Loading...
HomeMy WebLinkAboutcoa.lu.pu.310 E Main St.0107.2016.ASLU0107.2016.ASLU 310 AND 330 E MAIN ST JEROME HOTEL/ APPROVAL DOCS PID #2737 07 321 003 & 2737 07 321 100 1 OF 1 0107.2016.ASLU 310 AND 330 E MAIN ST _ JEROME HOTEL/ APPROVAL DOCS PID #2737 07 321 0 & 2737 07 321 100 S COL r%" l 1 U PATH: G/DRIVE / PSTER FILES/ADMINISTRATIVE/A , IIN%LANDUSE CASE DOCS r3� THE CITY OF ASPEN City of Aspen Community Development Department CASE NUMBER 0107. 2016.ASLU PARCEL ID NUMBERS 2737 073 21 001 & 003 PROJECT ADDRESS 310 & 330 E MAIN ST PLANNER HILLARY SEMINICK CASE DESCRIPTION APPROVAL DOCS REPRESENTATIVE SUNNY VANN DATE OF FINAL ACTION 04.14.17 CLOSED BY ANGELA SCOREY 11.24.2017 2 ? 3 7 - 07 3 - 21- 001 -1- Z737- 073 - 2i .-003 o107 N6 • � W ce•-n is — ❑ X file Edit Record Navigate Form Reports Format Tab Help PX , 2 '� 7j G ❑ 1 J- I�7 -J ua Jump 1 j 10 0 J a�i�C7 Main Custom Fields Routing Status Fee Summary Actions Routing History 3 Permit type G n Land Use Permit < 0107.2016.ASLU �As� -- ----- Address 310 & 330 E MAIII ST Apt/Sufte 0 City ASPEII State ICO p 81611 0 o Permit Information x O Master permit I Routing queue aslul5 Applied 12"10,"2016 Z Project Status pending Approved 0 N Description APPLICATION FORAPPROVAL DOCUMENTS RECORDATION DOCS Issued Closed/Final Submitted SUNNY VANN 925 F958 Clock EnE Days 0 Expires 12r15 2017 Submitted via 1 11 1 Owner Last name ICONIC PROPERTIES- JERC First name—� 1375 ENCLAVE PKWY HOUSTON TX 77077 Phone f713)580-3651 Address Applicant r❑ Owner is applicant? ❑ Contractor is applicant? Last name ICONIC PROPERTIES- JERC First name 1375 ENCLAVE PKWY HOUSTOtJ TX 77077 Phone (713)580-3651 Cust 30282 Address Email I Lender Last name First name Phone l ) Address AspenGo1d5 (server. angelas W1 of 1 ,P " --:{, " A 223 'T b CITY OF ASPEN EASEMENT AGREEMENT This Easement Agreement is entered into this P,/ day of April, 2017, by and between THE CITY OF ASPEN ("City"), a Colorado municipal corporation and home rule city, Grantee, and ICONIC PROPERTIES — JEROME, LLC, a Delaware limited liability company, whose address is 1375 Enclave Parkway, Houston, TX 77077 ("Grantor"). Recitals A. The City owns and operates the City of Aspen municipal electric system. B. The City owns, operates, maintains, repairs and replaces the electric distribution mains and other infrastructure (excluding individual service lines) required for the provision of electric service. C. Grantor owns real property described in Exhibit A, incorporated by this reference (the "Subject Property"). E. In order to use, operate, maintain, repair and replace its electric facilities and other infrastructure, the City requires an easement from Grantor over the Easement Premises described below. E. Grantor is willing to grant and convey an easement to the City on the terms and conditions herein provided; THEREFORE, IN CONSIDERATION of the promises and agreements set forth below, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Grant of Easement. Grantor does hereby grant and convey to the City a perpetual non-exclusive easement (the "Easement") and the right of access thereto _for the purposes of excavation, installation, operation, use, maintenance, repair, and replacement of the City's electric lines, and associated facilities located within the easement premises ("Easement Premises") described on Exhibit B, attached hereto and incorporated herein by this reference. The Easement, and access thereto, are granted over, upon, across, in and through the Easement Premises.. The Easement shall run with the land for the benefit of the City, and shall be binding upon and inure to the benefit of the City, and its successors and assigns. 2. Use of Easement Premises by City. The City's agents, employees, contractors and other designated persons may go upon the Easement Premises at all reasonable times solely to undertake routine use, operation and maintenance of the City's electric system and associated facilities. In the event the City plans major repairs or replacement of infrastructure within the Easement Premises, it shall provide Grantor with reasonable advance notice of the work to be 1 RECEPTION#: 637589, R: $48.00, D: $0.00 DOC CODE: EASEMENT Pg 1 of 8, 04/14/2017 at 03:39:35 PM Janice K. Vos Caudill, Pitkin County, CO undertaken, and the estimated time of completion. Notwithstanding the foregoing, the City may go upon the Easement Premises at any time in the event of any emergency situation or condition, and undertake such repair or replacement activities as it reasonably deems necessary to properly resolve the emergency situation. After the exercise of any of its rights hereunder, the City shall grade, re -seed or re -sod if necessary to restore the surface of the ground to its former condition and contour, provided however, that the City shall not be required to restore or replace any trees, bushes, brush, gardens or other vegetation on the Easement Premises. The foregoing notwithstanding, the City shall restore or replace any trees, bushes, brush, gardens, other vegetation, structures, or pavement which is not in violation of Section 3 below. The City shall use commercially reasonable efforts to coordinate any of its work with the construction schedules of the Grantor so as to not unreasonably interfere with such schedules and work. Access to and from the Easement Premises by the City shall be solely through Alley Block 79 West of the Easement Premises. 3. Use of Easement Premises by Grantor. Grantor shall retain the right to use and enjoy the Easement Premises for all lawful purposes so long as such use and enjoyment do not unreasonably interfere with the City's rights hereunder, and provided that Grantor shall not install or allow any obstructions or permanent encroachments on the Easement Premises that unreasonably interfere with rights of the City hereunder including, but not limited to, fences, buildings, gates, or other structures, or trees, bushes, brush, gardens, or pavement, and shall not obstruct or permit obstruction of access to the Easement Premises. In the event any such obstructions or encroachments are erected, installed, or permitted to remain upon the Easement Premises notwithstanding this paragraph, Grantor understands and agrees that such obstructions or encroachments may be removed by the City at Grantor's cost, and that the City shall have no responsibility or liability for any damage or destruction thereto. In the event Grantor discovers an emergency condition pertaining to the City's electric distribution system located on, over, in or through the Easement Premises, Grantor shall make reasonable attempts to promptly notify the City of such condition. 4. Liability to Others. Each party shall be responsible for any and all claims, demands, actions, losses, liabilities, or expenses of whatever sort, including attorney's fees, that are incurred by any person or entity arising out of or in connection with such party's use or occupation of the Easement Premises, or the use or occupation the Easement Premises by its agents, employees, contractors, invitees or licensees, provided, however, that nothing herein shall be construed to abrogate or diminish any protections and limitations afforded to the City by the Colorado Governmental Immunity Act, C.R.S. § 24-10-101 et seq. as amended, or other law. In the event the City and Grantor, or their respective officers, directors, members, employees, agents, contractors, representatives, heirs or assigns may be held jointly and severally liable under any statute, decision, or other law providing for such joint and several liability for their respective activities on the Easement Premises, the obligations of each to respond in damages shall be apportioned, as between the City and Grantor, in proportion to the contributions of each FA as measured by the acts and omissions of each which in fact caused such legal injury, damage or harm and the City and Grantor shall indemnify each other to the extent necessary to assure such apportionment. 5. Notices. All notices required to be given shall be deemed given upon deposit in the United States mail, first class postage prepaid, properly addressed to the person or entity to whom directed at its address shown herein, or at such other address as shall be given by notice pursuant to this paragraph. Copies of such notices shall also be sent in the same manner to the City Attorney, City of Aspen, 130 South Galena Street, Aspen, Colorado 81611. Copies of such notices shall also be sent in the same manner to Iconic Properties — Jerome, LLC , 1375 Enclave Parkway, Houston, TX 77077, Attn: Eric Williamson. Notwithstanding the foregoing, Grantor may notify the City of emergency conditions as provided in paragraph 3 above by direct delivery of notice to the City Electric Department at 219 Puppy Smith Rd Aspen, Colorado, or by telephone or telefacsimile communication with the City Electric Department. The City Electric Department telephone number is (970) 920-5148, and the telefacsimile number is (970) 544- 3160. 6. Binding Agreement - Recording. This Agreement is binding upon the parties hereto, their successors and assigns, and any sale of the Subject Property, or any portion thereof shall be subject to this Agreement. This Agreement shall be recorded with the Pitkin County Clerk and Recorder, and shall impose an easement and covenants running with the land upon the Subject Property. Deeds to subsequent owners of the Subject Property shall provide notice of this Agreement and the obligations contained herein. 7. Governing Law; Venue; Attorneys' Fees. This Agreement and the rights and obligations of the parties hereunder shall be governed by and construed in accordance with the laws of the State of Colorado. Venue for all actions arising under this Agreement shall be Pitkin County, Colorado. In the event legal remedies must be pursued to resolve any dispute or conflict regarding the terms of this Agreement or the rights and obligations of the parties hereto, the prevailing party shall be entitled to recover costs incurred in pursuing such remedies, including expert witness fees and reasonable attorneys' fees. 8. Authorization of Signatures. The parties acknowledge and represent to each other that all procedures necessary to validly contract and execute this Agreement have been performed and that the persons signing for each party have been duly authorized to do so. 9. Counterparts. This Agreement may be signed using counterpart signature pages, with the same force and effect as if all parties signed on the same signature page. IN WITNESS WHEREOF, the parties have executed this Agreement the date and year first above written. • • GRANTEE THE CITY OF ASPEN, COLORADO A Municipal Corporation and Home Rule City By City anager STATE OF [OTAA 0 ) I ) ss. COUNTY OF SUBkRjgED AND SWORN to before me this G day of April, 2017, by sm wick— W1UAkEAQEbgVhand offi ial seal. NOTTATEARY �PUBLIC ORADO TAR`K i62@91140 00117 MY COMMISSION EXPIRES 01/1112017 01 I Z5 I W 13 Notary Public My commission expires: I l APPROVED AS TO FORM: Aspen City Attorney GRANTOR ICONIC PROPERTIES — JEROME, LLC a Delaware limited liability company By: I t-J*y 10)2c�iLj Name: D,jN WE.L— Title: 4 • GRANTEE THE CITY OF ASPEN, COLORADO A Municipal Corporation and Home Rule City an City Manager STATE OF ) ss. COUNTY OF ) SUBSCRIBED AND SWORN to before me this day of April, 2017, by WITNESS my hand and official seal. [SEAL] My commission expires: APPROVED AS TO FORM: Aspen City Attorney GRANTOR ICONIC PROPERTIES — JEROME, LLC a Delaware limited liability company i. Title: v.. Is F-tAj',- El Notary Public STATE OF Te-xa S ) ss. COUNTY OF -N" SUBSCI�y BED AND SWORN to befgre me this �day of April, 2017, byP1(ti Du n e as of Iconic Properties — Jerome, LLC, a Delaware limited liability company. WI > '% an lea . a, %' _Notary Public, State of Texas , 1 �a Comm. Expires 01-26-2021 Notary ID 130981106 Notary Publicv My commission expires \user\cfc\wp\aspen.eas (1197) 1 —2u — 2-0.2--1 5 • EXHIBIT A LEGAL DESCRIPTION A PARCEL OF LAND SITUATED IN THE CITY AND TOWNSITE OF ASPEN, COLORADO, BEING ALL OF LOTS A, B, C, D, E, F, G, H, I, M, N, O, P, Q, R, S, THE EAST HALF OF LOT L, ALL PORTION OF THE VACATED ALLEY IN BLOCK 79 AND THAT PORTION OF MILL STREET ACCORDING TO THE HOTEL JEROME LOT LINE ADJUSTMENT AND SUBDIVISION EXEMPTION PLAT FILED JUNE 12, 1991 AT RECEPTION NO. 331521, IN PLAT BOOK 26 AT PAGE 52, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID BLOCK 79 (A NO. 5 REBAR AND YELLOW PLASTIC CAP LS 19598); THENCE S 14°50'49"W ALONG THE WEST LINE OF NORTH MILL STREET A DISTANCE OF 119.39 FEET (WHENCE A WITNESS CORNER A REBAR & CAP LS19598 BEARS N14050'49"E 0.50 FEET); THENCE S75°09'1 I "E A DISTANCE OF 0.50 FEET; THENCE S 14°50'49"W A DISTANCE OF 100.70 FEET TO A BRASS DISK LS 19598 FOUND IN PLACE; THENCE N75°09'1 I "W A DISTANCE OF 0.50 FEET TO A POINT ON THE AFOREMENTIONED WEST LINE OF NORTH MILL STREET, A BRASS DISK LS 19598 FOUND IN PLACE; THENCE S 14°50'49"W ALONG SAID WEST LINE A DISTANCE OF 0.30 FEET TO A POINT ON THE NORTHERLY LINE OF EAST MAIN STREET, A BRASS DISK LS 19598 FOUND IN PLACE; THENCE N75009'1 I "W ALONG SAID NORTHERLY LINE A DISTANCE OF 225.78 FEET TO THE SOUTHWEST CORNER OF THE EAST HALF OF LOT L (WHENCE A WITNESS CORNER A PK NAIL AND ALUMINUM TAG LS25947 BEARS: S 14°50'49"W 1.00 FOOT); THENCE N14050'49"E A DISTANCE OF 120.39 TO A POINT ON THE NORTH LINE OF THE ALLEY IN SAID BLOCK 79; THENCE N75°09' 11 "W ALONG SAID NORTH LINE A DISTANCE OF 45.62 FEET TO A POINT ON THE EASTERLY LINE OF NORTH MONARCH STREET (WHENCE A NO. 5 REBAR BEARS N35°E 0.67 FEET); THENCE N14050'49"E ALONG SAID EAST LINE A DISTANCE OF 100.00 FEET TO THE NORTHWEST CORNER OF SAID BLOCK 79; (WHENCE A WITNESS CORNER A NO. 5 REBAR & YELLOW PLASTIC CAP LS16129 BEARS N73°E 0.59 FEET); THENCE S75009'1 I"E ALONG THE SOUTH LINE OF EAST BLEEKER STREET A DISTANCE OF 271.40 FEET TO THE POINT OF BEGINNING. SAID PARCEL OF LAND CONTAINING 1.248 ACRES, MORE OR LESS. 2 • 0 EXHIBIT B EASEMENT PREMISES tioBUILDING / f // BEGINNING � e' ALLEY \ 9 4' 1"if r, —,__!LOCK 79 T; �- � f IV CARLIS PHARMACY BUILDING / ASPEN TIMES BUILDING UTILITY EASEMENT A PARCEL OF LAND SITUATED WITHIN THE ASPEN TIMES/HOTEL JEROME SUBDIVISION/PD RECORDED JANUARY 31, 2017 IN PLAT BOOK 117 AT PAGE 89 IN THE PITKM COUNTY CLERK AND RECORDER'S OFFICE, SAID PARCEL OF LAND BEING MORE PARTIWLARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAD ASPEN TIMES/HOTEL JEROME SUBDIVISON D; THENCE SO8'10'18'E A DISTANCE OF 109.30 FEET TO A POINT OF THE FACE OF AN EXISTING BUILDING, THE POINT BEGINNING; THENCE ALONG THE FACE OF SAID BUILDING AND ITS EXTENSION THEREOF S75'09'11'E A DISTANCE OF 19.14 FEET' THENCE S14'50'40'W A DISTANCE OF 12.44 FEET, THENCE N75'00'11'W A DISTANCE OF 4.77 FEET, THENCE S14'SO'49'W A DISTANCE OF 10.12 FEET TO A POINT ON THE FACE OF AN EXISTING BUILDING; THENCE ALONG THE FACE OF SAID SMONG AND ITS UMSIGN THEREOF N76'09'11'W A DISTANCE OF 14.39 FEET; THENCE N14'5040'E A DISTANCE OF 22.65 FEET TO THE POINT OF REGINNINrn SAID PARCEL OF LAND CONTAINS 352 SQUARE FEET MORE OR LESS. O s C pt 382}5 . 3(31►1.1.f� ' J HIGH COUNTRY ISNGINMRTE ING, INC. HC6LJROML* uAA AMC I5I7 eUKKAVMUe, ere 101 AD'[N•COLORADO `N`O� en nwxm LL ]14170! OL@NWOOD ePRINae, QO Of DO1 PHONIC (970)64D•DD7D FAX (e70) 946]310 GTL'Obel•17lw Nae Id'1 WWW.NOiNO.QOM eXHIHl1' vrluxreAeeMeNr"".o......,._„_....._..�_._.__._..._..,...._ 7 cy ss VACATION PLAT OF A_PORTION OF THE ALLEY IN BLOCK° HOTEL JEROME & ASPEN TIMES PROPERTY Fs SECTION 7, TOWNSHIP 10 SOUTH, RANGE 84 WEST OF THE 6TH P.M. CITY OF ASPEN, COUNTY OF PITKIN, STATE OF COLORADO PURPOSED STATEMENT THE PURPOSE OF THIS PLAT IS VACATE A PORTION OF THE ALLEY LOCATED IN BLOCK 79 -�. — .r °', r — :w•,` BETWEEN THE HOTEL JEROME AND ASPEN TIMES PROPERTIES. EKE ,- � • �1_ 2W / p � J ��$ l lr I VANITY i l m A 1 J 1 =o R / 1 cw,vtnc scelE: C O Y �l PUT NOTES: m1 J Wi r' y C ENGINEERING DEPARTMENT REVIEW /_ _flr �./Fl�py�,rC M i vin[ry za•�ioora ra v - v x mm•.c -- ® on W • s b �,,: d v, �� rr..�R4ElA 1 / kK-'Ei.J��-y�-M^f. / J N nr or .,v �1 /\ 'b4e�i �^9(/�NG uxann.Wtu no.anoc eWw/w wm® n ser m cawn waum: w •t uu rao roan owon z FD U �•fi� �T IIc_. I Alll .w-IA Z n'•>rr .• /l n PARCEL DESCRIPTION -VACATED ALLEY }5Q S COMMUNffY DEVELOPMENT DIRECTOR APPROVAL o uo r•m ®om®n mran rmx mn a e�m�i nsv - z' l b � ■L y D -7i 41 i 0 I / Vi ""c Ad Opegn°"rrc p�4� I ! p I / CITY COUNCIL AMOVAL J I �/� gahc '� / / Q / r % n •.x n re m. m.n v ,ew• it SURVEYORS CERTIFICATE � ` ----�. `` � 7/ !r / S o .,�r:�i�.. - ��m�.�nro�u"sron� m..vm.n,°0�•`,n',v...vro-r•,�ol �n :r v�aa.�na QQ •o � / ` � � R � AST MA/IV wv..m rem.. r.r....ov ° t; STR y EEI CLERK mILECORDER•S CERTIFICATE vim �t .,aim ASPEN TIMESMOTEL JEROME SUBDIVISIONIPD SECTION 7, TOWNSHIP 10 SOUTH, RANGE 84 WEST OF THE 6TH P.M. CITY OF ASPEN, COUNTY OF PITKIN, STATE OF COLORADO PURPOSED STATEMENT - I THE PURPOSE OF THIS PLAT IS TO COMBINE THE ASPEN TIMES, HOTEL JEROME AND VACATED ALLEY INTO ONE PARCEL � r / b•.. N�.I.D�.®..IB VANITY MA / / / 6 I R / � I p n 3 s '� DETAIL A „_ om FAQ MAC G / / '%b', l: �x'4T aKe!/IE 4C Wy, r,beT�N� t FCRfs / / BEE DETNL'B' l l R II / GRAPHIC $GATE sEE DETAIL A— �t DETAILi V . w�nR IA PLAT NOTES- aftTBICATE OE OWNER4BP AND DED1 T*N a vx ,opn xwa . x tovn o r,s n I. v.x avev..wv w a xv ,ua x w, wr v .m n. v n roman I I . w. ®ufa a,wa� ...... � a:...,,.® .a°1•�>s' a ,.r'. �"m®°� `,.". a� I,vn�,:. ��,°'°. '°..ue.n = '014 �•mm.m. mmm wx a xw .uarxi, .°'.e .`'.nnnr.n . m+p}p1«a oT w o s i iA*T=l wxa[an �pi ¢_ o' -ca+�u ENGINEERING DQARTMFNT REVIEW fx�nr.o sass.`,j r u�`x .1°av, v �sam x Z 2 COMMUNITY DEVELOPMENT DIRECTOR APPROVAL i.�i emux ao, ux.onsao,m+ _ 5 R�....n on OfE CITY COUNCIL APPROVAL n� N-OPur _ MO $ u � �. SURVEYOR'S CERTIFICATE u CLERK &RECORDERS CERTIFICATE i O OW slams `�,,sEAE;: m "s� &* P ASPEN TIMES / HOTEL JEROME SUBDIVISION / PD PROPERTY IMAGES APPROVED PLAN SET - 10 JANUARY 2017 HOTEL JERO A MNN STREET VIEW AT NIGHT HISTORIC ASPEN TIMESSUIIOING —STING AWN STREET CONDRIONS PROJECT DIRECTORY Tani K..w�.:. �raNmN mN, rwweaor.rt�sKorwo,e, cw,Ac,. , G.CaR SHEETINDEX .cfaram.w,E wN PROJECT INFORMATION c mron,�oo moraxwelsmroTa,ow�AVEN,.EsI ,o,s awn.orAnwoucRs A,o,.a us, PROJECT SUMMARY �ir�iNc..�iE,«.an.re „a wroRrur aasrw,.oRro� a .� A�EN,.uwww y ,.. �Aa A. vaarwrtn auin�um�n AAu TRtTS il. MFJ461NG MECRN4C,EflO RE CaRrvwmwu'E nlllM1FD w�iR,IE rHr �&o,Np�'fAAlo ,rE 1M6FCf AW6O,F NEw�w mrE loos IPE E�wo,d T� AxO iaR*H,iOool x�io�MM ilbi4oETf roaaA,E E,�uv, Imnw AotiIG1RNl TOTrE E,M, qsA TIEM�eABBFY�p� COMMUNITY DEVELOPMENT DIRECTOR APPROVAL u.e A.nlom nr erA,naiolooR , arinuec,oN o.Arw ENGINEERING DEPARTMENT APPROVAL �� .a.,�l_mpnT�a,. a. Asw�e.aeEw,coEPIw..Ewr. rV rowland+hroughton w.�ewn,.+.vay r L J 20TS.Oi.T1 WIG- 10tS.t0.lA ovaorin 10,B.f TJO �rvrv.w i* d, O O��O JG O� U HOTEL JEROME ADDITION 3 E. AWN STREET ASPEN. CO. lt61t • COVER SHEET SCALE NTS A0.0 a r 111. 1Y...'�IM a qq- q is i, ir. 8 g�g z ~ oloop ,loin I I L d Ll 1�� I I r w JJ 4 : i C2 Ch o l °iiil!i ° a � I 1 a u�. o Q i!tllll! 1 3b �p tl w'b w'b b b w w w b w o s b b b w w w b b b b b w bb b b b y x q C yy y f i�.p ©N t°Ld L114f � ----YT | %! 0 / M%mIc &4• �) § \ ' ¥! | g ) 9 / \/!\ jI =/ \| � ra a E l2ik) \\ 2 ! ! �� � L||* � ---- ---.�, !• ,��;|_��!|�!■_|` IS, __ rep L§B -oil - |f (§ & `22 § § §e=§ O. | §: Q Qm § 8 LU �jEBc p.lil gp w8 4 a, M��;.!� ;V1 0 1) � a g C yle & a a 4g444e,���.�e CDi �a I S L d 11 �� • _ -- - �..w.__ • !i ro o ��� w Zrep icL � M' I O l�kJ B! i m 1 0. Q !6 L33VIS HOhYNOw ! | ' §§ �7W z § ] a +o 6 w §\ f ek2l \/ ���| ®�° W g � �A�o. H |!�§§ O[k Q f | : � � 2 � . _ .. ,� )� • �( i�6 �[ .. .. . g . � s » ( � } I 0 W j d L1| 9 0 � � /P° §| °a » | ' + Co § § + 2 ! 2| . y !f °�0�0 ) |.| 5\§| »\{ ru � `K§k! O. | if; bb�!!lQhm � )i2 2bƒ \\\ ~0�a \)\ | » i b L d Li| 9 ---- Jill i +$ geei e_a w „m w�i 4 t� 6t' Ell c II ON O91d 0190 • Li9j�A iil� Oe o Kol W2 tli P) o 1j 1 1 13 rr n cta r - T� ia PI g i3'0 A 2-KI V 1- 1—,N H.OWNOW Ill.- - py I I 1i I, Ely 2 �I om ooa 4 jr i e- qe qe e g pa w w j N MIA � ski ?i h-�. {sff I IR X OEJo Ql��li�il , 11 €Ill.- I IIIII I ;. 19aYI�Vr�lli R 1 W g} t a°Oa y�w �a0f-O C I Csd I.I.- I I t 0AA 10%, ��¢+ISR �G LIA y �y 7G yG yq 5s� 219 5 d id 44Hg.1R1 0 0 LU�y I'!il1ii�16 l e� ! � § � , 2 �� 0 r \ ;og }\ | § R |§\)/ Qf | -99 I 9 Ew" Q i„i�lti q Il e ! ! �Zy`•ce Is�1Q�R��R�i R�R�� 3 RL s j_ YYti�l�d4l`I�Eg L �� Mal % l�ill1l� Ills{fi w e a§ ? Lu N !� 4 014 s �•(I� W c oW °ffil�il =$ R ¢�¢,, E A a w Q l}!!tl;� sm meME w O s E a s 0 0 �' F� 0� Iilij! CYi !11!I x a ��:$ a w • IX 6 9 d L 119• y .c m .. ......; 'Ill. I I pQ B mF �tBd�� q�y yyG as f � L1 r 11 ' LLwui an,yc#i rmw o oOry 18 rwnl.a•A Obd L1194 fill f9,iii1 W E OU E to p a� Q i•hl: .a� . �•..r z� .o « �, �i BB o� , .,oB;ii„B Bai«B .�.�n>d cI ' & ; °Ia| 6 9 § ' � / e \� q :or � w \ . � | b d Ll|g-�--� �x,��. 0 •I —G 1 II w r w IN gN 8W �3es p a :!_1 q�eo�`s�e;.�i`o�e QHAIN Gl,lif or 4 g N ll �I W I„iii! F i! SS pGGGyYYY ; ��gq� p, e un �•�€a6 `tl y�y �3 6 i@ $ p o 5: pia gg�� �_ �g w j��; m 9! C @ 2 5 p= [ 0 6 6 g iC T i^ •� Y QQ $iqg a (7 m� �' 4 m �. 3 0 0 0 0 0 0 0 0 0 0 9 a F [eB 6� . �Si [ nEY r� �O0 3 Zbi • IL + r6d L11 9 O"V 133HIS 11IN iliot' 1338iS HO2JVNON 0 0 Pik c 2� -4i � �fB r ranc RS a6€R C, Z w (D w J Z H Z a w w X 'Vo �V03 $h Oil 1Q�tiQ'D W�� p A32JIS IIIW r � \ t' i w' J �- w W — U) Y 'I W � I ._..., _... w i w J mIi a�_ _ �a A3aUS HO2WNOW Abd 1-119 4k .=n r w.�•r tt ao se w. si ce oc s swei�ciio�oa�scs �.wz.uofx 215 �q z �f 1 -Lt' a a3 � a � � r< � � � g �� ®� �a � C14 c", fib 4'. p Cl El o r7r--1 it El it, 1338.LS H38VNOW H.LNON 6� �Jr��s cr wm Z II o i�ee Lu �•l� 1lL�lQ4 " St�Ufn V f�Il�� x c yy �ge�g A5 i4ie�s I I I p6 66 � J r•^••">133M1S-n1M14 MON p@ xj 7k. iOYF P�. iW I.rl I — Dll� i o Al a i PLY i 8 ( 'E-.�. lairne Feu A S]WIL N3 SV ji 13381S H3?JVNOW H.LdON � 9 9601Wq• • ---R 3 3 • I ..jam: -� - - EABT MAIN !'InFET- - - - (- —1 U ismBEF cui Yd101G •800-922-1987 � of E.abtlo r— GRAPHIC SCALE 1 wtm1 BWxpMT [w[ ovfEor aR.m.r� ..r.s on.w.[x ao.E —'o SPot ElEv.11W (rB00 On ,90( - ._. Ensrwc swan cwlTow -- -- Easrwc 1.ww cwtTaux —,w� waros[o s nuw cwrauR wavos[o I'— —T— ......... . .wtOvnYp x[fort•Rn u�Erm �....� E1vSTMG Stpd NCE E%iSiwC . T OrtOpOSE� .Sgl.[T i—� vSreW Cd AEIE �. .ROPOSEO CMQIEIE E.ISPNG Bun1XwG I-- BUEPn4 gErlp...np.t5 • >-.u- ..o.tmw..A,n„md .troy ... 1e. aar .M '� .T .wwt ---• �t .M� CROSS SECTION '—t CROSS SECTION 2-2 CROSS SECTION 3-3 AA rowland+broughton ' t0160731 20t7.Ot.10 _ w..OM1SJ..rom A, Z) �0 V HOTEL JEROME ADDITION — E. — STREET • N. CO. E1111 CIVIL GRADING AND DRAINAGE PLAN scA<e: r.m C3 J-BAR HOTEL jERON- 6� f7- T Mal - r :... GRAPHIC SCALE 44 414 JG (10 Imo' M HOTEL JEROME ADDITION �E —S�T ASK.. -. 81611 _ f ENLARGED CIVIL MAIN ENTRANCE GRADING AND DRAINAGE PLAN SEALE— C 4 Z 01 0 D get.-. ® ;!E p off- ylpstipp ws3 4 t k� '- U.) CL `� I I lii I� t4 �JLI�i'7` pi off? N pill' —JJ32Ji'*1"1W'H1AlON 1 01 1 t7 - lu Zt uj 0 1.1-1m 3m J33HIS HOWVNOW NINON oil It bbld �.,��� __ EAST BLEEKER STREET o— 1— MCK . 81 IGA7� =Z— u z 0 GRAPHIC SCALE -k 0, 0 z A, 0 z 0 CARL% FINAMI �i/ 1 ``�� L'�'� ® etu eaa� ,e�.,nPxavosco sac soy. wux o 1-8M9n-1987 E-1 I -E HOTEL JEROME ADDITION EAST MAIN STREET .—G A—T —E ­S� T — — — -- — — — — — — — — - — — -- — — — — — — — — — — — — — — A E.aDKG .............. -� N'� .. ....... ......... N GG ... .. r 7� CIVIL MASTER UTILITY r PLAN P DN. C 6 DETAIL "A u f t �Ea ee ti0Y� RJR SIi ���'e E �•�E 7R���R��00 s St A pp� t� Iold J W uj rr LJ o YYYYY�99}I a � � P 8j, -■ � z 1-16 k y g S �q ��s 'r a } 0 o b 9s �x 6 x� 9s x ad RECEPTION#: 635791, 01/31/2017 at 10:22:16 AM, • 1 OF 43, R $2210 Doc Code SUB AGREE Janice K. Vos Caudill, Pitkin County, CO ASPEN TIMES/HOTEL JEROME SUBDIVISION/PD DEVELOPMENT AGREEMENT THIS ASPEN TIMES/HOTEL JEROME DEVELOPMENT AGREEMENT (this "Agreement') is made and entered into on this 3 I of �PkZQ AAY 2017 by and between THE CITY OF ASPEN, COLORADO, a municipal corporation (hereinafter, "City"), and ICONIC PROPERTIES - JEROME, LLC, a Delaware limited liability company (hereinafter, "Owner"). WITNESSETH: WHEREAS, Owner has submitted to City an application for Planned Development - Detailed Review approval (the "Application") for those certain properties in the City of Aspen, Colorado more particularly described on Exhibit A attached hereto and a made a part hereof by this reference (the "Pro a "), which Application requests the approval and recordation of an Approved Plan Set documenting the design, layout and configuration of the proposed development (the "Approved Plan Set"); the approval, execution and recordation of a Final Plat of the Aspen Times/Hotel Jerome Subdivision/Planned Development (the "Final Plat"); and the approval, execution and recordation of a Right -of -Way Vacation Plat for a portion of the alley in Block 79, City and Townsite of Aspen (the "Vacation Plat"); and WHEREAS, City has fully considered the Application, the Approved Plan Set, the Final Plat, the Vacation Plat, the proposed development and improvement of the Properties, and the effects of the proposed development and improvement of said Properties on adjoining or neighboring properties and property owners; and WHEREAS, City has approved the Application and in connection therewith has imposed certain conditions and requirements in connection with its approval and recordation of the Approved Plan Set and its approval, execution and recordation of the Final Plat and Vacation Plat, such matters being necessary to protect, promote and enhance the public safety, health and welfare; and WHEREAS, Owner is willing to acknowledge, accept, abide by and faithfully perform the conditions and requirements imposed by City in approving the Application, the Approved Plan Set, the Final Plat, and the Vacation Plat; and WHEREAS, pursuant to Section 26.490.060.B., Site Protection Guarantee, and Section 26.490.060.C., Site Enhancement Guarantee, of Title 26, Land Use Regulations, of the Aspen Municipal Code ( the "Regulations"), City is entitled to certain financial guarantees to ensure recovery of the Properties and surrounding grounds to a safe and visually acceptable condition, and the installation of public improvements on or adjacent to the Properties in the event of a work stoppage, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, pursuant to Section 26.490.070.A.1., Landscape Guarantee; Section 26.490.070.A.5., Historic Preservation Guarantee; Section 26.490.070.A.7., Public Facilities and Public Infrastructure Guarantee; and Section 26.490.070.8., Storm Water and Drainage Improvements Guarantee, of the Regulations, City is entitled to certain financial guarantees to ensure (i) that the required landscaping is implemented and maintained; (ii) that the Aspen Times Page 1 of 22 building is successfully preserved and restored; (iii) that required public infrastructure is installed; and (iv) the successful implementation of required storm water and drainage infrastructure, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, contemporaneously with the execution and recording of this Agreement, City and Owner have recorded the Approved Plan Set as Reception No. Z and City and Owner have executed and recorded the Final Plat in Plat Book l l l: at Page lc as Reception No. frApS 5 and the Vacation Plat in Plat Book 11 3-_ at Page 02)_ as Reception No. all in the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado (all recording information in this Agreement refers to the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado). NOW, THEREFORE, for and in consideration of the foregoing provisions, the mutual covenants and agreements herein contained, the approval of the Application and approval and acceptance of the Approved Plan Set by City and the approval, execution and acceptance of the Final Plat and Vacation Plat for recordation by City, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: ARTICLE I PURPOSE AND EFFECT OF DEVELOPMENT AGREEMENT 1.1 Purpose. The purpose of this Agreement is to set forth the complete and comprehensive understanding and agreement of the parties hereto with respect to the preservation and restoration of a portion of the existing Aspen Times ("Aspen Times") building; the development of an addition thereto; various changes to existing rooms and amenities within the Hotel Jerome ("Hotel Jerome" or "Hotel"); the reconfiguration and enhancement of the Hotel's exterior courtyard; and various improvements to the Property's Main Street, Mill Street, Monarch Street and Bleeker Street streetscapes (collectively, the "Project'), and to enumerate all terms and conditions under which such activities may occur. 1.2 Effect on Prior Instruments and Approvals. In the event of any conflict or inconsistency between the provisions of this Agreement, together with the Approved Plan Set, Final Plat and Vacation Plat (the "Current Instruments and Approvals"), and any prior agreements, land use approvals, and plats, whether or not recorded (the "Prior Instruments and Approvals"), affecting the Property, the provisions of the Current Instruments and Approvals shall supersede and control. Furthermore, in the event of any inconsistency between the provisions of the land use approvals described in Section 2.1 below (the "Current Land Use Approvals") and the provisions of the Prior Instruments and Approvals, the provisions of the Current Land Use Approvals shall supersede and control. ARTICLE II LAND USE APPROVALS 2.1 Approval Actions. The following land use approvals have been granted to Owner for the development of the Property: (a) Historic Preservation Commission Resolution No. 37, Series of 2014, approved December 10, 2014 and recorded December 19, 2014 as Reception No. 616145 Page 2 of 22 recommended that the City Council grant (i) Planned Development — Project Review approval; (ii) Subdivision approval; (iii) Conceptual Major Development approval; (iv) Conceptual Commercial Design Review approval; (v) Growth Management approval; and (vi) Demolition approval for the Project's Site Specific Development Plan. (b) City Council Ordinance No. 1, Series of 2016, approved May 9, 2016 and recorded June 8, 2016 as Reception No. 629856 granted (i) Planned Development - Project Review approval, (ii) Subdivision approval, (iii) Conceptual Major Development approval, (iv) Conceptual Commercial Design Review approval, (v) Growth Management approval, and (vi) Demolition approval for the Project's Site Specific Development Plan. The Ordinance also approved the partial vacation of the alley in Block 79, City and Townsite of Aspen. (c) Historic Preservation Commission Resolution No. 34, Series of 2016, approved November 30, 2016 and recorded December 12, 2016 as Reception No. 634522 granted (i) Planned Development - Detailed Review approval; (ii) Final Major Development approval; and (iii) and Final Commercial Design Review approval for the Project's Site Specific Development Plan. (d) The Development Order ("Development Order") for the Current Land Use Approvals was issued by the Aspen Community Development Department ("COMDEV") on December 2, 2016, with an effective date of December 8, 2016. 2.2 Approvals Control. The provisions of the Current Land Use Approvals, including the Development Order, are incorporated herein and made a part of this Agreement. To the extent that matters addressed in the Current Land Use Approvals, including the Development Order, are also addressed in this Agreement, the provisions of the Current Land Use Approvals, including the Development Order, shall control. 2.3 Dimensional Requirements. Exhibit B to Historic Preservation Commission Resolution No. 34, Series of 2016, established and approved the following dimensional requirements for the Project. (a) Gross Lot Area 54,372 Sq. Ft. (b) Net Lot Area 49,304 Sq. Ft. (c) Maximum Height Aspen Times Building False Front 21.5 Feet Ridge 16.0 Feet Aspen Times Addition Main Street Sidewalk 33.5 Feet Existing Hotel Jerome 54.5 Feet (d) Minimum Floor Height Aspen Times Building Floor to Ceiling 11.25 Feet Page 3 of 22 Aspen Times Addition First Floor to Floor 10.60 Feet Upper Floor to Ceiling 9.0 Feet (e) Maximum Allowable FAR/Floor Area Cumulative 2.5:1/123,149 Sq. Ft. Lodge 2.04:1/100,316 Sq. Ft. Commercial 0.46:1/22,833 Sq. Ft. (f) Lodge Net Livable Area 58,278 Sq. Ft. (g) Average Lodge Unit Net Livable Area 572 Sq. Ft. (h) Maximum Lodge Unit Net Livable Area* 2,079 Sq. Ft. (i) Lodge Units/Keys/Bedrooms 96/102/102 0) Commercial Net Leasable Area 20,680 Sq. Ft. (k) Public Amenity Area 9,185 Sq. Ft. Percent 18.6 (1) Minimum Off -Street Parking 47 Spaces * For the Aspen Times addition only. 2.4 Vested Rights. Under the Development Order, the right to undertake and complete the development and use of the Property pursuant to the terms and conditions of the Approved Plan Set is vested until December 9, 2019 and shall not be altered, impaired, diminished or delayed by any subsequent zoning or land use action that is prohibited by Section 24-68-105(1) of the Colorado Revised Statutes ("CRS"). In accordance with the requirements of CRS Section 24-68-103(b), a properly noticed public hearing concerning the establishment of such vested rights for the Property was conducted on November 30, 2016. As authorized by CRS Section 24-68-102(4)(a), City and Owner agree that the Site Specific Development Plan for the Property consists of and includes, but is not limited to, the number, size, and configuration of the Project's lodge units; the size and configuration of its associated commercial spaces and other areas of the Project; its parking; all matters set forth in the various Approvals referenced in Section 2.1 above; the Approved Plan Set recorded as Reception No. 7190 , the Final Plat recorded as Reception No. ; the Vacation Plat recorded as Reception No.(s; this Agreement; and all other documents recorded concurrent herewith. For purposes of this Section 2.4, this Agreement shall be considered a "development agreement" as that term is used in CRS Section 24-68-104(2). ARTICLE III DEVELOPMENT REQUIREMENTS AND RESTRICTIONS Page 4 of 22 3.1 Proiect Components. The Project approved pursuant to the Current Instruments and Approvals and the Current Land Use Approvals consists of the following principal components: (a) Aspen Times. The Project's Aspen Times component consists of the preservation and restoration of the historically significant portion of the existing Aspen Times building; the construction of a new 3-story addition thereto; and the construction of a basement beneath both the historic portion of the building and the addition. The restored Aspen Times building and the addition will contain approximately 4,397 square feet of commercial net leasable area within its basement and ground floor. Its second and third floors will each contain one (1) three -bedroom lodge suite with a living/dining/kitchen area containing a sleep sofa. Each suite's three (3) bedrooms and its living/dining/kitchen area will be configured as "lock - offs". Pursuant to Section 26.470.100.A.1., Employee Generation, of the Regulations, the lodge suites' lock -off bedrooms and living/dining/kitchen areas are considered separate lodge units for regulatory purposes. As a result, the Project's Aspen Times component will contain a total of eight (8) lodge units containing eight (8) keys and eight (8) bedrooms. The two lodge suites will each contain a net livable area of approximately 2,079 square feet. The Project's Aspen Times component will contain a cumulative floor area of approximately 9,169 square feet. The Aspen Times component will contain approximately 5,596 square feet of lodge floor area and approximately 3,573 square feet of commercial floor area. Minor changes to the Aspen Times component's commercial net leasable area and lodge and commercial floor areas may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Hotel Jerome component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. (b) Hotel Jerome. The Project's Hotel Jerome component consists of various internal changes to the existing building. These changes include the conversion of the Hotel's existing second floor fitness room to a one -bedroom lodge suite; the relocation of the fitness room to the Hotel's basement; the expansion of one (1) existing lodge unit on each of the Hotel's third and fourth floors into an adjacent linen closet; a minor enlargement of the retail/reception area in the existing basement spa; the replacement of the existing exterior doors in the Hotel's Gallery room; and the addition of miscellaneous closets and millwork throughout the Hotel. The Hotel Jerome will contain a total of ninety-four (94) lodge units with ninety-four (94) keys and ninety-four (94) bedrooms, inclusive of the converted fitness room. The ninety-four (94) lodge units will contain a total net livable area of approximately 54,120 square feet. The Hotel will contain approximately 16,283 square feet of commercial net leasable area. Its cumulative floor area will total approximately 113,980 square feet. The Hotel will contain approximately 94,720 square feet of lodge floor area and approximately 19,260 square feet of commercial floor area. Minor changes to the Hotel Jerome component's commercial net leasable area and lodge and commercial floor area may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Aspen Times component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. Page 5 of 22 0 0 (c) Courtyard/Streetscane. The Hotel Jerome's existing courtyard will be expanded and enhanced. Its internal circulation will be revised to meet applicable ADA requirements, and a new larger pool and pool deck will be installed. The existing outdoor dining area and adjacent lawn will also be expanded. The Project's Main Street streetscape will be modified to include a new vehicular drop-off area adjacent to the Hotel's entrance. The portion of Mill Street located adjacent to the Property will be improved to include the applicable requirements of city's Engineering Department's Mill Street Complete Street Design (the "Mill Street Complete Street Design). An improved sidewalk will be installed on Bleeker Street at the entrance to the Hotel's parking garage, and an ADA-compliant ramp will be installed in the Monarch Street sidewalk adjacent to Carl's Pharmacy and the alley. 3.2 Project Phasing. The Project Components described in Section 3.1 above, and the various improvements included therein, may be undertaken in phases. If phased, each Project Component, and the various improvements therein, shall be designed to function as a complete development and shall not be reliant on subsequent phases. All required improvements to public infrastructure, including storm water and drainage improvements, and the payment of applicable impact fees shall be accomplished concurrent with the undertaking of any initial Project phase. 3.3 Growth Management. (a) Reconstruction Credits. The existing Aspen Times building contains 5,538 square feet of commercial net leasable area, a reconstruction credit for which is provided pursuant to Section 26.470.040.6., Remodeling or Replacement of Existing Commercial or Lodge Development, of the Regulations. Pursuant to Section 26.470.130.A., Reconstruction Limitations, Owner may demolish and delay reconstruction of the building's existing net leasable area for a period not to exceed one (1) year. A complete building permit application must be submitted on or before the one-year anniversary of the issuance of the demolition permit to maintain the reconstruction credit. If Owner elect's to phase the reconstruction of all or part of the reconstruction credit, a building permit application for any such phased reconstruction shall be submitted on or before the one-year anniversary of the issuance of the demolition permit. (b) Growth Management Allotments. A growth management allotment of eighteen (18) lodge pillows has been granted for the Project's nine (9) new lodge units from the 2014 growth management year. Pursuant to Section 26.470.110.D., Expiration of Growth Management Allotments, the Project's lodge allotment shall expire on the day after the three-year anniversary of the effective date of the Development Order referenced in Section 2.1(d) above unless a complete building permit application therefor is submitted to City. 3.4 Affordable Housing. The Community Development Department has determined that the Project will generate 2.47 Full -Time Equivalent employees ("FTEs"). Pursuant to Section 26.470.070.1., Enlargement of a Historic Landmark for Commercial, Lodge or Mixed - Use Development, of the Regulations, the generation of up to four (4) employees does not require the provision of affordable housing mitigation. As a result, no affordable housing mitigation for the Project is required. Page 6 of 22 • 0 3.5 Lodge/Commercial Uses. All permitted commercial uses within the CC, Commercial Core, zone district, as amended, shall be considered lodge "associated commercial uses ", and shall be allowed in the restored Aspen Times building and the addition thereto. 3.6 Construction in Accordance with Building Codes and Plans. Construction of the Project, and all its component parts, shall be accomplished in substantial compliance with adopted City building and accessibility codes in effect at the time a building permit application is submitted, and with the Approved Plan Set. (a) J-Bar ADA Accessibility Requirement. Owner shall at all times maintain an ADA accessible pathway from the Hotel Jerome's lobby entrance to the J-Bar. The required pathway is depicted on Exhibit B attached hereto. 3.7 Engineering Department Requirements. The Project shall comply with all sections of Title 21, Streets, Sidewalks and Other Public Places, of the Aspen Municipal Code, and all construction and excavation standards published by City's Engineering Department. (a) Drainage. The Project shall meet the requirements of City's Urban Runoff Management Plan ("URMP") and Title 29, Engineering Design Standards, of the Aspen Municipal Code. A full major drainage report and plan meeting the requirements of the URMP and Engineering Design Standards must be submitted with the building permit application for the Project. The report and plan must provide for conveyance of the 100-year event from the site to City's storm water system. All Best Management Practices ("BMP") which treat on -site runoff must be placed entirely with the Properties boundaries. A BMP placed in the right-of-way must have special approval from City's Engineering Department, and must treat right-of-way runoff that is tributary to the BMP. Existing downspout and on -site storm sewer pipe routing shall be investigated and confirmed prior to building permit issuance. (b) Snow Storage. A minimal functional area equaling thirty percent (30%) of the courtyard's paved area shall be provided contiguous thereto for snow storage. For heated areas, the snow storage area may be reduced to ten percent (10%). (c) Sidewalk, Curb and Gutter. All sidewalk, curb and gutter shall comply with the requirements of Title 21, Streets, Sidewalks and Other Public Places, and Title 29, Engineering Design Standards, of the Aspen Municipal Code. The Project's Courtyard/Streetscape component shall incorporate the applicable requirements of City's Engineering Department's Mill Street Complete Street Design for the portion of the Mill Street located adjacent to the Property. Alterations to the Mill Street Complete Street Design may be necessary to tie into the Project's proposed conditions. (d) Construction Management Plan. The building permit application for the Project shall include a Construction Management Plan ("CMP") for review and approval by the Engineering Department. The CMP shall include a planned sequence of construction that minimizes construction impacts. The CMP shall comply with all construction management requirements in effect at the time of building permit submittal, and shall address, at a minimum, noise, construction traffic and parking management, construction staging, and fugitive dust control. Page 7 of 22 3.8 Water/Utilities Department Requirements. The Project shall comply with City's Water System Standards, with Title 25, Utilities, and the applicable requirements of Title 8, Buildings and Building Regulations, of the Aspen Municipal Code, as required by the City of Aspen Water Department. All water System Distribution Standards in place at the time of building permit submittal shall apply, and all tap fees shall be assessed per applicable codes and standards. Utility placement and design shall meet adopted City standards. 3.9 Aspen Consolidated Sanitation District Requirements. Sanitary sewer service is contingent upon compliance with the Aspen Consolidated Sanitation District's ("ACSD") rules, regulations and specifications which are on file at the ACSD office. (a) ACSD shall review the Project's approved drainage plans to assure that no clear water connections, including roof, foundation, perimeter and patio drains, are made to the sanitary sewer system. (b) On -site sanitary sewer utility plans shall require ACSD approval. (c) Old services lines shall be excavated and abandoned at the main sanitary sewer line in accordance with specific ACSD requirements. (d) Soil nails are prohibited in right-of-ways above ACSD main sanitary sewer lines and within three feet (T) vertically below such lines. (e) Subject to the provisions of the final plat, permanent improvements are prohibited in sewer easements or right-of-ways. Landscaping plans shall require approval by ACSD where soft and hard landscaping may impact public right-of-ways or easements to be dedicated to ACSD. (f) One tap is allowed for each building. Shared service line agreements shall be required where more than one unit is served by a single service line. (g) Below grade development may require installation of a pumping system. (h) Plumbing plans for pool and spa areas shall require ACSD approval of the drain size. (i) Oil and grease interceptors shall be provided for all new and remodeled food processing establishments. Oil and sand separators shall be provided for public vehicle parking garages and vehicle maintenance facilities. Driveway entrance drains shall not be routed to ACSD's sanitary sewer system but shall be mitigated in accordance with City's Urban Runoff Management Plan. Elevator shaft drains shall flow thru oil and sand interceptors. Plans for interceptors, separators and containment facilities require ACSD review and approval prior to building permit submittal. 0) Glycol heating and snow melt systems shall be designed to prohibit any discharge of glycol to any portion of the public and private sanitary sewer system. Glycol storage areas shall have containment facilities approved by ACSD. (k) Owner shall provide the location and size of all interceptors to ACSD prior to ACSD's approval of service to the Project. Page 8 of 22 (1) Where additional development would produce flows that would exceed the planned reserve capacity of the existing system (collection system and/or treatment system), an additional proportionate fee will be assessed to eliminate the downstream collection system or treatment capacity constraint. Additional proportionate fees would be collected over time from all development in the area of concern to fund the needed improvements. (m) Where additional development would produce flows that would overwhelm the planned capacity of the existing collection system and/or treatment facility, the development will be assessed fees to cover the cost of replacing the entire portion of the system that would be overwhelmed. ACSD would fund the cost of constructing reserve capacity in the area of concern (only for the material cost difference for large line). (n) Owner shall provide average and peak flow data as well as service size prior to final design. All ACSD total connection fees must be paid prior to issuance of a building permit. (o) Owner shall fund the relocation of the existing manhole located in the vacated portion of the alley in Block 79, City and Townsite of Aspen. (p) Amendments to the above requirements agreed to in writing by Owner and ACSD shall supersede the sanitation requirements listed above. 3.10 Environmental Health Department Requirements. Owner shall obtain Special Review approval from the Environmental Health Department pursuant to Title 12, Chapter 12.10, Space Allotment for Trash and Recycle Storage, of the Aspen Municipal Code prior to issuance of a building permit in order to eliminate the required trash/recycle area for the Project's Aspen Times component. 3.11 Transportation Department Requirements. Owner shall implement the TDM and MMLOS measures contained in the Transportation Impact Analysis attached hereto as Exhibit C. 3.12 Parks Department Requirements. (a) Tree removal permits are required prior to issuance of a building permit for any demolition or significant site work. Mitigation for tree removal shall be met by a cash - in -lieu payment, by on -site plantings, or a combination of both as provided for in Title 13, Chapter 13.20, Tree Removal Permits, of the Aspen Municipal Code. (b) A tree protection plan depicting the drip lines of each individual tree or group of trees which is to remain on the Property shall be included in the building permit submittal for any demolition or significant site work. The plan shall depict the location of tree protection zones which shall be approved by the City Forester. The plan shall prohibit excavation; the storage of building materials, construction and equipment; and access over or through the protection zones by foot or vehicles. (c) Silva cells are required in both the Mill Street and Main Street rights -of - way. Irrigation is required for each tree. Permeable pavers are acceptable in the rights -of -way, but may require a concrete edge around tree wells. Tree grates will require break away design Page 9 of 22 0 • for future tree growth. A minimum of thirty inches (30") of good soil is required for all tree wells. Electric power connections/stations must be outside of the root balls of the trees. Street tree variety must be Norway Maple (Emerald Queen). 3.13 Fire Mitip-ation. The Project shall comply with all codes adopted by the Aspen Fire Protection District. Mitigation provisions shall be reviewed and approved by the Fire Marshall. 3.14 Outdoor Lighting and Sianage. All outdoor lighting and signage shall meet the requirements of Section 26.575.150, Outdoor Lighting, and Chapter 26.510, Signs, of the Regulations. The Main Street fagade of the Aspen Times building shall include the existing signage. This signage is exempt from the sign allotment calculations of the Regulations. All other signage shall be approved pursuant to the Regulations in effect at the time of application for a sign permit. 3.15 Material Representations. All material representations and commitments made by Owner in connection with the Project's development approvals contained or referenced herein, whether made in public hearings or in documentation presented before the Historic Preservation Commission or the City Council, are hereby incorporated in said Project's development approvals and such representations and commitments shall be complied with by Owner as if fully set forth herein, unless amended by an authorized entity. 3.16 Park Development Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City a Park Development Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. 3.17 Air Ouality Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City an Air Quality Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. ARTICLE IV PUBLIC AND PRIVATE IMPROVEMENTS 4.1 Prior to issuance of a final Certificate of Occupancy for the Project, Owner shall accomplish certain public and private improvements for which performance guarantees are required pursuant to Section 26.490.070, Performance Guarantees, of the Regulations. The specific improvements include the following: (a) Landscape Improvements. The Project's landscape improvements are depicted on Sheet L1 ("Sheet L1") of the recorded Approved Plan Set. (b) Aspen Times Restoration. Plans and elevations for the restoration of the portion of the Aspen Times building to be preserved are depicted on Sheets A1.1 through A5.2 of the recorded Approved Plan Set. Page 10 of 22 (c) Public Infrastructure Improvements. The Project's public infrastructure improvements are depicted on Sheets C 1 through C7 of the recorded Approved Plan Set. (d) Storm Water and Drainage Improvements. The Project's storm water and drainage improvements are depicted on Sheets C1 through C7 of the recorded Approved Plan Set. The required performance guarantees are addressed in Section 5.2 below. ARTICLE V FINANCIAL ASSURANCES 5.1 Site Protection/Enhancements Requirements. (a) Site Protection Guarantee. Before the issuance of a Building Permit for the Project, Owner shall deposit with Pitkin County Title, Inc. ("Escrow Agent") the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Protection Escrow Funds"), or other financial security acceptable to the City Attorney, and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by a foundation/structural frame permit and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Protection Escrow Funds from time to time as needed for the purposes of protecting and securing the Project site and improvements from damage by the elements and/or from trespass by unauthorized persons and for purposes of improving the Project site to a safe condition such that it does not become an attractive nuisance or otherwise pose a threat to neighbors or other persons. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Protection Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Protection Guarantee as portions of the Project protection, security, and safety are reduced. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. (b) Site Enhancement Guarantee. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Enhancement Escrow Funds '), or other financial security acceptable to the City Attorney, and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: Page 11 of 22 In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by any permit or phase of permit for the Project and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Enhancement Escrow Funds from time to time as needed for the purposes of improving the appearance of any construction work already completed on the Project site and for installing any public improvements on or adjacent to the Project site. City shall use commercially reasonable discretion with respect to the manner of improving the appearance of construction work in progress as well as determining the public improvements to be installed. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Enhancement Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Enhancement Guarantee as portions of the Project pertaining to its appearance, or the installing of any public improvements on or adjacent to the Project are substantially performed. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. 5.2 Performance Guarantees. 5.2.1 Public and Private Improvements. (a) Public and Private Improvements Itemized. (i) Itemized costs for the Project's Landscape Improvements are provided in Exhibit D attached hereto and incorporated herein by this reference. (ii) Itemized costs for restoration of the Aspen Times building which is to be preserved are provided in Exhibit E attached hereto and incorporated herein by this reference. (iii) Itemized costs for the Project's Public Infrastructure Improvements are provided in Exhibit F attached hereto and incorporated herein by this reference. (iv) Itemized costs for the Project's Storm Water and Drainage Improvements are provided in Exhibit G attached hereto and incorporated herein by this reference. (b) Security for Landscape Improvements. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent Four Hundred and Eighty -Four Thousand Five Hundred and Ninety -Nine U.S. Dollars ($484,599) in cash or wired Page 12 of 22 • 0 funds (the "Landscape Escrow Funds"), or other financial security acceptable to the City Attorney, as security for the installation and the continued maintenance and replacement of the Landscaping Improvements ("Landscape Improvements") for a period of two (2) years after installation. The Landscape Improvements are described in Sheet L 1 (see Section 4.1 (a) above). The Landscape Escrow Funds shall constitute the total of all security required for the installation and the continued maintenance and replacement of all the Landscape Improvements. (i) Installation. (a) As portions of the Landscape Improvements are completed, City shall promptly inspect them for compliance with Sheet L1. City shall promptly approve the Landscape Improvements if they conform to Sheet L1. Each time City approves the Landscape Improvements, or portions thereof as the case may be, City will promptly deliver written approval of such Landscape Improvements to Owner. (b) City may reject the Landscape Improvements if they do not conform to Sheet L 1; provided, however, that notice of any such rejection shall be promptly delivered to Owner and Owner shall thereafter have reasonable opportunity to cure not to exceed one hundred twenty (120) days unless such rejected item(s) is not reasonably capable of being cured within such 120-day period in which case Owner shall use commercially reasonable efforts to cure as soon thereafter as is reasonably practicable. After Owner performs cure measures, City will promptly inspect the Landscape Improvements previously rejected. If City finds that the previously rejected Landscape Improvements have been completed as per Sheet L1, City shall promptly approve same and promptly deliver written approval of such Landscape Improvements to Owner. (c) If City finds that the Landscape Improvements previously rejected have not been cured as per Sheet L1, then City and Owner shall have fourteen (14) days after the date of delivery of City's finding to Owner, to reach written resolution regarding the Landscape Improvements rejected by City. If Owner and City are not able to reach resolution within such 14-day period, then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's finding would be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. (d) If Board finds that City's determination was correct and Owner does not appeal under C.R.C.P. Rule 106(a)(4), then Owner shall have a commercially reasonable period of time to correct the Landscape Improvements in order that they conform to Sheet L1. City will promptly inspect Owner's corrective action for compliance with Sheet L1. If the Landscape Improvements conform to Sheet L1, then City will approve same and promptly deliver written approval of such Landscape Improvements to Owner. (e) If City rejects such corrective action, then City will promptly notify Owner of such rejection and no sooner than thirty (30) days after delivery of such notice to Owner, City may cause the rejected portion of Landscape Improvements to be completed as per Sheet L 1 and the costs of such corrective action shall be paid from the Escrow Funds. Page 13 of 22 0 • (f) In the event that Board finds in favor of Owner, then the Landscape Improvements in issue shall immediately and automatically be deemed complete as per Sheet L 1 without requirement of any further action. (g) If Owner appeals under C.R.C.P. Rule 106(a)(4), all City action regarding the Landscape Improvements in issue shall be deemed immediately and automatically stayed pending final determination by the Court, including any appeals. (ii) Final Inspection. (a) Upon expiration of the 2-year period, City will promptly conduct final inspection of the Landscape Improvements to determine if they have survived. If the Landscape Improvements have survived, City shall promptly deliver notice of final approval to Escrow Agent and Escrow Agent shall immediately release all remaining Landscape Escrow Funds to Owner. (b) If any of Landscape Improvements have not survived, then processes and procedures set forth in Section 5.2.1 (b) (i) including, without limitation, those pertaining to inspection, approval, rejection, notice, cure, resolution, appeal, submission of dispute to Board, appeals per C.R.C.P. Rule 106(a)(4), and other similar provisions shall apply. (iii) Extensions. Periods of time prescribed under this Section 5.2.1 (b) shall be extended as reasonably necessary to accommodate seasonal conditions that prevent or impair completion or cure of Landscape Improvements or inspection of same. Upon expiration of any such extended period of time and final inspection and approval by City, all remaining Landscape Escrow Funds shall be promptly released and delivered to Owner. (iv) Force Maiure. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for such reasonable period of time as shall be agreed upon by the parties. No consent to extend for the preceding reasons or causes shall be unreasonably withheld, conditioned or delayed. (v) Early Release of Funds. Notwithstanding the 2-year term of the escrow period, as portions of Landscape Improvements are completed, City, in its discretion, may release to Owner portions of the estimated costs of the Landscape Improvements as itemized on Exhibit D, prior to expiration of the 2-year escrow period. (vi) Commercially Reasonable. All determinations or other action by City shall be made and undertaken in a commercially reasonable manner. (vii) Exhaustion of Section 5.2.1 (b) Requirements. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this section 5.2.1 (b) shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Section 5.2.1 (b). Page 24 of 22 (c) Security for Other Improvements. This Section 5.2.1 (c) shall not apply to Landscape Improvements, which shall be governed by the preceding Section 5.2.1 (b). Before the issuance of a Building Permit for the Project, Owner shall deposit with Escrow Agent Three Million Three Hundred and Forty -Six Thousand One Hundred and Eighty -Six U.S. Dollars ($3,346,186) in cash or wired funds ("Improvements Escrow Funds"), or other financial security acceptable to the City Attorney, as security for the completion of the Public and Private Improvements ("Improvements") itemized on Exhibits E, F & G attached hereto. It is further agreed that the Improvements Escrow Funds described above shall constitute the total of all security required for completion of all Improvements which Owner is required to perform. For purposes hereof "Substantially Complete" or "Substantial Completion" shall mean that City has inspected the Improvements and has reasonably determined that they are Substantially Complete in compliance with applicable specifications and has issued a Certificate of Substantial Completion or similarly intended form of approval. Subject to provisions below in Section 5.2.1 (c) including, without limitation, partial release provisions, the Improvements Escrow Funds representing the cost of part or all of the Improvements (as itemized on Exhibits E, F & G) which are Substantially Complete shall be immediately released to Owner. If there is any balance remaining in the Escrow Funds after all partial releases and all Improvements are Substantially Complete, all such remaining funds shall be immediately released to Owner upon delivery of written notice to Escrow Agent by Owner directing such delivery. (d) Escrow Release Provisions. Upon delivery by Owner of written notice that the Improvements or any part or parts thereof are complete and ready for inspection ("Request for Inspection') along with a showing of the value of the Improvements or part(s) thereof completed, City will, within fourteen (14) days, inspect the Improvements identified in the Request for Inspection, to determine whether or not such Improvements are Substantially Complete. If City finds that the Improvements identified in the Request for Inspection are Substantially Complete, City shall, within seven (7) days, deliver a written Certificate of Substantial Completion to Owner and Escrow Agent. Upon receipt of a Certificate of Substantial Completion for Improvements identified in the Request for Inspection, the Escrow Agent shall immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete. Pursuant to Section 26.445.070(C)(4) of the Land Use Code, ten percent (10%) of the value of the Improvement(s) set forth in City's Certification of Substantial Completion shall be retained by the Escrow Agent. If no Certificate of Substantial Completion is delivered within such 7-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no Certificate of Substantial Completion was delivered. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If the cost to Substantially Complete the Improvements, or part(s) thereof, is less than the corresponding amount itemized in each of Exhibits E, F & G attached hereto, and City certifies that such Improvements, or part (s) thereof, are Substantially Complete, Escrow Agent Page 15 of 22 shall immediately release to Owner the total itemized amount (per Exhibit E, F &G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) required to be withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code. If City finds that all or a portion of the Improvements identified in the Request for Inspection are not Substantially Complete, City shall furnish a letter of potential deficiencies to Owner and Escrow Agent within fourteen (14) days of such finding. Any such letter of potential deficiencies shall specify which Improvements identified in the Request for Inspection are potentially deficient. If a letter of potential deficiencies is issued which specifies a portion of the Improvements identified in the Request for Inspection as potentially deficient, then all Improvements identified in such Request for Inspection which are not specified as being potentially deficient shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent with a copy to City that the Improvements not specified in the letter of potential deficiencies are Substantially Complete. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If no letter of potential deficiency is furnished within the said 14-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. With respect to any Improvements identified in the Request for Inspection that are specified as potentially deficient in a letter of potential deficiencies as provided hereunder, Owner shall have a reasonable period of time to cure any such potential deficiencies. After performing cure measures, Owner shall submit to City a Request for Inspection, along with a showing of the cost of the Improvements completed. City will, within fourteen (14) days, inspect the Improvements previously identified as potentially deficient to determine whether or not such Improvements have been made Substantially Complete. If City reasonably finds that the Improvements previously identified as potentially deficient have been made Substantially Complete, City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City fails to respond to Owner's Request for Inspection regarding cure measures taken as to previously identified potentially deficient Improvements within such 7-day period, all such Improvements identified in the Request for Page 16 of 22 Inspection shall automatically be deemed Substantially Complete. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City reasonably finds that the Improvements previously identified as potentially deficient have not been made Substantially Complete then City and Owner shall have fourteen (14) days after the date of City's finding, to reach written resolution regarding the Improvements determined by City to be potentially deficient. If Owner and City are not able to reach resolution within such 14-day period then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's findings shall be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. If Owner has not applied to the District Court for review of the determination of the Board within the time set forth pursuant to C.R.C.P. 106(a)(4) and has not obtained a Certificate of Substantial Completion from City regarding the potentially deficient Improvements within such time or such additional time as may be reasonably needed by Owner under the circumstances, City may cause the potentially deficient Improvements to be Substantially Complete and the costs of making the potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. If Board finds that City's determination was correct, then Owner, in addition to appeal rights, shall have the right to take such corrective action as may be reasonably necessary to correct the Improvements found by Board to be potentially deficient. Upon completion of such corrective action, Owner will submit to City a Request for Inspection. If City determines that Improvements found by Board to be potentially deficient have been made Substantially Complete then City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City determines that Improvements found by the Board to be potentially deficient remain potentially deficient then City may cause such potentially deficient Improvements to be Substantially Complete and the costs of making such potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. In the event Board finds in favor of Owner, then the Improvements in issue shall automatically be deemed Substantially Complete without requirement of any further action. Page 17 of 22 Owner need only provide written notice to Escrow Agent, with a copy to City, that Board found in favor of Owner. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from Board. Upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. Notwithstanding anything to the contrary contained herein, after any and all partial releases, and once all Improvements are Substantially Complete, the ten percent (10%) withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code shall be immediately released by Escrow Agent to Owner. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for a reasonable period of time, as may be agreed upon by the parties. No agreement to extend may be unreasonably withheld, conditioned or delayed. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this Article V shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Article V. ARTICLE VI NON-COMPLIANCE AND REQUEST FOR AMENDMENTS OR EXTENSIONS In the event that City determines that Owner is not acting in substantial compliance with the terms of this Agreement, City shall notify Owner in writing specifying the alleged non-compliance and asking that Owner remedy the alleged non- compliance within such reasonable time as City may determine, but not less than thirty (30) days. If City determines that Owner has not complied within such time, City may issue and serve upon Owner a written order specifying the alleged non-compliance and requiring Owner to remedy the same within thirty (30) days. Within twenty (20) days of the receipt of such order, Owner may file with the City Council either a notice advising City that it is in compliance or a written request to determine either or both of the following matters: (a) whether the alleged non-compliance exists or did exist; or (b) whether a variance, extension of time or amendment to this Agreement should be granted with respect to any such non-compliance which is determined to exist. Upon the receipt of such request, City shall promptly schedule a meeting of the parties to consider the matters set forth in the order of non-compliance. The meeting of the parties shall be convened and conducted pursuant to the procedures normally Page 18 of 22 established by City. If City determines that a non-compliance exists which has not been remedied, it may issue such orders as may be appropriate, including the imposition of daily fines until such non-compliance has been remedied, the withholding of permits and/or certificate of occupancy, as applicable; provided, however, that no order shall terminate any land use approval. City may also grant such variances, extensions of time or amendments to this Agreement as it may deem appropriate under the circumstances. In addition to the foregoing, Owner may, on its own initiative, petition City for a variance, an amendment to this Agreement or an extension of one or more of the time periods required for performance hereunder. City may grant such variances, amendments to this Agreement, or extensions of time as it may deem appropriate under the circumstances. The parties expressly acknowledge and agree that City shall not unreasonably refuse to extend the time periods for performance hereunder if Owner demonstrates that the reasons for the delay(s) which necessitate said extension(s) result from acts of God or other events beyond the reasonable control of Owner, despite good faith efforts on its part to perform in a timely manner. ARTICLE VII GENERAL PROVISIONS 7.1 The provisions hereof shall bind and benefit Owner and City and their respective successors and assigns. 7.2 This Agreement shall be subject to and construed in accordance with the laws of the State of Colorado. 7.3 If any of the provisions of this Agreement or any paragraph, sentence, clause, phrase, word, or section or the application thereof in any circumstance is invalidated, such invalidity shall not affect the validity of the remainder of this Agreement, and the application of any such provision, paragraph, sentence, clause, phrase, word, or section in any other circumstance shall not be affected thereby. 7.4 This Agreement and the exhibits attached hereto contain the entire understanding between the parties hereto with respect to the transactions contemplated hereunder. Owner, its successors or assigns, may, on its own initiative, petition the City Council for an amendment to this Agreement or for an extension of one or more of the time periods required for performance hereunder. The City Council shall not unreasonably deny such petition for amendment or extension after considering all appropriate circumstances. Any such amendments or extensions of time shall only become effective upon the execution by all parties hereto that are affected by the proposed amendment. 7.5 Numerical and title headings contained in this Agreement are for convenience only, and shall not be deemed determinative of the substance contained herein. As used herein, where the context requires, the use of the singular shall include the plural and the use of any gender shall include all genders. Page 19 of 22 7.6 Upon execution of this Agreement by all parties hereto, City agrees to approve and execute the Final Plat and to approve the Approved Plan Set and to accept the same for recordation in the Office of the Clerk and Recorder of Pitkin County, Colorado, upon payment of the recordation fees by Owner. 7.7 Notices to be given to the parties to this Agreement shall be considered to be given if hand delivered or if deposited in the United States Mail to the parties by certified mail, return receipt requested, or when sent via facsimile or electronic transmission, at the addresses indicated below, or such other addresses as may be substituted upon written notice by the parties or their successors or assigns: CITY: City of Aspen City Manager 130 South Galena Street Aspen, CO 81611 (Fax No. ) OWNER: Iconic Properties — Jerome, LLC c/o Friedkin Companies, Inc. Attn: Eric Williamson 1375 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5618 (Email: ewilliamson@friedkin.com) With a copy to: Kim Jacobson 1575 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5296) (Email: kjacobson@friedkin.com) 7.8 This Agreement may be executed in counterparts, in which case all such counterparts together shall constitute one and the same instrument which is binding on all of the parties thereto, notwithstanding that all of the parties are not signatory to the original or the same counterpart. Facsimile and email signatures shall be treated as original signatures hereon. 7.9 The terms, conditions, provisions and obligations herein contained shall be deemed covenants that run with and burden the Property and any and all owners thereof or interests therein, their respective successors, grantees or assigns, and further shall inure to the benefit of and be specifically enforceable by or against the parties hereto, their respective successors, grantees or assigns. (The remainder of this page is intentionally blank; counterpart signature and acknowledgment pages follow) Page 20 of 22 IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and year first above written. CITY: CITY OF ASPEN, COLORADO, a Colorado municipal corporation By:�- Attes :k4'yul*JIA46k, City Clerk APPROVED AS TO FORM: James True, City Attorney STATE OF COLORADO § COUNTY OF PITKIN § Steve Ska*on, Mayor The foregoing instrument was acknowledged before me this �Jo day o�, 2017, by Steve Skadron as Mayor and n A Ma rwl as City Clerk of the City of Aspen, Colorado, a municipal corporation. Witness my hand and official seal. expires: TA RA RYNELS(IN STATE OF COLORADO NOTARY ID 20014030017, MY COMMISSION EXPIRES 0912&2017 ;OIL'A"KI 04 Notary Public ICONIC PROPERTIES — JEROME, LLC a Delaware limited liability company By: Iconic Properties, L.L.C. its Manager By: f- 4&4 Name:E.-ier- Title: Vtc� (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdlvision/PD Development Agreement) Page 21 of 22 0 • STATE OF COLORADO § COUNTY OF PITKIN § The foregoing instru t wa*af� knowledged before me th' _day of , 2017, by � L�(/L;�li�'1�1d/y', , as of conic Proy es, L.L.C, the manager of Iconic Properties — Jerome, LLC, a Delaware limited liability company. Witness my hand and official seal My commission expires: Notary Public '01111/I" =o4 r�oeo SHARI L. LUCAS ' ^a .�'SNotary Public, State of Texas Comm. Expires 08-08-2020 Notary ID 5205654 (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdivision/PD Development Agreement) Page 22 of 22 0 • EXHIBIT A LEGAL DESCRIPTION A PARCEL OF LAND SITUATED IN THE CITY AND TOWNSITE OF ASPEN, COLORADO, BEING ALL OF LOTS A, B, C, D, E, F, G, H, I, M, N, O, P, Q, R, S, THE EAST HALF OF LOT L, ALL PORTION OF THE VACATED ALLEY IN BLOCK 79 AND THAT PORTION OF MILL STREET ACCORDING TO THE HOTEL JEROME LOT LINE ADJUSTMENT AND SUBDIVISION EXEMPTION PLAT FILED JUNE 12, 1991 AT RECEPTION NO. 331521, IN PLAT BOOK 26 AT PAGE 52, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID BLOCK 79 (A NO. 5 REBAR AND YELLOW PLASTIC CAP LS 19598); THENCE S 14°50'49"W ALONG THE WEST LINE OF NORTH MILL STREET A DISTANCE OF 119.39 FEET (WHENCE A WITNESS CORNER A REBAR & CAP LS19598 BEARS NI4°50'49"E 0.50 FEET); THENCE S75°09'11"E A DISTANCE OF 0.50 FEET; THENCE S 14°50'49"W A DISTANCE OF 100.70 FEET TO A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75°09'11"W A DISTANCE OF 0.50 FEET TO A POINT ON THE AFOREMENTIONED WEST LINE OF NORTH MILL STREET, A BRASS DISK LS 19598 FOUND IN PLACE; THENCE S 14°50'49"W ALONG SAID WEST LINE A DISTANCE OF 0.30 FEET TO A POINT ON THE NORTHERLY LINE OF EAST MAIN STREET, A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75009'11 "W ALONG SAID NORTHERLY LINE A DISTANCE OF 225.78 FEET TO THE SOUTHWEST CORNER OF THE EAST HALF OF LOT L (WHENCE A WITNESS CORNER A PK NAIL AND ALUMINUM TAG LS25947 BEARS: S14050'49"W 1.00 FOOT); THENCE N14050'49"E A DISTANCE OF 120.39 TO A POINT ON THE NORTH LINE OF THE ALLEY IN SAID BLOCK 79; THENCE N75009'11"W ALONG SAID NORTH LINE A DISTANCE OF 45.62 FEET TO A POINT ON THE EASTERLY LINE OF NORTH MONARCH STREET (WHENCE A NO. 5 REBAR BEARS N35°E 0.67 FEET); THENCE N14050'49"E ALONG SAID EAST LINE A DISTANCE OF 100.00 FEET TO THE NORTHWEST CORNER OF SAID BLOCK 79; (WHENCE A WITNESS CORNER A NO. 5 REBAR & YELLOW PLASTIC CAP LS16129 BEARS N73°E 0.59 FEET); THENCE S75009'11 "E ALONG THE SOUTH LINE OF EAST BLEEKER STREET A DISTANCE OF 271.40 FEET TO THE POINT OF BEGINNING. SAID PARCEL OF LAND CONTAINING 1.248 ACRES, MORE OR LESS. 0 • EXHIBIT B J-Bar ADA Accessibility Plan [see attached page] % h \ § Cf ^ ` [ (!§9 4 \ [ § / o� 0 �§./� K ). • 9, aia l A )§ • EXHIBIT C Transportation Impact Analysis [see attached pages] Trip Generation Instructions: IMPORTANT: Turn on Macros: In order for code to run correctly the security settings need to be altered. Click "File" and then click "Excel Options." In the "Trust Center" category, click "Trust Center Settings", and then click the "Macro Settings" category. Beneath "Macro Settings" select "Enable all Macros." Sheet 1. Trip Generation: Enter the project's square footage and/or unit counts under Proposed Land Use. The numbers should reflect the net change in land use between existing and proposed conditions. If a landuse is to be reduced put a negative number of units or square feet. Sheet 2. MMLOS: Answer Yes, No, or Not Applicable under each of the Pedestrian, Bike and Transit sections. Points are only awarded for proposed (not existing) and confirmed aspects of the project. Sheet 3. TDM: Choose the mitigation measures that are appropriate for your project. Sheet 4. Summary and Narrative: Review the summary of the project's mitigated trips and provide a narrative which explains the measures selected for the project. Click on "Generate Narrative" and individually explain each measure that was chosen and how it enhances the site or mitigates vehicle traffic. Ensure each selected measure make sense for Helpful Hints: 1. Refer to the T Transportation Impact Analysis- idelines for information on the use of this tool. 2. Refer to 1 TIA Frequently Asked Questions a quick overview. 2. Hover over red corner tags for additional information on individual measures. 3. Proposed TDM or MMLOS measures should be new and/or an improvement of existing conditions. A project will not receive credit for measures already in place. Proposed TDM or MMLOS measures should also make sense in the context of project location and future use. = input = calculation DATE: 7/18/2016 PROJECT NAME: JAspen Times/Hotel Jerome Subdivision/PUD I PROJECT ADDRESS:I310 and 330 East Main Street I APPLICANT CONTACTI INFORMATION: Sunny Vann, Vann Associates, LLC, P.O. Box 4827, Basalt, CO 8161Z 925-6958, NAME, COMPANY, vannossociates@comcast.net ADDRESS, PHONE, EMAIL Minor Development - Inside the Roundabout Is this a major or minor project? IMinor Major Development - Outside the Roundabout Net New Trips Generated AM Peak -Hour PM Peak -Hour Units/Square Feet of Proposed Land Use the Proposed Project Entering Exiting Total Entering Exiting Total Commercial (sf) -374.0 sf -0.59 0.26 -0.85 -0.62 0.93 -1.55 Free -Market Housing (Units) 0 Units 0.00 0.00 0.00 0.00 0.00 0.00 Affordable Housing (Units) 0 Units 0.00 0.00 0.00 0.00 0.00 0.00 Lodging (Units) 9 Units 1.28 0.97 2.25 1.45 1.34 2.79 Essential Public Facility (sf) 0.0 sf 0.00 0.00 0.00 0.0C 0.00 0.00 TOTAL NEW TRIPSI 0.70 1 0.70 1 1.40 0.83 0.41 1.24 *For mixed -use (at least two of the established land uses) sites, a 4% reduction for AM Peak Hour and a 14% reduction for PM Peak -Hour ,1: nl rI t. the trip generation. ASSUMPTIONS ASPEN TRIP GENERATION AM Peak Average PM Peak Average Land Use Trip Rate %Entering %Exiting Trip Rate %Entering %Exiting Commercial 2.27 0.69 0.31 4.14 0.4 0.6 Free -Market Housing 0.67 0.29 0.71 0.82 0.56 0.44 Affordable Housing 0.75 0.48 0.52 0.89 0.55 0.45 Lodging 0.25 0.57 0.43 0.31 0.52 0.48 Essential Public Facility 0.86 0.62 0.38 1.66 0.4 0.6 Instructions: Answer Yes, No, or Not Applicable to each measure under the Pedestrian, Bike and Transit sections. input calculation Category Sub. Question I Answerl Points c o in Does the project propose a detached sidewalk where an attached c 1 sidewalk currently exists? Does the proposed sidewalk and buffer r! o° meet standard minimum widths? YIs the proposed effective sidewalk width greater than the standard m 3 'o 2 minimum width? - -- Does the project propose a landscape buffer greater than the EL _ c `^ G 3 standard minimum width? 0 c s Does the project propose a detached sidewalk on an adjacent block? o 4 Does the proposed sidewalk and buffer meet standard minimum No v CO widths? o c' d _ Is the proposed effective sidewalk width on an adjacent block Agreater s than the standard minimum width? No 0 a a Is the proposed landscape buffer on an adjacent block greater than c ^ o 6 the standard minimum width? No C Are slopes between back of curb and sidewalk equal to or less than 5%? v - a Are curbs equal to (or less than) 6 inches? Yes " is new large-scale landscaping proposed that improves the pedestrian - experience? Properties within the Core do not have ample area to yprovide 9 the level of landscaping required to receive credit in this No y a category----- -- — — — - -- Does the project propose an improved crosswalk? This measure must 10 et City approval before receivinq credit. No 0 V1 C total t0 i 11 Are existing driveways removed from the street? No 0 4. Is pedestrian and/or vehicle visibility unchanged by new structure or 4! a 12 column? yes Is the grade (where pedestrians cross) on cross -slope of driveway 2% n' 0 o 2 13 or less? - Yes Y d a '� Does the project propose enhanced pedestrian access points from m�° 14 the ROW? This includes improvements to ADA ramps or creating new Yes 5 access points which prevent pedestrians from crossing a street. Does the project propose enhanced pedestrian or bicyclist interaction is with vehicles at driveway areas? Yes 16 Is the project's pedestrian directness factor less than 1.5? No A Does the project propose new improvements which reduce the 3 m m pedestrian directness factor to less than 1.2? A site which has an E z 17 existing pedestrian directness factor less than 1.2 cannot receive No 0 � A v � credit in this category. _ a 18 is the project proposing an off site improvement that results in a No 0 a r a edestrian directness factor below 1.2?* -_ Are traffic calming features proposed that are part of an approved - 19 Ian (s ed humps, rapid flash)?* No Are additional minor improvements proposed which benefit the A d 20 pedestrian experience and have been agreed upon with City of Aspen Yes 3 c a ° o m staff? — — -- vo oo Are additional major improvements proposed which benefit the a ra E 21 pedestrian experience and have been agreed upon with City of Asper, staff? Pedestrian Total' - Category Sub. Me„u,e N„ 1— Question Answer Points w 22 I; a new bicycle path being implomented with City approved design? No 0 CO o, 23 Do new bike paths allow access without crossing a street or driveway? No U x - -- 24 — Is there proposed landscaping, striping, or signage improvements to 0 No u+ r o--- an existing bicyclepath? — -- No c a Does the project propose additional minor bicycle improvements 0 u q 25 which have been agreed upon with City of Aspen staff? Does the project propose additional major bicycle improvements No V m w o 26 0 2 which have been agreed upon with City of Aspen staff? U 27 Is the project providing bicycle parking? No 0 m d Bicycles Total* r Category Sub. Me ,a Nu,,,be, Question Answer Points 28 Isseating/bench proposed? No u No 29 Is a trash receptacle proposed? 0 No 30 Is transit system information (signage) proposed? 0 No v 31 Is shelter/shade proposed? 0 — -- — No a 32 Is enhanced pedestrian -scale lighting proposed? N 33 Is real-time transit information proposed? C No C 34 — Is bicycle parking/storage proposed specifically for bus stop use? No F 0 Are ADA improvements proposed? No j I 3S 0 36 Is a bus pull-out proposed at an existing stop? No 0 cIs 37 0 relocation of a bus stop to improve transit accessibility or roadway No op� erationroposed? _ Is a new bus stop proposed (with minimum of two basic amenities)? No W Q 38 0 1♦ Ah TDM Input Page o ar > Instructions TDM: Choose them itigationmeasures that are appropriate for your project. Proposed TOM or MMLOS measures should be new and/or an improvement of existing conditions. A project will not receive credit for s already in place. Proposed TOM or MMLOS measures should also make sense in the context of project location and future use. Cacci;ory Sub. Question Answer Strat VMT Numsber Reductions wilm l an onsite amenRles strategy be implemented? i .-le Servicing Which onshe ammanitfes will be implemented? L a shared shuttle service strategy be implemented? 'o What is the de ee of lementatlon7 P 0.00% - < Imll Shared Shuttle Service - --- — - - - What is the company size?___ LWhat percentage of customers are eligible? Nem-torued Zones Will a nonmotorized zones strategy be implemented? No O.00i6 00016 Maximum Reduction Allonved in Category Category Measure Sub. I Question Answer I Strategy VMT Number Reductions Will a network expansion stragtegy be implemented? _ _ _ _ d Network Expansion What is the percentage IN. - _ OAO% What is the existin transit mode share as a % of total da' tri s Willa service frequency/speed strategy be implemented? _ -_ E S Sevvice frequency/Speed What i theP centaile eduction in headways lint frequency)? - - - - - - - 6e What is theexisting transit mode share as a_%oftotal daily trips? EWhat is the level of im lementation1 E e 6 Willa transit access improvement strategy be implemented? Transit Access Improvement - --- --- -- -- -- - --- - _ - .---- No _ - ---.---- O.WW. What is the extent of access repro ents? - 7 Intercept tot ]Willa intercept lot chat 6e no lemented? NoMaximum cc in 0 001N, Reduction Allowed Catelf Category Measure Sub. Question Answer Strategy VMT Number Reductions x Participatlon in TOP Will there 6e partidpatron in TOP7_ _ _ No 0 00'x What ercenta a of em11hayees are eligible Is a transit fare subsidy strategy implemented? No i Transit Fare Subsidy What percentage of employees are eligible? O.00i' What is the amount of transit subsidpassenger(daily a urvalent III tmployee Parking Cash -Out Is an employee parking cash -out strategy being im0lem_em_ed? No OOOs. What percentage of employees are el ibk? Is a workplace parking pricing strategy implemented? _ _ _ _ - - _ N_o_ l 1 Workplace Parking Pricing What is the daily parking charge? What percentage of employee, are subject to priced parking? a compressed work weeks strategy, implemented? _ - No .. Compressed Work Weeks 11, What percentage of employees are participating? What is the workweek schedule? ' e Is an employer sp*n,ered shuttle program implemented? No 13 Employer Sponsored Vanpool What is the employer size? -_ - O.Wv, _ What percentage of employees are eligible? A la Carpool Matching Is a carpol matching strategy implemented? - - -- - - - oenta No -- - - --- --- 0.0016 g What a a of employees ees are elible? Is carshare participation being implemented? No Carshare Program How m_ anyemployee memberships have been purchased? _ _ What percentage of employees e eligible? Is participation in the bikeshare program WE cycle being implemented? 1( Bikeshare Program How many memberships haw beenpurchased? <I00 _ _ 1-� EWhat 100% percentage of em to s/ uests are eli bie7 c Is an end of trip facilities strategy being implemented? No 17 End of Trip Facilities What Is the degree of implementation? What is the employer size? 1g Self -funded Emergency Ride Home Is a self -funded emergency ride -home strategy being implemented? What a enta a of em to s are efi ible? S00% Is a carpool/vanpool priority parking strategy being g implemented?_ _ _ _ No 19 Carpoot/Vanpool Priority Parking What is the employer size? _ 000% _ _ _ What number of parking sots are available for the program? Is -.Private employer shuttle strategy being implemented? No ZO Private Employer Shuttle What rs the employer size? What per enta a of employees are eligible? Trip Reduction Marketing/Incen[ive Is a trip reducno_ n_ m_ark_etiVincentive Drogram implemented? No _ - Q0C Program What percents a of employees/guests are eli ible7Cnojs _Ilk Category Maximum Reduction, N:ighborhood and Transit I. 22% work trips represents o mixed used site (SF goy Area Travel Survey). See Assumptions Tab for more detail Summary and Narrative: DATE: 7/18/2016 PROJECT NAME: Aspen Times/Hotel Jerome Subdivision/PUD PROJECT ADDRESS: 310 and 330 East Main Street APPLICANT CONTACT INFORMATION: Sunny Vann, Vann Associates, LLC, P.O. Box 4827, Basalt, CO 8161Z 925-6958, vannossociotes@comcost.net NAME, COMPANY, ADDRESS, PHONE, EMAIL SUMMARY Trip Generation .................................. ..................................... ,................................................................................... Peak Hour Max Trips Generated Trip Mitigation ..... ....................................................................... ...................................................................... ..................... MMLOS TDM Total Trips Mitigated NET TRIPS TO BE MITIGATED AM 1.4 8 0.01 8.01 0.00 Narrative: Click on the "Generate Narrative" Button to the right. Respond to each of the prompts in the space provided. Each response should cover the following: 1. Explain the selected measure. 2. Call out where the measure is located. 3. Demonstrate how the selected measure is appropriate to enhance the project site and reduce traffic impacts. 4. Explain the Enforcement and Financing Plan for the selected measure. 5. Explain the scheduling and implementation responsibility of the mitigation measure. 6. Attach any additional information and a site map to the narrative report. Project Description In the space below provide a description of the proposed project. Demolition of the non -historic portion of the Aspen Times building, renovation of the remaining historic portion, and the constructionof a new 3- story addition thereto containing two new lodge units with eight keys. A portion of the existing building's commercial net leasable area will be used to provide new commercial spaces in the restored Aspen Times buildingand the addition, and to expand the Hotel Jerome's existing basement SPA. One new lodge unit will be added to the Hotel and it's courtyard will be improved. MMLOS Describe the enhanced pedestrian access point(s). This measure is to improve pedestrian access to the site from the ROW. It includes adding additional access points which prevent pedestrians and bicyclists from crossing a street, improvements to the project's ADA ramps in the ROW, and improvements to existing access points. A new ADA compliant ramp will be installed where the existing Monarch Street sidewalk intersects the south side of the alley behind Carl's Pharmacy. Explain the enhanced pedestrian interaction at driveway areas or alley crossings. There must be an existing deficiency on the proposed site to select this mesaure. If the project will increase interaction between pedestrians and vehicles at a driveway this should be mitigated by implementing improvements to that area. New signage, striping, mirrors, and other approved devices are examples to address pedestrian - vehicle conflicts at driveways. Sidewalk improvements are proposed at the Bleeker Street driveway entrance to the Hotel's parking garage. E • Explain any additional minor improvements which benefit the pedestrian experience and have been agreed upon with City of Aspen staff. A new vehicular pullout will be provided within the Main Street ROW and adjacent to the Hotel's entrance portico. The new pullout will help to reduce vehicular/pedetrian conflicts for arriving and departing Hotel guests and enhance safety for both guests and the public at large. Include any additional information that pertains to the MMLOS plan in the space provided below. Enter Text Here TDM Provide details for the proposed bike share program participation. Bike sharing provides access to a fleet of bicycles for short trips, thus reducing SOV travel. The successful project will provide memberships to the existing WE -cycle program. Include details on how many WE - cycle memberships will be purchased and whether these will be made available to guests, employees, or both. The Hotel will participate in the WE -cycle program. Five (5) season passes will be purchased and made available to both Hotel employees and guests. Explain the proposed self -funded emergency ride home strategy below. Emergency Ride Home programs reduce barriers associated with alternative commute modes, thus reducing SOV trips. The successful project will develop and fund a program to provide commuters who carpool, vanpool, bike, walk or take transit to work with a reliable and free ride home - usually in a taxi or rental car when unexpected emergencies arise. The use of the TOP program's Emergency Ride Home service is not applicable for mitigation purposes. The Hotel will provide a free taxi emergency ride home to employees who carpool, vanpool, bike, walk or take transit to work. Include any additional information that pertains to the TDM plan in the space provided below. Enter Text Here MMLOS Site Plan Requirements Include the following on a site plan. Clearly call out and label each measure. Attach the site plan to the TIA submittal. Slopes Between Back of Curb and Sidewalk 2% Slope at Pedestrian Driveway Crossings Enhanced Pedestrian Access Point Enhanced Pedestrian Interaction at Driveway Areas Additional Minor Pedestrian Improvement Enforcement and Financing Provide an overview of the Enforcement and Financing plan for the proposed transportation mitigation measures. The MMLOS measures will be undertaken by the Hotel owner. The TDM measures will be provided by the Hotel's management entity. Scheduling and Implementation Responsibility of Mitigation Measures Provide an overview of the scheduling and implementation responsibility for the proposed transportation mitigation measures. • • The MMLOS measures will be implemented in connection with therestoration of the Aspen Time building and the construction of the additition thereto. The proposed improvements will be depicted in the owner's building permit application which is subject to Engineering Department review. Monitoring and Reporting Provide a monitoring and reporting plan. Refer to page 17 in the Transportation Analysis Guidelines for a list of monitoring plan requirements. Components of a Monitoring and Reporting Plan should include (1) Assessment of compliance with guidelines, (2) Results and effectiveness of implemented measures, (3) Identification of additional strategies, and (4) Surveys and other supporting data. No monitoring or reporting is required in connection with the implementation of the proposed MMLOS measures. Hotel management will provide an annual report for three (3) years following the issuance of a Certificate of Occupancy for the project outling the Hotel's compliance with and the level of use of the proposed TDM measures. EXHIBIT D ASPEN TIMES/HOTEL JEROME H A S E L D E N LANDSCAPE IMPROVEMENTS CONSTRUCTION Description Quantity UM Tot.UnitCost TotalCost 03.5 Main & Mill St 32H Landscaping / Irrigation Mobilization / Supervision / Equipment 1 LS $ 20,000.00 $ 20,000 Main St - Silva Cell 136 LF $ 134.80 $ 18,332 Mill St - Silva Cell 198 LF $ 134.80 $ 26,689 Celebration Maple - 3" cal 8 EA $ 1,172.98 $ 9,384 Accolade Elm - 3" cal 9 EA $ 963.38 $ 8,670 Tree Stakes/Guying 17 EA $ 25.00 $ 425 Total 32H Landscaping / Irrigation $ 83,501 05 Courtyard 32H Landscaping / Irrigation 5.1 - Planter Bowls 5.2 - Planter Pot - Large 5.3 - Planter Pot - Small Mobilization / Supervision / Equipment Irrigation - Material & Labor / Zone Irrigation - Backflow Preventor Sod Crane to set Character Tree Courtyard Character Tree (Norway Maple) - Autumn Blaze Maple - 3" cal Crab Spring Snow - 5" cal Aspen Single - 3" cal Tree Stakes/Guying Kinnikinnick Massachuse - 1gal Cotoneaster Peking - 5gal Juniper Armstrong - 5gal Sumac Dwarf Flagrant - 5gal Spirea Frobel - 5gal Male Fern - 1 gal Allium Melenium Bulb Allium Schuberti Bulb Columbine Rocky Mountain - 1gal False Forget-me-not - 1 gal Larkspur Magic Fountains - 1gal Hosta Honey Bells - 1 gal Iris - Ceasears Brother - 1gal Iris - Iris Siberian - 1gal Lavendar - Deep Blue - 1 gal Salvia - Blue - 1gal Stonecrop Dragon's Blood - 1gal Annuals Honeysuckle - Hall's - 1gal Virginia Creeper - 1gal Steel Edger 8 EA $ 1,207.50 $ 9,660 34 EA $ 962.50 $ 32,725 13 EA $ 946.40 $ 12,303 1 LS $ 12, 500.00 $ 12,500 15 EA $ 3,500.00 $ 52,500 1 EA $ 5,000.00 $ 5,000 1250 SF $ 1.66 $ 2,075 1 EA $ 10,000.00 $ 10,000 1 EA $ 17, 500.00 $ 17,500 6 EA $ 1,172.98 $ 7,038 7 EA $ 1,500.00 $ 10,500 5 EA $ 810.05 $ 4,050 18 EA $ 25.00 $ 450 50 EA $ 45.00 $ 2,250 50 EA $ 50.94 $ 2,547 50 EA $ 55.00 $ 2,750 50 EA $ 58.61 $ 2,931 50 EA $ 50.94 $ 2,547 20 EA $ 24.48 $ 490 80 EA $ 32.15 $ 2,572 80 EA $ 32.15 $ 2,572 80 EA $ 19.69 $ 1,575 80 EA $ 26.40 $ 2,112 80 EA $ 26.40 $ 2,112 20 EA $ 26.40 $ 528 80 EA $ 26.40 $ 2,112 80 EA $ 24.48 $ 1,958 80 EA $ 26.40 $ 2,112 80 EA $ 18.73 $ 1,498 50 EA $ 18.73 $ 937 1 LOT $ 5,000,00 $ 5,000 12 EA $ 24.48 $ 294 12 EA $ 32.15 $ 386 80 LF $ 3.68 $ 294 • • Organic Soil Amendments - Sod 40 CY $ 214.35 $ 8,574 Organic Soil Amendments - Planter Bed's 30 CY $ 263.15 $ 7,895 Organic Soil Amendments - Planters & Pots 1 CY $ 6,500.00 $ 6,500 Arborist Root Prunning 1 LS $ 575.00 $ 575 Soil Test 1 LS $ 143.75 $ 144 *** Total 32H Landscaping / Irrigation 1 $ 239,565 $ 323,066 i� EXHIBIT E ASPEN TIMES/HOTEL JEROME H AS E LD E N HISTORIC IMPROVEMENTS CONSTRUCTION Description Quantity UM Tot.UnitCost TotalCost 02 Aspen Times Renovation OOB Site Logistics Cosmetic Repairs to Carl's Pharmacy 1 ALLOW $ 5,000.00 $ 5,000 Scaffolding/Protect Roof at Carl's Elevation 1 ALLOW $ 5,000.00 $ 5,000 Snow Removal 1 MO $ 8,390.50 $ 8,391 General Labor & Clean Up 2.69 MO $ 4,171.00 $ 11,220 Traffic Control 2.98 MO $ 4,171.00 $ 12,430 Pothole Existing Utilities 1 LS $ 2,000.00 $ 2.000 ** Total 00B Site Logistics $ 44,040 01 E Surveying / Layout Surveying and Layout Controls 50 HR $ 239.78 $ 11,989 Survey and Monitoring of Adjacent Buildings 1 LS $ 7,500.00 $ 7,500 ** Total 01 E Surveying / Layout $ 19,489 01 G Sound Wall Allowance Sound Wall (Includes Consultant & Monitoring) 1 ALLOW $ 10,000.00 $ 10,000 **Total 01 G Sound Wall Allowance $ 10,000 02A Demolition Move / Replace Existing Structure 1445 SF $ 62.28 $ 90,000 Interior Demo & Bracing of Existing Times Bldg. 1445 SF $ 6.92 $ 9,999 Demo Large Pine East of Times Building 1 LS $ 15,000.00 $ 15,000 ** Total 02A Demolition $ 115,000 03A Structural Concrete Shot Crete Wall 69 CY $ 1,073.45 $ 74,068 Footings 54 CY $ 511.65 $ 27,629 Concrete Material Supply 0 INCL $ - $ - Concrete Place 0 INCL $ - $ - Concrete Finish 0 INCL $ - $ - Reinforcing Material Supply & Tie 0 INCL $ - $ - Slab on Grade 1674 SF $ 13.46 $ 22,525 Slab on Metal Deck (Level One SOG Covered in Base Bid) 2293 SF $ 14.00 $ 32,104 Temporary Heating / Weather Protection for Concrete 1 MO $ 5,000.00 $ 5,000 ** Total 03A Structural Concrete $ 161,327 05A Structural Steel Fabrication and Erection Structural Steel 2110 GBA $ 27.48 $ 57,972 ** Total 05A Structural Steel Fabrication and Erection $ 57,972 05B Misc. Metals Fabrication Misc. Metals 1767 GBA $ 1.00 $ 1,767 Misc. Items - Edges, Braces, Embeds 1679 GBA $ 0.50 $ 840 ** Total 05B Misc. Metal Fabrications $ 2,607 06A Rough Carpentry Wood Framing (Struct & Roof Repair) - Times Building 1767 GBA $ 18.00 $ 31,806 Interior Backing and Blocking 3446 GBA $ 2.00 $ 6,892 ** Total 06A Rough Carpentry $ 38,698 06C Exterior Carpentry • • Siding 4 - Painted Wood Siding w/Trim 978 SF $ 19.00 $ 18,582 ** Total 06C Exterior Carpentry $ 18,582 07A Dampproofing / Waterproofing Blindside Waterproofing at Basement Walls 2145 SF $ 12.00 $ 25,740 ** Total 07A Dampproofing / Waterproofing $ 25,740 07C Building Insulation Batt Insulation Exterior 0 w/ Drywall $ - $ - 2" Thermax Rigid Insulation at Exterior Framing 0 w/ Drywall $ - $ - ** Total 07C Building Insulation $ - 07E Roofing / Sheet Metal Corrugated Metal Roof 1748 SF $ 20.64 $ 36,084 4" Gutter 210 LF $ 19.00 $ 3,990 4" Downspout 64 LF $ 19.00 $ 1,216 ** Total 07E Roofing / Sheet Metal $ 41,290 07G Fireproofing Fireproofing (At 1 st Floor only) 2011 SF $ 3.00 $ 6,033 **Total 07G Fireproofing $ 6,033 07H Firestopping Firestopping 3446 GBA $ 0.25 $ 862 ** Total 07H Firestopping $ 862 07i Joint Sealants Joint Sealants 3446 GBA $ 0.50 $ 1,723 ** Total 07i Joint Sealants $ 1,723 08A Door / Frame / Hardware Installation K&K Door/ Frame/ Hardware Install 3 EA $ 437.00 $ 1,311 Unload / Sorting / Distribute Doors and Hardware 12 EA $ 27.00 $ 324 K&K Window - Install 6 EA $ 179.98 $ 1,080 K&K Door - Install 0 W/08A $ - $ - Head Flashing - Windows 83 If $ 6.71 $ 557 Head Flashing - Doors 53 If $ 6.71 $ 356 Sill Flashing - Windows 83 If $ 6.71 $ 557 Sill Flashing - Doors 53 If $ 6.71 $ 356 ** Total 08A Door / Frame / Hardware Installation $ 4,540 08B Door / Frame / Hardware Supply K&K Public Entry Hardware - Supply 5 EA $ 2,500.00 $ 12,500 ** Total 08B Door / Frame / Hardware Supply $ 12,500 08D Overhead Coiling Doors Overhead Bi-Fold Door 1 EA $ 7,500.00 $ 7,500 ** Total 08D Overhead Coiling Doors $ 7,500 08E Aluminum Storefront / Aluminum Windows Storefront Doors - Meeting Space 1 PR $ 6,000.00 $ 6,000 ADA Operators 1 EA $ 3,500.00 $ 3,500 '* Total 08E Aluminum Storefront / Aluminum Windows $ 9,500 08F Wood Windows Wood Windows - Operable 6 EA $ 1,750.00 $ 10,500 K&K Doors - Restroom Corridor 1 EA $ 3,400.00 $ 3,400 K&K Doors - Meeting Space 1 PR $ 5,500.00 $ 5,500 K&K Doors - Meeting Space 1 EA $ 3,400.00 $ 3,400 ** Total 08F Wood Windows $ 22,800 09B Gypsum Board Systems Gypsum Ceiling System - Suspended 2776 SF $ 6.00 $ 16,656 6" Metal Studs - Dens Glass Gold, Insulation, Tyvek, Exterior Wall 452 SF $ 15.00 $ 6,780 6" Metal Studs - Dens Glass Gold, Insulation, Tyvek; Exterior Wall - 2-hr 734 SF $ 17.00 $ 12,478 0 " Total 09B Gypsum Board Systems $ 35,91� 09J Painting / Wallcoverings Exterior Painting (Siding & Trim) 846 SF $ 1.25 $ 1.058 Exterior Painting (Steel Trellis) 540 SF $ 4.50 $ 2,430 " Total 09J Painting / Wallcoverings $ 3,488 10B Signage / Directories Signage 3446 GBA $ 0.50 $ 1,723 **Total 10B Signage / Directories $ 1,723 21A Fire Protection Systems Full Wet Sprinkler System - Building 3446 GBA $ 5.00 $ 17,230 "* Total 21A Fire Protection Systems $ 17,230� 23A Mechanical Mechanical Systems 3446 GBA $ 27.63 $ 95,223 " Total 23A Mechanical $ 95,223 26A Electrical Systems Electrical System - Building 3446 GBA $ 12.20 $ 42,048 Demo Electrical Systems in Existing Buildings - Make Safe 0 INCL $ - $ - " Total 26A Electrical Systems $ 42,048 31A Earthwork Removal of Buried Foundations of existing buildinc 0 INCL $ - $ - Basement Excavation (open access) 948 CY $ 11.50 $ 10,902 Structural Excavation 315 CY $ 18.00 $ 5,670 Install / Remove Access Ramp 0 EACH $ 18,700.00 $ - Vapor Barrier 1900 SF $ 0.48 $ 912 Over excavation 0 NIC $ - $ - Perimeter/ Under Drain System with Gravel 148 LF $ 41.00 $ 6,068 Mobilization and Site Prep 0 INCL $ - $ - Export Soils 1437 CY $ 49.50 $ 71,132 Remove Shot Crete Waste 7 CY $ 250.00 $ 1,750 Fine Grade - Foundation and Slab 0 INCL $ - $ - Underslab Gravel 1900 SF $ 2.10 $ 3,990 Imported Fill 0 NIC $ - $ - Radon System 1900 SF $ 1.85 $ 3,515 Hand Excavation 35 CY $ 57.00 $ 1,995 Import Fill Material 79 CY $ 53.00 $ 4,187 Building Fine Grade 1767 SF $ 0.46 $ 813 Temporary Dewatering 1 LS $ 5,000.00 $ 5,000 " Total 31A Earthwork $ 115,933 31 B Erosion Control Storm Water Inspections 2.96 EA $ 500.00 $ 1,480 Storm Water Permits 1 LS $ 425.00 $ 425 Perimeter Chain Link Site Fence w/ Windscreen 200 LF $ 7.90 $ 1,579 Silt Fence 200 LF $ 2.25 $ 450 Inlet Protection 0.71 EA $ 330.00 $ 234 Erosion Control Maintenance (prorated) 2.96 MO $ 776.00 $ 2,297 Vehicle Tracking Pad 1 EA $ 2,500.00 $ 2,500 Concrete Washout w/ Dump Fee 0 w/ Concret $ - $ - Curb Socks 2 EA $ 175.00 $ 350 *' Total 31 B Erosion Control $ 9,315 31C Shoring / Soil Stabilization Temporary Beam & Lag Shoring - West/South Sid 1409 SF $ 125.00 $ 176,125 Temporary Soil Nail Shoring - East/North Sides (O 757 SF $ 65.00 $ 49,205 **Total 31C Shoring / Soil Stabilization 1 $ 225,330 E u EXHIBIT F ,old ASPEN TIMES/HOTEL JEROME H A S E LD E N PUBLIC INFRASTRUCTURE IMPROVEMENTS CONSTRUCTION Description Quantity UM Tot.UnitCost Totalcost 03 Loading Dock 07i Joint Sealants Site Joint Sealants 2480 SF $ 0.39 $ 967 *** Total 07i Joint Sealants $ 967 26A Electrical Systems Misc. Electrical 1 LS $ 4,313.00 $ 4,313 ***Total 26A Electrical Systems $ 4,313 33A Site Utilities 6" PVC SS Service Line 10 LF $ 65.00 $ 650 *** Total 33A Site Utilities 1 $ 650 03.5 Main & Mill St OOB Site Logistics Street Signage Street & Sidewalk Cleaning (Prorated) Traffic Control (Prorated) Pothole Existing Utilities *** Total OOB Site Logistics 01 E Surveying / Layout Surveying and Layout Controls *** Total 01 E Surveying / Layout 07i Joint Sealants Site Joint Sealants *`* Total 07i Joint Sealants 23A Mechanical Rework / New Snowmelt - Main St *** Total 23A Mechanical 26A Electrical Systems Misc. Electrical *** Total 26A Electrical Systems 31A Earthwork Excavate for Silva Cell / Trees Export Spoil Material Demo Existing Hardscapes ***Total 31A Earthwork 31 B Erosion Control Storm Water Inspections Storm Water Permits Perimeter Chain Link Site Fence w/ Windscreen Silt Fence Inlet Protection Erosion Control Maintenance Concrete Washout w/ Dump Fee Curb Socks *** Total 31 B Erosion Control 1 LS $ 7,500.00 $ 7,500 2 MO $ 4,500.00 $ 9,000 1 MO $ 16,781.00 $ 16,781 1 LS $ 2,000.00 $ 2,000 $ 35,281 32 HR $ 239.78 $ 7,673 $ 7,673 5295 SF $ 0.39 $ 2,065 r$ 2,065 2842 SF $ 17.86 $ 50,747 1 LS 285 CY 327 CY 8566 SF 0.85 EA 1 LS $ 50,747 $ 12,925.00 $ 12,925 $ 12,925 800 LF $ 800 LF $ 1.41 EA $ 0.85 MO $ 0 w/ Concret $ 6 EA $ 22.50 $ 6,413 49.30 $ 16,121 4.15 $ 35,549 $ 58,083 500.00 $ 425 425.00 $ 425 7.90 $ 6,317 2.25 $ 1,800 330.00 $ 465 776.00 $ 660 175.00 $ 1,050 $ 11,142 • 32A Asphalt Paving / Pavement Markings Main / Mill St - Patch & Repair Asphalt Paveme Main St - New Drop-off Asphalt Pavement Main / Mill St - Lane Markings / Signage *** Total 32A Asphalt Paving / Pavement Markings 32B Site Concrete Main St - Curb and Gutter Main St - ADA Ramp with Truncated Domes Main St - Concrete Snowmelt Underslab Main St. Light Pole Bases Mill St - Curb and Gutter Mill St - ADA Ramp with Truncated Domes Mill St - Light Pole Bases Remove/ Relocate OH Power Lines in Alley *** Total 32B Site Concrete 05 Courtyard OOB Site Logistics Emergency Egress Path of Travel Snow Removal *** Total OOB Site Logistics 01 G Sound Wall Allowance Sound Wall (Includes Consultant & Monitoring) ***Total 01 G Sound Wall Allowance 07i Joint Sealants Site Joint Sealants *** Total 07i Joint Sealants 26A Electrical Systems Temporary Re-routing of Utilities for Existing Structures Electrical System (Move Transformers / Underground Utility Work) Temporary Transformer Generator for Shut Down *** Total 26A Electrical Systems 31A Earthwork Demo Existing Site Improvements, Hardscapes Protection of Existing Finishes to Remain Removal of Trees Removal of Buried Foundations of existing buildings Site Cut/ Fill Import Fill Material Hand Excavation Import Fill Material Site Fine Grade Temporary Gravel - laydown and access in cou *** Total 31 A Earthwork 31 B Erosion Control Perimeter Chain Link Site Fence w/ Windscreei Vehicle Tracking Pad Concrete Washout w/ Dump Fee *** Total 31 B Erosion Control 33A Site Utilities 85 SY $ 75.00 $ 6,375 72 SY $ 75.00 $ 5,400 1 LS $ 1,000.00 $ 1,000 12,775 246 LF $ 28.00 $ 6,888 2 EA $ 1,950.00 $ 3,900 2842 SF $ 5.00 $ 14,210 2 EA $ 300.00 $ 600 232 LF $ 28.00 $ 6,496 2 EA $ 1,950.00 $ 3,900 2 EA $ 650.00 $ 1,300 0 By Owner $ - $ - 100 LF $ 25.00 $ 2,500 1 MO $ 8,390.50 $ 8,391 $ 10,891 2 ALLOW $ 10,000.00 $ 20,000 1$ 20,000 11954 SF $ 0.39 $ 4,662 $ 4,662 1 LS $ 5,000.00 $ 5,000 1 LS $ 167,135.00 $ 167,135 1 LS $ 7,890.00 $ 7,890 1 LS $ 12,569.00 $ 12,569 $ 192,594 11926 SF $ 5.00 $ 59,630 2250 SF $ 2.79 $ 6,278 17 EA $ 1,035.00 $ 17,595 O INCL $ - $ - 883 CY $ 14.00 $ 12,362 943 CY $ 53.00 $ 49,979 50 CY $ 57.00 $ 2,850 62 CY $ 53.00 $ 3,286 11926 SF $ 0.46 $ 5,486 2000 SF $ 1.40 $ 2,800 $ 160,265 224 LF $ 7.90 $ 1,769 2 EA $ 2,500.00 $ 5,000 0 w/ Concret $ - $ - $ 6,769 • 0 Remove Existing & Tie -In Water & Sewer 1 EA $ 4,525.00 $ 4,525 6" DIP Fire Water Line 24 LF $ 105.00 $ 2,520 *** Total 33A Site Utilities 1 $ 7,045 $ 636,140 E • HASELDEN CONSTRUCTION EXHIBIT G ASPEN TIMES/HOTEL JEROME STORM WATER IMPROVEMENTS Description 03 Loading Dock OOB Site Logistics Dumpsters General Labor & Clean Up Street & Sidewalk Cleaning Traffic Control Pothole Existing Utilities Relocate Compactor Before & After Work *** Total OOB Site Logistics 0101 E Surveying / Layout Surveying and Layout Controls *`* Total 01 E Surveying / Layout 04A Masonry Stone Cap at Trash Compactor Wall 8" CMU at Trash Compactor Wall *** Total 04A Masonry 31A Earthwork Protection of Existing Finishes to Remain Removal of Existing Storm Line on Mill St. Excavation & Backfill for Water Quality Trea Demo & Fine Grade *** Total 31A Earthwork 31 B Erosion Control Storm Water Inspections (prorated) Storm Water Permits (prorated) Perimeter Chain Link Site Fence w/ Windsc Silt Fence Inlet Protection Erosion Control Maintenance (prorated) Curb Socks *** Total 31 B Erosion Control 31 C Shoring / Soil Stabilization Shoring for Vault Installation ***Total 31 C Shoring / Soil Stabilization 32A Asphalt Paving / Pavement Markings Bleeker St - Patch & Repair Asphalt Pavem, Bleeker St - Patch & Repair Asphalt Pavem, Alley - Patch & Repair Asphalt Pavement Bleeker St - Lane Markings *** Total 32A Asphalt Paving / Pavement Markings 32B Site Concrete Bleeker St - Cross Pan - 8" Curb and Gutter Valley Gutter Trench Drain Concrete Encasement Concrete Foundations (Replace Trash Com Foundations for Reconstructed Trash ComF 5 EA $ 1,200.00 $ 6,000 0.77 MO $ 4,171.00 $ 3,212 2 MO $ 4,500.00 $ 9,000 0.85 MO $ 4,171.00 $ 3,545 1 LS $ 2,000.00 $ 2,000 0 By Owner $ - $ - $ 23,757 8 HR $ 239.78 $ 1,918 $ 1,918 47 LF $ 55.00 $ 2,585 282 SF $ 20.00 $ 5,640 $ 8,225 2687 SF $ 2.79 $ 7,497 88 LF $ 98.00 $ 8,624 580 CY $ 31.50 $ 18,270 3605 SF $ 3.80 $ 13,699 $ 48,090 0.42 EA $ 500.00 $ 210 1 LS $ 425.00 $ 425 400 LF $ 7.90 $ 3,158 250 LF $ 2.25 $ 563 1.41 EA $ 330.00 $ 465 0.42 MO $ 776.00 $ 326 2 EA $ 175.00 $ 350 $ 5,497 1 LS $ 30,000.00 $ 30,000 $ 30,000 28 SY $ 75.00 $ 2,100 168 SY $ 75.00 $ 12,600 106 SY $ 75.00 $ 7,950 1 LS $ 200.00 $ 200 $ 22,850 507 SF $ 28.00 $ 14,196 156 LF $ 28.00 $ 4,368 56 LF $ 28.00 $ 1,568 65 LF $ 75.00 $ 4,875 16.5 CY $ 795.00 $ 13,118 19 CY $ 785.00 $ 14,915 L� ***Total 32B Site Concrete 33A Site Utilities 12" SD 8" SD 5' Type R Inlet 4' Dia. Street Manhole Trench Drains With Covers Asphalt Cutting and Demo Asphalt Patching New WQCV Treatment Vault *"* Total 33A Site Utilities $ 53,040 82 LF $ 66.12 $ 5,422 58 LF $ 48.70 $ 2,825 1 EA $ 5,190.00 $ 5,190 1 EA $ 4,250.00 $ 4,250 65 LF $ 115.00 $ 7,475 210 SY $ 17.00 $ 3,570 210 SY $ 86.50 $ 18,165 1 LS $ 10,165.00 $ 10,165 03.5 Main & Mill St ** Total 03.5 Main S Mill St 7526 SF $ - 05 Courtyard 006 Site Logistics General Labor & Clean Up Street & Sidewalk Cleaning Traffic Control Pothole Existing Utilities *** Total 006 Site Logistics WE Surveying / Layout Surveying and Layout Controls *** Total 01 E Surveying / Layout 31A Earthwork Demo Existing Site Utilities *** Total 31A Earthwork 31 B Erosion Control Storm Water Inspections Storm Water Permits Silt Fence Inlet Protection Erosion Control Maintenance (prorated) Curb Socks *** Total 31 B Erosion Control 33A Site Utilities Remove Existing & Tie -In Water & Sewer 12" SD 8" SD 12" Yard Drain w/Grate Inlet Trench Drains With Covers Asphalt Cutting and Demo Asphalt Patching New Drywell *** Total 33A Site Utilities 2.5 MO $ 4,171.00 $ 10,428 3.5 MO $ 9,000.00 $ 31,500 2.5 MO $ 4,171.00 $ 10,428 1 LS $ 4,000.00 $ 4,000 $ 56,355 40 HR $ 239.78 $ 9,591 $ 9,591 1 LS $ 26,100.00 $ 26,100 $ 26,100 3.38 EA $ 500.00 $ 1,690 2 LS $ 425.00 $ 850 114 LF $ 2.25 $ 257 1.41 EA $ 330.00 $ 465 3.38 MO $ 776.00 $ 2,623 2 EA $ 175.00 $ 350 $ 6,235 1 EA $ 4,525.00 $ 4,525 160 LF $ 66.12 $ 10,579 484 LF $ 48.70 $ 23,571 23 EA $ 850.00 $ 19,550 150 LF $ 115.00 $ 17,250 100 SY $ 17.00 $ 1,700 100 SY $ 86.50 $ 8,650 2 EA $ 6,850.00 $ 13,700 $ 99,525 • a VANN ASSOCIATES, LL.0 Planning Consultants January 24, 2017 HAND DELIVERED Ms. Hillary Seminick Aspen Community Development Department 130 South Galena Street Aspen, CO 81611 RECEIVED JAN 2 9 2017 CITY OF ASPEN OWNTY DM~ Re: Aspen Times/Hotel Jerome Subdivision/PD - Recordation Documents Dear Hillary: Enclosed herewith for the City's signature and recordation is the executed Develop- ment Agreement for the Aspen Times/Hotel Jerome Subdivision/PD and two mylar copies of the associated Alley Vacation Plat, Subdivision Plat and Approved Plan Set. The Development Agreement will need to be signed by the Mayor, City Clerk and City Attorney. The two plats will need to be signed by the Mayor, the Engineering Department and Jessica Garrow. The Approved Plan Set must be signed by Jessica and the Engineering Department. Please forward the documents to Linda Manning who will obtain the necessary signatures and handle the recordation process. Please have her call me when she is ready to record so that I may accompany her to the Pitkin County Clerk's office to ensure that all required cross references in the documents are properly filled in and to pay the recordation fee. Should you have any questions please do not hesitate to call. Yours truly, TES, LLC d: \oldc\bus\city. .Itr\Itr60914.hs 1 P.O. Box 4827 • Basalt, Colorado 81621 • 970/925-6958 • Fax 970/920-9310 vannassociates@comcast.net • • VANN ASSOCIATES, LLC Planning Consultants January 12, 2017 HAND DELIVERED Mr. Justin Barker Aspen Community Development Department 130 South Galena Street Aspen, CO 81611 JAN 12 2017 Re: Aspen Times/Hotel Jerome Subdivision/PD - Recordation Documents Dear Justin: Attached for your review and approval are the revised recordation documents for the Aspen Times/Hotel Jerome Subdivision/PD. The documents include the Project's Development Agreement, Approved Plan Set, a Subdivision Plat depicting the merger of the Aspen Times and Hotel Jerome properties, and a Vacation Plat for the portion of the alley in Block 79 that was vacated in connection with the Project's approval. All of the requested revisions outlined in your January 6, 2017 e-mail have been addressed and are summarized in the attached memorandum from Rowland + Broughton and a letter from High Country Engineering. As you requested, I have added an Engineering Department signature block to the Approved Plan Set cover sheet. Changes to the Development Agreement are outlined in yellow and are limited to your comments, the amount of the required Landscape Guarantee, and one minor addition per the City Attorney regarding the owners ability to provide alternative financial assurances. Please note that I have only included the revisions to Exhibit D to the Agreement regarding the Silva Cells as no revisions to the other Exhibits were requested. Once you sign off on the revisions, I will print the drawings to mylar and forward both them and the Agreement to the client for signature. Hopefully, I can get everything back to you early next week for signature by the City and recordation with the Pitkin County Clerk and Recorder. P.O. Box 4827 • Basalt, Colorado 81621 • 970/925-6958 • Fax 970/920-9310 vannassociates@comcast.net Mr. Justin Barker January 12, 2017 Page 2 Should you have any questions, or require additional information, please do not hesitate to call. yours truly, d : \oldc\bus\city.Itr\Itr60914. J b9 • • ii rowland+broughton architecture / urban design / interior design MEMORANDUM Project: 21367.00 Hotel Jerome aspen 234 a hopkins ave, aspen co 81611 + t 970 544 9006 denver 1830 blake st, ste 200, denver co 80202 + t 303 308 1373 visit www.rowlandbroughton.com Subject: Hotel Jerome / Aspen Times Final Recordation Date: 10 January 2017 To: Sunny Vann From: Rowland + Broughton Architecture Cc: Planning Comments 1. Remove Com Dev approval block from cover Response: Com Dev block has NOT been removed from the cover, to be recorded separately. Engineering Department signature block added. 2. It appears that the tables on A0.3b need to be updated. They are the same as from the approved set, but the calculations above vary and do not match this. For example, the second floor of Aspen Times shows 398 non -unit here, but the above calcs add up to 431. Make sure the total numbers do not exceed those from HPC Reso 34, 2016 Response: Tables on A0.3b have been updated. 3. Proposed net leasable total on page A0.3e should read 20,680 Response: Net leasable on page A0.3e has been revised to read 20,680 SF. 4. Remove lawn, expanded seating and pool area from legend. They aren't accomplishing anything and all are just blank boxes Response: Lawn, expanded seating and pool area have been removed from the legend on sheet A0.3g. 5. Windows on A0.7 need to be changed to reflect Section 1.1 and 1.2 of HPC reso 34 or there needs to be a note that the elevations reflect the approved configuration Response: The center mullion has been removed from the ground floor window and transom on the South fapade of the addition. The sliding glass doors on the new addition have been consolidated to four doors. Please see sheet A0.7. 6. Add a note that shaded area is not in scope on all floor plans Response: Note referring to the shaded area not in scope has been added to all plan sheets A2.0- A2.5. 7. Need to show building heights on all elevations and sections Response: Building heights have been added to all elevations. Please see sheets A4.1-A4.3. Sheet A4.4 shows existing hotel elevations. 8. Add approved awnings on courtyard elevations Response: Approved awnings have been added to the courtyard elevations, see sheet A4.4. Page 1 of 1 • • rowland+broughton architecture / urban design / interior design 9. Why were the transoms removed from the NE entrance to the new building? Those were part of the approval and should be included Response: The transom windows at the NE entrance were not able to be realized as drawn. They have been eliminated. Please see sheet 1/A4.2 and A0.7a. 10. The gallery elevation approved by HPC needs to be included in the elevations Response: Gallery elevation has been added to the set on sheet A4.4 11. The two upper floor to ceiling heights show 8' on page A5.1. These need to be a minimum of 9' to be consistent with Council and HPC approvals Response: Ceiling heights on sheet A5.1 have been revised to show 9'-0" 12. Include floor to ceiling heights on A5.2 Response: Floor to ceiling heights have been added to sheet A5.2 13. Shade the areas outside of the scope on EL2.1 and make a note of it. Dev Agreement: Response: Area outside the scope on sheet EL2.1 have been shaded and noted. 1. Page 2, section 1.1 include Mill Street Response: Reference to Mill Street included. 2. Page 4, section 2.3 commercial net leasable should be 20,680 Response: Corrected 3. Page 4, section 2.4 only need one reception no. for PD plan set if combining with vacation plat and subdivision plat Response: Plats and Plan Set to be recorded separately. 4. Page 8, section 3.9(e) misspelled dedicated Response: Spelling corrected. Parks There is no mention of costs for the Silva Cells that are being required for this project in any of the exhibits for the Development Agreement. This may be an oversight, but I believe that these costs should be included in Exhibit "D", under the 03.5 Main & Mill St section. The Silva Cells are primarily for the benefit of the trees, which you probably know. Response: Costs for Silva Cells on Main and Mill have been added to Exhibit D. There is also no clear delineation of the Silva Cells on Sheet 1-1.0, which should be shown. Response: Sheet 1-1.0 has modified to show a clear delineation of the Silva Cells For the callout of the variety of street trees along both Mill and Main, maybe we could make it a generic statement such as: "species to be determined by the City Forester." Response: Sheet L1.0 has modified to show the proposed tree species En_gineerina Comments 1. Tie the survey to two COA control monuments. Vacation Plat Response: Done. See letter from High Country Engineering ("HCE"). 2. Tie the survey to two COA control monuments. Subdivision/PD Approved Plan Set Response: Done. See letter from HCE. 3. Trees cannot be placed within a 30' sight triangle at the corner of Main St and Mill St. Refer to COA Page 2 of 2 • rowland+broughton architecture / urban design / interior design Engineering Standard Detail #ENG-206A. This item was missed at Detail Review but still needs to be addressed. Response: Done. See letter from HCE. 4. Sheet C3 - Is the landscape called out on the cross sections hardscape? This does not align with the landscape sheets. Please update to show concrete. Response: Done. See letter from HCE. 5. ROW improvements shall extend to the property boundary. This includes the leased area to Carls. Response: Done. See letter from HCE. 6. The water service line size for the upgraded line to the Aspen Times Building has not been approved. Remove the line size call out on sheet C6. State the existing line is to be abandoned and a new line installed, the line size to be determined at building permit following submittal of fire flow calculations. Response: Done. See letter from HCE. Page 3 of 3 CIVIL ENGINEERING An Employee -Owned Company January 9, 2017 Hailey Guglielmo Development Engineer (970) 429-2751 Re: Hotel Jerome Recordation Documents, City of Aspen HCE Project No. 2151078.01 Dear Hailey, LAND SURVEYING Per your comments on the recordation documents we have modified the drawings with the following information for survey and engineering. Engineering Aspen Times/ Hotel Jerome Subdivision PD 1. Tie the survey to two COA control monuments. We have added the tie on the Vacation Plat. Vacation Plat 1. Tie the survey to two COA control monuments. We have added the tie on the Vacation Plat. Subdivision/PD Approved Plan Set 1. Trees cannot be placed within a 30' sight triangle at the corner of Main Stand Mill St. Refer to COA Engineering Standard Detail #ENG-206A. This item was missed at Detail Review but still needs to be addressed. We have noted for this to be adjusted at building permit, however the tree trunk is outside of the site triangle and we have also noted that the tree should have all branches removed to within 6' of the ground. 1517 Blake Avenue, Suite 101 Glenwood Springs, CO 81601 Telephone - 970.945.8676 Fax - 970.945.2555 www.hceng.com 2. Sheet C3 - Is the landscape called out on the cross sections hardscape? This does not align with the landscape sheets. Please update to show concrete. These sections have been revised to show the appropriate hardscape in place of the landscape island. 3. ROW improvements shall extend to the property boundary. This includes the leased area to Carl's. The improvements have been extended through the leased area of Carl's Pharmacy. 4. The water service line size for the upgraded line to the Aspen Times Building has not been approved. Remove the line size call out on sheet C6. State the existing line is to be abandoned and a new line installed, the line size to be determined at building permit following submittal of fire flow calculations. The line size has been removed and is noted to be determined at building permit. Additionally we have included the updates to the drainage plans reflecting additional detail that we have discussed. This included the change from the sand filter to the stormfilter and the change adding the manhole in Bleeker Street. If you have any questions, please let me know. Sincerely, HIGH COUNTRY ENGINEERING, INC. Roger Neal, P.E. Principal 0 0 ASPEN TIMES/HOTEL JEROME SUBDIVISION/PD DEVELOPMENT AGREEMENT THIS ASPEN TIMES/HOTEL JEROME DEVELOPMENT AGREEMENT (this "Agreement') is made and entered into on this of 2017 by and between THE CITY OF ASPEN, COLORADO, a municipal corporation (hereinafter, and ICONIC PROPERTIES - JEROME, LLC, a Delaware limited liability company (hereinafter, "Owner"). WITNESSETH: WHEREAS, Owner has submitted to City an application for Planned Development - Detailed Review approval (the "Application") for those certain properties in the City of Aspen, Colorado more particularly described on Exhibit A attached hereto and a made a part hereof by this reference (the "Pro a "), which Application requests the approval and recordation of an Approved Plan Set documenting the design, layout and configuration of the proposed development (the "Approved Plan Set"); the approval, execution and recordation of a Final Plat of the Aspen Times/Hotel Jerome Subdivision/Planned Development (the "Final Plat"); and the approval, execution and recordation of a Right -of -Way Vacation Plat for a portion of the alley in Block 79, City and Townsite of Aspen (the "Vacation Plat"); and WHEREAS, City has fully considered the Application, the Approved Plan Set, the Final Plat, the Vacation Plat, the proposed development and improvement of the Properties, and the effects of the proposed development and improvement of said Properties on adjoining or neighboring properties and property owners; and WHEREAS, City has approved the Application and in connection therewith has imposed certain conditions and requirements in connection with its approval and recordation of the Approved Plan Set and its approval, execution and recordation of the Final Plat and Vacation Plat, such matters being necessary to protect, promote and enhance the public safety, health and welfare; and WHEREAS, Owner is willing to acknowledge, accept, abide by and faithfully perform the conditions and requirements imposed by City in approving the Application, the Approved Plan Set, the Final Plat, and the Vacation Plat; and WHEREAS, pursuant to Section 26.490.060.B., Site Protection Guarantee, and Section 26.490.060.C., Site Enhancement Guarantee, of Title 26, Land Use Regulations, of the Aspen Municipal Code ( the "Regulations'), City is entitled to certain financial guarantees to ensure recovery of the Properties and surrounding grounds to a safe and visually acceptable condition, and the installation of public improvements on or adjacent to the Properties in the event of a work stoppage, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, pursuant to Section 26.490.070.A.1., Landscape Guarantee; Section 26.490.070.A.5., Historic Preservation Guarantee; Section 26.490.070.A.7., Public Facilities and Public Infrastructure Guarantee; and Section 26.490.070.8., Storm Water and Drainage Improvements Guarantee, of the Regulations, City is entitled to certain financial guarantees to ensure (i) that the required landscaping is implemented and maintained; (ii) that the Aspen Times Page 1 of 22 building is successfully preserved and restored; (iii) that required public infrastructure is installed; and (iv) the successful implementation of required storm water and drainage infrastructure, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, contemporaneously with the execution and recording of this Agreement, City and Owner have recorded the Approved Plan Set as Reception No. and City and Owner have executed and recorded the Final Plat in Plat Book at Page as Reception No. and the Vacation Plat in Plat Book at Page as Reception No. , all in the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado (all recording information in this Agreement refers to the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado). NOW, THEREFORE, for and in consideration of the foregoing provisions, the mutual covenants and agreements herein contained, the approval of the Application and approval and acceptance of the Approved Plan Set by City and the approval, execution and acceptance of the Final Plat and Vacation Plat for recordation by City, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: ARTICLE I PURPOSE AND EFFECT OF DEVELOPMENT AGREEMENT 1.1 Purpose. The purpose of this Agreement is to set forth the complete and comprehensive understanding and agreement of the parties hereto with respect to the preservation and restoration of a portion of the existing Aspen Times ("Ashen Times") building; the development of an addition thereto; various changes to existing rooms and amenities within the Hotel Jerome ("Hotel Jerome" or "Hotel"); the reconfiguration and enhancement of the Hotel's exterior courtyard; and various improvements to the Property's Main Street, Mill Street, Monarch Street and Bleeker Street streetscapes (collectively, the "Prof ct"), and to enumerate all terms and conditions under which such activities may occur. 1.2 Effect on Prior Instruments and Approvals. In the event of any conflict or inconsistency between the provisions of this Agreement, together with the Approved Plan Set, Final Plat and Vacation Plat (the "Current Instruments and Approvals'), and any prior agreements, land use approvals, and plats, whether or not recorded (the "Prior Instruments and Approvals"), affecting the Property, the provisions of the Current Instruments and Approvals shall supersede and control. Furthermore, in the event of any inconsistency between the provisions of the land use approvals described in Section 2.1 below (the "Current Land Use Approvals") and the provisions of the Prior Instruments and Approvals, the provisions of the Current Land Use Approvals shall supersede and control. ARTICLE II LAND USE APPROVALS 2.1 Approval Actions. The following land use approvals have been granted to Owner for the development of the Property: (a) Historic Preservation Commission Resolution No. 37, Series of 2014, approved December 10, 2014 and recorded December 19, 2014 as Reception No. 616145 Page 2 of 22 • recommended that the City Council grant (i) Planned Development — Project Review approval; (ii) Subdivision approval; (iii) Conceptual Major Development approval; (iv) Conceptual Commercial Design Review approval; (v) Growth Management approval; and (vi) Demolition approval for the Project's Site Specific Development Plan. (b) City Council Ordinance No. 1, Series of 2016, approved May 9, 2016 and recorded June 8, 2016 as Reception No. 629856 granted (i) Planned Development - Project Review approval, (ii) Subdivision approval, (iii) Conceptual Major Development approval, (iv) Conceptual Commercial Design Review approval, (v) Growth Management approval, and (vi) Demolition approval for the Project's Site Specific Development Plan. The Ordinance also approved the partial vacation of the alley in Block 79, City and Townsite of Aspen. (c) Historic Preservation Commission Resolution No. 34, Series of 2016, approved November 30, 2016 and recorded December 12, 2016 as Reception No. 634522 granted (i) Planned Development - Detailed Review approval; (ii) Final Major Development approval; and (iii) and Final Commercial Design Review approval for the Project's Site Specific Development Plan. (d) The Development Order ("Development Order") for the Current Land Use Approvals was issued by the Aspen Community Development Department ("COMDEV") on December 2, 2016, with an effective date of December 8, 2016. 2.2 Approvals Control. The provisions of the Current Land Use Approvals, including the Development Order, are incorporated herein and made a part of this Agreement. To the extent that matters addressed in the Current Land Use Approvals, including the Development Order, are also addressed in this Agreement, the provisions of the Current Land Use Approvals, including the Development Order, shall control. 2.3 Dimensional Requirements. Exhibit B to Historic Preservation Commission Resolution No. Series of 2016, established and approved the following dimensional requirements for the Project. (a) Gross Lot Area 54,372 Sq. Ft. (b) Net Lot Area 49,304 Sq. Ft. (c) Maximum Height Aspen Times Building False Front 21.5 Feet Ridge 16.0 Feet Aspen Times Addition Main Street Sidewalk 33.5 Feet Existing Hotel Jerome 54.5 Feet (d) Minimum Floor Height Aspen Times Building Floor to Ceiling 11.25 Feet Page 3 of 22 Aspen Times Addition First Floor to Floor 10.60 Feet Upper Floor to Ceiling 9.0 Feet (e) Maximum Allowable FAR/Floor Area Cumulative 2.5:1/123,149 Sq. Ft. Lodge 2.04:1/100,316 Sq. Ft. Commercial 0.46:1/22,833 Sq. Ft. (f) Lodge Net Livable Area 58,278 Sq. Ft. (g) Average Lodge Unit Net Livable Area 572 Sq. Ft. (h) Maximum Lodge Unit Net Livable Area* 2,079 Sq. Ft. (i) Lodge Units/Keys/Bedrooms 96/102/102 0) Commercial Net Leasable Area 20,680 Sq. Ft. (k) Public Amenity Area 9,185 Sq. Ft. Percent 18.6 (1) Minimum Off -Street Parking 47 Spaces * For the Aspen Times addition only. 2.4 Vested Rights. Under the Development Order, the right to undertake and complete the development and use of the Property pursuant to the terms and conditions of the Approved Plan Set is vested until December 9, 2019 and shall not be altered, impaired, diminished or delayed by any subsequent zoning or land use action that is prohibited by Section 24-68-105(1) of the Colorado Revised Statutes ("CRS"). In accordance with the requirements of CRS Section 24-68-103(b), a properly noticed public hearing concerning the establishment of such vested rights for the Property was conducted on November 30, 2016. As authorized by CRS Section 24-68-102(4)(a), City and Owner agree that the Site Specific Development Plan for the Property consists of and includes, but is not limited to, the number, size, and configuration of the Project's lodge units; the size and configuration of its associated commercial spaces and other areas of the Project; its parking; all matters set forth in the various Approvals referenced in Section 2.1 above; the Approved Plan Set recorded as Reception No. , the Final Plat recorded as Reception No. ; the Vacation Plat recorded as Reception No. ; this Agreement; and all other documents recorded concurrent herewith. For purposes of this Section 2.4, this Agreement shall be considered a "development agreement" as that term is used in CRS Section 24-68-104(2). ARTICLE III DEVELOPMENT REQUIREMENTS AND RESTRICTIONS Page 4 of 22 3.1 Project Components. The Project approved pursuant to the Current Instruments and Approvals and the Current Land Use Approvals consists of the following principal components: (a) Aspen Times. The Project's Aspen Times component consists of the preservation and restoration of the historically significant portion of the existing Aspen Times building; the construction of a new 3-story addition thereto; and the construction of a basement beneath both the historic portion of the building and the addition. The restored Aspen Times building and the addition will contain approximately 4,397 square feet of commercial net leasable area within its basement and ground floor. Its second and third floors will each contain one (1) three -bedroom lodge suite with a living/dining/kitchen area containing a sleep sofa. Each suite's three (3) bedrooms and its living/dining/kitchen area will be configured as "lock - offs". Pursuant to Section 26.470.100.A.1., Employee Generation, of the Regulations, the lodge suites' lock -off bedrooms and living/dining/kitchen areas are considered separate lodge units for regulatory purposes. As a result, the Project's Aspen Times component will contain a total of eight (8) lodge units containing eight (8) keys and eight (8) bedrooms. The two lodge suites will each contain a net livable area of approximately 2,079 square feet. The Project's Aspen Times component will contain a cumulative floor area of approximately 9,169 square feet. The Aspen Times component will contain approximately 5,596 square feet of lodge floor area and approximately 3,573 square feet of commercial floor area. Minor changes to the Aspen Times component's commercial net leasable area and lodge and commercial floor areas may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Hotel Jerome component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. (b) Hotel Jcrome. The Project's Hotel Jerome component consists of various internal changes to the existing building. These changes include the conversion of the Hotel's existing second floor fitness room to a one -bedroom lodge suite; the relocation of the fitness room to the Hotel's basement; the expansion of one (1) existing lodge unit on each of the Hotel's third and fourth floors into an adjacent linen closet; a minor enlargement of the retail/reception area in the existing basement spa; the replacement of the existing exterior doors in the Hotel's Gallery room; and the addition of miscellaneous closets and millwork throughout the Hotel. The Hotel Jerome will contain a total of ninety-four (94) lodge units with ninety-four (94) keys and ninety-four (94) bedrooms, inclusive of the converted fitness room. The ninety-four (94) lodge units will contain a total net livable area of approximately 54,120 square feet. The Hotel will contain approximately 16,283 square feet of commercial net leasable area. Its cumulative floor area will total approximately 113,980 square feet. The Hotel will contain approximately 94,720 square feet of lodge floor area and approximately 19,260 square feet of commercial floor area. Minor changes to the Hotel Jerome component's commercial net leasable area and lodge and commercial floor area may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Aspen Times component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. Page 5 of 22 (c) Courtyard/Streetscape. The Hotel Jerome's existing courtyard will be expanded and enhanced. Its internal circulation will be revised to meet applicable ADA requirements, and a new larger pool and pool deck will be installed. The existing outdoor dining area and adjacent lawn will also be expanded. The Project's Main Street streetscape will be modified to include a new vehicular drop-off area adjacent to the Hotel's entrance. The portion of Mill Street located adjacent to the Property will be improved to include the applicable requirements of city's Engineering Department's Mill Street Complete Street Design (the "Mill Street Complete Street Design'). An improved sidewalk will be installed on Bleeker Street at the entrance to the Hotel's parking garage, and an ADA-compliant ramp will be installed in the Monarch Street sidewalk adjacent to Carl's Pharmacy and the alley. 3.2 Project Phasing. The Project Components described in Section 3.1 above, and the various improvements included therein, may be undertaken in phases. If phased, each Project Component, and the various improvements therein, shall be designed to function as a complete development and shall not be reliant on subsequent phases. All required improvements to public infrastructure, including storm water and drainage improvements, and the payment of applicable impact fees shall be accomplished concurrent with the undertaking of any initial Project phase. 3.3 Growth Management. (a) Reconstruction Credits. The existing Aspen Times building contains 5,538 square feet of commercial net leasable area, a reconstruction credit for which is provided pursuant to Section 26.470.040.6., Remodeling or Replacement of Existing Commercial or Lodge Development, of the Regulations. Pursuant to Section 26.470.130.A., Reconstruction Limitations, Owner may demolish and delay reconstruction of the building's existing net leasable area for a period not to exceed one (1) year. A complete building permit application must be submitted on or before the one-year anniversary of the issuance of the demolition permit to maintain the reconstruction credit. If Owner elect's to phase the reconstruction of all or part of the reconstruction credit, a building permit application for any such phased reconstruction shall be submitted on or before the one-year anniversary of the issuance of the demolition permit. (b) Growth Management Allotments. A growth management allotment of eighteen (18) lodge pillows has been granted for the Project's nine (9) new lodge units from the 2014 growth management year. Pursuant to Section 26.470.110.D., Expiration of Growth Management Allotments, the Project's lodge allotment shall expire on the day after the three-year anniversary of the effective date of the Development Order referenced in Section 2.1(d) above unless a complete building permit application therefor is submitted to City. 3.4 Affordable Housing. The Community Development Department has determined that the Project will generate 2.47 Full -Time Equivalent employees ("FTEs"). Pursuant to Section 26.470.070.1., Enlargement of a Historic Landmark for Commercial, Lodge or Mixed - Use Development, of the Regulations, the generation of up to four (4) employees does not require the provision of affordable housing mitigation. As a result, no affordable housing mitigation for the Project is required. Page 6 of 22 3.5 Lodge/Commercial Uses. All permitted commercial uses within the CC, Commercial Core, zone district, as amended, shall be considered lodge "associated commercial uses ", and shall be allowed in the restored Aspen Times building and the addition thereto. 3.6 Construction in Accordance with Building Codes and Plans. Construction of the Project, and all its component parts, shall be accomplished in substantial compliance with adopted City building and accessibility codes in effect at the time a building permit application is submitted, and with the Approved Plan Set. (a) J-Bar ADA Accessibility Requirement. Owner shall at all times maintain an ADA accessible pathway from the Hotel Jerome's lobby entrance to the J-Bar. The required pathway is depicted on Exhibit B attached hereto. 3.7 Engineering Department Requirements. The Project shall comply with all sections of Title 21, Streets, Sidewalks and Other Public Places, of the Aspen Municipal Code, and all construction and excavation standards published by City's Engineering Department. (a) Draina<gge. The Project shall meet the requirements of City's Urban Runoff Management Plan ("URMP") and Title 29, Engineering Design Standards, of the Aspen Municipal Code. A full major drainage report and plan meeting the requirements of the URMP and Engineering Design Standards must be submitted with the building permit application for the Project. The report and plan must provide for conveyance of the 100-year event from the site to City's storm water system. All Best Management Practices ("BMP") which treat on -site runoff must be placed entirely with the Properties boundaries. A BMP placed in the right-of-way must have special approval from City's Engineering Department, and must treat right-of-way runoff that is tributary to the BMP. Existing downspout and on -site storm sewer pipe routing shall be investigated and confirmed prior to building permit issuance. (b) Snow Storage. A minimal functional area equaling thirty percent (30%) of the courtyard's paved area shall be provided contiguous thereto for snow storage. For heated areas, the snow storage area may be reduced to ten percent (10%). (c) Sidewalk, Curb and Gutter. All sidewalk, curb and gutter shall comply with the requirements of Title 21, Streets, Sidewalks and Other Public Places, and Title 29, Engineering Design Standards, of the Aspen Municipal Code. The Project's Courtyard/Streetscape component shall incorporate the applicable requirements of City's Engineering Department's Mill Street Complete Street Design for the portion of the Mill Street located adjacent to the Property. Alterations to the Mill Street Complete Street Design may be necessary to tie into the Project's proposed conditions. (d) Construction Management Plan. The building permit application for the Project shall include a Construction Management Plan ("CMP") for review and approval by the Engineering Department. The CMP shall include a planned sequence of construction that minimizes construction impacts. The CMP shall comply with all construction management requirements in effect at the time of building permit submittal, and shall address, at a minimum, noise, construction traffic and parking management, construction staging, and fugitive dust control. Page 7 of 22 3.8 Water/Utilities Department Requirements. The Project shall comply with City's Water System Standards, with Title 25, Utilities, and the applicable requirements of Title 8, Buildings and Building Regulations, of the Aspen Municipal Code, as required by the City of Aspen Water Department. All water System Distribution Standards in place at the time of building permit submittal shall apply, and all tap fees shall be assessed per applicable codes and standards. Utility placement and design shall meet adopted City standards. 3.9 Aspen Consolidated Sanitation District Requirements. Sanitary sewer service is contingent upon compliance with the Aspen Consolidated Sanitation District's ("ACSD") rules, regulations and specifications which are on file at the ACSD office. (a) ACSD shall review the Project's approved drainage plans to assure that no clear water connections, including roof, foundation, perimeter and patio drains, are made to the sanitary sewer system. (b) On -site sanitary sewer utility plans shall require ACSD approval. (c) Old services lines shall be excavated and abandoned at the main sanitary sewer line in accordance with specific ACSD requirements. (d) Soil nails are prohibited in right-of-ways above ACSD main sanitary sewer lines and within three feet (T) vertically below such lines. (e) Subject to the provisions of the final plat, permanent improvements are prohibited in sewer easements or right-of-ways. Landscaping plans shall require approval by ACSD where soft and hard landscaping may impact public right-of-ways or easements to be dedicated to ACSD. (f) One tap is allowed for each building. Shared service line agreements shall be required where more than one unit is served by a single service line. (g) Below grade development may require installation of a pumping system. (h) Plumbing plans for pool and spa areas shall require ACSD approval of the drain size. (i) Oil and grease interceptors shall be provided for all new and remodeled food processing establishments. Oil and sand separators shall be provided for public vehicle parking garages and vehicle maintenance facilities. Driveway entrance drains shall not be routed to ACSD's sanitary sewer system but shall be mitigated in accordance with City's Urban Runoff Management Plan. Elevator shaft drains shall flow thru oil and sand interceptors. Plans for interceptors, separators and containment facilities require ACSD review and approval prior to building permit submittal. 0) Glycol heating and snow melt systems shall be designed to prohibit any discharge of glycol to any portion of the public and private sanitary sewer system. Glycol storage areas shall have containment facilities approved by ACSD. (k) Owner shall provide the location and size of all interceptors to ACSD prior to ACSD's approval of service to the Project. Page 8 of 22 9 0 (1) Where additional development would produce flows that would exceed the planned reserve capacity of the existing system (collection system and/or treatment system), an additional proportionate fee will be assessed to eliminate the downstream collection system or treatment capacity constraint. Additional proportionate fees would be collected over time from all development in the area of concern to fund the needed improvements. (m) Where additional development would produce flows that would overwhelm the planned capacity of the existing collection system and/or treatment facility, the development will be assessed fees to cover the cost of replacing the entire portion of the system that would be overwhelmed. ACSD would fund the cost of constructing reserve capacity in the area of concern (only for the material cost difference for large line). (n) Owner shall provide average and peak flow data as well as service size prior to final design. All ACSD total connection fees must be paid prior to issuance of a building permit. (o) Owner shall fund the relocation of the existing manhole located in the vacated portion of the alley in Block 79, City and Townsite of Aspen. (p) Amendments to the above requirements agreed to in writing by Owner and ACSD shall supersede the sanitation requirements listed above. 3.10 Environmental Health Department Requirements. Owner shall obtain Special Review approval from the Environmental Health Department pursuant to Title 12, Chapter 12.10, Space Allotment for Trash and Recycle Storage, of the Aspen Municipal Code prior to issuance of a building permit in order to eliminate the required trash/recycle area for the Project's Aspen Times component. 3.11 Transportation Department Requirements. Owner shall implement the TDM and MMLOS measures contained in the Transportation Impact Analysis attached hereto as Exhibit C. 3.12 Parks Department Requirements. (a) Tree removal peniiits are required prior to issuance of a building permit for any demolition or significant site work. Mitigation for tree removal shall be met by a cash - in -lieu payment, by on -site plantings, or a combination of both as provided for in Title 13, Chapter 13.20, Tree Removal Permits, of the Aspen Municipal Code. (b) A tree protection plan depicting the drip lines of each individual tree or group of trees which is to remain on the Property shall be included in the building permit submittal for any demolition or significant site work. The plan shall depict the location of tree protection zones which shall be approved by the City Forester. The plan shall prohibit excavation; the storage of building materials, construction and equipment; and access over or through the protection zones by foot or vehicles. (c) Silva cells are required in both the Mill Street and Main Street rights -of - way. Irrigation is required for each tree. Permeable pavers are acceptable in the rights -of -way, but may require a concrete edge around tree wells. Tree grates will require break away design Page 9 of 22 9 • for future tree growth. A minimum of thirty inches (30") of good soil is required for all tree wells. Electric power connections/stations must be outside of the root balls of the trees. Street tree variety must be Norway Maple (Emerald Queen). 3.13 Fire Mitigation. The Project shall comply with all codes adopted by the Aspen Fire Protection District. Mitigation provisions shall be reviewed and approved by the Fire Marshall. 3.14 Outdoor Lighting and Signage. All outdoor lighting and signage shall meet the requirements of Section 26.575.150, Outdoor Lighting, and Chapter 26.510, Signs, of the Regulations. The Main Street fagade of the Aspen Times building shall include the existing signage. This signage is exempt from the sign allotment calculations of the Regulations. All other signage shall be approved pursuant to the Regulations in effect at the time of application for a sign permit. 3.15 Material Representations. All material representations and commitments made by Owner in connection with the Project's development approvals contained or referenced herein, whether made in public hearings or in documentation presented before the Historic Preservation Commission or the City Council, are hereby incorporated in said Project's development approvals and such representations and commitments shall be complied with by Owner as if fully set forth herein, unless amended by an authorized entity. 3.16 Park Development Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City a Park Development Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. 3.17 Air Quality Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City an Air Quality Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. ARTICLE IV PUBLIC AND PRIVATE IMPROVEMENTS 4.1 Prior to issuance of a final Certificate of Occupancy for the Project, Owner shall accomplish certain public and private improvements for which performance guarantees are required pursuant to Section 26.490.070, Performance Guarantees, of the Regulations. The specific improvements include the following: (a) Landscape Improvements. The Project's landscape improvements are depicted on Sheet L1 ("Sheet L1") of the recorded Approved Plan Set. (b) Aspen Times Restoration. Plans and elevations for the restoration of the portion of the Aspen Times building to be preserved are depicted on Sheets Al. I through A5.2 of the recorded Approved Plan Set. Page 10 of 22 • 9 (c) Public Infrastructure Improvements. The Project's public infrastructure improvements are depicted on Sheets Cl through C7 of the recorded Approved Plan Set. (d) Storm Water and Drainage Improvements. The Project's storm water and drainage improvements are depicted on Sheets Cl through C7 of the recorded Approved Plan Set. The required performance guarantees are addressed in Section 5.2 below. ARTICLE V FINANCIAL ASSURANCES 5.1 Site Protection/Enhancements Requirements. (a) Site Protection Guarantee. Before the issuance of a Building Permit for the Project, Owner shall deposit with Pitkin County Title, Inc. ("Escrow Agent") the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Protection Escrow Funds"), or other financial security acceptable to the City Attorney, and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by a foundation/structural frame permit and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Protection Escrow Funds from time to time as needed for the purposes of protecting and securing the Project site and improvements from damage by the elements and/or from trespass by unauthorized persons and for purposes of improving the Project site to a safe condition such that it does not become an attractive nuisance or otherwise pose a threat to neighbors or other persons. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Protection Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Protection Guarantee as portions of the Project protection, security, and safety are reduced. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. (b) Site Enhancement Guarantee. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Enhancement Escrow Funds"), or other financial security acceptable to the City Attorney, and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: Page 11 of 22 In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by any permit or phase of permit for the Project and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Enhancement Escrow Funds from time to time as needed for the purposes of improving the appearance of any construction work already completed on the Project site and for installing any public improvements on or adjacent to the Project site. City shall use commercially reasonable discretion with respect to the manner of improving the appearance of construction work in progress as well as determining the public improvements to be installed. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Enhancement Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Enhancement Guarantee as portions of the Project pertaining to its appearance, or the installing of any public improvements on or adjacent to the Project are substantially performed. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. 5.2 Performance Guarantees. 5.2.1 Public and Private Improvements. (a) Public and Private Improvements Itemized. (i) Itemized costs for the Project's Landscape Improvements are provided in Exhibit D attached hereto and incorporated herein by this reference. (ii) Itemized costs for restoration of the Aspen Times building which is to be preserved are provided in Exhibit E attached hereto and incorporated herein by this reference. (iii) Itemized costs for the Project's Public Infrastructure Improvements are provided in Exhibit F attached hereto and incorporated herein by this reference. (iv) Itemized costs for the Project's Storm Water and Drainage Improvements are provided in Exhibit G attached hereto and incorporated herein by this reference. (b) Security for Landscape Improvements. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent Four Hundred and Eighty -Four Thousand Five Hundred and Ninety -Nine U.S. Dollars ($485,599) in cash or wired Page 12 of 22 funds (the "Landscape Escrow Funds"), or other financial security acceptable to the City Attorney, as security for the installation and the continued maintenance and replacement of the Landscaping Improvements ("Landscape Improvements") for a period of two (2) years after installation. The Landscape Improvements are described in Sheet L 1 (see Section 4.1 (a) above). The Landscape Escrow Funds shall constitute the total of all security required for the installation and the continued maintenance and replacement of all the Landscape Improvements. (i) Installation. (a) As portions of the Landscape Improvements are completed, City shall promptly inspect them for compliance with Sheet L I. City shall promptly approve the Landscape Improvements if they conform to Sheet L1. Each time City approves the Landscape Improvements, or portions thereof as the case may be, City will promptly deliver written approval of such Landscape Improvements to Owner. (b) City may reject the Landscape Improvements if they do not conform to Sheet L 1; provided, however, that notice of any such rejection shall be promptly delivered to Owner and Owner shall thereafter have reasonable opportunity to cure not to exceed one hundred twenty (120) days unless such rejected item(s) is not reasonably capable of being cured within such 120-day period in which case Owner shall use commercially reasonable efforts to cure as soon thereafter as is reasonably practicable. After Owner performs cure measures, City will promptly inspect the Landscape Improvements previously rejected. If City finds that the previously rejected Landscape Improvements have been completed as per Sheet L1, City shall promptly approve same and promptly deliver written approval of such Landscape Improvements to Owner. (c) If City finds that the Landscape Improvements previously rejected have not been cured as per Sheet L1, then City and Owner shall have fourteen (14) days after the date of delivery of City's finding to Owner, to reach written resolution regarding the Landscape Improvements rejected by City. If Owner and City are not able to reach resolution within such 14-day period, then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's finding would be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. (d) If Board finds that City's determination was correct and Owner does not appeal under C.R.C.P. Rule 106(a)(4), then Owner shall have a commercially reasonable period of time to correct the Landscape Improvements in order that they conform to Sheet L 1. City will promptly inspect Owner's corrective action for compliance with Sheet L 1. If the Landscape Improvements conform to Sheet L1, then City will approve same and promptly deliver written approval of such Landscape Improvements to Owner. (e) If City rejects such corrective action, then City will promptly notify Owner of such rejection and no sooner than thirty (30) days after delivery of such notice to Owner, City may cause the rejected portion of Landscape Improvements to be completed as per Sheet L 1 and the costs of such corrective action shall be paid from the Escrow Funds. Page 13 of 22 • • (f) In the event that Board finds in favor of Owner, then the Landscape Improvements in issue shall immediately and automatically be deemed complete as per Sheet L1 without requirement of any further action. (g) If Owner appeals under C.R.C.P. Rule 106(a)(4), all City action regarding the Landscape Improvements in issue shall be deemed immediately and automatically stayed pending final determination by the Court, including any appeals. (ii) Final Inspection. (a) Upon expiration of the 2-year period, City will promptly conduct final inspection of the Landscape Improvements to determine if they have survived. If the Landscape Improvements have survived, City shall promptly deliver notice of final approval to Escrow Agent and Escrow Agent shall immediately release all remaining Landscape Escrow Funds to Owner. (b) If any of Landscape Improvements have not survived, then processes and procedures set forth in Section 5.2.1 (b) (i) including, without limitation, those pertaining to inspection, approval, rejection, notice, cure, resolution, appeal, submission of dispute to Board, appeals per C.R.C.P. Rule 106(a)(4), and other similar provisions shall apply. (iii) Extensions. Periods of time prescribed under this Section 5.2.1 (b) shall be extended as reasonably necessary to accommodate seasonal conditions that prevent or impair completion or cure of Landscape Improvements or inspection of same. Upon expiration of any such extended period of time and final inspection and approval by City, all remaining Landscape Escrow Funds shall be promptly released and delivered to Owner. (iv) Force Mae ure. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for such reasonable period of time as shall be agreed upon by the parties. No consent to extend for the preceding reasons or causes shall be unreasonably withheld, conditioned or delayed. (v) Early Release of Funds. Notwithstanding the 2-year term of the escrow period, as portions of Landscape Improvements are completed, City, in its discretion, may release to Owner portions of the estimated costs of the Landscape Improvements as itemized on Exhibit D, prior to expiration of the 2-year escrow period. (vi) Commercially Reasonable. All determinations or other action by City shall be made and undertaken in a commercially reasonable manner. (vii) Exhaustion of Section 5.2.1 (b) Requirements. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this section 5.2.1 (b) shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Section 5.2.1 (b). Page 14 of 22 (c) Security for Other Improvements. This Section 5.2.1 (c) shall not apply to Landscape Improvements, which shall be governed by the preceding Section 5.2.1 (b). Before the issuance of a Building Permit for the Project, Owner shall deposit with Escrow Agent Three Million Three Hundred and Forty -Six Thousand One Hundred and Eighty -Six U.S. Dollars ($3,346,186) in cash or wired funds ("Improvements Escrow Funds"), or other financial security acceptable to the City Attorney, as security for the completion of the Public and Private Improvements ("Improvements") itemized on Exhibits E, F & G attached hereto. It is further agreed that the Improvements Escrow Funds described above shall constitute the total of all security required for completion of all Improvements which Owner is required to perform. For purposes hereof "Substantially Complete" or "Substantial Completion" shall mean that City has inspected the Improvements and has reasonably determined that they are Substantially Complete in compliance with applicable specifications and has issued a Certificate of Substantial Completion or similarly intended form of approval. Subject to provisions below in Section 5.2.1 (c) including, without limitation, partial release provisions, the Improvements Escrow Funds representing the cost of part or all of the Improvements (as itemized on Exhibits E, F & G) which are Substantially Complete shall be immediately released to Owner. If there is any balance remaining in the Escrow Funds after all partial releases and all Improvements are Substantially Complete, all such remaining funds shall be immediately released to Owner upon delivery of written notice to Escrow Agent by Owner directing such delivery. (d) Escrow Release Provisions. Upon delivery by Owner of written notice that the Improvements or any part or parts thereof are complete and ready for inspection ("Request for Inspection") along with a showing of the value of the Improvements or part(s) thereof completed, City will, within fourteen (14) days, inspect the Improvements identified in the Request for Inspection, to determine whether or not such Improvements are Substantially Complete. If City finds that the Improvements identified in the Request for Inspection are Substantially Complete, City shall, within seven (7) days, deliver a written Certificate of Substantial Completion to Owner and Escrow Agent. Upon receipt of a Certificate of Substantial Completion for Improvements identified in the Request for Inspection, the Escrow Agent shall immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete. Pursuant to Section 26.445.070(C)(4) of the Land Use Code, ten percent (10%) of the value of the Improvement(s) set forth in City's Certification of Substantial Completion shall be retained by the Escrow Agent. If no Certificate of Substantial Completion is delivered within such 7-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no Certificate of Substantial Completion was delivered. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If the cost to Substantially Complete the Improvements, or part(s) thereof, is less than the corresponding amount itemized in each of Exhibits E, F & G attached hereto, and City certifies that such Improvements, or part (s) thereof, are Substantially Complete, Escrow Agent Page 15 of 22 shall immediately release to Owner the total itemized amount (per Exhibit E, F &G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) required to be withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code. If City finds that all or a portion of the Improvements identified in the Request for Inspection are not Substantially Complete, City shall furnish a letter of potential deficiencies to Owner and Escrow Agent within fourteen (14) days of such finding. Any such letter of potential deficiencies shall specify which Improvements identified in the Request for Inspection are potentially deficient. If a letter of potential deficiencies is issued which specifies a portion of the Improvements identified in the Request for Inspection as potentially deficient, then all Improvements identified in such Request for Inspection which are not specified as being potentially deficient shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent with a copy to City that the Improvements not specified in the letter of potential deficiencies are Substantially Complete. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If no letter of potential deficiency is furnished within the said 14-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. With respect to any Improvements identified in the Request for Inspection that are specified as potentially deficient in a letter of potential deficiencies as provided hereunder, Owner shall have a reasonable period of time to cure any such potential deficiencies. After performing cure measures, Owner shall submit to City a Request for Inspection, along with a showing of the cost of the Improvements completed. City will, within fourteen (14) days, inspect the Improvements previously identified as potentially deficient to determine whether or not such Improvements have been made Substantially Complete. If City reasonably finds that the Improvements previously identified as potentially deficient have been made Substantially Complete, City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City fails to respond to Owner's Request for Inspection regarding cure measures taken as to previously identified potentially deficient Improvements within such 7-day period, all such Improvements identified in the Request for Page 16 of 22 9 . Inspection shall automatically be deemed Substantially Complete. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City reasonably finds that the Improvements previously identified as potentially deficient have not been made Substantially Complete then City and Owner shall have fourteen (14) days after the date of City's finding, to reach written resolution regarding the Improvements determined by City to be potentially deficient. If Owner and City are not able to reach resolution within such 14-day period then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's findings shall be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. If Owner has not applied to the District Court for review of the determination of the Board within the time set forth pursuant to C.R.C.P. 106(a)(4) and has not obtained a Certificate of Substantial Completion from City regarding the potentially deficient Improvements within such time or such additional time as may be reasonably needed by Owner under the circumstances, City may cause the potentially deficient Improvements to be Substantially Complete and the costs of making the potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. If Board finds that City's determination was correct, then Owner, in addition to appeal rights, shall have the right to take such corrective action as may be reasonably necessary to correct the Improvements found by Board to be potentially deficient. Upon completion of such corrective action, Owner will submit to City a Request for Inspection. If City determines that Improvements found by Board to be potentially deficient have been made Substantially Complete then City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City determines that Improvements found by the Board to be potentially deficient remain potentially deficient then City may cause such potentially deficient Improvements to be Substantially Complete and the costs of making such potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. In the event Board finds in favor of Owner, then the Improvements in issue shall automatically be deemed Substantially Complete without requirement of any further action. Page 17 of 22 Owner need only provide written notice to Escrow Agent, with a copy to City, that Board found in favor of Owner. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from Board. Upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. Notwithstanding anything to the contrary contained herein, after any and all partial releases, and once all Improvements are Substantially Complete, the ten percent (10%) withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code shall be immediately released by Escrow Agent to Owner. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for a reasonable period of time, as may be agreed upon by the parties. No agreement to extend may be unreasonably withheld, conditioned or delayed. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this Article V shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Article V. ARTICLE VI NON-COMPLIANCE AND REQUEST FOR AMENDMENTS OR EXTENSIONS In the event that City determines that Owner is not acting in substantial compliance with the terms of this Agreement, City shall notify Owner in writing specifying the alleged non-compliance and asking that Owner remedy the alleged non- compliance within such reasonable time as City may determine, but not less than thirty (30) days. If City determines that Owner has not complied within such time, City may issue and serve upon Owner a written order specifying the alleged non-compliance and requiring Owner to remedy the same within thirty (30) days. Within twenty (20) days of the receipt of such order, Owner may file with the City Council either a notice advising City that it is in compliance or a written request to determine either or both of the following matters: (a) whether the alleged non-compliance exists or did exist; or (b) whether a variance, extension of time or amendment to this Agreement should be granted with respect to any such non-compliance which is determined to exist. Upon the receipt of such request, City shall promptly schedule a meeting of the parties to consider the matters set forth in the order of non-compliance. The meeting of the parties shall be convened and conducted pursuant to the procedures normally Page 18 of 22 9 • established by City. If City determines that a non-compliance exists which has not been remedied, it may issue such orders as may be appropriate, including the imposition of daily fines until such non-compliance has been remedied, the withholding of permits and/or certificate of occupancy, as applicable; provided, however, that no order shall terminate any land use approval. City may also grant such variances, extensions of time or amendments to this Agreement as it may deem appropriate under the circumstances. In addition to the foregoing, Owner may, on its own initiative, petition City for a variance, an amendment to this Agreement or an extension of one or more of the time periods required for performance hereunder. City may grant such variances, amendments to this Agreement, or extensions of time as it may deem appropriate under the circumstances. The parties expressly acknowledge and agree that City shall not unreasonably refuse to extend the time periods for performance hereunder if Owner demonstrates that the reasons for the delay(s) which necessitate said extension(s) result from acts of God or other events beyond the reasonable control of Owner, despite good faith efforts on its part to perform in a timely manner. ARTICLE VII GENERAL PROVISIONS 7.1 The provisions hereof shall bind and benefit Owner and City and their respective successors and assigns. 7.2 This Agreement shall be subject to and construed in accordance with the laws of the State of Colorado. 7.3 If any of the provisions of this Agreement or any paragraph, sentence, clause, phrase, word, or section or the application thereof in any circumstance is invalidated, such invalidity shall not affect the validity of the remainder of this Agreement, and the application of any such provision, paragraph, sentence, clause, phrase, word, or section in any other circumstance shall not be affected thereby. 7.4 This Agreement and the exhibits attached hereto contain the entire understanding between the parties hereto with respect to the transactions contemplated hereunder. Owner, its successors or assigns, may, on its own initiative, petition the City Council for an amendment to this Agreement or for an extension of one or more of the time periods required for performance hereunder. The City Council shall not unreasonably deny such petition for amendment or extension after considering all appropriate circumstances. Any such amendments or extensions of time shall only become effective upon the execution by all parties hereto that are affected by the proposed amendment. 7.5 Numerical and title headings contained in this Agreement are for convenience only, and shall not be deemed determinative of the substance contained herein. As used herein, where the context requires, the use of the singular shall include the plural and the use of any gender shall include all genders. Page 19 of 22 & 0 7.6 Upon execution of this Agreement by all parties hereto, City agrees to approve and execute the Final Plat and to approve the Approved Plan Set and to accept the same for recordation in the Office of the Clerk and Recorder of Pitkin County, Colorado, upon payment of the recordation fees by Owner. 7.7 Notices to be given to the parties to this Agreement shall be considered to be given if hand delivered or if deposited in the United States Mail to the parties by certified mail, return receipt requested, or when sent via facsimile or electronic transmission, at the addresses indicated below, or such other addresses as may be substituted upon written notice by the parties or their successors or assigns: CITY: City of Aspen City Manager 130 South Galena Street Aspen, CO 81611 (Fax No. OWNER: Iconic Properties — Jerome, LLC c/o Friedkin Companies, Inc. Attn: Eric Williamson 1375 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5618 (Email: ewilliamson@friedkin.com) With a copy to: Kim Jacobson 1575 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5296) (Email: kjacobson@friedkin.com) 7.8 This Agreement may be executed in counterparts, in which case all such counterparts together shall constitute one and the same instrument which is binding on all of the parties thereto, notwithstanding that all of the parties are not signatory to the original or the same counterpart. Facsimile and email signatures shall be treated as original signatures hereon. 7.9 The terms, conditions, provisions and obligations herein contained shall be deemed covenants that run with and burden the Property and any and all owners thereof or interests therein, their respective successors, grantees or assigns, and further shall inure to the benefit of and be specifically enforceable by or against the parties hereto, their respective successors, grantees or assigns. (The remainder of this page is intentionally blank; counterpart signature and acknowledgment pages follow) Page 20 of 22 • IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and year first above written. CITY: CITY OF ASPEN, COLORADO, a Colorado municipal corporation Steve Skadron, Mayor Attest: City Clerk APPROVED AS TO FORM: James True, City Attorney STATE OF COLORADO § COUNTY OF PITKIN § The foregoing instrument was acknowledged before me this day of , 2017, by Steve Skadron as Mayor and as City Clerk of the City of Aspen, Colorado, a municipal corporation. Witness my hand and official seal. My commission expires: Notary Public OWNER: ICONIC PROPERTIES — JEROME, LLC a Delaware limited liability company By: Iconic Properties, L.L.C. its Manager By: Name: Title: (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdivision/PD Development Agreement) ti STATE OF COLORADO COUNTY OF PITKIN The foregoing instrument was acknowledged before me this , 2017, by , as day of of Iconic Properties, L.L.C, the manager of Iconic Properties — Jerome, LLC, a Delaware limited liability company. Witness my hand and official seal. My commission expires: Notary Public (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdivision/PD Development Agreement) • 0 HASELDEN CONSTRUCTION EXHIBIT D ASPEN TIMES/HOTEL JEROME LANDSCAPEIMPROVEMENTS �- • • 03.5 Main & Mill St 32H Landscaping / Irrigation Mobilization / Supervision / Equipment Main St - Silva Cell Mill St - Silva Cell Celebration Maple - 3" cal Accolade Elm - 3" cal Tree Stakes/Guying Total 32H Landscaping / Irrigation 05 Courtyard 32H Landscaping / Irrigation 5.1 - Planter Bowls 5.2 - Planter Pot - Large 5.3 - Planter Pot - Small Mobilization / Supervision / Equipment Irrigation - Material & Labor / Zone Irrigation - Backflow Preventor Sod Crane to set Character Tree Courtyard Character Tree (Norway Maple) - Autumn Blaze Maple - 3"cal Crab Spring Snow - 5" cal Aspen Single - 3" cal Tree Stakes/Guying Kinnikinnick Massachuse - 1gal Cotoneaster Peking - 5gal Juniper Armstrong - 5gal Sumac Dwarf Flagrant - 5gal Spirea Frobel - 5gal Male Fern - 1 gal Allium Melenium Bulb Allium Schuberti Bulb Columbine Rocky Mountain - 1gal False Forget-me-not - 1 gal Larkspur Magic Fountains - 1gal Hosta Honey Bells - 1 gal Iris - Ceasears Brother - 1gal Iris - Iris Siberian - 1gal Lavendar - Deep Blue - 1 gal Salvia - Blue - 1 gal Stonecrop Dragon's Blood - 1gal Annuals Honeysuckle - Hall's - 1 gal Virginia Creeper - 1gal Steel Edger 1 LS $ 20,000.00 $ 20.000 136 LF $ 134.80 $ 18,332 198 LF $ 134.80 $ 26,689 8 EA $ 1,172.98 $ 9,384 9 EA $ 963.38 $ 8,670 17 EA $ 25.00 $ 425 r $ 83,501 8 EA $ 1,207.50 $ 9,660 34 EA $ 962.50 $ 32,725 13 EA $ 946.40 $ 12,303 1 LS $ 12,500.00 $ 12,500 15 EA $ 3,500.00 $ 52,500 1 EA $ 5,000.00 $ 5,000 1250 SF $ 1.66 $ 2,075 1 EA $ 10,000.00 $ 10,000 1 EA $ 17,500.00 $ 17,500 6 EA $ 1,172.98 $ 7,038 7 EA $ 1,500.00 $ 10,500 5 EA $ 810.05 $ 4,050 18 EA $ 25.00 $ 450 50 EA $ 45.00 $ 2,250 50 EA $ 50.94 $ 2,547 50 EA $ 55.00 $ 2,750 50 EA $ 58.61 $ 2,931 50 EA $ 50.94 $ 2,547 20 EA $ 24.48 $ 490 80 EA $ 32.15 $ 2,572 80 EA $ 32.15 $ 2,572 80 EA $ 19.69 $ 1,575 80 EA $ 26.40 $ 2,112 80 EA $ 26.40 $ 2,112 20 EA $ 26.40 $ 528 80 EA $ 26.40 $ 2,112 80 EA $ 24.48 $ 1,958 80 EA $ 26.40 $ 2,112 80 EA $ 18.73 $ 1,498 50 EA $ 18.73 $ 937 1 LOT $ 5,000.00 $ 5,000 12 EA $ 24.48 $ 294 12 EA $ 32.15 $ 386 80 LF $ 3.68 $ 294 Organic Soil Amendments - Sod 40 CY $ 214.35 $ 8,574 Organic Soil Amendments - Planter Bed's 30 CY $ 263.15 $ 7,895 Organic Soil Amendments - Planters & Pots 1 CY $ 6,500.00 $ 6,500 Arborist Root Prunning 1 LS $ 575.00 $ 575 Soil Test 1 LS $ 143.75 $ 144 *** Total 32H Landscaping / Irrigation $ 239,565 $ 323,066 1 L THE CITY of ASPEN DEC 2 1 2016 Land Use Application r Determination of Completeness - T Date: December 19, 2016 Dear City of Aspen Land Use Review Applicant, We have received your land use application for Aspen Times and Hotel Jerome, Planned Development Approval Documents and have reviewed it for completeness. ❑ Your Land Use Application is complete: Please submit the following to begin the land use review process. ❑ Review deposit of $1,950.00. ❑ One additional hard copy of the entire application. Other submission items may be requested throughout the review process as deemed necessary by the Community Development Department. Please contact me at 429-2797 if you have any questions. Thank You, Ju Barker, Senior Planner City of Aspen, Community Development Department For Office Use Only: Qualifying Applications: Mineral Rights Not' Required New PD Yes No Subdivision, or PD (creating more than 1 additional lot) GMQS Allotments Residential Affordable Housing Yes No Commercial E.P.F. Lodging • • , VANN ASSOCIATES, LLC Planning Consultants December 15, 2016 'OEC 16 2016 HAND DELIVERED Mr. Justin Barker Aspen Community Development Department 130 South Galena Street Aspen, CO 81611 Re: Aspen Times/Hotel Jerome Subdivision/PD - Recordation Documents Dear Justin: Attached for the Community Development Department's review and approval are the recordation documents for the Aspen Times/Hotel Jerome Subdivision/PD. The documents include the Project's Development Agreement, Approved Plan Set, a Subdivision Plat depicting the merger of the Aspen Times and Hotel Jerome proper- ties, and a Vacation Plat for the portion of the alley in Block 79 that was vacated in connection with the Project's approval. Upon completion of your review, we will revise the documents in the event required, and provide you with executed copies for recordation with the Pitkin County Clerk and Recorder. The documents are submitted pursuant to Sections 26.445.090 and 26.490.040 of the Aspen Land Use Regulations (the "Regulations") by Iconic Properties - Jerome, LLC (hereinafter "Applicant"), the owner of the Aspen Times and Hotel Jerome properties (see Exhibit 1, Pre -Application Conference Summary, attached hereto. A Title Commitment evidencing the Applicant's ownership of the properties is attached as Exhibit 2. Permission for Vann Associates, LLC to represent the Applicant and an Application Fee Agreement are attached as Exhibits 3 and 4, respectively. Final approval for the Project was granted by the Historic Preservation Commission pursuant to Resolution No. 34, Series of 2016 (see Exhibit 5). Pursuant to Section 3 of the Resolution, the Applicant must submit the above documents to the Community Development Department within 180 days of the issuance of the Development Order memorializing the approval. The Development Order was issued on December 2, 2016 (see Exhibit 6). The amended documents, therefore, must be recorded on or before May 31, 2017. P.O. Box 4827 • Basalt, Colorado 81621 • 970/925-6958 • Fax 970/920-9310 van nassociatesCocomcast. net 0 • Mr. Justin Barker December 15, 2016 Page 2 The Development Agreement is attached as Exhibit 7. The Agreement contains all of the relevant conditions contained in the various approval documents referenced in Article II, Section 2.1 of the Agreement, and addresses the applicable requirements of Section 26.490.040 of the Regulations. The Approved Plan Set, Subdivision Plat and Vacation Plat accompany this letter. Should you have any questions, or if I can be of any further assistance, please do not hesitate to call. Your timely review of the recordation documents would be sincerely appreciated as the Applicant wishes to submit for a building permit in as timely a manner as possible. Yours truly, VANIJASSOC IATE LC SV:cwv Attachments cc: Gideon Kaufman d: \oldc\bus\city.Itr\Itr609I4. jb8 • EXHIBIT CITY OF ASPEN PRE -APPLICATION CONFERENCE SUMMARY PLANNER: Justin Barker, 429.2797 DATE: 12.6.16 PROJECT: 310 & 330 E. Main Street REPRESENTATIVE: Sunny Vann, 925.6958 DEC 16 2016 REQUEST: Approval Documents DESCRIPTION: The Applicant has obtained land use approvals for Final Planned Development. Approval was granted by HPC on November 30. 2016 via Ordinance 34, Series of 2016. The following final documents are required to be updated and recorded to reflect the changes: final PD plan set reflecting the design changes, a PD/Subdivision Agreement, Right-of-way Vacation Plat, Subdivision/PD Plat. The applicant currently has a deadline of May 31, 2017 to record the documents (180 days from issuance of Development Order — December 2, 2016). If additional time is needed, the applicant may request an extension. All documents are reviewed administratively. No public hearings are required. In addition to Planning staff review, the Engineering and Parks Departments, and City Attorney's Office will review the recordation documents. Relevant Land Use Code Section(s): 26.304 26.445 26.490 Common Development Review Procedures Planned Development Approval Documents http://www.aspenPitkin.com/Departments/Community-DevelopmenUplanning-and-Zoning/Title-26-Land-Use-Code/ Review by: • Staff for complete application and approval of documents Planning Fees: Planning Deposit — $975 for 3 hours (additional time is billed at $325 per hour) Referral Fees: Parks Department - $650 flat fee Engineering Department - $325 deposit (additional time is billed at $325 per hour) City Attorney's Office — no deposit, but time is billed at $325 per hour Total Deposit: $1,950 To apply, submit one (1) copy of the following information: ❑ Completed Land Use Application and signed fee agreement. ❑ Pre -application Conference Summary (this document). ❑ Street address and legal description of the parcel on which development is proposed to occur, consisting of a current (no older than 6 months) certificate from a title insurance company, or attorney licensed to practice in the State of Colorado, listing the names of all owners of the property, and all mortgages, judgments, liens, ASLU Approval Documents Hotel Jerome 1 easements, contracts and agreements affecting the parcel, and demonstrating the owner's right to apply for the Development Application. ❑ Applicant's name, address and telephone number in a letter signed by the applicant which states the name, address and telephone number of the representative authorized to act on behalf of the applicant. ❑ HOA Compliance form (Attached). If the copy is deemed complete by staff, the following items will then need to be submitted: ❑ Total deposit for review of the application. ❑ 1 additional hard copy of the complete application packet. ❑ Electronic copy of all document. Word format is preferred for all text documents. Disclaimer: The foregoing summary is advisory in nature only and is not binding on the City. The summary is based on current zoning, which is subject to change in the future, and upon factual representations that may or may not be accurate. The summary does not create a legal or vested right. t2/12/2016 8:42 AM Commitment No.: 454-HO491018-610-ETO Commonwealth Land Title Insurance Company COMMITMENT SCHEDULE A Commitment No: 454-HO491018-610-ETO I. Effective Date: December 2, 2016 at 7:00 A.M. 2. Policy or policies to be issued: Proposed Insured (a) ALTA Loan Policy 6-17-06 To be determined Policy Amount TBD 3. The estate or interest in the land described or referred to in this Commitment is: A Fee Simple and Easement 4. Title to the estate or interest in the land is at the Effective Date vested in: 5. The land referred to in this Commitment is described as follows: See Attached Legal Description (for informational purposes only) 310, and 330 East Main Street, Aspen, CO 81611 PREMIUMS: Tax Cert: $20.00 Title search fee: $550.00 EXHIBIT a a Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. t2/12/2016 8:42 AM Commitment No.: 454-HO491018-610-ETO Attached Legal Description PARCEL A: A parcel of land situated in the City and Townsite of Aspen, Colorado, being all of Lots A, B, C, D, E, F, G, H, I, O, P, Q, R, S, and the East 20.00 feet of Lot N, all in Block 79, together with the East 170.00 feet of the Alley in said Block 79, Vacated by Ordinance No. 1 (Series of 1951) of the City of Aspen, Colorado, according to the Hotel Jerome Lot Line Adjustment and Subdivision Exemption Plat filed June 12, 1991 at Reception No. 331521, in Plat Book 26 at Page 52, also described as follows: Beginning at the Southeast Comer of said Block 79 (An aluminum disk marked "16129 McBride"); thence N 75009' l 1" W 170.78 feet along the Northerly line of East Main Street to the Southwest Corner of the East 20.00 feet of Lot N; thence N 14°50'49" E 100.00 feet along the West line of the East 20.00 feet of Lot N; thence S 75'09' 11" E 0.78 feet along the South line of the Alley in said Block 79 to the West side of the Vacated portion of the Alley in said Block 79; thence N 14'50'49 " E 20.39 feet along the West side of the Vacated portion of the Alley in said Block 79, thence N 75*09' 11" W 101.40 feet along the North line of the Alley in said Block 79; thence N 14°50'49" E 100.00 feet along the East line of North Monarch Street to the Northwest Comer of said Block 79; thence S 75'09' 11" E 271.40 feet along the South line of East Bleeker Street to the Northeast Comer of said Block 79; thence S 14°50'49" W 119.39 feet along the West line of North Mill Street; thence S 75*09' 11" E 0.50 feet; thence S 14°50'49" W 100.70 feet; thence N 75'09' 11" W 0.50 feet; thence S 14°50'49" W 0.30 feet to the point of beginning. Said parcel more particularly described as surveyed: A PARCEL OF LAND SITUATED IN THE CITY AND TOWNSITE OF ASPEN, COLORADO, BEING ALL OF LOTS A, B, C, D, E, F, G, H,1, O, P, Q, R, S, AND THE EAST 20.00 FEET OF LOT N, ALL IN BLOCK 79, TOGETHER WITH THE EAST 170.00 FEET OF THE ALLEY IN SAID BLOCK 79, VACATED BY ORDINANCE NO. l (SERIES OF 1951) OF THE CITY OF ASPEN, COLORADO, ACCORDING TO THE HOTEL JEROME LOT LINE ADJUSTMENT AND SUBDIVISION EXEMPTION PLAT FILED JUNE 12, 1991 AT RECEPTION NO. 331521, IN PLAT BOOK 26 AT PAGE 52, ALSO DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID BLOCK 79, A BRASS DISK L.S. #19598 FOUND IN PLACE, THE POINT OF BEGINNING; THENCE N75°09' 11 "W 170.78 FEET ALONG THE NORTHERLY LINE OF EAST MAIN STREET TO THE SOUTHWEST CORNER OF THE EAST 20.00 FEET OF LOT N, A NO.4 REBAR FOUND IN PLACE; THENCE N 14°50'49"E 100.00 FEET ALONG THE WEST LINE OF THE EAST 20.00 FEET OF LOT N, A REBAR AND CAP L.S. #19598 FOUND IN PLACE; THENCE S75109' 11 "E 0.78 FEET ALONG THE SOUTH LINE OF THE ALLEY IN SAID BLOCK 79 TO THE WEST SIDE OF THE VACATED PORTION OF THE ALLEY IN SAID BLOCK 79 (WHENCE A REBAR & CAP L.S. #16129 BEARS N08°W 0.47 FEET); THENCE N14°50'49"E 20.39 FEET ALONG THE WEST SIDE OF THE VACATED PORTION OF THE ALLEY IN SAID BLOCK 79 (WHENCE A REBAR &.CAP L.S. #19598 BEARS N75009'11"W 1.00 FEET); THENCE N75°09'11"W 101.40 FEET ALONG THE NORTH LINE OF THE ALLEY IN SAID BLOCK 79 (WHENCE A #5 REBAR BEARS N35°E 0.67 FEET);THENCE N14°50'49"E 100.00 FEET ALONG THE EAST LINE OF NORTH Copyright American Land Tide Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ,,,iiiii .� ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American , TF Land Title Association. «� 12/12/2016 8:42 AM Commitment No.: 454-H0491018-610-E7'O MONARCH STREET TO THE NORTHWEST CORNER OF SAID BLOCK 79 (WHENCE A REBAR & CAP L.S. #16129 BEARS N73°E 0.59 FEET); THENCE S75°09' 11 "E 271.40 FEET ALONG THE SOUTH LINE OF EAST BLEEKER STREET TO THE NORTHEAST CORNER OF SAID BLOCK 79, A REBAR & CAP L.S. #19598 FOUND IN PLACE; THENCE S14°50'49"W 119.39 FEET ALONG THE WEST LINE OF NORTH MILL STREET(WHENCE A REBAR & CAP L.S. #19598 BEARS N14D50'49"E 0.50 FEET); THENCE S75009'I VE 0.50 FEET; THENCE S14°50'49"W 100.70 FEE, A BRASS DISK L.S. #19598 FOUND IN PLACE; THENCE N75°09'11 "W 0.50 FEET, A BRASS DISK L.S. #19598 FOUND IN PLACE; THENCE S 14°50'49" W 0.30 FEET TO THE POINT OF BEGINNING. PARCEL B: A non-exclusive easement for purposes of maintaining two existing window wells, a portico and a stairwell to the basement of the Hotel Jerome as set forth in an encroachment agreement recorded March 5, 1992 in Book 671 at Page 33 (Affects Parcel A). PARCEL C• All of Lot M, the West ten feet of Lot N, and the East one-half of Lot L, The said East one-half of Lot L being more particularly described as follows: that portion of Lot L lying easterly of a line drawn parallel with the side lines of Lot L and equidistant therefrom and extending to the end lines of said Lot; all of said property being in Block 79, City and Townsite of Aspen, County of Pitkin, State of Colorado. To be known as, upon compliance with requirements (h) and (i) herein: Parcel A• A PARCEL OF LAND SITUATED IN THE CITY AND TOWNSITE OF ASPEN, COLORADO, BEING ALL OF LOTS A, B, C, D, E, F, G, H, I, M, N, O, P, Q, R, S, THE EAST HALF OF LOT L, ALL PORTION OF THE VACATED ALLEY IN BLOCK 79 AND THAT PORTION OF MILL STREET ACCORDING TO THE HOTEL JEROME LOT LINE ADJUSTMENT AND SUBDIVISION EXEMPTION PLAT FILED JUNE 12, 1991 AT RECEPTION NO. 331521, IN PLAT BOOK 26 AT PAGE 52, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID BLOCK 79 (A NO. 5 REBAR AND YELLOW PLASTIC CAP LS 19598); THENCE S 14°50'49" W ALONG THE WEST LINE OF NORTH MILL STREET A DISTANCE OF 119.39 FEET (WHENCE A WITNESS CORNER A REBAR & CAP LS19598 BEARS N14°50'49"E 0.50 FEET); THENCE S75'09' 11 "E A DISTANCE OF 0.50 FEET; THENCE S 14050'49" W A DISTANCE OF 100.70 FEET TO A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75°09'11 "W A DISTANCE OF 0.50 FEET TO A POINT ON THE AFOREMENTIONED WEST LINE OF NORTH MILL STREET, A BRASS DISK LS19598 FOUND IN PLACE; THENCE S14"50'49"W ALONG SAID WEST LINE A DISTANCE OF 0.30 FEET TO A POINT ON THE NORTHERLY LINE OF EAST MAIN STREET, A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75°09'11"W ALONG SAID NORTHERLY LINE A DISTANCE OF 225.78 FEET TO THE SOUTHWEST CORNER OF THE EAST HALF OF LOT L (WHENCE A WITNESS CORNER A PK NAIL AND ALUMINUM TAG LS25947 BEARS: S14°50'49"W 1.00 FOOT); THENCE N14°50'49"E A DISTANCE OF 120.39 TO A POINT ON THE NORTH LINE OF THE ALLEY IN SAID BLOCK 79; THENCE N75009'11"W ALONG SAID NORTH LINE A DISTANCE OF 45.62 FEET TO A POINT ON THE EASTERLY LINE OF NORTH MONARCH STREET (WHENCE A NO. 5 REBAR BEARS N35°E 0.67 FEET); THENCE N14050'49"E ALONG SAID EAST LINE A DISTANCE OF 100.00 FEET TO THE NORTHWEST CORNER OF SAID BLOCK 79; (WHENCE A WITNESS CORNER A NO. 5 REBAR & YELLOW PLASTIC CAP LS16129 BEARS N730E 0.59 FEET); THENCE S75009'1l"E ALONG THE SOUTH LINE OF EAST BLEEKER STREET A DISTANCE OF 271.40 FEET TO THE POINT OF BEGINNING. Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and «,. ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American 1AND IMI Land Title Association. 9 0 17/12/2016 8:42 AM Commitment No.: 454-H0491018-610-ETO Parcel B: A non-exclusive easement for purposes of maintaining two existing window wells, a portico and a stairwell to the basement of the Hotel Jerome as set forth in an encroachment agreement recorded March 5, 1992 in Book 671 at Page 33 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 12/122016 8:42 Atvf Commitment No.: 454-HO491018-610-E"ITO SCHEDULE B — Section 1 Requirements The following requirements must be met: a. Pay the agreed amounts for the interest in the land and/or for the mortgage to be insured. b. Pay us the premiums, fees and charges for the policy. C. Obtain a certificate of taxes due from the county treasurer or the county treasurer's authorized agent. d. The Company will require that an Owner's Affidavit be completed by the party(s) named below before the issuance of any policy of title insurance. Party(s): k-rc m,,. L. d liabilir, cortr,r: The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit. C. Deed of Trust sufficient to encumber the estate or interest in the Land described or referred to herein for the benefit of the Proposed Insured Lender. Statement of Authority for Iconic Fs-oi)erjes - recorded February 10, 2015 at _ce!_i:, i \7o. 6117 C'z discloses the following person(s) authorized to sign on behalf of the entity, pursuant to Colorado Revised Statutes: Marcus A. Watts, President g. Furnish for recordation a full release of deed of trust: Amount: $47,500,000.00 Trustor/Grantor: !;ir Progerties - Jerome. L.L.C.. a Delaware limited fabilit`.' conipam. Trustee: Public Trustee of Pitkin County Recording Date: February 10, 2015 Recording No: r�eceutioli !e. Recordation of right-of-way vacation plat of a portion of Block 79, City of Aspen Recordation of Aspen Times/Hotel Jerome Subdivision/PD plat END OF REQUIREMENTS Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees andALT A members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American T<< Land Title Association. 12/12/2016 8:42 AM Commitment No.: 454-HO491018-610-ETO SCHEDULE B — Section 2 Exceptions Any policy we issue will have the following exceptions unless they are taken care of to our satisfaction: Any facts, rights, interests or claims that are not shown by the Public Records but which could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. Any encroachments, encumbrances, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by Public Records. 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. 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 the value the estate or interest or mortgage thereon covered by this Commitment. NOTE: The above exception will not appear on policies where closing and settlement has been performed by the Company. 6. Intentionally deleted. 7. Water rights, claims of title to water, whether or not these matters are shown by the Public Records. 8. All taxes and assessments, now or heretofore assessed, due or payable. Note: Upon payment of 2014 taxes, said exception will be amended to read: All taxes and assessments for the year 2015 and subsequent years, a lien but not yet due or payable. 9. Reservations and exceptions as set forth in the Deed from the City of Aspen recorded in and I f_ P1l-,e 1.9, i,i;( _ _e j' 20o: E,) L. (as t0 Parcel A) and _ oof� . �0 at P;-,�ie 262 (as to Parcels A and C) providing as follows: "That no title shall be hereby acquired to any mine of gold, silver, cinnabar or copper or to any valid mining claim or possession held under existing laws". 10. Terms, conditions, provisions, agreements and obligations contained in the Notice of Historic designation recorded January 13, 1975 in (Affects Parcels A and C) and Ordinance 9, Series of 1982 recorded April 30, 1982 in Boot____ a1 i''-_— (Affects Parcel A) and Ordinance 5, Series of 1987 recorded December 07, 1988 in Boo!: 55O at PaL . (Affects Parcel C) 11. Utility easement and encroachment of window wells, portico and stairwell as shown on the Hotel Jerome Lot Line Adjustment and Subdivision Exception Plat recorded June 12, 1991 in Plat : Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American 2 r<< Land Title Association. -�r 12/12/2016 8:42 AM Commitment No.:454-HO491018-610-ETO and Hotel Jerome Planned Unit Development recorded January 30, 2007 in Plat _ ook 82 ai (Affects Parcel A) Note: Encroachment agreement recorded March 05, 1992 in Sao` 671 , P, 7e ; 12. Ordinance No. 5, Series of 1983 recorded May 17, 1983 in _'aok 445 at Page 81. (Affects Parcel A) 13. Terms, conditions, provisions, agreements and obligations contained in the Encroachment agreement recorded March 05, 1992 in Pool: 671 at Pat_,e„ Affects Parcel A). 14. Terms, conditions, provisions, agreements and obligations contained in the Lease as set forth below: Recording Date: June 07, 2000 Recording No.. Recepti:_ _ _ _ (Affects Parcel C) 15. Roof overhangs disclosed on Survey of subject property recorded December 08. 2000 in Plat book 55 x (Affects Parcel C) 16. Resolution of the Aspen Historic Preservation Commission recorded May 19, 2006 at Reception itio. .,.---.--as Resolution No. 5 (Series of 2006). (Affects Parcel A) 17. Resolution of the Aspen Planning and Zoning Commission recorded October 26, 2006 at Reception No. as Resolution No. 29 (Series of 2006). (Affects Parcel A) 18. Resolution of the Aspen Historic Preservation Commission recorded January 25, 2007 at Reception �•. at Resolution No. 37 ( Series of 2006). (Affects Parcel A) 19. Ordinance No. 42, Series of 2006 by Aspen City Council recorded January 30, 2007 at l:ece!�ic _ 3 3926 and Notice of Approval thereto recorded March 20, 2012 at Reception 1 ... :"758-, and re- recorded April 27, 2012 at Z� �, ic,n and Amended Notice of approval recorded April 27, 2012 at P ,_-cemion No. 588634. (Affects Parcel A) 20. Terms, conditions, provisions, agreements and obligations contained in the 2007 Hotel Jerome PUD Agreement recorded January 30, 2007 at R-eception iVo. 533923 and Amendments thereto recorded at ' •i iun ',o- = ; ;6 6 and Reception :\:o. 58863' and Notice of Approval thereto recorded March 20. 2012 at Reception No. 587590 and amendment thereto recorded April 27, 2012 at FtcccgLio;l i "01. (Affects Parcel A) 21. Resolution No. 37 (Series of 2014) by the Aspen Historic Preservation Commission recorded December 19, 2014 at ieception 'No. 6161=;. 22. Terms, conditions, provisions, agreements and obligations contained in the Ordinance No. 1, Series of 2016 as set forth below: Recording Date: June 08, 2016 Recording No.: Reception No. 629856 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ,,,«,CA� ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. .•. 12/12/2016 8:42 AM Commitment No.: 454-HO491018-610-ETO 23. Any rights, interests. or claims which may exist or arise by reason of the following matters disclosed by survey, Job No.: - Dated: December 19.2014 Prepared by: High Country Engineering. Inc. Matters shown: Encroachment of garage entrance drive and snowmelt system (Affects Parcel A) 24. Terms, conditions, provisions, agreements and obligations contained in the Right -of -Way Vacation Plat as set forth below: Recording Date: Recording No.: 25. Terms, conditions, provisions, agreements and obligations contained in the Aspen Times/Hotel Jerome Subdivision/PD plat as set forth below: Recording Date: Recording No.: END OF EXCEPTIONS Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and! ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. • 0 EXHIBIT July 22, 2016 W. Justin Barker Aspen Community Development Department 130 South Galena Street Aspen, Colorado 81611 Re: Authorization to Represent Dear Mr. Barker: Please consider this letter to be our authorization for Sunny Vann of Vann Associates, LLC, Planning Consultants, to represent us in submitting and facilitating the processing of our application for Planned Development review of our proposed plans for restoration, renovation and improvement of our Aspen Times and Hotel Jerome properties. W. Vann is hereby authorized to act on our behalf with respect to matters reasonably pertaining to submission and your review of our application. Should you have any questions, or if I can be of any further assistance, please do not hesitate to call. Yours truly, ICONIC PROPERTIES- JEROME, LLC Eric Williamson, Vice President The Friedkin Group 1375 Enclave Parkway Houston, TX 77077 (713) 580-3651 -OkIN FOR PERMANEN MOT 2t _ 6LLk EXHIBIT >u Agreement to Pay Application Fees An agreement between the City of Aspen ("City") and Property /�G®�"S`!� 'Phone Owner ("I')!,✓��. Emai ' Address of Billing /C�S`j✓�/C/�j Property: Address: application) (send bills her (Subject of ��� �T,`�'� e I understand that the City has adopted, via Ordinance No., Series of 2011, review fees for Land Use applications and payment of these fees is a condition precedent to determining application completeness. I understand that as the property owner that I am responsible for paying all fees for this development application. For flat fees and referral fees: I agree to pay the following fees for the services indicated. I understand that these flat fees are non-refundable. $- 4C—_15� flat fee for /R $. flat fee for $. flat fee for $. flat fee for For Deposit cases only: The City and I understand that because of the size, nature or scope of the proposed project, it is not possible at this time to know the full extent or total costs involved in processing the application. I understand that additional costs over and above the deposit may accrue. I understand and agree that it is impracticable for City staff to complete processing, review and presentation of sufficient information to enable legally required findings to be made for project consideration, unless invoices are paid in full. The City and I understand and agree that invoices mailed by the City to the above listed billing address and not returned to the City shall be considered by the City as being received by me. I agree to remit payment within 30 days of presentation of an invoice by the City for such services. I have read, understood, and agree to the Land Use Review Fee Policy including consequences for no -payment. I agree to pay the following initial deposit amounts for the specified hours of staff time. I understand that payment of a deposit does not render and application complete or compliant with approval criteria. If actual recorded costs exceed the initial deposit, I agree to pay additional monthly billings to the City to reimburse the City for the processing of my application at the hourly rates hereinafter stated. er $ / 7� deposit for � hours of Community Development Department staff time_ Additional time above the deposit amount will be billed at $325.00 per hour. $ i26, deposit for hours of Engineering Department staff time. Additional time above the deposit amount will be billed at $325.00 per hour. City of Aspen: Jessica Garrow, AICP Community Development Director City Use: Fees Due: $Received $ Property Owner: i Name —_L f Title: March, 2016 City of Ai?en 1130 S. Galena St.1(970) 9-20 5'650 • � EXHIBIT RESOLUTION NO.34 (SERIES OF 2016) A RESOLUTION OF THE ASPEN HISTORIC PRESERVATION COMMISSION APPROVING PLANNED DEVELOPMENT - DETAILED REVIEW, MAJOR DEVELOPMENT FINAL, AND FINAL COMMERCiAL DESIGN FOR A SITE- SPECiFIC DEVELOPMENT PLAN FOR THE HOTEL JEROME PLANNED DEVELOPMENT LOCATED ON PROPERTIES COMMONLY KNOWN AS 310 & 330 E. MAiN STREET (LEGALLY DESCRIBED IN EXHIBIT A TO THIS RESOLUTION), CITY OF ASPEN, PITKIN COUNTY, COLORADO. Parcel IDs: 2737-073-21-001 & 2737-073-21-003 WHEREAS, the Community Development Department received an application for the I-lotel .lerome PD (the Application) from Iconic Properties-.lerome. I.LC (Applicant). represented by Vann Associates Im the following land use review approvals: • Planned Development - Detailed Review. pursuant to Land Use Code Chapter 26.445. • Commercial Design Reyiexy - Final. pursuant to Land Use Code Section 26.412. • Nlaior Development - Final for properties listed on the Inventory of Historic Landmark Sites and Structures. pursuant to land Use Code Section 26.415. WHEREAS, all code citation references are to the City of Aspen Land Use Code in effect on the day of initial application - September 8. 2014. as applicable to this Project: and. WHEREAS, the Community Development Department received referral comments from the :'aspen Consolidated Sanitation District. C itv Engineering. Building, Department. Fire Protection District. Environmental llealth Department. Parks Department. Aspen. itkin Count -,- I IOUSing Authority. Public Works Department. and the Transportation Department as a result of the Development Re\ie\\ Committee meeting: and. WHEREAS, said referral agencies and the aspen Community Development Department reviewed the proposed Application and recommended conditions: and. WHEREAS, pursuant to Chapter 26.304.060 of the Land Use Code. the Community Development Director may combine reviews where more than one (1) development appro\ al is being^ sotwht simultaneously: and. WHEREAS. all required public noticing was provided as evidenced by an affidat it of' public noticing submitted to the record. a summary of public outreach was provided by the applicant to meet the requirements of Land Use Code Section 26.304.035. and the public \vas provided a thorough and full review ofthe proposed development: and. WHEREAS, the Historic Preservation Commission reviewed the Application at a duly noticed public hearing on November 30. 2016. continued from 0ctober26. 2016 and November 9. 2016. during which the recommendations of the Community Development Director and RECEPTION#: 634522. 12/12/2016 at 09:42:06 AM. Hotel Jerome 1 OF 9. R $51.00 Doc Code RESOLUTION Resolution No. 34. Series ol'2016 Janice K. Vos Caudill. Pitkin County, CO Page I ol'9 n i comments from the public were heard by the Historic Preservation Commission. and approved with conditions via Resolution No. 34. Series of' 2016 by a five to one (5 - 1) vote. NOW, THEREFORE BE IT RESOLVED BV THE HISTORIC PRESERVATION COMMISSION OF THE CITY OF ASPEN, COLORADO THAT: Section 1: Approvals Pursuant to the procedures and standards set birth in Title 26 of the Aspen Municipal Code. the City of Aspen historic Preservation Commission hereby grants the hotel Jerome Planned Development — Detailed Review. Final Major Development and Final Commercial Design approvals. subiect to the conditions of approval as listed herein. The approved dimensions are attached as ENhibit B. 1. The center mullion shall be removed from the uround floor windo" and transom on the south ta4ade of the addition. 2. The sliding glass doors on the neN� addition shall be consolidated to tour doors. No other aspect of these doors shall change. 3. The development approvals granted herein shall constitute a site -specific development plan vested for a period of three (3) years from the date: of issuance of a development order. llowever. any failure to abide by am of the terms and conditions attendant to this approval shall result in the forfeiture of said vested property rights. Unless otherwise exempted or extended. failure to properly record all plats and agreements required to be recorded. as specified herein. within 180 days of the issuance date of the development order shall also result in the forfeiture of said vested property rights and shall render the development order void within the meaning; of Section ;6.104.050 (Void permits). Zoning that is not part of the approved site -specific development plan shall not result in the creation of a vested property right. No later than fourteen (14) days tollo\ying final approval otall requisite reviews necessary to obtain a development order as set forth in this Ordinance. the City Clerk shall cause to be published in a newspaper of general circulation within the Jurisdictional boundaries of the Cite of Aspen. a notice advising the general public of the approval of a site -specific development plan and creation ol' a vested property right pursuant to this Title. Such notice shall be substantialiv in the lollowino torm: Notice is hereby given to the general public of the approval of' a site -specific development plan. and the creation ol' a vested property right. valid for a period of three ( ;) years. pursuant to the 1_and Use Code of the City of Aspen and Title 24. Article 68. Colorado Re\ iced Statutes. pertaining to the followinO described property: 10 & 330 l". -lain Street. Nothing in this approval shall exempt the development order from subsequent reviews and approvals required by this approval of the general rules. regulations and ordinances or the City of Aspen provided that such reviews and approvals are not inconsistent with this approval. I otel Jerome Resolution No. 3.1. Series of 2016 Pace 2 of 9 The approval granted hereby shall be subject to all rights of referendum and .judicial review: the period of time permitted by law tier the exercise of such rights shall not begin to run until the date of publication of the notice of final development approval as required under Section 26304.070(A). The rights of referendum shall be limited as set forth in the Colorado Constitution and the Aspen Home Rule Charter. Pursuant to Section 26.445.090.A of the Land Use Code, the applicant shall submit an approved plan set to the Community Development Department within ) 80 days of Detailed Review approval that meets the requirements of Section 26.490.. Ihlnroral Doctune71.v. The 180 days shall commence upon the issuance ol'a Development Order. Section 2: Right -of -Way Vacation Plat The ,Applicant shall record a right-of-way vacation plat that meets the requirements of Land Use Code Section 26.490..Ilyworal Docrrnrents. and Municipal Code Title 29, Engineering Design Sku�clard�. within 180 days of final approval. The 180 days shall commence upon the issuance of a Development Order. The plat shall describe and depict the boundary of the vacation including bearings and dimensions with adequate ties to existing monuments to permit accurate legal definition. Section 3: Subdivision/111) Plat and Agreement The Applicant shall submit a SUbdivislon%PD plat and agreement (hereinafter "Agreement") for the approved lot merger that meets the requirements of the Land I'se Code within 180 days of' final approval. 'Fite 180 days shall commence upon the issuance of a Development Order. Fhe recordation documents shall be submitted in accordance \\ ith the requirements of Section 26.490 .•llyn-owd Doctnnews of the land Use Code. a. in accordance in Section 26.490.040..-11)1.71-oi•al Dortnnejrts C'o,uem and l orm. the following plans are required in the Approved Plan Set: 1. Final Commercial and Historic Design Revie-,\r Architectural Character Plan. 2. Planned Development Project and Detail Review Plans. 3. Historic Preservation Plan. 4. Accessibility Plan. 5. "Transportation Management Plan. 6. Landscape Character Plan. 7. Vegetation Removal/Protection Plan. 8. Public Infrastructure Plan. 9. Phasing Plan. b. In accordance with Section 26.490.0-50. Develeyn ew .-Igi-eemenu, a Development Agreement shall be entered into with the City. c. In accordance with Section 26.490.060. Financial and .S'ile Noleelion Requirenrew . the applicant shall provide a site protection guarantee and a site enhancement guarantee. d. In accordance with Section 26.490.070. I'erTn •nuance Gum-amees. the following guarantees are required in an amount equal to 150% of the current estimated cost of the improvement: Hotel Jerome Resolution No. 34. Series of 2016 Pa,-,e 3 of 9 l . Landscape Guarantee. 2. 1listoric Preservation Guarantee. Public Facilities and Public lntrastructure Guarantee. 4. Storm \rater and Drainage Improvements Guarantee. Section 4: Engineering Department The Applicant's design shall be compliant with all sections of the City of Aspen Municipal Code. Title 21 and all construction and excavation standards published by the Engineering Department. Drainage: • The project shall meet tile Engineering Design Standards (the "EDS") and the Urban Runoff Management Plan (tile "URi\1P"). A full major drainage report and plan that meets URMP and I_DS must be submitted at building permit that provides for the \\'(,ACV and for conveyance of the 100-yr event from the site to the City of Aspen Storrnsewer system. • \II Best iManagement Practices (BIVIPs) which treat onsite runoff shall be placed entirely within the property boundary. A BNIP placed in the right-of-way must have special approval from the City Engineering Department and must treat right-ol=Nyay runoff that is tributary to the BMP. • All garage drains shall be tied to the sanitary sewer after being routed through a sand oil separator. • Do4ynspout and onsite storm sewer pipe routing shall be investigated and confirmed prior to building permit issuance. Snow Storage: • A minimum functional area equaling 30% of the paved area shall be provided contiguous to the payed and designed to accommodate snow storage. For heated areas. the functional area can be reduced to 10%. Sidewalk and Curb and Gutter: All sidewalk. curb and gutter must meet the Engineerim, Standards as outlined in Title 21 and the Engineering Design Standards adopted by Title 29. The City right-of-�,yay alone Mill Street adjacent to the property shall be brought up to current Cite standards by incorporating the Mill Street Complete Street design into the project. At building permit. additional survey points and detail shall be incorporated into the applicant Design. Alterations to the Complete Street plan may be necessary to tie into the projects proposed conditions. Construction Management • The plan must include a planned sequence of construction that minimizes construction impacts. The plan shall describe mitigation for parking. staging/encroachments. and truck traffic. Section 5: Fire Mitigation All codes adopted by the Aspen Tire Protection District shall be met. subject to review and approval by the Fire Marshall. Hotel Jerome Resolution No. ?-t. Series of 2016 Paue 4 of 9 0 • Section 6: Parks Department Tree removal permits are required prior to issuance of a building permit for any demolition or significant site %%ork. Mitigation fin- removals must be met by paying cash in lieu. planting on site. or a combination of both. pursuant to Chapter 13.20 of the City Municipal Code. Silva cells are required in both the Mill Street and Nlain Street rights -of way. irrigation is required for each tree. Permeable pavers are acceptable in the City right-of-way. but may require a concrete edge around tree wells. Tree grates \%ill require break away design for future tree groxvth. Minimum 30" good soil required for tree yells. Electric pov er connectionsistations need to be outside of root balls of trees. Street tree variety must he Norway Maple (Emerald Queen). Final landscape planting list to be approved by the City Forester prier to recordation of final plan set. Section 7: Aspen Consolidated Sanitation District Requirements Service is continucnt upon compliance with the Districts rules. regulations. and specifications. which are on file at the District office. The applicant shall fund the relocation of the manhole due to the vacation of the alley ROW behind the old Aspen limes building_. ACSD xyill review the approved Drainage plans to assure that clear water connections (root. foundation. perimeter. patio drains) are not connected to the sanitary sewer system. On -site utility plans require approval by ACSD. Oil and Grease interceptors (NOT traps) are required for all food processing establishments. Locations of food processing shall be identified prior to huilding permit. Oil and Sand separators are required fir parking garages and vehicle maintenance establishments. • Driveway entrance drains must drain to drywells. • Elevator shatis drains must tlow thru o/s interceptor Old service line connections must be excavated and abandoned at the main sanitary sc\\er line according to specific ACSD requirements. Below grade development may require installation ofa pumping system. One tap is alloyed for each building. Shared service line agreements will be required \\here more than one unit is served by a single service line. Subject to the provisions of the final plat. permanent improvements are prohibited in sewer easements or right of ways. Landscaping plans v6ll require approval b\ ACSD where soft and hard landscaping may impact public ROW or easements to be dedicated to the district. Hotel Jerome Resolution No. 34. Series of2016 Pace 5 of 9 All ACSD lees must be paid prior to the issuance of a building permit. Where additional development would produce floes that would exceed the planned reserve capacity of the existing system (collection system and or treatment system) an additional proportionate tee will be assessed to eliminate the dox%nstream collection s%stem or treatment capacity constraint. Additional proportionate fees would be collected over time from all development in the area ofconcern in order to fund the improvements needed. Where additional development would produce flows that would overwhelm the planned capacit% of the existing collection system and or treatment facility. the development will be assessed fees to cover the costs of replacing the entire portion of the ,,%stem that would be overN%helmed. The District would Fund the costs of constructing reserve capacity in the area of concern (only for the material cost difference for larger line). The glycol heating and snow melt system must he designed to prohibit and discharge of glycol to any portion of the public and private samtar\ sewer system. The glycol storage areas must have approved containment facilities. The applicants engineer must furnish average and peak flows as well as service size for both buildings prior to final design. The applicant will treed to provide plans showing that the pool drain sizes contor►n to district regulations. Soil Nails are not allowed in the public ROWS' above ASCD main se\%er lines and within " lect vertically below an ACSD main se�\er line. Section 8: Environmental Health Department The Applicant: shall obtain Special Review approval From the Environmental health Department in accordance with Municipal Code Chapter 12.10 in order to eliminate the trash/recycle area required for the new construction. prior to issuance of building permit. Section 9: Water/Utilities Department The Applicants shall comply with the C itv of Aspen Water System Standards. with Title 25. and \\ith the applicable standards of Title 8 (W'ater Conservation and Plumbing Advisory Code) of the :aspen Municipal Code. as required by the Cite of' Aspen Water Department. All Water System Distribution standards in place at the time of building permit shall apply. and all tap ices \\ ill be assessed per applicable codes and standards. L'tilit\ placement and design shall meet adopted City of Aspen standards. Section 10: Outdoor Lighting and Sianave All outdoor lightin`,, and all signage shall meet the requirements of the Aspen Municipal Code. The Main Street fagade of the Aspen Times building shall include the existing signage. Hiis signage is exempt from sign allotment calculations. All other signage shall be approved pursuant to the Land Use Code in effect at the time of application for a sign permit. Hotel Jerome Resolution No. 34. Series of 2016 Page 6 of 0 • Section 11. Building Department All applicable building and accessibility codes in place at the time of building permit shall be met. Section 12: TIA At building permit. the applicant %sill mitigate for the 1.4 ne%v vehicle trips per day calculated to he generated by this project. The methodology will be reviewed and approved by the City Engineering Department and Transportation Department. Section 13: Prior ADDrovals All prior land use approvals or conditions of approval associated with the subject properties that have not been specifically modified through this approval shall remain in full force and eflect. Section 14: All material representations and commitments made by the Applicant pursuant to the development proposal approvals as herein awarded. whether in public hearing or documentation presented before the Community Development Department. the 1-listoric Preservation Commission or the Aspen City Council. are hereby incorporated in such plan development approvals and the same shall he complied with as if fully set forth herein. unless amended by an authorized entity. Section 15• This Resolution shall not affect any existing litigation and shall not operate as an abatement of any action or proceeding no\y pending under or by virtue of the ordinances repealed or amended as herein provided. and the same shall be conducted and concluded under such prior ordinances. Section 16: Ifanv section. subsection. sentence. clause. phrase. or portion ofthis Resolution is for any reason held invalid or unconstitutional in a court of Competent jurisdiction. such portion shall he deemed a separate. distinct and independent provision and shall not affect the validity of' the remaining portions thereof. FINALLY, adopted. passed and approved this 30" day of November. 1-016. Appr -ed a form: Andr a an, ssistant C%- Attorney Attest: c Kathy Strickland, Depute Cite Clerk Attachments: E.vhibit,9: Legal Descrip ions E.rhibit B:.4pliroveil Dimen.sinns Approved as to content: �.— Willis Pember, Chair Hotel Jerome Resolution No. -34. Series of -1016 Pasc 7 of 9 Exhibit A - Legal Descriptions 310 E. Main Street - All of Lot M. the west ten 00) feet of Lot N. and the east one-half of Lot L. the said east one -hall -of Lot L. being more particularly described as follows: that portion of Lot L lying easterly of a line dra\\n parallel "ith the side lines of f.ot 1. and equidistant therefrom and extending to the end lines of said lot: all of said property being in Block 79. City and Tovvnsitc of Aspen. 330 E. Main Street - A parcel of land situated in the Cite and To\\nsite of Aspen. Colorado. being all of Lots A. B. C. L). L'. F. G. 1-1. 1. O. P. Q. R. S. and the East 20.00 feet of Lot N. all in Block 79. to=ether \cith the fast 170.00 feet of the Alley in said Block 79. Vacated by Ordinance No. 1 (Series of' 1951 ) of the City of aspen. Colorado. according to the Hotel Jerome Lot Line Adjustment and Subdivision Exemption plat filed June 12. 1991 at Reception No. 331521 _ in Plat Book 26 at Page 52. Hotel Jerome Resolution No. 34, Series of 2016 Pa_e 8 of 9 • Exhibit i3 - Approved Dimensions Dimensions Approved Minimum (gross) lot size 154,372 sf' — — Aspen Times - 16' (21'6" false front) Maximum height I New lodge structure - 33'6" at the Main St. side\,alk i Hotel Jerome - 54'6" ter existins: Alevelopment Aspen Times - 1 1'3" first floor Minimum floor height New lodge structure - 10'7" first floor floor -to -floor 9_upper floors floor -to -ceiling! I Cumulative FARE' _-- 2.5:1 or 123.149 sf i i Commercial FARE' 1 0.46:1 or 22.8'3 sf Lodge FAR', 2.03:1 or 100.316 sf � Average lodge unit sire -�72 sf Maximum lodge unit size 2.079 sl*( ter 2 units in new structure) f Commercial net leasable 20.680 sf l Lodge net livable �ti 278 sf Lodge units/keys/bedrooms k)o 11C) 102 Public Amenity 9.185 sf (18.6°io) t I Minimum off-street parking spaces : 47 FAR and Public Amenity calculated based on a net lot size ot'49.304 square leet. Hotel Jerome Resolution No. 34. Series of 2Q 16 Paae 9 of'9 DEVELOPMENT ORDER 11 of the City of Aspen Community Development Department EXHIBIT This Development Order, hereinafter "Order", is hereby issued pursuant to Section 26.304.070, "Development Orders", and Section 26.308.010, "Vested Property Rights", of the City of Aspen Municipal Code. This Order allows development of a site specific development plan pursuant to the provisions of the land use approvals, described herein. The effective date of this Order shall also be the initiation date of a three-year vested property right. The vested property right shall expire on the day after the third anniversary of the effective date of this Order, unless a building permit application submittal is accepted and deemed complete by the Chief Building Official, pursuant to Section 26.304.090, or unless an exemption, extension, reinstatement, or a revocation is issued by City Council pursuant to Section 26.308.010. After Expiration of vested property rights, this Order shall remain in full force and effect, excluding any growth management allotments granted pursuant to Section 26.470, but shall be subject to any amendments to the Land Use Code adopted since the effective date of this Order. This Development Order is associated with the property noted below for the site specific development plan as described below. Iconic Properties -Jerome LLC 1375 Enclave Parkway, Houston TX 77077 Property avner's Name, Mailing Address 310 E. Main Street — All of Lot M the west ten (10) feet of Lot N. and the east one-half of Lot L the said east one-half of Lot L being more particularly described as follows: that portion of Lot L lying easterly of a line drawn parallel with the side lines of Lot L and equidistant therefrom and extending to the end lines of said lot all of said property being in Block 79 City and Townsite of Aspen. Parcel ID #2737-073-21-001 330 E. Main Street — A parcel of land situated in the City and Townsite of Aspen Colorado being all of Lots A. B C. D E F G H I O P Q. R. S and the East 20.00 feet of Lot N. all in Block 79, together with the East 170.00 feet of the Alley in said Block 79 Vacated by Ordinance No. 1 (Series of 1951) of the Cityof Aspen Colorado accordinP, to the Hotel Jerome Lot Line Adiustment and Subdivision Exemption plat filed June 12 1991 at Reception No 331521 in Plat Book 26 at Page 52. Parcel ID #2737-073-21-003 Legal Description and Street Address of Subject Property The applicant has received approval to renovate the existing Aspen Times building construct a new addition, renovate the existing courtyard and reconfigure some lodge rooms and amenities in the existing Hotel Jerome. Written Description of the Site -Specific Plan andlor Attachment Describing Plan Planned Development — Detailed Review Final Major Development Review Final Commercial Design Review approvals by the Historic Preservation Commission via Resolution No 34 Series of 2016. Land Use Approval(s) Received and Dates (Attach Final Ordinances or Resolutions) December 8.2016. Effective Date of Development Order (Same as date ofpublication of notice of approval.) 0 December 9, 2019. Expiration Date of Development Order (The extension, reinstate►nent, exemption from expiration and revocation may be pursued in accordance with Section 26.308.010 of the City of Aspen Municipal Code.) Issued this 2nd day of December, 2016, by the City of Aspen Community Development Director. Av� _ _ J ssi � GatTow, nunity Development Director• • 0 EXHIBIT D ASPEN TIMES/HOTEL JEROME SUBDIVISION/PD DEVELOPMENT AGREEMENT THIS ASPEN TIMES/HOTEL JEROME DEVELOPMENT AGREEMENT (this "AMement") is made and entered into on this of 2016 by and between THE CITY OF ASPEN, COLORADO, a municipal corporation (hereinafter, and ICONIC PROPERTIES - JEROME, LLC, a Delaware limited liability company (hereinafter, "Owner"). WITNESSETH: WHEREAS, Owner has submitted to City an application for Planned Development - Detailed Review approval (the "Application") for those certain properties in the City of Aspen, Colorado more particularly described on Exhibit A attached hereto and a made a part hereof by this reference (the "Pro a "), which Application requests the approval and recordation of an Approved Plan Set documenting the design, layout and configuration of the proposed development (the "Approved Plan Set"); the approval, execution and recordation of a Final Plat of the Aspen Times/Hotel Jerome Subdivision/Planned Development (the "Final Plat"); and the approval, execution and recordation of a Right -of -Way Vacation Plat for a portion of the alley in Block 79, City and Townsite of Aspen (the "Vacation Plat"); and WHEREAS, City has fully considered the Application, the Approved Plan Set, the Final Plat, the Vacation Plat, the proposed development and improvement of the Properties, and the effects of the proposed development and improvement of said Properties on adjoining or neighboring properties and property owners; and WHEREAS, City has approved the Application and in connection therewith has imposed certain conditions and requirements in connection with its approval and recordation of the Approved Plan Set and its approval, execution and recordation of the Final Plat and Vacation Plat, such matters being necessary to protect, promote and enhance the public safety, health and welfare; and WHEREAS, Owner is willing to acknowledge, accept, abide by and faithfully perform the conditions and requirements imposed by City in approving the Application, the Approved Plan Set, the Final Plat, and the Vacation Plat; and WHEREAS, pursuant to Section 26.490.060.B., Site Protection Guarantee, and Section 26.490.060.C., Site Enhancement Guarantee, of Title 26, Land Use Regulations, of the Aspen Municipal Code ( the "Regulations"), City is entitled to certain financial guarantees to ensure recovery of the Properties and surrounding grounds to a safe and visually acceptable condition, and the installation of public improvements on or adjacent to the Properties in the event of a work stoppage, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, pursuant to Section 26.490.070.A.1., Landscape Guarantee; Section 26.490.070.A.5., Historic Preservation Guarantee; Section 26.490.070.A.7., Public Facilities and Public Infrastructure Guarantee; and Section 26.490.070.8., Storm Water and Drainage Improvements Guarantee, of the Regulations, City is entitled to certain financial guarantees to ensure (i) that the required landscaping is implemented and maintained; (ii) that the Aspen Times Page ] of 22 • 0 building is successfully preserved and restored; (iii) that required public infrastructure is installed; and (iv) the successful implementation of required storm water and drainage infrastructure, and Owner is prepared to provide such guarantees as hereinafter set forth; and WHEREAS, contemporaneously with the execution and recording of this Agreement, City and Owner have recorded the Approved Plan Set as Reception No. and City and Owner have executed and recorded the Final Plat in Plat Book at Page as Reception No. and the Vacation Plat in Plat Book at Page as Reception No. , all in the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado (all recording information in this Agreement refers to the Real Estate Records of the Clerk and Recorder of Pitkin County, Colorado). NOW, THEREFORE, for and in consideration of the foregoing provisions, the mutual covenants and agreements herein contained, the approval of the Application and approval and acceptance of the Approved Plan Set by City and the approval, execution and acceptance of the Final Plat and Vacation Plat for recordation by City, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: ARTICLE I PURPOSE AND EFFECT OF DEVELOPMENT AGREEMENT 1.1 Purpose. The purpose of this Agreement is to set forth the complete and comprehensive understanding and agreement of the parties hereto with respect to the preservation and restoration of a portion of the existing Aspen Times ("Aspen Times") building; the development of an addition thereto; various changes to existing rooms and amenities within the Hotel Jerome ("Hotel Jerome" or "Hotel"); the reconfiguration and enhancement of the Hotel's exterior courtyard; and various improvements to the Property's Main Street, Monarch Street and Bleeker Street streetscapes (collectively, the "Project"), and to enumerate all terms and conditions under which such activities may occur. 1.2 Effect on Prior Instruments and Approvals. In the event of any conflict or inconsistency between the provisions of this Agreement, together with the Approved Plan Set, Final Plat and Vacation Plat (the "Current Instruments and Approvals"), and any prior agreements, land use approvals, and plats, whether or not recorded (the "Prior Instruments and Approvals"), affecting the Property, the provisions of the Current Instruments and Approvals shall supersede and control. Furthermore, in the event of any inconsistency between the provisions of the land use approvals described in Section 2.1 below (the "Current Land Use Approvals") and the provisions of the Prior Instruments and Approvals, the provisions of the Current Land Use Approvals shall supersede and control. ARTICLE II LAND USE APPROVALS 2.1 Approval Actions. The following land use approvals have been granted to Owner for the development of the Property: (a) Historic Preservation Commission Resolution No. 37, Series of 2014, approved December 10, 2014 and recorded December 19, 2014 as Reception No. 616145 Page 2 of 22 recommended that the City Council grant (i) Planned Development — Project Review approval; (ii) Subdivision approval; (iii) Conceptual Major Development approval; (iv) Conceptual Commercial Design Review approval; (v) Growth Management approval; and (vi) Demolition approval for the Project's Site Specific Development Plan. (b) City Council Ordinance No. 1, Series of 2016, approved May 9, 2016 and recorded June 8, 2016 as Reception No. 629856 granted (i) Planned Development - Project Review approval, (ii) Subdivision approval, (iii) Conceptual Major Development approval, (iv) Conceptual Commercial Design Review approval, (v) Growth Management approval, and (vi) Demolition approval for the Project's Site Specific Development Plan. The Ordinance also approved the partial vacation of the alley in Block 79, City and Townsite of Aspen. (c) Historic Preservation Commission Resolution No. 34, Series of 2016, approved November 30, 2016 and recorded December 12, 2016 as Reception No. 634522 granted (i) Planned Development - Detailed Review approval; (ii) Final Major Development approval; and (iii) and Final Commercial Design Review approval for the Project's Site Specific Development Plan. (d) The Development Order ("Development Order") for the Current Land Use Approvals was issued by the Aspen Community Development Department ("COMDEV") on December 2, 2016, with an effective date of December 8, 2016. 2.2 Approvals Control. The provisions of the Current Land Use Approvals, including the Development Order, are incorporated herein and made a part of this Agreement. To the extent that matters addressed in the Current Land Use Approvals, including the Development Order, are also addressed in this Agreement, the provisions of the Current Land Use Approvals, including the Development Order, shall control. 2.3 Dimensional Requirements. Exhibit B to Historic Preservation Commission Resolution No. Series of 2016, established and approved the following dimensional requirements for the Project. (a) Gross Lot Area 54,372 Sq. Ft. (b) Net Lot Area 49,304 Sq. Ft. (c) Maximum Height Aspen Times Building False Front 21.5 Feet Ridge 16.0 Feet Aspen Times Addition Main Street Sidewalk 33.5 Feet Existing Hotel Jerome 54.5 Feet (d) Minimum Floor Height Aspen Times Building Floor to Ceiling 11.25 Feet Page 3 of 22 Aspen Times Addition First Floor to Floor 10.60 Feet Upper Floor to Ceiling 9.0 Feet (e) Maximum Allowable FAR/Floor Area Cumulative 2.5:1/123,149 Sq. Ft. Lodge 2.04:1/100,316 Sq. Ft. Commercial 0.46:1/22,833 Sq. Ft. (f) Lodge Net Livable Area 58,278 Sq. Ft. (g) Average Lodge Unit Net Livable Area 572 Sq. Ft. (h) Maximum Lodge Unit Net Livable Area* 2,079 Sq. Ft. (i) Lodge Units/Keys/Bedrooms 96/102/102 0) Commercial Net Leasable Area 26,680 Sq. Ft. (k) Public Amenity Area 9,185 Sq. Ft. Percent 18.6 (1) Minimum Off -Street Parking 47 Spaces * For the Aspen Times addition only. 2.4 Vested Rights. Under the Development Order, the right to undertake and complete the development and use of the Property pursuant to the terms and conditions of the Approved Plan Set is vested until December 9, 2019 and shall not be altered, impaired, diminished or delayed by any subsequent zoning or land use action that is prohibited by Section 24-68-105(1) of the Colorado Revised Statutes ("CRS"). In accordance with the requirements of CRS Section 24-68-103(b), a properly noticed public hearing concerning the establishment of such vested rights for the Property was conducted on November 30, 2016. As authorized by CRS Section 24-68-102(4)(a), City and Owner agree that the Site Specific Development Plan for the Property consists of and includes, but is not limited to, the number, size, and configuration of the Project's lodge units; the size and configuration of its associated commercial spaces and other areas of the Project; its parking; all matters set forth in the various Approvals referenced in Section 2.1 above; the Approved Plan Set recorded as Reception No. , the Final Plat recorded as Reception No. ; the Vacation Plat recorded as Reception No. ; this Agreement; and all other documents recorded concurrent herewith. For purposes of this Section 2.4, this Agreement shall be considered a "development agreement" as that term is used in CRS Section 24-68-104(2). ARTICLE III DEVELOPMENT REQUIREMENTS AND RESTRICTIONS Page 4 of 22 3.1 Proiect Components. The Project approved pursuant to the Current Instruments and Approvals and the Current Land Use Approvals consists of the following principal components: (a) Aspen Times. The Project's Aspen Times component consists of the preservation and restoration of the historically significant portion of the existing Aspen Times building; the construction of a new 3-story addition thereto; and the construction of a basement beneath both the historic portion of the building and the addition. The restored Aspen Times building and the addition will contain approximately 4,397 square feet of commercial net leasable area within its basement and ground floor. Its second and third floors will each contain one (1) three -bedroom lodge suite with a living/dining/kitchen area containing a sleep sofa. Each suite's three (3) bedrooms and its living/dining/kitchen area will be configured as "lock - offs". Pursuant to Section 26.470.100.A. I., Employee Generation, of the Regulations, the lodge suites' lock -off bedrooms and living/dining/kitchen areas are considered separate lodge units for regulatory purposes. As a result, the Project's Aspen Times component will contain a total of eight (8) lodge units containing eight (8) keys and eight (8) bedrooms. The two lodge suites will each contain a net livable area of approximately 2,079 square feet. The Project's Aspen Times component will contain a cumulative floor area of approximately 9,169 square feet. The Aspen Times component will contain approximately 5,596 square feet of lodge floor area and approximately 3,573 square feet of commercial floor area. Minor changes to the Aspen Times component's commercial net leasable area and lodge and commercial floor areas may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Hotel Jerome component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. (b) Hotel Jerome. The Project's Hotel Jerome component consists of various internal changes to the existing building. These changes include the conversion of the Hotel's existing second floor fitness room to a one -bedroom lodge suite; the relocation of the fitness room to the Hotel's basement; the expansion of one (1) existing lodge unit on each of the Hotel's third and fourth floors into an adjacent linen closet; a minor enlargement of the retail/reception area in the existing basement spa; the replacement of the existing exterior doors in the Hotel's Gallery room; and the addition of miscellaneous closets and millwork throughout the Hotel. The Hotel Jerome will contain a total of ninety-four (94) lodge units with ninety-four (94) keys and ninety-four (94) bedrooms, inclusive of the converted fitness room. The ninety-four (94) lodge units will contain a total net livable area of approximately 54,120 square feet. The Hotel will contain approximately 16,283 square feet of commercial net leasable area. Its cumulative floor area will total approximately 113,980 square feet. The Hotel will contain approximately 94,720 square feet of lodge floor area and approximately 19,260 square feet of commercial floor area. Minor changes to the Hotel Jerome component's commercial net leasable area and lodge and commercial floor area may be approved by COMDEV provided that, when combined with the commercial net leasable area and lodge and commercial floor areas of the Project's Aspen Times component, they do not exceed the allowable commercial net leasable area and floor areas set forth in Section 2.3 above. Page 5 of 22 (c) Courtvard/Streetscape. The Hotel Jerome's existing courtyard will be expanded and enhanced. Its internal circulation will be revised to meet applicable ADA requirements, and a new larger pool and pool deck will be installed. The existing outdoor dining area and adjacent lawn will also be expanded. The Project's Main Street streetscape will be modified to include a new vehicular drop-off area adjacent to the Hotel's entrance. The portion of Mill Street located adjacent to the Property will be improved to include the applicable requirements of city's Engineering Department's Mill Street Complete Street Design (the "Mill Street Complete Street Design"). An improved sidewalk will be installed on Bleeker Street at the entrance to the Hotel's parking garage, and an ADA-compliant ramp will be installed in the Monarch Street sidewalk adjacent to Carl's Pharmacy and the alley. 3.2 Project Phasing. The Project Components described in Section 3.1 above, and the various improvements included therein, may be undertaken in phases. If phased, each Project Component, and the various improvements therein, shall be designed to function as a complete development and shall not be reliant on subsequent phases. All required improvements to public infrastructure, including storm water and drainage improvements, and the payment of applicable impact fees shall be accomplished concurrent with the undertaking of any initial Project phase. 3.3 Growth Management. (a) Reconstruction Credits. The existing Aspen Times building contains 5,538 square feet of commercial net leasable area, a reconstruction credit for which is provided pursuant to Section 26.470.040.6., Remodeling or Replacement of Existing Commercial or Lodge Development, of the Regulations. Pursuant to Section 26.470.130.A., Reconstruction Limitations, Owner may demolish and delay reconstruction of the building's existing net leasable area for a period not to exceed one (1) year. A complete building permit application must be submitted on or before the one-year anniversary of the issuance of the demolition permit to maintain the reconstruction credit. If Owner elect's to phase the reconstruction of all or part of the reconstruction credit, a building permit application for any such phased reconstruction shall be submitted on or before the one-year anniversary of the issuance of the demolition permit. (b) Growth Management Allotments. A growth management allotment of eighteen (18) lodge pillows has been granted for the Project's nine (9) new lodge units from the 2014 growth management year. Pursuant to Section 26.470.110.D., Expiration of Growth Management Allotments, the Project's lodge allotment shall expire on the day after the three-year anniversary of the effective date of the Development Order referenced in Section 2.1(d) above unless a complete building permit application therefor is submitted to City. 3.4 Affordable Housing. The Community Development Department has determined that the Project will generate 2.47 Full -Time Equivalent employees ("FTEs"). Pursuant to Section 26.470.070.1., Enlargement of a Historic Landmark for Commercial, Lodge or Mixed - Use Development, of the Regulations, the generation of up to four (4) employees does not require the provision of affordable housing mitigation. As a result, no affordable housing mitigation for the Project is required. Page 6 of 22 0 • 3.5 Lodge/Commercial Uses. All permitted commercial uses within the CC, Commercial Core, zone district, as amended, shall be considered lodge "associated commercial uses". and shall be allowed in the restored ASnen Times buildine and the addition thereto. 3.6 Construction in Accordance with Building Codes and Plans. Construction of the Project, and all its component parts, shall be accomplished in substantial compliance with adopted City building and accessibility codes in effect at the time a building permit application is submitted, and with the Approved Plan Set. (a) J-Bar ADA Accessibility Requirement. Owner shall at all times maintain an ADA accessible pathway from the Hotel Jerome's lobby entrance to the J-Bar. The required pathway is depicted on Exhibit B attached hereto. 3.7 Engineering Department Requirements. The Project shall comply with all sections of Title 21, Streets, Sidewalks and Other Public Places, of the Aspen Municipal Code, and all construction and excavation standards published by City's Engineering Department. (a) Drainage. The Project shall meet the requirements of City's Urban Runoff Management Plan ("URMP") and Title 29, Engineering Design Standards, of the Aspen Municipal Code. A full major drainage report and plan meeting the requirements of the URMP and Engineering Design Standards must be submitted with the building permit application for the Project. The report and plan must provide for conveyance of the 100-year event from the site to City's storm water system. All Best Management Practices ("BMP") which treat on -site runoff must be placed entirely with the Properties boundaries. A BMP placed in the right-of-way must have special approval from City's Engineering Department, and must treat right-of-way runoff that is tributary to the BMP. Existing downspout and on -site storm sewer pipe routing shall be investigated and confirmed prior to building permit issuance. (b) Snow Storage. A minimal functional area equaling thirty percent (30%) of the courtyard's paved area shall be provided contiguous thereto for snow storage. For heated areas, the snow storage area may be reduced to ten percent (10%). (c) Sidewalk, Curb and Gutter. All sidewalk, curb and gutter shall comply with the requirements of Title 21, Streets, Sidewalks and Other Public Places, and Title 29, Engineering Design Standards, of the Aspen Municipal Code. The Project's Courtyard/Streetscape component shall incorporate the applicable requirements of City's Engineering Department's Mill Street Complete Street Design for the portion of the Mill Street located adjacent to the Property. Alterations to the Mill Street Complete Street Design may be necessary to tie into the Project's proposed conditions. (d) Construction Management Plan. The building permit application for the Project shall include a Construction Management Plan ("CMP") for review and approval by the Engineering Department. The CMP shall include a planned sequence of construction that minimizes construction impacts. The CMP shall comply with all construction management requirements in effect at the time of building permit submittal, and shall address, at a minimum, noise, construction traffic and parking management, construction staging, and fugitive dust control. Page 7 of 22 3.8 Water/Utilities Department Requirements. The Project shall comply with City's Water System Standards, with Title 25, Utilities, and the applicable requirements of Title 8, Buildings and Building Regulations, of the Aspen Municipal Code, as required by the City of Aspen Water Department. All water System Distribution Standards in place at the time of building permit submittal shall apply, and all tap fees shall be assessed per applicable codes and standards. Utility placement and design shall meet adopted City standards. 3.9 Aspen Consolidated Sanitation District Requirements. Sanitary sewer service is contingent upon compliance with the Aspen Consolidated Sanitation District's ("ACSD") rules, regulations and specifications which are on file at the ACSD office. (a) ACSD shall review the Project's approved drainage plans to assure that no clear water connections, including roof, foundation, perimeter and patio drains, are made to the sanitary sewer system. (b) On -site sanitary sewer utility plans shall require ACSD approval. (c) Old services lines shall be excavated and abandoned at the main sanitary sewer line in accordance with specific ACSD requirements. (d) Soil nails are prohibited in right-of-ways above ACSD main sanitary sewer lines and within three feet (Y) vertically below such lines. (e) Subject to the provisions of the final plat, permanent improvements are prohibited in sewer easements or right-of-ways. Landscaping plans shall require approval by ACSD where soft and hard landscaping may impact public right-of-ways or easements to be desiccated to ACSD. (f) One tap is allowed for each building. Shared service line agreements shall be required where more than one unit is served by a single service line. (g) Below grade development may require installation of a pumping system. (h) Plumbing plans for pool and spa areas shall require ACSD approval of the drain size. (i) Oil and grease interceptors shall be provided for all new and remodeled food processing establishments. Oil and sand separators shall be provided for public vehicle parking garages and vehicle maintenance facilities. Driveway entrance drains shall not be routed to ACSD's sanitary sewer system but shall be mitigated in accordance with City's Urban Runoff Management Plan. Elevator shaft drains shall flow thru oil and sand interceptors. Plans for interceptors, separators and containment facilities require ACSD review and approval prior to building permit submittal. (j) Glycol heating and snow melt systems shall be designed to prohibit any discharge of glycol to any portion of the public and private sanitary sewer system. Glycol storage areas shall have containment facilities approved by ACSD. (k) Owner shall provide the location and size of all interceptors to ACSD prior to ACSD's approval of service to the Project. Page 8 of 22 0 • (1) Where additional development would produce flows that would exceed the planned reserve capacity of the existing system (collection system and/or treatment system), an additional proportionate fee will be assessed to eliminate the downstream collection system or treatment capacity constraint. Additional proportionate fees would be collected over time from all development in the area of concern to fund the needed improvements. (m) Where additional development would produce flows that would overwhelm the planned capacity of the existing collection system and/or treatment facility, the development will be assessed fees to cover the cost of replacing the entire portion of the system that would be overwhelmed. ACSD would fund the cost of constructing reserve capacity in the area of concern (only for the material cost difference for large line). (n) Owner shall provide average and peak flow data as well as service size prior to final design. All ACSD total connection fees must be paid prior to issuance of a building permit. (o) Owner shall fund the relocation of the existing manhole located in the vacated portion of the alley in Block 79, City and Townsite of Aspen. (p) Amendments to the above requirements agreed to in writing by Owner and ACSD shall supersede the sanitation requirements listed above. 3.10 Environmental Health Department Requirements. Owner shall obtain Special Review approval from the Environmental Health Department pursuant to Title 12, Chapter 12.10, Space Allotment for Trash and Recycle Storage, of the Aspen Municipal Code prior to issuance of a building permit in order to eliminate the required trash/recycle area for the Project's Aspen Times component. 3.11 Transportation Department Requirements. Owner shall implement the TDM and MMLOS measures contained in the Transportation Impact Analysis attached hereto as Exhibit C. 3.12 Parks Department Requirements. (a) Tree removal permits are required prior to issuance of a building permit for any demolition or significant site work. Mitigation for tree removal shall be met by a cash - in -lieu payment, by on -site plantings, or a combination of both as provided for in Title 13, Chapter 13.20, Tree Removal Permits, of the Aspen Municipal Code. (b) A tree protection plan depicting the drip lines of each individual tree or group of trees which is to remain on the Property shall be included in the building permit submittal for any demolition or significant site work. The plan shall depict the location of tree protection zones which shall be approved by the City Forester. The plan shall prohibit excavation; the storage of building materials, construction and equipment; and access over or through the protection zones by foot or vehicles. (c) Silva cells are required in both the Mill Street and Main Street rights -of - way. Irrigation is required for each tree. Permeable pavers are acceptable in the rights -of -way, but may require a concrete edge around tree wells. Tree grates will require break away design Page 9 of 22 for future tree growth. A minimum of thirty inches (30") of good soil is required for all tree wells. Electric power connections/stations must be outside of the root balls of the trees. Street tree variety must be Norway Maple (Emerald Queen). 3.13 Fire Mitigation. The Project shall comply with all codes adopted by the Aspen Fire Protection District. Mitigation provisions shall be reviewed and approved by the Fire Marshall. 3.14 Outdoor Lighting and Sianaae. All outdoor lighting and signage shall meet the requirements of Section 26.575.150, Outdoor Lighting, and Chapter 26.510, Signs, of the Regulations. The Main Street fagade of the Aspen Times building shall include the existing signage. This signage is exempt from the sign allotment calculations of the Regulations. All other signage shall be approved pursuant to the Regulations in effect at the time of application for a sign permit. 3.15 Material Representations. All material representations and commitments made by Owner in connection with the Project's development approvals contained or referenced herein, whether made in public hearings or in documentation presented before the Historic Preservation Commission or the City Council, are hereby incorporated in said Project's development approvals and such representations and commitments shall be complied with by Owner as if fully set forth herein, unless amended by an authorized entity. 3.16 Park Development Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City a Park Development Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. 3.17 Air Ouality Impact Fee. Before a building permit is issued for the Project, Owner shall pay to City an Air Quality Impact Fee for the Project's nine (9) additional lodge units in an amount to be determined at building permit issuance based on the Regulations in effect at that time. No impact fee is required for the Project's net leasable commercial square footage as no net new commercial square footage is proposed. ARTICLE IV PUBLIC AND PRIVATE IMPROVEMENTS 4.1 Prior to issuance of a final Certificate of Occupancy for the Project, Owner shall accomplish certain public and private improvements for which performance guarantees are required pursuant to Section 26.490.070, Performance Guarantees, of the Regulations. The specific improvements include the following: (a) Landscape Improvements. The Project's landscape improvements are depicted on Sheet L 1 ("Sheet L 1 ") of the recorded Approved Plan Set. (b) Aspen Times Restoration. Plans and elevations for the restoration of the portion of the Aspen Times building to be preserved are depicted on Sheets Al.1 through A5.2 of the recorded Approved Plan Set. Page 10 of 22 • (c) Public Infrastructure Improvements. The Project's public infrastructure improvements are depicted on Sheets C 1 through C7 of the recorded Approved Plan Set. (d) Storm Water and Drainage Improvements. The Project's storm water and drainage improvements are depicted on Sheets C1 through C7 of the recorded Approved Plan Set. The required performance guarantees are addressed in Section 5.2 below. ARTICLE V FINANCIAL ASSURANCES 5.1 Site Protection/Enhancements Requirements. (a) Site Protection Guarantee. Before the issuance of a Building Permit for the Project, Owner shall deposit with Pitkin County Title, Inc. ("Escrow Agent") the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Protection Escrow Funds") and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by a foundation/structural frame permit and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Protection Escrow Funds from time to time as needed for the purposes of protecting and securing the Project site and improvements from damage by the elements and/or from trespass by unauthorized persons and for purposes of improving the Project site to a safe condition such that it does not become an attractive nuisance or otherwise pose a threat to neighbors or other persons. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Protection Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Protection Guarantee as portions of the Project protection, security, and safety are reduced. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. (b) Site Enhancement Guarantee. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent the sum of One Hundred and Fifty Thousand U.S. Dollars ($150,000) in cash or wired funds (the "Site Enhancement Escrow Funds") and will execute an Escrow Agreement and Instructions with the Escrow Agent which recites as follows: Page 11 of 22 0 • In the event construction work on the Project shall cease for ninety (90) days or longer ("Work Stoppage") prior to a final inspection by City of the work authorized by any permit or phase of permit for the Project and cessation of such construction work continues for a period of one hundred twenty (120) days after notice from City to Owner specifying the subject work in reasonable detail, or if such Work Stoppage cannot reasonably be cured within such one hundred twenty (120) day period and Owner fails to commence and proceed diligently to cure such Work Stoppage within a reasonable time period, then City, in its reasonable discretion, may draw upon the Site Enhancement Escrow Funds from time to time as needed for the purposes of improving the appearance of any construction work already completed on the Project site and for installing any public improvements on or adjacent to the Project site. City shall use commercially reasonable discretion with respect to the manner of improving the appearance of construction work in progress as well as determining the public improvements to be installed. City shall use commercially reasonable efforts to not adversely impact the operation of, or access to the Project by Owner. The Site Enhancement Escrow Funds or any remaining balance thereof shall be returned to Owner upon completion by City of a final inspection of the work authorized by the Foundation/Structural Frame Permit on the Project; provided, however, that the Community Development Director shall promptly authorize partial releases, in increments of no less than twenty-five percent (25%) of the original surety, of the Site Enhancement Guarantee as portions of the Project pertaining to its appearance, or the installing of any public improvements on or adjacent to the Project are substantially performed. City shall be a named party to such Escrow Agreement with the express right and authority to enforce the same from time to time. 5.2 Performance Guarantees. 5.2.1 Public and Private Improvements. (a) Public and Private Improvements Itemized. (i) Itemized costs for the Project's Landscape Improvements are provided in Exhibit D attached hereto and incorporated herein by this reference. (ii) Itemized costs for restoration of the Aspen Times building which is to be preserved are provided in Exhibit E attached hereto and incorporated herein by this reference. (iii) Itemized costs for the Project's Public Infrastructure Improvements are provided in Exhibit F attached hereto and incorporated herein by this reference. (iv) Itemized costs for the Project's Storm Water and Drainage Improvements are provided in Exhibit G attached hereto and incorporated herein by this reference. (b) Security for Landscape Improvements. Before the issuance of a Building Permit for the Project, Owner shall also deposit with Escrow Agent Four Hundred and Seventeen Thousand and Sixty -Seven U.S. Dollars ($417,067) in cash or wired funds (the Page 12 of 22 "Landscape Escrow Funds") as security for the installation and the continued maintenance and replacement of the Landscaping Improvements ("Landscape Improvements") for a period of two (2) years after installation. The Landscape Improvements are described in Sheet L1 (see Section 4.1 (a) above). The Landscape Escrow Funds shall constitute the total of all security required for the installation and the continued maintenance and replacement of all the Landscape Improvements. (i) Installation. (a) As portions of the Landscape Improvements are completed, City shall promptly inspect them for compliance with Sheet L1. City shall promptly approve the Landscape Improvements if they conform to Sheet L 1. Each time City approves the Landscape Improvements, or portions thereof as the case may be, City will promptly deliver written approval of such Landscape Improvements to Owner. (b) City may reject the Landscape Improvements if they do not conform to Sheet L 1; provided, however, that notice of any such rejection shall be promptly delivered to Owner and Owner shall thereafter have reasonable opportunity to cure not to exceed one hundred twenty (120) days unless such rejected item(s) is not reasonably capable of being cured within such 120-day period in which case Owner shall use commercially reasonable efforts to cure as soon thereafter as is reasonably practicable. After Owner performs cure measures, City will promptly inspect the Landscape Improvements previously rejected. If City finds that the previously rejected Landscape Improvements have been completed as per Sheet L1, City shall promptly approve same and promptly deliver written approval of such Landscape Improvements to Owner. (c) If City finds that the Landscape Improvements previously rejected have not been cured as per Sheet L1, then City and Owner shall have fourteen (14) days after the date of delivery of City's fording to Owner, to reach written resolution regarding the Landscape Improvements rejected by City. If Owner and City are not able to reach resolution within such 14-day period, then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's finding would be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. (d) If Board finds that City's determination was correct and Owner does not appeal under C.R.C.P. Rule 106(a)(4), then Owner shall have a commercially reasonable period of time to correct the Landscape Improvements in order that they conform to Sheet L 1. City will promptly inspect Owner's corrective action for compliance with Sheet L I. If the Landscape Improvements conform to Sheet L1, then City will approve same and promptly deliver written approval of such Landscape Improvements to Owner. (e) If City rejects such corrective action, then City will promptly notify Owner of such rejection and no sooner than thirty (30) days after delivery of such notice to Owner, City may cause the rejected portion of Landscape Improvements to be completed as per Sheet L1 and the costs of such corrective action shall be paid from the Escrow Funds. Page 13 of 22 (f) In the event that Board finds in favor of Owner, then the Landscape Improvements in issue shall immediately and automatically be deemed complete as per Sheet L1 without requirement of any further action. (g) If Owner appeals under C.R.C.P. Rule 106(a)(4), all City action regarding the Landscape Improvements in issue shall be deemed immediately and automatically stayed pending final determination by the Court, including any appeals. (ii) Final Inspection. (a) Upon expiration of the 2-year period, City will promptly conduct final inspection of the Landscape Improvements to determine if they have survived. If the Landscape Improvements have survived, City shall promptly deliver notice of final approval to Escrow Agent and Escrow Agent shall immediately release all remaining Landscape Escrow Funds to Owner. (b) If any of Landscape Improvements have not survived, then processes and procedures set forth in Section 5.2.1 (b) (i) including, without limitation, those pertaining to inspection, approval, rejection, notice, cure, resolution, appeal, submission of dispute to Board, appeals per C.R.C.P. Rule 106(a)(4), and other similar provisions shall apply. (iii) Extensions. Periods of time prescribed under this Section 5.2.1 (b) shall be extended as reasonably necessary to accommodate seasonal conditions that prevent or impair completion or cure of Landscape Improvements or inspection of same. Upon expiration of any such extended period of time and final inspection and approval by City, all remaining Landscape Escrow Funds shall be promptly released and delivered to Owner. (iv) Force Maiure. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for such reasonable period of time as shall be agreed upon by the parties. No consent to extend for the preceding reasons or causes shall be unreasonably withheld, conditioned or delayed. (v) Early Release of Funds. Notwithstanding the 2-year term of the escrow period, as portions of Landscape Improvements are completed, City, in its discretion, may release to Owner portions of the estimated costs of the Landscape Improvements as itemized on Exhibit D, prior to expiration of the 2-year escrow period. (vi) Commercially Reasonable. All determinations or other action by City shall be made and undertaken in a commercially reasonable manner. (vii) Exhaustion of Section 5.2.1 (b) Requirements. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this section 5.2.1 (b) shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Section 5.2.1 (b). Page 14 of 22 (c) Security for Other Improvements. This Section 5.2.1 (c) shall not apply to Landscape Improvements, which shall be governed by the preceding Section 5.2.1 (b). Before the issuance of a Building Permit for the Project, Owner shall deposit with Escrow Agent Three Million Three Hundred and Forty -Six Thousand One Hundred and Eighty -Six U.S. Dollars ($3,346,186) in cash or wired funds ("Improvements Escrow Funds") as security for the completion of the Public and Private Improvements ("Improvements") itemized on Exhibits E, F & G attached hereto. It is further agreed that the Improvements Escrow Funds described above shall constitute the total of all security required for completion of all Improvements which Owner is required to perform. For purposes hereof "Substantially Complete" or "Substantial Completion" shall mean that City has inspected the Improvements and has reasonably determined that they are Substantially Complete in compliance with applicable specifications and has issued a Certificate of Substantial Completion or similarly intended form of approval. Subject to provisions below in Section 5.2.1 (c) including, without limitation, partial release provisions, the Improvements Escrow Funds representing the cost of part or all of the Improvements (as itemized on Exhibits E, F & G) which are Substantially Complete shall be immediately released to Owner. If there is any balance remaining in the Escrow Funds after all partial releases and all Improvements are Substantially Complete, all such remaining funds shall be immediately released to Owner upon delivery of written notice to Escrow Agent by Owner directing such delivery. (d) Escrow Release Provisions. Upon delivery by Owner of written notice that the Improvements or any part or parts thereof are complete and ready for inspection ("Request for Inspection") along with a showing of the value of the Improvements or part(s) thereof completed, City will, within fourteen (14) days, inspect the Improvements identified in the Request for Inspection, to determine whether or not such Improvements are Substantially Complete. If City finds that the Improvements identified in the Request for Inspection are Substantially Complete, City shall, within seven (7) days, deliver a written Certificate of Substantial Completion to Owner and Escrow Agent. Upon receipt of a Certificate of Substantial Completion for Improvements identified in the Request for Inspection, the Escrow Agent shall immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete. Pursuant to Section 26.445.070(C)(4) of the Land Use Code, ten percent (10%) of the value of the Improvement(s) set forth in City's Certification of Substantial Completion shall be retained by the Escrow Agent. If no Certificate of Substantial Completion is delivered within such 7-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no Certificate of Substantial Completion was delivered. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If the cost to Substantially Complete the Improvements, or part(s) thereof, is less than the corresponding amount itemized in each of Exhibits E, F & G attached hereto, and City certifies that such Improvements, or part (s) thereof, are Substantially Complete, Escrow Agent Page 15 of 22 shall immediately release to Owner the total itemized amount (per Exhibit E, F &G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) required to be withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code. If City finds that all or a portion of the Improvements identified in the Request for Inspection are not Substantially Complete, City shall furnish a letter of potential deficiencies to Owner and Escrow Agent within fourteen (14) days of such finding. Any such letter of potential deficiencies shall specify which Improvements identified in the Request for Inspection are potentially deficient. If a letter of potential deficiencies is issued which specifies a portion of the Improvements identified in the Request for Inspection as potentially deficient, then all Improvements identified in such Request for Inspection which are not specified as being potentially deficient shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent with a copy to City that the Improvements not specified in the letter of potential deficiencies are Substantially Complete. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If no letter of potential deficiency is furnished within the said 14-day period, all Improvements identified in the Request for Inspection shall automatically be deemed Substantially Complete without requirement of any further action. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. With respect to any Improvements identified in the Request for Inspection that are specified as potentially deficient in a letter of potential deficiencies as provided hereunder, Owner shall have a reasonable period of time to cure any such potential deficiencies. After performing cure measures, Owner shall submit to City a Request for Inspection, along with a showing of the cost of the Improvements completed. City will, within fourteen (14) days, inspect the Improvements previously identified as potentially deficient to determine whether or not such Improvements have been made Substantially Complete. If City reasonably finds that the Improvements previously identified as potentially deficient have been made Substantially Complete, City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City fails to respond to Owner's Request for Inspection regarding cure measures taken as to previously identified potentially deficient Improvements within such 7-day period, all such Improvements identified in the Request for Page 16 of 22 0 Inspection shall automatically be deemed Substantially Complete. Owner need only provide written notice to Escrow Agent, with a copy to City, that no letter of potential deficiency was provided as required hereunder. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from City and upon receipt of such notice, Escrow Agent is authorized to promptly release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City reasonably finds that the Improvements previously identified as potentially deficient have not been made Substantially Complete then City and Owner shall have fourteen (14) days after the date of City's finding, to reach written resolution regarding the Improvements determined by City to be potentially deficient. If Owner and City are not able to reach resolution within such 14-day period then City and Owner agree to submit the dispute to the Board of Appeals and Examiners of the City of Aspen (hereinafter, "Board"). Board shall base its decision upon substantial evidence presented. Board's fmdings shall be subject to review pursuant to C.R.C.P. Rule 106(a)(4) in accordance with the laws of the State of Colorado. If Owner has not applied to the District Court for review of the determination of the Board within the time set forth pursuant to C.R.C.P. 106(a)(4) and has not obtained a Certificate of Substantial Completion from City regarding the potentially deficient Improvements within such time or such additional time as may be reasonably needed by Owner under the circumstances, City may cause the potentially deficient Improvements to be Substantially Complete and the costs of making the potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. If Board finds that City's determination was correct, then Owner, in addition to appeal rights, shall have the right to take such corrective action as may be reasonably necessary to correct the Improvements found by Board to be potentially deficient. Upon completion of such corrective action, Owner will submit to City a Request for Inspection. If City determines that Improvements found by Board to be potentially deficient have been made Substantially Complete then City shall, within seven (7) days, deliver a Certificate of Substantial Completion to Owner and Escrow Agent. In such event, Escrow Agent shall release to Owner within five (5) days, the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City has certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. If City determines that Improvements found by the Board to be potentially deficient remain potentially deficient then City may cause such potentially deficient Improvements to be Substantially Complete and the costs of making such potentially deficient Improvements Substantially Complete shall be paid from the Escrow Funds; provided, however, that in so doing, City's expenses shall be commercially reasonable. If City's costs are less than the itemized amounts for such Improvements (per Exhibit E, F & G) the difference remaining shall be promptly paid to Owner. In the event Board finds in favor of Owner, then the Improvements in issue shall automatically be deemed Substantially Complete without requirement of any further action. Page 17 of 22 Owner need only provide written notice to Escrow Agent, with a copy to City, that Board found in favor of Owner. Such notice to Escrow Agent shall be deemed the equivalent of a Certificate of Substantial Completion from Board. Upon receipt of such notice, Escrow Agent is authorized to immediately release to Owner the total itemized amount (per Exhibit E, F & G) corresponding to all Improvements which City is so deemed to have certified as Substantially Complete minus the ten percent (10%) withholding as per Section 26.445.070(C)(4) of the Land Use Code. Notwithstanding anything to the contrary contained herein, after any and all partial releases, and once all Improvements are Substantially Complete, the ten percent (10%) withheld pursuant to Section 26.445.070(C)(4) of the Land Use Code shall be immediately released by Escrow Agent to Owner. If there are delays in performance hereunder due to abnormal adverse weather conditions, acts of God, casualties or any causes beyond the control of Owner or City, or by other causes which reasonably justify delay, then the affected time period or deadline shall be extended for a reasonable period of time, as may be agreed upon by the parties. No agreement to extend may be unreasonably withheld, conditioned or delayed. It is the express understanding of the parties that compliance with the procedure set forth in Article VI below pertaining to the procedure for default and amendment of this Agreement shall be required with respect to the enforcement and implementation of the financial assurances and guarantees to be provided by Owner as set forth above; provided, however that all procedures and requirements of this Article V shall be exhausted by City before any action under Article VI below is taken by City with regard to matters pertaining to this Article V. ARTICLE VI NON-COMPLIANCE AND REQUEST FOR AMENDMENTS OR EXTENSIONS In the event that City determines that Owner is not acting in substantial compliance with the terms of this Agreement, City shall notify Owner in writing specifying the alleged non-compliance and asking that Owner remedy the alleged non- compliance within such reasonable time as City may determine, but not less than thirty (30) days. If City determines that Owner has not complied within such time, City may issue and serve upon Owner a written order specifying the alleged non-compliance and requiring Owner to remedy the same within thirty (30) days. Within twenty (20) days of the receipt of such order, Owner may file with the City Council either a notice advising City that it is in compliance or a written request to determine either or both of the following matters: (a) whether the alleged non-compliance exists or did exist; or (b) whether a variance, extension of time or amendment to this Agreement should be granted with respect to any such non-compliance which is determined to exist. Upon the receipt of such request, City shall promptly schedule a meeting of the parties to consider the matters set forth in the order of non-compliance. The meeting of the parties shall be convened and conducted pursuant to the procedures normally Page 18 of 22 established by City. If City determines that a non-compliance exists which has not been remedied, it may issue such orders as may be appropriate, including the imposition of daily fines until such non-compliance has been remedied, the withholding of permits and/or certificate of occupancy, as applicable; provided, however, that no order shall terminate any land use approval. City may also grant such variances, extensions of time or amendments to this Agreement as it may deem appropriate under the circumstances. In addition to the foregoing, Owner may, on its own initiative, petition City for a variance, an amendment to this Agreement or an extension of one or more of the time periods required for performance hereunder. City may grant such variances, amendments to this Agreement, or extensions of time as it may deem appropriate under the circumstances. The parties expressly acknowledge and agree that City shall not unreasonably refuse to extend the time periods for performance hereunder if Owner demonstrates that the reasons for the delay(s) which necessitate said extension(s) result from acts of God or other events beyond the reasonable control of Owner, despite good faith efforts on its part to perform in a timely manner. ARTICLE VII GENERAL PROVISIONS 7.1 The provisions hereof shall bind and benefit Owner and City and their respective successors and assigns. 7.2 This Agreement shall be subject to and construed in accordance with the laws of the State of Colorado. 7.3 If any of the provisions of this Agreement or any paragraph, sentence, clause, phrase, word, or section or the application thereof in any circumstance is invalidated, such invalidity shall not affect the validity of the remainder of this Agreement, and the application of any such provision, paragraph, sentence, clause, phrase, word, or section in any other circumstance shall not be affected thereby. 7.4 This Agreement and the exhibits attached hereto contain the entire understanding between the parties hereto with respect to the transactions contemplated hereunder. Owner, its successors or assigns, may, on its own initiative, petition the City Council for an amendment to this Agreement or for an extension of one or more of the time periods required for performance hereunder. The City Council shall not unreasonably deny such petition for amendment or extension after considering all appropriate circumstances. Any such amendments or extensions of time shall only become effective upon the execution by all parties hereto that are affected by the proposed amendment. 7.5 Numerical and title headings contained in this Agreement are for convenience only, and shall not be deemed determinative of the substance contained herein. As used herein, where the context requires, the use of the singular shall include the plural and the use of any gender shall include all genders. Page 19 of 22 7.6 Upon execution of this Agreement by all parties hereto, City agrees to approve and execute the Final Plat and to approve the Approved Plan Set and to accept the same for recordation in the Office of the Clerk and Recorder of Pitkin County, Colorado, upon payment of the recordation fees by Owner. 7.7 Notices to be given to the parties to this Agreement shall be considered to be given if hand delivered or if deposited in the United States Mail to the parties by certified mail, return receipt requested, or when sent via facsimile or electronic transmission, at the addresses indicated below, or such other addresses as may be substituted upon written notice by the parties or their successors or assigns: CITY: City of Aspen City Manager 130 South Galena Street Aspen, CO 81611 (Fax No. ) OWNER: Iconic Properties — Jerome, LLC c/o Friedkin Companies, Inc. Attn: Eric Williamson 1375 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5618 (Email: ewilliamson@friedkin.com) With a copy to: Kim Jacobson 1575 Enclave Parkway Houston, TX 77077 (Fax No. (713) 580-5296) (Email: kjacobson@friedkin.com) 7.8 This Agreement may be executed in counterparts, in which case all such counterparts together shall constitute one and the same instrument which is binding on all of the parties thereto, notwithstanding that all of the parties are not signatory to the original or the same counterpart. Facsimile and email signatures shall be treated as original signatures hereon. 7.9 The terms, conditions, provisions and obligations herein contained shall be deemed covenants that run with and burden the Property and any and all owners thereof or interests therein, their respective successors, grantees or assigns, and further shall inure to the benefit of and be specifically enforceable by or against the parties hereto, their respective successors, grantees or assigns. (The remainder of this page is intentionally blank; counterpart signature and acknowledgment pages follow) Page 20 of 22 • IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and year first above written. CITY: CITY OF ASPEN, COLORADO, a Colorado municipal corporation Steve Skadron, Mayor Attest: City Clerk APPROVED AS TO FORM: James True, City Attorney STATE OF COLORADO § COUNTY OF PITKIN § The foregoing instrument was acknowledged before me this day of , 2016, by Steve Skadron as Mayor and as City Clerk of the City of Aspen, Colorado, a municipal corporation. Witness my hand and official seal. My commission expires: Notary Public OWNER: ICONIC PROPERTIES — JEROME, LLC a Delaware limited liability company By: Iconic Properties, L.L.C. its Manager By: Name: Title: (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdivision/PD Development Agreement) • 0 STATE OF COLORADO COUNTY OF PITKIN The foregoing instrument was acknowledged before me this day of , 2016, by , as of Iconic Properties, L.L.C, the manager of Iconic Properties — Jerome, LLC, a Delaware limited liability company. Witness my hand and official seal. My commission expires: Notary Public (Counterpart signature and acknowledgment page to Aspen Times/Hotel Jerome Subdivision/PD Development Agreement) C� EXHIBIT A LEGAL DESCRIPTION A PARCEL OF LAND SITUATED IN THE CITY AND TOWNSITE OF ASPEN, COLORADO, BEING ALL OF LOTS A, B, C, D, E, F, G, H, I, M, N, O, P, Q, R, S, THE EAST HALF OF LOT L, ALL PORTION OF THE VACATED ALLEY IN BLOCK 79 AND THAT PORTION OF MILL STREET ACCORDING TO THE HOTEL JEROME LOT LINE ADJUSTMENT AND SUBDIVISION EXEMPTION PLAT FILED JUKE 12, 1991 AT RECEPTION NO. 331521, IN PLAT BOOK 26 AT PAGE 52, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID BLOCK 79 (A NO. 5 REBAR AND YELLOW PLASTIC CAP LS 19598); THENCE S 14°50'49"W ALONG THE WEST LINE OF NORTH MILL STREET A DISTANCE OF 119.39 FEET (WHENCE A WITNESS CORNER A REBAR & CAP LS 19598 BEARS N14050'49"E 0.50 FEET); THENCE S75009'1 I "E A DISTANCE OF 0.50 FEET; THENCE S 14°50'49"W A DISTANCE OF 100.70 FEET TO A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75°09'11 "W A DISTANCE OF 0.50 FEET TO A POINT ON THE AFOREMENTIONED WEST LINE OF NORTH MILL STREET, A BRASS DISK LS19598 FOUND IN PLACE; THENCE S14°50'49"W ALONG SAID WEST LINE A DISTANCE OF 0.30 FEET TO A POINT ON THE NORTHERLY LINE OF EAST MAIN STREET, A BRASS DISK LS19598 FOUND IN PLACE; THENCE N75009'11"W ALONG SAID NORTHERLY LINE A DISTANCE OF 225.78 FEET TO THE SOUTHWEST CORNER OF THE EAST HALF OF LOT L (WHENCE A WITNESS CORNER A PK NAIL AND ALUMINUM TAG LS25947 BEARS: S14050'49"W 1.00 FOOT); THENCE N14050'49"E A DISTANCE OF 120.39 TO A POINT ON THE NORTH LINE OF THE ALLEY IN SAID BLOCK 79; THENCE N75009'1I"W ALONG SAID NORTH LINE A DISTANCE OF 45.62 FEET TO A POINT ON THE EASTERLY LINE OF NORTH MONARCH STREET (WHENCE A NO. 5 REBAR BEARS N350E 0.67 FEET); THENCE N14050'49"E ALONG SAID EAST LINE A DISTANCE OF 100.00 FEET TO THE NORTHWEST CORNER OF SAID BLOCK 79; (WHENCE A WITNESS CORNER A NO. 5 REBAR & YELLOW PLASTIC CAP LS16129 BEARS N73°E 0.59 FEET); THENCE S75009'1 I"E ALONG THE SOUTH LINE OF EAST BLEEKER STREET A DISTANCE OF 271.40 FEET TO THE POINT OF BEGINNING. SAID PARCEL OF LAND CONTAINING 1.248 ACRES, MORE OR LESS. 0 0 J-Bar ADA Accessibility Plan [see attached page] to CL ;Jill 04 i � Onwts 4 p mw >/f Op s y -�1 : g �R R R R �2Q%".. '¢ Qirlilli 0 EXHIBIT C Transportation Impact Analysis [see attached pages] Trip Generation Instructions: IMPORTANT: Turn on Macros: In order for code to run correctly the security settings need to be altered. Click "File" and then click "Excel Options." In the "Trust Center" category, click "Trust Center Settings", and then click the "Macro Settings" category. Beneath "Macro Settings" select "Enable all Macros." Sheet 1. Trip Generation: Enter the project's square footage and/or unit counts under Proposed Land Use. The numbers should reflect the net change In land use between existing and proposed conditions. If a landuse is to be reduced put a negative number of units or square feet. Sheet 2. MMLOS: Answer Yes, No, or Not Applicable under each of the Pedestrian, Bike and Transit sections. Points are only awarded for proposed (not existing) and confirmed aspects of the project. Sheet 3. TDM: Choose the mitigation measures that are appropriate for your project. Sheet 4. Summary and Narrative: Review the summary of the project's mitigated trips and provide a narrative which explains the measures selected for the project. Click on "Generate Narrative" and individually explain each measure that was chosen and how it enhances the site or mitigates vehicle traffic. Ensure each selected measure make sense for Helpful Hints: 1. Refer to the T. Transportation Impact Analysis_idehnes for information on the use of this tool. 2. Refer to I TIA Frequently Asked Questions a quick overview. 2. Hover over red corner tags for additional information on individual measures. 3. Proposed TDM or MMLOS measures should be new and/or an improvement of existing conditions. A project will not receive credit for measures already in place. Proposed TDM or MMLOS measures should also make sense in the context of project location and future use. = input = calculation DATE: 7/18/2016 PROJECT NAME: Aspen Times/Hotel Jerome Subdivision/PUD PROJECT ADDRESS: 310 and 330 East Main Street APPLICANT CONTACT INFORMATION: Sunny Vann, Vann Associates, LLC, P.O. Box4827, Basalt, CO 81612, 925-6958, NAME, COMPANY, vannossociates@comcast.net ADDRESS, PHONE, EMAIL Minor Development - Inside the Roundabout Is this a major or minor project? IMinor Major Development - Outside the Roundabout Net New Trips Generated AM Peak -Hour PM Peak -Hour Units/Square Feet of Proposed Land Use the Proposed Project Entering Exiting Total Entering Exiting Total Commercial (sf) -374.0 sf -0.59 -0.26 -0.85 -0.62 -0.93 -1.55 Free -Market Housing (Units) 0 Units 0.00 0.00 0.00 0.00 0.00 0.00 Affordable Housing (Units) 0 Units 0.00 0.00 0.00 0.00 0.00 0.00 Lodging (Units) 9 Units 1.28 0.97 2.25 1.45 1.34 2.79 Essential Public Facility (sf) 0.0 sf 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL NEW TRIPS 0.70 0.70 1.40 0.83 0.41 1 1.24 *For mixed -use (at least two of the established land uses) sites, a 4% reduction for AM Peak -Hour and a 141A reduction for PM Peak -Hour is applied to the trip generation. ASSUMPTIONS ASPEN TRIP GENERATION AM Peak Average PM Peak Average Land Use Trip Rate %Entering %Exiting Trip Rate %Entering %Exiting Commercial 2.27 0.69 0.31 4.14 0.4 0.6 Free -Market Housing 0.67 0.29 0.71 0.82 0.56 0.44 Affordable Housing 0.75 0.48 0.52 0.89 0.55 OAS Lodging 0.25 0.57 0.43 0.31 0.52 0.48 Essential Public Facility 0.86 0.62 0.38 1.66 0.4 0.6 MMLOS Input Page Instructions: Answer Yes, No, or Not Applicable to each measure under the Pedestrian, Bike and Transit sections. input = calculation Category Sub. MeasureNumber Question Answer Points c o Does the project propose a detached sidewalk where an attached 2 LE c 1 sidewalk currently exists? Does the proposed sidewalk and buffer No 0 `o 9 meet standard minimum widths? Is the proposed effective sidewalk width greater than the standard Y 3 'o Z minimum width? No 0 c Does the project propose a landscape buffer greater than the 3 No 0 0 standard minimum width? c Does the project propose a detached sidewalk on an adjacent block? O Y 4 Does the proposed sidewalk and buffer meet standard minimum No 0 _0 C m widths? 0 Is the proposed effective sidewalk width on an adjacent block s R 5 greater than the standard minimum width? No 0 Is the proposed landscape buffer on an adjacent block greater than _ v a v c i^ o 6 the standard minimum width? No 0 Are slopes between back of curb and sidewalk equal to or less than 7 Yes 0 5%? 8 Are curbs equal to (or less than) 6 inches? Yes 0 m 0 Is new large-scale landscaping proposed that improves the pedestrian experience? Properties within the Core do not have ample area to 9 provide the level of landscaping required to receive credit in this No 0 a category. Does the project propose an improved crosswalk? This measure must 10 No 0 et City approval before receiving credit. C R i 11 Are existing driveways removed from the street? No 0 Is pedestrian and/or vehicle visibility unchanged by new structure or yes 0 0) a M c 12 column? Is the grade (where pedestrians cross) on cross -slope of driveway 2% f1 A g 6 13 yes 0 S or less? Does the project propose enhanced pedestrian access points from a 'L u 14 the ROW? This includes improvements to ADA ramps or creating new Yes 5 access points which prevent pedestrians from crossing a street Does the project propose enhanced pedestrian or bicyclist interaction 15 with vehicles at drivewa areas? Yes 5 16 I Is the project's pedestrian directness factor less than 1.5? No ME 5 3 7u Does the project propose new improvements which reduce the d pedestrian directness factor to less than 1.2? A site which has an E 17 existing pedestrian directness factor less than 1.2 cannot receive No 0 u credit in this category. 18 Is the project proposing an off site improvement that results in a No 0 m apedestrian directness factor below 1.2?" Are traffic calming features proposed that are part of an approved 19 Ian (s eed hum s, re id flash)?• No 0 Are additional minor improvements proposed which benefit the A -o m 20 pedestrian experience and have been agreed upon with City of Aspen Yes 3 0 o u staff? _ Are additional major improvements proposed which benefit the Lc o >0 a 0. E 21 pedestrian experience and have been agreed upon with City of Aspen No 0 staff? ra • Category $Ub. Measure Number Question Answer Points a 22 Is a new bicycle path being implemented with City approved design? No 0 Do new bike paths allow access without crossing a street or driveway? No 0 m rn 23 N 24 Is there proposed landscaping, striping, or signage improvements to No 0 , L an existing bicyclepath? O p 4J c ' Does the project propose additional minor bicycle improvements No 0 y : 25 which have been agreed upon with City of Aspen staff? Does the project propose additional major bicycle improvements 0 V m c i 26 which have been agreed upon with City of Aspen staff? I 0 Y C ae 27 Is the project providing bicycle parking? No 0 m a Category Sub. Measure Number Question Answer Points 28 Is seating/bench proposed? No 0 Is a trash receptacle proposed? No 0 29 No 30 Is transit system information (signage) proposed? 0 Is shelter/shade proposed? No I d m 31 0 E Is enhanced pedestrian -scale lighting proposed? No 0 a 32 N m 'yt 33 Is real-time transit information proposed? No 0 C 34 Is bicycle parking/storage proposed specifically for bus stop use? No 0 rC 35 Are ADA improvements proposed? No 0 36 Is a bus pull-out proposed at an existing stop? No 0 C 37 Is relocation of a bus stop to improve transit accessibility or roadway No 0 16 C r �' operations proposed? 38 Is a new bus stop proposed (with minimum of two basic amenities)? No 0 r� Ali TDM Input Page t ,qw— ...._ Instructions TDM: Choose the mitigatwn measures that are appropriate for your project. Proposed TOM or MMLOS measures should be new and/or an improvement of existing conditions. A project will not receive credit for measures already in place. Proposed TDM or MMLOS measures should also make sense in the context of project location and future use. Measure Number Sub. Question Answer Strategy VMT Reductions 1 -site Servicing Will an orsske ammentties sine be implemented? No 0.00% Which onsin ammenkias will be implemented? rategory Shared Shuttle Service WIII a shared shuttle service suet be implemented' No 0.00% the d ree of im lementation7Z What Is Me company size? What ercenta a of customers are eli ible? 3 Nonmotorized Zones Will a nonmomrixed zones strategybe implemented? No 0.00% MMaximum Reduction Allowed in Category 0 OWb Category Measure Number Sub. Question Answer Strategy VMT Reductions 6 Network Expansion Will a network ex ansbn stra egy be implemented? No 0.0046 What Is the ercenta;: Increase of transit network cover e7 What is the existingtransit mode share as a %of total da U'l s? E i 2 E S Service frequency/Speed Will a service tr uenq/speed strate be kn lemented? No 0.00% What Is the ercen a reduction in headwa increase In h uengj? _ W hat Is the existing transit mode share as a %of total daily trips? ----- What Is the level of Im lementation7 E 6 Transit Access Improvement WIII .transit — ss Improvement stra be implemented? No What is the extent of attess Im rowmenb7 0.0076 7 Intercept Lot ]Will an intercept lot strategy be implemented? IN. 0,00% CMaximum Reduction Allowed in Category Category Measure Number Sub. Question Answer I I Strategy VMT Reductions 8 Participation in TOP WIII there be a t ation in TOP? No 0 0096 What rant a of em loyeas are efill 9 Transit Fare Subsidy is • transit hre wbsidy stra[ implemented? No 0.0096 What ercenta a of empl ees are ell Ible7 What is the amount o(transit wbsid assen er daily equivalent 7 10 Employee Parking Cash -Out Is an employ" parkincash-out strategybeingimplemented? No 000% What percentage of em I ees are eligible? it Workplace Parking Pricing Is a w Ian arkin pridn stra[ implemented? No O.Om6 What Is the daily parkin char eT Whrt ercen a of employees are subject to priced parking? 12 Compressed Work Weeks Is a com reseed work weeks svat implemented? No 0.00% What ercen a of employees are particiatin ? What Is the workweek schedule? _ 13 Employer Sponsored Vanpool Is an em loyar s onsercd shuttle program Implemented? No What is Me em 1 size? What cen a of em are eligible? 14 Carpool Matching Is a nrpool matchin stra[ implemented? No What ercenta eot em to eas are eli ble7 15 Carshare Program Is wrshan art1U ation bein implemented? No 0.00% How man em to ee memberships have been purchased? What percentage of employeesarc el' le? _ - ' • - 16 Bikeshare Program Is paMci adore in the 6ikeshara program WE -cycle being implemented? Yes 150% How many membershi s have been urchased7 sloo What ercenta a of am I s/ nests arc el la7 100% E _ 17 End of Trip Facilities Is an end of trip faUlkias it beins implemented? Na 0.00% What is the d e of im lemenration7 What is the employersize? _I 18 Self -funded Emergency Ride Home015% Is a self -funded en enty ride home strate beingimplemented? Yes What ercenta a of em I s are el ble? 1O0% 19 Carpool/Vanpool Priority Parking Is a nrpooVvan of —ty parkingstrategybeingimplemented? No 0.00% Whet is the em layer size? What number of parking sots are available for the program? 20 Private Employer Shuttle Is a private employer shuttle strategybeingimplemented? No 0.00% What is the employer size? What percentage of em to ees are eligible? 21 Trip Reduction Marketing/incentive Ise [ri reduction marketin incentive program implemented? Program What percents a of em loyees/ uests are eligible? No 000% 1. 22% work trips represents D mixed -used site (SF Boy Area Tmvel Survey). See Assumptions Tab /or more detoil. Summary and Narrative: DATE: 7/18/2016 PROJECT NAME: Aspen Times/Hotel Jerome Subdivision/PUD PROJECT ADDRESS: 310 and 330 East Main Street APPLICANT CONTACT INFORMATION: Sunny Vann, Vann Associates, LLC, P.O. Box 4827, Basalt, CO 81612, 925-6958, vannossociates@comcost.net NAME, COMPANY, ADDRESS, PHONE, EMAIL SUMMARY Trip Generation ............................................ _.............. -........ ............................P............................................ Peak Hour Max Trips Generated Trip Mitigation ............ -........ ..................... ................... ........ -...............................................................9 . ................... MMLOS TDM Total Trips Mitigated NET TRIPS TO BE MITIGATED AM 1.4 8 0.01 8.01 0.00 Narrative: Click on the "Generate Narrative" Button to the right. Respond to each of the prompts in the space provided. Each response should cover the following: 1. Explain the selected measure. 2. Call out where the measure is located. 3. Demonstrate how the selected measure is appropriate to enhance the project site and reduce traffic impacts. 4. Explain the Enforcement and Financing Plan for the selected measure. S. Explain the scheduling and implementation responsibility of the mitigation measure. 6. Attach any additional information and a site map to the narrative report. Project Description In the space below provide a description of the proposed project. Demolition of the non -historic portion of the Aspen Times building, renovation of the remaining historic portion, and the constructionof a new 3- story addition thereto containing two new lodge units with eight keys. A portion of the existing building's commercial net leasable area will be used to provide new commercial spaces in the restored Aspen Times buildingand the addition, and to expand the Hotel Jerome's existing basement SPA. One new lodge unit will be added to the Hotel and it's courtyard will be improved. MMLOS Describe the enhanced pedestrian access point(s). This measure is to improve pedestrian access to the site from the ROW. It includes adding additional access points which prevent pedestrians and bicyclists from crossing a street, improvements to the project's ADA ramps in the ROW, and improvements to existing access points. A new ADA compliant ramp will be installed where the existing Monarch Street sidewalk intersects the south side of the alley behind Carl's Pharmacy. Explain the enhanced pedestrian interaction at driveway areas or alley crossings. There must be an existing deficiency on the proposed site to select this mesaure. If the project will increase interaction between pedestrians and vehicles at a driveway this should be mitigated by implementing improvements to that area. New signage, striping, mirrors, and other approved devices are examples to address pedestrian - vehicle conflicts at driveways. Sidewalk improvements are proposed at the Bleeker Street driveway entrance to the Hotel's parking garage. 0 Explain any additional minor improvements which benefit the pedestrian experience and have been agreed upon with City of Aspen staff. A new vehicular pullout will be provided within the Main Street ROW and adjacent to the Hotel's entrance portico. The new pullout will help to reduce vehicular/pedetrian conflicts for arriving and departing Hotel guests and enhance safety for both guests and the public at large. Include any additional information that pertains to the MMLOS plan in the space provided below. Enter Text Here TDM Provide details for the proposed bike share program participation. Bike sharing provides access to a fleet of bicycles for short trips, thus reducing SOV travel. The successful project will provide memberships to the existing WE -cycle program. Include details on how many WE - cycle memberships will be purchased and whether these will be made available to guests, employees, or both. The Hotel will participate in the WE -cycle program. Five (5) season passes will be purchased and made available to both Hotel employees and guests. Explain the proposed self -funded emergency ride home strategy below. Emergency Ride Home programs reduce barriers associated with alternative commute modes, thus reducing SOV trips. The successful project will develop and fund a program to provide commuters who carpool, vanpool, bike, walk or take transit to work with a reliable and free ride home - usually in a taxi or rental car when unexpected emergencies arise. The use of the TOP program's Emergency Ride Home service is not applicable for mitigation purposes. The Hotel will provide a free taxi emergency ride home to employees who carpool, vanpool, bike, walk or take transit to work. Include any additional information that pertains to the TDM plan in the space provided below. Enter Text Here MMLOS Site Plan Requirements Include the following on a site plan. Clearly call out and label each measure. Attach the site plan to the TIA submittal. Slopes Between Back of Curb and Sidewalk 2% Slope at Pedestrian Driveway Crossings Enhanced Pedestrian Access Point Enhanced Pedestrian Interaction at Driveway Areas Additional Minor Pedestrian Improvement Enforcement and Financing Provide an overview of the Enforcement and Financing plan for the proposed transportation mitigation measures. The MMLOS measures will be undertaken by the Hotel owner. The TDM measures will be provided by the Hotel's management entity. Scheduling and Implementation Responsibility of Mitigation Measures Provide an overview of the scheduling and implementation responsibility for the proposed transportation mitigation measures. The MMLOS measures will be implemented in connection with therestoration of the Aspen Time building and the construction of the additition thereto. The proposed improvements will be depicted in the owner's building permit application which is subject to Engineering Department review. Monitoring and Reporting Provide a monitoring and reporting plan. Refer to page 17 in the Transportation Analysis Guidelines for a list of monitoring plan requirements. Components of a Monitoring and Reporting Plan should include (1) Assessment of compliance with guidelines, (2) Results and effectiveness of implemented measures, (3) Identification of additional strategies, and (4) Surveys and other supporting data. No monitoring or reporting is required in connection with the implementation of the proposed MMLOS measures. Hotel management will provide an annual report for three (3) years following the issuance of a Certificate of Occupancy for the project outling the Hotel's compliance with and the level of use of the proposed TDM measures. LJ u HASELDEN CONSTRUCTION EXHIBIT D ASPEN TIMES/HOTEL JEROME LANDSCAPE IMPROVEMENTS 03.5 Main & Mill St 32H Landscaping / Irrigation Mobilization / Supervision / Equipment 1 LS $ 20,000.00 $ 20,000 Celebration Maple - 3" cal 8 EA $ 1,172.98 $ 9,384 Accolade Elm - 3" cal 9 EA $ 963.38 $ 8,670 Tree Stakes/Guying 17 EA $ 25.00 $ 425 *** Total 32H Landscaping / Irrigation $ 38,479 05 Courtyard 32H Landscaping / Irrigation 5.1 - Planter Bowls 5.2 - Planter Pot - Large 5.3 - Planter Pot - Small Mobilization / Supervision / Equipment Irrigation - Material & Labor / Zone Irrigation - Backflow Preventor Sod Crane to set Character Tree Courtyard Character Tree (Norway Maple) - Autumn Blaze Maple - 3" cal Crab Spring Snow - 5"cal Aspen Single - 3" cal Tree Stakes/Guying Kinnikinnick Massachuse - 1 gal Cotoneaster Peking - 5gal Juniper Armstrong - 5gal Sumac Dwarf Flagrant - 5gal Spirea Frobel - 5gal Male Fern - 1gal Allium Melenium Bulb Allium Schuberti Bulb Columbine Rocky Mountain - 1gal False Forget-me-not - 1gal Larkspur Magic Fountains - 1gal Hosta Honey Bells - 1gal Iris - Ceasears Brother - 1gal Iris - Iris Siberian - 1gal Lavendar - Deep Blue - 1 gal Salvia - Blue - 1gal Stonecrop Dragon's Blood - 1 gal Annuals Honeysuckle - Hall's - 1 gal Virginia Creeper - 1gal Steel Edger Organic Soil Amendments - Sod Organic Soil Amendments - Planter Bed's 8 EA $ 1,207.50 $ 9,660 34 EA $ 962.50 $ 32,725 13 EA $ 946.40 $ 12,303 1 LS $ 12,500.00 $ 12,500 15 EA $ 3,500.00 $ 52,500 1 EA $ 5,000.00 $ 5,000 1250 SF $ 1.66 $ 2,075 1 EA $ 10,000.00 $ 10,000 1 EA $ 17,500.00 $ 17,500 6 EA $ 1,172.98 $ 7,038 7 EA $ 1,500.00 $ 10,500 5 EA $ 810.05 $ 4,050 18 EA $ 25.00 $ 450 50 EA $ 45.00 $ 2,250 50 EA $ 50.94 $ 2,547 50 EA $ 55.00 $ 2,750 50 EA $ 58.61 $ 2,931 50 EA $ 50.94 $ 2,547 20 EA $ 24.48 $ 490 80 EA $ 32.15 $ 2,572 80 EA $ 32.15 $ 2,572 80 EA $ 19.69 $ 1,575 80 EA $ 26.40 $ 2,112 80 EA $ 26.40 $ 2,112 20 EA $ 26.40 $ 528 80 EA $ 26.40 $ 2,112 .80 EA $ 24.48 $ 1,958 80 EA $ 26.40 $ 2,112 80 EA $ 18.73 $ 1,498 50 EA $ 18.73 $ 937 1 LOT $ 5,000.00 $ 5,000 12 EA $ 24.48 $ 294 12 EA $ 32.15 $ 386 80 LF $ 3.68 $ 294 40 CY $ 214.35 $ 8,574 30 CY $ 263.15 $ 7,895 0 Organic Soil Amendments - Planters & Pots 1 CY $ 6,500.00 $ 6,500 Arborist Root Prunning 1 LS $ 575.00 $ 575 Soil Test 1 LS $ 143.75 $ 144 **" Total 32H Landscaping / Irrigation $ 239,565 $ 278,044 HASELDEN CONSTRUCTION EXHIBIT E ASPEN TIMEWHOTEL JEROME HISTORIC IMPROVEMENTS 02 Aspen Times Renovation 006 Site Logistics Cosmetic Repairs to Carl's Pharmacy Scaffolding/Protect Roof at Carl's Elevation Snow Removal General Labor & Clean Up Traffic Control Pothole Existing Utilities ** Total 006 Site Logistics 01 E Surveying / Layout Surveying and Layout Controls Survey and Monitoring of Adjacent Buildings **Total 01 E Surveying / Layout 01 G Sound Wall Allowance Sound Wall (Includes Consultant & Monitoring) **Total 01 G Sound Wall Allowance 02A Demolition Move / Replace Existing Structure Interior Demo & Bracing of Existing Times Bldg. Demo Large Pine East of Times Building ** Total 02A Demolition 03A Structural Concrete Shot Crete Wall Footings Concrete Material Supply Concrete Place Concrete Finish Reinforcing Material Supply & Tie Slab on Grade Slab on Metal Deck (Level One SOG Covered in Base Bid) Temporary Heating / Weather Protection for Concrete ** Total 03A Structural Concrete 05A Structural Steel Fabrication and Erection Structural Steel ** Total 05A Structural Steel Fabrication and Erection 05B Misc. Metals Fabrication Misc. Metals Misc. Items - Edges, Braces, Embeds ** Total 05B Misc. Metal Fabrications 06A Rough Carpentry Wood Framing (Struct & Roof Repair) - Times Building Interior Backing and Blocking ** Total 06A Rough Carpentry 06C Exterior Carpentry 1 ALLOW $ 5,000.00 $ 5,000 1 ALLOW $ 5,000.00 $ 5,000 1 MO $ 8,390.50 $ 8,391 2.69 MO $ 4,171.00 $ 11,220 2.98 MO $ 4,171.00 $ 12,430 1 LS $ 2,000.00 $ 2,000 $ 44,040 50 HR $ 239.78 $ 11,989 1 LS $ 7,500.00 $ 7,500 1 ALLOW $ 10,000.00 $ 10,000 $ 10,000 1445 SF $ 62.28 $ 90,000 1445 SF $ 6.92 $ 9,999 1 LS $ 15,000.00 $ 15,000 $ 115,000 69 CY $ 1,073.45 $ 74,068 54 CY $ 511.65 $ 27,629 0INCL $ - $ - 0INCL $ - $ - 0INCL $ - $ - 0INCL $ - $ - 1674 SF $ 13.46 $ 22,525 2293 SF $ 14.00 $ 32,104 1 MO $ 5,000.00 $ 5,000 $ 161,327 2110 GBA $ 27.48 $ 57,972 57,972 1767 GBA $ 1.00 $ 1,767 1679 GBA $ 0.50 $ 840 $ 2,607 1767 GBA $ 18.00 $ 31,806 3446 GBA $ 2.00 $ 6,892 $ 38,698� • • Siding 4 - Painted Wood Siding w/Trim 978 SF $ 19.00 $ 18,582 ** Total 06C Exterior Carpentry $ 18,582 07A Dampproofing / Waterproofing Blindside Waterproofing at Basement Walls 2145 SF $ 12.00 $ 25,740 *' Total 07A Dampproofing / Waterproofing $ 25,740 07C Building Insulation Batt Insulation Exterior 0 w/ Drywall $ - $ - 2" Thermax Rigid Insulation at Exterior Framing 0 w/ Drywall $ - $ - "Total 07C Building Insulation $ - 07E Roofing / Sheet Metal Corrugated Metal Roof 1748 SF $ 20.64 $ 36,084 4" Gutter 210 LF $ 19.00 $ 3,990 4" Downspout 64 LF $ 19.00 $ 1,216 ** Total 07E Roofing / Sheet Metal $ 41,290 07G Fireproofing Fireproofing (At 1st Floor only) 2011 SF $ 3.00 $ 6,033 "Total 07G Fireproofing $ 6,033 07H Firestopping Firestopping 3446 GBA $ 0.25 $ 862 ** Total 07H Firestopping $ 862 07i Joint Sealants Joint Sealants 3446 GBA $ 0.50 $ 1,723 ** Total 07i Joint Sealants $ 1,723 08A Door / Frame / Hardware Installation K&K Door/ Frame/ Hardware Install 3 EA $ 437.00 $ 1,311 Unload / Sorting / Distribute Doors and Hardware 12 EA $ 27.00 $ 324 K&K Window - Install 6 EA $ 179.98 $ 1,080 K&K Door - Install 0 W/08A $ - $ - Head Flashing - Windows 83 If $ 6.71 $ 557 Head Flashing - Doors 53 If $ 6.71 $ 356 Sill Flashing - Windows 83 If $ 6.71 $ 557 Sill Flashing - Doors 53 If $ 6.71 $ 356 ** Total 08A Door / Frame / Hardware Installation $ 4,540 08B Door / Frame / Hardware Supply K&K Public Entry Hardware - Supply 5 EA $ 2,500.00 $ 12,500 ** Total 08B Door / Frame / Hardware Supply $ 12,500 08D Overhead Coiling Doors Overhead Bi-Fold Door 1 EA $ 7,500.00 $ 7,500 ** Total 08D Overhead Coiling Doors $ 7,500 08E Aluminum Storefront / Aluminum Windows Storefront Doors - Meeting Space 1 PR $ 6,000.00 $ 6,000 ADA Operators 1 EA $ 3,500.00 $ 3,500 ** Total 08E Aluminum Storefront / Aluminum Windows $ 9,500 08F Wood Windows Wood Windows - Operable 6 EA $ 1,750.00 $ 10,500 K&K Doors - Restroom Corridor 1 EA $ 3,400.00 $ 3,400 K&K Doors - Meeting Space 1 PR $ 5,500.00 $ 5,500 K&K Doors - Meeting Space 1 EA $ 3,400.00 $ 3,400 **Total 08F Wood Windows $ 22,800 09B Gypsum Board Systems Gypsum Ceiling System - Suspended 2776 SF $ 6.00 $ 16,656 6" Metal Studs - Dens Glass Gold, Insulation, Tyvek; Exterior Wall 452 SF $ 15.00 $ 6,780 6" Metal Studs - Dens Glass Gold, Insulation, Tyvek; Exterior Wall - 2-hr 734 SF $ 17.00 $ 12,478 ** Total 09B Gypsum Board Systems $ 35,914 09J Painting / Wallcoverings Exterior Painting (Siding & Trim) 846 SF $ 1.25 $ 1,058 Exterior Painting (Steel Trellis) 540 SF $ 4.50 $ 2,430 ** Total 09J Painting / Wallcoverings $ 3,488 10B Signage / Directories Signage 3446 GBA $ 0.50 $ 1,723 **Total 10B Signage / Directories $ 1,723 21A Fire Protection Systems Full Wet Sprinkler System - Building 3446 GBA $ 5.00 $ 17,230 "Total 21A Fire Protection Systems $ 17,230 23A Mechanical Mechanical Systems 3446 GBA $ 27.63 $ 95,223 **Total 23A Mechanical $ 95,223 26A Electrical Systems Electrical System - Building 3446 GBA $ 12.20 $ 42,048 Demo Electrical Systems in Existing Buildings - Make Safe 0 INCL $ - $ - ** Total 26A Electrical Systems $ 42,048 31A Earthwork Removal of Buried Foundations of existing buildinc 0 INCL $ - $ - Basement Excavation (open access) 948 CY $ 11.50 $ 10,902 Structural Excavation 315 CY $ 18.00 $ 5,670 Install / Remove Access Ramp 0 EACH $18,700.00 $ - Vapor Barrier 1900 SF $ 0.48 $ 912 Over excavation 0 NIC $ - $ - Perimeter/ Under Drain System with Gravel 148 LF $ 41.00 $ 6,068 Mobilization and Site Prep 0 INCL $ - $ - Export Soils 1437 CY $ 49.50 $ 71,132 Remove Shot Crete Waste 7 CY $ 250.00 $ 1,750 Fine Grade - Foundation and Slab 0 INCL $ - $ - Underslab Gravel 1900 SF $ 2.10 $ 3,990 Imported Fill 0 NIC $ - $ - Radon System 1900 SF $ 1.85 $ 3,515 Hand Excavation 35 CY $ 57.00 $ 1,995 Import Fill Material 79 CY $ 53.00 $ 4,187 Building Fine Grade 1767 SF $ 0.46 $ 813 Temporary Dewatering 1 LS $ 5,000.00 $ 5,000 **Total 31A Earthwork $ 115,933 31 B Erosion Control Storm Water Inspections 2.96 EA $ 500.00 $ 1,480 Storm Water Permits 1 LS $ 425.00 $ 425 Perimeter Chain Link Site Fence w/ Windscreen 200 LF $ 7.90 $ 1,579 Silt Fence 200 LF $ 2.25 $ 450 Inlet Protection 0.71 EA $ 330.00 $ 234 Erosion Control Maintenance (prorated) 2.96 MO $ 776.00 $ 2,297 Vehicle Tracking Pad 1 EA $ 2,500.00 $ 2,500 Concrete Washout w/ Dump Fee 0 w/ Concret, $ - $ - Curb Socks 2 EA $ 175.00 $ 350 *" Total 31 B Erosion Control $ 9,315 31 C Shoring / Soil Stabilization Temporary Beam & Lag Shoring - West/South Sid 1409 SF $ 125.00 $ 176,125 Temporary Soil Nail Shoring - East/North Sides (O 757 SF $ 65.00 $ 49,205 **Total 31 C Shoring / Soil Stabilization 1 $ 225,330 • 9 HASELDEN CONSTRUCTION EXHIBIT F ASPEN TIMES/HOTEL JEROME PUBLIC INFRASTRUCTURE IMPROVEMENTS 03 Loading Dock 07i Joint Sealants Site Joint Sealants 2480 SF $ 0.39 $ 967 *** Total 07i Joint Sealants $ 967 26A Electrical Systems Misc. Electrical 1 LS $ 4,313.00 $ 4,313 ***Total 26A Electrical Systems $ 4,313 33A Site Utilities 6" PVC SS Service Line 10 LF $ 65.00 $ 650 *** Total 33A Site Utilities 1 $ 650 03.5 Main 8 Mill St 006 Site Logistics Street Signage Street & Sidewalk Cleaning (Prorated) Traffic Control (Prorated) Pothole Existing Utilities *** Total 006 Site Logistics 01 E Surveying / Layout Surveying and Layout Controls **' Total 01 E Surveying / Layout 07i Joint Sealants Site Joint Sealants **" Total 07i Joint Sealants 23A Mechanical Rework / New Snowmelt - Main St *** Total 23A Mechanical 26A Electrical Systems Misc. Electrical *** Total 26A Electrical Systems 31A Earthwork Excavate for Silva Cell / Trees Export Spoil Material Demo Existing Hardscapes ***Total 31 A Earthwork 31 B Erosion Control Storm Water Inspections Storm Water Permits Perimeter Chain Link Site Fence w/ Windscreen Silt Fence Inlet Protection Erosion Control Maintenance Concrete Washout w/ Dump Fee Curb Socks ***Total 31 B Erosion Control 1 LS $ 7,500.00 $ 7,500 2 MO $ 4,500.00 $ 9,000 1 MO $ 16,781.00 $ 16,781 1 LS $ 2,000.00 $ 2,000 $ 35,281 32 HR $ 239.78 $ 7,673 $ 7,673 5295 SF $ 0.39 $ 2,065 $ 2,065 2842 SF $ 17.86 $ 50,747 $ 50,747 1 LS $ 12,925.00 $ 12,925 $ 12,925 285 CY $ 22.50 $ 6,413 327 CY $ 49.30 $ 16,121 8566 SF $ 4.15 $ 35,549 $ 58,083 0.85 EA $ 500.00 $ 425 1 LS $ 425.00 $ 425 800 LF $ 800 LF $ 1.41 EA $ 0.85 MO $ 0 w/ Concret, $ 6 EA $ 7.90 $ 6,317 2.25 $ 1,800 330.00 $ 465 776.00 $ 660 175.00 $ 1,050 r$ 11,142 u 32A Asphalt Paving / Pavement Markings Main / Mill St - Patch & Repair Asphalt Paveme Main St - New Drop-off Asphalt Pavement Main / Mill St - Lane Markings / Signage Total 32A Asphalt Paving / Pavement Markings 32B Site Concrete Main St - Curb and Gutter Main St - ADA Ramp with Truncated Domes Main St - Concrete Snowmelt Underslab Main St. Light Pole Bases Mill St - Curb and Gutter Mill St - ADA Ramp with Truncated Domes Mill St - Light Pole Bases Remove/ Relocate OH Power Lines in Alley *'* Total 32B Site Concrete 05 Courtyard OOB Site Logistics Emergency Egress Path of Travel Snow Removal Total OOB Site Logistics 01G Sound Wall Allowance Sound Wall (Includes Consultant & Monitoring) ***Total 01 G Sound Wall Allowance 07i Joint Sealants Site Joint Sealants Total 07i Joint Sealants 26A Electrical Systems Temporary Re-routing of Utilities for Existing Structures Electrical System (Move Transformers / Underground Utility Work) Temporary Transformer Generator for Shut Down Total 26A Electrical Systems 31A Earthwork Demo Existing Site Improvements, Hardscapes Protection of Existing Finishes to Remain Removal of Trees Removal of Buried Foundations of existing buildings Site Cut/ Fill Import Fill Material Hand Excavation Import Fill Material Site Fine Grade Temporary Gravel - laydown and access in cou 'Total 31A Earthwork 31 B Erosion Control Perimeter Chain Link Site Fence w/ Windscree► Vehicle Tracking Pad Concrete Washout w/ Dump Fee *** Total 31 B Erosion Control 33A Site Utilities 85 SY $ 75.00 $ 6,375 72 SY $ 75.00 $ 5,400 1 LS $ 1,000.00 $ 1,000 $ 12,775 246 LF $ 28.00 $ 6,888 2 EA $ 1,950.00 $ 3,900 2842 SF $ 5.00 $ 14,210 2 EA $ 300.00 $ 600 232 LF $ 28.00 $ 6,496 2 EA $ 1,950.00 $ 3,900 2 EA $ 650.00 $ 1,300 0 By Owner $ - $ - 100 LF 1 MO $ 37,294 $ 25.00 $ 2,500 $ 8,390.50 $ 8,391 $ 10,891 2 ALLOW $ 10,000.00 $ 20,000 $ 20,000 11954 SF $ 0.39 $ 4,662 $ 4,662 1 LS $ 5,000.00 $ 5,000 1 LS $ 167,135.00 $ 167,135 1 LS $ 7,890.00 $ 7,890 1 LS $ 12,569.00 $ 12,569 $ 192,594 11926 SF $ 5.00 $ 59,630 2250 SF $ 2.79 $ 6,278 17 EA $ 1,035.00 $ 17,595 0INCL $ - $ - 883 CY $ 14.00 $ 12,362 943 CY $ 53.00 $ 49,979 50 CY $ 57.00 $ 2,850 62 CY $ 53.00 $ 3,286 11926 SF $ 0.46 $ 5,486 2000 SF $ 1.40 $ 2,800 $ 160,265 224 LF $ 7.90 $ 1,769 2 EA $ 2,500.00 $ 5,000 0 w/ Concret, $ - $ - $ 6,769 0 Remove Existing & Tie -In Water & Sewer 6" DIP Fire Water Line *" Total 33A Site Utilities 1 EA $ 4,525.00 $ 4,525 24 LF $ 105.00 $ 2,520 $ 7,045 $ 636,140 EXHIBIT G ASPEN TIMES/HOTEL JEROME H AS E LD E N STORM WATER IMPROVEMENTS CONSTRUCTION 03 Loading Dock OOB Site Logistics Dumpsters 5 EA $ 1,200.00 $ 6,000 General Labor & Clean Up 0.77 MO $ 4,171.00 $ 3,212 Street & Sidewalk Cleaning 2 MO $ 4,500.00 $ 9,000 Traffic Control 0.85 MO $ 4,171.00 $ 3,545 Pothole Existing Utilities 1 LS $ 2,000.00 $ 2,000 Relocate Compactor Before & After Work 0 By Owner $ - $ - *** Total OOB Site Logistics $ 23,757 0101E Surveying / Layout Surveying and Layout Controls 8 HR $ 239.78 $ 1,918 ***Total 01 E Surveying / Layout $ 1,918 04A Masonry Stone Cap at Trash Compactor Wall 47 LF $ 55.00 $ 2,585 8" CMU at Trash Compactor Wall 282 SF $ 20.00 $ 5,640 *** Total 04A Masonry Fs 8,225 31A Earthwork Protection of Existing Finishes to Remain 2687 SF $ 2.79 $ 7,497 Removal of Existing Storm Line on Mill St. 88 LF $ 98.00 $ 8,624 Excavation & Backfill for Water Quality Trea 580 CY $ 31.50 $ 18,270 Demo & Fine Grade 3605 SF $ 3.80 $ 13,699 ***Total 31A Earthwork $ 48,090 31 B Erosion Control Storm Water Inspections (prorated) 0.42 EA $ 500.00 $ 210 Storm Water Permits (prorated) 1 LS $ 425.00 $ 425 Perimeter Chain Link Site Fence w/ Windsc 400 LF $ 7.90 $ 3,158 Silt Fence 250 LF $ 2.25 $ 563 Inlet Protection 1.41 EA $ 330.00 $ 465 Erosion Control Maintenance (prorated) 0.42 MO $ 776.00 $ 326 Curb Socks 2 EA $ 175.00 $ 350 *** Total 31 B Erosion Control $ 5,497 31 C Shoring / Soil Stabilization Shoring for Vault Installation 1 LS $ 30,000.00 $ 30,000 *** Total 31C Shoring / Soil Stabilization $ 30,000 32A Asphalt Paving / Pavement Markings Bleeker St - Patch & Repair Asphalt Pavemi 28 SY $ 75.00 $ 2,100 Bleeker St - Patch & Repair Asphalt Pavem( 168 SY $ 75.00 $ 12,600 Alley - Patch & Repair Asphalt Pavement 106 SY $ 75.00 $ 7,950 Bleeker St - Lane Markings 1 LS $ 200.00 $ 200 *** Total 32A Asphalt Paving / Pavement Markings [$ 22,850 32B Site Concrete Bleeker St - Cross Pan - 8" 507 SF $ 28.00 $ 14,196 Curb and Gutter 156 LF $ 28.00 $ 4,368 Valley Gutter 56 LF $ 28.00 $ 1,568 Trench Drain Concrete Encasement 65 LF $ 75.00 $ 4,875 Concrete Foundations (Replace Trash Com 16.5 CY $ 795.00 $ 13,118 Foundations for Reconstructed Trash Comp 19 CY $ 785.00 $ 14,915 ***Total 32B Site Concrete $ 53,040 33A Site Utilities 12" SD 82 LF $ 66.12 $ 5,422 8" SD 58 LF $ 48.70 $ 2,825 5' Type R Inlet 1 EA $ 5,190.00 $ 5,190 4' Dia. Street Manhole 1 EA $ 4,250.00 $ 4,250 Trench Drains With Covers 65 LF $ 115.00 $ 7,475 Asphalt Cutting and Demo 210 SY $ 17.00 $ 3,570 Asphalt Patching 210 SY $ 86.50 $ 18,165 New WQCV Treatment Vault 1 LS $ 10,165.00 $ 10,165 *"* Total 33A Site Utilities Fs 57,061 03.5 Main $ Mill St 7 Total i 05 Courtyard 0013 Site Logistics General Labor & Clean Up Street & Sidewalk Cleaning Traffic Control Pothole Existing Utilities ***Total OOB Site Logistics 01 E Surveying / Layout Surveying and Layout Controls *** Total 01 E Surveying / Layout 31A Earthwork Demo Existing Site Utilities *** Total 31A Earthwork 31 B Erosion Control Storm Water Inspections Storm Water Permits Silt Fence Inlet Protection Erosion Control Maintenance (prorated) Curb Socks ***Total 31 B Erosion Control 33A Site Utilities Remove Existing & Tie -In Water & Sewer 12" SD 8" SD 12" Yard Drain w/Grate Inlet Trench Drains With Covers Asphalt Cutting and Demo Asphalt Patching New Drywell *** Total 33A Site Utilities 2.5 MO $ 4,171.00 $ 10,428 3.5 MO $ 9,000.00 $ 31,500 2.5 MO $ 4,171.00 $ 10,428 1 LS $ 4,000.00 $ 4,000 $ 56,355 40 HR $ 239.78 $ 9,591 $ 9,591 1 LS $ 26,100.00 $ 26,100 $ 26,100 3.38 EA $ 500.00 $ 1,690 2 LS $ 425.00 $ 850 114 LF $ 2.25 $ 257 1.41 EA $ 330.00 $ 465 3.38 MO $ 776.00 $ 2,623 2 EA $ 175.00 $ 350 $ 6,235 1 EA $ 4,525.00 $ 4,525 160 LF $ 66.12 $ 10,579 484 LF $ 48.70 $ 23,571 23 EA $ 850.00 $ 19,550 150 LF $ 115.00 $ 17,250 100 SY $ 17.00 $ 1,700 100 SY $ 86.50 $ 8,650 2 EA $ 6,850.00 $ 13,700