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HomeMy WebLinkAboutlanduse case.ts.Shadow Mountain Lodge.1984_.. ,. ~~ ~:~ ~IT'~ ~` A.~~EI~ 130 youth galena s't,reet aspen, coiorauo L,1611 `•303-925-2020 November 30, 1984 Mr. Boone Schweitzer Mr. Bill Venner 232 West Hyman Avenue Aspen, Colorado 81611 Dear Mr. Schweitzer and Mr. Venner: I have reviewed your letter dated November 28, 1984 concerning your dinner drawing to promote the Shadow Mountain Lodge Fractional Fee project. The drawing for two free dinners at Andre's caould be under the $100 restriction. Your solicitation for the drawing will include a window notice at Colorado Country Ltd. Real state Office. No solicitation .may occur on city streets or malls. Based on the above this promotional program is approved. We will moni~or the program during its existence. The timeshare regulations require that all projects file their marketing plan with the of brochures on the Shadow Mountain Lodge. line in narrative form your marketing plan of any changes in that plan. Sincerely, Ronald L. Mitchell, Assistant City Manager RLM:klm approved timeshare city. I have copies Would you please out- and keep me informed xc: Harold L. Schilling, City Manager Paul 'Paddune, City Attorney Allan Richman, Acting Planning Dire~:tor • • • ‘. CITY OF ASPEN 130 south galena street aspencolorado 81611 • :303-925 -2020 MEMORANDUhi • DATE: October 10, 1984 QQ Go( • Q TO: City Manager Planning Director SPEN, C0\' City -Engineer ,yj` Finance -Director FROM: City Attorney RE: Shadow Mountain Lodge at Aspen Timeshare Project • In previous memoranda, I have recommended that someone in the administrative service be designated to monitor the timeshare pro- jects which have been approved and are coming on line in the City. At this point , I am assuming that this function will be performed by the Planning Office. Under cover of correspondence dated October 5 , 1984 , the law firm of Garfield & Hecht provided me with final drafts of the following documents in connection with the Shadow Mountain project : 1. _ Purchase Agreement and Escrow Instructions; 2. Condominium Map ( the original has been delivered to the Engineering Department ) ; 3. Fractional Estate Condominium Delcaration ; 4. Bylaws of Shadow Mountain Lodge at Aspen. Fractional Owners' Association , Inc. 5. Articles of Incorporation of Shadow Mountain Lodge at Aspen Fractional Owners' Association , Inc . 6. Declaration of Covenants, Restrictions and Conditions for Shadow Mountain Lodge at Aspen Timeshare Units ; 7. Letter of Credit from First National Bank of Freeport; and 8. Disclosure Statement . The above-referenced documents are acceptable as to form with the exception of the employee housing deed restrictions which contain one minor error in that the reference in Paragraph "2" should • • refer to Section 24-11 . 4( b) (4) of the Municipal Code rather than 24-11 . 4(b) (3 ) . • Memorandum Re : Shadow Mountain Timeshare Project October 10, 1984 Page Two • Having found all of the above-referenced documentation acceptable as to form, by copy of this memo, I am forwarding the same to the Planning Office for additional review. - I suggest that the Plan- ning Office pay close attention to the disclosure statement, let- ter of credit , fractional estate condominium declaration , and pur- chase agreement and escrow instructions. In instances where I think that the documents should be especially scrutinized by the Planning Office, I have marked a "P" . I am not aware that a timeshare license has been applied for and granted with regard to this project. Further, I note that the letter of credit required to insure compliance with the proposed marketing program, while acceptable as to form, is for less than one year and expires in July, 1985. I believe that some determin- ation should be made as to whether the letter of credit should be ongoing throughout the course of the project , and whether the timeshare license should be conditioned upon maintenance of the letter of credit on a year-to-year basis . Further , the approval required that proof that the reserve accounts have been estab- lished as represented in the application must be documented to the City of Aspen Finance Department on or before the date the accounts have been established . In correspondence dated September 25, 1984 (a copy of which is also forwarded to the Planning Office) , Andy Hecht states that "the applicant reaffirms that the reserve accounts will be established at the closing of the first timeshare unit and such reserve accounts will be evidenced by documentation presented to the City of Aspen Finance Department . " Obviously, the developers are anxious to finalize their approval , and they have requested that the review of the above-referenced documents be completed as quickly as possible . Please feel free to call or stop by the office if you have any questions with regard to this project . PJT/mc CS/kc • SCHEDULE A Order Number: 12493 c3 Commitment Number: 1. Effective date: November 07 , 1984 A t 8 : 00 A.M. 2. Policy or Policies to be issued: Amount of Insurance Premium • A. ALTA Owner's,Policy $ TBD T B D Proposed Insured: TBD • B. ALTA Loan Policy $ . Proposed Insured: . . C. $ 3. The estate or interest in the land described or referred to in this commitment and covered herein is fee simple and title thereto is at the effective date hereof vested in: Shadow •Mountain Equities , Inc . • 4. The land.referred to in this commitment is described as follows: Lots K, L, M, and N Block 53 City and Townsite of Aspen County of Pi'tkin, State of Colorado • • • • • • /// 411W411111111111r/All Authoriz-:Counte ignature Page 2 S T E W A R T TITLE GUARANTY COMPANY 1652(20M 9/84) • SCHEDULE B — Section 1 Order Number: Commitment Number: 12493 c3 Requirements The following are the requirements to be complied with: Item (a) Payment to or for the account of the grantors or mortgagors of the full consideration for the estate or interest to be insured. Item (b) Proper instrument(s) creating the estate or interest to be insured must be executed and duly filed for record, to wit: • 1 . Deed from vested owner , vesting fee simple title in purchaser( s) . • STEWART TITLE 1653(25M 6/84) Page 3 GUARANTY COMPANY SCHEDULE B-Section 2 Exceptions Order Number: 1 2 4 9 3 c 3 Commitment Number: The policy or policies to be issued will contain exceptions to the following unless the same are disposed of to the satisfaction of the Company: 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 in 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. 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. 6 . Any and all unpaid taxes and assessments and any unredeemed tax sales . 7 . The effect of inclusions in any general or specific water conservancy, fire protection , soil conservation or other district or inclusion in any water service or street improvement area . 8 . Exceptions and Mineral Reservations as contained in Patent to Aspen Townsite recorded March 1 , 1897 in Book 139 at page 216 as Reception No . 60156 . 9 . Easement described in Document . No . 105544 in Book 182 at page 282 of the records for Pitkin County, Colorado . • 10 . Terms , conditions , and obligations of Certificate of License . as set forth in instrument recorded in Book 316 at page 262. . 11 . Multipurpose Easement Agreement for the purose of excavation , constructing , installing , maintaining , inspecting , repairing , replacing , operating , and removing electric transformers , telephone pedestals and terminal boxes , as granted to the City of Aspen , Mountain States Telephone and. Telegraph Company , and Micro Cable Communications , Inc . in easement recorded Septemer 28 , 1981 in Book 415 at Page 66 as Reception No . 235991 , affecting the following described real property : The Northerly 22 . 00 feet of the Easterly 13 . 20 feet of Lot "N" , Block 53 , Origianal Aspen Townsite , except the Easterly 6 . 20 feet thereof . 12 . A Deed of Trust dated September 19 , 1983 , executed by Shadow Mountain Equities , Inc . , to the Public Trustee of Pitkin County , to secure an indebtedness of $300 , 000 . 00 , in favor of The Bank of Aspen, recorded September 19, 1983 in Book 452 at Page 169 as Reception No . 253281 . 13 . A Deed of Trust dated September 2 , 1983, executed by Shadow Mountain Equities , Inc . , to the Public Trustee of Pitkin Exceptions numbered are hereby omitted. Page 4 STEWART TITLE 1654(20M 1-84) GUARANTY COMPANY CONTINUATION SHEET SCHEDULE B-Section 2 Order Number: Commitment Number: 12493 c3 County , to secure an indebtedness of $1, 200 , 000 . 00 , in favor of First National Bank of Freeport , recorded October 27, 1983 in Book 454 at Page 189 as Reception No . 254289 . Page STEWAIRT TITLE .0055 GUARANTY COMPANY (25 M 3-83) ,~ EDWARDS BL TADDUNE ATTORNEYS AT LAW B wR~r D. Eowwsos PwuL J. Two ouNE September 11, 1984 Andrew V. Hecht, Esq. Garfield & Hecht 601 East Hyman Avenue Aspen, Colorado 81611 Re: Shadow Mountain Lodge Timeshare Documents Dear Andy: -~ ~~nni(i( ,I ~e r{'~1 SBA 12 ~ , I ~ ^ ASPEN PPOFESSIO NAL BVILOING OFFIC EG: 600 Ensr NOPNINS. $VITE 304 ASPEN, c0 R1611 13031 925-9180 ^ Orr HwLL OPFIL ES' 130 SourN GwLENw $TFEET ASPE N, CO Bl6fl 13031 92 5-3 24] I have the following comments with regard to the materials pro- vided to my office in connection with the Shadow Mountain Lodge at Aspen Timesharing Project: I. GENERAL MATTERS 1. A subdivision improvement agreement should be entered into if any improvements as required by Section 20-16 of the Code are a condition to the approval. 2. Your client must provide an executed $20,000 irrevocable letter of credit to insure compliance with the proposed marketing program. The general form of the letter of credit we received on July 26, 1984, is acceptable. However, I would like to review and approve the final document. 3. The revised condominium plat containing all of the information set forth in the approval must be submitted to and approved by the Engineering Department. 4. A statement agreeing to join in any future improvement district according to our standard language should be set forth on the approved plat. 5. Proof that the reserve accounts have been established as proposed must be documented to the City of Aspen Finance Depart- ment on or before the date the accounts have been established. Any changes which decrease the contributions to the account must be approved by the City Council. By copy of this letter, I am advising the Finance Department to report with regard to this requirement. 6. A 50-year deed restriction for the employee units should be submitted for my review and approval. A fully executed deed EDWARDS Ra TADDUNE Letter to Andrew V. Hecht, Esq. September 11, 1984 Page Two restriction should go on record with the timeshare instruments, even though the employee restrictions language is set forth in the declaration. 7. As a condition of approval, the plan manager or managing agent must show evidence to the City of a Colorado State Sales Tax License. II. FRACTIONAL ESTATE DECLARATION 1. Section 1.3 (page 1) - The first sentence should indi- cate that declarant is intending to provide for condominium owner- ship not only under the Condominium Ownership Act of the State of Colorado but, also, the subdivision regulations set forth in Chap- ter 20 of the Municipal Code of the City of Aspen. 2. Section 2.10, Section 4.8 and Section 6.4, pertaining to common elements (page 3) - Please keep in mind that I am still pondering the Code language requiring that all common elements be entitled in the association. At this point, I am inclined to agree (and am seeking support from the Planning Office) that the Code provision may be satisfied by the requirement that each owner must be a member of the homeowners' association and have a propor- - tionate fee simple interest in the common elements. 3. Section 2.21 defining "condominium owner or owners" - Would you please explain the language "which owns an interest in a condominium unit not submitted to fractional ownership under this declaration". 20-24(E)(2) requires that timesharing must be con- ducted in all units of a given project or not at all. It appears that this definition might conflict with the standard against mix- ing timesharing with other less intensive condominium residential or tourist uses. 4. Delete the word "new" in Section 2.24 (page 6). 5. Reference Section 3.4 pertaining to amendments and sup- plements (page 7) - The last sentence should be amended to read as follows: "Notwithstanding the preceding, declarant shall obtain an approval from the City to any amendment or supplement to the map• where such approval is required under the timeshare ordinance or the subdivision regulations of the City." EDWARDS & TADDUNE Letter to Andrew V. Hecht, Esq. September 11, 1984 Page Three 6. Section 4.4 pertaining to employee housing restrictions (page 8) - The Code provision referred to in the first sentence should be "24-11.4(b)(4)" rather than "24-11.4(b)(3)". Again, with respect to this section and the requirement for two employee housing units, I would like to see separate employee housing deed restrictions. 7. I don't understand the need for Paragraph 7.2 stating that Colorado law does not allow for the separate assessment of fractional estates by the County Assessor. Although this may be an accurate interpretation of case law at present, it might be misleading in the event that the law changes. My preference would be to delete the first sentence of Paragraph 7.2. 8. With reference to Section 9.6, mandatory appointment of managing agent (page 18) - I note that condition "17" indicates that the board of managers must designate a local managing agent. Some reference to this condition should be set forth in Section 9. 6. 9. With reference to Paragraph 12.4, reserved funds (page 24) - Condition "10" of the approval requires that proof that these reserve accounts have been established must he documented to the City of Aspen Finance Department on or before the establish- ment of the accounts. Further, Section 12.4 should also refer to the requirement that any changes which decrease the contributions to the account must be approved by the City Council. 10. Section 13.1, use restrictions (page 28) - It appears to me that each condominium unit shall be used for "lodge" rather than "residential" purposes. 11. As stated above, the language set forth in Section 20.15 pertaining to future improvement districts should also be set forth on the plat. 12. Section 4.6 (page 9) regarding the description of a fractional estate should contain some reference to the fact that each timeshare estate consists of not less than "three" use weeks. 13. I am curious as to the need for Section 4.3 (page 8), in view of the condition that all units must be timeshared. Section 4.3 seems to leave open the possibility of a mixed condominium/ timeshare project. I would appreciate your thoughts in this regard. EDWARDS BL TADDUI~E Letter to Andrew V. Hecht, Esq. September 11, 1984 Page Four III. DISCLOSURE STATEMENT 1. The first sentence should refer to "Section 20-24 of the Municipal Code of the City of Aspen", rather than "Aspen City Ordinance No. 52". 2. You might find it more practical to set forth the infor- mation regarding developers business experience, etc. in the form of an exhibit to the disclosure statement. 3. On page 4, the reference to employee units should be amplified to indicate deed restriction to rental and sale terms, price guideines and occupancy limitations within "middle income" employee housing eligibility guidelines as established by the Aspen City Council. 4. Paragraph "(e)" on page 4 is inadequate. Please set forth "a description of the project and any pertinent provisions of the project instruments". 5. Paragraph "(j)" needs to be amplified. The timeshare ordinance requires that you set forth the total financial obliga- tion of the purchaser, which shall include the initial price and any additional charges to which the purchaser may be subject in _ purchasing the unit. It seems that a minimum dollar amount should be set forth in this paragraph or reference made to an appropriate exhibit. 6. At the top of page 6 there appears a paragraph "13" which appears to be out of order or inappropriately numbered. 7. Paragraph "(n)" should track the language set forth in the timeshare ordinance that "any deposits or downpayments made in connection with the purchase of a timeshare unit shall be held in an escrow account until the closing of the transaction or availa- bility for occupancy, whichever is later Also, in your applica- tion, you mention that the escrow agent will be a local title com- pany. Therefore, I would suggest that you delete the word "proba- bly" at the top of page 7. 8. Paragraph "(s)" is unclear. The timeshare ordinance requires that you identify "what time periods during the year are set aside for only maintenance so that it will not be able to be occupied". It seems extremely vague to merely refer to the off- season maintenance weeks as the "seven (7) weeks not chosen by any of the fractional estate owners for their exclusive use and occu- pancy". EDWARDS cYL TADDUNE Letter to Andrew V. Hecht, Esq. September 11, 1984 Page Five 9. With reference to paragraph "(y)", the timeshare ordin- ance provides that "all on-site amenities must be owned by the homeowners' association and the developer shall not be allowed to charge any additional fees for use of the amenities". As stated above, I am in the process of formulating a policy provision as to whether this requirement is satisfied by having the amenities owned by all of the owners as tenants-in-common. Additionally, paragraph "(y)" seems to be at variance with the declaration which sets forth that the employee units will be owned by the associa- tion. IV. SHADOW MOUNTAIN LODGE AT ASPEN PUCHASE CONTRACT 1. The definition of fractional estate should make specific reference to the fact that each fractional estate consists of "three" use weeks. 2. Again, I am curious as to the need in paragraph 13 (on page 6) that Colorado law does not allow for the separate assess- ment of fractional estates by the County Assessor. IV. MISCELLANEOUS DOCUMENTS I have also reviewed the State Disclosure Statement, the Shadow Mountain Equities, Inc. promissory note (Exhibit "A") to Purchase Contract), Shadow Mountain Equities, Inc. Deed of Trust (Exhibit "B" to Purchase Contract), loan model form (Exhibit "C" to Purchase Agreement) and Shadow Mountain Lodge at Aspen General Warranty Deed (Exhibit "D" to Purchase Agreement) and have no com- ments with respect to these documents. Please feel free to call after you have had an opportunity to review and consider my comments. V ry-trimly yours, a Paul 5: Taddune City Attorney PJT/mc cc: Colette Penne Finance Department Engineering Department i_ J i l ~. ~`~'+ AMENDED APPLICATION FOR APPROVAL OF FRACTIONAL FEE ESTATE PROJECT This is an amended application pursuant to Section 20-24 of the Municipal Code of the City of Aspen by Shadow Mountain Equities, Inc., a Colorado corporation (hereinafter referred to as "Applicant"). The Applicant hereby applies for approval from the City of Aspen for the conversion of Shadow Mountain Lodge at Aspen to fractional estate ownership and condominiumization of that property and improvements situated in the City of Aspen at Block 53 Lots K, L, M and N. This is also an application for a conditional use permit for fractional estate ownership. In support of this request the Applicant submits the following information, fees, plans and documentation: Section 20-24(D), PROCEDURE 1. Fees. The Applicant with this application submits the requisite fees for subdivision and conditional use. 2. Proof of Ownership. Attached as Exhibit "A" is an ownership and encumbrance report showing fee title in the property which is the subject of this application vested in the Applicant without any restrictions on fractional estate ownership. 3. Improvement Survey. Attached as Exhibit "B" to this application is an improvement survey for the subject property. 4. Site Plan. Attached as Exhibit "C" is a site plan with sufficient detail to show parking, landscaping and project amenities. The improvements were rebuilt in 1981 in conformity ., with the 1979 UBC as adopted by the City of Aspen The Shadow Mountain Lodge at Aspen (formerly known as the Coachlight Lodge) at 232 West Hyman Avenue was built in 1981 and is complete. The Lodge contains twelve (12) free market units, eleven of which are studio units of approximately 350 square feet and one three bedroom unit of approximately 1800 square feet. There are also two employee units of approximately 300 square feet and an office/lobby area of approximately 250 square feet. The basement is large and open with a present use for storage by the owner. After subdivision into fractional estates the basement shall be used for the same purpose by the manager of the association. The construction is of reinforced concrete with brick columns and wood paneling on the exterior. The sidewalks are concrete, lighted and there is a handicap access ramp (see Exhibit "D", architect's letter). Amenities include freestanding wood burning fireplaces and kitchenettes in the units. There is an outside pool with Jacuzzi jets. Landscaping is complete and very well maintained with sod, flowers, aspen trees and sidewalks. No further upgrading is necessary because of curreTit improvements, but further upgrading is contemplated including a new roof. 5. Vicinity Map. Attached as Exhibit "E" is a map showing all adjacent and surrounding uses and their zoning and the names and addresses of the owners of property within 300 feet of the subject property. 6. Employee Housing. The project shall include two employee units each approximately 300 square feet designated on - 2 - ,~. the Condominium Map as Employee Units 13 and 14 attached hereto as Exhibit "F" 7. Disclosure Statement. Attached as Exhibit "G" is the Shadow Mountain Disclosure Statement. 8. Declaration/No Prohibition. This application is a concurrent application for fractional estate ownership and conditional use approvals and for amendment to the existing conditional use permit. The subdivision of the property into fractional estates involves the creation of condominium units and within each condominium unit the creation of fractional estates. This review process satisfies the lodge condominiumization review process (which has already been through the Planning and Zoning Commission for an exception from subdivision approval for condominiumization on January 6, 1981 and January 20, 1981 respectively). The real estate ownership plan and subdivision being created is not a condominiumization. It is a fractional estate project governed by the provisions of Section 20-24 of the Municipal Code of the City of Aspen, Colorado. The Fractional Estate Declaration attached to this application as Exhibit "H" specifically provides for the fractional estate ownership as delineated in this application. There are no mortgagees yet in this project and all condominium units in the fractional estate project shall be included in the same sales and marketing program. 9. Marketing Plan for Shadow Mountain Lodge. The marketing plan for the Shadow Mountain Lodge will be just like that of any other real estate company in Aspen. The product is a fee simple interest in real estate called a fractional estate. - 3 - .~. Just as a condominium unit is a subdivision of a building, a fractional estate is a subdivision of a condominium unit. The marketing entity has chosen to sell a 1/15th fractional estate because it allows for three (3) weeks of use per year. The purchaser selects one (1) week from the three (3) seasonal categories of winter, summer/fringe ski, spring/fall. This is about the same amount of time an absentee owner spends in his wholly owned condominium. It is simply an alternative to spending $200,000 for a condominium the purchaser can only use two or three weeks each year and will be explained that simply. It is intended that the aggregate purchase price for the fractional estate will yield a return consistent with other condominium real estate sites in Aspen, after costs of sales are deducted. It is the marketing entity's belief that 1/15 fractional estate ownership will be an asset to the City of Aspen's economy because the owners will be using their units 45 weeks each year which is 84$ occupancy. The plan of 1/15 fractional ownership will bring our owners to Aspen during each season as occupancy now is no higher than 35$. This disparity will bring more sales tax dollars to the City under the fractional ownership since the average tourist will spend approximately $100.00 per day in the winter and $75.00 per day during the other seasons. During the peak seasons of winter and summer, the marketing will be directed toward the Aspen visitor. Local newspapers, magazines, television and radio may be used much the same as other realtors in Aspen use these media. There will be - 4 - no "gimmick" type give away programs, no solicitation in the malls or streets, no mass random mailings, no random telephone solicitation programs or other high intensity sales techniques. The visitor will read a display advertisement and visit the property to look it over. 10. Real Estate Transfer Tax. The real estate transfer tax will be collected at the closing of any fractional estate interest. The entity that prepares the closing will allow for the real estate transfer tax on the purchaser's settlement sheet and collect it with the rest of the closing costs. The tax will be paid prior to recording of the deed. 11. Upgrading. The upgrading required by the ordinance does not apply in the case of the Shadow Mountain Lodge as the lodge has been recently rebuilt. See architect's letter attached as Exhibit "D" hereto. 12. Budget. See attached Exhibit "J" which is incorporated herein by this reference. 13. Management/Assessment Fees. The management/ assessment fees will be collected by the property manager on a semi annual basis by standard billing procedures. The fee paid from each owner will be divided according to the appropriate share that should go toward general operation, escrow for furniture, escrow for building reserve, escrow for taxes, and escrow for license fee. Four separate accounts will be established for this purpose. Standard ledger card procedures will be used to keep each owners fees up to date. - 5 - .,~ 14. Reserve Funds. There are three (3) reserve funds; one for the replacement and up keep of the interior of the units, and one for the upkeep of the outside of the building and general common elements and one for the license fee. The units are newly refurbished so that they should not need much maintenance for about five (5) years. By that time there will be available Five Thousand Dollars ($5,000.00) in the reserve for the refurbishment of each unit. The building reserve is more than adequate. At the end of a five (5) year period there will be Twenty Thousand Dollars ($20,000.00) in the reserve fund to repaint, repair or replace components of the building and general common elements. The license fee will be paid to the City of Aspen as collected semi-annually. Payment of the initial fee will be a one time lump sum payment on approval. From calculations made with the current property manager both the interior unit reserves and the building reserves will be more than adequate to keep the building in excellent condition. For the first five (5) years there will be no suspension or reduction of the reserve fund assessment. Thereafter, any suspension or reduction would require a vote of seventy five percent (758) of the owners and one hundred precent (1008) of the mortgagees. 15. Affidavit. Attached hereto as Exhibit "I" is an affidavit from the Applicant attesting that the required documentation and facts contained herein are true and accurate and acknowledging that the requirements of Section 20-24 of the Municipal Code shall be binding on the successors and assigns of the Applicant. - 6 - Section 20-24(E), STANDARDS AND REVIEW CRITERIA 1. Right to Use. The proposed project does not involve an arrangement of non-fee ownership known as "right to use" common timesharing. The purchaser will receive a fee interest in the real estate as a tenant in common combining: a) an undivided fee simple interest with b) an agreement between owners granting each interest owner an exclusive right to possession and occupancy of the unit dividing the period established by that agreement. 2. Integration. Such fractionalized ownership will be conducted in all units of the project and will not be mixed with less intensive residential uses. 3. Marketing and Sales Practices. The project will not be marketed with overzealous marketing campaigns. Generally in extolling the virtues of the project, the Applicant's marketing program will utilize responsible and ethical sales practices. Specifically, the Applicant will not employ nor permit to be employed by its agents any questionable method of marketing including, but not limited to the ordinances prohibitions of: a) Use of public malls and streets for sales; b) Sales campaigns using phone solicitation; c) The giving of gifts in a deceptive manner. Indeed, no gifts will be given to prospective purchaser; or - 7 - ~.. d) Any sales or marketing practices which would tend to mislead potential purchasers. A prospective purchaser at the Shadow Mountain Lodge will choose the use weeks from three different categories. The first category contains the fifteen (15) most desirable ski weeks of the season. The second category contains the remaining ski weeks and mid-summer until September 1. the remaining weeks of the year. The third category contains When a prospective purchaser chooses one (1) week from each category, all times of the year are selected. There will be seven (7) weeks remaining. Two (2) weeks in the spring and two (2) weeks in the fall will be used to do all maintenance work necessary. When the project is sold in this manner all of the owners have an equal share of the condominium. There will be no exclusively high season owners and exclusively low season owners in the same unit thus avoiding most of the problems of a typical timeshare project. 4. Amenities. The project's recreational amenities are sufficient so as not to cause undue burden on public facilities. The project's amenities include a heated swimming pool with built in Jacuzzi, and a lobby and office area. 5. Parking. Parking shall be in conformity with the recommendations of the Planning and Zoning Commission of January 6, 1981 for an exception for condominiumization and approved by the City Council on January 20, 1981. The approval provided for off street parking spaces. This application requests a ratification of that approval. 6. Maintenance. Maintenance services shall be performed as provided in Article XI of the Fractional Estate - 8 - Declaration to set aside periods where maintenance can be performed without infringing on the occupancy rights of the individual interest holders. The periods will be used to perform major repair and maintenance, to paint or redecorate the interior, and to replace worn furniture, and appliances. Specifically, the maintenance shall be as follows: The project has set aside two (2) weeks in the spring and two (2) weeks in weeks are #44, #43, #17 and calendar established by the maintenance may take longer may decide to move the main order to accommodate all of the fall to do maintenance. These #18 according to the perpetual marketing entity. Because in some years the property manager tenance weeks up or back a week in the units in the project. 7. Budget. The projected budget delineated above, demonstrates a reasonable estimate of costs and expenditures. 8. Conversions. No upgrading is necessary since this project was newly built in 1981. 9. Escrow. Deposits or downpayments made in connection with the purchase of units in this project shall be held in an escrow account with a licensed title company in Aspexi, Colorado until the closing of the unit or the issuance of a certificate of occupancy, whichever is later. 10. Management/Assessment Fees. Each owner will be assessed for expenses for common areas, maintenance, management fees, property taxes, utilities, upkeep or replacement of furniture or furnishings in each unit, insurance and other expenses incurred in the normal operation of the project and in proportion to which each fractional estate bears to the entire - 9 - project. This assessment method is more particularly described in Article XII of the Fractional Estate Declaration. Such assessment shall be from the date of closing and the Applicant shall from that date be responsible for assessments for unsold fractional estate fees on those units. 11. Reserve. A reserve account shall be established to assure that the project will be satisfactorily maintained throughout the lifetime of the project. There shall be no suspension or reduction of the reserve fund assessment in the first five (5) years from the closing of the first sale. Thereafter, the reserve budget shall be determined by the owners and mortgagees in conformity with Article XII of the Fractional Estate Declaration. 12. Occupancy Standards. Occupancy throughout the project shall be at least limited by the Aspen Building Code requirements, although the owners may from time to time promulgate more restrictive occupancy requests. SECTION 2U-24(F), DISCLOSURE 1. Disclosure Statement. A disclosure statement has been submitted with this application. 2. Conversion Property. The property has been newly built therefore the disclosure statement required in this section does not apply to this project. 3. Update and Filing. The Applicant will update the disclosure statement as it becomes necessary. Any and all changes and additions to the disclosure statements or project instruments will be filed with the City and filed in the real - 10 - estate records of Pitkin County. The changes or additions will first be submitted to the Planning Director for his review. 4. Time for Provision of Disclosure Statement. Before transfer of a fractional estate unit and no later than the date of execution of any contract of sale, the marketing entity will provide the intended transferee with a copy of the disclosure statement and all amendments thereto if any there be. 5. Riqht to Rescind. The seller will clearly and conspicuously notify the prospective purchaser in writing of the right of rescission. The seller will provide an adequate opportunity to the purchaser to exercise his right of rescission. Within ten (10) days after receipt of notice to rescind, seller will return to the purchaser any and all monies given by the purchaser to the seller. The right of rescission shall be a ten (10) calendar day period commencing on the date of the execution of the contract or receipt of the disclosure statement whichever is later. 6. Escrow of Deposits. Any deposits from a purchaser will be held in escrow in an account designated solely for that purpose in an insured depository. All deposits shall be held in the escrow account until: (1) delivered to the seller at the expiration of the time for rescission or such later time as may be specified in any contract of sale; or (2) delivered to the seller because of purchaser's default under a contract to purchase the fractional estate; or (3) refunded to the purchaser. 7. Effect. All instruments of conveyance shall indicate that title is being transferred subject to the - 11 - Condominium Declaration which shall include the disclosure statement as an exhibit thereto. SECTION 20-24(G), BUILDING CODE HEALTH AND SAFETY REQUIREMENTS The structure is in compliance with all applicable fire and building codes and health and safety requirements. SECTION 20-24(H), UPGRADING PROJECT The building is newly built and no upgrading on the building is necessary. Interiors of the units will be refurnished and upgraded to the point of making them high quality units. SECTION 20-24(I), PROJECT INSTRUMENTS The organic documents of the project shall include: 1. A Disclosure Statement submitted herewith as Exhibit "G". 2. The Fractional Estate Declaration. 3. Articles of Incorporation of the Fractional Estate Owners Association. 4. By-Laws for that Association. The above referenced documents set forth the following: (a) The legal description, street address or other description sufficient to identify the property. (b) Identification of fractional estate periods by letter, name, number or combination thereof. - 12 - (c) Identification of the fractional estate and the method whereby additional timeshare estates may be created. (d) The formula, fraction or percentage of the common expenses and any voting rights assigned to each fractional estate. (e) Any restrictions on the use, occupancy, alteration or alienation of fractional units. SECTION 20-24(J), MARKETING OF TIMESHARE UNITS Applicant's marketing plan has been previously outlined. To assure compliance with Applicant's marketing plan, as approved, Applicant shall either provide a letter of credit or cash. SECTION 20-24(K), UNSOLD UNITS Applicant shall pay with respect to unsold fractional estate units assessments and fees equal to those assessed or levied on sold fractional estate units. The Applicant may rent unsold fractional estate units provided that any funds realized from the rental, to the extent necessary, shall be utilized to defray maintenance costs. SECTION 20-24(L), EXCHANGE PROGRAMS An exchange service has not been selected at the time of this application. However, the exchange service will be either Resort Condominiums International, Vacation Horizons International or Interval International. Regardless, the exchange services costs, expenses, procedures, names or persons and other projects involved and any other matters pertinent to an owner's participation in such program will be fully disclosed. - 13 - ... SECTION 20-24(M), BINDING EFFECT The requirements of this section and any approval granted pursuant to this section shall be binding on Applicant and the Applicant's successors or assigns. SECTION 20-24(N), DISCLOSURE OF INFORMATION The Applicant will never advertise or represent that the City of Aspen or any of its officers or employees have recommended the sale or purchase of fractional estate units. SECTION 20-24(O), PROHIBITED PRACTICES AND USES The Applicant understands it is unlawful to engage in any of the following practices: 1. The creation, operation or sale of a right to use interest or any other concept which is not specifically allowed and approved pursuant to the requirements of this section. 2. Sales campaigns utilizing phone solicitors or the giving of gifts or other gratuity in a deceptive manner to encourage prospective purchaser to view the project or unit or listen to any promotional or sales discourse. 3. Solicitations of prospective purchasers of units on any City streets or malls or other public property or facility. 4. Misrepresenting the facts contained in this application or the documents submitted with the application. 5. Failure to comply with any representations contained in this application or misrepresenting the substance of this application to others who may be prospective purchasers of fractional estate interests. - 14 - _. '~ 6. Managing, operating, using, offering for sale or selling a fractional estate or interest therein in violation of any requirement of this section or any approval granted pursuant hereto or causing or aiding or abetting others to violate any requirement of this section or approval granted pursuant to this section. SECTION 20-24(P), CITY SALES TAX Occupancy of any fractional estate unit by anyone other than the owner thereof who pays a fee for the use of the unit shall be subject to the City Sales Tax the same as if such occupancy were of a hotel or a lodge unit. In the event of such occupancy, the owner of the unit shall notify the owners association and the manager of the association shall collect at or prior to the time of such occupancy the requisite City Sales Tax. Thereupon the tax shall be paid over to the City of Aspen. The manager of the association shall be authorized to disallow such occupancy unless and until he is assured that the City Sales Tax will be paid. Date: GARFIELD & HECHT, P.C. Attorneys for Applicant By Andrew V. Hecht - 15 - l ~' % V~ ~ ~ ~ \y AMENDED DISCLOSURE STATEMENT In accordance with Aspen City Ordinance No. 52 the following is the disclosure statement in Paragraph F of that Ordinance. (a) Developer's name and address: Name: Shadow Mountain Equities, Inc. Address: 232 W. Hyman Avenue Aspen, CO 81611 Phone: 925-8207 DEVELOPER'S BUSINESS EXPERIENCE, BACKGROUND, EXPERIENCE IN TIMESHARING, RESUME REFERENCES, AND PRESENT FINANCIAL CONDITION. Name: Sole Shareholder-Raymond A. (Bud) Harn Resident Address: 1755 Woodside Kort Freeport, Illinois 61032 Business Address: Cheeseman Construction Co. P.O. Box 128 1840 S. Walnut Street Freeport, Illinois 61032 Age: 47 years Born: March 23, 1936 Canton, Illinois Occupation: Owner/Corporate President Cheeseman Construction Co. 1968 thru present Former Occupation: Owner Harn Construction Co. Polo, Illinois 1962 thru 1968 Former Occupation: General Superintendent H.E. Johnson Construction Canton, Illinois 1953 thru 1962 Family: Wife: Jean Three Sons: Kevin 20, Michael 22, Alan 24 Financial Reference: First National Bank Freeport, Illinois Contact: H. L. Fenton Polo National Bank Polo, Illinois Contact: Arlin Higgs (b) The plan manager is the marketing entity. (c) Names and addresses of the marketing entity: Name: William H. Venner, Broker Address: 0143 Lorie Pine Road #737 Aspen, Colorado 81612. Phone: 303-925-5203 Name: Daniel S. Schweitzer Address: 65 Wildridye Lane Snowmass Village, Colorado 81615 Phone: 303-923-3292 There are no lawsuits pending or investigations that have been undertaken against either of the two above mentioned people. William H. Venner will be the listing broker. Mr. Venner has incorporated as Shadow Mountain Realty, Inc. Mr. Venner is the president of that corporation and Mr. Schweitzer is the vice-president. SUMMARY OF MARKETING ENTITY'S BUSINESS EXPERIENCE Mr. Venner began timesharing sales at The Colony in Virginia Beach, Virginia where he gained considerable experience in common timesharing. In the fall of 1978 he began sales at the Snowmass Inn Resort Club. Mr. Schweitzer began sales at the Snowmass Inn Resort Club in June of 1978. Mr. Venner and Mr. Schweitzer have been working together for the past five years after meeting at the Snowmass Inn. Between 1978 and 1980 the two were among the top salesmen at the Snowmass Inn, Pitkin County's - 2 - first and only timeshare project. When this project was sold out, they were instrumental in conceiving and laying the ground work for the fee ownership 1/15 fractional estate concept. Because the Aspen ordinances did not regulate or provide for any type of timesharing, Venner and Schweitzer went to work at Timber Run Realty in Winter Park, Colorado in 1980. As founding and general partners at Timber Run, Mr. Schweitzer and Mr. Venner have become experienced iri all phases of the fractional estate concept, including marketing, sales, office administration, advertisement copy, and real estate brokerage. In three years at Timber Run the two have personally sold 2/3 of the 1/15 fractional estates. However, as prices increased beyond the true real estate value of the units, Mr. Venner and Mr. Schweitzer terminated their involvement. Messrs. Venner and Schweitzer are enthusiastic only about selling real estate at a real value without any excessive profit to themselves or the developer. This is consistent with the intentions of the Applicant and developer. Personal references include: Leonard Lauder, President Estee Lauder Companies General Motors Building New York City, NY 10021 Arthur M. Fisher, President Arthur M. Fisher Associates 950 Fifth Avenue New York City, NY 10021 Richard Voelker, President Plaza Marketing, Inc. Woodcreek Plaza Crested Butte, CO 81225 - 3 - C. M. Henkel, Esq. 711 Santa Monica Blvd. Corpus Cristi, Texas Others may be furnished upon request. (d) The Shadow Mountain Lodge at Aspen (formerly known as the Coachlight Lodge and Condominiums) at 232 West Hyman Avenue was built in 1981 and is complete. The Lodge contains twelve free market units, eleven of which are studio units of approximately 350 square feet and one three-bedroom unit of approximately 1,800 square feet. There are also two employee units of approximately 300 square feet each and an office area of approximately 250 square feet. The basement is large and open with no apparent use except for storage. The construction is of reinforced concrete with brick columns and wood paneling on the exterior. The sidewalks are concrete, lighted and there is a handicap access ramp. (See, Exhibit "D," architect's letter). Amenities include freestanding wood burning fireplaces and kitchenettes in the units. There is an outside pool with Jacuzzi jets. Landscaping is essentially complete with sod, flowers, aspen trees and sidewalks. No further upgrading is necessary because of the adequacy of the currexit improvements. (e) For reference to fractional estate plan see the application. (f) The only restraint on a purchaser transferring his fractional estate unit is that the unit cannot be subdivided further. - 4 - (g) The ownership plan is a time span estate. A time span estate is a present undivided interest in a unit in fee simple as a tenant-in-common, together with an exclusive right to possession and occupancy of a unit during an annual recurring period as fixed by a recorded schedule. The purchaser will be responsible for the purchase price of the fractional estate as well as any interest due to financing costs, and the recurring quarterly maintenance fee or any other method the property manager deems fair and necessary as well as any maid service fees the purchaser incurs as a result of using the unit. (h) There are no liens, title defects or encumbrances that affect the marketability of title to the units. (i) There are no pending or threatened legal actions affecting the property of which the Applicant has knowledge. (j) The purchaser's financial obligation will depend on the purchase price. The purchaser will be required to deposit a twenty percent (20~) downpayment for purchase. If the purchaser elects to finance the purchase he will be responsible to pay the market rate purchase money interest, recording fees, a credit report, mortgagee's title insurance policy, real estate transfer tax and exchange fee if he elects to belong to the exchange service offered. (k) Estimate of the dues, maintenance fees, real property taxes, etc.: See Exhibit "A" attached hereto and incorporated herein by this reference. - 5 - 13. Management/Assessment Fees. The management/ assessment fees will be collected by the property manager on a semi annual basis by standard billing procedures. The fee paid from each owner will be divided according to the appropriate share that should go toward general operation, escrow for furniture, escrow for building reserve, and escrow for taxes. Charges for maid service will be billed separately by manager. (1) Description of available Financing: 208 down payment 128 annual percentage rate for a 5 year term 148 annual percentage rate for a 7 year term Financing terms may change to reflect changes in the market rate. (m) The warranties will be that title is marketable and there are no limitations on such warranties nor on the enforcement thereof or damages for any breach. (n) All downpayments or earnest money; deposits will be held in an escrow account established in accordance with Colorado Real Estate Commission guidelines with a fiduciary probably either the title company or a commercial bank in Aspen. The deposits will not be used by the Applicant before closing. The depository will probably be the Bank of Aspen. The deposits will be held in escrow until the timeshare unit closes or until the purchaser elects to have his earnest money refunded. - 6 - (o) There are no fees or charges to be paid by the fractional estate owners for the use of any of the facilities on the property other than the established fees and dues for maintenance. (p) The extent to which a timeshare unit may become subject to a tax of other lien from other owners of the same unit. Due to the separateness of the time span estate, no timeshare owner may put a lien on the unit as a whole. He may encumber his own time span estate (fractional estate). However, the Fractional Owners Association is responsible for paying property taxes on and maintenance of the entire condominium unit from the proceeds of an annual assessment. The association's failure to pay the taxes or failure to pay for maintenance work performed may result in a tax sale of the entire condominium unit. (q) All purchase contracts will include a ten (10) day right of rescission for any purchase. (r) Since the project is complete, the developer intends to sell all twelve (12) units as fractional estate units. (s) Maintenance of the timeshare units includes painting when necessary as determined by the board of directors, replacement of furniture and appliances as necessary, fixing of mechanical problems in the units as necessary, and in general upkeep of the unit in a manner expected of a high quality condominium project. If it becomes necessary for a mechanic to enter the unit during the use week of any fractional estate owner - 7 - ~. for repair or replacement of any fixture or chattel, the fractional estate owner grants an easement for that purpose. If it is at all possible to put off upkeep, repair or replacement of furniture or appliances until the designated off-season weeks set aside for that purpose, it will be done. The off-season maintenance weeks will be the seven (7) weeks not chosen by any of the fractional estate owners for their exclusive use and occupancy. There will be at least two weeks set aside in November and two weeks set aside in May for that purpose. Each maintenance week will be seven consecutive days. (t) The purchaser will understand that the Colorado Eviction Law and Procedure involves a minimum of ten (10) days and that the purchaser's only effective remedy against another fractional owner who overstays his use week is the liquidated damage provision of the condominium declaration. This provision states that any fractional estate owner who overstays his use week will pay to the damaged party 2008 the normal rental rate for the period he holds over. Failure to pay the fee will result in a lien being filed against the fractional estate of the defaulting party. Use of the fractional estate owned by the damaging party will be denied until the lien is cured. (u) Although Aspen has a nineteen week ski season, fifteen of these weeks are considered prime (the very best). These prime weeks are the basis of the deeded 1/15 fractional estate. The units are subdivided into fifteen separate fractional estates and each purchaser is given a general warranty - 8 - ,.. deed as a tenant-in-common The deed specifies ownership as a 1/15th undivided interest in the condominium and each purchaser is entitled to the exclusive use and enjoyment of that unit during three weeks each year. The selections, usually one week from each season (winter, summer/fringe ski, spring/fall) are made at the time of contract and are delineated in the deed. This creates an equality of ownership. The choices of weeks are made as available on a first come basis at the time of purchase. Each owner creates his own package by choosing one week from each season: Prime Ski, Summer/Fringe Ski and Spring/Fall. Choose One Choose Any One Choose Any One Prime Ski Summer/Fringe Ski Spring/Fall 51 48 16 52 Christmas 49 December 20 May 1 January 50 * 21 2 14 * 22 3 15 23 4 26 June 24 5 27 July 25 6 2g 37 7 February 29 38 8 30 39 9 31 40 10 March 32 41 October 11 33 42 12 34 43 13 35 44 36 September 45 46 November 47 * Exception: Purchasers of weeks 13 or 51 have first choice regarding 14 and 50 respectively. 1984 USE WEEK CALENDAR Week No. Date Week No. Date 1 December 31 27 June 30 2 January 7 28 July 7 - 9 - .M, ,. 3 January 14 29 July 14 4 January 21 30 July 21 5 January 28 31 July 28 6 February 4 32 August 4 7 February 11 33 August 11 8 February 18 34 August 18 9 February 25 35 August 25 10 March 3 36 September 1 11 March 10 37 September 8 12 March 17 38 September 15 13 March 24 39 September 22 14 March 31 40 September 29 15 April 7 41 October 6 16 April 14 42 October 1 3 17 April 21 43 October 2 0 18 April 28 44 October 2 7 19 May 5 45 November 3 20 May 12 46 November 10 21 May 19 47 November 17 22 May 26 48 November 24 23 June 2 49 December 1 24 June 9 50 December 8 25 June 16 51 December 15 26 June 23 52 December 22 20 YEAR USE WEEK CALENDAR See Exhibit "B" which is attached hereto and incorporated herein by this refernece. Skiing opens on Aspen Mountain on Thanksgiving each year. If the project is sold as described above, the off season will be sold along with the high season. (v) All units in the project will be available for the exchange program at the fractional owners discretion. (w) There are no unusual or material circumstances, features and characteristics of the property that would present a problem for condominium ownership (x) The Fractional Owners Association will carry insurance for fire, damage, theft and liability on the property in amounts adequate to satisfy local and state requirements. - 10 - (y) The amenities on site for recreational facilities which are available to the fractional owners and their guests are a swimming pool with jaccuzzi jets. All the amenities and the employee units will be owned by the homeowners association. (z) All units in the project have kitchenettes except the three bedroom unit, which has a full kitchen. (aa) The eleven (11) studio units are permitted to house two (2) occupants at a time. The three (3) bedroom unit has an occupancy limit of eight (8). Any greater occupancy will be prohibited by the Fractional Estate Declaration. (bb) The managing agent shall be the owners' designated agent for service of process and legal notices to satisfy Colorado Statutes, Rules of Civil Procedure and applicable governmental regulations pertaining to legal notices relating to the timeshare interest. (cc) All fractional estate interests shall be subject to all requirements in the disclosure statement filed of record with Pitkin County Clerk and Recorder. 2(a) and (b) See Architect's letter of August 9, 1983. 2(c) 4'here are no outstanding notices of uncured violations of building code or other municipal regulations. - 11 - r ~ J MEMORANDUM T0: Paul Taddune, City Attorney FROM: Colette Penne, Planning Office RE: Timesharing DATE: October 23, 1984 To respond to your October 22, 1984 memo concerning the marketing concept offering reduced cost lodging, the Planning Office feels that this sort of marketing program is exactly what we were trying to avoid. Pricing this package at $57 is conveniently in the middle of "free" and $100. The representations made throughout the review were that fee simple interests would be sold with no practices different from usual real estate sales. We do not support this offering and recommend that it violates the intent of the ordinance. Choose One Pri[r~e Ski 51 52 Christmas 1 January L 3 4 5 6 7 February 8 9 10 March 11 12 13 Choose Any One Choose Any Ore Summer/Fringe Ski Spring/Fall 48 16 99 December 20 May SO * 21 19 * 22 15 `L3 26 June 29 27 July 25 28 37 29 38 30 39 31 40 32 41 Cctober 33 42 34 43 35 94 36 September 45 46 November 47 * Exception: Purchasers of weeks 13 or 51 have first choice regarding 19 and 50 respectively. 1984 USE WEEK CALENDAR Week No. Date Week No. Date 1 December 31 27 June 3U 2 January 7 28 July 7 3 January 19 29 July 14 4 Jar;uary 21 3G July 21 5 January 28 31 July 28 6 February 4 32 August 4 7 February 11 33 August 11 8 February 18 34 August 18 9 February 25 35 August 25 10 March 3 36 September 1 11 March 10 37 September 8 12 March 17 38 September 15 13 March 24 39 Septeir~ber 22 14 March 31 40 September 29 15 April 7 41 October 6 16 April 14 42 October 1 3 17 April 21 43 October 2 0 18 April 28 94 October 2 7 19 May 5 45 November 3 20 DSay 12 46 November 10 21 May 19 47 November 17 22 May 26 48 November 24 23 June 2 49 December 1 24 June 9 50 December 8 25 June 16 51 December 15 26 June 23 52 December 22 MEMORANDUM T0: Aspen City Council FROM: Colette Penne, Planning Office RE: Shadow Mountain Equities - Subdivision Exception for Time- sharing and Parking Exemption c DATE: July 9, 1984 APPROVSDASTOFORN:~ ~ ~`7~~~"~t~J ------------------------------------------------------------------------- ------------------------------------------------------------------------- LOCATION: 232 W. Byman Avenue Lots R, L, M and N, Block 53, City and Townsite of Aspen ZONING: L-3 APPLICANT'S RSQQBST: The applicant, Shadow Mountain Equities, Inc., is requesting approval for a timeshare project at the Shadow Mountain Lodge at Aspen (formerly the Coachlight Lodge). The lodge has already been condominiumized. The project required conditional use approval from P&Z pursuant to Section 24-3.3, which was granted by P&Z on May 22. It also requires two-step subdivision exception for timeshare use pursuant to Section 20-24 of the Municipal Code. Also required was a Change in Use GMP exemption for the three-bedroom residential unit to become a lodge unit which was also granted by P&Z. Finally, the applicant requests a parking exemption for the employee units. PROJBCT SONNARY: The Shadow Mountain Lodge consists of twelve (12) units which would be sold in timeshare interests. Eleven (11) of the units are studios and are approximately 350 s.f. The remaining unit is an 1800 square foot, three (3) bedroom unit. There is also an office/lobby area of approximately 250 s.f. and two (2) employee units of approximately 300 s.f. each. The basement area is large, open and used for storage. Each purchaser would have a deeded 1/15 fractional estate. Seven (7) weeks will be reserved in which at least two (2) weeks of November and two (2) weeks of May will be used for maintenance purposes. An owner's purchase will include one (1) week from the "Prime Ski" category, one (1) week from the "Summer/Fringe" category, and one (1) week from the "Spring/Fall" category. (See attachment) PLANNING OFFICB RBVISW: Section 20-24 sets timesharing standards and review criteria to be evaluated for a timeshare project in addition to the criteria generally pertaining to subdivision and conditional uses. 1. Right-to-uee. The applicant has complied with the ordinance by offering fee ownership as a tenant in common with: (a) an undivided fee simple interest; and (b) an agreement between owners granting each interest owner an exclusive right to possession and occupancy of the unit as established by the agreement. Other forms of "right-to-use" timeshare concepts are not being utilized. 2. Integration. All units in the complex will be timeshared and are purely lodge units. Shadow Mountain Equities, Inc, pre- sently owns all the units, none have been sold or placed under Page 2 contract to be sold subsequent to the condominiumization. 3. liiarketing and Sales Technignes. The applicant has complied with this section of the ordinance by committing to not use public malls and streets for sales, sales campaigns will not use phone solicitation, no gifts will be given to prospective purchasers, and no sales or marketing practices will be employed which will tend to mislead potential purchasers. During the winter and summer seasons, local newspapers, magazines, television and radio will be used for marketing purposes, however, no mass random mailings or "gimmick" type give away programs will be utilized. The marketing entity will be Shadow Mountain Realty, Inc. with Bill Venner as the listing broker and corporation president and Daniel Schweitzer as the vice president. Both Mr. Venner and Mr. Schweitzer have sold timeshare interests at the Snowmass Club and at Timber Run in Winter Park, Colorado. The marketing technique which will be used for prospective purchasers include radio and newspaper ads and voluntarily visits to the property. Each unit will be divided into 15 fractional estates. Since there are only twelve units in the project, the sales period should be relatively short. 4, Ame*_±i*_ies. The common area amenities of the project are a lobby, office area and a heated swimming pool with built in Jacuzzi jets. Considering the size of the complex, these amenities should be sufficient so as to not create an undue burden on public facilities. 5. garkina. Off-street parking spaces were approved as part of the lodge condominiumization in January of 1981. Fourteen parking spaces are provided off the alley (one for each free market bedroom) with a handicap ramp leading from there to the units. 6. maintenance. The ordinance sets an annual minimum maintenance period of four weeks and suggests that two of these weeks be in the spring and two in the fall. This proposal has seven off-season weeks available for maintenance purposes. At least two weeks will be set aside in November and two weeks in May exclusively for maintenance activities. If it is possible to limit upkeep, repair or replacement of furniture and appliances to the maintenance weeks, it will be done. if a mechanical problem arises during an owner's use week, the owner grants an easement for access for its repair. 7. Budget. The Shadow Mountain Lodge application included an itemized proposed budget with projected expenditures for utilities, main- tenance,reserves (includingfurniture/appliance exterior building, property taxes and license fee) and services. The total expense per studio unit will be $7,354.47 or $490.30 per 1/15 interest. This will be billed quarterly at $122.57. The total expenses for the three-bedroom unit are projected to be $13,103.78 or $873.59 per timeshare interest, to be billed quarterly at $218.40. The employee housing units will be owned by the Association and no assessments will be charged against those units. 8. Conversions. Major upgrading, to the extent of a total reconstruc- tion of the lodge was done in 1981. The building was constructed to conform to the requirements of the 1979 Uniform Building Code. Section 20-24 (F) (2) requires that a statement by the developer (based on a report prepared by an independent architect or engineer who is licensed by the State of Colorado) be made which describes the useful life of all structural components of the project. Ted Mularz (licensed architect) submitted the following information: "For tax purposes, building components for a newly constructed Page 3 rental structure such as the Coachlight can, in many cases, be depreciated as follows: Structure 40 yrs. Interior 20 yrs. Plumbing 15 yrs. Heating 15 yrs. Electrical 15 yrs. In reality, and with proper maintenance, a further breakdown of components and their expected useful life for a building such as the Coachlight could be as follows: Concrete Foundation 100 yrs. Structure 50 yrs. Roofing 15 yrs. Windows/Doors 50 yrs. Interior Walls 40 yrs. Plumbing 75 yrs. Plumbing Fixtures 20 yrs. Heating Plant 30 yrs. Electrical System 40 yrs." 9. Escrow. Deposits or down payments made in connection with the purchase of a timeshare unit shall be held in an escrow account until closing or the issuance of a certificate of occupancy whichever is later. The applicant has committed to this provision and will use a licensed title company in Aspen as neutral third party. 10. llanacement/Assessment Fees. The budget submitted indicates that quarterly estimated assessment fees will be $218.40 for the three-bedroom unit and $122.57 for the studios. This includes operating expenditures and reserve funds for interior and exterior maintenance and repairs. In Article XII, Section 12.10, of the Condominium Declaration, Assessment Reserves, an additional contingency reserve fund is anticipated which would be up to three (3) times the monthly assessment fee for each fractional estate owner. This same additional assessment was made in the Prospector application and the Planning Office feels that such a contingency fund is necessary. A Board of Managers, consisting of not less than three (3) nor more than five (5) members will be formed. All members of the Board shall be owners who are elected by all other owners. Initially, the applicant will control the Board and will pay the assessments for unsold fractional estate fees. Assessments for owners shall be from the date of closing on their purchase. Control of the Owner's Association shall become vested in the owners no later than four (4) months after seventy-five percent (758) of all fractional estates in the project have been conveyed to purchasers or five (5) years after the first conveyance, whichever comes first. Considering that the applicant commits to maintain an active role in the operation of the Association, this seems to be a reasonable approach. Also, as soon as it is practical to do so, a Managing Agent will be appointed by the Association. 11. Reserve. As provided for in the ordinance, a reserve account shall be established to assure the satisfactory maintenance of the project throughout its lifetime. Four (4) reserve funds are proposed as follows: Page 4 Furniture/appliance $13,400 Exterior Building 4,000 Property Taxes 2,500 License Fee 5,000 The quarterly assessment fee includes these funds. The reserve fund assessment shall not be suspended or reduced in the first five (5) years from the closing of the first sale. After that period of time, the Managing Board shall determine actual expenses at the end of each fiscal year and will either assess or credit each owner against the next assessment period. This seems to be a reasonable system for handling repairs and fixture replacement. In your review of the Prospector, a condition was placed on approval that the Interior and Exterior Reserve Funds could not be reduced or suspended for any length of time. The money designated for the reserve funds was always to be held in escrow to be used for repairs and maintenance. The Planning and Zoning Commission suggested that this be handled according to Condition #14 in their recommendation which accepts the applicant's proposal. 12. Occ~zncy standards. The applicant has committed to compliance with building code requirements for occupancy levels. The studios can be occupied by only two (2) people at a time and the three- bedroom unit is limited to eight (8) people. The studio units have storage loft areas that were described by the Building Department as being "attractively finished and alluring as sleeping areas." These lofts do not qualify as habitable space and were used as sleeping areas in the past. The applicant has removed the beds from the lofts and installed latched covers at the top of the ladders which access the lofts. A condition must be placed in purchase materials to alert buyers that these lofts may not be used for living area. Lodge condominiumization regulations limit an owner's occupancy to fourteen (14) days during the winter peak season to assure that lodge units remain available for short-term use. Since a timeshare project must meet both the lodge condominiumization requirements (Section 20-23) and the timeshare requirements (20-24), a purchaser cannot buy more than one (1) or two (2) packages, especially since there are prime packages which group high season weeks. Since the intent of the condominium regulation was to ensure short-term use of the lodge, and timeshare is a short-term use, we feel the intent can be met with a longer time period and theref ore the requirement should be extended. In the Prospector case, the limit was placed at thirty (30) days or four (4) packages. Depending on the packages chosen, a thirty (30) day limit would allow the purchase of either three (3) or four (4) packages, depending on the package composition. 13. Handicap Access. A ramp has been constructed from the parking area to the first floor on the north side of the building as required by the UBC. The first studio unit from the west on the first floor has been equipped with a handicapped bathroom. The Municipal Code requires that "satisfactory provisions shall be made to provide handicap access to ten percent (108) of the units and throughout the project as required by the UBC." The UBC does not require installation of handicapped bathrooms until there are more than twenty (20) units. State statutes (C.R.S. Title 9, Article 5) require one (1) unit to be useable by handicapped persons if there are 8-14 units. This application therefore complies with all regulations. RBFBRRAL CO!lMBI~S: The City Attorney's Office reviewed all application materials and commented that "it appears to comply with the timeshare regulations." Page 5 The Finance Department said that they "feel it adequately covers all of their concerns." The Building Department reported that "a Certificate of Occupancy was provided to this project after a life safety inspection satisfied this office that all deficiencies were corrected." The Engineering Department listed several minor plat changes. In addition, several "upgrading" points are made which should be conditions of approval. These are specifically: (a) The applicant must agree to join any future improvement districts. (b) According to Section 19-123(e), the crushed rock in the sidewalk area at grade is not allowed in lieu of landscaping unless approved as part of an overall plan. (c) The rolled curb in front of the property is lower than surrounding curbs and is not high enough to contain storm runoff. If any of the curb is reconstructed, higher profile curb should be installed. (d) The parking area should be striped (8-1/2' x 18' spaces) to insure good utilization. PRIOR LODGE CONDOMINIOMISATION APPROVAL (City Case No. 73-80) The Coachlight Lodge was condominiumized as per Section 20-23 in January of 1981. Conditions set by the Planning and Zoning Commission were addressed prior to review by Council and condominiumization was approved without conditions. The conditions that were attached by P&Z and met by the applicant were: 1. The submission of a new condominium plat which met the standards of the Engineering Department and substantially enlarged the size of the lobby area. 2. Evidence was submitted proving that an encroachment agreement had been in effect concerning the east boundary line (Lot N) since 1957. 3. The request in this action was for approval of one (1) unit (two [2] pillows) of employee housing and that a request would be made later for an additional unit. 4. The employee unit was put under the ownership of the condominium association without an ability to be sold separately. The Conditional Use Review which allowed the second employee housing unit to be built was City Case No. 47-81. Approval was given by the Planning and Zoning Commission on July 21, 1981 with the following conditions: 1. The applicant submitting a deed-restriction to the City Attorney for his review and approval which restricts the employee unit to low income rental guidelines and which limits its rental solely to employees of the Coachlight Lodge and not to employees of the community in general and indicates that the unit will not be rented on the open market. 2. The applicant submitting documentation that the employee unit will be retained as a portion of the common elements of the lodge. The Planning and Zoning Commission gave the proposal Conditional Use approval. They felt that the project was compatible with the surrounding neighborhood. The project complies with the zoning code and the L-3 district, at an FAR of approximately .75:1. Should Page 6 you require further detail on the findings of P&Z with respect to conditional use, this can be provided verbally at your meeting. The Engineering Department's points concerning the inadequate curb and use of gravel between the curb and sidewalk areas could be rectified if an improvement district is formed in the future. For the present, and because of the impacts of cars parking on this area when using the Ice Garden, we feel the status quo can remain until such time as curb and gutter improvements are made. The parking requirement in the L-3 zone is one (1) space per bedroom. Fourteen (14) spaces are provided for the fourteen (14) lodge rooms. During the two prior reviews when the employee units were considered, no mention was made of parking spaces. The Planning Office and the P&Z feel that the fourteen (14) spaces provided are adequate and a parking exemption should be granted for the employee units. PLANNIPG OFFICE AAD PLAPNING OFFICB RSCOMMBNDATIOP: The Planning and Zoning Commission and the Planning Office recommend approval for subdivision exception for the purpose of timesharing the Shadow Mountain Lodge at Aspen and for a parking exemption for the two (2) employee units, subject to the conditions enumerated below. We feel that the applicant has substantially complied with the timeshare regulations and we are therefore submitting a detailed list of conditions that do not indicate deficiencies, but rather, provide a useable record to ensure that the project is carried out as it has been sub- mitted. With this in mind, we recommend approval for the timeshare application subject to the following conditions: 1. The applicant must agree to join any future improvement districts according to the standard language of the City Attorney's form. 2. The parking area must be striped (8-1/2' x 18' spaces) to insure good utilization. There must be fourteen (14) total spaces. 3. The condominium plat must be amended in the following ways: a. The survey submitted is an "old" one dated December of 1981. A current survey must be performed to the extent of verifying that the property corners shown are still in place. If any of the monuments are missing, new ones must be set. b. The title of the new platting must include the term "timeshare." c. There is a concrete sidewalk on the southerly portion of Lots M and/or N which is not shown, and there is no fence at the stairs there. d. The fences in front of and the railings and railroad tie cribbing behind the building should be labeled. e. The plat must show an easement for the transformer, ten (10) feet parallel to the alley and twenty-six (26) feet back. The property owner may continue to use the area for parking. Also on this area should be a designated trash area. The dumps ter may not be placed in the alley. f. A title certificate will be needed and a mortgagee's certificate is suggested. Language for these is available from the City Engineer's office. g. The zone district (L-3) must be indicated. Page 7 4. The project must include the amenities of the outside pool with Jacuzzi jets, free standing wood burning fireplaces, kitchenettes, and the office/lobby area. 5. Occupancy by a timeshare owner is limited to thirty (30) days in high season. 6. No prohibited marketing practices will be allowed including the giving of gifts, use of public malls or streets for sale, or phone solicitations. 7. The twelve (12) lodge units must each be split into fifty- two (52) weeks, one interest for each week of the year. Seven (7) weeks must not be sold. Four (4) of these seven (7) weeks must be reserved for the maintenance of the project, with no rentals or other uses allowed. Two (2) of the four (4) weeks reserved will be in November and two (2) weeks will be in May. The remaining forty-five (45) weeks must be sold as proposed in three (3) week timeshare packages. 8. No right-to-use timeshare leashold will be allowed. All sales must be on a fee ownership basis. 9. Shadow Mountain Realty, Inc. will be the marketing entity with Bill Venner and Boone Schweitzer as contact persons. The marketing program outlined in the application must be followed. 10. Proof that the reserve accounts have been established as proposed must be documented to the City of Aspen Finance Department on or before the establishment of the accounts. Any changes which decrease the contributions to the account must be approved by the City Council. 11. Deposits or down payments made in conjunction with the purchase of a timeshare unit must be held in an escrow account until the closing by a neutral third party (proposed by applicant to be a local title company). 12. No Certificate of Occupancy will be issued for timesharing purposes on any given unit until at least five (5) of the fifteen (15) timeshare packages are sold for that unit. 13. A Board of Managers must be established as proposed. When closings occur on the unit, both the declarant and the new timeshare owners must begin to pay their quarterly assessment fees. 14. The Interior Reserve Fund and the Exterior Reserve Fund must be held in escrow for interior and exterior repairs and maintenance. After a five (5) year period at the assessment level presently budgeted, adjustments may be made according to actual expenses and projections, with City Council approval. 15. Occupancy levels are set at two (2) occupants at one time in studio units and eight (8) occupants in the three-bedroom unit. 16. The fractional owners in common must own the common areas and common amenities in the lodge and this must always remain in the documentation of the project. 17. The Board of Managers must designate a managing agent, and that agent must be a local agent. 18. One deed must be conveyed for each three week package so that weeks are never sold individually. 19. The project is subject to Section 20-24 and the State Timeshare Page 8 Laws which is specified in the application. 20. The financing must be expressly subject to all restrictions placed on the project and all documentation required by Section 20-24 shall be presented to perspective purchasers. 21. The plan manager or the managing agent must show evidence to the City of a Colorado State Sales Tax License. Occupancy of a unit by anyone other than the owner is subject to sales tax the same as if the occupancy were of a hotel or lodge unit. A required real estate transfer tax will apply to initial and subsequent sales of the timeshare interest and will be collected as in any other real estate transaction. 22. Any changes in the project instruments resulting from this process must be reviewed by the Planning Office and the Attorney's Office for approval to ensure that all changes or clarifications are accurately made. 23. Any updating or amending of the approved timeshare documents must be approved through the City according to the requirements of Section 20-24 of the subdivision regulations. 24. The declarant must be responsible for all assessment fees and expenditures related to the unsold timeshare units. The declarant may rent unsold units but the rental money must go toward any maintenance which may be necessary as a result of the unit's use as a rental. 25. The fractional owners in common may not lease the common elements or amenities which are owned by the Association. 26. To ensure compliance with the proposed marketing program, the applicant must post with the City suitable security in the amount of $20,000 cash or a $20,000 irrevocable letter of credit. 27. Full details of the chosen exchange program (cost, procedures, other projects involved, confirmation percentages, etc.) must be provided to prospective purchasers and owners of timeshare interests, as required by Section 20-24 of the Municipal Code. 28. The applicant sign the timeshare application and all documents to be recorded or made a part of this application. 29. The requirements granted pursuant to this section shall be binding on the applicant and the applicant's successors or assigns. 30. The applicant must submit to the Finance Director the license fee required by Section 20-24(S) of the Municipal Code, to be paid on a pro rata basis for the remainder of 1984, as determined by the City Finance Department. Prior to obtaining the license from the Finance Director, the applicant must first pay the outstanding fees owed to the Planning Office. The applicant shall annually obtain a new license from the Finance Director on or before January 1st of each subsequent year. (Note: The appropriate fee amounts will be established following final action by City Council.) 31. The loft areas cannot be used for habitation and can only be used for storage. This prohibition must be listed in the documents so that all purchasers are put on notice of this restriction. 32. Deed restrictions on the employee units and all other required documentation must be recorded with the City Attorney's approval. Page 9 COIIHCIL ACTION If Council concurs with the Planning Office and Planning and Zoning Commission's recommendations the appropriate motion is: "I move to approve subdivision exception for the purpose of timesharing the Shadow Mountian Lodge at Aspen and for a parking exemption for the two (2) employee units, subject to the conditions enumerated above." Y MEMORANDUM TO: FROM: Aspen Planning and Zoning Commission Colette Penne, Planning Office RE: Shadow Mountain Equities - Conditional Use Review and Sub- division Exception for Timesharing/Change in Use~6MP Exemption and Parking Exemption DATE: June 19, 1984 LOCATION: 232 W. Hyman Avenue Lots R, L. M and N, Block 53, City and Townsite of Aspen BONING: L-3 APPLICANT'S REQQEST: The applicant, Shadow Mountain Equities, inc., is requesting approval for a timeshare project at the Shadow Mountain Lodge at Aspen (formerly the Coachlight Lodge). The lodge has already been condom niumized. The project requires conditional use approval from P&Z pursuant to Section 24-3.3, as well as approval for a two-step subdivision exception for timeshare use pursuant to Section 20-24 of the Municipal Code. Also required is a Change in Use GMP exemption for the three-bedroom residential unit and a parking exemption for the employee units. PROJECT SUNNARY: The Shadow Mountain Lodge consists of twelve be sold in timeshare interests. Eleven (11) of and axe approximately 350 s.f. The remaining foot, three (3) bedroom unit. There is also of approximately 250 s.f. and two (2) employee 300 s.f. each. The basement area is large, open (12) units which would the units are studios unit is an 1800 square an office/lobby area units of approximately i and used for storage. Each purchaser would have a deeded 1/15 fractional estate. Seven (7) weeks will be reserved in which at least two (2) weeks of November and two (2) weeks of May will be used for maintenance purposes. An owner's purchase will include one (1) week from the "Prime Ski" category, one (1) week from the "Summer/Fringe" category, and one (1) week from the "Spring/Fall" category. (See attachment) PLAPNING OFFICE RBVIEW: Section 20-24 sets timesharing standards and review criteria to be evaluated for a timeshare project in addition to the criteria generally pertaining to subdivision and conditional uses. 1, u;ght-to-ttl3e- The applicant has complied with the ordinance by offering fee ownership as a tenant in common with: (a) an undivided fee simple interest; and (b) an agreement between owners granting each interest owner an exclusive right to possession and occupancy of the unit as established by the agreement. Other forms of "right-to-use" timeshare concepts are not being utilized. 2, Tntgyrat;on. All units in the complex will be timeshared and are purely residential units. Shadow Mountain Equities, Inc. pre- sently owns all the units, none have been sold or placed under contract to be sold subsequent to the condominiumization. Page Z 3. Marketing and saes Techn;anes_ The applicant has complied with this section of the ordinance by committing to not use public malls and streets for sales, sales campaigns will not use phone solicitation, no gifts will be given to prospective purchasers, and no sales or marketing practices will be employed which will tend to mislead potential purchasers. During the winter and summer seasons, local newspapers, magazines, television and radio will be used for marketing purposes, however, no mass random mailings or "gimmick" type give away programs will be utilized. The marketing entity will be Shadow Mountain Realty, inc. with Bill Venner as the listing broker and corporation president and Daniel Schweitzer as the vice president. Both Mr. Venner and Mr. Schweitzer have sold timeshare interests at the Snowmass Club and at Timber Run in Winter Park, Colorado. The marketing technique which will be used for prospective purchasers include radio and newspaper ads and voluntarily visits to the property. Each unit will be divided into 15 fractional estates. Since there are only twelve units in the project, the sales period should be relatively short. 4. AmenitieA= The common area amenities of the project are a lobby, office area and a heated swimming pool with built in Jacuzzi jets. Considering the size of the complex, these amenities should be sufficient so as to not create an undue burden on public facilities. 5. Parkins. Off-street parking spaces were approved as part of the lodge condominiumization in January of 1961. Fourteen parking spaces are provided off the alley (one for each free market bedroom) with a handicap ramp leading from there to the units. 6. MainteQ,ftnce. The ordinance sets an annual minimum maintenance period of four weeks and suggests that two of these weeks be in the spring and two in the fall. This proposal has seven off-season weeks available for maintenance purposes. At least two weeks will. be set aside in November and two weeks in May exclusively for maintenance activities. If it is possible to limit upkeep, repair of replacements of furniture and appliances to the maintenance weeks, it will be done. if a mechanical problem arises during an owner's use week, the owner grants an easement for access for its repair. 7. Budget- The Shadow Mountain Lodge application included an itemized proposed budget with projected expenditures for utilities, main- tenance, reserves (including furniture/appliance, exterior building, property taxes and license fee) and services. The total cost per studio unit will be $1,354.47 or $490.30 per 1/15 interest. This will be billed quarterly at $122.57. The total expenses for the three-bedroom unit are projected to be $13,103.78 or $873.59 per timeshare interest, to be billed quarterly at $218.40. The employee housing units will be owned by the Association and no assessments will be charged against those units. 8. Conversions. Major upgrading, to the extent of a total reconstruc- tion lodge was done in 1981. The building was constructed to conform to the requirements of the 1979 Dniform Building Code. Section 20-24 (F) (2) requires that a statement by the developer (based on a report prepared by an independent architect or engineer who is licensed by the State of Colorado) be made which describes the useful life of all structural components of the project. Ted Mularz (licensed architect) submitted the following information: "For tax purposes, building components for a newly constructed Page 3 rental structure such as the Coachlight can, in many cases, be depreciated as follows: Com_y~nent ~1rgf ,~yl L;fe Structure 40 yrs. Interior 20 yrs. Plumbing 15 yrs. Heating 15 yrs. Electrical 15 yrs. In reality, and with proper maintenance, a further breakdown of components and their expected useful life for a building such as the Goachlight could be as follows: Comyionent FxF~~' f e Concrete Foundation 100 yrs. Structure 50 yrs. Roofing 15 yrs. Windows/Doors 50 yrs. Interior Walls 40 yrs. Plumbing 75 yrs. Plumbing Fixtures 20 yrs. Heating Plant 30 yrs. Electrical System 40 yrs." 9. Bscrov. Deposits or down payments made in connection with the purchase of a timeshare unit shall be held in an escrow account until closing or the issuance of a certificate of occupancy whichever is later. The applicant has committed to this provision and will use a licensed title company in Aspen as neutral third party. 10. Manaq~ment„~A~sessnent Fees. The budget submitted indicates that quarterly estimated assessment fees will be $218.40 for the three-bedroom unit and $122.57 for the studios. This includes operating expenditures and reserve funds for interior and exterior maintenance and repairs. In Article XII, Section 12.10, of the Condominium Declaration, Assessment Reserves, an additional contingency reserve fund is anticipated which would be up to three (3) times the monthly assessment fee for each fractional estate owner. This same additional assessment was made in the Prospector application and the Planning Office feels that such a contingency fund is necessary. A Board of Managers, consisting of not leas than three (3) nor more than five (5) members will be formed. All members of the Board shall be owners who are elected by all other owners. Initially, the applicant will control the Board and will pay the assessments for unsold fractional estate fees. Assessments for owners shall be from the date of closing on their purchase. Control~of the Owner's Association shall become vested in the owners no later than four (4) months after seventy-five percent '~. (758) of all fractional estates in the project have been conveyed to purchasers or five (5) years after the first conveyance, whichever comes first. Considering that the applicant commits to maintain an active role in the operation of the Association, this seems to be a reasonable approach. Also, as soon as it is practical to do so, a Managing Agent will be appointed by the Association. 11. Reserve. As provided for in the ordinance, a reserve account shall be establish to assure the satisfactory maintenance of the project throughout its lifetime. Four (4) reserve funds are proposed as follows: Furniture/appliance $13,400 Exterior Building 4,000 Property Taxes 2,500 Page 4 License Fee 5,000 The quarterly assessment fee includes these funds. The reserve fund assessment shall not be suspended or reduced in the first five (5) years from the closing of the first sale. After that period of time, the Managing Board shall determine actual expenses at the end of each fiscal year and will either assess or credit each owner against the next assessment period. This seems to be a reasonable system for handling repairs and fixture replacement. In your review of the Prospector, a condition was placed on approval that the Interior and Exterior Reserve 1 Funds could not be reduced or suspended for any length of time. The money designated for the reserve funds was always to be held in escrow to be used for repairs and maintenance. We would like to discuss this at the meeting to determine what assurances you feel are necessary. 12. oc~~p na~cy StandardB,,. The applicant has committed to compliance with building code requirements for occupancy levels. The studios can be occupied by only two (2) people at a time and the three- bedroom unit is limited to eight (8) people. The studio units have storage loft areas that were described by the Building Department as being "attractively finished and alluring as sleeping areas." These lofts do not qualify as habitable space and were used as sleeping areas in the past. The applicant has removed the beds from the lofts and installed latched covers at the top of the ladders which access the lofts. A condition must be placed in purchase materials to alert buyers that these lofts may not be used for living area. Lodge condominiumization regulations limit an owner's occupancy to fourteen (14) days during the winter peak season to assure that lodge units remain available for short-term use. Since a timeshare project must meet both the lodge condominiumization requirements (Section 20-23) and the timeshare requirements (20-24), a purchaser cannot buy more than one (1) or two (2) packages, especially since there are prime packages which group high season weeks. Since the intent of the condominium regulation was to ensure short-term use of the lodge, and timeshare is a short-term use, we feel the intent can be met with a longer time period and therefore the requirement should be extended. In the Prospector case, the limit was placed at thirty (30) days or four (4) packages. Depending on the packages chosen, a thirty (30) day limit would allow the purchase of either three (3) or four (4) packages, depending on the package composition. 13. Handicav Access. A ramp has been constructed from the parking area to the first floor on the north side of the building as required by the UBC. The first studio unit from the west on the first floor has been equipped with a handicapped bathroom. The Municipal Code requires that "satisfactory provisions shall be made to provide handicap access to ten percent (10~) of the units and throughout the project as required by the UBC." The UBC does not require installation of handicapped bathrooms until there are more than twenty (20) units. State statutes (C.R.S.-Title 9, Article 5) require one (1) unit to be useable by handicapped persons if there are 8-14 units. This application therefore complies with all regulations. RBFSRRAL COMlIBNTS The City Attorney's -0ffice reviewed all application materials and commented that "it appears to comply with the timeshare regulations. The Finance Departaent said that they "feel it adequately covers all of their concerns." The Building Department reported that "a Certificate of Occupancy was provided to this project after a life safety inspection satisfied ge 5 is office that all deficiencies were corrected." e 8ngineering Department listed several minor plat changes. In dition, several "upgrading" points are made which should be conditions approval. These are specifically: (a) The applicant must agree to join any future improvement districts. (b) According to Section 19-123(e), the crushed rock in the sidewalk area at grade fs not allowed in lieu of landscaping unless approved as part of an overall plan. (c) The rolled curb in front of the property is lower than surrounding curbs and is not high enough to contain storm runoff. if any of the curb is reconstructed, higher profile curb should be installed. (d) The parking area should be striped (8-1/2' x 18' spaces) to insure good utilization. IOR LODGE CONDO!lINIOMISATIOP APPROVAL (City Case No. 73-80) e Coachlight Lodge was condominiumized as per Section 20-23 in Hoary of 1981. Conditions set by the Planning and Zoning Commission re addressed prior to review by Council and condominiumization s approved without conditions. The conditions that were attached P&Z and met by the applicant were: 1. The submission of a new condominium plat which met the standards of the Engineering Department and substantially enlarged the size of the lobby area. 2. Evidence was submitted proving that an encroachment agreement had been in effect concerning the east boundary line (Lot N) since 1957. 3. The request in this action was for approval of one (1) unit (two [2] pillows) of employee housing and that a request would be made later for an additional unit. 4. The employee unit was put under the ownership of the condominium association without an ability to be sold separately. e three-bedroom unit was condominiumized as a residential unit the lodge owner to live in. For it to be short-termed as a timeshare dge unit, a Change in Use GMP exemption must be obtained. Section -11.2(j) of the Municipal Code allows for this change between use tegories provided that there is no growth impact or the impacts e mitigated. in this case, the employee housing is already provided r with two (2) units, parking spaces are provided for the three drooms, and the conversion does not increase impacts on services. so, it is important that all units in the complex be timeshared. e Conditional Use Review which allowed the second employee housing it to be built was City Case No. 47-81. Approval was given by Planning and Zoning Commission on July 21, 1981 with the following zditions: 1. The applicant submitting a deed-restriction to the City Attorney for his review and approval which restricts the employee unit to low-income rental guidelines and which limits its rental solely to employees of the Coachlight Lodge and not to employees of the community in general and indicates that the unit will not be rented on the open market. 2. The applicant submitting documentation that the employee unit will be retained as a portion of the common elements of the lodge. Page 6 USB RSVISfi: Conditional Use Review requires that a public hearing be held and noticed. Although it is often the practice to accept public comment, in the subdivision exception process, Conditional Use Review assures that comment will be a part of the process. The Conditional Use Review criteria set in Section 24-3.3 are: "(1) whether the proposed use otherwise complies with all require- ments imposed by the zoning code; (2j Whether the proposed use is consistent with the objectives and purposes of this zoning code and the applicable zoning district; and (3) If the proposed use is designed to be compatible with surround- ing land uses in the area." The project is in compliance with the zoning code and the L-3 district, at an FAR of approximately .75:1. The parking requirement in the L-3 zone is one (1) space per bedroom. Fourteen (14) spaces are provided for the fourteen (14) lodge rooms. During the two prior reviews when the employee units were considered, no mention was made of parking spaces. We feel that the fourteen (14) spaces provided are adequate and a parking exemption should be granted for the employee units. The use of this property as a timeshare project should be quite compatible with the surrounding neighborhood. The adjacent properties are mostly lodge or multi-family uses. These include the Ajax Apartments, the Ritzbuhel Lodge and the Aspen Ice Garden which occupies the entire block facing the project on the south. Also, the building has been oriented such that most access and egress can occur efficiently from the alley and the front yard is attractive, useful and residential in character. The Engineering Department's points concerning the inadequate curb and use of gravel between the curb and sidewalk areas could be rectified if an improvement district is formed in the future. For the present and because of the impacts of cars parking on this area when using the Ice Garden, we feel the status quo can remain until such time as curb and gutter improvements are made. PLARNIPG OFFICE RECOMl~ISNDATION: The Planning Office recommends that you recommend to Council approval for subdivision exception for the purpose of timesharing the Shadow Mountain Lodge at Aspen and that you grant Conditional Uae approval for this project to be timeshared in the L-3 zone. We further recommend that you approve a Change in Use GMP Exemption for conversion of the three-bedroom residential unit to a lodge unit (which will also be timeshared) and grant a parking exemption for the two (2) employee units. We feel that the applicant has substantially complied with the timeshare regulations and we are therefore submitting a detailed list of conditions that do not indicate deficiencies, but rather, provide a useable record to ensure that the project is carried out as it has been sub- mitted. With this in mind, we recommend that you recommend approval for the timeshare application subject to the following conditions: 1. The applicant must agree to join any future improvement districts according to the standard language of the City Attorney's form. 2. The parking area must be striped (B-1/2' x 18' spaces) to insure good utilization. There must be fourteen (14) total spaces. Page 7 3. The condominium plat must be amended in the following ways: a. The survey submitted is an "old" one dated December of 1981. A current survey must be performed to the extent of verifying that the property corners shown are still in place. if any of the monuments are missing. new ones must be set. b. The title of the new platting must include the term "timeshare." c. There is a concrete sidewalk on the southerly portion of Lots M and/or N which is not shown, and there is no fence at the stairs there. d. The fences in front of and the railings and railroad tie cribbing behind the building should be labeled. e. The plat must show an easement for the transformer, ten (10) feet parallel to the alley and twenty-six (26) feet back. The property owner may continue to use the area for parking. Also on this area should be a designated trash area. The dumpster may not be placed in the alley. f. A title certificate will be needed and a mortgagee's certificate is suggested. Language for these is available from the City Engineer's office. g. The zone district (L-3) must be indicated. 4. The project must include the amenities of the outside pool with Jacuzzi jets, free standing wood burning fireplaces, kitchenettes, and the office/lobby area. 5. Occupancy by a timeshare owner is limited to thirty (30) days in high season. 6. No prohibited marketing practices will be allowed including the giving of gifts, use of public malls or streets for sale, or phone solicitations. 7. The twelve (12) lodge units must each be split into fifty- two (52) weeks, one interest for each week of the year. Seven (7) weeks must not be sold. Four (4) of these seven (7) weeks must be reserved for the maintenance of the project, with no rentals or other uses allowed. Two (2) of the four (4) weeks reserved will be in November and two (2) weeks will be in May. The remaining forty-five (45) weeks must be sold as proposed in three (3) week timeshare packages. 8. No right-to-use timeshare leashold will be allowed. All sales must be on a fee ownership basis. 9. Shadow Mountain Realty, inc.-will be the marketing entity with Bill Venner and Boone Schweitzer as contact persons. The marketing program outlined in the application must be followed. 10. Proof that the reserve accounts have been established as proposed must be documented to the City of Aspen. 11. Deposits or down payments made in conjunction with the purchase of a timeshare unit must be held in an escrow account until the closing by a neutral third party (proposed by applicant to be a local title company). 12. No Certificate of Occupancy will be issued for timesharing purposes on any given unit until at least five (5) of the Page 8 fifteen (15) timeshare packages are sold for that unit. 13. A Board of Managers must be established as proposed. When closings occur on the unit, both the declarant and the new timeshare owners must begin to pay their quarterly assessment fees. 14. The Interior Reserve Fund and the Exterior Reserve-Fund must be held in escrow for interior and exterior repairs and maintenance. After a five (5) year period at the assessment level presently budgeted, adjustments may be made according to actual expenses and projections. `. cy , . -, ~,~ .~ 15. Occupancy levels are set at two (2) occupants at one time in studio units and eight (8) occupants in the three-bedroom unit. 16. The Fractional Owners-Assoeiat-i-on must own the common areas and common amenities in the lodge and this must always remain in the documentation of the project. 17. The Board of Managers must designate a managing agent, preferably a local agent. 18. One deed-must be conveyed for each three week package so that weeks are never sold individually. 19. The project is subject to Section 20-24 and the State Timeshare Laws which is specified in the application. 20. The financing must be expressly subject to all restrictions placed on the project and all documentation shall be presented to perspective purchasers. 21. The plan manager or the managing agent must show evidence to the City of a Colorado State Sales Tax License. Occupancy of a unit by anyone other than the owner is subject-to sales tax the same as if the occupancy were of a hotel or lodge unit. A required real estate transfer tax will apply to initial and subsequent sales of the timeshare interest and will be collected as in any other real estate transaction. 22. Any changes in the project instruments resulting from this process must be reviewed by the Planning Office and the Attorney's Office for approval to ensure that all changes or clarifications are accurately made. 23. Any updating or amending of the approved timeshare documents must be approved through the City according to the requirements of Section 20-24 of the subdivision regulations. 24. The declarant must be responsible for all assessment-fees and expenditures related to the unsold timeshare units. The declarant may rent unsold unite but the rental money must go toward any maintenance which may be necessary as a result of the unit's use as a rental. / 25. Thirty (30) percent of the qualified voters of the Fractional Owners Association must be present to obtain a quorum. The developer's control of thirty (30) percent of the votes does not constitute a quorum. ~i 26. The- Fractional Owners -14sse~ia4:iaa- may not lease the common elements or amenities which are owned by the Association. 27. To ensure compliance with the proposed marketing program, the applicant must post with the City suitable security in the amount of $20,000 cash or a $20,000 irrevocable letter of credit. Page 9 28. Full details of the chosen exchange program (cost, procedures, other projects involved, confirmation percentages, etc.) must be provided to the purchasers of Prospector timeshare interests. 29. The applicant, not the applicant's attorney should sign the timeshare application. 30. The requirements granted pursuant to this section shall be binding on the applicant and the applicant's successors or assigns. 31. The applicant must submit to the Finance Director the license fee required by Section 20-24 (S) of the Municipal Code, to be paid on a pro rata basis for the remainder of 1984, currently estimated at $ Prior to obtaining the license from the Finance Director, the applicant must first pay the outstanding fees owed to the Planning Office, currently estimated at $ The applicant shall annually obtain a new license from the Finance Director on or before January 1st of each subsequent year. (Note: The appropriate fee amounts will be established following final action by City Council.) 32. The loft areas cannot be used for habitation and can only be used for storage. This prohibition must be listed in the documents so that all purchasers are put on notice of this restriction. ~ A '~ MEMORANDUM TO: Colette Penne, Planning Office FROM: Chuck Roth, City Engineering Department ~~ DATE: June 5, 1984 RE: Shadow Mountain Equities Timeshares ---------------------------------------------------------- Having reviewed the above application and having made a site inspection, the Engineering Department has the following comments: 1. The following comments pertain to the final plat requirements: a. The survey submitted is an "old" one dated December of 1981. A current survey must be performed to the extent of verifying that the property corners shown are still in place. If any of the monuments are missing, new ones must be set. b. The title of the new platting must include the term "timeshare." c. There is a concrete sidewalk on the southerly portion of Lots M and/or N which is not shown, and there is no fence at the stairs there. d. The fences in front of and the railings and railroad tie cribbing behind the building should be labeled. e. The plat must show an easement for the transformer, ten feet parallel to the alley and twenty-six feet back. The property owner may continue to use the area for parking. Also on this area should be a designated trash area. The dumpster may not be placed in the alley. f. A title certificate will be needed and a mortgagee's certificate is suggested. Language for these is available from the City Engineer's office. g. The zone district (L-3) must be indicated. 2. The applicant must agree to join improvement districts according to the current language which is available from the City Attorney's office. 3. As an informational item, please note that there is 1'~" crushed rock between the curb and the sidewalk. This is currently unacceptable "unless approved as part of an overall _ plan." (Sec. 19-123(e)) t Page Two Shadow Mountain Equities Timeshares June 5, 1984 4. As an additional informational item, please note that the rolled curb in front of the building is not as high to the top of the curb as adjacent curbs. The curb is not high enough to contain storm runoff waters. In the event that the applicant might reconstruct any or all of that portion of curb and gutter, higher profile curb should be installed. 5. A suggested "upgrading" (Sec. 20-24(0)(.11) and 20-24(H)) item: stripe the parking area for 8'~ foot wide by 18 foot long spaces to insure good utilization of area. CR/co cc: Jay Hammond, City Engineer ~ASPEN~PITKIN REGIONAL BUILDING DEPARTMENT MEMORANDiM T0: Colette Penne, Planning Office FROM: Jim Wilson, Fire Marshal `,/yt/ DATE: June 5, 1984 (/ RE: Shadow Mountain Equities Timeshare A Certificate of Occupancy was provided to this project after a life safety inspection satisfied this office that all deficiencies were corrected. I have no further comments to make regarding this project. /ar offices: mail address: '1'10 East Hallam Street 506 East Main Street Aspen, Colorado 8161'1 303/925-5973 Aspen, Colorado 818'11 CITE 130 asp MEMORANDUM DATE: June 4, 1984 TO: Colette Penne FROM: City Attorney PEN et ill RE: Shadow Mountain Equities Timeshare I have reviewed this matter and it appears to comply with the timeshare regulations. Please call if you have any questions. BDE/mc CITY OF ASPEN MEMO FROM LARRY B. THORESON Date: 5/25/84 To: Colette Penne Re: Shadow Mntn. Equities Timeshare I have reviewed the referenced application and feel it adequately covers all of the Finance Dept.'s concerns. In addition, I have attached for your information the application form for Timeshare Project Licenses which was recently designed by the Finance Dept. Copies of this application have already been furnished to representatives from the Prospector Timeshare Project. Should you have any further questions, please do not hesitate to contact me. rn. ~' n'> 7p ~f ~1 r; L ' MAY ~ .~ 1~4 ' ~:._ _, a:~e~v i r=~ ~ i~t~v co. PLAN~~II~VG OFFICE Tlr?J•IC I'OTJCr R^• S}12 ?05, .~Ollnt'.ln z'C.'~7i i:i nr. n:".C`.`.'~-:ern ??~TIC^ TR }T]''PF4 !, ..V}'.''! th.t ~_ p1?L)a7.C }1E':ri.ilC} 191.'_x. i)C }1(?1C On .JL1nC ]~, lq^d. ?.t 3 mE2ti.^C i"C }tnr,i.n di= r,.(ln r+ r, n T:; PlcEan li,R %nC 70:: i11 C_ {',Oi.P 1:;5 ).Oi?, In rOU71C 1~_ :~i~Cl~':)°LS, ~~ ,`+. Cx ~CnA, Au}7Cnr COZOr<i C10. t0 CCnS1C. C`r an uT)p=1C%tlOn i':lc r';C It ~,' ~:ar, C!04? ?O1111'~d lit n QU 1t 10Sr T_11C. :.C CO'.'ert tan u}Id f~OW :~OUntdlli T~040_.°_• ,:'. i_ rF?~'-'71 (f~}(~Ll COu Ca ].l Cat LO Ci C!C: cnC~ CC31 Ci0i1111111 i;IS~ "'.O jr8,Ct1C71 Ca~ [: T°: F. i.° ~O"!Ile r alT% <:,nd condo:~i.nil r.?iznticn e~ the Le~ioe, an. c, to co sicrr tl:c a.rn)licant'~ ree~Ue Si: Cr d COnG1t1G11 <, ~_ L'.^C ~?E.?rTa 7. is .`.Cr ._rc.Ct lOild~ C.'Si. ~!'C^ Ola lie l"Sale (tin~cha.re). _ j. Or iUYtaCr 1. iliOru'.1i:1011 CO?1 is i•Ci: _.";C P~. C.:?li_nC' 71i1C7~°, j?~ ". !fig]. C'.I12. ['.Unen, COLCL""~: CO ^.1 ~~.~ ~.>^1 %1„r _%~Q'.Cr ('. :i.L. ~~~^.. n l- „., f't :~;.?Bn r'~_C. 11%1"..n Zit C~ 30n1n(? CCIliC1 . z: i_C:1 Publisaed i-n the ~,:;nen Tim.^^, on r'ai; 1.7, 7._o,^,n,. Cite of l.~pen Account. ^.1. /f't~ !-.±a0 :Pll, '~81~1 `?'Bf CI_r:n ltv nRj 'er, 1c \' I A.P llIOnC' ~~ ur.- .il, _~.J.son Pi,;ance ... T,e.rr;,- ^hnresor. I'Tnli: CO~E'ttC F':.:P ilp~ ^ ~nni! r." ' r.l~_..._.tS? O~,:lue R°: S1:!r~^,~, I'o ',i-;1 .rri':.i« ^J.r.. sl;r,re ~~.. I"~L:CheC. 10r. ~%OLr rf'.V1e.11 l~ c; C! 7.'„%11C:'..L10I? Ce511')r7%teC~. i~C' Pitc CiOH !.r){7;t21n r:'Lt~leC, InC. LOT t~E'- COn`I e.r. '.On Or %:]C. San C!ORl I OL:;tdll? hOCi C_;C c. {:. FSl"?el; (r~1C ~e. COdChli Cl)t~ t0 '"r ~.Cti0.1 ri; J_ ... A{'C to OFlner=%;li7i ~_r,c: co C or^ini.unizetior. of the T.odae ~.n~ 7`or con< i;.icnaJ- use perr"i '"OL' _ £.CL1 Oh.al ...,'.: c: i. .°" 04-'2?E'r5`ij l:, r~~F'c S(' YCtLirn yOl.r r2iC rr8.1 C6PlFl8ni..5 n _i,E~ Ple:nninr 0;-ice o lit^r t2:ar, June 5, 1984 ir, cr~'.er cL +i:i 01~:^1C'C t0 il~<<iG uGE: C.: ~:~t `jL±P ~.C -'_"E? .ie Cr i'_c '.',~%/r P:>C. iltF:-~l0^ O.: Ll':18 i -SC ?`. 2 rA'. ;'J ]_iC aef'.r inC .:JCr OrC sae ii<.. Oil .''hrC i!). , J ~~~~. O1aci~.: -'OU.. '~ ~ . .;. i. On Ti.i.,r,~. ,~ ~~~.. ~~'i~ ^O• city F.ttorne_v, City' T'n~i.neer, r'inance '~e?t. F^O.`• Colette Penne, ^: Sh42ce~ iiountai Paul Taddune 7a',' L`erlr.:on~'. 7ir~ T?il~On ~rrr, Thcreson ni_anni.n R Office r: C' '~~n 1i O~~ ~` C' rc. ijt 1. ~. C~}lci.. .'_or ~'ocr rC'~•]-i'. `d? 1 ~: ~._;_nll C:Ll~.n re.~~l )_].tt iJ- 1'.CJ :'-~.Cltnt ~. 1.7 "CU ]-t 1C^ s=nc '6r 1=he CCn Vc rSlCn O-.° t}7 ~'_:u C?. ~.~:OU r. c._n ,nrlGe c. Y" n_~.'-,,On (r~i:~c C;Cc.C}lllC{ht] tC fruCtl Onc^,1 eS~:.dt- O{7n~`r= ^~.1?'% <nr ~crro-',ir Lrizaaion of the T~cr':~;c ray' for a cen<-ii.icnal use t,~Y~:~~.'-. -Or i. YC. ^,t 10II?1. P5. `.: B;tC' CY.'rPrc_Pi_i). T'1^~=°_ ..~tU rP. ~'C __ referrD. a. CCI.PB;a :'. ~c tho P1 ^nnina Office no lz.ter t -e-n June 5, 1484 i crc,er for =;~-_:, - _ O it ' c~rice ~o huv^ ,r3ocrutte !:i=ae ~o rrc e - n -~r=<_. , ~_. :, - ~ ~. l.?SC t c. ?">p.hl i C '.1`.'t.r lilQ ~.-- Ore Lh n'~P i." On v :C ~_ 3 n'_:.._ . `.'i?~ I1 ~; 'OL'.. i ~~~ / ~ V ~ ~~~ :::: RUTH H. BROWN "~ 1201 Williams Street, Denver, Colorado 80218 May 23, 1984 Mr. Perry Harvey, Chairman Planning & Zoning Commission 130 So. Galena St. Aspen, Colo. 81611 Dear Mr. Harvey, I will be unable to attend the hearing scheduled for June 19th on converting the Coachlight Lodge from a straight condominium to time sharing and wish to take this opportunity to voice my objections to such a change. I have had the opportunity to ob- serve time sharing condominiums in Hawaii and in Washington State, and in my opinion such an ar- rangement causes a deterioration in neighborhood values as well as contributing to greater than normal depreciation of the time sharing property due to heavier than normal usage and the lack of an owner's interest in maintaining the property in which he has only a fractional interest. As the owner of the property im- mediately adjacent to the Coachlight, I would urge the Planning & Zoning Commission to deny the ap- plication. Yours very truly, ~V{ ~.~1Mw~` Ruth .Brown RHB/d * * APPLICATION FOR CITY OF ASPEN TIMESHARE PRO.IECT LICENSE, AS REQUIRED BY * SECTION 20-24 OF THE MUNICIPAL CODE OF THE CITY OF ASi'EN * * *********************************************************************** * *************************************************************************** 1. NAME OF TIMESHARE PROJECT: Shadow Mountain Lodae At Aspen 2. MAILING ADDRESS: 3. LOCATION ADDRESS: 232 W. Hyman Avenue, Aspen, CO 81611 232 W.'Hyman Avenue, Aspen, CO 81611 4. BUSINESS TELEPHONE NUMBER(S) 925 8207 5. MANAGER OF TIMESHARE PROJECT: Name(s) Phone Number(s) Shadow Mountain 925-8207 Realty, Inc. 6. PRINCIPAL(S) OF TIMESHARE PROJECT: Name(s) Phone Number(s) Raymond A. Harn 815-235-7171 Address(es) 232 W. Hyman Ave. Aspen, CO 81611 Address(es) 1840 S. Walnut St. Freeport, ILL 61032 7. NUMBER AND TYPE OF UNITS IN TIMESHARE PROJECT: Number of Units Type (studios one-bedroom, etc.) 11 Studios 1 3 bedroom 2 employee units TOTAL 14 8. COMPUTATION OF TIMESHARE PROJECT LICENSE FEE SUBMITTED WITH THIS APPLICATION: First Year of License Issuance $13.70 x no. of days remaining in calendar year Total 1st Year License Fee $13.70 x $ Subsequent Year(s) License Fee = $5,000.00 9. ALSO SUBMITTED WITH THIS APPLICATION IS THE SUM OF $20,000 CASH OR $20,000 IRREVOCABLE LETTER OF CREDIT IN THE FAVOR OF THE CITY OF ASPEN FOR THE PURPOSES OF SECURING THE TIMESHARE PROJECT'S RESPONSIBILITY FOR THE CITY'S POTENTIAL LEGAL FEES AND EXPERT WITNESS FEES IN THE EVENT OF THE TIMESHARE PROJECT'S DEVIATION ROM THE APPROVED MARKETING PLAN AND SALE TECHNIQUES. * "Shadow Mountain, ities, Inc. *to be supplied after approval - l ~~ President r 10. APPLICATION PREPARED AND SUBMITTED B•Y -` '~' - ~ ' ature title dat *************************** ,t******************,t************ ********************** APPROVAL BY CITY OF ASPEN CITY COUNCIL: I, Kathryn S. Koch, duly appointed' and acting City Clerk hereby ceftify that the foregoing application for a City of Aspen Timeshare Project License was approved by the City Council of the City of Aspen, Colorado, at a meeting held on day of 198_. -Kathryn S. Koch, City Clerk tas tao i` Atano ca T0: City Attorney City Engineecing Department Building Department Finance Department FP.O:: Colette Penne, Planning Office P.E: Shadow '.?ountain Ec,.uities Timeshare DATE: tray 1, 1"84 Attached for your review and comment is information frith respect to the Shado~•: tiountain E;uities Timeshare application. The moratorium on the processing of timeshare applications has been lifted and this case has been scheduled to go before the Aspen Planning and Zoning Commission on June 5, 1954. G•?e realize that some of you may have commented on this application when it was referred out previously, but we would appreciate your re-reviewing the materials and commenting on the application once again under the ne~•r requirements. F.egardless whether you have commented once before or not, we would appreciate receiving your referral comments with respect to this at>piic=lion nc '.aler than ^tay ?5, 1984 in order for this office to have adecuste tim.eto prepare for its presentation before PAZ. Thank you. } ~ ., ~. ~. HADOW MOUNTAIN REALTY:; May 1, 1984 Alan Richman Aspen/Pitkin Planning Office 130 South Galena Street Aspen, CO 81611 Mr. Richman, In response to your J.etter dated April 30, 1984, enclosed, requesting a letter "describing how you propose to meet the timesharing requirements imposed by the City Council (i.e. new fees, handicap access, etc.).", the following is submitted. There was some confusion. on my part, about the handi cap access require- ment until I spoke with Mr. Blomquist, councilman, about it. The council, by motion of Al Blomquist, changed the ordinance to read "provide handi cap access to 10 percent or the rooms and common areas." It is my belief the council meant common ammenities not common areas, as you have stated is your belief. To that end, our ammenitiPS at the Shadow Mountain Lodge are the Jaccuzzi/swimming pool. and parking area. Nandi cap access is provided to these areas now. If the council wants handi cap access to common areas, this would mean mechanical rooms and equipment, walls, storage areas etc. (common elements see Colorado Real Estate Commission definition inclosed) At. any rate, Shadow Mountain Lodge will do what ever is neccessary to comply with the ordinance's handi cap provision. In regard to the "$5,000.00 per year license fee" it will be paid as re- quired in the city ordinance 55. All other requirements of the Timesharing Ordinances will be met as spelled out in the application presented to +,he Planning Office 8 months ago. Thank you very much for expediting the application process. If you need additional information or comments please call me at once. I will cooperate in any way that I can. Sincerely, C~e~~ William H. Venner, President 232 WEST HYMAN AVENUE • ASPEN, COLORADO 81611 • 303/925-8207 Aspen/Pit 130 s aspe Mr. William H. Venner Shadow Mountain Reatly, Inc. 232 West Hyman Aspen, CO 81611 Dear Mr. Venner: ing Office treet 81611 April 30, 1984 After having talked to you this morning, I would like to first apologize to you for the great deal of confusion which has surrounded the processing of your timeshare application. I realize that being caught up in the moratorium has been a frustrating and time consuming experience for you. However, I think that the City had some important issues it needed to address and the completion of the legislative review has resulted in a better ordinance for the community. Now that the moratorium has been lifted, it is time to move forward with the consid- eration of your application. I originally thought that we might be able to place this item on the next P&Z agenda on May 8, but now realize that there are several things which must be done before your proposal will be ready for public review. The items which must be accomplished are as follows: 1. You need to write us a letter describing how you propose to meet the timesharing requirements imposed by City Council (i. e. new fees, handicap access, etc.) 2. We need to contact our referral agencies (City Attorney, Engineer, Finance, Building, etc.) to obtain their comments on your proposal, as it has been supplemented. 3. We need to set a public hearing before the P&Z, since timesharing is a conditional use in the L-3 zone. I would suggest that you familiarize yourself with the new timeshare regulations and formulate a response to these new requirements as soon as possible. Should you submit all the material we require by mid-week (i.e., May 1 or 2) we could begin the review process and place you on the P&Z agenda for June 5. If your submittal is not in this office prior to the end of this week, the first agenda which will be available to you will be June 19. Please let me know if I can provide you with any additional information. Sincerely, Alan Richman Assistant Planning Director cc: Andy Hecht V. SUBDIVISIONS 19 TITLE 38, ARTICLE 33, C.RS. CONDOMINIUM OWNERSHIP ACT 38-33.101. Short title. This article shall be known and may be cited as the "Condominium Ownership Act." 38.33-102. Condominium ownership recognized. Condominium ownership of real property is recognized in this state. Whether created before or aRer Apri130, 1963, such ownership shall be deemed to consist of a separate estate in an individual air space unit of amulti-unit property together with an undivided interest in common elements. The separate estate of any con- dominiumowner of anindividual air space unit and his com- monownership ofsuch common elements as are appurtenant to his individual air space unit by the terms of the recorded declaration are inseparable for any period of condominium ownership that is prescribed by the recorded declaration. Condominium ownership may exist on land owned in fee simple or held under an estate for years. 38.33-103. Definitions. As usedinthisarticle,unlessthecontextother- wise requires: (1) "Condominiumunit"means an individuaurtenant to such un terwith the interest in the common elements app (2) "Declaration" is an instrument recorded pursuant to section 38-33- 105 and which defines the character, duration, rights, obligations, and limitations of condominium ownership. (3) Unless otherwise provided in the declaration or by written consent of the condominium owners,';~pi.oarnmon e1~aNd' means; The land or the interesttherein onwhich abuildingorbuildings are located; the foundation, columns, girders, beams, supports, main walls, roofs, halls, corridors, lobbies, stairs, stairways, fire escapes, entrances, and exits of such buildingor buildings; the basement, yards, gardens, park- ing areas, and storage spaces; the premises ~nstallatonnof central todians or persons in charge of the property; services such as power, light, gas, hot and cold water, heating, re- frigeration, central air conditioning, and incinerating; the elevators, tanks, pumps, motors, fans, compressors, ducts and in general all apparatus and installations existing for common use; such community and commercial facilities as may be provided for in the declaration; and all other parts of the property necessary or convenient to its exis- tence, maintenance, and safety, or normally in common use. (4) "Individual air space unit" consists of any enclosed room or rooms occupying all or part of a floor or floors in a building of one or more floors to be used for residential, professional, commercial, or indus- trial purposes which has access to a public street. > ^, /~ y ~ y ~ W ~- ~.,~H em+m ~ E00 `~y O•.°.. Q:m 7 /~1 0 y.. ~ a• Fnm m.~m0p w•w .. .Jm ~+: n O~ O~ y~ O~ N~ ~ l0 O~ ~~ 7 m (D y W b ~o~g o~~c~r~ ~o~~'g~E° ~ v' °< e,~~, ,.,E ».8,~ ~~, °;aS.c ~w":~ ~ Q A~wyl7~tr;<~r~i~•aOmg~CW.~~v,~„°°o~~, /~'~ /~ {n N .+'FA n w O m e. m ~ .* .f E _ ~ O S' ~~v p. 1.i.. f.i r ~ ~~~!!'7v ~. N~ ~ ~p+ •0~•.~ 7'd m p ~e pp~pp b' .CC* i'__• b+ ~ Y O c' G U' :' 0°4 ~, S N r wGC W 0 C '.'1 C~ .+ m /11 =' ~ --t ~•O C~i ~,~P~ p ~ ~ ym o p'' w ~ ~ w 9 O O Cu 0004 O o N C W~ < ~~~ g ~. y /`}/\ N V. tn~n~nO.A ~fp~mt~0 ryw•eNr~O+ o•°°~o " \~/ ~F ° R~O ~ yp1~y0+~p,N T ~'O M r~wr tON .~.. .^.1 ~ aw „ ~ Ta~ W A w O ~N wM ov~e$.S wmN~mS °,°'w~w7 ~. 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C"~, ~p ''~ ~. ~`a'° 03.E m ~ ~•o 004mw ~.°wS mm~ .~6 a~°.`t.O G.m ~'Onm~m •o m O° A A• ~• m O tD O m O ~t .~ 5'm o 3 Ha`wt p,9 °m a ~~. ~ ~.y~, m ••00~'d O~ o Oa0 '~tiywCT'0 u •~ G.°p7~'ctm O•~ ~.0 ~~ 0C ~o-n'~0'w gi ~~n 0'004 ~ ~ "^'0 r, ~~;;~m ~•ti o_~ a: (^O `~ a No o` ~Cy p ~ `° w 7so'fC ~~R'E m $ m.~ cn ~~o• ~:w m °',~ ~4yL~. ~ ° ~ ~~ ~~ mamy ya+ o w ~Ey. ~.S~.w7 0 ~~•2 ~ e ^ ~ p,~~7 p S Wry ~ ~ ~ F. a W ~ M Y1 S~ N 7 ~i ~ 5' o ~ .+ . 0 FD 0 b?y p ^ i m D i O W i V _. N 4f 10 A a N 'O N 7 A O O a f~ O n A N N N N ~. O 7 H Aspen/Pit 130 s aspen Mr. William H. Venner Shadow Mountain Reatly, Inc. 232 West Hyman Aspen, CO 81611 Dear Mr. Venner: ,> ~:; G ~'!(, . Planning Office galena street ~lorado 81611 April 30, 1984 After having talked to you this morning, I would like to first apologize to you for the great deal of confusion which has surrounded the processing of your timeshare application. I realize that being caught up in the moratorium has been a frustrating and time consuming experience for you. However, I think that the City had some important issues it needed to address and the completion of the legislative review has resulted in a better ordinance for the community. Now that the moratorium has been lifted, it is time to move forward with the consid- eration of your application. I originally thought that we might be able to place this item on the next P&Z agenda on May 8, but now realize that there are several things which must be done before your proposal will be ready for public review. The items which must be accomplished are as follows: 1. You need to write us a letter describing how you propose to meet the timesharing requirements imposed by City Council (i. e. new fees, handicap access, etc.) 2. We need to contact our referral agencies (City Attorney, Engineer, Finance, Building, etc.) to obtain their comments on your proposal, as it has been supplemented. 3. We need to set a public hearing before the P&Z, since timesharing is a conditional use in the L-3 zone. I would suggest that you familiarize yourself with the new timeshare regulations and formulate a response to these new requirements as soon as possible. Should you submit all the material we require by mid-week (i.e., May 1 or 2) we could begin the review process and place you on the P6Z agenda for June 5. If your submittal is not in this office prior to the end of this week, the first agenda which will be available to you will be June 19. Please let me know if I can provide you with any additional information. Sincerely, Alan Richman Assistant Planning Director cc: Andy Hecht U] ,s ~ w o r. E p. x ~, ~' < w Y. ~ m a << I~-+ o' m O ¢. m ~ n m ~ m ~N w ~< °o ~' m ~ ~ w O '~ H o w O ¢. G ~ Y. N P• p 7 p. ~ m w ~ 4 pi o N. 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S` ~/ ,:::. • T.. : i . . ~ ~ r~ ~ r } r ', . ~~ 1t l .r r • a~ ~ ~ S ~ e- DO':~ 'G0770~~N00 S :°:I 4 ' K ~ .I V• <' ~ n u° ~ +~ i _ r . : ~ ~~2y ' ~ 9 ~ ~ 7y 1 ~ v 2 _ :v ~ .-~:•. _ y• . 3 ,t - :._~ ' - k ... ~ 1, . , - ~: -- iso~ : ~: - r. ._ mi ) } -t~`' t '7 • ~ ~ ict_G . l ..v - .s ^~',` ~ i ~i '_(: 'ci` - ' >-:2i~ !fir. _ . -.~c._ .....- - ~1 ~.A ~::~~ a•. _ ~.4 ----- Choose One Prime Ski Choose Any Une Choose Any Ore Summer/Fringe Ski Sprin /Fall 51 48 16 52 Christmas 99 December t0 May 1 January 50 * 21 ~ 3 19 * 22 4 15 23 5 26 June 29 6 27 July 25 7 February 28 29 37 8 30 38 39 9 10 March 31 32 40 11 91 Cctober 12 33 42 13 34 93 35 94 36 September 45 46 November 47 * Exception: Purchasers of weeks 13 or 51 have first choice regarding 19 and 50 respectively. 1984 USE WEEK CALENDAR Week No. Date 1 2 3 9 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Week No. Date December 31 27 June 3U January 7 28 July 7 January 14 29 July 14 Jar:uary 21 30 July 21 January 28 31 July 28 February 4 32 August 4 February 11 3s August 11 February 18 34 August 18 February 25 35 August 25 March 3 36 September 1 March 10 37 September 8 March 17 38 September 15 March 29 39 Septeir~ber 22 March 31 40 September 29 April 7 41 October 6 April 14 92 October 13 April 21 43 October 20 April 28 44 October.27 May 5 45 November 3 May 12 96 November 10 May 19 47 November 17 May 26 98 November 24 June 2 49 December 1 June 9 50 December 8 June 16 51 December 15 June 23 52 December 22 u~ ;~ o N. ~ a w " c m rH r• N. ~g ~ W N. r m m a a w m ~ n m ti~ to ~ w o0 m m p H m p K H O p, ~ ~ ao N c ~ m m r~ m ~• QD H ~ m G 'b0 F..i ~• N CF 0 FJ ryz~ W b fD H m H c+ E m r m m Ch O mi< '< m cn c cna,E"" cn xr m ymnti7H~ ~.-~na a ~ ~+ w o~ w ayE ra c m c m c o r p -~ H w~ u, N ~f H c+ N r• cr w cr rr•~ H ~+~+~ w av b m t~ t~ o y~~ ~+ N H cr m N~ N m m ~c' y '< ~ b a o C ^f H < 7 w w't cr r• r• m o < o < o w ~ r• p o r• r• ] ~ .oo o m ~ m w< • <+ m w ~+ w o p o 0 0 ~:v cn p Hyo °° a ~ym N r -, . ~ mc~w m w cr y cn r w t ~-, ~ s T a o a• ~• m y ~- N ta"' H O• N N r w [•7 ' 7 w ~ N~ N N p W N p y 3 m ~" ~ < O< m r• H k G r• O • • W C w o ~~ r• H ch m / "' N \ r• O K N (D O O cF ~f ` ~ W y c+ K c+ c+ ;Y r• H (D b fD J c+ < w r• R• N (D O R• "'1 v+ m o m mHr•~+ ~ wow wmw <.r r !~ m w m •+o c < w c m ~ O p ~-. tyw r• r• x N < H H ~' ~ w cn o o c r• <+co o~ ro ] fC O N G N O H fn fD ~• 7• C'7 m m w c w m b m ~+ ro ~+ ~+ z y x r• b ~ ~ N c c~ w ~ =-- maN ~ m• bbn o [h r• W y NNN - ~ o m m r. m F' y fF O w G ~ W q N ~ ~ m {q W _ p IN O V~ O O Vt O i~ D\ --` O A A W A W t~ ~O v A ~O 9 C O O O O O O O O O O O OJ O 0o OD Vt O J N D` N ~] A . 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C:..fy;?t rt ~:ti~ ..~..~•~-ti.an?C ...~.. ~~. ~r> ~{i•f.:•. .. ~,.: .'1-1.1.-5 •S'1'I 1.'1 w~ f~. t' (- ;/~" ~ i .k. /!k 1. ~:;}~ .I~.i~.t f 1 ._` • 1. 1 ~. __r - '. ... - t :,-f'.l t... fi :n`o+.f'w~i'°^w'+ .r v.rucraw...+.rfbnt s ~~s.~ .n w ~ f } f ,~ -.. ..~ . w aaw. -~ ~ - ~: ~ ~ 3`J ~ )r ~ ~ 1 ~ ~. R f 2s lF Kt y f •' ~ ~.~ f l / 1 • M l ' iy v ~ f. 1 .~ F f ~~ - >. (. ~~~ ;y 1 i .~ 4~:3} :~: ~ .:N w - f , ~ _ 2( 6 ~ R, ~ _ _ ' 23 ~r~ s A,3S'1 E .. Y, . , - :-. ~ ~ t ~ .OOY V. ff~~ '' 11 11`` t f l~ t` f L ~ > r t ,r J. ~ L t e / ;f ~ 1 ,. .~ ~ ~;-. ~ f rl 'C OTTQ'aN00 S ~ . f ;~~) ~ `5~ -; _ ~ IZ~r Y. ~ •h /~. !~ .. y_ -, •~' ~ > ' ~ ~: I t~ ` ~ j• 9 IZ ~• 4 = ~•_ ~7y2 _!: > t 1 {t:~, .. 'l r r _ • • ~• ~ ~ . , 1 rp' p 3 ( ~. ~ 7 Nt~ -~ ~ I I ' .~ k -f= ,,.,, ~ G ~ ~ if t ~ ~ i ~ > \ f ~: / O~ - r '. ~ \~ f {. Sl i ~, ::~ -e; •i L'. ~:.:- :rp; ::' :-l~ S' ~.i ~% :w~?: i'e •.C~ ii--' ...it.rf~> a T'.;.~~! ~-f'>'..:i ~ ~:: ~f A ~~11wy1•~`r ~1T f ({J ,~.: 1 ~>~ ~ 1~~; lti fti` C.r> /IS I) f~kk ~fiir ifk. 1'1~ 6.!kf ~' i r' ~ l ~ \\ ~} ~\~` wx\~•~11 kYk A,. ~~l Sn ~1~> c ~~'v rte) ~~~~~ r• '.:/' ~{':". 4. il' Vk~ t ~,ff J >.k ,. 4 ~~/~ f l•~f r'• • A.'' ~^ ••S i ~ 1 1 - R 1 >'j f ~ S ~'::1.: ~ '.:; tt ;~~}~ '.k..>. 1. ..~ ~ ~~'..i •._... .k.L.'i.k/~ k A. ~:'.`1-, USE COMPARISON between RENTAL LODGES and FRACTIONAL ESTATE OWNERSHIP A typical rental unit at a comparable lodge turned over 46 times from October 1,1981 through September 31, 1982, The lodge used in this compar- ison is similar to the Shadow Mountain Lodge (formerly the Coachlight) in room size, rates and location. This lodge was used for comparison because Carol Ann Jacobsen Rentals just began as the rental agent July 1, 1983. A typical unit under the plan of 1/15 Fractional Estate Ownership will have a maximum of 41 turnovers per year. Each 1/15 Fractional Owner is deeded 3 use weeks per year. Several of these use periods include 2 consecutive weeks, Out o£ the 52 weeks of the year, 7 weeks are left unsold. Assuming that all 15 Fractional Owners in fact use their weeks or send a friend to use them, the maximum number of turnovers throughout the year would be 41. It is also important to understand the inherent difference between a renter and an owner. The pride of ownership is a key ingredient to the favorable impact associated with Fractional Estate condominium ownership. Week Selection Chart Fractional estate owners have three occupancy weeks each year. This enables everyone to be equal owners. The choices of weeks are made on a first come, first served basis at the time of purchase. Each owner creates his own package by using one week from each season: Prime Ski, Summer/Fringe Ski and Spring/Fall. Choose One Prime Ski 51 52 (Christma 1 January 2 3 4 5 February 6 7 8 9 March 10 11 12 13 Choose Any One Summer/Fringe Ski 48 s) 49 December 50* 14* 15 26 June 27 July 28 29 30 31 August 32 33 34 35 36 Septemb Choose Any One Spring/Fall 16 20 May 21 22 23 June 24 25 37 September 38 39 40 41 October 42 43 44 er 45 November 46 47 * Exception: Purchasers of weeks 13 or 51 have first choice regarding 14 and 50 respectively. USE WEEK CALENDAR on the following page shows s[arting dazes of weeks. The weeks that are not chosen arc deeded [o all 15 owners collectively, and maybe used by any owner on a first come, first served basis by contacting the management company. «There is a big difference between someone who rents and someone who owns a condo- minium. We, like everyone else at Timber Run, have that special pride that only comes with ownership." Don Mueller, Fractional Oumer West Bend, Wisconsin ~ , FUr.L•IC P'.OTICE P.E: Shado:a fountain Equities Timeshare P'OTICE I~ HER.EfiY GIVEI' that a public hearing twill be held on June 19, 19"4, ea a meetine to begin at 5:00 F.I^_, before the T.spen Pla!lnine ar.d ?oning Cor..rui.ssior+., in Council Chambers, 130 S. Galena, Aspen, Colorado, to consic:er an dp_r-lication made by Shadow Flountain EC~L11t 1eSr T_1?C. ::O COn Vert the ~ha doL~r E?ountaln LOdge at Asperi (f/l:/a Coachlight Ledge ar.d Condominiums) to fractional estate ovrnershi*~ a P. C: CG,1fY0:?].:i1llT?1'Lc.tl0n Cf tt':G~ LeCUC~e, anCi t0 C0:15iC~Er th2 dTi~17.CcRtru rC.^; L'2S'1 Or d COlldltl Onal UCC ??e r-~lt fOr Tract lOnal eStiite ownershlP (time~harel. ?'or further infortt:ation contact the Pldr:?line Office, 130 S. Ge.lend, Aspen, Colcrado ElEl.l (303) 92.5-2020, ext. 27.3. Chairr..an Aspen ^rle,nninR and ZeninR C:Or]^:15 u 1 O fl _ Published ir. the Aspen Times on tidy 17, 1984. Cite of Aspen Account. CITY/GfS1JNFY rLANNINB OFF1 ETV~,y i 30 S. GILLENA ~ •.. ASPEN, COLORADO 81611 ~ FMDEp ~ ~~CAle4eq uy ~~ wa _~' e~~ ~ Balus_ e T Awa V ~ ` ~ etc T` CL~i tth a ~l;rr ' o ,lc r ,, n nl ., crL i`.~erc~ :, CL gt~~^n :-~~~ ', ~ _ , r~: ' ,4ry I~'Ei:Yl;h?f1 "fit t13:M111:fE~ tlt~f I.)i::L.:1.t;l=;h:Fif:a._1= HF; F~[il:iliE_6(:U t.j~J FiL::1...1:c 1C1 F'!]h; 4{4a L: L.i '~ `~ .130. Ate. Marv/GduNFY ~Lr ~M-,..RSCa O>rF1r~. ~a9PE,~d, COLORADO 41611 ,.o~< ~Y ~M~ws oFF1c>< 1~. ~11.tISPA ~t~y4lerlr,. e~'~. F~VgpEO TO segneq `s NO MAIL RECEP i t~CR E f iV 9 ~~ ~o ry`~o F~Frh,.,. E~~E". ,$ i. ~,~~ ~~ 9 ~~ ~~ ~: ~y ) I ~ `~f. ~rii '1 .c+ 1A % E.s2s ?'°;_ _ `1F~ '-'hnn<, : ~__ i ~tr~r.-. CIc@r Jiire A , r], T''C'd _..,,;?:moo`? az,~_ ~~ OWNERSHIP AND ENCUMBRANCE P.".PORT 10460 TI Made For: Garfield & Hecht STEW ART TITLE OF ASPEN, INC. HEREBY CERTIFIES from a search of the books in this office that the owner of Lots K, L, M and N, Block 53 City and Townsite of Aspen Situated in the County of Pitkin, State of Colorado, appears to be vested in the name of Shadow Mountain Equities, Inc. and that the above described property appears to be subject to the following: None EXCEPT all easements, right-of-ways, restrictions and reservations of record. EXCEPT any and all unpaid taxes and assessments. This report does not reflect any of the following matters: $50.00 1) Bankruptcies which, from date of adjudication of the most recent bankruptcies, antedate the report by more than fourteen (14) years. 2) Suits and judgments which, from date of entry, antedate the report by more than seven (7) years a until the governing statute of limitations has expired, whichever is the longer period. 3) Unpaid tax liens which, from date of payment, antedate the report by more than seven (7) years. Although we believe the facts stated are true, this Certificate is not to be construed as an abstract of title, nor an opinion of title, nor a guaranty of title, and it is understood and agreed that Stewart Title of Aspen, Inc., neither assumes, nor will be charged with any financial obligation or liability whatever on any state- u,.ent contained herein. Dated at Aspen, Colorado, this 8th day of September A.D. 1983 at 8:00 A.Pt. STEWART TITLE OF ASPEN INC. BY Authorized Signature ~. r MEMORANDUM T0: Colette Penne, Planning Office FROM: Jim Wilson, Chief Building Official DATE: October 12, 1983 RE: Shadow Mountain Equities Timeshare -, On October 3, 1983, I inspected the premises of the Shadow Mountain Lodge at 232 W. Hyman St., and reviewed our file on the Coachlight Plaza Building, as the Lodge was previously known. As required by Sec. 20-24 (g) of the Aspen Municipal Code, the building must comply with current fire and building codes. My inspection/investigation revealed the following deficiencies: 1. Our files contain a temporary certificate of occupancy that expired May 1, 1982, and no indication that another certificate was ever issued. I would like the present owners to produce a valid Certificate of Occupancy prior to any approvals. 2. The "storage" lofts are attractively finished and alluring as sleeping areas, although they do not qualify as habitable space. Previous owners had, in fact, used the lofts for sleeping despite Building Department restrictions. Use of the area for sleeping is extremely dangerous because there can be no rapid escape via window or stairway. In addition, conditions such as overstuffed chairs too close to woodstoves and inoperative smoke detectors in most of the units I inspected compound the danger. I recommend that use of the lofts be physically prohibited. 3. The condition of the employee units in the basement are equally unsafe. The existing exiting system violates building code by requiring one necessary exit path to pass through a storage area. In addition, the required emergency egress opens into a sunken (8'-9') patio area with no further means of escape. One of the occupants had disconnected her smoke alarm. 4. The boiler/laundry room is situated directly across from the employee units in the basement. Building code requires the room to have a fire door with closer. The existing door is not fire rated, has had the closer removed and had a sign on it requesting that it be left open when the clothes dryer is operating. I believe the request is made because of the lack of adequate outside combustion air to the room, another code violation. 5. If there were any portable fire extinguishers in the building, they were not readily visible as required by fire code. As a result of my inspection, I cannot, with clear conscience, certify that there is no present danger to the safety of occupants of the Shadow Mountain Lodge. JW/ar cc: Shadow Mountain Realty Gary Esary, Asst. City Attorney ,r`P_, ..,, i Fg'p~C~N NG ~~ lCE ,,:a:, Resort Condominiums International International Headquarters: 9333 North hlzridian Street P.O. F3ox 80229 Indianapolis, Indiana 46280-0229 317-836-4724 Telex: 276118 RCIIND September 14, 1983 Mr. William Venner Shadow Mountain Lodge 232- West Hyman Avenue Aspen, CO 81611 Offices in: London btexico City Monte Carlo Nagoya -~`" Sydney Tlir world's oldest and (a~ec( .vi union et'rhnnee nrnrork. Re: Shadow Mountain Lodge Dear Mr. Venner: Please accept this letter as an indication of our interest in affiliating your new vacation project "Shadow Mountain Lodge" in Aspen, Colorado. I feel Shadow Mountain Lodge would be a welcome addition to Resort Condominiums International's family of quality resorts worldwide. Resort Condominiums International (RCI) has had a good business relationship with you and your associates while at Timber Run Realty. We feel with your experience in the marketing of fractional ownership estates and the professional reputation you have built should increase the marketability and credibility of "Shadow Mountain Lodge". Affiliation of "Shadow Mountain Lodge" with RCI, of course, is subject to your submission of all documentation and fees and approval by the RCI Executive Committee. If I can be of any assis George] M. Donahoe Market'ng Director GMD:sn in this process please contact me. Memb<r- American Society of Travel Agenb ~~ American Ho[el & Motel Association _ 1'~ © National Timesharing Council of A.L.D.A. .-, CASELOAD SUMMARY SHEET City of Aspen No. y9- P ~ nn Staff • ~'o- ~:.uu_ PROJECT NAME: (Q,fl~ozy ~etirr~~~~ ~c. ~ ~ ~.rx~a iCat~- ~. f~J: APPLICANT: ~~IL, r„~ , '?~i"~ ~~•-~ - ~~e.~-~ Phone: 2~~ /93~ REPRESENTATIVE: [-u~li a~9r Phone: TYPE OF APPLICATION: (Fee) ' I. GMP/SUBDIVISION/PUD (4 step) 1. Conceptual Submission ($1,840) 2. Preliminary Plat ($1,120) 3. Final Plat ($ 560) II. SUBDIVISION/PUD (4 step) 1. Conceptual Submission ($1,290) 2. Preliminary Plat. ($ 830) 3. Final Plat ($ 560) • III.EXCEPTION/EXEMPTION/REZONING (2 step) ($1,010) IV. SPECIAL REVIEW (1 step) ($ 465) ~~ 1. Special Review 2. Use Determination ~~ 3. Conditional Use REFERRALS: Date Referred: d~~/~~ Attorney Sanitation District School District Engineering Dept. Mountain Bell Rocky Mtn. Nat.Gas Housing Parks State Hgwy. Dept. Water Holy Cross Electric Fire C~hlief City Electric. ,~ Fire Marshall/Building Dept. _~OtherV FINAL ROUTING: Date Routed: 7~/U~By~ N/ L' ~~ Attorney ~ Engineering x Building Other vi~Ll~ /~/iU 9~s/,3 ~ ~ -i f1- P O /S ~3 `-' ~_ __.__ • ,w, ,, :. .~ Ii i i CITY COUNCIL REVIEW: ~TI 7`tf~"f I.~O~~ ~Ll,~.~~XC:~I-,~- Ordinance No. +s CITY P&Z REVIEW: ~/ i .CITY COUNCIL REVIEW: i ~' Ordinance No. r J Page 6 you require further detail on the findings of P&Z with respect to. conditional use, this can be provided verbally at your meeting. The Engineering Department's .points concerning the inadequate curb and use of gravel between the curb and sidewalk areas could be rectified if an improvement district is formed in the future. For the present, and because of the impacts of cars parking on this area when using the Ice Garden, we feel the status quo can remain until such time as curb and gutter improvements are. made. The parking requirement in the L-3 zone is one (1) space per bedroom. Fourteen (14) spaces. are provided for the fourteen (14) lodge rooms. During the two prior reviews when the employee units were considered, no mention was made of parking spaces. The Planning Office and the P&Z feel that the fourteen (14) spaces provided are adequate and a,parking exemption should be granted for the employee units. PLANNING OFFICE AND PLANNING OFFICB RECOMSENDATIONq The' Planning and Zoning Commission and the Planning Office recommend approval for subdivision exception for the purpose of timesharing the Shadow Mountain Lodge at Aspen and for a parking exemption for the' two (2) employee units, subject to the conditions enumerated below. We feel that the applicant has substantially complied with the timeshare regulations and we are therefore submitting a detailed list of conditions that do not indicate deficiencies, but. rather, provide a useable record to ensure that the project is carried out- as it has been sub- mitted. With this in mind, we recommend approval for the timeshare application subject to the following conditions: 1. The applicant must agree to join any future improvement districts according to the' standard language• of the City Attorney's form. 2. The parking area must. be striped (B-1/2' x 18' spaces) to insure good utilization. There must be fourteen (14) total spaces. 3. The condominium plat must be amended in the following ways: a. The survey submitted is an "old" one dated December of 1981. A current survey must be performed to the extent of verifying that the property corners shown are still in place. If any of the monuments are missing, new ones must be set. ". b. The title of the new platting must include the term "timeshare." c. There is a concrete sidewalk on the southerly portion of Lots M and/or N which is not shown, and there is no fence at the stairs there. d. The fences in front of and the railings and railroad tie cribbing behind the building should be labeled. e. The plat must show an easement for the transformer, ten (10) feet parallel to the alley and twenty-six (26) feet back. The property owner may continue'to use the area for parking. Also on this area should be a designated trash area. The dumpster may not be placed in the alley. f. A title certificate will be needed and a mortgagee's certificate is suggested. Language for these is available from the City Engineer's office. g, The zone district (L-3) must be indicated. Page 7 4. 5. 6. 7. 8. 9. 10. ^~ The project. must include the amenities of the outside pool with Jacuzzi. jets, free standing wood burning fireplaces, kitchenettes., .and the office/lobby area. ~ 3ur~.si.~'~~i~ b a timeshare owner is limited to t ~~ Occupancy y days in'high season. No prohibited the giving of sale, or phone gifts inuser of ipubliclmalls lorwstreets dfor solicitations. The twelve (12) lodge units must each be split into fifty,- two (52) weeks, one interest for each week of the year. Seven (7) weeks must not be sold. Four (4) of these seven (7) weeks must be reserved for the maintenance of the project, with no rentals or other uses allowed. Two (2) of the' four (4) weeks reserved will be in November and two (2) must be sold as proposed inhthree (3)lweek tim share packagesks No right-to-use timeshare leashold will be allowed. All sales must be on a fee ownership basis. Shadow Mountain Realty, Inc. will be the marketing entity with Bill Venner and Boone Schweitzer as contact persona. The marketing program outlined in the application must be followed. Proof that the reserve accounts. have been established as bepartmentUOn or beforen the establishmentoof Athe naccountse Any changes which decrease the .contributions to the account must be approved by the City Council. 11. Deposits or down payments made in conjunction with the purchase of a timeshare un at neutral third partya(proposed account until the closing by by applicant to be a local title company). 12. No Certificate of Occupancy will be issued for timesharing fifteens(15) timeshare packageslare s ld forfthat(unit f the 13. A Board of Managers must be established as proposed. When closings occur on the unit, both the declarant and the new timeshare owners must begin to pay their quarterly assessment fees. 14. The Interior Reserve Fund and the Exterior Reserve Fund must be held in escrow for interior and exterior repairs and maintenance. After a five (5) year period at the assessment to actual expenses and projectionsmwith City Counc it approvaing 15. ~ncs udio unitsl andreight (8) occupantscinpthesthree bedroom unit. 16. and commonoamenities in them lodgetandnthis mustnalways remain in the documentation of the project. 17. The Board of Managers must designate a managing agent, and that agent must be a local agent. 18. One deed must be conveyed for each three week package so that weeks are never sold individually. 19. The project is subject to Section 20-24 and the State Timeshare Page 8 . Laws which is specified in the application. 20 The financing must be expressly subject to all restrictions . placed on the project and all documentation required by Section 20-24 shall be presented to perspective purchasers. 21. The plan manager or the managing agent must show evidence to the City of a Colorado State Sales Tax License. Occupancy of a unit by anyone other than the owner is subject .to tel h f a o sales tax the same as if the occupancy were o ill or lodge unit. A .required real estate transfer tax w apply to initial and subsequent sales of the timeshare interest and will be collected as in any other real estate transaction. 22. Any changes in the project instruments resulting from this process must be reviewed by the Planning Office and the Attorney's Office for approval to ensure that all changes or clarifications are accurately made. 23. Any updating or amending of the approved timeshare documents must be approved through the City according to the requirements of Section 20-24 of the subdivision regulations. 24. The declarant must be responsible for all assessment fees ' and expenditures related to the unsold timeshare units. The declarant may rent unsold units but the rental money must go toward any maintenance which may be necessary as a result of the unit's use as a rental. • 25. The fractional owners in common may not lease the common elements or amenities which are owned by the Association. 26. To ensure compliance with the proposed marketing program,. the applicant must post with the City suitable security in the amount of 320,000 cash or a 520,000 izrevocable letter of credit. 27. Full details of the chosen exchange program (cost, procedures, other projects involved, confirmation percentages, etc.) must be provided to prospective purchasers and owners of ' timeshare interests, as required by Section 20-24 of the Municipal Code. • 28. The applicant sign the timeshare application and all documents to be recorded or made a part of this application. 29. The requirements granted pursuant to this section shall be binding on the applicant and the applicant's successors or assigns. 30. The applicant must submit to the Finance Director the license fee required by Section 20-24 (S) of the Municipal Code,' to be paid on a pro rata basis for the remainder of 1984, as determined by the City Finance Department. Prior to obtaining the license from the Finance Director, the applicant ~• must first pay the outstanding fees owed to the Planning Office. The applicant shall annually obtain a new license from the Finance Director on or before January 1st of each subsequent year. (Note: The appropriate fee amounts will be established following final action by City Council.) 31. The loft areas cannot be used for habitation and can only be used for storage. This prohibition must be listed in the documents so that all purchasers are put on notice of this restriction. 32. Deed restrictions on the employee units and all other required documentation must be recorded with the City Attorney's approval. <, RESOLUTION OF THE ASPEN PLANNING AND ZONING COMMISSION RECOMMENDING THE APPROVAL OF THE PROSPECTOR LODGE TIMESHARE PROJECT PURSUANT TO SECTION 20-24, TIMESHARE REGULATIONS, SECTION 24-3.3, CONDITIONAL USE REVIEW AND SECTION 20-23, LODGE CONDOMINIUMIZATION Resolution No. 83 - WHEREAS, the Aspen Planning and Zoning Commission held a public hearing on August 2, 1983 at which time the Prospector Timeshare Project, located at 301 East Hyman Avenue (Lots A, B, C, D, Block 82, Aspen Original Townsite), was considered, and WHEREAS, since the project is a conditional use in the applicable CC zone district and is also considered a subdivision and condominiumization,the application had to comply with Sections 24-3.3 (conditional use review), 20-23 (lodge condominiumization), and 20-24 (timesharing) of the City Code, and WHEREAS the application does comply with all applicable requirements of the City Code. NOW, THEREFORE, BE IT RESOLVED by the Aspen Planning and Zoning Commission that it does hereby recommend that the City Council approve the proposed Prospector Timeshare Project subject to the following conditions: 1. The applicant must provide a current title commitment from a title insurance company prior to City Council review. 2. The condominium plat must be amended to include the following: a. Reference encroachment license granted by Council for the rock facade stairs on the north frontage. b. Indicate book and page of easements for the transformer in any vaults or pedestals on the property. c. Show common areas. d. Locate trash facilities. e. Add necessary approval certificates. f. Add unit amenities, including hot tubs and saunas. g. Designate employee unit #108. !°~ k, ~ -2 3. The landscape plan should be subject to the approval of the Parks Director. The plan should contain the following: a. The additional sidewalk spur on the west end of the alley. b. Irrigation of the planting areas along the west and north frontages to maintain trees in those locations. 4. The applicant must provide 16 on-site underground parking spaces. 5. The project must include amenities as proposed including a sundeck on the third floor, on- site parking, lobby, and unit amenities including a hot tub, sauna, wet bar and masonry fireplace. 6. Occupancy by a timeshare owner is limited to 30 days in the winter season. 7. No prohibited marketing practices will be allowed including the giving of gifts in a deceptive manner, use of public malls or streets for sale, and phone solicitations to visitors at other lodges. 8. The 19 renovated lodge units found in the Prospector must each be split into 52 weeks. Seven must be reserved for the maintenance of the project. Four of these seven weeks must be used exclusively for maintenance with no rentals or other uses allowed. Two of the four weeks must be in the spring while the remaining two weeks must be in the fall. The remaining 45 weeks must be sold as proposed in three week timeshare packages. Each three week package must contain a peak season ski week, a peak summer week, and an off season week in either the spring or the fall. 9. No right-to-use timeshare leasehold will be allowed. All Prospector timeshare interest sales must be on a fee ownership basis. 10. Timber Run Realty and Terry Liming as Plan Manager will be responsible for the marketing program for the Prospector. A local contact must be identified to the City of Aspen for communication purposes. The marketing program identified in the timeshare application must be adhered to. 11. Subsidies for transportation and lodging will be allowed for parties interested in visiting the Prospector Timeshare Project. The Planning Office must review this subsidy program six months after the program is initiated to ensure that it is operating in the responsible way in which it was proposed. 12. As proposed, the applicant must establish four banking accounts for operation of the budget system. Proof that these accounts have been established must be documented to the City of Aspen when such accounts are established. ,-.. -3- 13. The issuance of a Certificate of Occupancy will be sufficient to meet the requirements of Section 20-24(F)(2) of the Code. 14. Deposits or downpayments made in conjunction with the purchase of a timeshare unit must be held in an escrow account until closing or the issuance of a Certificate of Occupancy, whichever is later. The escrow agent must be a title company in Aspen, a neutral third party. 15. No closing will be allowed until at least eight of the total 15 timeshare packages are sold for any given unit. 16. When closing occurs, the declarant as well as the new timeshare owners must then begin to pay their quarterly assessment fees. For any unsold units the developer is responsible for operating costs. ~-~ 17. The Interior Reserve Fund and the Exterior Reserve Fund, both expenditures itemized in the maintenance/ assessment fees, cannot be reduced or suspended during the first five years after the first closing. All other expenditure items used in the calculation of the assessment fees can be adjusted with 75 percent of the owners and 100 percent of the mortgagees approving the adjustment. The money designated for the reserve funds must always be held in escrow to be used as needed for interior and exterior repairs and maintenance. 18. The Prospector timeshare units are limited to six occupants at any one time. 19. The actual 50 year deed restriction for the employee unit (#108) must be reviewed and approved by the Attorney's Office as soon as possible. 20. The owners are required to own the common areas and common amenities in the Prospector Lodge and this must be reflected in the appropriate documents. 21. The Board of Managers must designate a managing agent, a local agent. 22. One deed must be conveyed for each three week package so that weeks are never sold individually. 23. References must be made throughout the application and attached exhibits to indicate that the project is subject to all of the requirements in Section 20-24 as well as the State Timeshare Laws which are already specified in the application and attachments. -, ~; -4- -~ 24. The financing for the Prospector must be expressly subject to all restrictions placed on the project. 25. The applicant must meet the original three conditions of the Certificate of Occupancy issued by the Building Department. These three conditions include: a. The required handicapped access must be approved by Council. The P&Z recommends that the handicapped access requirement be waived. b. The parking requirements must be reduced with Council approval from 17 to 16 spaces or the additional space must be provided. The P&Z approved that the parking requirement be 16 spaces. c. The landscaping plans must be approved by City Council. P&Z approved the landscaping plan. 26. The plan manager or the managing agent must apply for and show evidence to the City of a Colorado State Sales Tax License since the City, County and State sales tax will be applicable to any short term rental of these units. A required real estate transfer tax will apply to initial and subsequent sales of the timeshare interest and will be collected as is done in any other real estate transaction. 27. The Prospector Disclosure Statement, the Prospector Condominium Documents entitled Fractional Estate Declaration, the Prospector Articles of Incorporation of the Fractional Owners Association, and the By-Laws of the Association as well as a sample purchase contract must all be amended to reflect the conditions of approval placed on the Prospector through the approval process. The Planning Office and the Attorney's Office must both review and approve the final documents to ensure the changes and clarifications are accurately made. 28. Any updating or amending of the approved timeshare documents must be approved through the City according to the requirements of Section 20-24 of the subdivision regulations. 29. The declarant must be responsible for all required assessment fees and expenditures related to the unsold timeshare units. The declarant may rent unsold units but the rental money must go toward any maintenance which may be necessary as a result of the unit's use as a rental. 30. The applicant must provide further information on the financing to be offered prior to Council review. 31. The applicant must clarify throughout the timeshare application references to timeshare units versus references to timeshare interests. -5- 32. 30 percent of the qualified voters (present or represented by proxy) of the Fractional Owners Association must be present to obtain a quorum. 33. The owners may not lease the common elements or amenities (excluding the employee unit) which they own as was proposed in the application. 34. To ensure compliance with the proposed marketing program, the applicant must post with the City suitable security in the amount of $20,000 cash, a $20,000 irrevocable letter of credit or a $100,000 surety bond. 35. Full details of the RCI exchange program (cost, procedures., other projects involved, confirmation percentages, etc.) must be provided to the purchasers of Prospector timeshare interests. 36. The applicant, not the applicant's attorney, should sign the timeshare application. 37. An affidavit regarding the management, services and maintenance offered when the Prospector was previously in operation should be submitted to verify that the services to be offered in the timeshare project are of equal or greater quality and quantity. 38. Further conditions may need to be placed on the Prospector timeshare approval subject to the presentation of the proposed laundry facilities. APPROVED by the Aspen Planning and Zoning Commission at their regular meeting on August 2, 1983. ASPEN PLANNING AND ZONING COMMISSION By: ~ ~,7 C ~~ci Z~(i . Perry H vey, Chairma ATTEST: Jo Ann Brooks, Deputyf ity Clerk INDEX 1. Amended Application for Approval of Fractional Fee Estate Project 2. Ownership and Encumbrance Report - Exhibit "A" 3. Improvement Survey - Exhibit "B" 4. Site Plan - Exhibit "C" 5. Architects Letter - Exhibit "D" 6. Vicinity Map - Exhibit "E" 7. Condominium Map - Exhibit "F" 8. Amended Disclosure Statement - Exhibit "G" 9. Declaration, Articles o.f Incorporation and By-Laws - Exhibit "H" 10. Affidavit - Exhibit "I" 11. Budget - Exhibit "J" AMENDED APPLICATION FOR APPROVAL OF FRACTIONAL FEE ESY'ATE PROJECT This is an amended application pursuant to Section 20-24 of the Municipal Code of the City of Aspen by Shadow Mountain Equities, Inc., a Colorado corporation (hereinafter referred to as "Applicant"). The Applicant hereby applies for approval from the City of Aspen for the conversion of Shadow Mountain Lodge at Aspen to fractional estate ownership and condominiumization of that property and improvements situated in the City of Aspen at Block 53 Lots K, L, M and N. This is also an application for a conditional use permit for fractional estate ownership. In support of this request the Applicant submits the following information, fees, plans and documentation: Section 20-24(D), PROCEDURE 1. Fees. The Applicant with this application submits the requisite fees for subdivision and conditional use. 2. Proof of Ownership. Attached as Exhibit "A" is an ownership and encumbrance report showing fee title in the property which is the subject of this application vested in the Applicant without any restrictions or. fractional estate ownership. 3. Improvement Survey. Attached as Exhibit "B" to this application is an improvement survey for the subject property. 4. Site Plan. Attached as Exhibit "C" is a site plan with sufficient detail to show parking, landscaping ar:d project amenities. The improvements were rebuilt in 1981 in confcrmity with the 1979 UBC as adopted by the City of Aspen. The Shadow Mountain Lodge at Aspen (formerly known as the Coachlight Lodge) at 232 West Hyman Avenue was built in 1981 and is complete. The Lodge contains twelve (12) free market units, eleven of which are studio units of approximately 350 square feet and one three bedroom unit of approximately 1800 square feet. There are also two employee units of approximately 300 square feet and an office/lobby area of approximately 250 square feet. .The basement is large and open with a present use for storage by the owner. After subdivision into fractional estates the basement shall be used for the same purpose by the manager of the association. The construction is of reinforced concrete with brick columns and wood paneling on the exterior. The sidewalks are concrete, lighted and there is a handicap access ramp (see Exhibit "D", architect's letter). Amenities include freestanding wood burning fireplaces and kitchenettes in the units. There is an outside pool with Jacuzzi jets. Landscaping is complete and very well maintained with sod, flowers, aspen trees and sidewalks. No further upgrading is necessary because of current improvements, but further upgrading is contemplated including a new roof. 5. Vicinity Map. Attached as Exhibit "E" is a map showing all adjacent and surrounding uses and their zoning and the names and addresses of the owners of property within 300 feet of the subject property. 6. Employee Housing. The project shall include two employee units each approximately 300 square feet designated on - 2 - the Condominium Map as Employee Units 13 and 14 attached hereto as Exhibit "F" 7. Disclosure Statement. Attached as Exhibit "G" is the Shadow Mountain Disclosure Statement. 8. Declaration/No Prohibition. This application is a concurrent applicatiorr for fractional estate ownership and conditional use approvals arrd for amendment to the existing conditional use permit. The subdivision of the property into fractional estates involves the creation of condominium units and within each condominium unit the creation of fractional estates. This review process satisfies the lodge condomirriumization review process lwhich has already been through the Planning and Zoning Commission fcr an exception from subdivision approval for condcminiumization on January 6, 1981 and January 20, 1981 respectively). The real estate ownership plan and subdivision being created is not a condominiumization. It is a fractional estate project governed by the provisions of Section 20-24 of the Municipal Code off the City of Aspen, Colorado. The Fractional Estate Declaration attached to this application as Exhibit "H" specifically provides for the fractional estate ownership as delineated in this application. There are no mortgagees yet in this project and all condominium units in the fractional estate project shall be included in the same sales and marketing program. 9. Marketing Plan for Shadow Mountain Lodge. The marketing plan for the Shadow Mountairr Lodge will be just like that of any other real estate company in Aspen. The product is a fee simple interest iu real estate called a fractional- estate. - 3 - Just as a condominium unit is a subdivision of a building, a fractional estate is a subdivision of a condominium unit. The marketing entity has chosen to sell a 1/15th fractional estate because it allows for three (3) weeks of use per year. The purchaser selects one (1) week from the three (3) seasonal categories of winter, summer/fringe ski, spring/fall. `Phis is about the same amount of time air absentee owner spends in his wholly owned condominium. It is simply an alternative to spending $200,000 for a condcminium the purchaser can only use two or three weeks each year and will be explained that simply. It is intended that the aggregate purchase price for the fractional estate will yield a return consistent c•~ith other condominium real estate sites in Aspen, after costs of sales are deducted. It is the marketing entity's belief that 1/15 fractional estate ownership will be an asset to the City of Aspen's economy because the owners will be using their units 45 weeks each year which is 840 occupancy. The plan of 1/15 fracticnal ownership will bring our owners to Aspen during each season as occupancy now is no higher than 35~. This disparity will bring more sales tar, dollars to the City under the fractional ownership since the average tourist will spend approximately $100.00 per day in the winter and $75.00 per day during the other seasons. During the peak seasons of winter and summer, the marketing will be directed toward the Aspen visitor. Local newspapers, magazines, television and radio may be used much the same as other realtors in Aspen use these media. There will be 4 no "gimmick" type give away programs, no solicitation in the °~ malls or streets, no mass random mailings, no random telephone solicitation programs or other high intensity sales techniques. The visitor will read a display advertisement and visit the property to look it over. 10. Real Estate Transfer Tax. The real estate transfer ta:c will be collected at the closirtg of any fractional estate interest. The entity that prepares the closing will allow for the real estate transfer tax on the purchaser's settlement sheet and collect it with the rest of the closing costs. The tax will be paid prior to recording of the deed. 11. Upgrading. The upgrading required by the ordinance does not apply in the case of the Shadow Mountain Lodge as the lodge has been recently rebuilt. See architect's letter attached as Exhibit "ll" hereto. 12. Budget. See attached Exhibit "~" which is incorporated herein by this reference. 13. Management/Assessment Fees. The management/ assessment fees will be collected by the property manager on a semi annual basis by standard billing procedures. The fee paid from each owtrer will be divided according to the appropriate share that should go toward general operation, escrow for furniture, escrow for building reserve, escrow for taxes, and escrow for license fee. Four separate accounts will be established for this purpose. Standard ledger card procedures will be used to keep each owners fees up to date. - 5 - 14. keserve Funds. There are three (3) reserve funds; "`-•' one for the replacement and up keep of the interior of the units, and one for the upkeep of the outside of the building and general common elements and one for the license fee. The units are newly refurbished so that they should not need much maintenance for about five (5) years. By that tine there will be available Five Thousand Dollars ($5,000.00) in the reserve for the refurbishment of each unit. The building reserve is more than adequate. At the end of a five (5) year period there will be Tcaenty Thousand Dollars ($20,000.00) in the reserve fund to repaint, repair or replace components of the building and general common elements. The license fee will be paid to the City of Aspen as collected semi-annually. Payment of the initial fee will be a ore time lump sum payment on approval. From calculations made with the current property manager both the interior unit reserves and the building reserves will be more than adequate to keep the building in excellent condition. For the first five (5) years there will be no suspension or reduction of the reserve fund assessment. Thereafter, any suspension or reduction would require a vote of seventy five percent (750) of the owners and one hundred prectnt (1000) of the mortgagees. 15. Affidavit. Attached hereto as Exhibit "I" is ari affidavit from the Applicant attesting that the required documentation and facts contained herein are true and accurate and acknowledging that the requirements of Section 20-24 of the Municipal Code shall be binding on the successors and assigns of the Applicant. - G - Section 20-24(E), STANDARDS AND REVIEW CkITERIA 1. Right to Use. The proposed project does not involve ari arrangement of non-fee ownership known as "right to use" common timesharing. The purchaser will receive a fee interest in the real estate as a terrant in common combining: a) an undivided fee simple interest with b) an agreement between owners granting each interest owner an exclusive right to possession and occuparrcy of the unit dividing the period established by that agreement. 2. Integration. Such fractionalized ownership will be conducted in all units of the project and will not be mixed with less intensive residential uses. 3. Marketing and Sales Practices. The project caill not be marketed caith overzealous marketing campaigns. Generally in extolling the virtues of the project, the Applicant's marketing program will utilize responsible and ethical sales practices. Specifically, the Applicant will not employ nor permit to be employed by its agents any questionable method of marketing including, but not limited to the ordinances prohibitions of: a) Use of public malls and streets for sales; b) Sales campaigns using phone solicitation; c) The giving of gifts in a deceptive manner. Indeed, nc gifts will be given to prospective purchaser; or - 7 - d) Any sales or marketing practices which would tend to mislead potential purchasers. A prospective purchaser at the Shadow Mountain Lodge will choose the use weeks from three different categories. The first category contains the fifteen (15) most desirable ski weeks of the season. The second category contains the remaining ski weeks and mid-summer until September 1 the remaining weeks of the year The third category contains When a prospective. purchaser chooses one (1) week from each category, all times of the year are selected. There will be seven (7) weeks remaining. Two (2) weeks in the spring and two (2) weeks in the fall will be used to do all maintenance work necessary. When the project is sold in this manner all of the owners have an equal share of the condominium. There will be no exclusively high season owners and exclusively low season owners in the same unit thus avoiding most of the problems of a typical timeshare project. 4. Amenities. The project's recreational amenities are sufficient so as not to cause undue burden on public facilities. The project's amenities include a heated swimming pool with built iri Jacuzzi, and a lobby and office area. 5. Parking. Parking shall be in conformity with the recommendations of the Planning and Zoning Commission of January 6, 1981 for an exception. for condominiumization and approved by the City Council on January 20, 1981. The approval provided for off street parking spaces. This application rCquests a ratification of that approval. 6. t~taintenance. Maintenance services shall be performed as provided in Article XI of the Fractional Estate - 8 - Declaration to set aside periods where maintenance can be "" performed without infringing on the occupancy rights of the individual interest holders. The periods will be used to perform major repair and maintenance, to paint or redecorate the interior, and to replace worn furniture, and appliances. Specifically, the maintenance shall be as follows: The project has set aside two (2) weeks irr the spring and two (2) weeks in weeks are #44, #43, #17 and calendar established by the maintenance may take longer may decide to move the main order to accommodate all of the fall to do maintenance. These #18 according to the perpetual marketing entity. Because in some years the property manager tenance weeks up or back a toeek in the ur:its in the project. ~x 7. Budget. The projected budget delineated above, demonstrates a reasonable estimate of costs and expenditures. 8. Conversions. No upgrading is necessary since this project was r;ewly built in 1981. 9. Escrow. Deposits or downpayments made in connection with the purchase of units in this project shall be held in an escrow account caith a licensed title company in Aspen, Colorado until the closing of the unit or the issuance of a certificate of occupancy, cohichever is later. 10. Nianagement/Assessment Fees. Each owner will be assessed for expenses for common areas, maintenance, management fees, property taxes, utilities, upkeep or replacement of furniture or furnishings in each unit, insurance and other expenses incurred in the normal operation of the project and in proportion to which each fractional estate bears to the entire - 9 - project. This assessment method is more particularly described `~ in Article XII of the Fractional Estate Declaration. Such assessment shall be from the date of closing and the Applicant shall from that date be responsible for assessments for unsold fractional estate fees on those units. 11. Reserve. A reserve account shall be established to assure that the project will be satisfactorily maintained throughout the lifetime of the project. There shall. be no suspension or reduction of the reserve fund assessment in tkie first five (5) years from the closing of the first sale. Thereafter, the reserve budget shall be determined by the owners and mortgagees in conformity with Article XII of the Fractional Estate Declaration. 12. Occupancy Standards. Occupancy throughout the project shall be at least limited by the Aspen Building Ccde requirements, although the owners may from time tc time promulgate more restrictive occupancy requests. SEC`PION 20-241F), DISCLOSURE 1. Disclosure Statement. A disclosure statement has been submitted with this application. 2. Conversion Property. The property has been newly built therefore the disclosure statement required in this section does not apply to this project. 3. Update and Filing. The Applicant will update the disclosure statement as it becomes necessary. Any and all charges arid additions to the disclosure statements or project instruments will be filed with the City and filed in the real - 10 - estate records of Pitkin County. The changes or additions will °° first be submitted to the Planning Director for his review. 4. 'Dime for Provision of Disclosure Statement. Before transfer of a fractional estate unit and no later than the date of execution of arry contract of sale, the marketing entity will provide the intended transferee with a copy of the disclosure statement and all amendments thereto if any there be. 5. Right to Rescind. The seller will clearly and conspicuously notify the prospective purchaser in writing of the right of rescission. The seller will provide an adequate opportunity to the purchaser to exercise his right of rescission. Within ten (10) days after receipt of notice to rescind, seller will return to the purchaser any and all monies given by the purchaser to the seller. The right of rescission shall be a ten (10) calendar day period commencing on the date of the execution of the contract or receipt of the disclosure statement whichever is later. 6. Escrow of Deposits. Any deposits from a purchaser will be held in escrocr in an account designated solely for that purpose in an insured depository. All deposits shall be held in the escrow account until: (1) delivered to the seller at the expiration of the time for rescission or such later time as may be specified in any contract of sale; or (2) delivered to the seller because of purchaser's default under a contract to purchase the fractional estate; or (3) refunded to the purchaser. 7. Effect. All instruments of conveyance shall indicate that title is being transferred subject to the - 11 - Condcminium Declaration which shall include the disclosure ^~• statement as an exhibit thereto. SECTION 20-24(G), BUILDING CODE HEALTH AND SAFETY REQUIkEMENTS The structure is in compliance with all applicable fire and building codes and health and safety requirements. SECTION 2G-24(H), UPGRADING PkOJEC`P The building is newly built and rro upgrading on ttie building is necessary. Intericrs of the units will be refurnished and upgraded to the point of making them high quality units. SECTIOIQ 20-2411), PRUJEC^1 INSTRUMENTS The organic documents of the project shall include: 1. A Disclosure Statement submitted herewith as Exhibit "G" 2. Ther'ractional Estate Declaration. 3. Articles of Incorporation of the Fractional Estate Owners Association. 4. By-Laws for that Association. The above referenced documents set forth the following: (a) The legal description, street address or other ciescriptior. sufficient to identify the property. (b) Identification of fractional estate periods by letter, name, number or combination thereof. - 12 - (c) Identification of the fractional estate and °" the method whereby additional timeshare estates may be created. (d) The formula, fraction or percentage of the common expenses and any voting rights assigned to each fractional estate. (e) Any restrictions on the use, occupancy, alteratio22 or alienation of fractional units. SECTION 20-24(J), MARKETING OF TIMESHARE UNITS Applicant's marketing plan has been previously outlined. To assure compliance with Applicant's marketing plan, as approved, Applicant shall eitkler provide a letter of credit or cash. SECTION 20-24(K), UNSOLll UNITS Applicant shall pay with respect to unsold fractional estate units assessments and fees equal to those assessed or levied on sold fractional estate units. The Applicant may rent unsold fractional estate units provided that any funds realized from the rental, to the extent necessary, shall be utilized to defray maintenance costs. SF.CTIGN 20-24 (L) , EXCHANGE PROGkAP-;S An exchange service has not been selected at the time of this application. However, the exchange service will be either Resort Condominiums Internaticnal, Vacation Horizons International or Interval International. Regardless, the exchange services costs, expenses, procedures, names or persons and ether projects involved and any other matters pertinent to an ...._ owner's participation in such program will be fully disclosed. - 13 - SECTION 20-24(Id), BINDING EFFECT '~ The requirements of this section and any approval granted pursuant to this section shall be binding on Applicant and the Applicant's successors or assigns. SECTIOiQ 20-24(N), DISCLOSURE OF INFOkMATION The Applicant will never advertise or represent that the City of Aspen or any of its officers or employees have recommended the sale or purchase of fractional estate units. SECTION 20-24(0), PROHIBITED PRAC^t ICES AND USES The Applicant understands it is unlawful to engage in any of the following practices: 1. The creation, operation or sale of a right to .... use interest or any other concept which is not specifically allowed and approved pursuant to the requirements of this section. 2. Sales campaigns utilizing phone solicitors or the giving of gifts or other gratuity in a deceptive manner to encourage prospective purchaser to view the project or unit or listen to any promotional or sales discourse. 3. Solicitations of prospective purchasers of units on any City streets or malls or other public property or facility. 4. Misrepresenting the facts contained in this application or the documents submitted with the application. 5. r'ailure to comply c/itil any representations contained in this application or misrepresenting the substance of this application to others who may be prospective purchasers of fractional estate interests. - 14 - 6. Managing, operating, using, offering for sale or selling a fractional estate or interest therein in violation of any requirement of this section or any approval granted pursuant hereto or causing or aiding or abetting others to violate any requirement of this section or approval granted pursuant to this section. SECTION 20-24(P), CITY SALES TAX Occupancy of any fractional estate unit by anyone other than the owner thereof who pays a fee for the use of the unit shall be subject to the City Sales Tax the same as if such occupancy were of a hotel or a lodge unit. In the event of such occupancy, the owner of the unit shall notify the owners association and the manager of the association shall collect at or prior to the time of such occupancy the requisite City Sales T'ax. Thereupon the tax shall be paid over to the City of Aspen. The manager of the association shall be authorized to disallow such occupancy unless and until he is assured that the City Sales Tax will be paid. Date: SS GAxFIELD & H~;CHT, P.C. Attorneys for Applicant ~~_ ~~ Andrew V. Hecht - 15 - EXHIBIT "A" TO APPLICATION FOk APPROVAL GF FkACTIONAL ESTATE PROJECT OWNEitSHIP AND ENCUMBRANCE kEPORT r OWNERSHIP AND ENCUMBRANCE REPORT 10460 TI Made For: Garfield b Hecht STEWART TITLE OF ASPEN, INC. HEREBY CERTIFIES from a search of [he books in this office that the owner of Lots K, L, M and N, Block 53, Ci[y and Towns ite of Aspen Situated in the County of Pitkin, State °f Colorado, appears to be vested in the name of Shadow Mountain Equities, Inc. and that the above described property appears to be subject to the following: $50.00 A Deed of Trust. dated September 19, 1983, executed by Shadow Mountain Equities, Inc., a Colorado corporation, [o [he Public Trustee of Pitkin County, [o secure an indebtedness of $300,000.00, in favor of The Bank of Aspen, recorded September 19, 1983 in Book 452 at Page 169 as Reception No. 253281. A Deed of Trust dated September 2, 1983, executed by Shadow Mountain Equities, Inc., [o Che Public Trustee of Yitkin County, Co secure an indeb [edness of $1,200,000.00, in favor of Firs[ National Bank of Freeport, recorded October 27, 1983 in Hook 454 at Page 189 as Reception No. 254289. EXCEPT all easements, right-of-ways, restrictions and reservations of record. EXCEPT any and all unpaid taxes and assessments. This report does not reflect any of the following matters: 1) Bankruptcies which, from date of adjudication of the most recent bankruptcies, antedate the report by more than fourteen (14) years. 2) Suits and judgments which, from dace of entry, antedate the report by more than seven (7) yeas or until the governing statute of limitations has expired, whichever is [he longer period. 3) Unpaid tax liens which, from date of paymenq antedate dte repot[ by more than seven (7) years. Ahhough we believe the Gets stated are true, this Certificate is not to be cons[rud as an abstract of title, nor an opinion of title, nor a guaranty of title, and it is understood and agreed [ha[ S[ewar[ Title of Aspen, Inc., neither assumes, nor will be charged with any financial obligation or liability whatever on any state- ment contained herein. Dated at Aspen, Colorado, this 30th day°f April A.D. 1984 at 8:00 A.M. STEWART TITLE OP ASPEN/,1 I/N//CC BY ~~ ~ ~"iG~U Aud~orized Signature EXHIBIT "B" TO APPLICATION FOk APPkOVAL OF FRACTIONAL ESTATE PROJECT II,PkOVEMENT SURVEY ........._. ~~ ~ - f ..: , ~.~ i 6 ewe it i ~~ Mnll _ Z i ; I r ~ T- ° i 1 - ~ I _ li ~ „ ~ _ • ~ +~ t ~ o wi f I{ _~ • ~ .. ~' ~ ~.' q I ~ v - • ~ c o n ,g •~ I 8 ~ _~ E -. ., ~ o .= t ry-~ ~ t 5 v p t t, x ®il tl: :~ 3 iii • ®€ "_ o . .. I y - _ ~ 2 ~,, _ • _ I ~ b ,T ~I ~ "I~'3~ 1 I I _ I .«a is Ez# I~;i:~a`sc o ~~ _. i~ '• X ~o. ;:~a :p ::• _ ..~: m z° ::.i ~ i•c: f7 ~ ;;f D ~ ~i:: ~ ~ ::,; ~ n t.~~ ~ v O 'n am :2 -i .: -v :. D > i s a ~~ •;:~- e:ci::;: is ',: :-;: ~ e • { • Ys t _~ b. s~ ( • Si3 ~ ~ ~ e • z : [~ Z ( it ij ~.: i e ~ j i ''SP Z !) Z e 1 - 35_ 11: G = ~ { t a . 2 , ' ii : ~ ? 1 D ~ L7 1 ~ :: £ .V 'Staai [ j.:~ m . 3 i <~ :' -o < ~ ° r 1 r' _ ~ ~ , • +F':'e:a m ~ T 'j :' ~ :~b ~ E; ~ - D <: 1 D ~ j 3 : -_-I Iii' D ~ ' O . :i:.= ~l ~ :f i ~~ Fi Tl " =i: ~ +1; . - . . ,~ PNEP4FED a. SURVEY ENGINEERS, INC. '___.. . =-• •y ^~•• EY.HIBIT "C" TO APPLICA^t ION FOR APPROVAL OF FRACTIONAL ESTATE PROJECT SITE PLAi~ .I~ '',I' ,~ -. ';y ?~ I~ i4~ 1 ~ ~ . ~~ ,. n '_~a ~ m Y ~~3 tiC 7~ i ~.t - ---- ~ ~~ i .• . ~~ 2G~ P ~ i ~` . 1 GL~' ..y r ~~.,.: I'.. r 7 I ~ j l ~~ ~- ~ Z t m ,~ /r ~ Rill" ~ • " I ' j~0 ~~ , 5 'II .+> . J , N; ` ¢ .~ ' T ~ I N I F r t e, ~ . '. • L I o 1.1 . ~ `. 1 . = ~ i~ ~ ;, ;.; .: :-, I -+ R;- . .K. ,: r ci ., ~ i ~~ A `T ~ N . jI: `: \ ~~1 c l ;; .i ~-F tF I ., any ,. ~ ' I . .. . _ P I >~\ 3 -~ a d ~1'~~~ ~ ~~ ~ ~ __ _ _ ~r .^ O ' ~~ ~ / / '. 'n~ •.ln r~ ~ -t _~ , <. , s..• i i I J :M1` °T .l I _ C, f f .~• ~_ ~ ~ : c ` \ ;~ =' t ~ 1 ;~ . '' ~~ ~ t ? -I ?~ I ~~ __ ~ `_ ti r r t k" ~ `~ Y ~ Y. -. ;~ , 1. ~~ ~1 •+ (~ n F ~ ~~lq ( 1 _ .4.~~^ I Y >~ »l _ _- ~ i- __~-_~ - _ t*~ Fes; ' ^~ ~'7 I r <; i~. ~ ~ ~ .. zz ~ = ~ ., '•~ l ~~d r=, C ~ °T n. N r ~~ G.. 9 • . . q~} C . n ,• F~ ~ T ' ~\ ~^ 1 L -[ _^i i ~~ 1 I l i rC, ICO-C ,~,G. ~.. EXHIF3IT "D" TO APPLICATION FOR APPROVAL Or^ FRACTIONAL ESTATE PROJECT AkCHITECTS LETTER THEODORE L MULARZ & ASSOCIATES H,-~~,-„ , ~~, ~,~~ . PLANNING- . ® ~ ® ® .. ® ® FJ' f 9 August 1983 .The Coachlight Aspen,' Colorado ~; Dear ;Andy .. '. . _ - _ _ "~ Boone'.Schwietzer'phoned•a few days ago and asked me ~~~to write you regarding the above project responding .:; to two areas in question_ 1.~.. What access is available for the handi- • ~~ _ ~`:._. ' : '~ capped and 2. .. 1•ihat is the useful life• of the building ' `'components? j _ _ The building was constructed in 1981 and was designed to conform to the requirements of the 1979 Uniform Building Code as adopted by the City of Aspen. Of the 11 studio guest units constructed, it has • necessary that one of these units be designed and equipped with a bathroom for use by a handicapped person. . Such a unit, originally designed to be located as the _ fourth unit from the west on the first floor, was relocated and became the first unit from the west on the first floor during construction.- In addition,.a =~ ramp from the parking area to the first floor was designed and constructed on the north side as :, `:r` required by the Uniform Building Code. The reloca- . =' ~ tiob.of the handicapped bathroom unit during construc- • tion•improved the access from the ramp. -At the time •. of my final inspection the handicapped bathroom laas properly equipped for use. - . For tax purposes, building components for a newly '~ constructed rental structure such as the foachlight. can, in many cases, be depreciated as fol)oxs: P.O.E30X166 ASPEN,COLORADO II1612 TELEPHONE 303925-3365 Andrew V. Hecht, Attorney Page 2 Component 9 August 1483 Useful Life STRUCTURE ~i0 yrs. " INTERIOR 20 yrs. . PLUMBING. i5 yrs.- - =HEATING f5 yrs. ~. ELECTRICAL i5 yrs. ~_ -. :In reality, and with proper maintenance, a further breakdown of components and their expected useful life .f or a building such as the Coachlight could ••`.be as follows: - . ~ ~ Component Expected Life '•, Concrete Foundation, i00 yrs. Structure 50 yrs. • _ Roofing i5 yrs. Windows/Doors. 50 yrs. Interior walls 40 yrs. ~~ '~ Plumbing 75 yrs. •• Plumbing fixtures 70 yrs. .- Heating Plant 30 yrs. ' 'Electr.ical System ~i0 yrs. It must be understood that the expected useful life of any structure will be shortened considerably if a program of preventive maintenance is not pursued. On•the other hand, a good maintenance program will increase the expected life considerably. - If you need-any information in addition to the above, ,please give me a call. " :~; :. ~ . `;::: Very• truly yours, . ~ Theodore L. Mularz, AIA _ tim/m ~ =- EXHIBIT "E" TO APPLICAPIOiQ FOR APPROVAL Or FRACTIONAL ESTA1^E PkOJECT VICINITY MAP t "~~'Y t ;I fps C z ~ Jl ~ - ` 1 ~ ~L1C~ i J _ ~ ~- _ - A _ yd. l- _ 't- _ _ ..i.~ ~ _ t '_ 1 :~ ~ . t , ~ 1 ~ i L ~ ~- r -~ - zS +:. >. v ^~ R Y .s / ~ < . - :~ ... i' J a f ~+' ~ j C l - . ,~ .. ~ L.t ~ o ... ~ - ~. .. r . -.. _ _ _ _ _ ._ ._ .._ 6a A.. ~ ll ~ fl L~ h.F { I ~1~ 1>f OPKINS ~fAY~Y>m "~ `'' - '- <y ~ -L +' y ' ,r: ~ .+ r ~.- '1 1 . S-~Y~y1 '.,t ~ ~JY l ~. 3. r 1 t. ~; Y a + ~l ~ [ I l I ~ J i' it a - v --Y ~. _ ~ E s i .. .: _ -: 3 - -~ ~ _.: 5C_~_•-f. _ 1 -' - 6- PAEPCK p i ~'"" PA R N _ _ ,. ~ - 1 :. ~..., ... - ~ ~ '. 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I J F~~- 1 l ~- `~ _ _ ~ a 1~ y ,• ~ •~ ~ l n. - > ' 35 ~ Z r ~ 5 w R, ~ ' -- ~ ?w . ~' r ., J ~ ~ ~T ~ L i nr;,.tf.. ,i.._~..; .`J ~l '~ ~ f Y- Tt -l - `-' - 1, .t '"TQ!=t ~.h h~ - ':•ra. \,~~~t i b.:~f#..,e .~ ..~~+• _.+': f,•:1 i' ~e:j s:`y :<-• ^ <: :'t• :fin:`-: -{jl/• n ~ (: ( 1 2 ~ , . b s ; ~ • ~ y ~. 1. I ~ ~ ~ rI .it ~.~ 7r -.,i r ~~J. 2 3 KI ~ "~~ { ~. T AS ~'~ : E ',. ,, Z~F ~ < i} - c - /.~. ~ s t t } U~l 4 l"'\ 'V F S 4 4 ` l / > ~ r . ~ ) (i 1} S( r ~ z S^ .~~ , ~' + 4.' .- ~ ; :' . 'COTE-aNN00 S ;` <' ~ !~ "\ >>- -. I- - 1 , -7. - ~ ~.-- ~ - - C'•~ ~ •. ,3 f - ;, R 5 4 - r = - `., ~- - - .: ~.J.J: V`: ~L `.•4 J `'-'• - iZ 7y2 - .I - ;' ~.. ~r 1I. / . r ~ . - - _ 1 I f }~ C ~, 4 J ~ LQ~G ~ } • _ if ~4~: ~-hso~-- -I r: .<,. ;- ~=, .~ :Y~~'`~~ _~v=-~=~ ~~~- : .: ~`. -'~..~_ `.c;' '`~fC \: ' :) , ~ J . _ y l ~ Ill \\ -~'%C l: Wit. ~~'S; ~ r .. .n 10460 TI 300' OWNERSHIP LIST K, L, M S N, BLOCK 53, CITY AND TOWNSITE OF ASPEN SHADOW MOUNTAIN DUPLEX UNIT N0. OWNER OF RECORD ADDRESS A J. David Haft 6 Helen J. HaFt c/o J. David Haft as Trustees under [rust indenture 9938 Tower Lane dated 6-5-42, as amended f/b/o Beverly Hi1Ls, CA 90210 J. David Naf[ B J. David Haf[ c/o J. David Haft 9938 Tower Lane Beverly Hills, CA 90210 BLOCK 53 CITY AND TOWNSITE OF ASPEN Lots D S E Robert Floyd Appleton -~PO Box 712 Ruben John Appleton Aspen, CO 81612 Lots F b G Howard A. Baughan, Jr. PO Box 367 Hebron, IL 60034 Lots N b I Mary Emma Dean 343 Dexter S[. Denver, CO 80220 Lo[ O Ru[h H. Humphreys Ru[h Humphreys Brown 1201 Williams S[. 418-B Denver, CO 80218 Lot P Ru[h N. Humphreys 120L Williams St. 718-8 Denver, CO 80218 Lot Q Sandor W. Sh apery 8008 Girard Ave. La Jolla, CA 92037 KOCH TOWN HOUSES 1 Leonard A. Snyder 6 Andr ea 44 Washington Blvd. Pittsford, NY 14534 2 Orr-Drazek Properties 500 Patterson Rd. Suite 1 Grand Junction, CO 81501 3 Julia Jackson Peavy PO Box 4303 Aspen, CO 81612 4 Pauline Ross PO Box 9969 Aspen, CO 81612 5 Robe r[ L. Orr 500 Pa[[e resan Rd. Suite 1 Grand Junction, CO 51501 WEST SIDE CONDOS l S 2 Diana H. Beu[[as 60 Pine Terrace Deborah Smith Tiburon, CA 94920 Christopher H. Smith 3 Thomas T. Crumpackar 234 W. Hopkins and June Andrea Hanson Aspen, CO 81611 10460 TI Page 2 BLOCK 52 CITY AND TOWNSITE OF ASPEN Lots P S Q Patricia Runnalls c/o Patricia Runnalls Jeanne Carter 212 W. Hopkins Jan Carter Aspen, CO 81611 Lots R b S Scott B Wylie Doughty 200 W. Hopkins Aspen, CO 81612 BLOCK 60 CITY AND TOWNSITE OF ASPEN Lo[ A Margaret H. Day 2655 N. Beach Rd. Englewood, FL 33533 THE CO TTONWOODS 1-A Harold Gold and Helen G. Gold 7885 NW 53rd S[. Miami, FL 33166 1-H Bruce G. Gaylord 3104 Edloe Suite 310 Houston, TX 77027 1-C James C. Brennan 417 Royale S[. New Orleans, LA 70130 2-A Marlin R. Warshaw 2279 Mershon Dr. Alice M. Warshaw Ann Arbor, MI 48103 2-B Emilio DeTurris 31 Bramble Lane Melville, NY 11747 2-C William E. Goodnovch 221 E. Hyman Aspen, CO 81611 3-A Al Bowman 3801 NE 25th Ave. Lighthouse Point, FL 33064 3-B Frances E. Richards R[. 2 Trustee under self declaration Hilltop Rd. Trust dated 10-21-83 Mokena, IL 60448 3-C Albert I. S[rauch 4327 S. Yosemite Englewood, CO 80110 BLOCK 54 CITY AND TOWNSITE OF ASPEN Lots A [hru I The City of Aspen Lots K [hru 0 Fernando Conzatez Parra Ovaciones Logo Zirahuen Ik279 Mexico 17, D.F. Lots P [hru S Ramon Gonzalez Parra b Margarita Ovaciones Logo Zirahuen 1:279 Mexico 17, D.F. 10460 TI Page 3 BLOCK 47 CITY AND TOWNSITE OF ASPEN Loc C and [he rear 40 fc. of Lots H b I Thomas E. Raphael c/o Carol Ann Jacobson Fcank J. Woods, III, Really and Frederick F. Head PO Box 1168 Aspen, CO 81612 N. 60 feet of Lo[s H b I Ajaz Associates c/o Carol Ann Jacobson Realty PO Box 1168 Aspen, CO 81612 Par[ of Lo[ F Marlin Rodgrs and Shannon Aodgers 1135 Ceme[ary Ln. - Aspen, CO 81611 Part of Lo[ F Thomas E. Rafael c/o Carol Ann Jacobson b Frederick F. Head Realty PO Sox 1168 Aspen, CO 81611 BLOCK 46 CITY AND TOWNSITE OF ASPEN Lo[ D F. William Nicholson 401 N. Belmont Julie Ann Nicholson Wichita, KS 67208 La[s E thru I Merrill Fard Box 445 Aspen, CO 81612 Lof3 N b 0 H. Michael Behrendt 334 W. Hyman Aspen, CO 81611 Lots P S Q Genevieve Birlauf c/c Mr. Joseph Leininger 963 Wing Avenue Palo A1[o, CA 94303 Lots R b S Kathryn K. Reid PO eox 566 C. M. Clark Aspen, CO 816L2 BLOCK 45 CITY AND TOWNS ITE OF ASPEN Lots R b S Harold Goldsmith 3801 Piney Grove Rd. Reisterstown, MD 21176 PART OF LOT 8 - SECTION 12, TOWNSHIP 105, RANGE 85 WEST Dorothy Kock Shaw (Estate oE) PO Boz SIO Aspen, CO 816!2 Or c/o Harry Shaw 6711 E. 50th Ave. Commerce Ci[y, CO 80222 EXHIBIT "F" TO APPLICA'PIGN FOR APPRGVAL OF FRACTIONAL ESTATE PROJECT CONDOMINIUM N,AP fKC 4iE .... 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O z _ ~^' v ~' ~ ~ ~ ~ ~ k ; _ :~ 1: _ f EXHIBIT "G" TO APPLICATION FOk APPROVAL of FkACTIUNAL ESTATE PROJECT DISCLOSURE STIHTEt~tENT AMENDED DISCLOSURE STATEMENT In accordance with Aspen City Ordinance No. 52 the following is the disclosure statement in Paragraph F of that Ordinance. (a) Developer's name and address: Name: Shadow Mountain Equities, Inc. Address: 232 W. Hyman Avenue Aspen, CO 81611 Phone: 925-8207 DEVELOPER'S BUSINESS EXPERIENCE, BACKGROUND, EXPERIENCE IN TIMESHARING, RESUME REFERENCES, AND PRESENT FIIQANCIAL CONDITION. Name: Sole Shareholder-Raymond A. (Bud) Harn Resident Address: 1755 Woodside Kort Freeport, Illinois 61032 Business Address: Cheeseman Construction Co. P.0. Box 128 1840 S. Walnut Street Freeport, Illinois 61032 Age; 47 years Born: March 23, 1936 Canton, Illinois Occupation: Owner/Corporate President Cheeseman Construction Co. 1968 thru present Former Occupation: Owner Harn Construction Co. Polo, Illinois 1962 thru 1968 Former Occupation: General Superintendent H.E. Johnson Construction Canton, Illinois 1953 thru 1962 Family: Wife: Jean Three Sons: Kevin 20, Michael 22, Alan 24 Financial Reference: First National Bank Freeport, Illinois Contact: H. L. Fenton Polo National Bank Polo, Illinois Contact: Arlin Higgs (b) The play. manager is the marketing entity. (c) Names and addresses of the marketing entity: Name: William H. Venner, Broker Address: 0143 Lone Pine Road #737 Aspen, Colorado 81612 Phone: 303-9"15-5203 Name: Daniel S. Schweitzer Address: 65 Wildridge Lane Snowmass Village, Colorado 81615 Phone: 303-923-3292 There are no lacasuits pending or investigations that have been undertaken against either of the two above mentioned people. William H. Venner will be the listing broker. Nir. Venner has incorporated as Shadow Mountain kealty, Inc. Mr. Venner is the president of that corporation and Nir. Schweitzer is the vice-president. SUMMAIiY O'r' MAkKETING ENTITY'S BUSINESS EXYEkIENCE Mr. Venner began timesharing sales at The Colony iri Virginia Beach, Virginia where he gained considerable experience in common timesharing. In the fall of 1978 he begar. sales at the Snowmass Inn kesort Club. Mr. Schweitzer began sales at the Snowmass Inn Resort Club ir. June of 1978. Nr. Vet:ner and Mr. Schweitzer have been working together for the past five years after meeting at tiro Snowmass Inn. Between 1978 and 1980 the two were among the top salesmen at the Snowmass Inn, Pitkin County's - 2 - first and only timeshare project. When this project was sold out, they Caere instrumental in conceiving and laying the ground work for the fee ownership 1/15 fractional estate concept. Because the Aspen ordinances did not regulate or provide for auy type of timesharing, Verner and Schweitzer went to work at Timber Run Realty in Winter Park, Colorado in 1980. As founding and general partners at Timber Run, Mr. Schweitzer acid bir. Verner have become experienced in all phases of the fractional estate concept, including marketing, sales, office administration, advertisement copy, and real estate brokerage. In three years at Timber Run the two have personally sold 2/3 of the 1/15 fractional estates. However; as prices increased beyond the true real estate value of the units, Nir. Verner and Mr. Schweitzer terminated their involvement. Messrs. Verner and Schweitzer are enthusiastic only about selling real estate at a real value without any excessive profit to themselves or the developer. This is consistent with the intentions of the Applicant and developer. Personal references include: Leonard Lauder, President Estee Lauder Companies General Motors Building New York City, NY 10021 Arthur M,. Fisher, President Arthur Ni. Fisher Associates 950 Fifth Avenue New York City, NY 10021 Richard Voelker, Plaza Marketing, Woodcreek Plaza Crested Butte, CO President Inc. 81225 - 3 - C. M. 6enkel, Esq. 711 Santa Monica Blvd. Corpus Cristi, Texas Others may be furnished upon request. (d) The Shadow Mountain Lodge at Aspen (formerly known as the Coachlight Lodge and Condominiums) at 232 West Hyman Avenue was built in 1981 and is complete. The Lodge contains twelve free market units, eleven of which are studio units of approximately 350 square feet and one three-bedroom unit of approximately 1,800 square feet. There are also two employee units of approximately 300 square feet each and an office area of approximately 250 square feet. The basement is large and open with no apparent use except for storage. The construction is of reinforced concrete with brick columns and wood paneling on the exterior. The sidewalks are concrete, liyhted and there is a handicap access ramp. (See, Exhibit "D," architect's letter). Amenities include freestanding wood burning fireplaces and kitchenettes in the units. There is an outside pool with Jacuzzi jets. Landscaping is essentially complete with sod, flowers, aspen trees and sidewalks. No further upgrading is necessary because of the adequacy of the current improvements. (e) For reference to fractional estate plan see the application. (f) The only restraint on a purchaser transferring his fractional estate unit is that the unit cannot be subdivided further. - 4 - (g) The ownership plan is a time span estate. A time span estate is a present undivided interest in a unit ir. fee simple as a tenant-in-common, together with an exclusive right to possession and occupancy of a unit during an annual recurring period as fixed by a recorded schedule. The purchaser will be responsible for the purchase price of the fractional estate as well as any interest due to financing costs, and the recurring quarterly maintenance fee or any other method the property manager deems fair and necessary as well as any maid service fees the purchaser incurs as a result of using the unit. (h) There are no liens, title defects or encumbrances that affect the marketability of title to the units. (i) There are no pending or threatened legal actions affecting the property of which the Applicant has knowledge. (j) The purchaser's financial obligation will depend on the purchase price. The purchaser will be required to deposit a twenty percent (20~) downpayment for purchase. If the purchaser elects to finance the purchase he will be responsible to pay the market rate purchase money interest, recording fees, a credit report, mortgagee's title insurance policy, real estate transfer tax and exchange fee if he elects to belong to the exchange service offered. (k) Estimate of tht dues, maintenance fees, real property taxes, etc.: See Exhibit "A" attached hereto and incorporated herein by this reference. - 5 - 13. Management/Assessment Fees. The management/ assessment fees will be collected by the property manager on a semi annual basis by standard billing procedures. The fee paid from each owner will be divided according to the appropriate share that should go toward general operation, escrow_for furniture, escrow for building reserve, and escrow for taxes. Charges for maid service will be billed separately by manager. (1) Description of available Financing: 20% down payment 12% annual percentage rate for a 5 year term 14% annual percentage rate fer a 7 year term Financing terms may change to reflect changes in the market rate. (m) The warranties will be that title is marketable and there are no limitations on such warranties nor on the enforcement thereof or damages for any breach. (n) All downpayments or earnest money; deposits will be held in ari escrow account established in accordance with Colorado Real Estate Commission guidelines cvith a fiduciary probably either the title company or a commercial bank in Aspen. The deposits will not be used by the Applicant before closing. The depository will probably be the Bank of Aspen. The deposits will be held in escrow until the timeshare unit closes or until the purchaser elects to have his earnest money refunded. - 6 - (o) There are no fees or charges to be paid by the fractional estate owners for the use of any of the facilities on the property other than the established fees arrd dues for maintenance. (p) The extent to which a timeshare unit may become subject to a tax of other lien from other ocaners of the same unit. Due to the separateness of the time span estate, no timeshare owner may put a lien on the unit as a whole. He may encumber his own time span estate (fractional estate). However, the Fractional Owners Association is responsible for paying property taxes on and maintenance of the entire condominium unit from the proceeds of an annual assessment. The associatiorr's failure to pay the taxes or failure to pay for maintenance work performed may result in a tax sale of the entire condominium unit. (q) All purchase contracts will include a ten (10) day right of rescission for any purchase. (r) Since the project is complete, the developer intends to sell all twelve (12) units as fractional estate units. (s) Maintenance of the timeshare units includes painting when necessary as determined by the board of directors, replacement of furniture and appliances as necessary, fixing of mechanical problems in the units as necessary, and in general upkeep of the unit in a manner expected of a high quality condominium project. If it becomes necessary for a mechanic to enter the unit during the use week of airy fractional estate owner - 7 - for repair or replacement of any fixture or chattel, the fractional estate owner grants an easement for that purpose. If it is at all possible to put off upkeep, repair or replacement of furniture or appliances until the designated off-season weeks set aside for that purpose, it will be done. The off-season maintenance weeks will be the seven (7) weeks not chosen by any of the fractional estate owners for their exclusive use and occupancy. There will be at least two weeks set aside in November and two weeks set aside in Nay for that purpose. Each maintenance week will be seven consecutive days. (t) The purchaser will understand that the Colorado Eviction Law and Procedure involves a minimum of ten (10) days and that the purchaser's only effective remedy against another fractional owner who overstays his use week is the liquidated damage provision of the condominium declaration. This provision states that any fractional estate owner who overstays his use week will pay to the damaged party 2000 the normal recital rata for the period he hclds over. Failure to pay the fee will result ire a lien being filed against the fractional estate of the defaulting party. Use of the fractional estate owned by the damaging party will be denied until the lien is cured. (u) Although Aspen has a nineteen week ski season, fifteen of these weeks are considered prime (the very best). These prime weeks are the basis of the deeded 1/15 fractional estate. The units are subdivided into fifteen separate fractional estates and each purchaser is giver, a general warranty - 8 - deed as a tenant-in-common. The deed specifies ownership as a 1/15th undivided interest in the condominium and each purchaser is entitled to the exclusive use and enjoyrient of that unit during three weeks each pear. The selections, usually one week from each season (winter, summer/fringe ski, spring/fall) are made at the time of contract and are delineated in the deed. This creates an equality of ownership. 'Phe choices of weeks are made as available on a first come basis at the time of purchase. Each owner creates his own package by choosing one week from each season: Prime Ski, Summer/Fringe Ski and Spring/Fall. Choose One Choose Any One Choose Any One Prime Ski Summer/Fringe Ski Spring/Fall__ 51 52 Christmas 1 January 2 3 4 5 6 7 February 8 9 10 March 11 12 13 48 49 December 50 14 15 26 June 27 July 28 29 30 31 32 33 34 35 36 September 16 20 May 21 22 23- 24 25 37 38 39 40 41 October 42 43 44 45 46 November 47 * Exception: Purchasers of weeks 13 or 51 have first choice regarding 14 and 50 respectively. 1984 USE WEER CALENDAk Week No. Date Week iVo. Date 1 December 31 2 January 7 27 June 30 28 July 7 - 9 - 3 January 14 29 July 14 4 January 21 30 July 21 5 January 28 31 July 28 6 February 4 32 August 4 7 February 11 33 August 11 g February 18 34 August 18 9 February 25 35 August 25 10 March 3 36 September 1 11 March 10 37 September 8 12 March 17 38 September 15 13 March 24 39 September 22 14 March 31 40 September 29 15 April 7 41 October 6 16 April 14 42 October 1 3 17 April 21 43 October 2 U 1g April 28 44 October 2 7 19 May 5 45 November 3 20 May 12 46 November 10 21 [day 19 47 November 17 22 May 26 48 November 24 23 Jure 2 49 December 1 24 June 9 50 December 8 25 June 16 51 December 15 26 June 23 52 December 2l 20 YEAR USE WEEK CALENDAR See Exhibit "B" which is attached hereto and incorporated herein by this refernece. Skiing opens on Aspen Mountain on Thanksgiving each year. If the project is sold as described above, the off season will be sold along with the high season. (v) All units in the project will be available for the exchange program at the fractional ocaners discretion. (w) There are no unusual or material circumstances, features and characteristics of the property that would present a problem for condominium ownership (x) The Fractional Owners Association will carry insurance for fire, damage, theft and liability on the property in amounts adequate to satisfy local and state requirements. - 10 - (y) The amenities on site for recreational facilities which are available to the fractional owners and their guests are a swimming pool with jaccuzzi jets. All the amenities and the employee units will be owned by the homeowners association. (z) All units in the project have kitchenettes except the three bedroom unit, which has a full kitchen. (aa) The eleven (11) studio units are permitted to house two (2) occupants at a time. The three (3) bedroom unit has an occupancy limit of eight (8). Any greater occupancy will be prohibited by the Fractional Estate Declaration. (bb) The managing agent shall be the owners' designated agent for service of process and legal notices to satisfy Colorado Statutes, Rules of Civil Procedure and applicable governmental regulations pertaining to legal notices relating to the timeshare interest. (cc) All fractional estate interests shall be subject to all requirements iri the disclosure statement filed of record with Pitkin County C1erY, and Recorder. 2(a) and (b) See Architect's letter of Auqust 9, 1983. 2(c) There are no outstanding notices of uncured violations of building code or other municipal regulations. - 11 - ~~.` tai< << o oan cn 7n o yu)0'~~Ht~~.~na a y.p, r• m ~o K w u-'is c m K m c o r• ~ r. o ~s w w m NN N d F-':J A d N d r r•.3 y a+c+O w :3 -r1 ' b ~ n; N H y cr N r• So O t~ 3 O O n h c) << n ' n m N N o y~ :V c+ H cf O w O H y '< '' O ;s :s ~ '' • w mrn< <+ o ~+ o ooo c~J cn K .O .-] J N to cf r- N N N ~ P~ a R• ~S H O O O w p --' ~ 1 C O O \ )S N F-' H O -3 C E7 w ~ ' ' c* H f'• 9 . cF ~ ~' H~ i - ~ O O d r• O H ~ H w ;D N ?J H R Cu w w h C N h y hl p-j ~ cf• N r H d r• fD r ro C'1 '~7 N y N :s O r- r- w w O w N c, O< m W y X F r• P• C r• O y u r• N cr w ' N\ O H m b So O ct < w r• O. 0 0 0 lL ~I f" `~ f-' cC ~ m O < ~ W y W ri r• ~ O N P C Z :] •= ~ v, rn o m N H r ~+ ~ iL O m w N w r r =f O. ~ rn O N <+ O G N K o ~ ~ ~ h d t5 r• r• >G O~ c'f ~C H y :3 w CA O O C Y• hC7 G7 b ~ m H tU \ cD b w c'' y c* c+ 1 ~~ O - SJ N C N C b U N N K /) n y n• W C`S __... n' ~ N F-"U N 'O 'O O ' ' m _a N R. r d w cS- c)' O . 6 cn us ^ m Sn w . J w ~ V• w 0 05 ~ ro ~ ~ co .C 0 - n 0 o cn v z o ao f} ~t ~ ~ ~ y ~ N o w p y H to an ass an a n asr an _ _ . . - ~ t'' O v, o in o o v) o ~ rn ` m ~ ~ w ;` ~,) r. o -~ r o r. i w 0 0 000 0 0000 o NoNNI.,o~Nrnr~~F` ~a r. m w o 000 0 0000 w roooooNOw:~c~.o rn r• a ~ x a* v, o ooc o 0000 In oooooov,ooooo ~,~ 0 0 000 • o000 0 000000000000 ~ p. a .y ~ ti O O ~ ~ 'b O CL V~ ~ N O t'1 ~ - ~ ~ U .'3 ah 4n N aH - a.9 11; tr -~ O O :s N O O O~ W N • W N W -~ ~ ~ O~ •"' ~ 1 7 ~ O tt N N O N~ ~ ~-'-' O A N AAA N W N W Nan {~ N cr '~ O y rn O OW NNF~O A AA J Q`~ NOOOOW C LTl -' ,1 ~ N O-' ~ n NtnN O NA OOIn D`v' try v ~ ~ ?. t ~-3 F+• O ~. •~ W O~O~ to ON O Q` ON OOO .("~~,~ OOF~ -'v. O V ~a A O J J ~t O 0` 0 O~ O O O ~] `7 0 0~ W O N ~• ~ c) Cf - O F-' m d ~ v t3? an {R as) to - 67 ' W ~ W W W A "'c N ~ N - ~ N N _. N O N J O W N A -~ W W O -c -' ~ ~ m ~ 0 ooou • aav)o o wN~~~xw~wmW~ a `S N W W ~ O N W .+~ --` V) ~ O N ST V) O O H W N Vt ~- A ~] H o ~~ J O+ OWW t~ O-' O O~]000W CEO OV. Nln o ~ Ov' N d` OWW J W OF~O O--` OOOW q 00~ J O 9 'C) - (D ^ ^ y -` N W W cf O O al '~ 2~~ O v v v /-' N to v. asr an t~ t~ an an o _ c~ _ ~~ W O O O N to E N O V OWN A F~ NlJ v W O~V) W W c+ N O ~ ~ O O] W a` J W l1. 0 N N O O V) W N v. F~ W O~ O r. R. `f W :• ~ OW W O -' ---`d O Oln OOOW O~OOIn S~-• W ~]O O~ OW W '~ In N-` O OJ OOOW.p 00 N~7W O .~.. ~ N W O In ~ O o as . . vn `-~ . EXHIBIT "A.. ' 20 REAR CA.L,ENDAR Interval Numbcr If you follow across from your inters•al number, you will find your check•in day (or each year. Year Numbcr - I(your membership begins with }•our first week of occupancy in 1983, then 1983 is year 111 and year N20 is 2000. Check-In/Check-Out Check•in is always the Saturday indicated at 4:00 p.m. and check-out is at 10:00 a.m. the following Saturday. Calculations Every effort has been made to check the accuracy of this eha rt; however, it is quirt likely that an error map cxis:.You may verify the calculations }•oursel( by following these directions. All weeks are calculated by firs: determining week s47 and working forward from there. u'ec'~ K47 (alkaps includes Thanksgiving) begins [hc Satnrday before Thanksgiving. (Thanksgiving is always the fourth Thursday in November.) Extra R7cck ~_:- Because extra daps accumulate each year (1.25/year), there are occasional)}• pears in which there is one extra week. This extra week becomes part o(intenal x46 during chose years. Ya•, :/ z G 4 G 1 2 3 4 8 6 7 B 9 10 83 14 l-8 1-15 1-22 1-19 2-5 242 249 2-26 ]-5 84 t2-31 1-7 1.14 1.21 1-28 2-a 2•N 2-t8 2-25 7-] 85 t2-19 1-5 142 1-19 1-26 3.2 2-9 2-16 2-2] }2 B6 1-a 1-ll 1-18 1-25 2-1 2-8 2-15 1-22 J-1 J-B B7 t-J t-10 1.17 1-2a 1-3t 2-7 2.14 2-2/ 7-28 J-7 BB t-2 /-9 1-16 /-2] t-30 2-6 2-13 2-20 2-27 7-5 69 t7-31 1-] 1-14 1-21 1.28 2-4 241 2.18 2.15 J-a 90 q-70 t-6 1-13 140 1-17 2.3 2-10 1-O 1-1a ]-7 91 t1-29 1-5 1-11 1.19 1-26 ZQ 2-9 2-16 2-7J J4 92 t-a ldl 140 t-25 7.1 2B 2.15 2-12 2.19 7-7 97 1.2 t-9 1-16 L2J 1-70 2-6 2-1J 2-70 ?-77 3-b 9a la 1-8 146 147 1.29 7.5 242 2-t9 2.26 7-S 95 t2-J1 1-7 t4< 141 1-28 bd 2-n 2-18 ?-15 J-a 55 12-7a t-6 t-t1 v10 62] ?-3 140 2-t] 7Qa ?-7 °] I 1~: tot la: i46 2-1 2~6 7-t5 1-12 J~t }[ 93 t-J t-:7 147 t4: t6t 1-] 21:.I 1-2: 'r4E 3-] i ?9 I 1-1 t-4 146 1 t.7J t-7D 2E 2-t7 1-20 2-?i ]-5 70r0 ~ 1-1 1-9 145 t-77 745 2-5 ?-12 ?-t9 2-7i Ya 2C01 ~ t7-t t-5 1al v20 t 7; 2-J 740 7-ti 7-1: ?-3 ?[07 t7-?9 1-S 1.q v59 tJ6 2-? 7.9 ?-t6 2.77 J4 t ? 3 e 5 5 ] '_ 9 10 t, 11 3.12 3-10 7~9 ]-IS 7-td 3-12 J-11 J-t0 7~9 7-t< 3-13 1~t2 J-11 >-9 b ?-t5 Y77 J-'= I ]Qt I J-U J-7o I 7-lt J-t6 3-t0 ]~1] ]-9 ]-16 12 ]-19 3-17 746 ]-21 3.21 3-19 748 J~17 J-16 JQt 3-20 J-t9 ]~t6 J~t ' 17 746 3-2a J-27 J-29 3.2A 7.26 b25 J4a J-?] 3-1E ]-?% 746 3-25 3~?J i "E 3~1% 745 3-2: J-77 _ 14 4-2 7.31 ]-70 a-5 a. a a. 2 <.1 3-Jt 3-70 :-< a7 o-2 _-1 3-70 :: :.7 :-t 3.71 - ]-J7 - 5 o-9 e 7 a-6 4-t2 a-11 a-9 :~B o-b e4t :n0 - :~E :-6 :n? :~:, :-tJ <-6 -~ 5 - 1 ' . <4a a 13 a-19 a-18 4.16 :45 I :-1< :-17 o-[8 :-12 :.t6 :45 :43 +-tF :.1; t4S :4: :~t3 = . 16 <-16 - a 0 e.26 4-25 aI7 :42 a41 a.70 e.15 o-2: <43 a47 :40 - - :.ii s-Ia 1 _4? _ 7: <.70 /7 a-27 o-11 -2 3 5 2 a.30 :-19 5-28 o-77 54 5.1 :.?0 a-29 :.?; 5-2 I 54 <-19 :.1F :~7: 18 4-30 a-28 d-27 a 5. 5-10 - S-9 5~7 S-6 5~5 5-4 S-9 5-B 5 ] 5~6 5~: -9 - S-5 1 5-5 i-5 5~: _ 19 20 S-i 54< 5.5 54I S. 5-N' S-li 5-16 5-la i-1J S-li 5-n 5-16 515 <.1: snJ S~t! ° - ` I `5.15 ~ 5-tJ :1 S~n - ~ 21 5-2t 5-fo 5-t8 5.2a 5-2J 5-21 ?~70 5-19 5-•6 5-23 5.22 `-It 5-20 ~ c.1E ~ - - 512 { c.7=~ - c-tc 5.t6 1l 5-26 5-26 5.25 5.31 5.30 5.18 5.2i SQ6 5-25 S-JO 5-79 '•.2E S-T 525 ~ i-Ji 'E-2? 5 i 5-70 5"`- '° 17 G4 6.2 6-1 6-] ti-b 6-: 6-7 6.2 6-1 6.6 6~5 E~= F~3 F4 0-6 I S-5 5-3 6-2 5-t - 2a 6-n 6.9 6.6 6-la 6-ll 6-n 5~t0 6-9 6-R 6-t7 6.12 E-n 6-t0 6'E c.;: - __t2 i s-10 ^-S S~b - 25 6-t8 6-16 6-15 6-21 6-20 648 6-ti 646 6.15 6-10 6-19 E~t6 b~li ~_•-t5 S I ~ S1] _.;0 _ - 5_tF Fni - 26 6-25 6.13 642 64B 6-2] 6-25 6-2: 647 G22 6-2] 646 645 F~1a -o 5~.. - .- ?-'= ' 7- _ . 5-iJ 2? ' 2] ]-2 6-30 649 1-5 7-4 74 i4 6-]0 649 7-a I-J %4 i.t 619 :-5 -- .1 ',7 'L T 9 i.] i-6 ]42 ]-tl 7-9 %~8 ]-7 7~6 28 - 6 ld : i43 7-19 14B i-16 ]-t6 7-ta i-1J 7-18 14: '-:E :-t5 %-tJ .- ? - • I'~' _ 29 i4 - 7Qd ] 25 7-23 i-11 I-2t ]-20 7-25 7-1a ]-23 :-22 -40 :45 ]-25 ~0= %-72 i-7t 7.70 ?J ]0 i-2J 741 L30 4] 84 - B4 7-70 i49 1-28 ]47 8-1 I.7t %JO %-29 %-? - 1 `'t - %-7? - - ]-77 it 3t ]JO 7.28 7 4 8 B-7 8-B 8•i 9-6 8~5 9~J ?-9 3~5 - i 7.5 < 0-3 ? 32 8.6 8-4 8-7 P-9 6 B-8 8 5 8-6 B-t] 6.5 8-t2 . 8-il 8-t0 845 R4a 8-t7 B4? 5-t0 34E 5-t5 Sn: 6-t2 }n 3-t0 -•? 37 8-t3 8-11 9.10 i] B 8-1 8-23 .1 8-21 8-20 9.19 8-18 8.17 8.22 a-It R~70 9.19 641 347 .:.` 1`5-71 5-t9 316 3-t; _= 3t 75 8-20 2] 9-18 a-?5 - a-2a B•70 0-29 847 8.16 8.25 8-14 6.19 B-2B 94] 6.26 R4a '~7J 37? 3.29 5-25 5-75 3-2a ?S 36 8- 9 3 9-1 8-71 9.6 9-5 9-7 9-2 9-1 8-71 9.5 9-a 9-7 94 971 ?.5 a.< I9.a ?-1 ?-t 8.31 ?5 7] - 940 9-B 9-7 9-1J 9-12 9-t0 9-9 9-8 9-] 941 9~tt 9-t0 9~9 9 i ?d7 ?~1? ?-n ?-9 +-3 9.7 3] 17 9 945 94a 9-20 949 9-17 9.16 945 9-14 9.19 9-18 917 ?-tF 9~ta ?20 ?~•> I?-t°- ?-ti 315 ?~14 75 38 - 4 9 22 9-21 9.17 9.26 9.2a 947 9.17 9-7t 9.26 9-25 94a n.73 941 ?4] 9-25 ''vS I ? ? 79 40 9.2 - 9 19 948 10.4 tOJ 10-1 970 0.29 918 10.7 10-7 10-1 9~?0 o-7s 10.: tCV 1.2 ,.3J 3 9 32B J tl 10-1 0 8 - 10 6 10.5 10-It 1040 10.8 10-] 10-6' 10-5 10-10 10-9 IO~P t0-] 1M tptt IS t[ ;SS :D-i 10.6 10-5 1 - . 4 t8 10 ll 10.15 10.14 10-tJ 10-17 t0. t7 1P 1F IO.tS 10.14 tC-17 Iv L' tvt] t0-tE :J-u :0-tJ t0. t? :1 t0-15 1047 t0-11 1 5 - 10.2a 10-22 10-21 10-20 10-19 t0.1a 10.17 1042 1041 10-ro I(L 25 q.1: 1>'.- ;PIt t6:F 10-19 U tl 10-2? f0-20 10-19 10.2 2] 1046 10.71 10-70 1429 t0-1P 1+}76 n.t 1071 •:-7, tC-?2 t(i 2•- t[r?6 -< 44 10.29 10-2] 10.26 11.1 10.31 10-29 10.28 10- a5 11 ~ 11-J 11-2 11-L 11.7 11-6 I1-d 1FJ 114 tl-] It-6 11-5 11.4 11-1 n-b tl.; 1v5 11-4 tt-] 1t-? a5 46 11-12 i1-10 1F9 11-IS 11.14 it-11 11-t1 f1-10 1F9 tt-1: 11-17 IFti I1-11 14a 1F15 11.1< 11-i? tldt 11.10 1L9 :F nos n4] trz] n-zt n-z7 nor. n4B n43 ;1.77 n-? t n.1c n-1E n~v n-7] a n-t9 n-n n47 n-22 n-2t 11.19 %< ?: -: 6 4a 11 70 1[49 tt-18 11-26 11.15 tl-1: tI~J0 1t-7C n41 tt-76 1145 n-70 n4° n-:i n4i n~:5 It- n- 4B 11-? n 1 i - 12 ] 11.6 12-5 t2-7 12-7 11-1 127 12.5 t2-d 11-] 17-2 t1~7 176 V.5 12d 12'7 R~; t?-7 a9 a9 t2-3 10 17 f - 12-e - 11 ~14 12.17 11.11 12.10 1?-9 17-P 124a 12~R 1141 17-t0 t?~9 121: q-13 1, .1? '.7-n t2~9 4-B 17.1: SJ 80 . 124] 17-15 t2~?1 12.20 12-19 12.17 1216 t2-15 1?-71 1249 1218 t?~1] +2-ti• 1?4t q.2L :7~1? :7-t5 t2~1F 1?-L' 1741 St 81 2a 2 12-22 t1-IB 11.21 17.16 11 74 1217 1222 q-10 t2~76 1275 IA 2+ 1: ~77 O-:.° 124: :-~:i ,b 25 1747 t?-a :1~?5 52 57 1 - • Extra Week EXIIIBIT "B" EXiiIBIT "h" TO APPLICATl'ON FOR APPROVAL of FRACTIONAL ESTATE PROJECT DECLARATION, ARTICLES ANll BY-LAL^7S 7DLilllll~ll~1L® ~ llll~~~~, ll e~lJ• ATTORNEYS AT LAW RONALD GARFIELD VICTORIAN SQUARE BUILDING ANDREW V. HECHT 601 EAST HYMAN AVENUE WILLIAM K. GUEST, P.C. ASPEN, COLORADO 81611 JEREMY M. BERNSTEIN hiay 10, 1984 City of Aspen Planning and Zoning Commission 130 South Galena Street Aspen, Colorado 81611 and City Council of the City of Asper. 130 South Galena Street Aspen, Colorado 81611 kE: SHADOW MOUNTAIN LODGE AT ASPEN TELEPHONE (303) 925-1936 TELECOPIER (303) 925-3008 CABLE ADDRESS "GARHEC" Dear Chairman, Members of the Planning & Zoning Commission, Mayor and Members of the City Council: The purpose of this letter is to indicate compliance by the Project Instruments with provisions of Section 20-24 (I) of Ordinance No. 52, Series of 1982, hereinafter referred to as the "Timeshare Ordinance The recent amendments found in Ordinance No. 55, Series cf 1983 amending the Timeshare Ordinance do not appear to affect Section 20-24(I). For purposes of this letter the term "Declaration" shall mean and refer to the Condominium Declaration for Shadow Mountain Lodge at Aspen. For purposes of this letter the term "By-Laws" shall mean and refer to the By-Laws of the Shadow Mountain Lodge at Aspen Fractional Owner's Association, Inc. What follows are references to the Timeshare Ordinance section and corresponding references to or excepts from the relevant provision of the Project Instrument. TIMESHARE OkDINANCE PROJECT ZNSTRUNIENT 1. 20-24(I)(1) Disclosure Statement 2. 20-24 (I) (2) (a) legal description The Disclosure Statement is attached to the Declaration as Exhibit "D". In accordance with Section 1.2 of the Declaration, the legal description of the property is attached to the Declaration as Exhibit "A". GA~b~~E9.~ & 69~~9~'6, P.~. City of Aspen Planning & Zoning Commission and City Counsil of the City of Aspen May 10, 1984 Page 2 3. 20-24 (I) (2) (b) identification of timesharing periods The timeshare period known as a "Use Week" is defined in Section 2.22 of the Declaration. Use Weeks are identified by numbers as shown in Exhibit "C" to the Declaration. 4. 20-24 (I) (2) (c) identification of timeshare estate 5. 20-24 (I) (2) (d) percentage of common expenses and voting rights assigned tc each timeshare estate The timeshare estate known as a "Fractional Estate: is defined in Section 2.11 of the Declaration. In accordance with Section 4.5 of the Declaration, the entire Project (other than restricted employee housing units) is submitted to time-span ownership. Each Condominium unit's percentage ownership in the Common Elements is expressed in Exhibit "B" to the Declaration. A Fractional Owner is entitled to vote (Section 9.3 of the Declaration) ar:d is liable for a pro rata share of the assessments (Section 12.2 of the Declaration) in accordance with the voting and assessment percentage set forth in Exkiibit "B". So long as the association owns the employee housing units, the voting and assessn;ent percentages will be different from the percentage ownership in the Common Elements. So long as the employee housing units are owned by the association such employee housing units shall not vote in the affairs of the Association nor shall any assessments be charged to those units. City of Aspen Planning & Zoning Commission and City Counsil of the City of Aspen May 10, 1984 Page 3 6. 20-24 (I) (2) (e) restrictions on the use, occupancy, alteration or alienation of timeshare units In accordance with Section 4.8 of the Declaration a Fractional Owner's personal use of his unit shall be restricted to thirty (30) days during the "high season". In accordance with Section 13.1 use of a unit is limited to residential purposes only, occupancy of the studios is limited to two (2) persons and occupancy of the three (3) bedroom unit is limited to eight (8) persons. In accordance with Section 5.5 of the Declaration possession is limited to designated Use Weeks only and no Fractional Ocaner may occupy a Unit during Maintenance Weeks. In accordance with Section 5.4 of the Declaration all alterations to Units are to be performed exclusively by the fractional owners association. Except as set forth in Section 4.10 of the Declaration prohibiting partition, there are no restrictions on the alienation of a Fractional Estate. 7. 20-24(I)(2)(f) Section 4.4 of the Declaration other matters states that Condominium Units 13 and 14 are restricted to employee housing as required in Section 24-11.4(b)(3) of the Aiunicipal Code of the City of Aspen and to rental and sale terms, price guidelines and occupancy limitations within "middle income" emplcyee housing eligibility guidelines and to six (6) month minimum leases with no City of Aspen Planning & Zoning Commission and City Counsil of the City of Aspen May 10, 1984 Page 4 8. 20-24 (I) (3) (a) homeowners association and management contract more than two (2) shorter tenancies per calendar year. The fractional owners association to be known as "Shadow Mountain Lodge at Aspen Fractional Owner's Association, Inc." will be established under the Colorado Nonprofit Corporation Act. In accordance with Section 10.2 of the Declaration and Section 4.1 of the By-Laws, the fractional owners association shall be responsible for the maintenance of the Project. Section 9.7 Mandatory Appointment of Managing Agent of the Declaration provides that: "AS soon as practicable the Association shall appoint a Managing Agent. The Contract with such Managing Agent shall allow for either party to terminate said contract, for cause, upon sixty (60) days notice. In the event the Managing Agent is terminated, a new Managing Agent shall be designated as quickly as possible by the Association. The contract with the Managing Agent shall specify the Managing Agent's duties to maintain the Project." 9. 20-24(I)(3)(b) Section 9.5 of tkie Declaration stipulation of association Fractional Owners Appointment as agent for process of Attorney-in-Fact for Service of Process states in part as follows: "Each Fractional Owner in the Project hereby irrevocably GA~dF9E-.G & 49EG~-~', P.G. City of Aspen Planning & Zoning Commission and City Counsil of the City of Aspen May 10, 1984 Page 5 10. 20-24 (I) (3) (c) multiple owners designate one managing agent 11. 20-24 (I) (3) (d) associations ability to compel a timeshare owner to pay maintenance fees and enforcement remedies designates the Association as his agent for the service of process or legal notices for any legal action preceding or hearing pertaining to his Fractional Interest. Any service upon the Association at attorney-in-fact for any or all E'ractional Owners shall be in a manner sufficient to satisfy the requirements of personal service in the State of Colorado pursuant to Rule 4 of the Colorado Rules of Civil Procedure..." The last sentence of Section 9.3 of the Declaration states that: "Where title to a Fractional Estate is held by more than one person such owners are hereby required to designate one person or agent as the spokesperson for all such owners and that the person so designated shall also be entitled to vote all the interests of that particular Fractional Estate." Section 12.1 of the Declaration and Section 12.1 of the By-Laws set forth the obligation of owners to pay assessments. The right to compel payment is found in Sections 5.3, 12.6 and 12.7 of the Declaration. In accordance with Section 10.6 of the Declaration the fractional owners association has the right to enjoin violations of its rules and regulations and the prevailing City of Aspen Planning & Zoning Commission and City Counsil of the City of Aspen May 10, 1984 Page 6 party in such suit shall be entitled to recover its costs and reasonable attorney fees. 12. 20-24(I)(3)(e) Sections 18.1 through 18.5 of distribution of proceeds the Declaration provide for in the event of condemnation the distribution of proceeds iii the event of a complete or partial condemnation of the Project. Sin er ly, Rona Garfield RG/mlc -- t d d .R. o'clock a Recor e _ No ti Recorder , on Recep FRP.CTIO NAL ESTATE COSOC:".I9ZCi1 DECLARAT IOX FOR SH ADOW MOUNTAIN LODGE AT AS?E`7 .._ IND°X ARTICLE I - R ECITALS AND CERTF.IN DEFINITIO\S - Section 1.1 The Declarant Pace 1 Section 1.2 The Real Property Page 1 . Section 1.3 Intention of Declarant Page 1 Section 1.4 The Project Pace 1 Section 1.5 Submission of Properly Page 2 ARTICLE II - ADDITIONAL DEFINITIONS Section 2.1 Act Page 2 Section 2.2 Articles Pace 2 Section 2.3 Association Page 2 - Section 2,4 Board of Managezs or Board Page 7. Section 2.5 By-Laws Page 2 Section 2.6 City Page 2 Section 2.7 Cormaon Expenses Pzce 2 Section 2.8 - Common Furni.shincs Pag_ 3 Section 2.9 Condominium Unit or Lodges Unit PaSe 3 Section 2.10 Cormnon £Lements Pace 3 Section 2.11 Fractional Estate Pag= Section 2.12 Fractional C.+nez Page Section 2.13 General Co::w~.en E1 e:~ents Pa~e Section 2.14 Limited Common E1e:aents Pege 4 Section 2.15 bfa intenance S4eak or >ta ir.t ena xe Period Pa^ye < Section 2.16 !?anaging Agent Page 5 Section 2.17 F?ap or Condominius :?zp Page 5 Section 2.18 Dtortgage PaSe Section 2.19 Mortgagees Page S Section 2.20 Condominium O::ner or Cwner _ Pages 5 Section 2.21 Unit PaSe 5 Section 2.22 Use Week Page 6 . Section 2.23 Timeshare Ordinance Page 6 ARTICLE III - CONDO:!INIUM "!A? Section 3.1 Preparation o`_ `:ap PaSe 6 Section 3.2 Boundaries of Unit PaSe 7 Section 3.3 Record irg Pace 7 Section 3.4 Amendments an3 Supplaments PaSe 7 ARTICLE IV - DIVIS ION OF PP.OJECT ' = 7 Section 4.1 nits Division into Condominiuu L _ Pag Section 4.2 Limited COi2J~:O11 Eleraenls PaSe 7 Section 4.3 Conveyance and Descri?lion of - B Condominium Lin it PaSe Section 4.4 Employee Housing Restrictions Page 8 Section 4.5 Further Di.Vision into Fractional Estates Page 9 Section 4.6 Conveyance and Descripti or: of a Fractional 1: :Cate PaSe ~ Section 4.7 Inseparabili t}~ of Crs~:on E1 e:;.ents ?'age 9 ion Sec : 4.8 Restriction on Fractional Estates Pages 10 . section 4.9 Title rage 10 Section 4.10 Partition Not: Pz r:aitted Pages 10 ARTICh£ V - ADDITIONAL RIG!1TS AND Ora?.I GATIOXS OF FFACTIONAL O:.S ERS Section 6.1 Occupancy lixpa.^.ses Pogo 11 C Section 5.2 Holding Over Fage I1 Section 5.7 Rig}st of Possession Cen ied Fage 12 Section 5.4 Idennity against Liens Page 1-' Section 5.5 Periods o: Possession Page 13 - Section 5.6 Compliance with Tic.:e sha re instruments pa a 9 13 Section 5.7 Right to Es:hib it Page 13 ARTICLE VI - EASEMENTS 1 Easements for En croachsaents 6 i - Page 13 . on Sect Section 6.2 Easements of access for Repair, Maintenance and 'Jce rgencies Page 13 Section 6.3 Owner's Right to Ingress and Egress and Support Page 14 Section 6.4 Association's Right to Use o` ' - Coivnon Elements Page 14 Section 6.5 Easements Dee:ced Created Page 14 ARTICLE VII - AD VALOREM TA)CA?ION Section 7.1 Separate Asses s:aents ~ pa a 9 15 ARTICLE VIII - MECHANIC'S LIEN RIGHTS LIMITED Section 8.1 Mechanic's Liea pa a 5 15 ARTICLE IX - ASSOCI 1 9 i A?ION - General Purposes and Powers Page 16 on . Sect Section 9.2 Membership Page 16 - Section 9.3 Voting Page 17 Section 9.4 Fractional O~ners P.?pointmar.t of Attorn=_y-in-fact for Services of Process Paga 17 Section 9.5 Board of :tanagers Page 16 ' ~ Section 9.6 Mandatory Appointment o` - / 1 Managing P-gent pa a 4 16 Section 9.7 By-Laws and articles ~ Page 19 Section 9.8 Consent of Mortgagees Page 19 AR1'ZCLE X - RIGHTS AND-OBLZGA?TOSS O? dSSCC IATICS Section 10.1 Association as >*_forney-in-9act - for Owners Page ' 0 Section 10.2 General Cotoaon Ele:cents gage 20 - Section 10.3 Labor and Services ~~ Section 10.4 Property of Association Page 21 Section 10.5 Itortgagee P.ights Fage 2.1 Section 10.6 Enforcement by association Page 22 Section 10.7 Certificate o_` Identity Page 22 Section 10.8 Implied Rights Page 22 Section 10.9 Rules and Regulations Page 22 ARTICLE XI - ADDITIONAL DUTIES 0° THE ASSCC LITTON REGARDING FRACTIONAL ESTA?ES Section 11.1 Coordination of Occupancy PaSa 23 Section 11.2 Service Requests Page 23 Section 11.3 Fta inte n.-snce Page 23 Section 11.4 Calendar of Use 'na e::s Page 23 ARTICLE XIZ - ASSESSc!ENT FOR COJ11!O:: E%?ESSES Section 12.1 Ob iigatien to Pay Pege P ` 3 4 Section 12.2 Apportions :cots age Section 12.3 Time for Paps:ant of .ls ses s:-ants Page 24 ' Section 12.4 Sinking Fund ~ Paga _5 Section 12.5 Special Assess;ne r.ts for Capital Ln~roveo;ents PiCZ ~ ', Section 12.6 Asses s:•:ent Lien Fage P 26 26 Section 12.7 Personal O5liga lion age Section 12.8 SW tema~n^_ of Status o: 7 '' Asses si,~ent Pays,~ents Fage - ~ Section 12.9 Personal Liahili^_y o[ Purchas<r _ for Assessments Pa9a 2' "' Section 12.10 Asses s!~:ent 'ne se rv r.s Page 2°'' .. _._ . . ARTICLE XZI - USE OF CONDO!".P.:I U?; U:7ST5 pa5e 2E Section 13.1 2 13 i Use Restrictions Co!mnon Elements pe strictions 20 page . on Sect ction 13.3 S No I;n?erili rq of Zr.su^^ce Page 23 3 P e Section 13.4 No Violation of La•.+ Fia zardous Of `ensi:e i age Section 13.5 , ous, No Nox or Annoying Activities Page 23 Section 13.6 No Unsightliness ~ pace 30 pa a 30 --- Section 13.7 Restriction on Sigr.s pace 30 Section 13.8 9 13 i Antennas Restrictions on An noaLs pa a 39 g . on Sect Section 13.10 Repairs or Alteraticns s ili i e 30 pa g _J Page s'' Section 13.11 e t No Excessive Use o` Ct ctural f St Section 13.12 ru No Impai nnent o Page 3D Section 13.13 Integrity Miscellaneous Restrictions Pa a 3' 5 Section 13.14 Responsibility of C.:ners pa a 31 5 and Fractional trr.!ers ARTICLE XIV - MORTG AGING A CONDOMIN R.": UNIT Page 3S ' Section 14.1 Priority of a *lortgagee ARTICLE XV - INSURANCE Faye 32 Section 15.1 Fire Znsuranc_ - pace 32 Section 15.2 Liability Insura.^.ce pyge 33 Section 15.3 Other Insurance ptg~ 33 Section 15.4 Natred Insured Certificate of Re?laca:..e nt Value Pace 33 Section 15.5 ARTICLE XVI - DAb1AGE OR DESTRUCT T_ON Face ?~ Section 16.1 Insurance Proceeds ' Section 16.2 Damage, Sufficient iasura ace Payer " Proceeds Section 16.3 Damage, Insufficient Insu ranee 1, Aga 33 Proceeds ARTICLE XVII - OBSOLESCE\CE - Renewal of Project pace 3~ Section 17.1 2 17 i Sale of Project Faces 37 - . on Sect ARTICLE XVIII - CO NDE::NATIOX of COpCel.'.n3t1O^ ° Section 18.1 Consequences 33 Pag Section 18.2 3 Proceeds Com?fete Taking F~-ge 38 Section 18. 4 n 18 i Partial Taking pjca :~ 9 . o Sect Section 18.5 Reorganization page 3 ARTICLE XIX - AMEN DMENT OR REVOCATION O? DECLARATION i Pa- 39 5°' Section 19.1 on Nnend!nent or Revocat ARTICLE XX - DIISCELLAN EOUS ~ Period of Condominima tr.+nershi? Fa ge 40 Section 20.1 2 20 i Compliance ~+ith Provisions of . on Sect Declaration and =i'ticles of Incorporation and 3y-Laws of the 40 Association of *!ailing Address i Pag` , Paso 2- Section 20.3 on Registrat ansfer of Declarants Riy F.ts T Pas` it Seetion 20.4 r Section 20.5 Severability .2 Section 20.6 g Protection of or[ acee Paso ~~ Section 20.7 Limited Liability Pas .3 Section 20.8 Non-waiver Page ]3 Section 20.9 Statute tAunher and Gender page .:3 Section 20.1 1 20 i 0 1 Sales Activities of Declarant Pjs` ~• . on Sect Section 20.1 2 Section Headings laration D p, _ 1d Section 20.1 1 20 ec 3 Duration o: 4 Disclosure State!ae nt rage "" . Section ramie :s SIGNATURE PAGE - ACXNO:~'LEDG E::ENT OF DF.CLAR.aNT SIGNATURES I'age :5 t- APPROVAL OF MORTGAG EF. - Page ;5 ACKNOWLEDG::ENT OF MORTGAG°° SIGSi.?C`RE Page ;8 - -~. , FRACTIONAL ESTATE CO.`+DCa P:iCii CC LA~ATiC`: FOR SHADOFI P!OUNTAZN LCDGE AT ASPES This Fractional Estate Condominium Declaration for - Shadow Mountain Lodge at Aspen dated th'_s day of -" - _ , 1983, is made and entered into by SHADG'n MOUNTAIN EQUITIES, INC., a Colorado corporation. • - - ARTICLE T -- . ~ -- ~ ~ Recitals and Certain Definiticns 1.1 The Ueclarant. SHADO%7 MOLS^_AIa EQUITIES, ISC.,~a Colorado corporation, together with its successors and assigns, . collectively, is herein called thz "Declarant". 1.2 The Real Property. Declarant is the ewnzr of an improved parcel of real pronzrty located ir. the County cf Pi tkirt, State of Colorado, described in Exhibit "_•, attach zd ::ereto, :.lace a part hereof by this reference and herzinafter re `erred to as the "Real Property". Recording data for recorded ease::ents and ( "' licenses appurtenant to, or included in, t*.e conflo:a'_ri e:n ?reperty or to which any portion of the conderniniu:a propert? is or tvy - beco:re subject is also set forth in said Exhibit "A". 1.3 Intention of Declarant. Declara n•. intends :-o provide for condominium ownershi? of thz real property, buildings and improvements situated thereon as a coadorni niuw and fractional (i.e. time-span) estate under the Co..^.de:ainic:n C.+nershi? Act o_' the State of Colorado. Declarant in `.ends to dz_ir.e thz character, duration, rights, obligations, and limitations o` sacs condominium ownzrship and for such purposes executzs this Declaration. 1.4 The Project. The to rn "Project" shall mean the Real Property and the buildings and i:o?rover..zats situated thereon and all appurtena r.cas thereto which build iry-s and ienproveur-..s contain twelve (17.) fret :~:a r::et units ar.d two (2) restricted employea housing units. Ttis is fhe r.:3xii:::,i nu:~~u er of condominium onus that may he created by this subdivision. The free market condominium units will be sub:aitted to fractional ~. (i.e. time-span) ownership. The clop loyec housing wits will be - conveyed by Declarant to tho fractional ownzrs association. The employee housing units will not be Dart of the fracticr.al estates created hereby. 1.5 Submission of Prope rte. Declarant dces hereby submit the Real Property and.huild i.^.gs and iwpro•J?:pats situated thereon, to condominium ownership ou rsuant to the Cr..dominium Ownership Act of the State of Colorado and with respect to the free market units furth_r subini is the sate to fzacticnal (i.e. time-span) ownership subject to easements, zights-o way, restrictions and reservations of record, and Declarant does hereby publish and declare that the followi rg to r:xs, covenants, conditions, easements, restzic tions, uses, limitations, and obligations shall be deemed to rug with the la.-:d, s:_a 11 be a burden and a benefit to Declarant, its successors aid assigns. P P.TICL° TI Additional Definitions Unless the conte:<t shall express lv pro•r_de otherwise the following definitions shall apply to the _`oliovi:g phrases, or teens appearing in this Declaration. 2.1 Act Mean s. the Colorado Condomin a:n C.-ership Act, Colo. Rev. Stat. Section 39-33-101 et sec. 19T , as a_e:rded. - 2.2 Articles means the attic les o_ lr.cor-ovation of the Association, as hereinafter defined. 2.3 Association tnea rs S-aDu^S; }:OCN.aIS LCDGE AT ASPEN FRACTIONAL O'n tiER'S ASSOCIATION, ISC., a Colorado co=gyration, not for profit, its successors and assigns, the Articles and By-laws of which, as hereinafter defined, along with this D=_cla ration, .,shall govern the administration o° the Project; the :x:rb ers of which shall be all of the Owners of the Cond e:,u nic:ns or Fractional Estates in the Project. 2.4 Board of Manacecs or Board t,;eans the governing body of the Association. 2.5 By-Laws means the Ey-La~.+s of the assx iation. 2.1. City, means the Ci[y of Aspen, Colorado. 2.7 Cornrron Exaanses means and includes expenses for the maintenance, repair, opera tip.^., tzrtage:~e n'_ ar.;i a:I:~i nistra tion of the Common elements; expenses declared coc:r.on ex lenses by the provisions of this Declaration or under the ny-Laws cf the Association and all sums lawfully assessed as such by the L'oa rd of Managers of the Association. 2.8 Co:n:non Furnishings means the personal prooz rty in a Lodge Unit at the tiwe of acquisition tl:e reof by a Fractional - Owner, including the furniture, furnishings, tableware, cooking - utensils, appliances, decorative items, bzddi rg and all additions, substitutions or replacements the reo°..Ownz=shin o° a Fractional Estate sha 11 include undivided ownership with all the other Fractional Owners of said Cnit in and to thz Co:azon ' Furnishings in said Unit and any additions, substitutions or replacements thereof. 2.9 Condominium Unit or Lodce Unit :weans tixe fee sicaple interest and title in and to a Unit, th>_ urd %vided percentage interest in the General Cosiaoa 31e~ce nts ap?u rtes nt to such Unit and the e:<c lusive right to,use any Limited Ce: _.~oa Element reserved to such Unit as shown on the Condo:ai~i as ?!a?. 2.10 Common Elements means and iaclud_s the Rza1 - Propzrty except those portions thereo` which constitute air space units together with the structural co;c?o :ants of the buildings, including but not limited to roo `_s, floors other tha^ the interior surfaces thereof (and crawl spaces beneath the floors), foundations, pipes, ducts, flues, chut_s, conduits, wires, and other utility installations to the outlets, bearing walls, perimeter walls, columns and girders to the interior surfaces thereof, regardless of location; the balconies, patios, en try::ays lying outside perimeter walls, walkways, yards, parki rg areas and storage spaces which are now or hereafter coma fired w%thin the Project; all installations of power, lights, gas, hot, and cold water existing for coiw~on uses and, the air abcve the Real Property, all of which shall be ownad, as to r.a nts-in-coirnon, b}• the owners of the separate units, each cwner o: a unit having an undivided percentage interest i.n such co:;_aon ele:aents as hereinafter provided. . C NJ ^ ~ 2.11 Fractional Estate m=ans a combination of: (i) an undivided one-fifteenth (1/15) interest as tenant-ia-co:m:on, in - the present fee simple estate in a Condomi r.iu:n Unit and (i i) the exclusive right to possessi o:r and occu?arty of szid Condotniniwn Unit during annually recurring peziods o° time %~c--~ as Use Ste eks as set forth in the deed conveying the Fzactior.e'_ Estate to a Fractional Owner. The sum of the Use reeks and :iai rtenance Steaks in a Condominium Unit dedicated to fractional c+ ership shall equal fifty-two (52) weeks. Each Fractional Estata shall constitute for all purposes an estate or is tezest ~_ zeal property, separate and distinct from all other interests in the same Condominium Unit and may be conveyed or eae_: ~=_red in the same manner and with the same of .`ect as other real ?roperty interests, including, but not limited to, by way o`_ teed, - mortgage or involuntary sale by jedicial or of^er process. Each Fractional Estate sha1T be se?arately assessed for real pro?erty ~" taxes and for any other charges on real oro?erty levied by any - govermnant or governmental entity. 2.12 Fractional Own_r means any perso :, co ^ora tion, partnership, association or other legal entity whit:: os+ns an _ interest in one or more Fractional Estates. 2.13 General Corsaon E1e:aerts ;weans all the Co:; a,on -~ Elements excapt all Limited.CC:. ;,on Elements. 2.14 Limited Corwion E1e:aa nts m=_ans t::osa Co:uaon Elements (as shown on the "tap) which are reserved for the use of a certain owner or ovne rs of a particular Corde:einiLa Unit to the exclusion of the others. Any costs for ordinary r:a intenance, service or upkeep shall be paid by t1:a a.•.^.e rs rev=iviag such reservation. 2.15 hla intenance 6:e ek or h!aintenance F_^od mzzns those periods of tiro:e during which exclusive possessi oa a Lodga Unit dedicated to fractional ovnersh ip is reserved to the association to service, clean, repair, maintain and ref'::5ish scch Lodg-~ Ur.it ~ or for such other purposes as the Association shall dtte mine to i be necessary or desirable. Maintenanee toe eta shall co rsist of those Usz Weeks, desig.^.a [ed by sec loran t, by sc?pl z:e nt o: .~wFti .a. supplements to this Declaration as :?aintcnarce :seeks. F.ainte Hance Weeks shall be appurtenant to the Fractional testa tes in a particular Lodge Unit and a transfer of said .ractional Fs to to shall, without further reference, transfer to the grantee thereof - such interest in the Maintenance i:eeks. 2.16 Managing Agent means the individual, corporation or other legal entity employed by the aoard to ?erfona the management and operational functions of the Project. 2.17 M_ae or Condominium sao :ceans a ?lat or plats or survey or surveys of the surface of the ground of the Real Property showing a survey and legal descri ?tion thereof, the location of the building with res?ect to *_he boos daries of the Real Property, together with ding ramatic floor plans of the building, showing the boundaries o_ each Unit within the building, including horizontal and ~-e rtical locations and dimensions of all boundaries of each"Cn.i t, L'n it nu;.vhers identifying the Units, together with such ot::er in_oraation as may be included thereon in the discretica o` t..e Ceclaran t. With - respect to any supplemental Condomin i. urn ):a? or Y-a?> that may be filed in the Pitkin County, Colorado records, the to ra "?:a ~" or "Condominium Map" thereafter shall caeca the crigiaal Condominium Map, together with all supplemental maps. 2.18 h!ortgaa_ :weans any mortgage, deed o° trust, or other security instrument by which a Cordo:ainiua Uait or any Fractional Lstate is encumbered. 2.19 Mortgagee means any perso r., persons, fi nn, corporation, partnership, association or other legal entity na;aed as the mortgagee or beneficiary in any Yortgaga under Which a Condominium Unit or any Fractional Fa rate is encu:.>b Bred. 2.20 Co ndowinium O~.ar.er or O-»ner :-eans a prrs on, corporation, partnership, association or ot':er legal entity Which owns an interest in a Condominium Ur.it not suk:mitted to fractional ownership under this Decla r~tioo. 2,21 Uni[ means .l^ 1ndlVld L'al dlr Space UR].C Wh1Ch 15 - - bounded by the unfinishec? interior surfaces of its perimeter walls, including the interior surfaces of Win.'-o-»~ and Wind o•» frames, doors and door frames, trim, and the interior surfaces of the lowermost floors, uppe roost c>_i Linys and b•~a ring walls o_` such unit in the building as shown on the Condominium :4ap to he filed for record, together with all fix tunes acd i:apzovements therein contained but not including any of the structural components of the building, or Corl~:on Elements, if any, in such " unit. - 2.22 Use Week means a period of exclusive possession " and occupancy of a Condominium Unit reserved to a Fractional Owner consisting of a seven (7) day period of owr ezship; provided however, theright of possession and occupancy shal_ not co:r_aence until 9:00 p.rn. Rocky Mountair. Times on the firs= day of the Use Week and shall end at 10:00 a.cn. Rocky D'.ountaia Ti::e on the last . day of such week. Use Week No. 47 (always includes Than:csgiv ing) and begins on the Saturday before Tha ^.k sgiving. Use Si~ek No. 48 is the seven (7) daps icmrediate ly following. P.dditional we e:<s are computed by either going forward or backward fro:^ Use Waek No. 47. Use Week No. 1 contains tha seven (7) days s~cceadirg the end of Use Week No. 52 without regard to the month or pear. Use {ieek No. 4G contains. any excess days rot oth ar:Ji se assicr.ed. 2.23 Timeshare Ordir.a nce t:e a:s new section 20-'; to the Municipal Code of the City of Asn=_n, Colorado regulating the subdivision, sale and maintenance o: timeshare projects and any amendments or supplements to said Ozdina.^.ce. ARTIC?.E III Condomir.i u:n ua? - 3.1 Pre aration o`_ ?ta o. ?he Y.ao sha'_1 contain the certificate of a registered Co lora~o lard surveyor, or licensed architect, or both, certifying that the Sfao sub stn-.tially dapicts the location and the horicontal and vartical :ceasure:,:ents o: the building, the Units, the Unit designation and di:.:ensions thereo _`, the elevations of Uce unfinished floors ar.d ceilings, the building mm~ber or symbol. Each supolea.e ntal c.:ap or nay amendment shall set forth a liAe certificate when approoriate. ~--- 3.2 Boundaries of Unit. In inter?reting the `!a?. or ary amendment or supplement thereto, the eristi,,^.g pt:ysical boundaries of each Unit as constructed shall be conclusively ores erred to he its boundaries. 3.3 Recording. The Condominium `?a~ or ".a?s shall Ce filed for record in the Real Estate Records of tie Cou rty Clerk of Pitkin County, Colorado and may be filed _°or record in •.+hole or in parts, or in sections, £rom tine to ti:ae. Each section of the Map filed subsequent to the first or initially fi Led ?;a? _ shall be to nned a supplement or amen~'ce of to such $an and the nutae rical sequence of such supplements or amead:aents shall be shown thereon. 3.4 Nnendments a.^.d Suoole:n=_n`s- Declarant reserves the right without the necessity of any obtaini rg the consent o° any other person to amend or sup?lenient the °.a?, fro:a ti r..e to tire, to conform the same according to the actual location o` any improvements or alterations, and to establis vacate, and relocate access, utility or other easen:en `s or rights of way and for any other purposes as provid=_3 herein. No trri ehstanding the preceding, Declarant shall obtain an approval from the City to any amendment or suppleme r.t to the `!a? v:^.e re such approvrl is required under the Timeshare Ordinanc=. ARTIChE IV Division of Project 4.1 Division into Condaainiu:a L'ni ts. The Conc?o:ai Wien Project is hereby divided into Condominium Cn its, each consisting of a separate fee si[nple interest in a Urit and ac undivided fee simple interest in the Co::u•on £.1 eu;ents, as is se[ forth in Exhibit "D" attached hereto and the Liwite3 Cotaon P,lemeats, if any, appurtenant to each Unit. Such undivided interests in the Cocmnon Elements are hereby declared appurtenant to tha respective Units. F.ach such Unit shall be is?antified on the Y.ao by r. c:r_`.ar or symbol as shown on Exhibit "B". 4.2 Limitc<' Couvoon £1 e:,mmts. Liui ted Coi;~:on Elemants shall consist of, balconies, decks, patios, te_r: ces and exterior stairways, if any, appurtenant to and associate8 with a __ _ .. particular Unit and identified on the Condaninicu ?-a p, and any individual heating equip~~:ent a^d fireplxes appurtenant to and " used in connection with a particular Unit. She Limited Cannon. Elements shall be used in connection with a pa rti.cular Unit to the exclusion of the use thereof by othersexcept by invitation. 4.3 Convevan ce and Descriotio.^. of Cor.do:±i nium Unit. Every contract, deed, lease, mortgage, deed. of that, will, or other instrument affecting title to a Condominium Unit not . dedicated to Fractional Owre rship shall describ=_ that Condominitun Unit as follows: Condominium Unit SHADON MOUNTAIN LODG AT ASPEY, according to the Condominium Map the r=_e _° recorded in Plat 3ook - at Page , and as defined and described by the Fractional Estate Cordominiu:n Declaration for the Shadow :!ounta in Lodge aL- apen recorded in 300< _ at Page , County of Pi tkin, State o` Colorado^ 9.4 Employee Housing Restr is do^.s. Corde~~inium Units 13 and 14 are employee housing and shall and hereby are restricted to use as emp loyee housing as now described in Section - 24-11.4 (b)(3) of the Municipal Code of the City o_ Aspan and to rental and sale terms, price guidelines and to occupancy limitations within "middle inco:n>" e:np loyee housing eligibility guidelines now established by the City Council o` the City of Aspen, or as such guides lines rcay from times-to-t~:z b> amended by the City Council. Said Cond o;aini urn Units 13 and 14 s::a 11 and hereby are restricted to six (6) month min i:na:n Leases with no more than two (2) shorter tenancies per calendar year, all as described in the Municipal Code of the City of Aspen, as av:ended. The covenants contained in this Paragraph shall re::a in in effect for the period of the life of the longest lived ~ae::5er of the presently constituted Aspen City Council plus twan ty-one (21) years, or for a period of fif t}' (~0) years, whichever period is less, from the dale this Declaration is recorded. Sore of the covenants contained herein shall be released or waiard in any respect or modified or amended during [he period tt:ey are binding - without the prior consent of the City of Asper. ref:ected by resolution of tha City Council of the City of Aspea. 4.5 Furthez Division into Fractional Estates. :.li Condominium Units in the Project, other than restricted e:ap lc;e? housing Units No. 13 and ".o. 14, in th??roject az? !:a: eby further divided into Fractional Estates. 4.6 Conveyance and D?scriotion o_° a Fractional Esta t?. Every contract, deed, mortgage, deed o: t: w-t, will or other instrument affecting title toa Fractional Estate shall describ? - that Fractional Estate as follows: An undivided one-fifteenth (1/U) interest as - tenants-in-co:mnon in and to Condc:ninimn Urit _ SRADOw MOUNTAI`i LODGE AT AS?%.\, according to the Condo;ainiu:a Mao thereo ` recorded in Plat Hook at Page together with the exclusive righ_ to possess?on and occupancy of said Ur.it only duri rg Cse :;ae:<s • , and said riche to possession and occupancy bzgir..^.zng a`_ ti:00 o.m. - ~ Rocky Mountain Tieue on the first day o: ea r.. Usa ' Week and ending at 10:00 a.m. Rc c'ry lSOU.^.t aia Tire on the last day o_ eats Use We?:: as m~ora fs lly defined and described in the Fractional Estate Condominium Declaration for the Shadc:+ `lot:ataia Lodge at Aspen recorded ir. Eo ok at Page _, County of ?i tsin, State o` ~ Colorado. The transfer of an interest in a Fractional Estate shall wi :.`.out further reference thereto transfer to the grantee t`.:ereo' ownership of all of the the transferrer's urd ivided ia[erest in the Common Furnishings. Use :tee ks are described ir. Exhibit "C" - attached hereto. 4.7 Inseparability of Co:caon Ele~aer. `s. The urd ividad interest in the Co:mnon Elements declared tobe an appu rtenan~e unto each Condominium Unit or Fractional Es[at? shall not be leased, conveyed, devised, encm;,b eyed or otherwise dealt wit: separate from said Condominium Units or Fractional Estate and the undivided interest 1n Cor~•~.on Eleuxnts apourteaa nt to each Condominium Unit or Fractional Estate shall be de?:z?d, co.-.veyed, devised, encmnbered or otherwise included with the Condo:uinii::a Unit or Fractional Estate th?rein, even though such urd icidafl interest is not expressly mentioned or described in the instrument leasing, conveying, devising, eat m;,be c n; or otherwise ,. dealing with such Condominium Unit or Fra ctieaal Estate. ::o thine, ..... herein crontained shall :~? construed as limiti r.g nr ?reventi.^.g ownership of any Condominium Unit or Fractional £stale therei r. and its appurtenant undivided interest in the Cc::_:on El et,,+.ents by more than one person or entity as tens..^.ts-in-co:.coa or joint tenants with right of survivorship. ~ . 4.8 Restriction on Fzacti o..^.al Estates. :. Fractional Owners' personal use of his Unit shall be restricted to thirty (30) days or less during the seasonal period o: DecetrWer 18th through March 20th. This seasonal period is hereina `_ter referred to as "high season." "Fractional Owners' personal use' shall be defined as owner occupancy of a Fractional Estate or nonpaying guest of the owner thereof or taking the Fractional Estate o`f the rental market during the seasonal periods referred to herei r. for any reason other than necessary repairs which cannot he postponed or which maY,e the Unit unrentable. 4.9 Title. Title to a Cordo^iniuu L'nit or Fractional Estate may be held oz owned by any entity and in any man,,^.er in which title to any other real property :°ay be ':a'_d or caned in the State of Colorado, including, nut withoet li:ai to tion, joint tenancy or tenancy in cor;lnon. Subject to t're res_rictions set forth in Paragraph 5.6 above, a o_rson tray acecire :core than one Fractional Estate in the sans Unit or di_°'eren `_ Cni is and thereafter may convey or encw:,b er each F=actiocal Estate separately acquired. Any conveyancing decuxent, rortgage (or release thereof) leas=_ or other ir.s trutaent which purports to g.'a nt any right, interest or lien in, to or upon a Fractional Est: to shall be null, void and of no of _`ect insofar as th r. sane purports to convey, devise, enew;~er, lease or otherwise trade or deal with less than the entire Fractional Estates. 4.10 Partition hot Pa nnitted. The Cou~:on El ernents shall be owned in coimuon by all the owners of Condominiu;n Units an3 Fractional Estates and no Owner or Fractional C.:ner n:ay bring any action for partition thereof. Further no Fractional ~t+ner taa}' bring any action for tha partition o: a Fr3CtiOn31 Es taltC. ARTLC LE ~i Additional P.iyhts ar.d Obligations of Fractional P.+ners 5.1 Occuaancv F.xoenses. A Fractional tr.ner shall be obligated to pay on last day of each Use tae ek all expenses incurred in connection with the use o_' Unit by the Fractional Owner, his guests, members of his family or other invi teas including all costs of long distance telephone charges, costs of the repair or replacement of Co:muon Fur: ishings or Co;::aon Elements damaged during such use by intentional conduct or negligence, costs of fizewcod,janitorial and taw id service and all other costs or expenses as may be cha eyed by the Flanaginy Agent or Board in acco rda rce with this Declaration, the Articles, By-Laws or any rules or regulations o£ the Association. Ary of the foregoing expenses !aay at the choice of the Association be included as part of a regular assess:;.ent ra [her Char. requiring / payment on the last day of any Use SieeY.. 5.2 Aoldind Over. in the event that a Fractio.^.a1 O.+ner shall fail to surrender.up ceacefully the Coadomin i~so Unit within the time provided at the expiration of each Use Sieek and if said Fractional Owner shall remain in possession after the expiration of such tiwe, said Fractional Owner shall be deaaed guilty o_` a forcible detainer and shall be liable fo- eviction with or without process of law and damages. Under the circumstances described in the preceding sentence such Fractional Owr.er shall also ba liable to the Association in 8a:~:ay-es for each twenty-four (24) hour period of holding over, or any part thereof, at the rate of two hundred percent (2003) of the daily average rental rate charged for use and occupancy o_' a similar Condoininiu:n Unit, as dete nnined in the sole discretion o` the 11a raging Agent or the Board, but in no event less than $'_00.00 per day, plus a reasonable amount for attorneys' fees and all other costs incurred by the Association in er.forc in^y any right or re:aedy hereunder. ~ :{wv:. 5.3 Right of Possession Dzni?d. In the even[ of a default in the payment of any chary2 ?rovided fo. in this Declaration, or any part thzrzof, or default sha 11 be madz in any covenants or agreements herein contained to be ::e?[ by a Fractional Owner it shall be la•.+`_ul for Chz :'.a nzgirg ?.gent, if ~~ any, or the Board to deny possession and the us=_ o` the Unit to .said defaulting Fractional Owner a,-.d/or declare said ?osszssion right tercninated and enter upon said premises, or any part thereof either with or without process o`_ law, and to expel, remove, and put out said Fractional Caner or any ot:^.er person occupying the same using such force as may be ,,^.z c2ssary in so doing without being liable to pzos2cutioa or in data yes therefor and to repossess and enjoy the pre:aises :"rez `_rs+, nay claim o: said defaulting Fractional Care r. Said right to ?ossession and use of said premises shall be dzn_23 Fractional C.:nzr for so to rg as the Fractional Owner shall bz in d=_fau'_t in the ?erfo-manta as (- aforesaid. All rights and reined ies o` the ?ssed at:on set forth in this paragraph or in any other ?rovisions o' this Declaration are cumulative and may be exzrcis_d by t^e Association . independentl}• or concurrently and in any order the Associa lion • may choose. 5.4 Indemn itv Against Liens. 5o Fractional l?an2r shall have thz right (such right being rzservzd exclusisely to the Association) to contract for or cause ary labor or ~a [z vials to be furnished in connection suith a knit. ~othwithsta ndinq the preceding, any Fractional Owner who suffers or allows a mechanic's lien, federal tax or other lier. to Lz ?lzczd against his Fractional Estate or the enti z Uni^_ shall iadz::r.ify, defend and hold each of the other Fractional C.: revs ha_aless from all liability or loss arising from the claim of scch lien. :hz Association shall enforce such inde:,~nity by collzc[ing fro:u the Fractional Owner who suffers or allows sucb a lizn the an:ou:a. necessary to discharge the lien a::d all costs iaci dar.lal thereto, including reasonable attorn e}'s' fees. If such a:~bu,t is not promptly paid, the Fa socia lion :~a~ co:lecf [hz sa: :e is tha i,:a nner provided herein Eor the collection o? assesarea s. ... 5.5 Periods of Possession. :. Fracticnal trwnzr shall not occupy his Unit or any Co:Nnon Ele:;:e r.ts during :fa intenance Weeks or any other tune except duriny his Use tizz:<s. 5.6 Canpliance with Timzshare ?nst ^:;rent s. 3y acceptance of a conveyance of a Fracti oral Estate, each Fractional Owner agrees that ary use of a Unit or Cor.:con El zt~:ents shall at all times be subject to and in accordance with this Declaration, the Articles, 6y-Laws and any rules or regal r.tions of the Association. 5.7 Riaht to Exhibit. A Fractional Oc+n zr shall have " the right to enter into his Cnit duria5 reasonable hours and upon reasonable notice during the Usz 6ez:< of znot::er Fractional Owner for the limited purpose of showing the Unit to a prosy=_ctive " purchaser. Said right of entry shall also exten3 to a licansad real estate broker or salesperson of a Fractio^al O.:n e=• A43ICLE CT_ Ea se~ner.ts 6.1 Easements for Encroach:c•=nta. If ary Hart of tha Cotmnon Elements encroaches upon a L'nit or Units, an case rent for such encroadune nt and for the maintena^ce o'_ thz sa:az so long as it stands shall and does exist. Such encroac ,~~ents shall not bz considered to be encumbrances either on t::z Ce:r:ion °_letaents or the Units. Encroachments referred to hers in inclcde, but are not limited to, encroachments caused by error in the construction of any building or improvements, by error is the Condaunimn rla o, by settling, risiny or shifting of the earth, or by chan5as in position caused by repair or reconstruction o` the Project o: any part thereof. 6.2 Easemc nts of Access for Repair "!a intena nce and Etne rgencies. The Owners of Units an3 Frac *_ional 0.:ners shall have the irrevocable right to bz exercise3 by the ,lssociation as thair agent, to have access to each Unit and to all Co:N:ion F.!ements from time to time during such reaso.^.able hours as t.:a}' be necessary for the maintenance, repair or repl..-a: ~e nt of any ~: the COINnJ1I ELements located therein or accassib3e the re':"o:a or for making emergency repairs therein necessary to preveni da:::age to the Cotrunon F.le;nents or to another Unit or Units. the Association shall also have such tight irdapender.t of any agency relationship. Damage to the interior of any part o` a Unit or Units resulting from the maintenance, repair, e»rgercy repair, or replacement of any of the Cots+~non Eleta_nts or as a result of emergency repairs within another Unit at thz irs tancz of the Association or, Owners or Fractional Q: rers shall be an expense of all the Owners and Fractional Capers; provided, hcwever, that ~ I if such damage is the result of negligznce of thz N:er of a Unit or Fractional Owner, then such Cwrer or Fractional C.rer sha!2 he financially responsible for all of such dat:.a ge. Such damage shall be repaired and the property shall be restored substantially to the same condition as existed prior to carca cam. ?.:bents owing by Owners or Fractional Owners pursuant hereto shall be. collected by the Association by assessme.^.t. 6.3 Owner's Right to Ina Tess and Egress esd Sunoort. Each Owner or Fractional C,uaer shall have the r ct o° ingress and egress over, upon, and across the Cc,n,:on El e::~ar--s necessary for access to his Unit and shall have the right to t`.e horizontal and lateral support of his Unit, and such riches sha!1 bz appurtenant to and pass with the title to each Cocc c-.=i niu:n Unit or Fractional Estate. Each C..n er or Fractional C-per shall have a non-exclusive right to the use o_ sic e~.a 1_:as and pat^vays located within the entire Project, if any. 6.4 Association's P,i cht to Usa of Cc c:on 3lements. The Association shall have a ron-exclusive east:nar.t to %ke such use Of the Conuaon Elements as tray be nee=ssary or appropriate to perform the duties and functions which it is obligated or permitted to perform pursuant to this Cecla ration. 6.5 Easeu:e nts Deemed Created. A11 COIR'c' 3:1025 of Condominium Units hereafter made, whether by the Declarant, or otherwise, shall be construed to grant and resa r:e such reciprocal casements as shall give of feet to this entire r\:-[icl e even though no specific reference to tbz ea se::.enis or to said ,~, sections appears in any such co m:aya nca. ~ ~.~:., ARTICLE !'II ' Ad valorem Taxation 7.1 Separate Assessments. As soon as ?ossible, after the Condominium ttap shall have been filed for record i^ Piti:in County, Colorado, Declarant shall deliver a writter. notice to the Assessor of Pitkin County, Colorado, as provided by la•+, se[ting forth the descriptions of the Condo:ainiu:a Units and with respact to those Units submitted to fractional (timz-s?anl ownership such information as shall be necessary so that eat*. Condo:ainiu:a Un?[ or Fractional Estate as the case racy be shall be assessed separately thereafter for all taxe s, assess:~:ents and other charges of the State of Colorado or o` any political subdivision or of any special iu:provzment distr_ct orof any other taking or assessing authority. For the purpose o`_ such asses s:ae.^.t, thz _ vaLaation of the Co::aaon Ele:,:znts shall be a??o rtiored a: or.y- ti=_ Units or Fractional Estates in proporticn to th=_ fractional i _ interests in Cocn<non Elements appu rtz giant to sucS Units or Fractional Estates. The Association shall furnish to t*.< assessor all necessary information with res?zct tosuch z??ortiom~:ent. do forfeiture or sale of any Condo:ainiu:a Unit or Fractional Estate for delinquent taxes, asses seeznts or other govzrnre ntal charca= shall divert or in any any way of fect thz tit'_a to any other Condominium Unit or Fractional Estate. All tales, assas r.::e pis and charges which may become lians prior to any first t.:ortgaga under local law shall relate only to individual Units oz Fractional , - Estates and not to the Project as a whole. In the event that nor a period of time any ta::as or assess:; =nts are not se?a rate ly assessed to each Condominiu:a Caner or Fractional Gt+ner, but are assessed on the property as a whole, thin each Condo:ainiu:a Q:ner or Fractional Ou:ner shall pay his proportionate share thereo `_ in accordance with his percentage ownership of iha Ge ne rat Cos:,:on Elements. ARTICL°_ VIII i Mechanic's Lien Rights Lim?tea B.1 t•!echanic's Lien. So labor perfor:.ed or caa t.erial e: furnished for use in conner.tion wi.h any Unit, or i.^. cec:nectio^. with any improvements constructed shall created any rights to file a statement of mechanic's lien against the U: it of any other Owner not expressly consenting to or recuestirg t':e same or against any interest in the Co:mnon Elements exec?t as to the undivided interest therein appurtenant to the Onit o° the Cwner for whom labor shall have been performed and such r:a terials shall have been furnished. Each trwner shall indzr :n ify and hold ha rnless ` each of the other Owners from and against eats o` tte other 0•wners from and against any liability or loss including reasonable attorney's fees, arising frow the cla iraof any lien against the Condominiwn Unit, or any part thereof, or any other Owner or against the Cownon Elements for labor ?erfo^ed or for materials furnished in connection with the first O.T zr's Unit. Rt the written request of any Owner, the Association s:-a 11 enforce such indemnity by collecting frow t.*.e Cwner of the C.._t on which the labor was performed and materials furnished the a:~ount necessary to discharge any such lien, inclucinc all costs incidental thereto, and obtaining adischargz c' thz lien, such collection shall be made. by asses s;r.z nt. ARTICLE I% Association 9.1 General Purposes and Powz rs. She association - through the IIoard or a Managing r.gznt shall per_onn functions and hold and manage property as provided in this Dzc laration so as to further the joint interests of thz Fractional R: ^ers ant. the Owners of Condo;niniu[as in tha Projzct. It shall have all power - necessary or desirable to effectuate such ?u rposes. 9.2 Membership. The Fractional Owners an the Lk.•n ers of Condominiu[ns shall autoraa [ically bee o:az mz~~~ars o` thz Association. Said membership is ap?urtenant to a Co::domi r.i mn or Fractional Estate and title to thz ownership o' the cce::,bersh ip automatically pass with title to the Condo:nini~c:a or Frac [ioaal - Estate. Each Condominium O.: r.er and Fractional Cwne.- shall ., autann tically be entitled to the bz r.efits a::d ubjact to thz -~.- burdens relating to the regular c.a::bershi? in the asociation. 9.3 Voting. Each Cordominiu:x Unit in the Project submitted to fractional ownership sha 11 be accorde& one (1) vote in the Association. So long as the employee housing units are' owned by thz Association votes accorded to all other Condomi r.iuta Units shall be weighted in prcportion to tSe voteng and assessment percentage set forth in Exhibit "B'. I: is the inte rt of this provision that the employee hous i.^.g uri is will have no - ~ vote in the affairs of the Association so long as such units are owned by the Association. Should the e~aployez Sou sicg units evzr cease to be owned by the Association, then all Cocdo:ai ni. u:a L'nits in the Project (including the employee housi.^.y u^zts) shall be accorded one (1) vote in the Associatlon w2:C.^.ted ir. pro?oztion ' - to the percentage ovine zship in the General Ccn.aon °le!aer.ts. Zf the Association shall transfer ary of thz employee k:ousing units to more than one person, each co-tznant s::a11 be a caz:.Ser of the. Association and shall he entitled to cast a prcoo °ionate sham ~~ - ~ of the vote allowed to such unit. A Fractional C -:er shall ba entitled to a portion of the weighted vote as sic^ed to hs Ur.it, such portion to be based upon that Fractional C'ner's urd ivided interest in the Condominium unit. tihere title to a _ractional Estate is held by more than one person such c:.~ars are heresy required to designate one parson or agent as thz spokespersor. fcr . - ~ all such owners and that the person so dasi c: ated shall also be entitled to vote cell the interests o_' that pazticu lar Fractio aal Estate. 9.4 Fractional Owners Aoooiat:~nt o` Attorney-i r.-fact Eor Services of Process. Each Fractional C.rnzr in thz Project hereby irrevocably designates the Association as his agent for the service of process or legal notices for any legal action proceding or hearing pertaining to his Fractional Interest. Any service upon the Association as attorney-in-Fact 'or any or. all Fractional Owners shall he in a manner su `_ficien[ to .:a ti sfy the requirements of personal servicr. in the State o° Co loan°o pursuant to Rule 4 of .the Colorado Rules e` Civil Procedure. Boon receipt of such process w- other notice th=_rs saciati oa sha: '_ promptly wail truce copies of Che saiae to cats Fractional O:r.er or their designated spokesperson appointed in accorda.^.ce with Paragraph 8.3 above. 9.5 board of manage rs: The af:airs of the association shall be managed by a Board of vanage:s which :.:ay by resolution delegate any portion of its authority to a Ffa naciag Agent of the^ Association. There shall be not less than three (3) nor more than five (5) members of the Board o` :'a Wagers, the sped fic nuts' er to be set forth from time to time in the By-Laws. All :aen>ve rs of the -~ Hoard of Governors shall be Cordorainiu:a Owners or Fractional - Owners elected by Condominium O•m ors. or Fra cticaal (?mars except during the period when the Association is contro'_-left by Declarant. Initially, control o` the Association sha 11 be vested in Declarant. Until control of tha Asso:.ia tion ^as been transferred to Condominiu:u Owre rs and Fractional O..':e rs in accordance herewith, the met:bers o' the Board c' Y.a angers shall be appointed by Declarant. Control o° the Asscc-avian shall become vested in the Condoroiniu:n C.:ners and Fractional Owners no later than the earlier of four (4) tonths after seventy-five percent (750) of the all Fractional Estates i:: tha ?roject have been conveyed to purchasers thereo `_ or five (S) ;ears aftar the first Fractional Estate is conveyed to a purchaser. After control of the Association becomes vested in the Condc:v niu:a O.rners ar.d - Fractional Owners, Declarant shall still be emit led to thosa votes allocated to any Fractional 1.^.terests rata?: ed by Declarant. Notwithstanding the foragping, Declarant shall have - the right at any time upon sixty (>0) days prior wr_=ten notice to the then Condominium tr.:ners and Fractional Cam.^.a rs of record to - turn over control of the Association to the O.+re rs an3 Fractional Owners. 9.6 Mandatory Aoooin t::ent o: :?anaq i^.C A='a t. As soon as practicable the Association shall aooai.^.t n "a.^.ag i:g Agent. The contract with such bin Waging ..y-e Wt shall allow for either party to terminate said contract, for cause, upon si qty (601 days notice. In the event the ;:a nag irg Agent is Ce rainatr3, a new Managing Agent shall be designate.'. as cuic ly as :+ossible 6y tha Association. The contract with the `:a r.ay:ny Agent shall s.ec fy the Flanaging Agent's duties to maintain the Project. g,7 ^y-Laws and Articles. The purposes and rowers o° the Association and the rights ar.d obliga`_ions with respect to Owners set forth in this Declaration [:ay and shall be awplified y by provisions of the Articles and 9y-Laws of *_he Asso ciatior... 9.8 Consent of l~tortyace es. U..^.less the prior wYitt>_~ approval of the holders of at least two-thirds (2/3) of the =izst [nortgages affecting Condaniniuw Units in the Proj>_ct has first been obtained or in the caseof Fractional Estates, unless the prior written approval of the holders of at least b.+o-thirds (2/3) of the first mortgages affec ti rg all Fractional Estates in the Project (based on one vote for each first :co r:gage cw.-:ed or _ ~ held),'the Association shall not: (a) by act or omission, seek to aban~on or tenoi ra:e the Project; ~ ~ (b) change the pro rata interest or eb L'gations o` ary individual Condaai niu;n Unit for the ou r: ese of: (i) levying assessments or charyes or allocati rg flis:ribc Lions of hata rd insurance proceeds or conda~~:n ation awards, or (ii) da:er:::inc tSe pro rata share of ownership of each Cond c:~:iniu:a Unit in the Common Elements; (c) partition or subdivide aay Con~oainiu:,: Unit; or (d) by act or omission, seek to aba neon, partition, subdivide, encumber, sell or tra r.sfer tha Co:r~on ale:wens. (Tha granting of easements for public utilities of other public purposes consistent with the intended uv_ of tSe Coc:con Elecen s by the Project shall not be dee~~:e8 a transfer •.:ithin the meaning of this clause); ~ , (e) use hazard insurance proceeds for losses to any condominium property (whether to Cond o:aini u:a Units or to Cc:caon Elements) for other than the repair, replace:acnt or reconstruction of such condominium p:-c~erty_ ARTICLE X Rights and Obligations of Association 10.1 Association as rAttorr.ev-in-tact _°or O+~ers. Title to any Condo!niniu!a or Fractional Es[ate is declared and expressly made subject to the terms and toad itions hereof, aad acceptance by any grantee of a deed from the Ceclarant or a deed from any Condominium Owner or Fractional 0.•n er shall constitute appointment of the attorney-in-fact herein provided. All Of the - Condominium Owners and Fractional Owners irzevocabiy constitute and appoint the Association, in their names, places and steads: (i) for the purposes of dealing with the Project u?on its destruction, repair or obsolescence as DLOVided ..l th15 Declaration (ii) to manages, control and deal witi tie interest o_` such Condominium Owner or Fractional Corner in the C_saral CorJron Elements so as to permit the Association to fulfill all of its duties and obligations hereunder and (iii) to crap= ctility i easements through any portion of the General Cc_aon Elements. As attorney-in-fact, the Association, by its pres_de :t aad secretary, shall have fu 11 and toes?fete authori zest-gin, right and power to [make, execute and deliver any contract, dead or any .•. other instrument with respect to the interest o' a Condoiainiu;n Owner or Fractional Owner which is necessary a::d a??repria to to exercise the powers herein granted. 10.2 General Co!,w~on Ele:aaZts. The Association shall provide .for the care, ooeratior., manage:.:ent, mainte: ante, repair and replacement of the General Co:a:nn Ele:e>_ats. nitiouC limiting the generality of the foregoing, said obligaticns shall includes the keeping of such General Co:raan^. E1 e:ceats in gpod, clean, attractive and sanitary condition, order and rs?air; removing snow and any other rues terials from such Genaral Co:r_-oa Eleli?nts which might impair access to the Project or the Co: do;niniums, keeping the Froj ect safe, attractiva and desir~b `_e; and making .necessary or desi rahle alterations, additions w^ is?rw rments to or on tha General CO!i~nOn El c:nents. ( v ~ ~ 10.3 Labor and Services. ?he Association [any obtain and pay for the services of a Nanaginy Agent to manage its affairs, . or any part thereof, to the extent it deetas advisable, as wz11 as such other personnel as the Association shall Bete aaire to be necessary or desirable for the proozr operation o_` tY.e Project,~~~ - whether such personnel are furnished or e[:.p loved directly by the Association or by any person with whom or which it contracts. The Association [nay obtain and pay for legal and accounting services necessary or desirable in connection with the operation of th>_ Project or the enforcement of this Declaration. The Association tnay arrange with others to furnish liyhtinq, heating, water, firewood, trash collection, landscapi rg :.ai ntenance, sroa removal, mechanical and electric sez•r_^_e t;.ainte. ante, security ' system maintenance, cleaning services, window washing, sewer service and other common services. 10.4 Property of Associatie^.. T:^.e Association [nay p_y for, acquire and hold real and tangible and intangible personal property and may dispose of the same by sale or otherwise. Subject to. the rules and regulations of the association, each Condominium Owner or Fractional Ow :zr and each Caada:ni .^.imx Owner's or Fractional Owner's fa:ui l,: and Guests ;nay use such property. Upon termination of condo:ainica ownership o: the Project and dissolution of the Association, 'if ever, the beneficial in tezest in any such propz rty shall be deemed to be owned by the then Condominium Cwners and Fractio.^.al O.+rzrs as tenants-in-cotrenon in the Satre proportion. as their respective interest in the General Cocvnon Eletrents. A transfer of a Condominiun or Fractional Estate shall tra r.sfer to the transferee thereof ownership of the transferor's beneficial interest in such property without any reference thereto. Tha transfer of title to a Condominium or Fractional Estate once: forec`.os_rz shall entitle the purchaser to the beneficial interest in such pro?arty associated with the foreclosed Cond o:air.ic:a or Fractional Estate. 10.5 Flo rtganee Richts. The Association shall Brant Cu • each Mortgagee of a Condominiums or Fractional Fsta to the riy:~^- to examine the books and records of the Association at any reasonable time. Upon request, ary lortgagze shah receive a copy of the financial statements of thz A.s sociation and shall. he entitled to written notification frcm the ~s sociatior. of any default in the performancz by an individual Co^do~iniu:n Cwnzr or Fractional Owner of any obligation under this Dec'_a ration, the By-Laws or any other condominium co r.s tituent doc~lnts that is not cured within sixty (60) days. ~. 10.6 Enforcement by Ps sociation. T7:e ?ssoc is ti on may - ~ suspend any Condominiun Owner's or Fraccio_:al o•- er's voting rights in the Association and/or thz right to use the General Cormnon Elements during any period or periods is which such person fails to comply with the Assod.a lion's rules and regu'_a Lions, oz with any other obligations of such owner and zr tics ^eclara lion. In addition to any other rights or re:~:zdies, the association may also take judicial action against any Coadc;nini~ Cwa=_r or Fractional Owner to enforce cc:apliance wits suci rules, ~ regulations or other obligations oc to enjoin or obtain dar,v.-,es for noncompliance, all to the e:<tent pe aaitted by law. Zn ary such action the prevailing party shall bz awardzd his court costs and reasonable attorney fees. 10.7 Certificate of Ident+_*_v. The 3oard c'_ >a Wagers • may, from time to ti~az, record a Czrtitica to o` Idz.^.tity with tF.e mailing addresses of the persons the : ca?^ sirs- t'.:z Board o= Managers, together with the ider.t ity and address of tie P'a Waging Agent, if any there be. Such Ce rti=icatz shall be ccaclusive evidence thereof in favor of any person relying tereen in good faith regardless of the time elapsed sate the datz thereof. 10.6 Implied Rights. The :sociation shall havz and may exercise and right or privilege given to it ex?rzs>>-ly by tiffs Declaration, or reasonably to be iaplizd from tha precisions of this Declaration, or given or imp'_ied by law, or which may bz - necessary or desirable to fulfill its duties, eblica Lions, rights or privileges. 10.9 Rules and Reyula ticns. The :,s loci Y_ioa shall have . the right to adopt such Dy-Laws and to prc::u lg ate s^c: reasonable rules and regulations as it diems necessary or desirable to effectuate the intent anal to enforce the duties and oblica lions set forth in this Declaration, the Articles and Sy-La•.+s of the Association. ARTICLE XI Additional Duties of the association Regarding Fractional Estates 11.1 Coordination of Occuoa ncv. The Association shall coordinate the plans of Fractional Owners for :roving heir personal affects into and out of the Fractional Units with z view ~- toward scheduling such move so that there will b=_ a mi ni:aum o`_ inconvenience to other Fractional C•wners. 11.2 Service Requests. The Association shall i.131^.taln business-like relations with Fractional Ow:~ers whcse serr_ce /,_ requests shall be received, considered, and recorded in a systematic fashion in order to show C..*.e action taken. 11.3 P)a intenance. The Association shall cause cacti Lodge Unit to be maintained in a first class maa^.er ar. d, condition. The Association shall deter nai re the color schrce, decor and furnishings of~each Condominium L'nit as cell as the proper time for redecorating and replacei:.ent thereof. A11 additions, substitutions or replacements to Cos~:or. Furnis[ti res shall be at the expense of the Association. 11.4 Calendar of Use Reeks. Tha Asscciation shall prepare a calendar of Use F;eeks which shall at all tic.Y s establish the dates of each Use Rxk at least five (5) years into the Future. ARTICLE %]~ Assessment for Com.aon Fspe uses 12.1 Obligation to Pav. Fractional Owners shall ba obligated to pay the estimated assess:oents imoosed b, the Board of Managers to meet the Coi;~uon Sipe n.se s. So long as the e:. ;o'_oyee housing units are owned by the Association no assass:,:ents shall be charged against those units. The hoard may estab lisp a^}' reasonable system for collection periodiai lly of Co;:axon °_x senses, in advence or arrears as deei~'.ed desirable. 7nitia l7.}•, assess::.e n[s for the estimated Coimnon. Expenses on an annual basis shall ba / _ _ made by the ©oard and shall be pa?ably in either ec_al rconthly or quarterly instal Lae nts. At the end o: each fiscal year, the 9oard shall Bete repine actual expanses and either assess each Caner or credit against the next ensuing assessment pericd, as the case may be. Assessments made shall be based upon t.*.e est i:na ted cash . requirements deemed to be such agorega to sura as the °_oard shall from time to time determine to be paid. The o:ai scion oz failure of the Board to fix the assessmen!s for any asse ss:znt period ' - ~ shall not be deemed a waiver, modification, or releas>_ of the Owners from their obligation to pay the same. 12.2 Apoortionmen `_s. So long as the e:ap'_oyee housirg units are owned by the Association, the percentage of Consnon Expenses to be charged to eac:: L'nit shall be in accordance s:ith voting and assessment percentage set forth in E~:bibit "E". It is the intent of this provisicn that no assessu:e nts wi'_l be cha ry-ed to the em?loyee housing units so long as scch wits are owned by the Association. Should tY.e ec:?loye=_ housing units ever cease to be owned by the Ps sociatioa, then all Co^dcr;.i r. i••_a Usits in t::e Project (including employee heusiay- units) shall p'y asses s:.:e nts - in proportion to such Cnit's interest in theGe,e: r_'_ Co:r.rron Elements as set forth in Exhibit "E". After tF.a assesstreats to be charged to each Unit have been Bete mined, asses s:_eaa of Fractional Estates shall be r.^.a de pro rata accord i:+5 to each Fractional Owner's undivided interest in a Condcr v: iu:a Unit. Declarant shall be obligated to pay all ass=ssrcents c':a rged to unsold Fractional Estaes. Declarant may rent u..^.sold ?:actioaal Estate; provided however, that any rents realized shall, to the extent necessary, be utilized to defray mai rtena~ca expenses. 12.3 Time for Pa v:nent c`_ Assessmar.l s. Asses stcar.ts shall be due and payable within fifteen (15) days a`ter written notice of the amount thereof cha 11 have been mailed to the registered mailing address of the Frac[ior.al P.:ner and Con; o:aini urn (~,•n e:'s where applicable. Each assassin:e nt shall hear interact at the rate of eighteen percent (16,) per ar.a::;a `rpm the date it bacecncs due and payable, if not paid within _`ifteen (l5) days after ..^.u ch date, and there shall be a 520.00 late charge for each asse ss:ne r.t payment Ghat is delincuent. Failure of the Associatien to give ~ ,._._. timely notice of any assessment as provided hera'_n shall not affect the liability of the Fractional C•.:ner for such assessment, but the date when payment shall beco;,:e due in such case she l`_ be - deferred to a date fifteen (15) days after such ..^.otice shall have been mailed. The Association may elect to have the annual assessments. paid quarterly, monthly, or oa such other ?ericdic basis deemed desirable by the Association; and a default in the payment of any one installment of the an real asses staent s:~a 11 - - additionally give the Association the right to accelerate the remaining amount of annual assessment as ic:.mediately due and payable. 12.4 Sirkinq Fund. Asses scents shall include an adequate reserve or sinking fund for maintena nee, r2?al rs _nd replacements of those Couvnoa Elenznts and Co:raa:,a Fvrni shi^,s that must be replaced on a periodic basis and s::a'_t be ?ayable as ?art of the regular assessment rather than b}' s?ecial asses s~rent. ~ 12.5 Special .lsses s•~ents for Czoita'_ T_ pro': z:~e.^.=s• :n addition to the annual assessme:a s au t7oriz~d `.ereunde= tt:= Association may levy in any asses s:ce nt year a s?=_ci=_1 assess:ce.^.t, payable over such a period as the Associ_t'_on ::ay deter: ine, for the purpose of deferring, in whole or i. .__ the cost of nay construction or reconstruction, unexpected regair or replac e:ee nt of the Pzoject or any part thereo`_, or for any nth.r exp=_nse or purchase incurred or to be incurred as ?melded in this Declaration- This section shall not be COn>trL'ed a5 an independent source of authority for the ~>-sociation to i..^.cvr such expenses, but shall be construed to prescribe tSe ra ginner of assessing for expanses authorized by other provisions of this Declaration. Any amounts assess_d purscant hereto shall be - assessed to Fractional Owners and Cond o:ainiua Cwners w:^.ere applicable in the sa:oe manner as regular assess::~_ats. ~otica in writing of the amount of such special asst ssr..>_: is z. r.d t.-..? ti::^_ for payment thereof shall be given pro:a?tly and r.o pay:,:ent shall be due less than thirty (30) days after such notice shr.ll have ,,,, been mailed to the registered :aniline address o` t.... respective Fractional Owner and Condominiu:a C••:nar a*.?:e ai.plic:Slc. A. special assessment shall bear int=rest ac the rate of eigh[een percent (lBa) per annum from the cafe it beco:rzs dae and pa/able if not paid within thirty (30) days a?ter such date. 12.6 Asses sinent Lien. All sums assessed but unpaid shall constitute a lien on such Fractional Estate or Condominium Unit superior to all other liens and encu:m rances except: (a) tax and special assessment liens on the Fractional Estate or Condominium Unit in favor of a taxing authority and (b) all sums unpaid on any first priority A:ortcage o° record. A.^y _°irst Mortgagee who obtains title to a Fractional Estate or Condo;niniwa Unit pursuant to the remedies provided in the •!ort~ace or foreclosure o: the Mortgage will rot be liable `or such unpaid assessments which accrue prior to tie accuisition o` title to the Fractional Estate oz Condoms nium Uait by said `".ort^y agee. To evidence the lien as herein pe rzaitted, the Eoa rd o. S:a Wagers :nay, but shall not be required to, prepare a written notice setting forth the amount of such unnaid intab ted*:e ss, t'ne `punt of accrued penalty thereon, the naive e` tae o»~er a..d a description of the Fractional Estate or Condc:ai niu:a Unit and record the saL:e in the office of the Clerk and 3eco rder o` the Ccuaty of Pi t':i n, Colorado. Such lien shall attach `rc;n to=_ dc= data o` the assessmena. The lien may be en`orced by _o xcloscra upon the Fractional Estate or Condo:aini u:a Unit ay the Association in the manner for foreclosing a raortgaee en real oroper~: c_o^ reco_dinq of a notice for claim thereof. in tie evant of any such fore closure,~the Fractional C•.:nar or Cendons niu~a C per shall be liable for the amount of Unpaid ass=~s::ants, aa~: xnalties thereon, the costs and expenses of such proceedin5s, the costs and expenses for filing the notice o` lien, acd all reasonab la attorneys' fees in connection thare~.+i th. The Association shall have the power to bid on a Fractional Estate or Ccndc:ai nium Unit at foreclosure sale and to acquire ar.d ho'_d, lease, ::ortgage, and convey the sari:e. 12.7 Personal Oblinaticn. Sae a:.:ount o' any assessment chargeable against any Fractional °stat~ or Cendouiniu;a l*nit shall be a personal and individual Beat o' such 'ractional O»nar (" .,_._ or Condominium Owner. No Frac tior.al C:+ner or Co :domiaium C<r.er may become exempt from liability for the assessent by abandonlne n[ or waiver of the use o: enjc_ic,znt o_° any of the General Cownon Elements.. Suit to recover a uwney judg:xnt for unpaid assessments plus interest and ex?uses, including attorneys' fees, shall be rna intainable without foreclosi rg or waiving the assessment lien provided herein. 12.8 Statement of Status of Tssess;ce at ?a:-~e nis. Goon paymant of a reasonable fee of not less than S1C.00 and upon toe written request of any Fractional Cwne r, Condo:ainiu:a Owner, ' Dlortgagee, prospective Mortgagee, or prospectiva purchaser of a Fractional Estate or Condominium, the ?s sociation sha 11 issue a written statement setting forth the amount o: t.~ u:?aid assessments, if any, with respect to suc:: Condo: r.ivn or Fractional Estate. Unless such recc_st sia'_1 be co:a L'ed »ith within ten (10) days after receipt o` such recuast by the ~ Association, all unpaid asses slnenfs which beca:ze due p r'or to the date of making such request shall ba subordinate to the lien o: a Mortgagee which acquired its interest sub secuent to r_cuestinc such statement. If the request is wade bo a pros?ective purchaser _ (who thereafter acquires title to a Fractional state or Condominium), both the lien for the un?aid asses s_-at and the personal obligation of the purchaser (but aot the seller) shell be released automatically if the sta tenant is rot furnished within the ten (10) day period herein; o: c•:ided thereafter an additional written request is made by such nurd^.rser and is rot ' - Complied with within seven (7) days and the purchaser subsequently acquires the Fractional Estate o= Condoeni r.iurn. 12.9 Personal Liability o` Purc3ase: for ,s ses s,:ents. Subject to the provisions of Paragraph 12.5 above, a purchaser o` , a Fractional Estate or Condo~ai nium shall be jointly an3 severally liable with the sr.ller for all unpaid assts s:cc^ts against the Fractional Estate or Condominium up to [ha ti:ae o_ corvevanca to such purchaser, without prejudice to purch_se:'s riche to ra rover :,.~ £rorn the seller the amount paid by the ?u rchase: for such assessments. 12.10 Assessment Reserves. Each Fractional Owner, other than Declarant, may be required to deposit and maintain continuously with the Association an amount equal to up to three 13) times the amount of the estimated monthly assessments, such reserve amount to be held without interest accruing to the Fractional Owner, which sum shall be used by the Association or Managing Agent as a reserve for payment on each Fractional Owner's assessment, for purchase of equipment, supplies, furniture, furnishings, and for working capital of the Association; such advance payment shall trot relieve a Fractional Owner from making the regular payment of the assessment as the same becomes due, nor shall the Association be required to deduct from such advance payment sums due for assessments by a Fractional Owner prior to instituting any proceedings against the Fractional Owner for delinquent assessments. In the event the Association sh<^.11, pursuant to the purposes of this paragraph, draw from such advance payment applicable to a Fractional Owner, the Fractional Owner expressly agrees, following ten (10) day's prior written notice from the Association, to repay such amounts to the Association in order to properly maintain the reserve account applicable to such Fractional Estate, and such amount to be repaid shall have the same status as an assessment. Opon the sale of a Fractional Estate the seller thereof shall be entitled to a credit from the purchaser for the remaining balance of such reserve account applicable to the such Fractional Estate. ARTICLE XIII Use of Condominium Units 13.1 Use Festrictior.s. Each Condominium Uciit shall be used for residential purposes only and none shall be used for any commercial or business purpose. No studio type Condeminium Unit (Units 1 through 5 and 7 through 12) sh:,li be occupied by more than two (2) persons. The three bedroom Condominium (Unit 6) shall not be occupied by more than eight (8) persons. No landa or structures within the Project shall ever be occupied or usod in __ any mar r.er which is contrary to any zoning, subdivision cr build my restrictions of th? City o'_ :-pen, nor con uar to any rule or reyulation prow 2yated by t':e ~ssx iaticn. 13.2 Coimnon Elem?nts Restrictions. all use and - _ Occupancy of COIN(IOn Elements shall be subject to a::d covarned by rules and regulations of the Association. `:o C•+cer or Fractional Owner, sha 11 obstruct, damage or commit waste to any of the. Cormnon Elements. No Owner or Fractional Onzr shal_ charge, al[er oz repair or store anything in or on any of t.*.e Cw: mn Elz mzats without the prior written consent of the association or its successors or assigns. 13.3 No Imcerilinc of lasu ra nce. No C-.^.er or Fractional Owner shall do anything or cause anythi ny- to be ':ept in or on the Project which might result in an increase in t.._ _s___..~_ . premiums of insurance obtained for the ?roject or whir:^. r:i yht cause cancellation of such insurance »i t`.:out t*.e prior :.._tten consent of the Association and the Declarant or i~>- s__.~ssors or r~ assigns. 13.: No Violation of La~.+. So C.: ner or Fractiona'_ O::aer shall do anything or keep anything is or on the ?roj ant ::hick would be in violation of any statute, ru lz, ord _::aace, regulation, permit or other validly ir,:posed reccire:aaa `_ e' zry gove rrunental body. 13.5 No Noxious, Offensiv?, ?i.>.z=r2ocs or ac•:i~c Activities. No noxious or offensive activity shall b>_ carried on upon any part of the Froj ect nor shall anything Se done or placed on or in any part of the. Project which is or ra_r becc::z a nuisance or cause ernbarras si.:eat, disturb=ace or a^.nopa nc? to others. No activity shall be con: acted cn any part o` the Project and no improvemants shall b? ran de or constructed on nip car[ o: the Project which are or might be r:n safe or hazardous to =ny person or property. No sound shall be ei::i fled on any part of the Project which is unreasonably lord o: annoy i.^.c. so odor shall be orni tted on any part of the Froject wi ch is noxious er o "_ensice to others. No light shn 11 he eraiCCad fro:a a m• Dart o` ;he Project .~ which is unreasonably brit' ht or C.lu Ses L.^^.rBaSJ^.150 cla re. ( .. 13.6 No Unsi4htliness. No ur.sig ^tli Hess shall he permitted on or in any part o_° the Project. si[~out '_i:ni tinc the generality of the foregoing nothing shall be ;;eyt or stored cn or in any of the Co:mnon Elements; nothing sha 11 !:e hccg or placed upon any of the Couunon ELe:nents and ro thing shall ~ placed en er in windows or doors of which would or might create a.^. unsightly - appearance. 13.7 Restriction on Sians. No signs or advertising -~ - devices of any nature shall be erected or :.,., intained on any cart of the Project without the prior written consent o_ the Association, provided, however; Declarant, its successors or assigns shall be entitled to erect and :ra intain signs during the period of the sale of Fractional Estates in the ?roject. 13.13 Antennas. t!o radio, television or of^er type of antenna shall,without the written consent o`t::a Association, be installed or maintained on the Co:raoa £1e~xnts or within any are: /" of the Project. ~ - - 13.9 P.estrict ions on Anise ls. vo anics'_s o' any }; i.^.d shall be maintained, Y.ept or ha rborec witY.i r. any Coccouiniu:n Unit, on or in any of the Co:ra;on £1e:,•.eats or wit^in any area o`_ the Project. 13.10 Repairs or ?lte rations. ~o stru Mural altera :ions within any Condominium Unit or with res?ect to nay Ce:c:zon Elements shall be made and no electrical, p1 u:_b i.^.g cr similar work within any Condominium Unit shall be done without the prior written consent of the Association. 13.11 No £xcessiva Use n` Utilities. ~o Fractional Owner or other occupant shall make excessive use o_' or waste utilities, including gas, electricity and water, which are paid for out of the general budget and cow red by regular assess:aents. Water shall not be left run::ing for any ur.reasr..a5le or unnecessary period of titan. 13.1? No Lnoairment of St nc[u*al 1 _ rJ_. tiothing -- shall be done, without. the written cons e..^.t o° t::e As_c..^;.i at.i o:: in ""' or to, any Condominium Uni[ or tha Cox_:oa or Li:ai _ed £l eia^: [=:. or ' any portion thereof, which :night i:c?air the structural integrity Of any building in the Project or which would struc[u rally change the building. "~ 13.13 Miscellaneous eestrictioas. All Cwre rs or Fractional Owners shall close all windows when aecessa ry, to avoid possible damage from stores, rain or freezing. No Owner or " Fractional Owner shall sweep or theow or ?e Wait to be ss+e?t or thrown from a Condominium Unit or the doors or windows o: decks " ~ thereof any dirt, garbage or other substances. A/1 garbage and refuse .shall be deposited with care only in garbage containers for such purpose. Owners or Fractio"^.a1 O.:ners shall apt be allowed to put their naives on any ent _ry or door to a Conde:n?: iu:n Unit. " 13.14 Responsibility of C.: re rs and Fractional Cwn.ers. Whenever this Declaration or any rule or regu'_a tiaa of the Association prohibits any action of, or assi y-s res?oasi bility to, any Owner or Fractional Caner or any provisio.^. o° this i Declaration or rule or regu la tio^ is viola *_e~ by a te.^.ar.t, licensee or guest of any Carer or Fractional C.:nar, such G-.:ner or Fractional Owner shall be responsible for any suer yi olation to the same extent as if such Caner or Fractional C...._r had committed the same except to the extent that such liability is prohibited by law. ARTICLE XIV Mortgaging a Condo:ainiu:a Unit 14.1 Priority of ~!ortcacae. Am• C.: r.er or FYactional Owner shall have the right from ti:ce to tit.:e to t.:o rtgage or encumber his interest by deed of trust, taortgaga or other security instrwaent. A first b!ortgaye shall be ena which has first and paramount prix ritg under a??licable lsws. An Caner or Fractional Owner may create junior tap rtgaces on tha following conditions: (i) that any such junior n+.o-tgagas sh^li always be subordinate to all of the to r:cs, cend itions, co•~ana:a.s, " restrictions, uses, limitations, oblig ntior.s, lien `or Cotcwn .,_ Expenses and other obligations created by this :^.aclaratioa, the Articles and Gy-Laws; ar.d (ii) that the 5!ortgagae under any junior mortgaye shall releas?, for the yUrD052 of restoratio.~ o_° any improvements upon the c,:ortgaged premises, all of his right, title and interest in and to the oroceeds under a'_1 insura r.ce policies upon said premises which insvra r.ce policies were placed upon the mortgaged premises by thz Association. Such release shall be furnished forthwith by a junior N.ortgagzz von written request of the Association, and if rot iu r.^.ish =_d, :af be executed by the Association as an attorney-in-:act for such jv^ior Mortgagee. ARTIC?.L :!V Insurance 15.1 Fire Zr.sv ranee. The Association shat? keep the Project including all Cocsnon Elzr,.zats aad Ce:rmca Furnishings insured against loss or dac,:age by firz, with ext?rd?d coverage (including insurance against loss or damage by caadali s[a or malicious mischief) in an a~aount r.ot less than 90} of the c~:a xitrum replacement value thereof, without deduction fer d?~rzciatior.. Such insurance will extend to fixtures, insta llatioas or additions coca?rising a part o_` the bvi ldir.g with+_n t.*.e un:iaishzd interior surfaces of the perivz ter walls, floo.s z-d ceilings o_° .the Condominiuw Units initially instal'_ed or re~lace:cmts thzr-zof includirg, but not limited to, ir.sid? walls, kitc`.:za cabinets, dishwasher, ra rgz, ref riyzrator, oc?ahocds, garbage disposal, rugs, blinds and bathroom tile, toss, showers, toilets and bathroom cabinets. 15.2 Liabi lity Insurancz. 4he association shallprovide and keep in force, gent ral public liability insurance against claims for bodily injury or d?a th or prep?rty da:.:a ge occurring _ upon or in the Project, in li~ai is of r.ot less than 5500,000.00 per occurrence and not less than S1,000,OC0.00 agy-regate for bodily injury or death to persons, and in liiai[s o: rot less than $25,000.00 for damage to propzrty a:d if hig hzr lieu is shall at any time be customary to pro tact aga`_nst rossih_a tort liability, such higher limits shall bz carried. 15.3 Other Insu ra rce.The Association may carry insurance in such amounts as the Ps sociatio^ taay consider necessary or advisable against e:u ch otter insurable hazards as may from time to time be couvnonly insured against in the case of si:ailar property in similar locations elsewhere. 15.4 Naened Insured. A11 insurance zecui red to be . carried under this Paragraph 11 shall be carried in favor of the Association as attorney-in-fact £or a12 Cwners and rracti anal Owners and in favor of all holders o` first priority ~oztgages (hereafter. some ti[aes "first lienor"1, as ra:aed and ider.tifie8 in the records maintained by the Associatior. ?u rsuant to this Declaration and the By-Laws of the Association, and as their respective interests may appear. Each policy of insuraac_ sha'_1. contain a standard mortgagee clause is `avor o` each first lienor which shall provides that the loss, i'_ ary, the reu,^.der shall be payable to such first lienor, as its roterest :gay a??=_a r, subject, however, to the loss payment provisions i-. `avor of the Association hereinafter set forth. A12 po'_icies o` insurance against da:aage to any building and fixtures shall provide that losses shall be payable to and adjuster` with the Asseciatioa, as attorney-in-fact for all Owners and ?ractional C'.'ners. The Association shall hold and ao?ly the proceeds of such insurance as set forth in this Declaration. Each insurance policy steal? provide that no cancellation thereof r..ay be ,wade by the ir.suraace carrier without having first given thin}• (30) days prior written notice thereof to the Association ar.d to all first lienors as named and identified in the records n+a intainad by tha ~sseciation pursuant to this Declaration and the 3y-Laws of the Association. 15.5 Certificate of Reolace:~rent !'a lca. The [aax i:au:a zeplacement value of the bui ld irg (which shall indicate the maximum replacement value of each Co r.dmai niuea L'~n it ter. t.u nod therein), without deduction forda?re ciao o::, :=ha 11 be date r:~i and by the Association prior to ob Win.::g arty policy of firs insurance by refrrence_ to oue or core ••+rittan a;>p sisals :aaca '.>}' competent, disinterested appraisers. Copies of such an?^ ie:als shall be maintained in the files o_ the Association. ~ _ .. _ Damage or Destruction 16.1 Insurance Proceeds. Except as is ethe raise herein provided, the proceeds of any insurance collecte3 shall be available to the Association for the purloses o° repair, -" restoration or replacement. Assessaents for Coc:.on ~xlenses shall not be abated during the period o° iasu ra nce adjustment and repair and reconstruction. P.eoair and reconstruction of the improvement(s) as used in the succeeding ?aragra?hs r.~eans restoring the improvement(s) to su'_~stantially the same Goad ition in which it existed prior to the darcag_, with each Condominiuw and the General Cotmnon Elements and Limited Cosaon Elements having substantially the same vertical and horizontal boundaries as before. 16.2 Damage, Sufficient Inserance ?receeds: Ia the event of damage or destruction to thz Proj ec*_, tSa insurance ~ ~ proceeds, if sufficient to reconstruct the i:..p ^re:-a nt (s) , shall i be applied by the Association, as alto rnev-ia-`act, to such - reconstruction, and the La?roce:nent (sI shall be ?rc::pt ly repaired and reconstructed. The Association shall hive full authority, right and power, as attorney-in-fact, to cause the repair and restoration of the irnprover:rents (s). ' 16.3 Damage, Insufficieet Zns•_rz nce ?roceads. If the insurance proceeds are insufficie.^.t.to re?air a-3 reconstruct said improvement(s), such damage er destructior. shall be promptly repaired and reconstructed by the ?.ssociation, as attorney-in-fact, using the proceeds of insu ra rce and the proceeds of a special asses s;nent to he c~.ade against all of the Fractional Owners and Owners. Such deficiency assassment sha 11 be a Cormnon Expense and made pro rata according to each Cwne is or Fractional Owner's percentage iateres^_ in the Ge==rat Co::~~aon Elements and shall be due and oa }•able thirty (30) days after written notice thereof. The Associ atix s::a 11 ?rave full ~ authority, right and power, as a^_'o rae}•-i^-.`: .a, to cause the repair or restoration of the im?roveaen is using :llof the insurance proceeds and suc.^. special assc-s s::.e n:. Sha social r - assessment provided for herein shall be a debt of each Owner or Fractional Owner and a lien on his Co cdo:caiuea or Fractional F.s tate as the case may be and :nay bz en `.orced and collected as is provided hereinabove. In addition thereto, the Association, as attorney-in-fact, shall have the abso Lu to right and power to sell the Fractional Estate of any Fractional C ::zr or Condominium Owner refusing or failing to pay such deficiency assessment ' within the time provided, and if not so paid, the Association shall cause to be recorded a notice that thz Co.^.do_ainium or Fractional Estate of the delinquent Cn:ner shall be sold by Che Association, as attorney-in-fact. The proceeds derived from the sale of such Condominium or Fractional Estate sFa 1_ be used and disbursed by the Association, as atto_^..ey-in-fact, in the following order: (a) first, to the pay:xnt of the Bala zee of the lien against said Condominium or Fractional Estate of am• first Mortgage; (b) second, to the pay:cen t'of taxes acd spzcial a s..a ssment liens against said Condocu aiu:n or Fractional Estate i.n favor of any assessing entity; (c) th_rd, to thz ?a_raent of unpaid assess sn;ents; (d) fourth, to the ?_ :: =_at o` junior Mortgages and encumbrances in the order o` znd to t.*.e extent of their priority; and (e) Pith, thz ba lar.~e re::.a ini::g, if any, shall be paid to the Owner or Fractional C.-nz r. ARTICLE "!II Obsolesencz 17.1 Renewal of Project. The C.:n zrs and Fractional Owners reprzsenting an aggregate ewnershi? interest of S53 or more, of the General Common Elements :-ay agree that the Condominiums are obsolete and adept a plan for tF.e renewal and reconstruction of the Project, which plan shall a1:.o have the unanimous approval of all Mortgagees o'_ record at the tio:e of the adoption of such plan unless each such l:ortgacee shall, as a part of such plan, be gun rnnteed full re?a y:r_nt of t:ha balance c: it. lien. Zf a plan for [he re r.ewal or reccnstructioe is adopted, notice of such plan sh. 11 he recorded, cr.d [he ex?_nsrs the reef shall be payable by all of [ha C.~ae:s and Fracti o.^.al (Mae:-.^•; provided, however, that an Cwner or Fractional C.:nzr not a par[p to such a plan for renewal or reccastruc Lion r.:ay ci•:a aritte~ notice to the Association with is `..leer. (15) daps a`ter tha adoption of such plan that his Coadominin:a or Fractional °state be purchased by the Association for the fair rear%el •: aloe thereof. The Association shall then have fif [eza~(1 i) days within which to cancel such plan. If such plan 's not caccz lied, then said Condominium or Fractional Estate shall be purchased by thz - _ Association. I£ such Owner or Fractional traner and r:^.z - ~ Association can agree on the fair market va luz tPzreof, then such sale shall be consul vnated within thirty (3C) days t==_reafle r. If the parties are unable to agree, the date when ec_.._r party notified the other that he is unable to agree with t.^z other shall be the "corwnz ncement date" from which all :_:.,,._s of t'_:.:e mentioned in this Paragraph shall be measure3. rii.lkhi~ tea (10) days following the cormne ncer~:znt data, each part? sha!1 no:ni Hate in turiting (ard give noticeof scch ncmination to t_' other /- party) an independent appraisar. T`_ eithzr part.: fa i_s to ma::e such a nomination, the app raisar nolei ra led. sha'_'_ wit~in _ivz (5) days after default by the other party shall a ro`_a a_d associate with hirn another independent a??raisez. If the twc f?) a??raisers designated by the parties, or selected pursua r.t t::e ra.o i. r. thz event of the default of ona (1} party, are unab_a to agree, they shall appoint another independent appraiser to ~a ^_ ire batwaen them, if they can agree on such person.If the:: are ~__b le to agree upon such umpire, then each a??raiszr pre :'i ousl_: a??ointed shall nominate two (2) inde?andent a?praisers and fss the names Of the four (4) persons so nominated, one (1) sha 11 be drawn by lot by any judgz of any court of record in Colorado aad thz appraiser whose Hama is so drawn shall 6e su c`.t u:~?i rte. The nominations from which the un:p ire is to be drawn by '_el shall be submitted within ten (10) days of the failure o' the two (_) appraisers to a9 ree, which, in any event, shall not be later thin twenty (20) days following the ao?oin t~,,zra o` t.. sec: ad appraiser. The decisiop of the ap?raisers as the .°__- xare ;. "" value, or in the. case of their disagre e~~m-nt, then _.: c:: deci=ion of the mnp ire, shall be final and bi rd irq. Tha es?easzs and Lees ( .. _. of such appraisers shall be borne equally by the association and the Owner of the affected Condoi.:iai u:a or F'ractioral ?state as [he case may be. The sale shall be consu:;~nated withi^ fi=teen (15) days thereafter, and thr Association, as attorney-in-fact, shall disburse such proceeds as is provided in Paragraph 16.3 above. 17.2 Sale of Project. The Owners and Fractional Owr.e rs representing an aggregate ownership interest o` S53 or more, of the General Couvnon Elements may agree that the ?roject is obsolete and that the same should be sold. Sucb plan must have the unanimous written approval of every Mortgagee (unless each such Mortgagee shall, as a part of such ?tan, be guaranteed full repayment of the balance of his lien). Zn such instance, the Association shall forthwith record a notice setting forth such fact or facts, and upont F.e recording of such notice by the Association's president and szcretary, th=_ ertir_ ?-oject shall - be sold by the Association, as attorney-in-fact for all of the ~" - Owners, free and clear of the nrovisior.s contained in this Declaration, the htap, the Articles and the By-Laws. The sales proceeds shall bz ap?ortioned betwezn thz O.+ners and Fractional Owners on the basis of each R+..^.er's and Fractional O per's percentage interest in the General Con-~aon Eles:z ^ts, and such apportioned proceeds shall be paid into se?agate accounts, each such account representing or.e Condo;ainiua or Fractional .Estate as - the case may be. Each such account shall be in the na::.e of the Association, and shall be fur[her idzntified by `. he Condominium Or Fractional Estate designation, and the Hama of t::e Cuner or Fractional Owner_ From each seoa rate account tha association, as attorney-in-fact, shall use and disburse thz total amount (of each) of such accounts, without contribution fro: ore account to another, for the same purposes and in the say;.z order as is . provided in Paragraph 16.3 above. ARTICLE \VZII Conda:nr.a lion 18.1 Consaouences of Con~exnntien. I: at any iirse or .,... ~ times during the continuance of Cend o~,riniu:n Cw':eI5h2? pUrSUanC to ~' ... c, ~..,. _.. .. this Declaration, all or any part o: the Project sha 11 be taken or condemned by any public authority or sold or otherwise disposed of in lieu of or in advance thereof, the provisions-of this Paragraph 18 shall apply. 18.2 Proceeds,. AL1 compensation, da:na ges, or other proceeds therefrom, the sum o£ which is hezeinaf ter called the "Condemnation Award", shall he payable to the Association. - 18.3 Complete Takinq. Zn the event that the en ti r= - Project is taken or condemned, or sold or otherwise dis?osed of- in lieu thereof, Condominium ownershi? pursuant to this Declaration shall terminate. The Cond e:r~ation Award s..*.a 11 be apportioned among the Owners and Fractional (h+ners in pro?ortion to their respective undivided interests in the General Co:a~an Elements, provided that if a standard di`ferent from the valua o` the Project as a whole is erne toyed to measure the Cend e:a.^.a lion _ Award in the negotiation, judicial decree, or otherwise, then, in determining such share the same stn rdard shall be era?toyed to the extent it is relevant and applicable. C: the basis o: the principle set forth in_this paragraph, the Association shall as Soon as practicable determine the share o` the Conde;•ma~ion r`:-ard to which each Owner and Fractional O.: ner is entitled. SCCh shares shall be paid into separate accounts ard disbursed as soon as practicable in the Sarre manner. provided i.n Paragraph 1G.3 0` this Declaration. 18.4 Partial Takinq. In the event that less than t•:e entire Project is taken, condemned or sold or othen+i'se disposed of in lieu of or in avoidance thereof, the cendominiam ownarshio hereunder shall not tez:rinaCe, each O.+ner or Frrctional C.rner shall be entitled to a share of the Condenvia tion Award in the manner set forth herein. As soon as practicable the Association shall, reasonably and in good faith, allocate the Co rdr..:ra[ioa Award between compensation, dam; ges or other proceeds, and wall apportion the amounts so allow led to the taking of or injury ro the General Coiwnon Elements among tF.e O.:ncrs ard F':-actiona] ^- Owners in proportion to their t'e speccicr and ieide3 i:a.a rest:: in the General Conunon Elements. 1'he total a:rou r.t allocated to ~ ,~. _. severance damayes shall be apportioned to t!:osz Condcwiniuws or Fractional Estates which are re not ta':an or co: ~~_ ed. The respective amounts allocated to the [ak i-c c` or injury [o a particular Condomini ma or Fractional Estates sSa'_1 *e a?portioned to the particular Condom iniu:a or Fractional Estate involved. ^. he • amount allocated to consequential da:ra ges and any ot::er takings or injuries shall be apportioned as t..*.e association dote rmiras to be equitable under the circu:as tarce s.L an alacation of the -~ Condemnation Award is already esta bli s!:ad in negotiation, judicial decree or otherwise, then in allocati,y tae Conde ;ination Award the Association shall eta?loo suca alloca'_ioa to the extent it is relevant and applicable. Distribution o' a??ortionzd proceeds shall be made by cazcks payable jointl_ a the respective Owners or Fractional Garters and thei_ res?zctive Mortgagees. 18.5 Reo rganization. In tae evznc a partial taki rg / results in the taking of a corn?lete Cond o~ai-ica, the Owners or Fractional Owners thereof s4a11 nut o;aa tically c~=sa ~o ba me;r~ers of the Association, and such O.:ner's or Fr_ctic _1 C-neis interest in the General Cownoa E1e[e.er.ts shall t.._recoon terminate, and the Association, as attorne_-ir.-`~c[ `or such Owners or Fractional Owners, may to::a a:hate rer a_tioa is necessary and execute such docu:czats as are nzcessa r to reflect such termination. Thereafter the Association sSa'_'_ realloca to tF.e ownership, voting rights and asses scant ra _ios 2=_tertai ned in accordancz with this Declaration at its irc=~=io .~ and shall submit such reallocation to the C.ners or Fractional Gwners of remaining Condominimns for a~azndmznt of [Fis Ce c'_a.-ation. Nnendment or Revocation o`_ Declaration 19.1 Amzn dine nt or Revocation. env a_~n d:;.ent which significantly alters the Dec la ration she L' `its= !:e ap?roved by the City in the manner provided in the Ti::.ese ra Oz finance. Rrior ~ to the titac: Declarant relinquishes cone rot cf t.._ Association, and except as otherwise prcvided herein, Cac L'r_nt shall have the abso Lu[c riyht without limi[s[ion [o a:aend or s __ ~...zat this ~ .~. .. Declaration or any of the provisions herein in ary :canner which would not adversely affect marketability of title to a Condominium Unit or Fractional Esta to or the percentages of , interest of the respective Condoeuini u:n Ur.its or Fractional Estates in the General Common ELe:nents. Subse?vent to the time Declarant relinquishes control of the Association, this _ Declaration may be amended or any of the provisions hereir. revoked if the Owners and Fractional Owners reps senting an - ~ ~ aggregate voting interest of at least two-thirds (2/3) of the - General Coimnon Elements and all of the holders o° at least two-thirds (2/31 of the first priority ?2ortgages appearing in the Records of the Pitk in County C1erY, and Recorder (based on one vote £or each first mortgagee own=_d or held) covering or affecting any or all of the Condo;niniu:n Units or Fzactioral Estates as the cas_ tnay be consent and agree to such revocation or amendment by instruments duly recorded. Tha ccnsents of ary ~~ junior Mortgages shall rot be required u..^,der the provisions of this Paragraph. Where an amendment dens not involve a material change such as the correction of a technical error resolution of conflicting provisions or the cla rificaticn o` eny statement in _ the Declaration and whether or not Dec'_a:ant still retains control of the Association such acaendx:ent nay b_= r.iade in the sale discretion of Declarant without necessity of notice Co or approval from any Owner, Fractional Cwner or the holder o° ary Mortgage. ARTICLF. ~X - ~ Miscellaneous 20.1 Period of Condon iniwa C.:nershio. the separate estates created by this Declaration and the ;tap shall coati rve until this Declaration shall be revoked or until its orovisions shall terminate as provided herein. 20.2 Cocr.oli ante with Provisions o`_ Declaration and Articles of lncorpo ration and Ry-i.a•s o` the Association. Each Owner and Fractional Owner shall conply with the provisions of 'ww this Declaration, tht Articles n' Incorporatior. a::d 3y-La•.+s of the Association, and the decisions and resolutions of tha ~ ...... . Association adopted pursuant ther~_to ns the se:? c:ay be lawfully amended from ti:ue to time. Failure to co:.n ly wit:: any of the same shall be grounds for an action to recover s~:;.s d::e, dauu ges or injunctive relief or both, costs and expenses o: suci proceeding and all reasonable attorney's fees. Such action shall be maintainable by the Association on behalf o_ the D.rners and. - Fractional owners. 20.3 Aecistration o`. Mailing Taddress. Eac': Owner oz Fractional Owner shall register his nailing address with the Association and all notic>_s, reouests or d=_s:a nds i..^.tended Co be served upon any Owner or Fractional C.:ner exceot far budgat statements, notices of meetings and other routine notices, shall be sent by either registered or certified ::ail, postage prepaid, addressed in the nacre of the Cwrer or Fractional C ^:er at such registered mailing address. Unless otherwise ?rovided herein, budget statements, ro tices of n:e clings and ether routine :.:a it may ~~ ~ be sent by regular mail, postage prepaid, addressed in the nao^e Of the U+ner or Fractional Cwner at such reg is'e_ed :,,;ling address. All notices, requests, or den-ands i..._nd ea to ha serv_d _ upon the Association shall be given by reg_s:z red o- certified mail, postage prepaid, to the address o° the Associatio,^^. as designated in the Articles of Incorporatio^ or 3-Tags o° the Association. All notices, r2(jLe5t5, or dema r.ds to be served on D!ortgagees pursuant hereto sha 11 be seat by either registered or certified mail, postaga prepai3, addressed in t.e na:x of the - Mortgagee or at such address as the ;!ortgacae ray have furnished to the Association in writing. Unless the b!ortcagee furnished the Association with such address, the Mortgagee shall be entitled to receive none of the notices provided for in this Declaration. Any notice referred to in this Parag raps shall be deer-ed given whan deposited in the United States rmil in tha fo^: ?rovided for in this Section. 20.4 Trans .`er of Pecla:ant's tic its. ?.rr riyht :, privileges or interes is reserved hereb}• to t::-_ uac'_~rant may be ,. transferred or assigned by the Declarant or bo t'.:a T.a c:a cant's successors or assigns. C a4F . .. - - 20.5 Seve rability. If any o° the provisions o: this Declaration or any paragraph, sentenc=, clause, phrase, or word, or the application thereof shall in any circumstances, be invalidated, such invalidity shall rot affect the c•alid it}• o_ the remainder of the Declaration_ --- 20.6 Protection of hto rococo e. ::o violation or breach of, or failure to comply with, any provisions of this Declaration and no action to enforce any such provision shall affect, defeat, render invalid or impair the lien of any Mortgagee taken in good faith and for value and perfected by recording in the office o` the County Clerk and Recorder of Firkin County, Colorado, prixr - to the time of such violation, breach or failure to coca~ly; ,or shall such violation, breach or .failure to comply, de `eat, render -invalid or impair the. title acquired by any purchase: upon foreclosure of any such i^.or tgaga, or result in any liability, personal or othe noise, to any such holler oz purchaser. An}• such / purchaser shall, however, take subject to this Declaration except 1 ~ only that violations or breaches of, or failures to co:ro ly w-i t4 any provisions of this Declaration which occurrad prior to t:x . vesting o£ title in such purchaser shall not be dee:;zd brew cites or violations hereof or failures to compiy herr,:ith with ras~ect to such purchaser, his heirs, personal representatives, successors or assigns. 20.7 Limited Liability. Neither Decla za: `., the Association, the Board of Directors of the Association, nor nay tnember, agent or employee of any o_` the same shall be liable to any party for any action or for any fat Lure to act with res?act to any matter if the action taken or failure to act was in good faith and without malice. Tha Assoc i.a tion shall inda;mnify Declarant, its successors and assigns, each :,:e:rber o° the Gcard of Directors of the Association ar.3 an}- employees oz agent o: Declarant or the Association against any loss or threat of loss as a result of any claim or legal proceeding rela G'.-.g to [h~~ performance or non-performance o: any acG conca rnir.g the activities of the Association; provided, howet'e r, that :ri th respect to the subject umtter of the c_a i~a or legal procacd i:g l ~~:._._ _ the party against whom the ciai:.: is tr._..e or legal proceeding is directed was not guilty o_' _°raud, gross ney ligence or bad faith in such performance or non-performs r.ce. The irdeav fication herein authorized shall include parse nt e` reasonable attorneys'-`- fees or other expenses incurred in settling any claim or threatened action or incurred in any finally adjud?cared legal proceeding. This indet,mification shall iru re to the benefit of the Declarant, the Association, the tee:~3ers of to 3oard of. Directors, the employeesand acer.ts o° Declarant and the Association, and their respective heirs, executors, administrators, successors and assigns 20.8 Llon-waiver. The failure of Declarant, the Doard of Directors or the b!a Waging Ager.t to insis^_ in a.=.p ors or more instances, upon the strict perforna ace o` any o` t..e terms, covenants, conditions, or restrictions o' this Declaration, or to exercise any right or optio.^. ::e re is co.^.ta i::ed, cr to serve any ~' notice or to institute ary action s`:a11 rot be con..s trued as a waiver or a relinquishment for the `afar=_, o` s_ci terms, covenants, conditions or rests ctioas; but such t_ss, covenants, conditions or restrictions; snail re:eai~ in toll forces and effect. The receipt by the Daclara ^.t, the ?oard e` 7irectozs c,r the Manacing Agent of pap:ner.[ o` any asses>-:~_ct `: mi an Owner or Fractional Own er as the case may be, with :~nowledge of the breach of any covenant hereof shall not be dee::ed z waiv=_r of ..-uch breach, and no waiver by the Declarant the Doard of Directors or the Managing Agent of any provision hereof sha L' be deemed to have been made unless expressed in wri tiny and sig:=d by the Declarant, the Doard of Directors or Managing cent. 20.9 Statute. The provisions o`_ this Ceela ration shall be in addition and supplemental to tie act a:d to all other provisions of lm+s at this tie,~.e duly enacted and in force and effect. 20.10 Number and Geed=_r, tihenever csed herein, un),-ss the context shall otherwise provide, the si rgul~c nu::ber shall ~. include the pluses l,,the plural ar.d t!:e singular, and tha use of any gender shall include all ganders. 20.11 Sales Actin^tizs o_° Cecla ca r.t. ::o twithsta riding any provision to the contrary contained herein, Cscla rant, its agents, employees and contractors shall be pzrmitted to maintain, during the period of sale of Fractional Estates in tha Project,__. such portions of the Project as the Declarant :gay reasonably require in connection with the salt of such Fractional Estates including without limitation, a business or sales o"ice, signs, model Units and temporary parking facilities. In addition, • -~ ~ Declarant, its agents, employees and contractors sha21 have the - - -- - rightto ingress and egress over *_he General Cos:con °_le:rents as in Decla cant's discretion may tz reasonably n?c2ssarc to sell Fractional Estates in the Project. 20.12 Section Heading s. The sectio^ head zags ace for convenience of reference only, and are not int?:.d>d to limit, enlarge, change, or othzrwise offect the content, ueaaing, or intent of this Declaration or any section or nro._s:ca her2o=. j~ ~ 20.13 Duration of Declaration. I` any provision in this Declaration which is subject to the laws or rules so:rzti:c?s referred to as the rul. e_against pe roetu?ties or the _ule prohibiting unreasonable restraints or alieaa tics such provision shall continue and remain in full .orce and effect `or ;'...z period ~of twenty-one (21) years followir.c, the dzath of the su rvivicr of the presznt shareholdar of Daclarant or until this C2c'_a ration is terminated as hereinafter provided, whichzver first occurs, all other provisions contained in this Ceclaration s:'ta 11 contince and remain in full force and effect until the condominiu:a owners ii? of the Project and this Declaration is term ra t2d or revoked as herein provided. 20.19 Disclosure Stater?nt. Reference is :race to Section 20-2A (E')(7) of the Timesharz Ordinance r2c circ :y that tF.e Disclosure Statement be attached to the Decla ra :ion as an exhibit. Said Disclosurz Statement is attac`tzd to .his Declaration as Exhibit "D". THIS OECLr1R \'1'ION is executed on the day o: , 1983. S IG::ATURE '_'AGE TO FRACTIONAL ESTATE COSDC:"I::iCa DEC'..~.3:,"-LCy FOR SHADOW h!OU::TAIN LGDGE AZ AS?E:: S:?AOOW YCLtiT_A£`: EQUITIES, IXC_, a Co'_orado corporation=" BY: President ATTEST: Secretary STATE OF ss COUNTY OF ) The foregoing Condo[,u niu:a Dzclaration xas ackno:a edged before [ne this day of 1933, ~y as President of SHADOW A:OGS^. AI7 EQi:iTIES, .`:C., z Colorado corporation. WITNESS [ny hand and o"icial se_i_ h:y cosnission expires: h1y address is-•~ Notar: ?ublit STATE OF ss COUNTY OF ) The foregoing Condominica Decla ^ tioa .as acknowledged before me this day o[ 19'c 3, Sy as Secretary of SHADOW MG'':AI:! EQ5IT LS, ISC., a Colorado corporation. WITt1ESS my hand and official seal. My cownission expires: . pfy address is• iota rt' ?uS L•c APPROVr\i. OF ::ORiGAGE'c WHEREAS, the undzrsiyned having an office at (hereinafter called "Mortgagee") is the holdzr of a Promissory Note (hereinafter called the "Note") dated in the principal sura of •. ($ ) made by which 2:o to is secured by the following documents among others, creati rg liens or security interests upon part or all of the Project as follows. (a) Deed of Trust dated - and recorded __ in Bco;c at ?age (b) Assignment of Rents and Leases dated and recorded in IIoo~ at Payz (c) Financing Statementsfiled. zad/or recorded in accordance with provisions of the Gnifonu Coo~_aer cial Code o` Colorado. (d) (other) _~ WHEREAS, all the documents described in thz foregoing Paragraphs (a) through (d) are herei r.af ter someti~azs collectioel. referred to as the "Security Docu;aer.ts" and,- . WHEREAS, Shadow :!O L'^.tal^ 'CL`i`_`_°S, Inc., iatzads to record in the Office of the Cle rY. and Recorder of Pitin Ccaa}', Colorado that certain Fractional Estate Co..^.d orainicu Declaration for Shadow Mountain Lodge at Aspen, Articles of Incorporation for Shadow b:ountain Lodge at Aspen Fractional C.+ners Association and By-Laws for said association (a 11 collzctivaly herzin referred to as the "Condominium Documents"j and, WHEREAS, Aortgagee desires to per:.iit said Cordomiaiu:a Docurne nts to be recorded, the conversior. of the subj zct oro_erty to a condominiwn form of ownership and to pz r:ait cendc:,:i::iu:.i units or fractional interests therein to be sold pursr. not thereto. NOW TllE~EFORE, Mortgagee for itse L , successors and assigns for good anct valuable coasida ratier.s, :.._ receipt and sufficiency is hereby acknowledged and con °essed and intendicq to be legally bound, hereby consents to the recordi:g of the Condominium Documents in accordance with the fo lluwiag terms aria' conditions: 1. Mortgagee hereby agrees that any `ore closure upon the Deed of Trust shall not in an}may extinguish, to nninate or modify the Condominium Documents and the title acquired by the purchaser at any such foreclosure sale (or by deed in lieu of foreclosure) shall. be under and subject to the to r~s of the Condominium Documents. 2. Mortgagee agzees that the liens a.-a security interests created by the Security Docu;gents sha 11 henceforth be separate and shall secure the ir.teres: o_° tF.e gractar or debtor on each of the individual Condominium Units or Frac:ional Estates / (as defined in the Condomini uta Doc~,ents) so tha: upon the l recordation of duly executed partial releases °ro:a :..e lien of the Deed of Trust or to r;ainations of the secuz'_tg interests created by the Security Docersr.ts or both with zespact to the particular Condominium Units or Fractional Es:ates therein described, such Units or Fractional estates inc ludic tha proportionate endivided intezests is th ~. Co:c::on E. e:aants (as defined in the Condominium Docc; cots) shall therea `_.er be owned, free and clear of such liens and security in:erests. 5othing herein provided shall be constru_d to obligate Y.or:gagee to give any partial releases. 3. Until the entire property is released from the lien of the Deed of Trust, all of the to ans and conditions the reoE shall continue to apply to the property, if and to the- extent such terms and conditions are co rsis ten: ::ith the Condominiun Documents. - S. By joining herein for the purposes aforesaid, Portgagee does not undertake or assw,:a an_: of t..e obligations or responsibilities set forth in the Co nd om i.^.iu:a Dxm:.e its unless ~~ and until said Mortgagee beco~,:es an ovrer o_' o..^.e or :,,:c re Units or Fractional Estates and then only to the extent of such interest. IN WITNESS 47HEREOF the undersiyned has signed and sealed the foregoing Approval o_' Aortgagee this day of . 1983. STATE.OF 1 ss COUNTY OF The foregoing Aporo•~al of tortgagee vas acknovledg_3 before me this day of 1983, by as (vice)Presidant o` WITNESS my hand and official seal. My co~mnission expires: My address is: Notary acblic (" . _ _. E:!iIIBI" (attached to and Yom rc a oast o_ t Fractional Estates Co^doui,iuia Dec la_ay~on for Shadow Mountain *_cdse At s;sn) Lots h, L, M and N Block 53 City and Townsite of Asper. County of Pitkin, State o: Colozado. SUBJECT TO AND EXCEPTISG: ~ .,,. EXHIDIT "B' (attached to and fo r:n i:y a oa a of the Fractional Estate Cordo:niniwa Cecla ration for Shadow Ftounta in Lodge ~.t Aspen) UNIT NO. 1 2 3 4 5 6 7 8 9 10 11 12 13 (employee housing Unit) 14 (employee housing Unit) VCl1'i::G ASC PERCENTT.GE O'~`7ERSH:2 A55355an::T' IN CO:^YO:i EL=; 3VTS ~ PE~C'cti^nG°_' 6.7115 7.752 6.7115 ?.752 6.7115 7.752 6.7115 7.752 6.7115 7:752 12.7505 14.723 6.7115 7.752 6.7115 7.752 6.7115 ~ 7.752 6.7115 7.752 6.7115 7.75? 6.7115 7.752 6.7115 _ 6.7115 *VOtinq and Assessment Percentage. So lone as the er;o Lo': ee hcu sir.. Units are owned by the Association such Chits will not pay asse ss::aa s nor vote in the affairs of the Association. S!:ould the Assx iatio- ever cease to be the owner of the etnplo:: ee hcusiny Units, the- all Units in the Project including the e:::plc•~e=_ housing L'nits sha 11 nay assessments and vote in the affairs of the ?ssociation based on t'.^.a proportionate ownership of each Unit in th=_ Co:u,ron Elet:ents. EY.NI UIT "C" (attached to and fore.:i rg a pa:t o_° t`e Fractional Fs tale Condo:ai ri c:a Cecla rati cn for Shadow :;ou r.tair. Lodge , t Aspen) "USE KEEK USE +:?~~` 1 27 2 26 3 29 q 3C 5 31 6 32 7 33 g 34 9 35 10 36 11 .37 12 3d 13 39 14 40 15 41 16 4'- 17 a3 18 44 19 4i 20 46 21 47 22 4S 23 49 24 50 25 51 26 52 Use Wezk means a period of exclusive possession _ndeccupancy of a Condominium Unit rese rimed to a Factional C..-.ar consisting of a seven (7) clay period of ownershcp; orov idzd ~hcwzve:, thz ria ht of possession and occupancy shall rot co!;;:.eacz until 5:00 p.:a. Rocl-y Mountain Time on the first day c` the Use Fee. a-d shall end at 10:00 a.m. Rocky Mountain Time on ihz last day o' such week. Use Week No. 47 (always includes Tha d<sg ivinc) and b~gias on the Saturday before Thanksgiving. Use ::eek Ko. tiS is t:e seven (7) days irmnediately following. Additional wezks are cacou ted by either going fon+a rd or backward f: o:i Use ;:zzk \o. 47. Use ::zek No. 1 contains the seven (7) days succeeding Yrz e,^.d Of Use tdezk No. 52 without regard to the month oryear. t*se Feek ~o. 46 Contains any excess days not otherwise assig red. ' - EXlII7IT "D" (attached to and forf~uag a yart o` the Fractional Estate Condomi niu:a Declaration for Shadow :fountain Lodc? \t :,s?er.) f ~ _. DISCLCSU4E 5^,a^_E.?SST ooe~ 452 ~;,,;~° ~~' ~1! DEPARTMENT OF STATE ~~J~ ~ l~S~t~RI ~ ~~ NATALIE MEY~R ~ ~er/ie~a~ii~ a~ ~fufe a~ fie ~fufe a~ ~a~Yutrla ~ie2e~~ G~~~ ~~ea~~ ale ~2P2et~ur~lr~e1 ~'e2 /~e ei~aa~are o~ ~'tid c~L~ic~~e ~ia~e r%an ~cl~~llQ~l rn crnr~r~rance c~i~~ ~acc~ ainrl ate ~onc` ~ cdn~o?iyn ~ tau:. f ~~ccdr,~iin/r~~ii~, ~~e corerln/e,1~~nP,t~, ~ir~ 2i?.~i~e r~~ ~~rs ar~tfc.2rf~ ?3P~,ILPCG /%n 9YG8 f,~t~ ~aLfR~ i1,P/[B~~ fb!NlPr1 H CERT I FI i _HTE ~ ~F I hd~ :OF:F'i ~G:HT I OhJ TQ SHt=IC~Ubd PblllhdTHIhd EG!IIITIE_•, IFdC:. cn ''o v ~ r N -o co ~ ~ CS1 n -` -{ W rv ~ ~- ~ ~ N w m n -~7 ~ _ C'L ~ ~= ~ m ' o~ ~ w m cy ~ ~'~~•3~. `~-~:' s i ~- '12{~ SECiiETARY OF STATE DATED: HI h~l I-T 1'~±, 1'.'c• C ~,..i,}F - ~;' AIO: 12 ~~% ARTICLES OF INCORPOP.ATION or• SHADOW MOUNTAIN EQUITIES, INC. ARTICLE I r ~_ ~.. ,,,n~ ;r,; .~r`~ The name of the corporation is Shadow h!ountain Equities, Inc. ARTICLE II This corporation is organized under the lacas of the State of Colorado. ARTICLE III perpetual. The period of duration of the corporation shall be ARTICLE IV The nature of the business of the corporation, the purposes for-which it is organized and its pocaers are as follow;: 1. To engage. in the transaction of all lac,*ful business or pursue any other lacaful purpose or purposes for which a corporation may be organized under the laws of the State of Colorado. 2. To have, enjoy and exercise all of the rights, powers and privileges conferred upon corporations organized under the laws of the State of Colorado, whether nog. or hereafter in effect, and whether or not herein specifically rne;rtioned. The foregoing enucaeration of purposes and powers shall not limit or restrict in any manner the exercise of other and further rights and powers which may noco or hereafter be allowed or permitted by law. nnmrrr.r. v 1. The total number of shares which the corporation shall have authority to issue is 50,000 shares, which shall consist of one class only, designated "common stock". Each of such shares shall have no par value. 2. The corporation shall have the right to in;oose zestrictions on the transfer of all, or any part of, its shares and may become party to a9ree~nents entered into by any of its shareholders restricting transfer or encumbrance of any of i.ia ,~ shares, or subjecting any of its shares to repurchase or resale ( obligations. ARTICLE VI Shareholders shall have preemptive rights to acquire additional or treasury shares of the corporation or securities convertible into shares or carrying stock purchase warrants or privileges, or stock rights or options in accordance caith their -' proportionate stock ownership interests in the corporation. The limitations on preemptive rights as provided by the Colorado Corporation Code, as amended, shall apply to the preernpti.ve rights granted by this Article. ARTICLE VII 1. The business and affairs of the corporation shall be managed by a board of directors which shall be elected at the annual meeting of the shareholders, or at a special meeting called for that purpose. 2. The initial board of directors shall consist of one rnernber. The number of directors of this corporation shall be not less than three, provided, however, in the event there are fec,er than three shareholders, the number of directors shall not be less than the number of shareholders. Director Raymond Harn Address 1840 South Walnut Freeport, IL 61032 3. The number of directors may be increased or. decreased from tune to tune i.n the manner provided in the bylaws of the corporation, but no decrease shall have the effect of shortening the term of any incumbent director. ARTICLE VIII Cumulative voting shall not be permitted in the election of directors. ARTICLE IX The initial registered office of the corporation shall be Garfield & Hecht, P.C., 601 East Hyman Avenue, Aspen, Colorado 81611 and the initial registered agent at such address shall be Garfield & Hecht, P.C. ARTICLE X No contract or other transaction bete;een the ^ corporation and one or more of its directors or any other ~ corporation, firm, association, or entity in cahich or.e or more of its directors are directors or officers or are financially interested shall be either void or voidable solely because of such relationship or interest or solely because such directors are present at the rneetiny of the board of directors or a cornrnittee thereof which authorizes, approves, or ratifies such contract or transaction or solely because their votes are counted for such purpose if (a) the fact of such relationship or interest, is disclosed or known to the board of directors or convnittee _ which authorizes, approves, or ratifies the contract or transaction by a vote or consent sufficient for the purpose without counting the votes or consents of such interested directors; or (b) the fact of such relationship or interest is disclosed or knocan to the shareholders entitled to vote and they authorize, approve, or ratify such contract or transaction by vote or written consent; or (c) the contract or transaction is fair and reasonable to the corporation. Ccrarnon or interested directors may be counted in determining the presence of a quorum at a meeting of the board of directors or a co;~unittee thereof which authorizes, approves, or ratifies such contract or transaction. ARTICLE XI The corporation sYra.11 have and may exercise all powers of indemnification of persons who are or Caere directors, officers, employees, fiduciaries, or agents of the corporation or caho are or were serving in such capacity at the recruesi: of t:he corporation or who are or were serving at the request o° the corporation as agents of other corporations, partnerships, joint ventures, trusts, or other enterprises for their conduct done i.n good faith and in a manner reasonably believed to be in the best interests of the corporation in accordance caith the provisions of. the Colorado Corporation Code as it now exists or as amended in the future. The Board of Directors of the corporation are hereby authorized and empowered on behalf of the corporation, avid without requiring shareholder action, to exercise all of the corporation's authority and powers of indemnification. ARTICLE XII The Corporation reserves the right to amend, alter, change or repeal any provisions contained in, or to add any provision to, its Articles of Incorporation from time to time, irr any manner now or hereafter prescribed or permitted by the Colorado Corporation Code, and all rights and poeaers conferred upon directors and shareholders hereby are granted subject to this reservation. AI:TICLE XIII The name and address of the incorporator isc William K. Guest Garfield s Hecht, P.C. ~•, 601 E. fiy;naa Avenue Aspen, CO 51611 EXECUTED this ~~ ~ day of August, 1983. Y7ILLIAb1 K. GUEST STATE OF COLORADO ss. _.. COUNTY OF PITKIN ) I.~~~ ~ ~~ a notary public, hereby cert fy that on the /,~ da~ugust, 1983, personally appeared before me williarn K. Guest, who being by me first duly sworn, declared that he is the person .who signed the foregoing document as incorporator, and that the statements contained therein are true. My Cornrnission expires: 11-15-83 My Address is: 601 East Hyrnan Avenue Aspen, CO 81611 ,, -~ , i ., FIITNESS my hand and official seal. (, Nota Public ~,,. ~. BY-LAWS OF __ SHADOW MOUNTAIN EQUITIES, INC. ARTICLE I --- dfficeG 1. Business Offices. The corporation may have one or more offices at such place or places within or without the State of Colorado as the Board of Directors may from tune to time determine or as the business of the corporation may require. 2. Registered Office. The registered office of the corporation shall be as set forth in the Articles of Incorporation, unless changed in accordance with the Colorado Corporation Code. ARTICLE II Shareholders' meetings 1. Annual Meetings. The annual meetings of the shareholders for the election of directors to succeed those whose terms expire and for the transaction of such other b:rsiness as may come before the meeting shall be held in.each }.:ar on the second P7ednesday of August at 10:00 a.rn. local tune at the place of the meeting. If the day so fixed for such annual meeting shall be a legal holiday at the place of the meeting, then such meeting shall be held on the next succeeding business day at the same hour. 2. Special Meetings. Special meetings of the shareholders, for any purpose or purposes, unless otherc:ise prescribed by statute or by the Articles of Incorporation, may be called at any tune by the President or Secretary upon the request (which shall state the purpose or purposes therefor) of a majority of the Board of Directors or of the holders of not less than ten percent (10=s) of the number of shares of outstanding stock of the corporation entitled to vote at the meeting. Business transacted at any special meeting of shareholders shall be limited to the purpose or purposes stated in the notice. 3. Place of Meeting. Fieetings of shareholders shall be held at such place or places, within or without the State of Colorado, as may be designated from time to time by the Board of Directors. 4. Notice of meetings. Except as othe naise provided by statute, notice of each meeting of shareholders, eohether ~.. t._ annual or special, shall be given not less than ten (10) nor more than fifty (50) days prior thereto to each shareholder entitled to vote thereat by delivering orritten or printed notice thereof to such shareholder personally or by depositing the same in the United States mail, postage prepaid, directed to the shareholder personally or by depositing the same i.n the United States mail, postage prepaid, directed to the shareholder .at his address as it appears on the stock transfer books of the. corporation; provided, hot/ever, that if the authorized shares of"'~ the corporation are proposed to be increased, at least thirty (30) days' notice in like manner shall be given. Tire notice of all meetings shall state the place, day and hour thereof. The notice of a special meeting shall, in addition, state the purposes therefor. 5. Voting List. At least ten (10) days before every meeting of shareholders, a complete list of shareholders entitled to vote thereat or any adjournment thereof,. arranged in alphabetical order, showing the address of each shareholder and the number of shares registered in the Warne of each, shall be prepared by the officer or agent of the corporation c/ho has charge of the stock transfer books of the corporation. Such list shall be open at the principal office of the corporation to the inspection of any shareholder during usual business hours for a period of at least ten (10) days prior to such meeting. Such list shall also be produced and kept at`the time and place of the meeting during the whole time thereof and subject to the inspection of any shareholder who may be present. 6. Organization. The President or Vice President shall call meetings of the shareholders to order and act as chairman of such meetings. In the absence of said officers, any shareholder entitled to vote thereat, or any pro:cy of any such shareholder, may call the meeting to order and a chairman shall be elected by a majority of the shareholders entitled to vote thereat. In the absence of the Secretary and Assistant Secretary of the corporation, any person appointed by the chairman shall act as secretary of such meetings. 7. Aqenda and Procedure. The Board of Directors shall have the responsibility of establishing an agenda for each meeting of shareholders, subject to the rights of shareholders to raise matters for consideration which may otherwise properly be brought before the meeting although not included within the agenda. The chairman shall be charged with the orderly conduct of all meetings of shareholders; provided, hocaever, that in the event of any difference in opinion with respect to the proper course of action which cannot be resolved by reference to statute, the Articles of Incorporation or these By-Laws, Robert's Rules of Order (as last revised) shall govern the disposition of the matter. 8. Quorum. The holders of a majority of the shares issued and outstanding and entitled to vote thereat shall t/hen -2- C. C. present in person or represented by proxy be requisite to and shall constitute a quorum at all meetings of shareholders for the transaction of business except as otherwise provided by __ statute, by the Articles of Incorporation, or by these By-Laws. In the absence of a quorum at any such meeting, a majority of the shareholders present in person or represented by proxy and entitled to vote thereat may adjourn the meeting from time to _ time for a period not to exceed sixty (60) days at any one __ adjournment without further notice (except as provided in paragraph 9 of this Article II) until a quorum shall be present or represented. 9. Adjournment. When a meeting is for any reason adjourned to another time or place, notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting any business may be transacted which might have been transacted at the original meeting. 10. Inspectors. The Chairman of the rreetiny may at any tune appoint two (2) or more inspectors to serve at a meeting of the shareholders. Such inspectors shall decide upon the qualifications of voters, including the validity of proxies, accept and count the votes for and against the uuestions presented, report the results of such votes, and subscribe and deliver to the secretary of the meeting a certificate stating the number of shares of stock issued and outstanding and entitled to vote thereon and the number of shares voted for and against the questions presented. The inspectors need not be shareholders of the corporation, and any director or officer of the corporation may be an inspector on any question other than a vote for or on any other questions in cahich he may be directly interest. 11. Voting. (a) Each Shareholder shall at every meeting of the shareholders, or with respect to corporate action eahich may be taken without a meeting, be entitled to one vote for each share of stock having voting power held of record by such shareholder on the record date designated therefor pursuant to paragraph 3 of Article XI of these B}>-Laws (or the record dates established pursuant to statute in the absence of such designation); provided that the cumulative system of voting for the election. of directors or for any other purpose shall be allowed. (b) Each shareholder so entitled to vote at a meeting of shareholders, or to express consent or dissent to corporate action in writing without a meeting, may vote or express such consent or dissent in person or may authorize another person or persons to vote or act for hirn ley proxy executed in writing by such shareholder (or by his duly authorized attorney in fact) and delivered to the secretary of -3- - _ __ _. ~_ ~. the rneeting, or, if there is no meeting, to the Secretary of the corporation; provided that no such proxy shall be voted or acted upon after eleven (11) months from the date of its' execution, - unless such proxy expressly provides for a longer period. (c) The voting rights of fiduciaries, beneficiaries, pledgors, pledgees, and joint, cornrnon, and other multiple owners of shares of stock shall be as provided from time to time by la~v, including i.n particular C.R.S. 1973, -~ Section 7-4-116. (d) When a quorum is present at any rneeting of shareholders, the vote of the holders of a majority of the shares of stock having voting power present in person or represented by proxy shall decide any question brought before such rneeting, unless the question is one upon which by express provision of a statute, or the Articles of Incorporation, or- these By-Laws, a different vote is required, in which case such express provision shall govern and control the decision on such question. . ARTICLE III Board of Directors 1. Election acid Tenure. The business and affairs of the corporation shall be managed by a Board of Directors who shall be elected at the annual meetings of shareholders by a majority vote. Each director shall_be elected to serve and to hold office until the next succeeding annual rneeting and trnt:il his successor shall be elected and shall qualify, or until his earlier death, resignation, or removal. 2. Number and Qualification. The number of Directors of this Corporation shall be not. less than three (3), provided however, in the event there are fewer than three (3) stockholders the number of Directors shall be the same number as there are stockholders. Directors need not be shareholders or residents of the State of Colorado. 3. Organization Meetings. As soon as practicable after-each annual election of directors, the Board of Directors shall meet for the purpose of organization, selection of a Chairman of the Board, election of officers and the transaction of any other business. 4. Regular Meetings. Regular meetings of the Board of Directors shall be held at such time or t'.aes as may be determined by the Board of Directors and specified in the notice of such rneeting. 5. Special Meetings. Special meetings of the Board of Directors may be called by the Chairman of the Board or t:he President or shall be called by the President or Secretary on the written request of any two (2) directors. -~}- - \. 6. Place of Meetings. Any meeting of the Board of Directors cony be held at such place or places either within or without the State of Colorado as shall from time to tune be determined by the Board of Directors or fixed by the Chairman of- the Board and as shall be designated in the notice of the meeting.- 7. Notice of Meetings. Notice of each meeting of directors, whether organizational, regular or special, shall he-:.-- given to each director. If such notice is given either (a) by delivering written or printed notice to a director personally or (b) by telephone personally to such director, it shall he so given at least two (2) days prior to the meeting. If such notice is given either (a) by depositing a written or printed notice in the United States mail, postage prepaid, or (h) by transmitting at his residence or place of business, it shall be so given at least four (4) days prior to the meeting. The notice of all meetings shall state the place, date and hour thereof, but need not, unless otherwise required by statute, state the purpose or purposes thereof. 8. Quorum. A majority of the nu;nber of directors fixed by paragraph 2 of this Article III shall constitute a quorum at all meetings of the Board of Directors, and the vote of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors. In the absence of a quorum at any such rneetir.g, a majority of the directors present cony adjourn the meeting from time t_o t:ime without further notice, other than announcement at the rneeti.ng, until a quorum shall be present. 9. Organization, Agenda and Procedure. The Chairman of the Board, or in his absence, any director chosen by a majority of the directors present, shall act as chairrnar. of the meetings of the Board of Directors. In the absence of the Secretary and Assistant Secretary, any person appointed by the chairman shall act as secretary of such meetings. The agenda of and procedure for such meetings shall be determined by the Board of Directors. 10. Resignation. Any director of the corporation cony resign at any tune by giving written notice of his resignation to the Board of Directors, to the Chairman of the Board, the President, any Vice President or Secretary of the corporation. Such resignation shall take effect at the date of receipt of such notice or at any later tune specified therein and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 11. Removal. Except as otherwise provided in the Articles of Incorporation or in these By-Laws, any director may be removed, either with or without cause, at any time, by t:he affirmative vote of the holders of a majority of the issued and outstanding shares of stock entitled to vote for the elect9.on of -5- c ~~ directors of the corporation given at a special rneetirg of the shareholders called and held for such purpose. The vacancy in the Board of Directors caused by any such rernoval shall be - filled, if the shareholders at such meeting shall fail to fill such vacancy, by the Board of Directors as provided in paragraph 12 of this Article III. 12. Vacancies. Except as provided in paragraph 11 of -~~ this Article III, any vacancy occurring for any reason in the Board of Directors may be filled by the affirmative vote of a majority of the directors then in office, though less than a quorum of the Board of Directors. Any directorship to be filled by the affirmative vote of a majority of the directors then in office shall be by an election held at an annual meeting or at a special meeting of directors called for that purpose. A director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office and shall hold office until the expiration of such terra and until his successor shall be elected and shall qualify or until his earlier death, resignation or rernoval. A director chosen to fill a position resulting from an increase in the number of directors .shall hold office until the next annual meeting of shareholders and until his successor shall be elected and shall qualify, or until his earlier death, resignation or rernoval. 13. Executive Cornrnittee. The Board of Directors, by resolution adopted by a majority of the nurcber of directors fixed by paragraph 2 of this Article III, may designate two (2) or more directors to constitute an executive cor~~rnittee, which con~rnittee, to the extent provided in such resolution, shall have and may exercise all of the authority of the Board of Directors in the rnanagernent of the corporation. 14. Compensation of Directors. Each director may be allowed such amount per annum or such fixed sure for attendance at each meeting of the Board of Directors or any meeting of an executive cornrnittee, or both, as may be from time to time fixed by resolution of the Board of Directors, together with reimbursement for the reasonable and necessary expenses incurred by such director in connection with the performance of his duties. Nothing herein contained shall be construed to preclude any director from serving the corporation or any of its subsidiaries in any other capacity and receiving proper compensation therefor. A?2TICLE IV Waiver of Notice and Action by Consent 1. Waiver of notice. Whenever any notica whatever i.s required to be given under the provisions of a statute or c•~ tl~e °`"`° Articles of Incorporation, or by these By-Laws, a cvaiver t'.--ieof. either in writing signed by the person entitled to said notice (or such person's agent or attorney in fact therewito -6- ~. authorized) or by telegraph, cable or any other available method, whether before, at or after the time stated therein, or the appearance of such person or persons at such meeting in person or by proxy (except for the sole purpose of challenging - the propriety of the meeting), shall be deemed equivalent to such notice. 2. Action Without a Meeting. Any action required or ' which may be taken at a meeting of the directors, shareholders -" or rnernbers of any executive corrunittee of the corporation, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the directors, shareholders, or rnernbers of the executive cor~~mittee, as the case may be, entitled to vote with respect to the subject matter thereof. ARTICLE V Officers 1. Election and Tenure. The Board of Directors annually shall elect a President, a Secretary, ar+.d a Treasurer. Tire Board of Directors may also elect or appoint such Vice Presidents, other officers and assistant officers as may be determined by the Board of Directors. The Board of Directors may delegate to any such officer the power to appoint or remove subordinate officers, agents or. employees. Any two or more offices may be held by the same person, except the offices of President and Secretary. Each officer so elected or appointed shall continue in office until his successor shall be elected or appointed and shall qualify, or until his earlier death, resignation or removal. 2. Resignation, Removal and Vacancies. Any officer may resign at any time by giving written notice thereof to the Board of Directors or to the President. Such resignation shall take effect on the date specified therein and no acceptance of the same shall be necessary to render the same effective. Any officer may at any time be removed by the affirmative vote of a majority of the number of directors specified in paragraph 2 of Article III of these By-Laws, or by an executive co;mnittee thereunto duly authorized. If any office becomes vacant for any reason, the vacancy 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 and shall continue in office until his successor shall be elected or appointed and shall qualify, or until his earlier death, resignation or removal. 3. President. '1'he President shall be the chief executive officer of the corporation. He shall preside at all meetings of the shareholders and shall have general and active rnanagernent of the business of the corporation. He shall see that all orders and resolutions of the Board of Directors are -7- ~. ~•. carried into effect and in general shall perform all duties as may from time to time be assigned to him by the Board of Directors. 4. Vice President. The Vice Presidents shall perform such duties and possess such powers as from time to tune may be assigned to them by the Board of Directors or by the President. In the absence of the President or in the event of his inability'. _. or refusal to act, the vice president (or in the event there be-~~ more than one vice president, the vice presidents in the order designated, or in the absence of any designation, then in the order of their election or appointment) shall perform the duties of the President and when so performing shall have all the powers of and be subject to all the restrictions upon the President. 5. Secretary. The Secretary shall perform such duties and shall have such powers as may from tune to tune be assigned to hirn by the Board of Directors or the President. In addition, the Secretary shall perform such duties and have such powers as are incident to the office of Secretary, including without limitation the duty and power to gi•re notice of all meetings of shareholders and the Board of Directors, to attend such meetings and keep a record of the proceedings, and to be custodian of corporate records and the corporate seal and to affix and attest to the carne on docur:;ents, the execution of tohich on behalf of the corporation is authorized by these By-Laws or by the action of the Board of Directors. 6. Treasurer. The Treasurer shall perform such duties and shall have such powers as may from tune to time be assigned to hirn by the Board of Directors or the President. In addition, the Treasurer shall perform such duties and have such powers as are incident to the office of Treasurer, including without lunation the duty and pocaer to keep and be responsible for all funds and securities of the corporation, to deposit funds of the corporation in depositories selected in accordance with these By-Laws, disburse such funds as ordered by the Board of Directors, making proper accounts thereof, and shall render as required by .the Board of Directors state;nents of all such transactions as Treasurer and of the financial condition of the corporation. 7. Assistant Secretaries. The Assistant Secretaries shall perform duties and possess such powers as from tune to tune shall be assigned to them by the Board of Directors, the President, or the Secretary. In the absence, inability or refusal to act of the Secretary, the Assistant Secretaries in the order determined by the Board of Directors shall perform the duties and exercise the powers of the Secretary. 8. Assistant Treasurers. The Assistant Treasurers shall perform such duties and possess such powers as from tune w. to tune shall be assigned to them by the Board of Directors, the -8- C=~ C~ President, or the Treasurer. In the abse^.ce, inability or refusal to act of the Treasurer, the Assistant Treasurers in order determined by the Board of Directors shall perform the _ duties and exercise the powers of the Treasurer. 9. Bond of Officers. The Board of Directors may require any officer to give the corporation a bond in such sura and with such surety or sureties as shall he satisfactory i:o the.,_- Board of Directors for such terms and conditions as the Board of Directors may specify, including without limitation for the faithful performance of his duties and for the restoration to the corporation of all property in his possession or under his control belonging to the corporation. 10. Salaries. Officers of the corporation shall be entitled to such salaries, ernolurnents, compensation or reirnbursernent as shall be fixed or allowed from tune to tune by the Board of Directors. ARTICLE Indemnification 1. Third Party Actions. The corporation shall indemnify any person who was or is a party or is threatened t.o be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the corporation), by reason of the fact that he is or was a director, officer, employee or agent of the corporation or i.s or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, or other enterprise, against expenses (including attorney fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred by hire in connection with such action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in the best interests of the corporation and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not of itself create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in the best interests of the corporation and, with respect to any criminal action or proceeding, had reasonable cause to believe that his conduct was unlawful. 2. Derivative Actions. The corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending, or cornp].ei:ed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that he i.s or was a director, officer, employee, or agent of the corporation or is -9- (, ~ or was serving at the request of the corporation as a director, officer, employee, or agent of another corporation., partnership,. joint venture, trust, or other enterprise against expenses (including attorney fees) actually and reasonably incurred by him in connection with the defense or settlement of such action or suit if he acted in good faith and in a manner he reasonably believed to be in the best interests of the corporation; but no .. _. indemnification shall be made in respect of any claim,. issue, or matter as to which such person has been adjudged to be liable for negligence or misconduct in the perforr,.ance o3 his duty to the corporation unless and only to the extent that the court in which such action or suit was brought deterrnires upon application that, despite the adjudication of liability, but in view of all circumstances of the case, such person is fairly and reasonably entitled to indemnification for such expenses which such court deems proper. 3. Extent of Indemnification. To the extent that a director, officer, employee, or agent of the corporation has been successful on the merits in defense of any action, suit, or proceeding referred to in paragraphs 1 and ?_ of this Article VI, or in defense of any claim, issue, or matter therein, he shall be indemnified against expenses .(including attorney fees) actually and reasonably incurred by hirn in connection therewith. 4. .Determination. Any indemnification under paragraphs 1 and 2 of this Article VI (unless ordered by a court) shall be made by the corporation only as authorized iri the specific case upon a determination that 1P.dernnlfiCatl017 of the director, officer, employee, or agent is prow=_r in the circumstances because he has rnet the applicable standard of conduct set forth in paragraphs 1 and 2 of this i~rticle VI. Such determination shall be made (a) by the Board of Directors by a majority vote of a quorum consisting of directors who were not parties to such an action, suit or proceeding, or if. such a quorum is not obtainable, or, even if obtainable, a quorwn of disinterested directors so directs, by independent legal counsel in a written opinion, or (b) by the affirmative vote of the holders of a majority of the shares of stock entitled to vote and represented at a meeting called for such purpose. 5. Payment in Advance. Expenses incurred in defending a civil or criminal action, suit, or proceeding may be paid by the corporation in advance of the final disposition of such action, suit, or proceeding as authorized in paragraph 4 of this Article VI upon receipt of an undertaking by or on behalf of the director, officer, employee, or agent to repay such amount unless it is ultimately determined that he is entitled to be indemnified by the corporation as authorized in this Article VI. G. Insurance. The Board of Directors rna}- exercise the corporation's pocaer to purchase and maintain: insurance on behalf of any person coho is or was a director, officer, employee -10- C or agent of the corporation or who is or eras serving at the request of the corporation as a director, officer, employee, or agent of another corporation, partnership, joint venture, trust, or other enterprise against any liability asserted against hire and incurred by hirn in any such capacity or arising out of his status as such, whether or not the corporation would have the power to indemnify hirn against such liability hereunder or otherwise. 7. Other Coverage. The inderarrification provided by this Article VI shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under the Articles of Incorporation, these By-Laws, agreement, vote of shareholders or disinterested directors, the Colorado Corporation Code, or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a director, officer, employee or agent and shall inure to the benefit of the heirs and personal representatives of such a person. ARTICLE VII Execution of Instruments; Loans; Checks and Endorsements; Deposits; Proxies 1. Execution of Instruments. The President or any Vice President shall have power to execute and deliver on behalf and in the name of the corporation any instrument requiring the signature of an officer of the corporation, except as other~•rise provided in these By-Laws or where the execution. and delivery thereof shall be expressly delegated by the Board of Directors to Borne other officer or agent of the corporation. Unless authorized to do so by these IIy-Laws or by the Board of Directors, no officer, agent or employee shall have any pocaer or authority to bind the corporation in any caay, to pledge its credit or to render it liable pecuniarily for any purpose or in any amount. 2. Loans. No loan shall be contracted on behalf of the corporation, and no evidence of indebtedness shall be issued, endorsed or accepted in its Warne, unless authorized by the Board of Directors so to act. Such authority may be general or confined to specific instances. SJhen so authorized, the officer or officers thereunto authorized may E+ffect loans at any tune for the corporation from any bank or other entity and for such loans may execute and deliver promissory notes or other evidences of indebtedness of the corporation, and when authorized as aforesaid, as security for the payment of any and all loans (and any obligations incident thereto) of the corporation, may mortgage, pledge, or otherwise encumber any real or personal property, or any interest therein, at any time owne3 or held by the corporation, and to that end may execute ,,~ -11- and deliver such instruments as may be necessary or proper in the premises. 3. Checks and Endorsements. All checks, drafts or other orders for the payment of money, obligations, notes or other evidences of indebtedness, bills of lading, warehouse receipts, trade acceptances, and other such instruments shall be signed or endorsed by such officers or agent of the corporation -=-- as shall from time to time be determined by resolution of the Board of Directors, which resolutions may provide for the use of facsimile signatures. 4. Deposits. All funds of the corporation not otherwise employed shall be deposited from tune to tune to the corporation's credit in such banks or other depositories as shall from tune to tune be determined by resolution of the Board of Directors, which resolution may specify the officers or agents of the corporation who shall have the power, and the manner in which such power shall be exercised, to make such deposits and to endorse, assign and deliver for collection and deposit checks, drafts and other orders for the payment of money payable to the corporation or its order. 5. Proxies. Unless otherwise provided by resolution adopted by the Board of Directors, the President or an}> Vice President may from tune to tune appoint one or more agents or attorneys in fact of the corporation, in the name and on behalf of the corporation, to cast the votes which the corporation may be entitled to cast as the holder of stock or other securities in any other corporation, association or other. entity any of which stock or other securities may be held by the corporation, at meetings of the holders of the stock or other securities of such other corporation, association or other entity, or to consent in writing, in the name of the corporation as such holder, to any action by such other corporation, association or other entity, and may instruct the person or persons so appointed as to the manner of casting such votes or giving name and on behalf of the corporation and under its corporate seal, or otherwise, all such written proxies or other instruments as he may deem necessary or proper in the premises. ARTICLE VIII Shares of Stock 1. Certificates of Stock. Every holder of stock of the corporation shall be entitled to have a certificate certifying the number of shares owned by hirn in the corporation and designating the class of stock to which such shares belong, which shall otherwise be in such form as is required by lacy and as the Board of Directors shall prescribe. Each such certificate shall be signed by the President or a Vice President and the Treasure'~_ or any Assistant Treasurer or. the Secretary or any Assistant Secretary of the corporation; provided, however, -12- . C_ ~~ that where such certificate is signed or countersigned by a transfer agent or registrar (other than the corporation or any employee of the corporation) the signatures of such officers of the corporation may be in facsimile form. In case any officer _ of the corporation who shall have signed, or cshose facsimile signature shall have been placed on, any certificate shall cease for any reason to be such officer before such certificate shall ••have been issued or delivered by the corporation, such certificate may nevertheless be issued and delivered by t:he ____ corporation as though the person signed such certificate, or whose facsimile signature shall have been placed thereon, hacl not ceased to be such officer of the corporation. 2. Record. A record shall be kept of the Warne of each person or other entity holding the stoc'r, represented by each certificate for shares of the corporation issued, the number of shares represented by each such certificate, and the date thereof and, in the case of cancellation, the date of cancellation. The person or other entity in cahose names shares of stock stand on the books of the corporation shall be cleerned the owner thereof, and thus a holder of record of such shares of stock, for all purposes as regards the corporation. 3. Transfer of Stock. Transfers of shares of the stock of the corporation shall be made only on the boo'.~s of the corporation by the registered holder thereof.,, or by his attorney thereunto authorized, and on the surrender of the certificate or certificates for such shares properly endorsed. 4. Transfer Agents and Registrars; Requlations. The Board of Directors may appoint one .or more transfer agents or registrars with respect to shares of the stoc}: of the corporation.. The Board of Directors may make such rules and regulations as it may deem expedient, not inconsistent ~oith these By-Laws, concerning the issue, transfer, and registration of certificates for shares of the stoc}: of the corporation. 5. Lost, Destroyed, or Mutilated Certificates. In case o:~ the alleged loss, destruction, or mutilation of a certificate representing stock of the corporation, a ne~v certificate may be issued in place thereof, in such manner and upon such terms and conditions as the Board of Directors may prescribe, and shall be issued in such situations as required by lacy, including C.R.S. 1973, Section 4-3-405. ARTICLE IX Corporate Seal 1. Corporate Seal. The corporate seal shall be in such form as shall be approved by resolution of the Board of Directors. Said seal may be used by causing it or a facsimile thereof to be irnpressc~d or affixed or in any other manner reproduced. The impression of the. seal may be made and attested -13- ~.. ~~_ by either the Secretary or an Assistant Secretary for the authentication of contracts or other papers requiring the seal. ARTICLE X _ Fiscal Year 1. Fiscal Year. The fiscal year of the corporation _ shall be such year as shall be established by the Board of Directors . --- ARTICLE XI Corporate Books and Records 1. Corporate Books. The books and records of the corporation may be kept within or without the State of Colorado at such place or places as may be from time to tune designated by the Board of Directors. 2. Addrosses of Shareholders. Each shareholder shall furnish to the Secretary of the corporation or the corporation's transfer agent an address to which notices from the corporation, including notices of meetings, may be directed anal if any shareholder shall fail so to designate such an address, it shall be sufficient for any such notice to be directed to such shareholder at his address last known to the Secretary or transfer agent. 3. Fixing Record Date. The Board of Directors may fix in advance a date as a record date for the deterrairation of the shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or to express consent (or dissent) to corporate action ir. writing without a meeting, or entitled to receive payment of any dividend or other distribution or allotment of rights in respect of any change, conversion or exchange of stock, or for the purpose of any other lawful action. Such record date shall not be more than fifty (50) nor less than ten (10) days before the date of such meeting, nor more than fifty (50) days prior to any other action to which the same relates. Only such shareholders as shall be shareholders of record on the date so fixed shall be so entitled with respect to the matter to which the same relators. If the Board of Directors shall not fix a record date as above provided, and if the Board of Directors shall not for such purpose close the stock transfer books as provided by statute, then the record date shall be established by statute in such cases made and provided. 4. Audits of Books and Accounts. The corooration's books and accounts shall be audited at such times and by such auditors as shall be .<pecified and designated by resolution of the Board of Directors. -14- -.. ~ ~ - ARTICLE XII Emergency By-Lac•rs 1. Emergency By-Laws. The Board of Directors may adopt emergency By-Laws in accordance with and pursuant to the provisions therefor from tune to tune set forth in the Colorado Corporation Code. _... ARTICLE XIII Arnendrnents 1. Arnendrnents. All By-Laws of the corporation shall be subject to alteration, arnendrnent or repeal, and new By-Laws may be added, by the affirmative vote of a majority of a quorum of the rnernbers of the Board of Directors present in person at any regular or special meeting. 1983. APPROVED AND ADOPTED, this day of September, -1`- EXHIBIT "I" TO APPLICATION FOR APPkOVAL OF FRACTIONAL ESTATE PkOJECT AFFIDAVIT AFFIDAVIT STATE OF COLORADO COGNTY OF PITKIN ss. Garfield & Hecht, P.C. by Andrew V. Hecht, after being first duly sworn upon oath, states and deposes as follows: 1. We are the attorneys for Shadow Mountain Equities, Inc., a Colorado corporation. 2. The required documentation and facts contained in the Application for Approval of Fractional Fee Estate Project are true and accurate and it acknowledges that the requirements of Section 20-"14 of the Municipal Code shall be binding on its successors and assigns. Dated this 4th day of L~Iay, 1984. GARFIELD & HECHT, P.C. Andrew V. Hecht The foregoing document was acknowledged to before me this 4th day of May, 1984, by Garfield & Hecht, P.C. by Andrew V. Hecht, attorneys for Shadow Mountain Equities, Inc., a Colorado corporation. WITNESS my hand and official seal. P4y commission expires: 1-21-85 AhlfJtt~ 7 `~~:`'~ 'rF! CvLC. L' l ' Ste- °~ ~ " PAY '~ ~ Notary P blic ~ ~ . ~~ : O Address 601 E. Hyman Avenue K' ~~ ~,~ ~G' ~ Aspen, CO 81611 '`. • ` P V ~~' :'rte,: Sf o _: EXHIBIT "J" TO APPLICATION FOk APPROVAL OF FkACTIONAL ESTATE PkOJEC1^ BUDGET .. • m o y W O'1Ht~1~1 yc]:a a ~ s mio m c w aro c C m C o r•~ x o y w v, m n w H w w ~ H a a ~ m o• r~ r• a y cr c+ o a~ v v r ~ ¢ m t c~ m m r a m m m x c~ < ' m r N o K~ 70 ~+ y ~+ < B o a ~ o p.o t y y x , -. ~ G H A ~ fn N ~' y K~~~ w N~ O O \ H N N c + ~ ~--I N H ~ H° 1~'3~ O ~r• O H h7 W • H w Y T N c+ ~rl 3 H~ !~ w w c+ < H c+ y c+ N C '-S ~ r• N r ro rti ro w ~ m ~ p r• r• a w e, w s ~ m N < O< rn W y X C r• R. 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