street closttrea of South Monarch Street and East Cooper Avenue sbail ba adminiatored by the City of Asptn $nikiing Department subject to obtaining temporary encroachment licenses, The Applicants shall •also provide phone oontaot lnformatiem for on-site project management to addreba eonsfitdion impacts to: The City of Aspep, the 210 E. Cooper Condominitrms, the Park Central Condannirtitmts, the Park Central West Condominiums, and the Towne Place of Aspen Condoruiniums. S~etton 7: Pre•Conatrnetior Meet6ss The Applicants shall wnduet a pre-cox-shttction meeting with the City Community Devekgmrent Staff prior to submittal for a building permit appllcafion. This meeting shall 3nehtde the general contractor, the architect producing the consttuotioa drawings, the Community Development Engineer, a ropreserrtalive of the City Building Departtn~t, and the Community Development Department's case planner. Ssctioa 8: Fire Mld¢alion The Applicants obeli install a fire ela'inklor system and s1alm system that meets the regnirartents of the Fire Marshall ro both the residerrtial and lodge devek~pmerds. The water service line shall be sized appropriately to accommodate the requirai Fire Sprinkler System. The Applieaztts' design team shall meet with the Fire Marshall to fomrulate a plan for lighting Bros im the below-grade parking garage shueh[res prior >p building permit anbmittal. ~H~~~~IIIW~~~Iltl~ 5r~misue~e ii:sz JfWIQ K VOS GaArLL PIMIN f~1nTV CO R 58~N 0 0.00 .-~ ,a AUG,28.2006 9:52AM PITKIN COUNTV TITLE N0. 3914 P, 7 ~tlon 9' WA DpEutmert Reanirommt. Tha Applicants shall rwmply wltb the City of Aspen Water System Staudards, with Title 25, and with the appdcable standards of Title 8 (Water Conaesvadon and Plumbing .Advisory Code) of the Aspen Municipal Coda, as required by the City of Aspen Water Depatgltcuit. The Applicants shall also emer into a water service agreement with the City and complete a comtnon service line agreement for the residential units. Each residential tutit shall have an individual water motet bnt the Applicants will be required to pay only one tap fee for the residential writ building and one tap fee for the lodge building. ine eappttcanW strakl comply with the Aspen Consoddatcd Sanitation District's titles and regulations. No clear water connections (roof:, foundation, perimeter drains) to ACSD lines shall be allowed. Oil and sand separators meeting the ACSD's tequiremeats shall be installed in each of the parking garages, Tn addition, the driveway entrance drains shall drain to dryweHs and elevator shalt drains shall drain through an oil sari seed separator. One tap to the main sanitary line is allowed far each of the buildings within the development, No soil nails shall be allowed in the public right-of-wRy abotre ACSD main sewer lines, The Applicauts shall enter lens a shared service dre agreement Glycol and arowmelt absll have containment areas approved by the Aspen Consolidated Sanitation Diehict, won 11: ;'L Lkna Relocation The Applicants shall ford the rolocation of the mom sanitary sewer line that serves the Prospector Lodge. lea 12: Trarafarmerlielocatlor The Appdcar>is shall relocate the existing transformer onto their property. The location fox the transfbrmer shad be approved by the Community Development Deparurent prior to installation, The Appdaazrts shall dedicate an easement to allow for City FJtidty. Personnel tv access the relocated iransformer for maintenance proposes. won 13: Aeliverles Itt Block 76 Allov Throe shall be m dedvorias to the extent rmradriag Block 76 alleyway. practical to the Limelight Lodge via the 5 or 1A: Cerise Emnlovae Ardit An employes audit on the lodge component and rea3derrtial component of the development sl-ell be conducted after two fvU fiscal yeazs fiam the date of issuance of the certificate of ooaupancy to verify that only 40 FTEs ate needed to operate fire new lodge, pursuant to the following terms; a. The Appdoanta shall provide ~ tip-to-data report ~ the cwmnt employees at tde time of final plat. b. Tlu Applicants shall remin an auditor and shall gain prior approval from the Housing Office Operations Manager for the seletxion of the auditor. I~~~~~~~~~~ o~ii~ezeea ii:sx JaxIGa rc V08 CtM1DrCL V3TIgPo cOUNiY W R afi.a0 a 0.aa .-, ,,, - ~J AUG. 28. 2006 9.§3AM PITKIN COUNTY T?TLE N0. 3914 P. 8 c. The Applicants shall be !lolly reepoasible far aU fees associated with retaining an auditor, d The audit shall occur after two Rill 5sca1 years of operation. Should t11t housing audit rcfcrenced shove indicate that the new Limelight Lodge is employing more than the forty (40) fltll-time employees (the Lilaelite Lod®a, Aeep Powder bodge, sad Snowflake Inn to be demolished had 42 full-lima employees after i:amsalidating ownership of the properties, of Which 2 FTEs shall be credited to tlIe freo- market reaidtatial cauponoat is order to lower its employee housing mitigation requirement to 3.36 1-bedroom affordable housing tRlits Or cash-in-lieu tharao~ that atro atdicipated to operate the new lodge, the Applicants shall ratum to the Housoug Authority under tlIe following terals: a. The Applicants shall provide deed restricted, efl3rdable housing or cash-ia-lieu thereof to mitigate for 30% of the additional employees above 40 full-time employees. b. Tire Applica>na shall abide by the AepedPitlda County Atiordable Housing Guidelines in efftct at the time of the audit. e. The term anployee shall iaalude all full-time payroA and tron payroll employees gotterated by the application. d. Bmpleyoe housing unity or cash-in-lieu thereof equal to 3.361-bedroom units shall be provided prior to requesting a $nal building inspaetion on any of the residential or lodge units within the project. Sectim 1St 1<leeJ,r gorrtler Relocadon The AppGtants shall pay $20,000.00 towards, schedule, and supervise the relocation of the two (2) oldest deep powder aabsns to a site pmvidad by the City. The landing site of the cabins shall be idattified by the City in a timely manner to allow for the relocation of the cabins on or around May 1, 2006, to sccottnnodatc the demolition plans of the Appliaanta, , Section iti: Lgg~a itp~ The ApPh~le shall sabmB a detailed landscaping plan as part of the building permit appliaation This landscaping plso shall includo a plea for rlghto4=vray laadacspirig and irrigatlan without trenching under the roots of trees to be prosarved to the txteat posstbla ff trenching is necessary it shall be done by hand. Tha plan shall also include a parkway laadseapitig strip adjaa*d to all abutting public 6t[eots of at least Sve (5) feet in width. Appropnate street tree plaatin&c are required along all sheets adjacent to the property. The Applicants shall prtsave the existing Cottonwood tree located oa the wma of South Moamah Sircet and Ea6t Hyman Aveane aad the large Cottonwood tine that exists between the Deep Powdet Iudge and the Limelite South Building Bart was slated for removal in the conceptual PUD applioaton. Add[tiaially, the stand of large Sproae trtes locatod to the north of the existbtg limelite South Bnllding shall be thinned for heahh and preserved The Applicants shall also install tree saving coastruation Races around the drip Tina of any trans to be saved subject to the followingprovisions: II~I~~~~~~~i o s~BYaD~a ii:az JMIIGE K VOS tiKWILI PITKIN COUYTY Cp R aa.00 D e.ae ~. RUG, 28.2046 9.§3AM PITKIN COUNTY TITLE NO. 3914 P. 9 a. The City Forester or hiaThor designee must inspect this tixtce befort any oonatroction aotivklies commence. b. Ho excavation, storage of matmiala, storage of cottatntetian equipment, conaC~tction tracli;ll, foot or vehiculaz traffic shall be allowed within the drip line. The Applicamrs shall also romove dte three (3) conifers locabcd e~jacoet to the proposed parking garage entranoe to the lodge building along Last Hyman Avenue, A 2-year maintmatxe band shall be secured by the Applicants for any trees to be preserved in which there will beplamzed excavation within ar adjacent io their driplinea. Stsetim 17: PodesMsa Amenity The Applioants aro proposing to provide peckestrlan amenity for 1'Y° (approximately SSO square feat) of lot egoare footage. The Applicants shill pay a castr-in-lieu fee of providing pedestrian amenity in the amount of $732,900 (15,208 SF which is 25% of 60,634 SF propmty size >~nua 550 aq»eae feet of pedeehiaa ttmanity apace provided= 514,658 SF, multiplied by $50 per square foot) prior to building permit issuance. Section 18• PM-101Nltiertloa Tho Applicants shall execute the following methods of PM-10 mitigation: a. Sell the residerttiel twits with only one parking apses per unit and rogtaIIe that purchasers of 8 trait be regtured to purchase a second space ale an additional cost. b, Provide flee 1tFTA bus pasaea to empbyees that live otttside the L'Sty of Asper. r~ AdvartisinE to potential guests that a personal or rental car is not necessary due to the extensive public transportation system. ~liat 19• Corner Bum-Outs The corner bumf shall cordain tapered Garb lines of 15 degrws leading into the ceaner bulb outs proposed in the South Mattaroh Sncet and East Hyman Avenrw right-of-ways for scow plowing pttrpcwea Additionally, a street width of 28 foot, Jiotn the face of curb m the face of carb, shall be maintaared on South Monarch Street where the comer bulb•oma are Prel~~ $ZQ:1tirLt-of-V9ay I~mve» n~ The Applicants shall recouatrud E Cooper Avtalue between South Aspen Street send South Monarch Street and split the drainage flows to South Aspen Street and Monarch Street. Additionally, if it is necessary to install a new storm drainage pipe in E. Hymen Avenue and resumer the storm stswer inlet on the southeast comer of S. Aspen Street and E. Hyman Aventeq the Applicants shall reconstruct the south half of B, Hyman Aventre. The Applicants shall also rerAnsr<vct the west half of S. Monarch Sheet and pave the alleyway of Hlock 77. All of the irnprovsnents sat forth in this section shall be maw prior m issuance of a certificate of occupancy on say part of the development, I~1~1~~~~~~~ e~/zc9zeee ii:sz JMlICG K VOS GpIgILL PITKf.N CWNrY CO R 38.e0 J a.ea ./ AUG. 28. 2006 9:§4AM PITKIN COUNTY TITLE N0. 3914 P. 10 Seetloa 21• $~+~+wailc. _, nd tter Sidewalk curb, and gutter meeting lira City Engdlrrer's design ~ shell be constructed in the rlght-0f-way adjacent to all of the proppty subf act to this development prior to issnanee of a cetfiHoate of occupancy on any portion of the development. On Cooper Avemte botwceil South Aapea Sheet and Monarch Street all curb and guttc shall be replaced. The sldavvalk locations shall be in substantially the same location as is depicted oa the situ plan in the 8na1 PUD application submittal. Thenorth-fsrciug curbs shall ba hosted. on 22: Parlr Deyeloonaeat Incest Fees ark Develo errt I d F shall be messed at the time of building permit issuance on both the sew residential bedrooms (including lire affordable housing bedrooms) at-d the lodging bedl0wna to be added m tho subject properties pursuant to Land Uae Code Section 26.610, Park Development Impact Feex. The park Development bnpaet Fees shall 1>e calculated by the City of Aspen 7.oaing Officer using the fee schedule in place at the time of building permit application. $ectlog 23: Shcool Land Dedintloa Fees School Land Dedication Fees shall ix assessed on the prolwsal at the time of building permit issuance pursuant W band Uea Code Section 26.630, School ]:.ands Dedication, because subdivision approval is required for the development of the multi-family residential twits per the definition of subdivision in the land use code. The school lands dedicatlon fees shall be calculated by the City of Aspen Zoning OfSeer using the fee schedule in place at the time of building pemtdt application. Sectlon 24: Exterior J All erterlor Iightirlg shall mgt the City's Lighting Code Requirexa~tts pursuant to Land Uee Code Section 26.575.150, Outdoor Lighting. tieClt017i5''lytldlife x'rastl COaisi.mere The Applicants shall install a wildlife-proof trash container fior ffie residential building that meets the requirements of the F.nviromnental Health Department. The Applicants shall install a trash trompacter for use of the lodge building to ]unit solid waste pick-ups in the alleyway of 131oc1r 76. 8setloa 26: F Servltn FadYttm Food amvlce pleas meeting the requuemmta of thD City of Aspen )?nviroirmental Heahh Departmem shall be submitted and approved prior to serving food and prior to obtaining a Colorado Foad Seivlce License. Section 27; Pool sad Snag All design, installation, and maiatatmtce ofthe pool and spa shall comply with the Colorado Department of Health's "Swimming 1'001 nwi Mineral Bath Regulations". The Aspen Consolidated Sanitation Dish~ict shall review and approve the drain size for the swiarming pool faality prior to iracallation. ~~~~~~~~ X26847:1 NMICE K VOg LWIDILL P17KIN WrPrfy ee 07/28/2000 11:32 R 38.N D 0,00 -,~ ~~ AUG. 28, 2006 9:§4AM PITKIN CDUNTY TITLE N0. 3914 P. 11 x.25• Ikyelanmeet Tiadae The Applicants shall obtain a eertltlcate of occtpancy on all the lodge wtnponear of the development prior to obtaining a cxrti&cate of occupancy on aqy pf the residential units within the development. Section 29: ADev Vacatlon The eastern iSD feet of @u alleyway located in $iock 76 of the City and Towoaite of Aspen is hereby vacated sul;f set to the followatg requirements; a. Owztelship and title to the leads so vacated shall vest as provided in and by Section 43-2-302 of the Colorado Revised Statutes. b. The City Clerk is hereby directed, upon the adoption of this ordinance, to retold a copy of this ordinance in the Offico of the Pitkin County Clark and Rocorder, c, The City Engineer is hereby directed, upon adoption of thin ordinance, to ntaka all corrections necessary to the Official Map of the City of Aspen. d Tile alley vacation is approved based on the finding that the vacation Will not leave any adjoining lands without a means of access over an established public 17ght-0i--way wnnectiag such lands to sq established public street. e• An alloy vacation plat shall be filed and recorded at the Pitknn County Clerk and Recorder's office in association with recording the final subdivision plat end PC7D plans. Section 30: This Ordinance shall >bt affect any existing litiEatioll and shall rot operate as an abatement of any action or proceeding now polding under err by virtue of the ordilaaoces repealed or amended as heroin provided, and the same shaII be con9aued and concluded under such priorotdiuaacea, lion 31- Yf any suction, subsection, sentence, clause, phrase, or Portion of this Ordinance is for any reason hcld invalid or lutaonstitntional in a rnurt of competent jnlrisdicdon, such portion shat! be deemed a separate, distinct and independent provision and shall twt affect the validity of the reruaining portions thereof. lion 32: AII material repreae~ians and cormnitlttenta made by the applicant pursuant to this application, whdher it public hearings or documattation presented before the 11istaric Preservation Carnmisaion, Plaaairng and Zoning Commission, or city Council, era hereby inwrperated in such plan approvals and the same shall be coluplied with as if folly set forth herein, unless amended by an authorized entity. I r~~~•~~ ~D ~uf 11 tTatM ~Y ~ R ~ 7/2a/Zl X71 :32i .-., J AUG. 28. 2006 9:55AM P[TKIN COUNTY TITLE ~ N0. 3914 P. 12 on 33: A pubfic hearing on the ot+dittaace was held an the 23rd day of January, 2006, in the Ciry Council Chambers, Aspen Ciry Hall, Aspen, Colorado a~ continued to the 6t' day of Febraary,2006. IN'i'At.ODUCRD,READ AiVD OYiDERED PTJBLISRED as prov&led by law, by the Ciry Connell of tho City ofAapan an the 9fh day of 7amtary, 2006. elan derail, Mayor Attest: Kathryn S ch, Clty 1PINALLX, adopted, passed and approved by a vote of four m ono (4t), this 6'b day of Febn:ary, 2006. Attest: d, Mayor thrya s. ~ , c+ty clt~ Approved m to form: I ~I~~ WII ~~~~~I~RI Nlt~ lu ull 526847 IIN~ ~m1 I~QY pr 'ul +a~: tr of 11 JFMIO@ K VOS CAIIDILL PITKIN CdM1TY ~p aTI2aJZeae SS•axl R aa.e0 D a.ee n P. r, City Attorney .~ .•. IIIIIIIIIIIIIIIIIIIIIII III)IIIIII IIIIIIII (IIIIII 0796$008 SS :531 .1RNIGE K V05 CRUDILL PITKIN GOUNTV CO R 121.00 D 0.00 SUBDIVISION/PLANNED UNIT DEVELOPMENT AGREEMENT FOR LIMELIGHT LODGE SUBDIVISION/PLANNED UNIT DEVELOPMENT THIS SUBDNISION/PLANNED UNIT DEVELOPMENT AGREEMENT FOR LIMELIGHT LODGE SUBDNISION/PLAS~ DEVELOPMENT (the "Agreement") is made and entered into this~~ day of SS 2006, by and among THE CITY OF ASPEN, COLORADO, a Colorado muni ipal orporation (the "City") and LIIvfELITE REDEVELOPMENT, LLC, a Colorado limited liability company and LIMELITE, INC., a Colorado corporation (collectively, the "Owner"). WITNESSETH: WHEREAS, Owner has submitted to City for approval, execution and recording fmal PUD plans, as the same aze defined and described below, for a real estate project within Aspen, Colorado known as the Limelight Lodge PUD and Related Land Use Application (ihe "Project"); and WHEREAS, City has fully considered the Final PUD Plans, the proposed development and improvement of the Project, and approved the project with conditions pursuant to Ordinance No. 1, Series of 2006; and WHEREAS, City has imposed celiain conditions and requirements in connection with its approval, execution and recordation of the Final PUD Plans, such matters being necessary to protect, promote and enhance the public welfare; and WHEREAS, Owner is willing to acknowledge, accept, abide by and faithfully perfoim the conditions and requirements imposed by City in approving the Final PUD Plans; and WHEREAS, pursuant to Section 26.445.070 of the Aspen Municipal Code, the City is entitled to certain financial guarantees to ensure that required public and common private improvements are installed, and Ovnler is prepared to provide such guarantees as hereinafter set forth. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, the approval, execution and acceptance of the Final PUD Plans for recordation by City, and for other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: A. ZONING AND REGULATORY APPROVALS. Pursuant to Ordinance No. 1 (Series of 2006) adopted on February 6, 2006 and recorded as Reception No` L~ in the office of the Clerk and Recorder of Pitkin County, Colorado (the "Ordinance'), the City approved all final land use approvals and granted a development order for a site specific development plan for the Project subject to a vested property right. The ]and use approvals granted by the Ordinance included final Planned United Development ("PUD") approval, partial alley vacation, subdivision, rezoning to include a PUD IM1L1L062TOOPPUO AppliulioMFi,ulLimeligN SWCivi,ion PUD Agnemcvt07.05.06.doc .~. IIIIIII VIIIII VIII IIIIIIIIIIIIIII II VIIIIIII III 0 7 /266 /820 086 1 3:531 JPNICE K VOS CPUDILL PITKIN COUNTY CO R 121.00 0 0.00 Overlay, Wheeler Opera House View Plane approval, Commercial Design Standards Variances, and Growth Management Review, to construct one hundred twenty five (125) lodge units and fifteen (15) free mazket residential dwelling units, all subject to conditions of approval. B. PROJECT DESCRIPTION. The Project shall entail the redevelopment of land south of East Hyman Avenue, on the north and south sides of East Cooper Avenue, to the West of Monarch Street and to the east of Aspen Street, into a new lodge, free-market residential condominium units, and underground parking (for private needs). Pursuant to Ordinance No. 1, Series of 2006, the projects allowed dimensional requirements shall be as follows: Dimensional PUD Dimensional Requirement Requirements Minimum Lot Size 6,000 5F Minimum Lot Widd1 60 Feet Minimum Front Yard 0 Fee[ Setback Minimum Side Yerd 0 Feet Setback Minimum Reaz Yard 0 Feet Setback Maximum Height Lodge: 46 Feet for Primary Roof Hcight, 50 Feet for 1united accent elements, elevators, mcchanica] enclosures, etc.' Per Roof Height Plan Presented at 2/6!06 City Council Meeting. Residential: 42 Feet, measured from existing grade and 46 feet for elevator head enclosures, faeplace flues, and vent temlinations.• Per RootHeight Plan Presented et 2/6/06 Ciry Council Meeting. Minimum Percent Open 77% Maximum Sitc Coverage Space Allowable £xtelrlal 2.43:1 FAR Minimum OfF Strcet .4 Pazluag Spaces pcr Lodge Utut Parking 2 Parking Spaces per Residential Unit 2 I:LLU.-0°21'aOr~PUO AppliatioMFindLimelipK SubdiWbn PUD Aytement07.01.0°A°c .r III~IIIUIIIIIIIII~~IIIIIBI~IIISNII~~IIIIIIII~IIIII~II 0 8680$6011:531 C. PROJECT IMPROVEMENTS ~ GOVERNING DO IMENT . 1. Owner is required to install and construct specific physical improvements ("Improvements") as part of the Project in accordance with and pursuant to those final PUD development plans (the "Final PUD Plans") that have been submitted by thvner to City, which Final PUD Plans have been recorded at Reception No.51~ I S O in the Pitkin County real estate records. Pursuant to Sections 3 and 29 of the Ordinance, the Final PUD Plans consist o£ (a) The Finai Subdivision Plat, the sheets of which set forth dedications, legal descriptions, vacations, project boundaries, and partial vacation of an alley, among other things. (b) An Illustrative Site Plan, the shects of which graphically depict the Project and its various components; (c) An Architectural Chazacter Plan, the sheets of which depict the architectural composition of the structures to be constructed as part of the Project; (d) A Grading/Drainage Plan, the sheets of which depict all grading and drainage system improvements within the Project; (~ A Utility Plan, the sheets of which shall depict the water, sewer, gas, electrical, cable, telephone and all other utilities and utility systems serving the Project and (g) A Partial Alley Vacation Plat vacating the eastern I50 feat of the alleyway located in Block 76 of the City and Townsite of Aspen. 2. A construction schedule (the "Limelight Construction Activity and Traffic Management Plan} related to construction and installation of the improvements set forth in the above-described Final PUD Plans will be provided by Owner's general contractor for the Project, R. A. Nelson & Associates. 3. Owner agrees to complete the landscaping and irrigation for the Project in accordance with the landscape plan ("Landscape Plan") to be submitted as part of the building permit application in accordance with Section I6 of the Ordinance, in as logical a sequence as possible in relation to the completion of the Project Improvements. Owner and its successors and assigns shall thereafter be responsible for the maintenance of the Project landscaping. D, FINANCIAL GUARANTEE. In order to guazantee installation of the landscaping improvements described in the Landscape Plan identified in Section C (3) above ("Landscaping Improvements") and maintenance and replacement of the same for a period of one (1) yeaz after installation, Owner shall provide to the City a letter of credit, a letter from Owner's construction lender confirming that funds aze available to Owner in its construction loan for the purpose of insuring maintenance of the Landscaping Improvements, or other security or financial institution confirmation of 7:LLW~061)W03WUD AppllulionlFinlLi~rcli~ht SubW'vui0n PUD Ay,cenxnb17.05.06.EM -~, adequate funds available to Owner in amount not less than one hundred twenty-five percent (125%) of the estimated costs of the Landscaping Improvements as estimated by the City of Aspen Parks Department, in form and substance reasonably acceptable [o the City and from a financially responsible lendcr. This letter of credit, lctter from Owner's construction lender, or other security or financial institution confirmation shall provide that the City will have the unconditional right upon demand to partially or fully complete or pay for any Landscaping Improvements or pay any outstanding bills, or to request payment upon demand to partially or fully complete or pay for any Landscaping Improvements or pay any outstanding bills for work done in regard to thereto by any party. As portions of the Landscaping Improvements are completed, the City of Aspen Pazks Department shall inspect these Landscaping Improvements against the approved Final PUD Plans, and upon confirmation that these Landscaping Improvements have been installed in accordance with the Fina! PUD Plans, he shalt authorize reduction in the amount of the letter of credit, letter from Owner's constmction lender, or other security or financial institution confirmation as documented by invoices through final field inspection reports for that portion of the Landscaping Improvements; provided, however, that such confirmation and reduction shall occur no later than five (5) business days from the date of the City of Aspen Parks Department's final inspection and subsequent issuance of acceptance certificate fox the Landscaping Improvements; provided, further, that twenty-five percent (25%) of the estimated cost of the Landscaping Improvements shall be retained until such Landscaping Improvements have been maintained in a satisfactory condition for two (2) yeazs starting from the date of the issuance of the Certificate of Occupancy for the Project, at which Time, the letter of credit, letter from Owner's construction lender, or other security or financial institution confirmation shall tcrminate and expire. In order to guarantee that the Owner shall not start excavation and then abandon the project, the Owner shall provide to the City a letter of credit, a letter from Owner's construction lender confirming that funds aze available to Owner in its construction loan for the purpose of filling in the excavation needed to construct the overall project, or other security or financial institution confirmation of adequate fiords available to Owner in amount not less than one hundred twenty-five percent (125%) of the estimated costs to fill in the excavation needed to construct the overall project as estimated by the City of Asperi Engineering Department, in form and substance reasonably acceptable to the City and from a financially responsible lender, This letter of credit, a letter from Owner's construction ]ender, or other security or financial institution confirmation shall provide that the City will have the unconditional right upon demand to partially or fatly fill-in the excavation or pay any outstanding bills, for work done to fill in the excavation. At the completion of a full foundation on both the lodge and the residential components of the development, and upon confurrration that the foundations have been installed in accordance with the Final PLTD Plans by the City Engineer, the letter of credit, letter from Owner's construction lender, or other- security or financial institution confirmation shall terminate and expire. IlNllllllillllllllllllllllllllllllllll IIIIIIIIIIIIIII, afl~e 080 1:531 I:LLLL-0631N03NUD Ayplicttl°n4'indLimeligb15ubdinsi°n PUD ApsemenN7.01.06.dx ,^ -. I IIIIIIIIIIIIIIIIIIIIIIIIIII IIIIIIIIIIIIIIIIIIIIIII III) 0796s08011 :531 E. DEVELOPMENT RFO~EMENTS RESTRICTIONS AND AG DEMENTS. Owner hereby agrees to the conditions of approval as specified in the Ordinance and Owner and City specifically agree as follows: 1. Buildine Permit The building permit application shall include the following: a. A copy of the final Ordinance end P&Z Resolution. b. The conditions of approval printed on the cover page of the building permit set. c. A completed tap permit for service with the Aspen Consolidated Sanitation District. d. A tree removal petmit as required by the City Parks Department and any approval from the Pazks Department Director for off-site replacement or mitigation of any removed trees. The tree removal permit application shall be accompanied by a detailed landscape plan indicating which trees are to be removed and new plantings proposed on the site. e. A drainage plan, including an erosion control plan and snow storage runoff plan, prepazed by a Colorado licensed Civil Engineer, which maintains sediment and debris on-site during and after construction. If a ground recharge system is required, a soil percolation report wil] be required to correctly size the facility. A 5-year storm frequency should be used in designing any drainage improvements. f. A final construction management plan. The Owner shall comply to the greatest extent practical with any general construction management requirements that the City adopts before and after building permit issuance. g. A fugitive dust control plan to be reviewed and approved by the Engineering Department. h. An excavation/stabilizationpfan prepared by a licensed Engineer i. A detailed landscaping plan. This landscaping plan shall include a plan for right-of--way landscaping and irrigation without trenching under the roots of trees to be preserved to the extent possible. If trenching is necessary it shall be done by hand. The plan shall also include a parkway landscaping strip adjacent to all abutting public streets of at least five (S) feet in width. Appropriate street tree plantings are required along all streets adjacent to the property 5 I:LLttA633WOPPUD ApplinuonlPimlLlmelfgM Subdivision PUD ApsencnN3.05.06.dx ,,. ,., 1111111 IIII 111111 IIIIIIIIII IIIIIIIIIIII III IIIII IIII IIII 072680 8 13 :53i 'The Applicants shall preserve the existing Cottonwood tree located on the comer of South Monarch Street and East Hyman Avenue and the large Cottonwood tree that exists between the Deep Powder Lodge and the Limelite South Building that were slated for removal in the conceptual PUD application. Additionally, the stand of lazge Spruce trees located to the north of the existing Limelite South Building shall be thinned for health and preserved. The Owner shall also install tree saving construction fences azound the drip line of any trees to be saved subject to the following provisions: 1. The City Forester or his/her designee must inspect this fence before any construction activities commence. 2. No excavation, storage of materials, storage of construction equipment, construction backfill, foot or vehicular traffic shall be allowed within the drip line. The Owner shall also remove the three (3) conifers located adjacent to the proposed parking garage entrance to the lodge building along East Hyman Avenue. A 2-year maintenance bond shall be secured by the Applicants for any trees to be preserved in which there will be planned excavation within or adjacent [o their driplines, 2. Affordable Housing, Units. Owner acknowledges that the development of free- mazket residential condominium units as part of the Project, subjects the Owner to affordable housing mitigation pursuant to the guidelines of the Aspen/Pitkin County Housing Authority ("APCHA"). Owner acknowledges that the development of 15 free-market residential units as part of an Incentive Lodge Development ]ike the Project would normally obligate the Owner to provide 4.5 affordable housing units. Due to the tTvner's generation of employee efficiencies in the project the Owner was granted affordable housing credits offsetting and reducing its affordable housing obligation to 3.36 1-bedroom affordable housing units. Accordingly, the Owner shall remit to the Ciry a cash-in-lieu payment for its affordable housing obligations equal to 2,734,410 and 70/100 Dollars ($2,734,410.70) based on the current cash-in-lieu fee amount. This cash in lieu payment shall be paid in full prior to the issuance of a certificate of occupancy for the Project; however any portion thereof paid after issuance of a building permit for the Project shall be adjusted in accordance with the then current APCHA affordable housing mitigation guidelines (the method of calculation shall be 55,675 square feet of FAR in the residential component to be mitigated for, multiplied by the single-family residential cash-in-lieu fee amount as set forth in the Aspen/Pitkin County Affordable Housing Guidelines and amended from time to time, multiplied by 74.6% (which is the percentage of 4.5 1-bedroom affordable housing units required to be mitigated for after credit applied from the lodge component of the development)). 3. Em3}~loyee Housine Units. Owner acknowledges that the addition of approximately 15 lodging rooms to the Project would normally create the need for employee generation mitigation and a related employee mitigation plan with the APCHA. Owner and the City agreed that the proposed efficiencies created in the Project as noted in Section E (2) above I:LLLL~061)tW3NUD AppliuGwPFiiullimdiglu Subdiwion PUD ApeemenMl.Od.Ob.da ,~, -'~ IIII I II I II (IIII III I III II III VIII IIII III 07926 20088 11:531 dRNICE K VOS CRUDILL PITKIN COUNTY CO R 121,00 D 0.00 eliminate Owner's mitigation obligations for the lodge room component of the development, provided that the Audit (as defined below) reveals that the Project after development does not generate additional employees. 4. Emplovee and Affordable Housin¢ Audit• Owner wilt perform an employee audit ("Audit") of the Project within 30 days of the second anniversary of the issuance of a certificate of occupancy for the Lodge. This Audit will compare the number of full-time employees employed a[ the Project at the time of the Audit against the 42 employees employed at the lodges prior to redevelopment. For purposes of the Audit, the term "employee" shall include all Ntil-time, payroll and non-payroll employees employed at the Lodge. The Housing OfI-ice Operations Manager shall approve Applicant's auditor and the Applicant shall be solely responsible for all fees associated with retaining the auditor. (a) Affordable Housing_Mitieation. Should the Audit reveal an increase in employees above the 40 full-time employees that are anticipated to operate the Project, the Owner shall provide deed restricted, affordable housing or a cash-in-lieu payment for the balance of the Owner's affordable housing mitigation obligations. (b) Emplovee Housing Miti agation. Should the Audit reveal that the number of employees employed at the Project exceeds the 40 full-time employees anticipated to operate the lodge component of the development, the Applicant will deliver acash-in-lieu payment pursuant to APCHA guidelines in effect on the date of this Agreement, to mitigate its employee housing obligations. 5. Condominiumization of Proiect; Association. As soon as construction of the Project allows, Owner anticipates submitting the lodge portion of the Project and the free-mazket residential component of the Project to two (2) separate plans for condominiumization created pursuant to Colorado Common Interest Ownership Act ("CCIOA"). Accordingly, Owner agrees to prepare in accordance with the Code and CCIOA and the City agrees to process for approval and recordation a condominium map For each separate condominium regime. Owner shall also record declazations for each common interest condominium community and create a corporate non-profit homeowner's association for each community {the "Associations"), including articles of incorporation and bylaws. The Associations shall be responsible for the maintenance of their respective common elements. Membership in each respective Association shall automatically inure to any unit owner within the respective condominium regime upon the transfer of title thereto. 6. Water Department Requirements The Owner shall comply with the City of Aspen Water System Standazds, with Title 25, and with the applicable standards of Title 8 (Water Conservation and Plumbing Advisory Code) of the Aspen Municipal Code, as required by the City of Aspen Water Department. The Owner shall also enter into a water service agreement with the City and complete a common service line agreement for the residential units. Each residential unit shall have an individual water meter but the Owner will be required to pay only one tap fee for the residential unit building and one tap fee for the lodge building. 7. Aspen Consolidated Sanitation District Requirements The Owner shall comply with the Aspen Consolidated Sanitation District's rules and regulations. No clear water connections 1:LLll.-061dW~3WUD Appliudon~FinJnmdibh~ Subdid~ion PUD Agrtomrn~00A5.06.doc •-. ,..,. (roof, foundation, perimeter drains) to ACSD lines shall be allowed. Oil and sand separators meeting the ACSD's requirements shall be installed in each of the pazking garages. In addition, the driveway entrance drains shall drain to drywells and elevator shaft drains shall drain through an oil and sand separator. One tap to the main sanitary line is allowed for each of the buildings within the development. No soil nails shall be allowed in the public right-of--way about ACSD main sewer lines. The Owner shall enter into a shared service line agreement. Glycol and snowmelt shall have containment areas approved by the Aspen Consolidated Sanitation District. 8. Sewer Line Relocation The Owner shall fund the relocation of the main sanitary sewer line that serves the Prospector Lodge. 9. Transfotmer Relocation The Owner shall relocate the existing transformer onto their property. The location for the transformer shalt be approved by the Community Development Department prior to installation. The Owner shall dedicate an easement to allow for City Utility Personnel to access the relocated transformer for maintenance purposes. 10. Deliveries in Block 76 Alley There shall be no deliveries to the extent practical to the Limelight Lodge via the remaining Block 76 alleyway. 11. Pedestrian Amenity The Owner is providing pedestrian amenity for I % (approximately 550 square feet) of lot square footage. The Owner shall pay acash-in-lieu fee of providing pedestrian amenity in the amount of $732,900 (15,208 SF which is 25% of 60,834 SF property size minus 550 square feet of pedestrian amenity space provided= $14,658 SF, multiplied by $50 per squaze foot) prior to building permit issuance. 12. PM-10 Mitieation The Owner shall execute the following methods of PM-10 mitigation: a. Sell the residential units with only one pazking space per unit and require that purchasers of a unit be required to purchase a second space at an additional cost. b. Provide free RFTA bus passes to employees that live outside the City of Aspen. c. Advertising to potential guests that a personal or rental car is not necessary due to the extensive public transportation system. I3. Width of Souih Monaruh Street A street width of 28 feet, from the face of curb to the face of curb, shall be maintained on South Monarch Street. 14. Sidewalk. Curb. and Gutter Sidewalk, curb, and gutter meeting the City Engineer's design requirements shall be constructed in the right-of--way adjacent to all of the property subject to this devclopment prior to issuance of a certi5cate of occupancy on any portion of the development: On Cooper Avenue between South Aspen Street and Monarch Street all curb and gutter shall be replaced. The sidewalk locations shall be in substantially the same location as is depicted on the site plan in the final PUD application submittal. III~IIIVIIIIIIIII I~IIII~III IIIIIIIIIIIIIII~I~IIIIIIIII 0792~6g 08a11 53i I:LLLL-0b7P4031PUD AppliuuodPinlLimcligM Subdivui°n PIJD Agrzn~enmi.°S.°b,doc IIIIIIIVIIIIIIIIIIIIIIIIIIIIItlllllllllVIIIIIIIIIII 586808a 1:531 15. Pazk Development Impact Fees Pazk Development Impact Fees shall be assessed at the time of building permit issuance on both the new residential bedrooms (including the affordable housing bedrooms) and the lodging bedrooms to be added to the subject properties pursuant to Land Use Code Section 26.610, Park Development Impact Fees. The Park Development Impact Fees shall be calculated by the City of Aspen Zoning Officer using the fee schedule in place at the time of building permit application. i6. School Land Dedica~Qn Fees School Land Dedication Fees shall be assessed on the proposal at the time of building permit issuance pursuant to Land Use Code Section 26.630, Schoot Lands Dedication, because subdivision approval is required for the development of the multi-family residential units per the definition of subdivision in the land use code. The school lands dedication fees shall be calculated by the City of Aspen Zoning Officer using the fee schedule in place at the time of building permit application. 17. Deeo Powder Relocation The Owner shall pay $20,000.00 towazds, schedule, and supervise the relocation of the two (2) oldest deep powder cabins to a site provided by the City. The landing site of the cabins shall be identified by the City in a timely manner to allow for the relocation of the cabins on or azound May 1, 2006, to accommodate the demolition plans of the Owner. 18. Wildlife Trash Containers The Owner shall install awildlife-proof trash container far the residential building that meets the requirements of the Environmental Health Department. The Owner shall install a trash compacter for use of the lodge building to limit solid waste pick- ups in the alleyway of Block 7G. ]9. Temporary Use of Public Rights-of-Way. Owner may temporarily use public rights-of--way as staging areas for construction activities related to the Project in accordance with the provisions of the Limelight Construction Activity and Traffic Management Plan and pursuant to a Temporary Construction Encroachment License entered into by the Owner and City. 20. Construction Activities Affecting Access to Citv of Asoen Facitities. Owner agrees and acknowledges that any and ali construction activities undertaken in connection with the Project that in any way affect facilities and/or rights-of--way owned by City of Aspen shall be governed by the provisions related Utereto to be set forth in detail in the Limelight Construction Activity and Traffic Management Plan. 21. Construction Activities Affecting City Streets and Infrastructure. Owner agrees and acknowledges that any and all construction activities undertaken in connection with the Project that in any way affect facilities, infrastructure and/or rights-of--way owned and controlled by the City shall be governed by the provisions related thereto to be set forth in the Limelight Construction Activity and Traffic Management Plan and any applicable City permits and/or official engineering regulations. 22. Street Closures; Traffic Control. All provisions related to street closures and traffic control operations necessitated by construction of the Project aze set forth in more detail in h.LLLL~Obrr`90iV'UD Appliunon~vlLinrliyhi SubAivislan PUD Arraeencm07.05.06.aot Iltll~lIIIIIIII (IIIIIIIIIIIII~~IIIIII Iflllllll Ill a °6B e8fti4sa~ JRNiCE K VOS CRUDILL PITKIN COUNTY CO R 121.00 D 0.00 Section E (1) above and will be set forth in the Limelight Construction Activity and Traffic Management Plan. 23. Restoration of Public Streets. Owner agrees that upon completion of the Project, the Owner shall split the drainage flows to South Aspen Street and Monazch Street. Additionally, if it is necessary to install a new storm drainage pipe in E. Hyman Avenue and resurrect the storm sewer inlet on the southeast comer of S. Aspen Street and E. Hyman Avenue, the Owner shall reconstruct the south half of E. Hyman Avenue. The Applicants shall also reconstruct the west half of S. Monarch Sheet and pave the alleyway of Block 77. All of the improvements set forth in this section shall be made prior to issuance of a certificate of occupancy on any part of the development. 24. Encroachments Into Citv Pro~ertv. It is hereby acknowledged by the parties to this Agreement that as pari of the Project, Owner shall construct and instal! certain improvements that encroach into adjacent public rights-of--way. Specifically, portions of the roofline, the entrance canopies and some balconies of the residential units will encroach onto South Aspen Sireet, East Cooper Avenue, East Hyman Avenue, and South Monazch Street as delineated and depicted on the Architectural Character Plan identified in Section C (1) (C) above, The City agrees to grant to Owner an easement for these encroachments in the form of the Encroachment Easement attached hereto as Exhibit A. 25. As-Built Drawines. Owner shall submit as-built drawings for alt site improvements constructed by Owner within any City right-of--way to the City within 180 days from the date the last certificate of occupancy is issued by the City related to the Project. Such drawing shall be submitted both in the form of 24"x 36" mylaz sheets stamped and sealed by a Colorado professional surveyor (PLS) as well as in electronic form. 26. Development Timing The Owner shad obtain a certificate of occupancy on all of the lodge component of the development prior to obtaining a certificate of occupancy on any of the residential units within the development. F. NON-COMPLIANCE AND REQUEST FOR AMENDMENTS OR EXTENSIONS BY OWNER. In the event that the City Council determines that the Owner is not acting in substantial compliance with the terms of this Agreement, the City Council shall notify the Owner in writing specifying the alleged non-compliance and asking that the Owner remedy the alleged non- compliance within such reasonable times as the City Council may determine, but not less than thirty (30) days. If City Council determines that the Owner has not complied within such time, the City Counci! may issue and serve upon the Owner a written order specifying the alleged non- compliance and requiring the Owner to remedy the same within thirty (30) days. Within twenty (20) days of the receipt of such order, the Owner may file with the City Council Dither a notice advising the City Council that it is in compliance or a written petition requesting a hearing to determine anyone or both of the following matters: (a) Whether the alleged non-compliance exists or did exist, or 10 I:tLLL.061JNONUD ApplicadoAFWlf.lrtbliglu Su~diviiion PUD AOeeneol01.O5.od.doc I Illlll IIIII 111111 IIII 111111 IIII 1111111 III 111111 III IIII ..............._ 526848 Page: 11 0( 24 07/2fi/2006 I1 :531 00 0 0.00 (b) Whether a variance, extension of time or amendment to this Agreement should be granted with respect to any such non-compliance that is determined to exist. Upon the receipt of such petition, the City Council shall promptly schedule a hearing to consider the matters set forth in the cease and desist order and in the petition. The hearing shall be convened and conducted pursuant to the procedures normally established by the City Council for other hearings. If the City Council determines by a preponderance of the evidence that a non- compliance exists which has not been remedied, it may issue such orders as maybe appropriate; provided, however, no order terminating any approval previously granted by the City Council shall be issued without a finding of the City Council that substantial evidence warrants such action and affording the Owner a reasonable time to remedy such non-compliance. A final determination of non-compliance which has not been remedied or for which no variance has been granted may, at the option of the City Council, and upon written notice to the Owner, terminate any of such approvals which are reasonably related to the requirement(s) with which Owner has failed to comply. Alternatively, the City Council may grant such variances, extensions of time or amendments to this Agreement, as it may deem appropriate under [he circumstances. In addition to the foregoing, the Owner or its successors or assigns may, on its own initiative, petition the City Council for a variance, an amendment to this Agreement or an extension of one or more of the time periods required for performance hereunder. The City Council may grant such variances, amendments to this Agreement, or extensions of time as it may deem appropriate under the circumstances. The parties expressly acknowledge and agree that the City Council shall not unreasonably refuse to extend the time periods for perfomrance if Owner demonstrates by a preponderance of the evidence that the reasons for the delay(s), which necessitate said extension(s) are beyond the control of the Owner, despite good faith efforts on its part to perform in a timely manner. G. GENERAL PROVISIONS. 1. The provisions hereof shall be binding upon and inure to the benefit of Owner and City and [heir respective successors and assigns. 2. This Agreement shalt be subject to and construed in accordance with the laws of the State of Colorado. 3. If any of the provisions of this Agreement of any pazagraph, sentence, clause, phrase, word, or section or [he application thereof in any circumstance is invalidated, such invalidity shall not affect the validity of the remainder of this Agreement, and the application of any such provision, paragraph, sentence, clause, phrase, word, or section in any other circumstance shall not be affected thereby. 4. This Agreement contains the entire understanding between the parties hereto with respect to the transactions contemplated hereunder and may be altered or amended from time to time only by written instruments executed by all parties hereto. 11 I:LLLL-0bf1`002`PUD ApplinrionlriiulLimcli~Tt Subdivi,on PUD Agrteneni0].OS.a6.dae •-. ,,.,, 5. Numerical and title headings contained in this Agreement are for convenience only, and shall not be deemed determinative of the substance contained herein. As used herein, where the context requires, the use of the singulaz shall include the plural and the use of any gender shall include all genders. 6. Upon execution of this Agreement by all patties thereto, City agrees to approve and execute the Partial Aliey Vacation Plat and Subdivision Plat for the Project and any other Final PUD Documents as maybe necessary, and to accept the same for recordation in the Office of the Clerk and Recorder far Pitkin County, Colorado, upon payment of the recordation fee by Owner. 7. Notices to be given to the parties to this Agreement shall be considered to be given if hand delivered or if deposited in [he United States Mail to the parties by registered or certified mail at the addresses indicated below, or such other addresses as may be substituted upon written notice by the parties or their successors or assigns: CITY OF ASPEN City Manager 130 S. Galena Street Aspen, CO 81611 LIMELITE REDEVELOPMENT, LLC and LIMELTTE INC. c/o Limelite Lodge 2228 East Cooper Avenue Aspen, CO 81611 Attention: Dale Paas and Sue Woolery With copies to: Gerald M. Bieh] General Management Real Estate 1201 Galapago S[reet, #101 Denver, CO 80204 II~ IIII) IIIIII II I ~IIII~ I'IIIIII (IIIIII ~II I~I 0 g26a/v2008ar 134531 JRN3CE K VOS ORUOILL PITKIN COUNTY CO R 121,00 0 0.00 Steven Szymanski Szymanski Development Partners, Inc. 2506 West Main Street Littleton, Colorado 80120 Cage Williams Abelman & Layden, P.C. Attention Les J. Roos 1433 17`s Strcct Denver, CO 80202 8. The terms, conditions, provisions and obligations herein contained shall be deemed covenants that tvn with and burden the ]and underlying the Project and any and all 12 i:N.LL-0b3JYlDNUD Appliv~uoo~Fin~ILvrclioht Sobdiritivn PUD A{rtemevro7A6.06.dac .-~ Owners thereof, their successors, grantees or assigns, and further shall inure to the benefit oFand be specifically enforceable by or against the parties hereto, their successors, grantees or assigns. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and year first above written. [SIGNATURES ON FOLLOWING PAGE] (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) I~IIII I~I~I IIIIII ~~I~ II~III IIII ~~IIIII ~II IIIII~ ~~I IIII 079 680 8f 114631 JRNICE K VOS eRUDILL PITKIN COUNTY CO R 121.00 D 0.00 13 CITY: CITY OF ASPEN, a m+un~icipal c~o gY.,,~C~C,L~ sy: FORM: STATE OF COLORADO ) ss. COUNTY OF PITKIN ) The foregoing instrument was acknowledged before me this~'~tiay of 'f ~ 2006, by Helen Klanderud as Mayor and by Kathryn S. Koch as City Clerk of the ity of Aspen, Colorado, a municipal corporation. Witness my hand and official sea]. ary Public My Commission Expires: ,OD !!..s'~. JACKIE LOTHIAN IIIIIIIIIIIIIIIiIIIIIIII IIIIIIIIIII IIIIIIII III 07968 08f 114531 ,7RNICE K VOS CRUDSLL PITKIN COUNTY CO R 121.00 0 0.00 14 IiUL-0d]lbOnPUD APPlkaion\Pim Wmdiyhl $uEdivision PUD Apccmmt0].ad.Od.dx OWNER: ,., LIMELITE REDEVELOPMENT LLC, a Colorado limited liability company By: Next Gcneration Investments LLLP, a Colorado limited liability partnership, Member Dy:Limelite, Inc., a Col o orporati General Partner By: ~-r.~y Leroy Da Paas, Presidcnt STATE OF COLORADO ) ss. COUNTY OF PTI'KIN ) The foregoing instrument was acknowledged before me this ~rday of Sv~~ 2006, by Leroy Dale Paas, as President of Limelite Inc., General Parhter of Next Generation Inveptm~nt, LLLP, as Member of Limelite Redevelopment LLC, a~ radp ]j~ited I~tabtility com an . ~ ~ j Witness my hand and official seal. My Commission Expires: ~O`f (~~ ~~OOcj By: Pazkside Re evelopment LLC, a Colorado lime d liability company, 'Gerald M. Biehl, Manager STATE OF COLORADO ) ss. COUNTY OF PI'PKIN ) 2006, y g p , Limelite Redevelopment, LLC, a Colorado limited liability comp~anyA. , Witness my hand and official seal. S ~ %y L~G4L Notcary Public My Commission Expires• ~ ~7 ~6 ~ ~`~ Illllllillllllllllllllllillllllllllllilllllllllllllllll e 268 08r,i,53, JRMCE K VOS CgUDILI PITKIN COUNTY CO R 123.00 D 0.00 IS 11LLLd623WOTPUD Appliccuon~Pi~ulUmctlghi Subdlviilon PUD Apatneol0].OS.Od.da The foregoing instrument was acknowledged before me this relay o b Gerald M. Biehl as Mana er of Parkside Redevelo ment LLC as emb of ,.. a, A LIMELITE, TNC., a C/o19ra corporal' By: .6-~ ( ~, Lem ale Paas, President STATE OF COLORADO ) ss. COUNTY OF PITKIN ) t~ The foregoing instrument was acknowledged before me this ~ day of C~ ~ Y , 2006, by Leroy Dale Pans, as President of Limelite Witness my hand and official seal. My Commission Expires:~~~~1 QQ I IIIIII VIII IIII~I IfII IIIIII III IIIIIII III ~1IIII l~l IIII 5 9 6s e 8r 3 i4sai JPNICE K VOS CPUDILL PITKIN COUNTY CO R 121.00 0 0.a0 16 1:U.LL-0633WOSPUD Appliwlbn~FiiulLimeli`ht Sv6diWSlon PUD A{rtemenro'I.03.06.Eae Encroachment Easement ENCROACHMENT EASEMENT THIS ENCROACHMENT EASEMENT is made and entered into effective as of the _ day of , 2006, by and between the CITY OF ASPEN, COLORADO, a Colorado municipal corporation ("Cit}~') and LIMELITE, INC., a Colorado corporation, and LIIviELITE REDEVELOPMENT LLC, a Colorado limited liability company, whose address is 2228 East Cooper Avenue, Aspen, Colorado 81611 (collectively "Limelite"). WI'fNESSETH: WHEREAS, Limelite is constmcting a mixed-use development within the City known as Limelight Lodge/PUD (the'•Project"); and WHEREAS, as part of development of the Project, it is acknowledged by the parties that it shall be necessary for Limelite to construct and install certain improvements on, over and undo certain rights-of--way owned, controlled and operated by the City (the "City ROWS"), which City ROWS aze shown more fully on Exhibit A attached hereto and incorporated herein by reference; and WHEREAS, the City agrees to allow Limelite to construct and install certain improvements on, over and under the City ROWs (the "Allowed Encroachments") in those locations specifically set Forth on Exhibit A, subject to certain conditions; and WHEREAS,'the City has the power and authority to grant encroachment easements, NOW, THEREFORE, in consideration or the mutual agreement hereinafter contained, the City and Limelite covenant and agree as follows: 1. Grant of Easement. The City hereby gants Limelite anon-exclusive easement to occupy, maintain and utilize the City ROWS for the Allowed Encroachments, which are generally described as portions of the roofline, entrance canopies, trellises, and an exterior staircase of the residential units that will encroach onto South Aspen Street, East Cooper Avenue, East Hyman Avenue, and South Monazch Street as more particularly depicted on Exhibit A, for the purposes described herein. The term of this easement shall commence on the date of the first building permit issued to Limelite in connection with the Project and shalt continue and be irrevocable until demolition of the building containing the residential units. This easement shall be subordinate to the right of the Ciry to use the surface area of [he Ciry Property for any pre-existing, authorized purposes. Until demolition of the building containing the residential units, the City shalt not remove or interfere with the Allowed Encroachments or take any action whatsoever to disturb, preclude, interfere with or cause the removal of the same from the City. (VIIIIIIII IIIIIIIII III IIIIIIIIIII IIIIIIIII IIII 079 6/SY006r114531 JPNIGE K VOS CPUOILL PITKIN COUNTY LO R 121,00 D 0.00 :~ 2. Use of Ciri ROWS. Limelite shad have the right to occupy, maintain and utilize those areas of the City ROWS shown on Exhibit A for the Allowed Encroachments, which Allowed Encroachments shall consist of surface and overhang building improvements. 3. Maintenance. Limelito shall be responsible for the maintenance and repair of all areas of encroachment upon the City ROWS, together with all improvements constructed therein, which the City, in the exercise of its discretion, shall determine to be necessary to keep the same in a safe and clean condition. 4. 'ts. Limelite shall obtain from the City alf necessary and appropriate permits related [o construction and installation of any of the Allowed Encroachments within the City ROWS. 5. ance, At all times during the term hereof, Limelite shall maintain general liability insurance for any loss, claim or damages arising from or connected with Limelite's use of the City ROWS and shall famish the City with a certificate of insurance evidencing such insurance coverage upon demand. 6. Indemnification. Limelite shall save, defend and hold the City harmless against any and all claims for damages, costs and expenses, to persons or property that may arise out of, or 6e occasioned by the use, occupancy and maintenance of the City ROWS by Limelite, or from any act or omission of any representative, agent, customer and/or employee of Limelite, except for claims that may arise out of, or be occasioned by the negligent or intentional act of any representative, agent or employee of the City. 7. Non-Exclusivity of Easement. Except as otherwise prohibited or agreed to by and between the parties, nothing herein shall be construed so as to prevent the Ciry from granting such additional licenses or property interests in or affecting the City ROWS as it deems necessary, provided, however, such additional licenses or property interests do not impair or materially interfere with the rights and benefits granted to Limelite in this Agreement. 8. Bindine Effect: Assigtunent. The conditions set forth herein shall constitute covenants running with the land, and binding upon and inuring to the benefit of Limelite, its successors and assigns. In addition to the assignment rights provided in the foregoing sentence, the parties hereby agree and acknowledge that Limelite's tights hereunder may be collaterally assigned by Limelite to a mortgage lender. 9. Attorneys' Fees. In any legal action to enforce the provisions of this Agreement, the substantially prevailing party shall be awarded its reasonable attorney's fees and costs. IN WITNESS WHEREOF, the patties have executed this Agreement on the day and year first above written. [SIGNATURES ON FOLLOWING PAGE] I IIINI IINI IIIIII IIII IIIIII Illlilllllll IliYllllll III IIII 079 6B 0 80114531 ~.. r [REMAIlVDER OF PAGE INTENTIONALLY LEFT BLANK] IIIIIII VIII IIIIIIIIIIIIIIII IIIIIIIIIII IIIIIIIII IIIIII 078680086£314531 JRNICE K VOS CRUDILI PITKIN COUNTY CO R 121.00 D 0.00 .-. ~, CITY OF ASPEN, COLORADO, STATE OF COLORADO ) ss. COUNTY OF PITKIN ) The foregoing instrument was acknowledged before me this 2~+bay Of 2006, by Helen Klanderud as Meyor and by Kathryn S. Koch as City Clerk of the Cit of Aspen, Colorado, a municipal corporation, Witness my hand and official seal. My Commission Expires: D otary Public ~~ A ~ }' A' / '•~mr `~C 1ct ~, t~~% •.., :~cc~~ , ~:-~ I IIIIII Iltlf ~~III~ III IIIIII I~I~rl~l~ll) ~I~ III~II~ ~I ~~~I 0 26S 0 set ] 453r A~,P.--PRO/~VEJ,~D~~~AS TO FORM: mey ~ ..,. ~, LIMELTTE REDEVELOPMENT LLC, a Colorado limited liability company By: Next Generation Investments LLLP, a Colorado limited liability partnership, Member By: Limelite, Tnc., a Colored rporatio eneral Partner o /. By: 7~ ~X.~ a-~- Leroy 1 a~ aas, President STATE OF COLORADO ) ss, COUNTY OF PITICIN ) The foregoing instrument was acknowledged before me [his L day of ~ r~~, 2006, by Leroy Dale Pass, as President of Limelite Inc., General Parhter of Next Generation Investment, LLLP, as Member of Limelite Redevelopment, LLC, a Co~o~ limited liab~liryx company. /\ n Witness my hand and official seal. 11 My Commission Expires:_j~~~0~ Qd By: Pazkside R evelopym~eint LLC, a lorado Limite liability company, Member ` Gera~hl, Manager ~ STATE OF COLORADO COUNTY OF PITKIN ss. h The foregoing instrument was acknowledged before me this may o , 2006, by Gerald M. Biehl, as Manager of Pazkside Redevelopment, LLC, as Mem er of Limelite Redevelopment, LLC, a Colorado limited liability company. Witness my hand and official seal. y\ ~ \\ Notary Public My CommissionExpiresVAY~. Z. `11 I`I{ I 1 I 1526848 1~~~IIII~~II~I~IIIII~~II~II~~II~~IIIIIII~IIIIlII1~lIl'f 00fl26D 0 00 t453f A1y Commissan Expires Ot/27l2009 .- r LIMEyLITvE/,~INC., a Color orati/o'n//J By: i--~ i.~/ ~ l/s~M~ LeroyD aas,President STATE OF COLORADO ss. COLtNTY OF PITKiN ) The foregoing instrument was aelrnowledged before me this ~~day of ~~_, 2006, by Leroy Dale Paas, as President of Limelite Inc. torado n. Witness my hand and official seal. „.SCh' 1 1 M Notary Public V ~.~p ~,~ My Commission Expires: ~ ~-~0~~/ d~W ~ ~ ~ . ,,,~,0.'~ . i~i~iiii~iii~iiiiiiiiiiiiiii~iiiiii~i~ii~iiiiiiitiirii 09 5~0t6a314531 .-" ~ >r --~, .~ ~~~~: ENCROACHMENT AREAS, NORTH PARCEL A PARCEL OF LAND STNATE6IN BLOCK )S, CTIY AND TOWNSITE OF ASPEN, IN SECTION9 T AND 18, TOWNSHIP 10 SOUTH, RANGE 84 WEST AND IN SECTIONS 12 ANO 73, TOWNSHIP tOSOUTH, RANGE 85 WEST, BOTH OFTHE SIXTH P.M., COUNTY OFPITKIN, STATE OFCOLOARDO d1EEr1 oRi .KSarN srBSSr -ax' -Lacx Te uler m ag ~ t10 E d%l°fA AL£NUF ~ P. COOPER CONOOWNAAJ- Y ~ REG FOeene • A7I'60'/8"8 u eg~~-~IyG~ 1Je' • -/Etlf806R171tFHI - /~ ARFt Nn . / A00! OYFRNANG Al E. NYMAN At4NUE XARnIAN RELDENCE RFa inenn rm~Nn fe aEeAR ANO ALUM. GP ~ REAA.P -/ .~ i SNrtnwn rurnnArA,~,siuF AAFA Nn a ,/ ROJf OWtNANO ANe 7REW$ \ RMIN- SFCRpV CORNfA scc 12~~ nas aeew, scc y1e nos Aeaw B ~ AUSRO GP ~ LS A~ d N ~ ~ y b ~ ~ ~ `ROY OtE9HANC AND IRElUS b i AOUAIO NAIL wA-NU A1FdefE _ 1 Aorta wn~i ~ ~ i S/AI ROA ........ NORTN P/%'Rl. (r{(d4MHT .SNBD/V78JON/FDD Je.-17 W R.3 O.BId Awa; YONARCB STRdIiT ~t-Y Aaw SCALE: 1•~AO' SOPRIS ENGINEERING - LLC CNIL CONSULTANTS 1. n' w ~i ,Y ~l 200' ~ ^ 200' ALL ENCROACHMENT DIMENSIONS SHOWN HEREON ARE PARALLELAND PERPENDICULARTO THE BOUNDARY LINES OF THE NORTH PARCEL awes aersvse :sows Puri IIIIIII VIIIIIIIIIIiIIIIIIiIIIIIIIIIIIIIIIIIIIIIIIIIII p 8 68 0 87134531 JRNICE K VOS CiIUOILL PITKIN COUNTY CO R 123.00 D 0.00 ,. .-. ,r MAINTENANCE OF GRANITE SURFACES Introduction• Many of the world's most interesting structures built from Marble, Limestone or Sandstone are currently suffering from modern air pollution and acid rain. These newer environmental forces coupled with normal freeze/thaw cycles, are eroding and staining the stone, impairing the natural beauty of the structures and in some cases, actually threatening their structural integrity. Granite, as the hardest and most moisture-resistant of building stones, is nearly impervious to these destructive forces. However, even Granite can lose its luster to dirt and other normal forces in high-traffic areas or where subjected to staining agents. Note that these conditions, from staining to surface cracking are far less likely to happen with Granite than with any other building stone. Protective Granite Surfaces: In most situations, Granite surfaces are best left untreated with impregnating or sealing agents. Granite's naturally high density resists absorption of staining materials. Dirt and grime can generally be cleaned from the surface with a mild solution of soap and water. Polished surfaces are even more resistant to stain than Thermal Diamond 10 or Honed Diamond 8 surfaces. If a Granite surface is expected to be in frequent contact with staining agents, its stain resistance can be strengthened with an appropriate impregnator. Impregnators should not alter the surface texture or color of the Granite. However, it is recommended that any impregnator be pretested with given Granite color and finish prior to general application. Sealers may also be used to increase stain resistance, but they bring their own set of maintenance problems. Sealers can alter the surface texture and finish, particularly of Thermal-finished stone. Sealers can also build up on the surface creating a layer that is less durable than the Granite. Sealers are not recommended in exterior applications because they can trap moisture within the top layer of stone, which may lead to surface cracks during freeze/thaw cycles. It is strongly recommended that any sealer be pretested on the stone in a variety of conditions prior to its general application. ,~- ,.. ..~ Re¢ular Maintenance of Granite Surfaces: The regular maintenance recommended for Granite surfaces is a simple cleaning with neutral detergent or stone soap and water. Occasionally high traffic areas or locations subjected to tracking of outside dirt and grime require a more intensive cleaner. For Polished and Honed floors subject to heavy commercial traffic, a polish preserver/restorer may be used. Maintenance Tips: Condition Cleanin¢ Aeent Application Method General Construction Dirt & Grease Detergent & Water Sponge or Wipe on with rag. Rinse w/clear water & wipe dry. New Oil & Grease Stains Detergent & water for minor Rub in thoroughly with sponge or stains. Naptha Gas or Pyrene rag. Wash off w/detergent & water. for major stains. Wipe dry. Old Oil & Grease Stains Hydrogen Peroxide & Plaster Mix Hydrogen Peroxide & Plaster of Paris. and apply in thick ('h") patch. Let cure for 3 hours. Remove and wash w/detergent & water. Wipe dry. Paint Paint & Varnish remover like Rub on thoroughly w/rag. Wash "Zip Strip". w/detergent & water. Wipe dry. Rust & Metal Stains Phosphoric Acid Compound Rub on thoroughly w/rag or sponge Such as "Phos-It" Wash thoroughly w/water & wipe Dry Tar & Pitch Naptha Gas or Pyrene Apply w/rag. Rub thoroughly with stiff brush. Wash off w/detergent and water. Wipe dry. Polishing Powder Grace Lee Cleaner Rub in thoroughly w/rag. Rinse with water. Wipe dry. Mortar Stains Phosphoric Acid Apply w/rag. Rub thoroughly with (Caution: Etches Metal) Fiber Brush. Wash thoroughly with clear water. Muriatic Acid Neutralize w/Caustic Soda Add Residue. ,-. ,.,, t, ; _ ~ MONARCH ON THE PARK i' ~~ 1 .= ~. - ~ ~ r,t'i ;~ ~ s~~ ~, . ~ ~ a 4 >. ~ " ~( a • e _ rya s~„ - ~ r) - '~-~\OLF000RSE ` I• ~\ \Oy`~~.~1• _ Si'I ~~f ~r ifs ?` .. ~ r - 1 t ~• :~ ~, a ; ~, v ~. ~ , It,f, r a _~ -~ w w rr, ~ I ~ ~ ~~ i ./ ~ w~ s c~ ~ _ , . ~ , ,,, • ~sp ~" ••~ til~~ ~ ~ v. _ D , ~ ,~ ~ ~ ., I _~ ,~~~ ~ ,,. _ :. \.:, .,, I ~ ~ ,~.,~'~\ r I uv 11 . ;: r ~ (` +.: ~ ~ ~ J ~~ ~~ ~~ Y ~li t t, VICINITY MAP SCALE: 1" = 2000' ~. k ? iN3wdo~~n3a Aii~nwwo~ N~dS`d ~C) ~t ll^ CITY OF ASPEN COMMUNITY DEVELOPMENT DEPARTMENT 8002 ~ ~ X30 Agreement for Payment of Ciri of Ascen D/ewel~opmept Applicatiop Fetes a~ ~~~ ~3~ CITY OF ASPEN (hereinafter CITY) and ~I ~ ~ /I ~ Is[ r~'J1_x.~-9`fi/VKP~W~ L2- G (hereinafter APPLICANT) AGREE AS FOLLOWS: submitted to CITY an application for THE PROJECT). 2. APPLICANT understands and agrees that the CiTy of Aspen has an adopted fee structure for Land Use applications and the payment of all processing fees is a condition precedent to a determination of application completeness. 3. APPLICANT and C[TY agree that because of the size, nature or scope of the proposed project, it is not possible at this time to ascertain the full extent of the costs involved in processing the application. APPLICANT and CITY further agree that it is in the interest of the parties that APPLICANT make payment of an initial deposit and to thereafter permit additional costs to be billed to APPLICANT on a monthly basis. APPLICANT agrees additional costs may accrue following their hearings and/or approvals. APPLICANT agrees he will be benefited by retaining greater cash liquidity and will make additional payments upon notification by the CITY when they are necessary as costs aze incurted. CITY agrees it will be benefited through the Beater certainty of recovering its full costs to process APPLICANT'S application. 4. CITY and APPLICANT further agree that it is impracticable for CITY staff to wmplete processing or present sufficient information to the Historic Preservation Commission, Planning and Zoning Commission and/or City Council to enable the Historic Preservation Commission, Planning and Zoning Commission and/or City Council to make legally required findings for project consideration, unless curtent billings ate paid in full prior to decision. 5. Therefore, APPLICANT agrees that in consideration of the CITY's waiver of its right to collect full fees prior [o a determination of apps' anon completeness, APPLICANT shall pay an initial deposit in the amount of $ 935.pO which is for J,f er~_ hours of Community Development staff time, and if actual recorded costs exceed the initial deposit, APPLICANT shall pay additional monthly billings to CITY to reimburse the CITY for the processing of the application mentioned above, including post approval review at a rate of $235.00 per planner how over the initial deposit. Such periodic payments shall be made within 30 days of the billing date. APPLICANT further agrees [hat failure to pay such accmed costs shall be grounds for suspension of processing, and in no case will building permits be issued until all costs associated with case processing have been paid. CITY OF ASPEN APPLIC~A~N~T}~ Q ~IA.fP.SA..tt r~* ~e~~ ~'~y sy: ~`fsy: Chris Bendon G, ~ u,Q~ ~ ~qza ! Community Development Director Date: /02 ~ O iv/ .~ f"T Transmittal G'~Cj~„~_ n~ -~~ oz ?~4e T Y To: Drew Alexander Cp y~ Company: Community Development Department ~ y, ,~ "'~ rpf SpF ~F[p Building-Planning-Zoning PM H 130 Galena Aspen, CO 81611 970-429-2739 From: Scott Butler Date: December 1, 2008 Subject: Monazch on the Park Supplement Condo Map SE lob No.: 28053.02 NN.tl Egl~s IUD N~~aNs two Supplemental Condominium For your review Map If materials received are not listed above, please notify us. Transmitted by: 0 First Class Mail 0 Express Mail 0 Messenger 0 Pickup 0 U.P.S. 0 Federal Express 502 main street suite A3 Carbondale, CO 81623 (970)704-0311 fax (970)704-0313 SOPRIS ENGINEERING • LLC civil consultants