HomeMy WebLinkAboutresolution.council.099-25RESOLUTION 9099
(Series of 2025)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF ASPEN AND HABITAT FOR HUMANITY
ROARING FORK VALLEY IN SUPPORT OF PURCHASING AN
EMPLOYEE UNIT PRIORITY AT THE CARTER CONDOMINIUM
HOUSING PROJECT
WHEREAS, there has been submitted to the City Council a memorandum of
understanding for the purchase of one (1) unit priority at the Carter condominiums,
a development in Glenwood Springs which was converted into affordable housing
by the nonprofit Habitat for Humanity Roaring Fork Valley; and,
WHEREAS, the Aspen City Council heard a presentation from Habitat for
Humanity on May 12, 2025, regarding the project and other habitat initiatives, and
WHEREAS, the Project consists of 88 deed restricted with 35 units held for
priority purchase rights that are available to regional employers for $150,000 each;
and
WHEREAS, there has been submitted to the City Council a Memorandum
of Understanding between Habitat for Humanity and the city of Aspen, a true and
accurate copy of which is attached hereto as Exhibit "A".
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO,
That the City Council of the City of Aspen hereby approves the
Memorandum of Understanding for the purchase of one unit priority in the amount
of $150,000 to be paid from the city of Aspen's 150- Housing Development Fund,
a draft of which is attached hereto and does hereby authorize the City Manager of
the City of Aspen to execute a final agreement on behalf of the City of Aspen in
substantially the form attached hereto, subject to the approval of the City Manager
and the City Attorney.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 30th day of September 2025.
I, Nicole Henning, duly appointed and acting City Clerk do certify that the
foregoing is a true and accurate copy of that resolution adopted by the City
Council of the City of Aspen, Colorado, at a meeting held on the day herein above
stated.
Nicole Henning, City
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W' 1 1 '11 11111111MIKHAIWrA�
L3 CONDOMINIUMS
City of Aspen EMPLOYEE UNIT PRIORITY
This Memorandum of Understanding ("MOU") is entered into this 10/24/2025 j 8:25:19 AM PDT
("Effective Date"), by and between HFHRFV L3 SPE, LLC, a Colorado limited liability company
("Habitat"), and City of Aspen ("City"). Habitat and City are referred to individually herein as
"Party" and are referred to collectively herein as "Parties."
WHEREAS, Habitat is purchasing or has purchased that certain multifamily residential
development commonly known as L3 Apartments located at 253 Wulfsohn Road, Glenwood Springs,
Colorado (the "L3 Project"), for purposes of conversion to condominiums (the "Conversion") to be
sold to qualified applicants that are full time residents of the Roaring Fork Valley. At least 66 units
are to be sold to households with combined household gross income at or below 80%, 100%,120%
or 150% Area Median Income ("AMI") (based on the residential unit being purchased) for Garfield
County, Colorado (the "County"), with preference to employment in the geographic area of Garfield,
Pitkin, and Eagle Counties, State of Colorado, and otherwise qualifies as "Qualified Buyers" (as such
term is defined in the Master Deed Restriction Agreement). Up to twenty-two (22) units may be sold
to qualified applicants at any income level.
WHEREAS, City desires to purchase one ox more priority rights for its employees, qualified
pursuant to the terms herein and in the Declaration of Master Deed Restriction for the Occupancy
and Resale of Units ("Master Deed Restriction Agreement") to be recorded in the real property
records of the County on April- 23, 2025 at Reception #1006226
for the purchase of one or more
WHEREAS, the L3 Project will consist of eighty-eight (88) residential units, with thirty-
five (35) units ally designated for priority purchase rights available to the City and other third -
party employers (the "Priority Pool").
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises
and covenants contained herein, and for other good and valuable consideration, the parties agree as
follows:
1. Definitions;<Recitals. Defined terms used herein that are not otherwise defined herein shall
have the meaning ascribed to such terms) in the Master Deed Restriction Agreement (as
further described below). The above recitals are hereby incorporated herein in their entirety.
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2. Purchase of Priority Purchase Ri xht(s).
a. City hereby purchases one (1) Priority Purchase Right as hereinafter defined} in the
L3 Project for individuals employed within the City of Aspen, qualified pursuant to
the terms and conditions of this MOU and the Master Deed Restriction Agreement,
to purchase and occupy L3 Units, subject to the provisions of this MOU. Promptly
after the recording of (1) the condominium map for the L3 Project for its conversion
to condominiums and (ii) the Master Deed Restriction Agreement, the Parties shall
execute and record a Memorandum of Priority Purchase Rights providing notice to
third -parties, in a form substantially consistent with the form attached hereto as
Exhibit B, in the real property records of the County.
b. For each Priority Purchase Right purchased by City pursuant to this MOU, City shall
remit $150,000 to Habitatin accordance with Section_3 below. As used herein, the
term " Priority Homebuyer" (collectively, "Priority Homebuyers") shall mean a
household in which at least one member who works full-time a within the City of
Aspen and otherwise qualifies as a Qualified Buyer.
3. Payment Terms. Concurrent with the mutual execution and delivery of this MOU by the
Parties, but in no event more than three (3) business days thereafter, City shall remit a lump
sum amount equaling $150,000 ("Purchase Right Payment") as follows: City shall remit
such amount directly to Habitat in accordance with written instructions provided by
Habitat's Manager, Habitat for Humanity of the Roaring Fork Valley, Inc.
4. Review and Selection. During Habitat's selection process for Qualified Buyers, Habitat's
.Homebuyer Selection Committee and staff will evaluate each applicant's qualification
against the selection criteria of housing need, ability to pay, willingness to partner, and
residency. By purchase of the Priority Purchase Rights pursuant to the terms hereof and
subject to Habitat's Priority Purchase Right Policies & Procedures to be provided in writing
to City (as updated from time to time, "Priority Policies & Procedures"), Habitat agrees
to grant priority to applicants who meet the qualification criteria and income requirements
for L3 Units outlined above for one (1) L3 Unit, which specific L3 Units shall be designated
in writing to the City and maintained in the internal records of the L3 Project's homeowners
id ledger will not otherwise be reflected in any
association or by the manager for Habitat, sa
document recorded in the real property records of the County. Nothing herein shall prevent
a Qualified Buyer, who is employed in the City, from being eligible to apply for and
purchase a non -designated priority unit if City has allocated its Priority Purchase Right to
one (1) Priority Homebuyer
a. Priority Policies &Procedures. Habitat shall include the following terms and
conditions, or substantively similar terms, in the initial draft and all future updates
unless otherwise agreed to by the Parties.
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i. Habitat will sell a set number of units to each AMI threshold (similar to the
thresholds used in the attached Exhibit A . There will be no difference in the
sale price between the 80%, 100%, or 120% AMI units, however, a higher
price applies for 150% AMI and RO units. For example, a unit that is initially
sold to an 80% AMI buyer could subsequently be sold to a 120% AMI buyer
so long as the AMI percentage threshold is preserved.
ii. If a Priority Homebuyer purchases an L3 Unit and ceases to be employed in
the City, upon written request by the City to Habitat's Homebuyer Selection
Committee, the Homebuyer Selection Committee shall shift - the City's
Priority Right associated with that unit to another non -priority designated
unit or to the Priority Pool.
iii. Nothing herein shall prevent a Qualified Buyer, who is employed in the City,
from being eligible to apply for and purchase a non -designated priority unit
if City has allocated its Priority Purchase Right to one (1) Priority
Homebuyer .
iv. The Priority Pool is a working list used to prioritize Priority Purchase Rights
in the event there are no non -priority designated units available at any given
time or in the event the City elects to pass on a unit designated to that
City. For example, in the event a Priority Homebuyer wants to sell their
unit, but the City does not have a replacement Qualified Buyer, the City's
Priority Purchase Right associated with that unit would be added to the
Priority Pool list and applied to a different unit; the application would be
subject to availability of L3 Units at that time and subject to any other City(s)
already on the list waiting for a redesignation of a Priority Purchase Right.
5. Declaration and_Master_Deed_Restri
Habitat shall prepare and record the
Master Deed Restriction Agreement in a form substantially similar to the declaration for the
Wapiti Commons recorded at Reception No. 993043 in the County public records. All terms
and conditions of the Master Deed Restriction Agreement and any declaration of covenants
recorded against the L3 Project (as amended from time to time) shall apply to and remain in
force for any and all L3 Units, including any L3 Units owned by an Priority Homebuyer
6. Resale of 1.3 _Units and Transfers of Priority
ig_hts. Habitat .shall manage the
process for the sale of any L3 Unit owned by an Employee Homeowner, or new resale of
another home to be allocated to City for purchase by an Priority Homebuyer through the
qualification and selection process provided for herein and as provided in the Priority
Policies & Procedures. iect
7. Default of L3
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a. City hereby acknowledges that if at any time an Priority Homebuyer is in default
of the terms and conditions of this MOU, the Master Deed Restriction Agreement,
and/or any d recorded declaration or other document applicable to the L3 Project,
Habitat may exercise its rights under the Master Deed Restriction Agreement's
"Right of First Refusal" and purchase such L3 Unit. Habitat shall follow the Priority
Policies & Procedures to select another qualified purchaser, shall notify City, and
give priority to City's applicants if City has a Priority Purchase Right applicable to
such available L3 Unit.
b. If any Priority Homeowner ceases to be employed in the City for any reason, and
therefore that L3 Unit owner is no longer a Priority Homeowner (as defined herein),
City shall notify Habitat as soon as possible. Such L3 Unit owner may continue to
occupy the L3 Unit as long as such homeowner complies with the Master Deed
Restriction Agreement and all documents of record. Subject to the Priority Policies
& Procedures, Habitat shall transfer City's Priority Purchase Right for such L3 Unit
either (a) to another non -priority designated unit or (b) to the next L3 Unit to be
offered for sale in the Priority Pool, which unit is not otherwise subject to an existing
and superior Priority Purchase Right owned by a third party, including, without
limitation, any existing and superior Priority Pool rights.
8. Transfer of Priorit Py urchase Right. City may not assign, transfer, sell, or otherwise convey
("Transfer") any Priority Purchase Right to any third party, including any other qualifying
ity, without Habitat's prior written consent, which shall not be
Roaring Fork Valley C
unreasonably withheld, conditioned or delayed, and, notwithstanding any language herein
to the contrary, City may not Transfer a Priority Purchase Right for any amount greater
than the Purchase Right Payment of $150,000 per L3 Unit Priority Purchase Right.
9. Foreclosure/Deed in Lieu. This MOU is subordinate to (i) a first lien deed of trust granted
by Habitat to FirstBank, a Colorado state banking corporation (the "Senior DOT")
encumbering the L3 Project and (ii) a second lien deed of trust granted by Habitat to
rity, a body corporate and political subdivision of the
Colorado Housing and Finance Autho
State of Colorado (the "Junior DOT") encumbering the L3 Project. In the event of a
foreclosure or deed in lieu thereof of either the Senior DOT or the Junior DOT, this MOU
will terminate and be of no further force or effect with
and all rights of City hereunder
respect solely to the L3 Units subject to such foreclosure or deed in lieu action. The parties
will execute and deliver any and all documents necessary to release the L3 Unit from the
provisions of this MOU and to release the Memorandum from the real property records.
l0. Conflict. In the event of any conflict between the provisions of this MOU and the Master
Deed Restriction Agreement, the Master Deed Restriction Agreement shall control.
11. Notices. All notices, instructions and other communications given hereunder or in
connection herewith shall be in writing. Any such notice, instruction or communication
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shall be sent either (1) by registered or certified mail, return receipt requested, postage
prepaid, (ii) by electronic mail with confirmation, or (111) via a reputable nationwide
overnight courier service, in each case to the address set forth below. Any such notice,
instruction or communication shall be deemed to have been delivered three (3) business
days after it is sent by registered or certified mail, return receipt requested, postage prepaid,
or one business day after it is sent via a reputable nationwide overnight courier service.
If to Habitat: HFHRFV L3 SPE, LLC
c/o Habitat for Humanity of the Roaring Fork Valley, Inc.
53 Calaway Court
Glenwood Springs, CO 81601
Attn; Darla Callaway, CEO
Phone: (940) 6134995
E-mail: darlac@habitatroaringfork.oxg
With a copy to: Fennemoxe Craig, PC
3615 Delgany Street, Suite 1100
Denver, CO 80216
Attn: Arthur Griffin
Phone; (303) 813=3824
E-mail: agriffin@fennemorelaw.com
If to City; City of Aspen
427 Rio Grande Place
Aspen, CO 81611
Attention. City Manager
Phone: 970-920-5212
E-mail: pete.strecker@aspen.gov
Any Party may give any notice, instruction or communication in connection with this MOU
using any other means (including personal delivery, electronic mail, or ordinary mail), but no
such notice, instruction or communication shall be deemed to have been delivered unless and
until it is actually received by the Party to whom it was sent. Any Party may change the
address to which notices, instructions or communications are.to be delivered by giving the
other Parties to this MOU notice thereof in the manner set forth in this Section.
12. This MOU will remain in effect unless terminated by the mutual written Agreement of the
Parties and maybe terminated only by mutual written agreement by the Parties.
The parties hereby execute this Memorandum of Understanding on the date written above.
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L3 SPE:
HFHRFV L3 SPE, LLC,
a Colorado limited liability company
By: Habitat for Humanity of the Roaring Fork Valley, Inc.,
a Colorado nonprofit limited liability company,
its Manager
Signed by:
By:
Name:
Title: CEO
City:
City of Aspen
By:
Nam4e.0
Title:
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FORM OF MEMORANDUM OF PRIORITY PURCHASE RIGHT
MEMORANDUM OF PRIORITY PURCHASE RIGHT
THIS MEMORANDUM OF PRIORITY PURCHASE RIGHT ("Memorandum:") is entered
into on 10/24/2025 8:25:19 AM T�Tand between HRHRFV L3 SPE, LLC, a Colorado limited liability
company ("Grantor"), and City of Aspen ("Grantee"). Hereinafter, Grantor and Grantee may be
referred to individually as a "Party," or jointly as the "Parties."
RECITALS
A. Grantor purchased that certain multifamily residential development commonly
known as L3 Apartments located at 253 Wulfsohn Road, Glenwood Springs, Colorado, as more
particularly described in Exhibit "A" attached hereto (the "Proper "), for purposes of conversion
to condominiums to be sold to qualified applicants that are full time residents of the Roaring Fork
Valley. At least 66 units will be sold to households with combined household gross income at or
below 80%, 100%, 120% or 150% Area Median Income (AMI) (based on the residential unit being
purchased) for Garfield County, Colorado , with preference to employment in the geographic area
of Garfield, Pitkin, and Eagle Counties, State of Colorado (collectively, the "Preferred Geographic
Area"), and otherwise qualifies as Qualified Buyers (as such term is defined in that certain
Declaration of Master Deed Restriction for the Occupancy and Resale of Units ("Master Deed
Restriction Agreement"), recorded against the Property in the real property records of the County.
Up to 22 units may be sold to households at any income level.
B. In conjunction with Grantor's conversion of the Property to condominiums, Grantor
created a program pursuant to which employers in the Preferred Geographic Area could purchase
one or more priority rights for its Qualified Buyers to purchase residential units at the Property (such
rights individually and collectively referred to herein as, "Priority Purchase Rights", as such term
is defined in the MOU (defined hereinafter)).
C. Grantor and Grantee are parties to that certain Memorandum of Understanding dated
October 2nd, 2025 ("MOU"), pursuant to which Grantee purchased one or more Priority Purchase
Rights for its employees, qualified as Qualified Buyers pursuant to the terms thereof and i
Rin the
Master Deed Restriction Agreement, to purchase of one or more residential units at the Property
each a and collectively, the "Units").
CD.
The Parties desire to enter into and record this Memorandum in the real property
records of the County to put third -parties on notice of Grantee's Priority Purchase Rights purchased
pursuant to the MOU.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the foregoing Recitals, which Recitals are
incorporated herein by this reference, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, and for the mutual covenants contained herein, the
Parties hereto agree as follows:
8
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Exhibit A
Intentionally Left Blank
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1. Grantee's Priority Purchase Rights. Pursuant to the MOU, Grantee purchased one (1)
Priority Purchase Right for employees employed within the City of Aspen, qualified as Qualified
Buyers, to purchase and occupy Units of the Property, subject to the provisions of such agreements.
2. Designation and Record of Plwlu Purchase Rights. This Memorandum shall be
recorded against the Property but not against any specific Unit or Units. The specific application of
Grantee's Priority Purchase Rights and all other Priority Purchase Rights purchased by other
employers as it relates to any specific Units shall be maintained in the internal records of the
Property's homeowners association or by Grantor's managing entity.
3. Foreclosure/Deed in Lieu. This Memorandum is subordinate to that certain first lien
deed of trust in favor of FirstBank of Colorado, dated October 22, 2024 and recorded at Reception
No. [_] in the public records of Garfield County, Colorado (the "FirstBank Deed of Trust"),
encumbering an L3 Project and may terminate and be of no further force or effect in the event of a
Foreclosure, or acceptance of deed in lieu of foreclosure, by the holder of the FirstBank Deed of Trust
provided that the FirstBank Deed of Trust remains applicable to the specific L3 Unit being foreclosed
upon as of such date.
4. Recitals; Defined Terms. The above recitals are incorporated herein in their entirety.
Unless otherwise defined herein, capitalized terms have the same meanings attributed to them in the
MOU.
5. Memorandum. This Memorandum is intended solely for notice and recording
purposes only and does not modify, amend, supersede, diminish, supplement or change the terms of
the MOU, the Master Deed Restriction Agreement, or any other agreement by and between Grantor
and Grantee.
6. Counterparts. This Memorandum inay be executed in counterparts, each of which
shall be deemed an original, but all of which together shall be deemed to be one and the same
agreement.
[SignatuNes .Follow on Next Two Pages]
0
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IN WITNESS WHEREOF, the Parties have executed this Memorandum as of the date(s) set forth
below.
"GRANTOR"
HFHRFV L3 SPE, LLC,
a Colorado limited liability company
By: Habitat for Humanity of the Roaring
Fork Valley, Inc.,
a Colorado nonprofit limited liability
company,
its Manager Signed by:
By: CAUAW01
Name: Darla Callawa'EaBaDzaoaaBD...
Title: CEO
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF Colorado )
OUNTY OF
Pi tki n )
C)
On 10/24/202 5 1 S : 28 :13 ,A%OPOTbefore me, Tara L . Nelson
personally appeared Darla Callaway
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the persons) acted, executed the instrument.
I certify under PENALTY of PERJURY under the laws of the State of Colorado that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
DocuSigned by:
Signature: Tm. C. Aidsos•
D7BBA188E2A2479..,
Seal
TARA L. NELSQN
NOTARY PUBLIC
STATE OF COLORADO
Notary ID: 20014030017
My commission expires 9/25/2029
Signature Page to Memorandum of Priority Purchase Rights
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"GRANTEE"
City
By:
Nan
Title:
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the truthfulness,
accuracy, or validity of that document.
STATE OF
COUNTY OF
20 efore me,(��0.
personally appeared
who proved to me on the basis of satis
evideA�e to be the person(s) whose nam(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY of PERJURY under the laws of the State of Colorado that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature:
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 20014OW7
MY CQMMlSSION EXPIRES SEPTEMBER 25, 2=
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3
EGAL DESCRIPTION OF THE PROPERTY
to be added prior to executing and
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