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04-15-19 Town Council PacketTown Council Monday, April 15, 2019 4:00 PM 130 Kearns Road Council Chambers Agenda 1.CALL TO ORDER - Mayor Butler called to order the Regular Meeting of the Snowmass Village Town Council 2.ROLL CALL 3.PUBLIC COMMENT - This section is set aside for the Town Council to LISTEN to comments by the public regarding items that do not otherwise appear on this agenda. Generally, the Town Council will not discuss the issue and will not take an official action under this section of the agenda. (Five Minute Time Limit) 4.CONSENT AGENDA - These are items where all conditions or requirements have been agreed to or met prior to the time they come before the Council for final action. A Single Public Hearing will be opened for all items on the Consent Agenda. These items will be approved by a single motion of the Council. The Mayor will ask if there is anyone present who has objection to such procedure as to certain items. Members of the Council may also ask that an item be removed from the consent section and fully discussed. All items not removed from the consent section will then be approved. A member of the Council may vote no on specific items without asking that they be removed from the consent section for full discussion. Any item that is removed from the consent agenda will be placed on the regular agenda. 4.A.DRAFT AGENDAS Draft Agendas Page 4 4.B.MINUTES FOR APPROVAL March 18, 2019 - Regular Meeting Minutes 1 Town Council Page - 2 April 01, 2019 - Regular Meeting Minutes 03-18-19 Minutes for Approval Page 7 04-01-19 Minutes for Approval Page 15 4.C.SECOND READING - ORDINANCE NO. 05, SERIES OF 2019 - AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE GENERAL FUND, RETT FUND AND THE CAPITAL IMPROVEMENT PROJECT FUND FOR THE TOWN OF SNOWMASS VILLAGE Agenda Summary Ord 5 Page 20 Ord 5 - Budget Page 23 Attachments Ord 5 Page 25 4.D.SECOND READING - ORDINANCE NO. 06, SERIES OF 2019 - AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, COLORADO, APPROVING AND DIRECTING THE EXECUTION AND DELIVERY BY THE TOWN OF A SITE LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE TOWN AS LESSOR AND ZIONS BANCORPORATION, N.A. AS LESSEE, A LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE ZIONS BANCORPORATION, N.A. AS LESSOR AND THE TOWN AS LESSEE, AND OTHER DOCUMENTS INCIDENTAL THERETO, ALL FOR THE PURPOSE OF FINANCING A PORTION OF THE COST OF ACQUIRING, IMPROVING AND EQUIPPING CARRIAGE WAY APARTMENTS AND THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS INCIDENTAL THERETO; AND AUTHORIZING AND APPROVING THE TAKING OF ALL OTHER ACTIONS NECESSARY OR APPROPRIATE FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS ORDINANCE Agenda Summary Ord 6 Carriage Way Page 32 Ord 6 - Carriage Way Page 37 Site Agreement Ord 6 Page 47 Lease Agreement Ord 6 Page 60 4.E.SECOND READING - ORDINANCE NO. 07, SERIES OF 2019 - AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE EXCISE TAX FUND, THE CAPITAL IMPROVEMENT PROJECT FUND, THE MOUNTAIN VIEW I FUND, THE MOUNTAIN VIEW II FUND AND ADDING THE CARRIAGEWAY FUND FOR THE TOWN OF SNOWMASS VILLAGE Agenda Summary Ord 7 Carriage Way Funding Page 102 Ord 7 Carriage Way Funding Page 105 Ord 7 Attachments Page 108 4.F.FIRST READING - ORDINANCE NO. 08, SERIES OF 2018 -AN ORDINANCE AMENDING CHAPTER 10, ARTICLE V OF THE TOWN OF 2 Town Council Page - 3 SNOWMASS VILLAGE MUNICIPAL CODE BY MOVING THE ENTIREITY OF ARTICLE V OF CHAPTER 10 TO THE NEWLY CREATED CHAPTER 9 – MARIJUANA, TOBACCO AND SMOKING AS ARTICLE III THEREOF Agenda Summary Ord 8 Smoking Page 120 Ord 8 Smoking Page 121 5.POLICY/ LEGISLATIVE PUBLIC HEARINGS 5.A.SECOND READING OF ORDINANCE 04, SERIES OF 2019 - AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, COLORADO AMENDING THE SNOWMASS VILLAGE MUNICIPAL CODE TO RAISE THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION OF TOBACCO PRODUCTS AND TO ESTABLISH THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION OF ELECTRONIC SMOKING DEVICES AND RELATED SUBSTANCES BY ADDING CHAPTER 9, ARTICLE 2 TO THE MUNICIPAL CODE Agenda Summary Ord 4 - T21 Page 125 Ord 4 T21 Page 127 Sample Tobacco License Page 140 6.ADMINISTRATIVE REPORTS 6.A.Consideration and Possible Adoption of 2019 Council Goals Statement Agenda Summary Council Goals Page 142 Draft Goal Setting Statement Page 144 7.TOWN COUNCIL REPORTS AND ACTIONS - Reports and Updates 8.ADJOURNMENT 3 DRAFT 2019 Agenda Items • Regular Meetings begin at 4:00 p.m. unless otherwise noted • Work Sessions begin at 4:00 p.m. and aim to end at 6:00 p.m. • The dates on which agenda items are listed are only a best approximation. Agenda items are added to this list as they arise. Agenda items may well be moved to different meeting dates. Agendas are generally not finalized until the Thursday prior to the meeting. • In addition to agenda items, this document also lists expected absences of Town Council members. In compliance with section 2-49 of the municipal code, once the consent agenda is approved, the absences noted will be considered to have received the prior approval necessary of the majority of the Council for members to be absent from meetings. 2019 Meetings Mon. Apr. 15th – Regular Meeting • 2nd reading ord no 4 purchase Cigarette age to 21 • Ordinance 05 budget amendment boilers 2nd ? • Ordinance 06 approving financing for 250 carriage way 2nd • Ordinance 07 approving budget amendment for 250 carriage way2nd • Continued Town Council goal discussion Mon. May 6th – Regular Meeting (Sirkus Out) • 2020 Census Presentation • Consideration/approval of Mountain View trail construction • Renewable energy (solar) CIP project update and consideration • Continued Town Council goal discussion? • Continued Owl/Brush Creek round about discussion? • 1st reading on marijuana tax and code revisions (3 ords) Mon. May 13th – Work Session • Joint meeting with SAAB (first) • Joint Meeting with EAB – Emissions Inventory; CORE Update Mon. May 20th – Regular Meeting • SAAB recommendation of Public Art Piece Mon. Jun. 3rd - Regular Meeting (Butler out) • Mon. Jun. 10th - Work Session (Butler Shenk out) Mon. Jun. 17th - Regular Meeting • Joint Meeting with the Marketing, Group Sales and Special Events Board Thurs. Jun. 20th - EOTC Meeting - Pitkin County to Chair Mon. Jul. 1st - Regular Meeting (Kinney out) • Senior Housing in Snowmass Village & Aging in Place Mon. Jul. 8th - Work Session (Shenk out) • Joint Meeting with Volunteer Board 04-15-19 TC Packet Page 4 of 146 4 DRAFT 2019 Agenda Items Mon. Jul. 15th - Regular Meeting (Shenk out) Mon. Aug. 5th - Regular Meeting Mon. Aug. 12th - Work Session • Joint Meeting with Volunteer Board Mon. Aug 19th - Regular Meeting Tue. Sep. 3rd - Regular Meeting (Monday is Labor Day) Mon. Sep. 9th - Work Session • Joint Meeting with POSTR Board • Joint Meeting with Volunteer Board Mon. Sep. 16th - Regular Meeting Mon. Oct. 7th - Regular Meeting Mon. Oct. 14th - Work Session • Joint Meeting with Volunteer Board Thurs. Oct. 17th - EOTC Meeting -Aspen to Chair Mon. Oct. 21st - Regular Meeting Mon. Nov. 4th - Regular Meeting Mon. Nov. 11th -Work Session Mon. Nov. 18th - Regular Meeting Mon. Dec. 2nd - Regular Meeting Mon. Dec. 9th - Special Meeting Mon. Dec. 16th - Regular Meeting 04-15-19 TC Packet Page 5 of 146 5 DRAFT 2019 Agenda Items Topics for Work Sessions or Other Meetings Requested by Town Council Members • Update on Daly Town Home regarding retaining wall • How did they do that? • Environmental Discussions/ Approaches: 1) Meet with EAB and prioritize Sustainability goals 2) update on Solar and Renewable Energy for the Town of Snowmass Village 3) Discuss the Climate Reality Project 4) overview of the Re-Op Fund, its uses and successes. 5) a presentation of the Energy Navigator from the EAB/PW 6) discussion regarding how to move energy conservation efforts beyond town government to a community wide effort enabling individuals to help make progress 7) Update Council on solar project that was included in 2019 budget with findings from FAB, etc • Housing strategy: 1) discuss a potential regional approach to aging in place/ work with Pitkin county and county senior services- 2) find ways to encourage/ allow individuals to move from larger homes to smaller homes 3) meeting other needs- such as specific housing for town employees 4) update on current housing construction project 5) update on meeting the overall housing strategy • Action on Necessary IGA’s or other documents regarding “school property tax” distribution • A discussion on potentially allowing camping (RV or other) within the Village • Schedule Updates will all of the Town Boards to review priorities and current initiatives o EAB o FAB o PTRAB o POSTR o Marketing o Grants – Recent Awards; Review of Criteria; Purpose, etc. o SAAB o Planning • RFTA Strategic Priorities Update w. New Mill Levy 04-15-19 TC Packet Page 6 of 146 6 1 SNOWMASS VILLAGE TOWN COUNCIL 2 REGULAR MEETING MINUTES 3 MARCH 18, 2019 4 5 1) CALL TO ORDER 6 7 Mayor Butler called to order the Regular Meeting of the Snowmass Village Town 8 Council on Monday, March 18, 2019 at 4:05 p.m. 9 10 A complete live recording of this meeting can be found at www.tosv.com under Town 11 Council Meetings. This will be archived indefinitely allowing you to view at any time. 12 13 2) ROLL CALL 14 15 16 COUNCIL MEMBERS PRESENT: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 17 COUNCIL MEMBERS ABSENT: All council members were present. 18 STAFF PRESENT: Clint Kinney, Town Manager; Travis Elliott, Assistant to the Town Manager; John Dresser, Town Attorney; David Peckler, Transit Director; Marianne Rakowski, Finance Director; Rose Abello, Tourism Director; Anne Martens, Public Works Director and Rhonda B. Coxon, Town Clerk. 19 20 PUBLIC PRESENT: Charla Belinski, Aimee Rudell, Sam Mathew, Jim Williams, David Pesnichak, Renee Grossman, Risa Turetsky, Shawna Patrick, Garrett Patrick, Lauren Maytin, Naomi Smith and other member of the public interested in today’s Agenda items. 21 22 3) PROCLAMATIONS AND PRESENTATIONS 23 24 A. Owen Green Remembrance 25 26 Rose Abello, Tourism Director provided a booklet that was put together of pictures of 27 Owen Green and copies of all the wonderful cards, kind notes and flowers that were 28 sent to the Tourism department since Owen's passing on February 16, 2019. Abello 29 noted that this will be sent to Owen's parents so they can see the wonderful out pouring 30 of love and respect for their son. 31 32 04-15-19 TC Packet Page 7 of 146 7 03-18-19 TC Minutes Page 2 of 8 4) PUBLIC COMMENT 33 None at this time 34 35 5) CONSENT AGENDA 36 37 A. DRAFT AGENDAS 38 39 40 B. MINUTES FOR APPROVAL 41 February 18, 2019 – Regular Meeting Minutes 42 43 44 C. RESOLUTION NO. 23, SERIES OF 2019 - A RESOLUTION DESIGNATING 45 THE HIGH IMPACT EVENT CALENDAR IN ACCORDANCE WITH THE 46 MUNICIPAL CODE CONSTRUCTION MANAGEMENT STANDARDS AND 47 REGULATIONS 48 49 50 Council Member Sirkus stated that the dates listed in the Resolution for some of the 51 Special Events were not correct and asked that they be change to the right dates. 52 53 Bob Sirkus made the motion to approve those items on today's consent agenda with the 54 amendment to the minutes and to Resolution No. 23, Series of 2019. Tom Goode 55 seconded the motion. The motion was approved by a vote of 5 in favor to 0 opposed. 56 57 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 58 59 Voting Nay: None. 60 6) POLICY/LEGISLATIVE PUBLIC HEARINGS 61 62 63 A. ORDINANCE NO. 2, SERIES OF 2019-SECOND READING OF AN 64 ORDINANCE AMENDING THE 2019 BUDGET FOR THE GENERAL FUND, 65 RETT FUND, ROAD FUND, MARKETING FUND, CAPITAL EQUIPMENT 66 RESERVE FUND, POST GRANT FUND AND THE CAPITAL IMPROVEMENT 67 PROJECT FUND FOR THE TOWN OF SNOWMASS VILLAGE 68 69 70 Marianne Rakowski, Finance Director spoke to the changes since first reading and she 71 state that the March 4, 2019 Town Council meeting, staff reviewed the 2018 unaudited 72 yea-rend financial numbers for Town funds and the Ordinance amending the 2019 73 budget and appropriating funds for expenditure in 2019. The amendments to the 2019 74 budget are detailed on the final page of the attachments. As stated at the March 4th 75 meeting, staff would be adding the building/equipment capital reserve projects from 76 04-15-19 TC Packet Page 8 of 146 8 03-18-19 TC Minutes Page 3 of 8 2018 to the 2019 Ordinance for carryovers. These additions include building/equipment 77 capital reserve funding for projects budgeted in 2018 from the capital reserves in the 78 General Fund, RETT Fund and Road Fund. The projects proposed to move forward into 79 2019 include components of the HVAC system at the Recreation Center, costs related 80 to the overhead doors, furnaces, service bays, snow melting feed system/pumps, and 81 Town Hall flooring, Recreation Center equipment, etc. Council Member Sirkus noted 82 that the 2019 revised budget numbers on the second page of the ordinance were out of 83 sequence. Rakowski will make the necessary adjustments. 84 85 Tom Goode made the motion to approve by a roll call vote the second reading of 86 Ordinance No. 02, Series of 2019 amending the 2019 budget. Bob Sirkus seconded the 87 motion. The motion was approved by a vote of 5 in favor to 0 opposed. 88 89 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 90 91 Voting Nay: None. 92 B. SECOND READING OF ORDINANCE 04, SERIES OF 2019 - AN ORDINANCE 93 OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, 94 COLORADO AMENDING THE SNOWMASS VILLAGE MUNICIPAL CODE TO 95 RAISE THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND 96 CONSUMPTION OF TOBACCO PRODUCTS AND TO ESTABLISH THE 97 MINIMUM AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION 98 OF ELECTRONIC SMOKING DEVICES AND RELATED SUBSTANCES BY 99 ADDING CHAPTER 9, ARTICLE 2 TO THE MUNICIPAL CODE 100 101 102 Clint Kinney, Town Manager and Rhonda Coxon, Town Clerk introduced this item and 103 reviewed the changes from first reading which was to take out the language pertaining 104 to a local Tobacco License. Mayor Butler and Council Member Shenk is not in 105 agreement with not having a local tobacco license issued by the Town of Snowmass 106 Village. The biggest concern from the Town Council is new business opening in the 107 future and being able to revoke a license if there are numerous violations and they have 108 reached a maximum number of offences. Coxon stated that those businesses that are 109 currently selling tobacco products have voluntarily raised the age to purchase tobacco 110 products to twenty-one effective on January 01, 2019. 111 112 Mayor Butler took comments from the public at this time. 113 114 Risa Turetsky spoke to sending a common message throughout the valley and the 115 state. She feels there is a lot more that can be done with violations when there is a local 116 license in place. She also mentioned the "Out Door Clean Air Smoking" program. She 117 is glad that there is a long-time repour between the police department and the local 118 shop owners. 119 120 04-15-19 TC Packet Page 9 of 146 9 03-18-19 TC Minutes Page 4 of 8 Charla Belinski representing the Youth Zone, she stated the entire board and staff are 121 wholeheartedly in favor of this ordinance and thanked the Town Council for following 122 with other local municipalities on raising the age to purchase tobacco products to 123 twenty-one. 124 125 At this time Brian Olson, Chief of Police addressed the "PUP" which is purchase, use 126 and possession law. He stated that we can only control what happens with our youth in 127 Snowmass Village. 128 129 Council inquired about other municipalities and how they licensed, Avon and Aspen 130 have a one-time fee and Basalt has an annual license fee. John Dresser, Town 131 Attorney suggests that this ordinance be tabled to the next Regular Meeting of the Town 132 Council with all Council Members in attendance will be April 15, 2019. All the 133 appropriate changes can be made to the Ordinance and reviewed by the Town Council 134 prior to the second reading vote. 135 136 Bill Madsen made the motion to approve tabling the second reading of Ordinance No. 137 04, Series of 2019 to the Regular Meeting of the Snowmass Village Town Council on 138 April 15, 2019. Alyssa Shenk seconded the motion. The motion was approved by a 139 vote of 5 in favor to 0 opposed. 140 141 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 142 143 Voting Nay: None. 144 C. SECOND READING - ORDINANCE NO. 03, SERIES OF 2019 - AN 145 ORDINANCE AMENDING THE SNOWMASS VILLAGE MUNICIPAL CODE TO 146 ALLOW STATE OF COLORADO LICENSED RETAIL MARIJUANA 147 ESTABLISHMENTS TO EXIST AND OPERATE IN THE TOWN OF 148 SNOWMASS VILLAGE IN ACCORDANCE WITH STATE OF COLORADO 149 LAWS AND REGULATIONS AND IN ACCORDANCE WITH TOWN OF 150 SNOWMASS VILLAGE LOCAL LICENSING REQUIREMENTS, REGULATIONS 151 AND OTHER RESTRICTIONS 152 153 154 John Dresser, Town Attorney stated that the changes requested by the Town Council at 155 first reading have been made. Mayor Butler had issues with the paragraph on line fifty-156 two through fifty-six and the Town Attorney and the Town Manager stated this is 157 standard boiler plate language used when passing law within a municipality. At this 158 time the Town Council reviewed the Ordinance line by line page by page and suggested 159 language and formatting changes. Town Council asked that the "The Local Licensing 160 Authority" be consistent throughout the ordinance. There were many comments from 161 the public during this discussion clarifying and adding comments to the discussion and 162 ordinance language. This was a very lengthy discussion, for more detailed information 163 please view the meeting video. 164 04-15-19 TC Packet Page 10 of 146 10 03-18-19 TC Minutes Page 5 of 8 165 Bob Sirkus made the motion to approve as amended by a roll call vote Ordinance No. 166 03, Series of 2019 - allowing licensed retail marijuana in Snowmass Village. Tom 167 Goode seconded the motion. The motion was approved by a vote of 3 in favor to 2 168 opposed. Mayor Butler and Council Member Shenk were opposed. 169 170 Voting Aye: Tom Goode, Bill Madsen, and Bob Sirkus. 171 172 Voting Nay: Alyssa Shenk, and Markey Butler. 173 Town Council took a break at this time. 174 175 7) ADMINISTRATIVE REPORTS 176 177 178 A. EOTC Agenda and Preparation Meeting 179 180 181 David Pesnichak, Regional Transportation Administrator stated the goal of this meeting 182 is to prepare Council for the upcoming EOTC meeting on March 21, 2019 and answer 183 questions on this meeting packet. Staff will review portions of the agenda that were not 184 previously covered at the February meeting, provide relevant updates and answer 185 questions. Pesnichak noted that august 9, 2019 looks like a possible date for the EOTC 186 retreat. 187 188 B. UPDATE ON OWL CREEK AND BRUSH CREEK ROUNDABOUT DESIGN 189 190 191 Anne Martens, Public Works Director stated the design team for the intersection 192 improvements at Owl Creek Road and Brush Creek Road continue to work through 193 design details and background information. Attached are exhibits that compare a full 194 size and a small size roundabout. Staff would like to discuss the various elements 195 related to these two designs. Both designs include a roundabout with a bypass right turn 196 lane onto Owl Creek Road as the intersection improvement. The design also includes 197 transit stops for both RFTA and the Town Shuttle, Pedestrian Crosses, and associated 198 facilities. The project also includes options to address the Brush Creek stream utilizing 199 the 72-inch culvert under Brush Creek Road. These options include either a bridge 200 crossing over Brush Creek or box culvert that incorporates a pedestrian underpass. 201 Lastly, the project includes pedestrian access in the project area such as the Brush 202 Creek Trail and associated walkways. All the utility owners have infrastructure in the 203 project area that are aging and would be upgraded as part of the improvement project. 204 All the work to date provides background data to be incorporated into the design 205 recommendations and discussions. The project construction schedule has not been 206 recommended at this time and will be further discussed as cost estimates become 207 available and funding options are discussed. 208 04-15-19 TC Packet Page 11 of 146 11 03-18-19 TC Minutes Page 6 of 8 209 C. RESOLUTION NO. 24, SERIES OF 2019 - A RESOLUTION AUTHORIZING 210 THE ENTRANCE INTO AN INTERGOVERNMENTAL AGREEMENT BETWEEN 211 THE TOWN OF SNOWMASS VILLAGE AND PITKIN COUNTY FOR THE 212 COLLECTION OF USE TAX BY THE SNOWMASS COMMUNITY 213 DEVELOPMENT DEPARTMENT FOR REMITTANCE BY THE SNOWMASS 214 FINANCE DEPARTMENT TO PITKIN COUNTY 215 216 217 John Dresser, Town Attorney stated that the Town of Snowmass Village does not 218 impose a Use Tax on construction materials and supplies used or consumed in TOSV 219 and PitCo does impose a Use Tax on construction materials and supplies used or 220 consumed in TOSV. He stated that the Town of Snowmass Village Community 221 Development Department has been collecting PitCo Use Tax for several years. This 222 IGA formalizes the arrangements. 223 224 Alyssa Shenk made the motion to approve Resolution No. 24, Series of 2019 - an IGA 225 with Pitkin County to collect Use Tax in Snowmass Village. Bill Madsen seconded the 226 motion. The motion was approved by a vote of 5 in favor to 0 opposed. 227 228 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 229 230 Voting Nay: None. 231 8) TOWN COUNCIL REPORTS AND ACTIONS 232 233 Council Member Sirkus attended a RW APA meeting retreat mission statement working 234 through that, very high flows in Ruedi throughout the off season and summer, they are 235 also looking for staff for the summer inspection program. 236 237 Mayor Butler attend a RFTA Board meeting and they gave Dan Blankenship his annual 238 review and he received a 4% raise and 2% bonus, and RFTA has also hired a 239 Consultant to look and the fair structure due to complaints about the fairs being too 240 high. 241 242 Council Member Shenk inquired if the tent in the Rodeo lot could be used for overflow 243 parking. The Town Manager stated that the tent is not functional at this time. 244 245 Council Member Madsen stated that the Nordic Center is closed but you can still cross-246 country ski. 247 248 John Dresser, Town Attorney stated that the April 8th Work Session will be a Special 249 Meeting to accommodate some Ordinances for first reading dealing with the purchase 250 of Carriage Way. He also noted that some time sensitive materials were received today 251 and he is asking for an Executive Session to get direction from Town Council. 252 04-15-19 TC Packet Page 12 of 146 12 03-18-19 TC Minutes Page 7 of 8 253 EXECUTIVE SESSION 254 255 At 7:56 p.m. 256 Tom Goode made a motion to enter into closed session, Bob Sirkus seconded the 257 motion. The motion was approved by a vote 5 in favor to 0 opposed. 258 259 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 260 261 Voting Nay: None. 262 It is the recommendation of the Snowmass Village Town Staff that the Council make 263 and approve the following motion 264 265 1. Town Council will now meet in Executive Session pursuant to C.R.S. 24-6-402(4) and 266 Snowmass Village Municipal Code Section 2-45(c), to specifically discuss one item: 267 a) Conferences with an attorney for the purposes of receiving legal advice on specific 268 legal questions pursuant to C.R.S. 24-6-402(4)(c) and Snowmass Village Municipal 269 Code Section 2-45(c)(2); 270 271 Provided, there is an affirmative vote of two-thirds of the quorum present at this meeting 272 to hold an Executive Session and for the sole purpose of considering items (a) above. 273 Provided further, that no adoption of any proposed policy, position, resolution, 274 regulation, or formal action shall occur at this Executive Session. 275 276 At 8:11 p.m. 277 278 Tom Goode made a motion to reconvene to the Regular Meeting of the Snowmass 279 Village Town Council, Bob Sirkus seconded the motion. The motion was approved by a 280 vote 5 in favor to 0 opposed. 281 282 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 283 284 Voting Nay: None. 285 9) ADJOURNMENT 286 At 8:12 p.m. 287 Tom Goode made a motion to adjourn the Regular Meeting of the Snowmass Village 288 Town Council on Monday, March 18, 2019, Bob Sirkus seconded the motion. The 289 motion was approved by a vote 5 in favor to 0 opposed. 290 291 04-15-19 TC Packet Page 13 of 146 13 03-18-19 TC Minutes Page 8 of 8 Voting Aye: Tom Goode, Bill Madsen, Bob Sirkus, Alyssa Shenk, and Markey Butler. 292 293 Voting Nay: None. 294 295 296 This set of meeting minutes was approved by the Snowmass Village Town Council at 297 their Regular Meeting on April 15, 2019 298 Submitted By, 299 300 ________________________ 301 Rhonda B. Coxon, CMC 302 Town Clerk 303 304 04-15-19 TC Packet Page 14 of 146 14 1 SNOWMASS VILLAGE TOWN COUNCIL 2 REGULAR MEETING MINUTES 3 APRIL 1, 2019 4 5 1) CALL TO ORDER 6 7 Mayor Butler called to order the Regular Meeting of the Snowmass Village Town 8 Council on Monday April 01, 2019 at 4:05 p.m. 9 10 A complete live recording of this meeting can be found at www.tosv.com under Town 11 Council Meetings. This will be archived indefinitely allowing you to view at any time. 12 13 2) ROLL CALL 14 15 16 COUNCIL MEMBERS PRESENT: Tom Goode, Alyssa Shenk, and Markey Butler. 17 COUNCIL MEMBERS ABSENT: Bill Madsen, and Bob Sirkus. 18 STAFF PRESENT: Travis Elliott, Assistant to the Town Manager; John Dresser, Town Attorney; Anne Martens, Public Works Director; Marianne Rakowski, Finance Director and Rhonda B. Coxon, Town Clerk 19 PUBLIC PRESENT: Consultants for the Mall Transit Station and other member of the public interested in today’s Agenda items. 20 3) PUBLIC COMMENT 21 None 22 23 4) CONSENT AGENDA 24 25 26 A. DRAFT AGENDAS 27 28 29 Mayor Butler asked that Snowmass Art's Advisory Board joint meeting with Town 30 Council and the continued Town Council goal discussion be moved off the April 8th, 31 2019 meeting agenda and on to a future meeting. 32 33 B. MINUTES FOR APPROVAL 34 March 04, 2019 – Regular Meeting Minutes 35 36 37 04-15-19 TC Packet Page 15 of 146 15 04-01-19 TC Minutes Page 2 of 5 Council Member Shenk provided some language and grammar changes for the minutes 38 and Mayor Butler also provided some amendments. 39 40 C. THOMPSON DIVIDE - LETTER OF SUPPORT 41 42 Council Member Shenk provided some language changes for the letter of support. 43 44 Tom Goode made the motion to approve those items listed on today's consent agenda 45 as amended by the Town Council. Alyssa Shenk seconded the motion. The motion was 46 approved by a vote of 3 in favor to 0 opposed. Council Member Sirkus and Madsen 47 were absent. 48 49 Voting Aye: Tom Goode, Alyssa Shenk and Markey Butler. 50 51 Voting Nay: None. 52 5) POLICY/LEGISLATIVE PUBLIC HEARINGS 53 54 55 A. FIRST READING - ORDINANCE NO. 05, SERIES OF 2019 - AN ORDINANCE 56 AMENDING THE 2019 BUDGET FOR THE GENERAL FUND, RETT FUND 57 AND THE CAPITAL IMPROVEMENT PROJECT FUND FOR THE TOWN OF 58 SNOWMASS VILLAGE 59 60 Marianne Rakowski, Finance Director and Anne Martens, Public Works Director spoke 61 to the Snowmelt Boiler Replacement Project. Martens explained three competitive bids 62 were received in response to the Advertisement for Bids for the Snowmelt Boiler 63 Replacement Project at Parcel C and Lot 2. This project is to replace the boilers, 64 sensors, piping and controls for two sections of Carriage Way from just below Anderson 65 Lane to Lot 11. This project does not include any work in the roadway itself. The bids 66 received were comparable and do not appear to have any discrepancies. The bids 67 ranged from $2,423,474 to $2,920,610, with the low responsive bid being submitted 68 from Falcon Engineering from Grand Junction, CO. This contractor has performed 69 similar projects and has been approved by our engineer, Engineering Economics, Inc. 70 Based on the bids received and the need for this project, we are recommending a 71 budget amendment to fund and award the construction contract. This project will 72 address issues such as out of date controls, failing controls, provide boiler redundancy 73 and energy efficiency improvements. Currently we are working on some value 74 engineering options and energy rebates. 75 76 The revised project budget is as follows: 77 Construction Contract $2,423,474 78 Construction Admin/ Commissioning $ 55,770 79 Contingency (18%) $ 436,225 80 81 04-15-19 TC Packet Page 16 of 146 16 04-01-19 TC Minutes Page 3 of 5 Project Budget $2,915,469 82 83 Funding currently budgeted: Lot 2 Boiler Plant $282,219 84 Parcel C $291,804 85 Total Funding currently budgeted $574,023 86 87 The net difference between the recommended project budget and funding currently 88 budgeted is $2,341,446. 89 90 All three Council Members inquired about the increased cost of the project and are not 91 willing to approve first reading of this ordinance and Mayor Butler asked what projects 92 must we give up in supporting this budget amendment. Town Council Member Goode 93 is going to get a copy of the scope of work and met with Anne Martens, Public Works 94 Director to determine why these numbers are so high since the original scope of work in 95 2014. There will be no action on this item at this meeting and it will be moved to the 96 April 15, 2019 meeting agenda. 97 98 6) ADMINISTRATIVE REPORTS 99 100 101 A. ZONING DISCUSSION FOR PARCEL F 102 103 Julie Ann Woods, Community Development Director, reviewed the history of this 104 parcel. Greg Smith a resident of Snowmass Village on Oak Ridge Lane spoke to the 105 Parcel of land and why he and the neighbors feel the zoning should be changed to 106 "publicly-Owned or Protected Open Space Area" this parcel has previously been called 107 the School Site. This is fourteen acres of land that is wetlands and there is no access to 108 this parcel without going through land owned by the Horse Ranch Homeowners 109 Association, they are not willing access through their land. This also came from the 110 Comprehensive Plan discussions. Town Council consensus was to direct staff to 111 initiate the application to change the zoning on Parcel F. 112 113 B. REVIEW CONCEPTUAL DESIGNS ON MALL TRANSIT STATION 114 115 116 David Peckler, Transit Director introduced the design team and thanked all those who 117 were on the RFP committee who got us to where we are today. 118 119 David Peckler Transit Directed introduced the member of the design team and thanked 120 everyone who was involved in the RFP process. He then stated the Town Council was 121 directed to begin developing a conceptual design for the Mall Transit Station. The goal 122 is to develop a project concept that can be funded predominately by the funds available 123 to the Town from the Elected Officials Transportation Committee (EOTC) and the 124 Roaring Fork Transportation Authority (RFTA). Staff has been working with S.E.H. and 125 DHM Design on concepts for a transit station layout. The major priorities are: to put the 126 04-15-19 TC Packet Page 17 of 146 17 04-01-19 TC Minutes Page 4 of 5 transit passengers at the same grade as the Mall; accommodate the basic needs of 127 both RFTA and the Village Shuttle, not to reduce the current parking inventory, and 128 improve the pedestrian access to the Mall. The consultants will be presenting three 129 conceptual layouts for the transit station for your review and discussion. We will also set 130 up an open house for the public on April 10, 2019 from 4:00 pm to 6:00 pm at Town Hall 131 in the Council Chambers and will present the concepts to Mall merchants and adjacent 132 properties to gather public input. At this time, they reviewed the three options for the 133 Town Council. Town Council leaned toward Option 1. 134 135 Mayor Butler asked what the criteria is that they are working from and David Peckler, 136 Transit Director will send these documents to the Mayor. 137 138 7) TOWN COUNCIL REPORTS AND ACTIONS 139 140 Town Council Member Goode state that all the Town Council Members should have 141 received their CORE 25 years of helping envelope from CORE. 142 143 Mayor Butler welcomed the DAV yesterday at the Westin Conference Center and there 144 were 400 participants, such a fantastic turn out this year and she hopes they continue to 145 come to Snowmass Village. 146 147 Reminder of the Comprehensive Plan thank you party at the Black Saddle on Thursday, 148 April 4, 2019 from 5:00 to 6:00 p.m. 149 150 8) ADJOURNMENT 151 152 153 At 5:50 p.m. 154 155 Tom Goode made the motion to adjourn the Regular Meeting of the Snowmass Village 156 Town Council on Monday April 01, 2019. Alyssa Shenk seconded the motion. The 157 motion was approved by a vote of 3 in favor to 0 opposed. Council Member Sirkus and 158 Madsen were absent. 159 160 Voting Aye: Tom Goode, Alyssa Shenk and Markey Butler. 161 162 This set of meeting minutes was approved at the Regular Meeting of the Snowmass 163 Village Town Council on Monday April 15, 2019. 164 165 Voting Nay: None. 166 Submitted By, 167 04-15-19 TC Packet Page 18 of 146 18 04-01-19 TC Minutes Page 5 of 5 168 ________________________ 169 Rhonda B. Coxon, Town Clerk 170 171 04-15-19 TC Packet Page 19 of 146 19 Town of Snowmass Village Agenda Item Summary DATE OF MEETING: April 15, 2019 AGENDA ITEM: ORDINANCE NO. 5, SERIES OF 2019 – SECOND READING OF AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE GENERAL FUND, REAL ESTATE TRANSFER TAX FUND AND THE CAPITAL IMPROVEMENT PROJECT FUND FOR THE TOWN OF SNOWMASS VILLAGE PRESENTED BY: Anne Martens, Public Works Director BACKGROUND: Three competitive bids were received in response to the Advertisement for Bids for the Snowmelt Boiler Replacement Project at Parcel C and Lot 2. This project is to replace the boilers, sensors, piping and controls for two sections of Carriage Way from just below Anderson Lane to Lot 11. This project does not include any work in the roadway itself. The bids received were comparable and do not appear to have any discrepancies. The bids ranged from $2,423,474 to $2,920,610, with the low responsive bid being submitted from Falcon Engineering from Grand Junction, CO. This contractor has performed similar projects and has been approved by our engineer, Engineering Economics, Inc. Based on the bids received and the need for this project, we are recommending a budget amendment to fund and award the construction contract. This project will address issues such as out of date controls, failing controls, provide boiler redundancy and energy efficiency improvements. Currently we are working on some value engineering options and energy rebates. The revised project budget is as follows: Construction Contract $2,423,474 Construction Admin/ Commissioning $ 55,770 Contingency (18%) $ 436,225 Project Budget $2,915,469 04-15-19 TC Packet Page 20 of 146 20 Funding currently budgeted: Lot 2 Boiler Plant $282,219 Parcel C $291,804 Total Funding currently budgeted $574,023 The net difference between the recommended project budget and funding currently budgeted is $2,341,446. Therefore, it is recommended to amend the budget from $574,023 to $2,915,469 using funds available in the General, RETT and CIP funds. Additional Project Funding: • General Fund-Funds Available $1,222,774 (B. Vlg bldg. revs less inspections) • RETT Fund-Funds Available $1,033,356 (B.Vlg new sales & Limelight sale) • CIP Fund-Funds Available-Gen’l $ 85,316 (Unused CIP project funds) TOTAL Funds $2,341,446 Note: The above Base Village funds are One-time revenues that the Town had not yet allocated toward any projects/programs. Staff is recommending the use of these one- time funds for the Snowmelt Road project FINANCIAL IMPACT: It is recommended to amend the budget from $574,023 to $2,915,469 using funds available in the General, RETT and CIP funds. APPLICABILITY TO COUNCIL GOALS & OBJECTIVES: This project is associated with the council goal of continuing the commitment to resiliency. A truly resilient community is committed to being proactive in protecting its assets. This requires addressing environmental, fiscal, safety, transportation and economic development topics. COUNCIL OPTIONS: 1. Approve the First Reading of Ordinance No. 5, Series of 2019 funding this project. 2. Deny the First Reading of Ordinance No. 5, Series of 2019 declining this project budget. STAFF RECOMMENDATION: It is recommended to amend the budget from $574,023 to $2,915,469 by approving Ordinance No. 5, Series of 2019. 04-15-19 TC Packet Page 21 of 146 21 ATTACHMENTS: Ordinance No. 5, Series of 2019 General Fund Budget Summary Real Estate Transfer Tax Budget Summary Capital Improvement Project Budget Summary Capital Improvement Project Budget Detail 04-15-19 TC Packet Page 22 of 146 22 SNOWMASS VILLAGE 1 TOWN COUNCIL 2 3 ORDINANCE NO. 05 4 SERIES OF 2019 5 6 7 8 AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE GENERAL FUND, RETT 9 FUND, THE CAPITAL IMPROVEMENT PROJECT FUND FOR THE TOWN OF 10 SNOWMASS VILLAGE. 11 12 13 WHEREAS, Clinton M. Kinney, Town Manager, has submitted changes to the 14 2019 Adopted Budget; and 15 16 WHEREAS, the 2019 amendments include changes to the General Fund, the 17 RETT Fund, and the Capital Improvement Project Fund; and 18 19 WHEREAS, the General Fund is revised to transfer funds out to the Capital 20 Improvement Project Fund to fund a portion of the snowmelt boiler project; and 21 22 WHEREAS, the RETT Fund is revised to transfer funds out to the Capital 23 Improvement Project Fund to fund a portion of the snowmelt boiler project; and 24 25 WHEREAS, the Capital Improvement Project Fund is revised to include the 26 transfers in from the General Fund and the RETT Fund and to include additional 27 expenditures for the snowmelt boiler project. 28 29 WHEREAS, the Town of Snowmass Village Home Rule Charter requires 30 adjustments to the budget when circumstances change relating to the budget. 31 32 NOW, THEREFORE, BE IT RESOLVED by the Town Council of the Town of 33 Snowmass Village, Colorado: 34 35 36 Section One: Revised Budget 37 That the Town of Snowmass Village 2019 budget for the General Fund, 38 the RETT Fund, and the Capital Improvement Project Fund be adjusted to 39 include the below amendments. 40 41 Section Two: Appropriation 42 That the below 2019 revised revenues and expenditures are hereby 43 appropriated for expenditure during the 2019 budget year. 44 45 46 04-15-19 TC Packet Page 23 of 146 23 19-05 TC Ord Page 2 of 2 47 Town of Snowmass Village Budget Changes - 2019 Revised Budget 2019 Revenues 2019 Expenditures General Fund $ 1,222,774 RETT Fund $ 1,033,356 CIP Fund $ 2,256,130 $ 2,341,446 TOTAL $ 2,256,130 $ 4,597,576 48 49 50 Section Three: Effective Date 51 This Ordinance shall become effective upon adoption in accordance with 52 Article X, Section 9.11 (e) of the Home Rule Charter. 53 54 55 INTRODUCED, READ AND ADOPTED on first reading by the Town Council of 56 Snowmass Village, Colorado on the 8th day of April, 2019 with a motion made by 57 Council Member Madsen and seconded by Council Member Goode and by a vote of 5 58 in favor to 0 opposed. 59 60 INTRODUCED, READ AND ADOPTED on second reading by the Town Council of 61 Snowmass Village, Colorado on the 15th day of April, 2019 with a motion made by 62 __________ and seconded by ______________, and by a vote of __ in favor to __ 63 opposed. A roll call was taken, those in favor were_________________________, 64 those opposed were _____________________. 65 66 67 68 TOWN OF SNOWMASS VILLAGE 69 ____________________________ 70 Markey Butler, Mayor 71 72 ATTEST: 73 74 ____________________________ 75 Rhonda Coxon, Town Clerk 76 04-15-19 TC Packet Page 24 of 146 24 __l_ 8 a8<i <il o d6ilo6bt NNI *ol * 8 3t8.d <il o6 6tOo- l.l r. o- o-l NNI **l o Ar el l gt ;l l oooooo n90 ooo 6 +o' o o oPl3 .9tNtsI>t E!l -_ d 5l @* 3l * I Ft !- I Sl 6 N >I Not - 6 Nts- 8 o. oq 9SG6CEg a 8eri<t'o'oo66@OOo- a- o. o. o. DN6OO06N€6o 6 N vv 88 8 88;6 'oi'oo =d @ oo€oogN o oo66NAo N vv 8 F 888 ooN668 69969$ 8gg888oooodN669 55SS99 8 I 6 N N. q I ee'l ' r + Its.N.lNIN *l -*s Sla 6 x sl 3 3 s6l --nlE B s+lN o o'*l* s; 8la 6 x sl 3 3 r f,lF s. R +l - o e *l * G G *999999S96S oooo6000Noooo6-ooeooooNooo'o8868R6.8 e 3oo:oo=o - N€o:6m46-o ct No 8 c,o ooooooooooo6-ocicicicidoo8868R6.8oo=o€=o€o:o6d6 'at >t .!l dl eEloalNllol o o N D c o o. t o o NI bl :l al:l nl 8.1nl ;l 3t *lo-l sl :l 6l dol 6o 'o ' 6l dn = ot q6 vl 61 6H q els ****-l * - S6?r o6 @ O 61 6$ [ E Bles E33ls ! s lN.-t- esseol o gl8 ol 6 E.I B "l N- _l; oo NO 6 N o Pl \ N EI o>l F; N o il 6N il6' N o !le_N dl s ci o- 9 8 N. o. ooiORXgP6+6-e 66= 8UBE8 8F:38 o=!o_do6=OO6N9tvv €'e80 :IgE 8 86. a I s0 gB EE f;o oo o3 60 3 qd'!qs-8. 6G9S9$ No6 33E88e69- +9959$ o 6' o q o. q N N o- o q o- N q ts N dd6 Heno-o-i I o. o Nl 9 313 :l: 6l{ o-l o- *l* q o 6 qq\ 994999995G69 oooo o N {638 =66Nb9qod-".nN. =@oooooorl-ooN-rofi$:gu$$p!RE.AiEBg ooooN60oo<o6NoggEEsxg EESEBTg _a!: 83i:..d6Po!l H!l Ril -Bt <iN N U 2 6 ozf o 6zU <iN N z ozf Iots o- !n ozl el ^r ol --sl3 I I ae*3RZZ>2 u Fo-Li 6 <?QiH, oBfie<qiH &l^ S;fi:B*Et:i=:9frt2c.6 *u*iEEt=fi;EH, xa*e:gg$$E$l6E EE*3EX3EEEE5gEPiotsUOats oo 8N NOOO60NONOoOoOoOdiNNicix=<icir3b88ts33oN<o6F€? --+Nr-+;-6tsONHit olUI>tdlUIolUIdl 9lol EI<t2lol 6trlol ,,ilulzl rl<t alzlllLI c ts oz x o)zo d d-Fo 8S8b oo oq om- oN o N N dt N N o $ o. h838NO oO 9 o ts tldi H !t: F) 2 F N oUct FHozUcxU U)zU Ud dUIFo FUz .I ! nctE]!9 FF Q bb& cgx -}d a If!;;P b Ett I l:€€c; !qo!o:<.=a 4 e s4 ii @d5OLlazzUE>cEXdB JJ FFOO FFF'.i ,-o );t ! E >i{ I> E4 !t'*fi+ E E 'fr E ToYo!-d t2 9-Z o | . F dF b U d td 9;6 6Fg € I P;.!i.^ 9'6i fQEE, 93 r rl-,x56&sle$: I U .>f E Ffo 2 dF >t <l-l{lllol - itl Zol < et tdl . 6zfG oz z o a U=<>9-lot HLY>L're3Eiidi},7 9 2\6eE lL9ot-s<d-i5GrF(DZ 966995S9G6 GGGGoooooffi 9+9999999$ 04-15-19 TC Packet Page 25 of 146 25 Noter Minus vorionce figures ore urfovoroble TOWN OF sNOW,lAAss VILLAGE REAL ESTATE TRANSFER TAX BUDGET SU,IA,IAARY FUND BALANCE 2017 Actuol $6,138,841.99 Revenues $ 2.842,434.27 $(620,OOO 333 297 TOTAL REVENUES TOTAL DOENDITURES Nct Opcroting Rev's/Exp s 2,842,434.27 $ 889,137.05 Bldg/E$rip Rcscrvc Uscd (s29.t52 $ (167,500OUT-clP 2018 2018 Budoet Actuol $5.360,598.99 $6.83r,326.21 2018 Voriance $1,470,727.22 $ 2.350.0OO.0O i 4,178.006.82 $1,828,006.82 $ c7rro.0oo.0o) $ (1,946.046.oo) $ 2.35O.O0O.OO $ (2.686.046.00) $ (336.046.00) $ (7rto,ooo.o0) $ $ (1 .?7O.49r .43) $ 4.178,@6.82 $ (2.01O,491.43) $ 675,5a4.57 $1,828.006.82 I 675,554.57 $ 2.167,515.39 $2,503.561.39 298.635.78$ (371,352.00) $ (7?,716.22) $ $ (824.100.00) $ (824.r0O.0O) $ ?ot9 ?ot9 Budoet Revised $8.102,025.38 $8,102,O25.38 2019 Vorionce ($0.0o) $ 2,/IO5,98O.OO $ 2,2IO5.98O.0O $0.0o $ (74o.oo0.oo) $ (1.919.oo5.0O) g 2,/IO5,9BO.0O $ (2,659.005.0O) $ (253.O25.OO) $ (740.000.00) $ $ (1.919.0o5.0o) $ 2.405.980.00 $ (2,659,0O5.00) $ $o.0o $ i G5s,o?5.oo) $ $ (1.394.150.0o) $ (1,3e4,150.0o) $ $ (215.00O.OO) $ (1.248,356.0O) $(1,033,356.0O) ENDINo FUND BALANCE $6.83r.326.2 I 13,829.1OO.99 $8,102,025.38 $4.272,924.39 $6.239,850.38 i5.2O6,494.38 ($1.o33,356.00) I FUND BALANCE-DESr6NATrON5,/RE5ERVES Copitol Eguiprnent Reserve Copitol Bldg/Eguipment Rescrve 2016 Cotyover to 2Ol7 Expenditure 2017 Actuol $o.oo st.o37,259.82 $o.oo $2,0oo.0oo.oo $3.794,066.39 Emergency Reserw Funds Avoiloble 2018 Budoet $0.oo st.193.474.A2 $o.oo $2.OOO.O0O.OO $635.626.17 207fJ Actuol $0.0o $1.154,543.60 $o.oo $2.OOO,OoO.0O $4,947,481 .78 2018 Vorionce $o.oo ($38.931.22) $o.oo $o.oo $4.31 1,855.61 ?ot9 Budoet 2019 Rcviscd 2019 Vorionce $0.0o $r0.393.60 $o.oo $2.000.00o.o0 $4.229.456.78 $0.0o $10.s93.60 $0.0o f2.0oo.o0o.oo $3.196.10O.78 $o.oo ($o.oo) $0.oo $0.00 ($1.033.356.oo) TOTAL FUND BALAN.E $6,831 .326.21 $3,829.1OO.99 $8,102,O25.38 s4,272,924.39 $6,239.850.38 55,206.494.38 ($r.033.356.00) Tronsfcr Out-CERF Expenditures 04-15-19 TC Packet Page 26 of 146 26 TOWN OF SNOW,IAASS VILLAoE C APfi AL IAAPROVEMENT PROJECTS BUDGET SU,t A ARY 2017 ActuolDESCRIPTION B€6INNIN6 FUND BALAME $r.479.79O.?4 REVENUES $4,r10,300.00 EXPENOITURES TOTAL REVENUES TOT L D(PENDTTURES N.t Op.rqting Rcv's/Exp $4.110,300.00 $2.69t .445.69 FUND B^LANCE. DESIoNATIONS/RESERVES 2018 Budgct 2018 Actuol $ VARIANCE 2019 Bud9.t 2079 Reviscd t VARIANCE $43.888.24 $4,17t.235.93 i4,127,347.69 $2.7545OO.OO $2,7O4,50O.0O ($5O,0OO.OO) ($6.652.352.00) ($t.429.854.71\ $5.2??.497.29 $2l54,fiO.@ $2,704,500.00 ($5O,00O.00) ($6-652.352.00) (51.429.854.71\ $5.222.497.29 (13,E97,852.00) 11,274,645.29 15,t72,497.?9 15.445.8E1.22 j5.445.881.?2 $0.0o $2,32O.797.OO $4,576.927.OO $2,256.130.00 ($6.936.067.00) ($9277.513.00] 12,32O197.0O $4,576,927.0O ($6.936.067.00) ($9.277.513.O0) (l4.6r5, 27o.00) (l4,70O, 586.0o) ($ 2.341.446.O0) $2.256,130.00 ($2.341.446.00) ($85,316.00) ENDIl.l€ FUND BALTNCE $4,t71,235.93 ($3,853.963.76) $5.445.8E1.22 $9,299,844.98 $E30,61r.22 $745.295.22 ($85,316.00) 2016 $ VARIANCEBudgct 2018 Actual $ VARIANCE 2019 Budgct ?ot9 Rcviscd $flz.8OO.25 $0.0o $395,359.20 $14,292.O0 $815,0oo.00 $1.650.0O0.0O $181.33 1.62 $ 181.331.62 $3,897,852.34 Awiloblc-&mrcl Fund lwiloblc-RETT Fund Awiloblc-Housing Fund A[ilqbl.-Excis. Tox Fund Awiloblc-rrlorkttnp,/e$up Solcs Fund Acfuol Fund Fund Futrd Fu;d Vicw Fund Solcs Fund $147,0r3.Os $18,926.60 $1O7.443.96 Ewnts Fund Sub-total Furd Futrd $o.oo $0.o0 $0.o0 $0.00 $0.00 $0.00 $0.o0 $0.o0 $0.00 lo.oo $608,5O4.72 $444,916.45 $282,219.06 $400,000.00 514,292.OO $12tu,22E.42 $ 1,544,531.10 $?69,237 .93 $269 237.93 $5,OE3. r67.6r $6085O4.72 $444,916.45 s282,219.06 $400,000.o0 $14,292.OO s125O,?2E.42 $1,544.531.10 $269.?37.93 $269.237.93 $5.083,167.61 ($3.653.963.76) $o.0o $o.oo $0.o0 $0.oo $175.066.14 $80.203.51 $ro7,443.96 $0.00 $0.0o $4,O29 ,O29.9O $80,203.51 $1o7,443.96 $0.0o $0.0o lt.lEE.72 $o.45 io.06 i0.r0 $o.00 $228.42 $o.00 $233,239.93 $233.239.93 1467,597.61 $1,r88.72 90.45 $0.06 $0.10 $0.00 $225.42 $0.0o $233,239.93 $233.239.93 *67,597.6r $0.0o $0.oo $0.00 $0 00 $0.00 $0.0o $0.oo $0.oo $0.oo lo.oo $t75.066.14 $80,203.51 s1o7,443.96 $0.0o $0.oo $89,7m.r4 $E0,203.5r $1O7.443.96 $o.oo $0.00 ($85,316.00) $0.00 $0.00 $o.oo $0.00 (t3,E53,963.76) i5,445,AAt.2? 19,299.A44.98 $83O,6rr.22 574a,295.?2 ($85,316.0O)TOIAL FUNO BALANCE ,4,17t,233.93 04-15-19 TC Packet Page 27 of 146 27 CAPITAT IMPROVEMENT PROGRAM FUND BUDGET SUMMARY Transfers ln-General Fund-Holy Cross Enhancement Transfers ln-RETT Fund Transfers ln-Road Fund Transfers ln-Excise Tax Fund Transfers ln-Marketing Fund Transfers ln-Group Sales Fund Transfers ln-REOp Fund Transfers ln-Housing Fund Transfers ln-Mountain View Fund EOTC Contributions Grants Total Revenues 20L7 Actual 892,800 167,500 400,000 100,000 100,000 800,000 1,550,000 2018 Budget 2018 Actual 2018 Variance 2019 Budget 2019 Revised 2019 Variance 696,500 a24,LOO 533,900 100,000 100,000 450,000 50,000 696,500.00 824,100.00 533,900.00 100,000.00 100,000.00 450,000.00 s s s 5 5 5 5 s 5 s s s s (s0,oo0.oo) 312,911 5 1,s3s,68s 992,886 1,248,356 50,000 200,000 200,000 aro,ooo 50,000 200,o00 200,000 ,ro,ooo 7,222,7-74 1,033,355 992,885 215,000 s 2,7s4,s00 s2,704,500.00 s (50,@0.00 5 2,320,797 4,576,927 2,2s6,L10 s s s s s s s s s s s s s s s s 5 s 5 s s s s s 5 s 04-15-19 TC Packet Page 28 of 146 28 2017 Actual FACttlTt€S Gen'lGov't-MarketingReconfigurationlmprvments S Gen'l Gov't-Town Hall/Rec Cntr/pw Facility MBCx lmprvn S T.ansp/Fleet-Town Park Station Concrete prjct S 15,484 Transp/Fleet-Parcel C Restroom Rpr & Remodel S Transp/Fleet-Meadow Ranch 8us Stop proiect S 6,411 Transp/Fleet-Mall - RFTA Depot S Transp/Fleet-Daly Lane Depot Roo, S Cultural and Rec-Rec Center Locker Room Expansion SCultural and Rec-Rec Ctr-poot Rehabtttatton Sub-total-Facilitie! S 21,895 CAPITAL IMPROVEMENT PROGRAM FUND EUDGET SUMMARY I.AND & tAND IMPROVEMENTS Parkt and Trails- softball Field Redesign and lmprovemen Parks and Trails- Fishing pond-Outlet Structure lmprovetr Parks and Trails - lce Rink Relocation Parks and Tralls - Skate park Repairs Parks and Tralls - Hard surface Trail lmprovements Parks and Trails - Soft Surface Trail lmprovements Parks and Trails- Twn Prk Station pond-Outlet Stru€ture lr Parks anal Imlts- tce Rtnk tqutpment Sub-total - l-and & Land lmprvr ROADS AND STREETS Streetscape - Median lmprovements S Streetscape - cuardrail Replacement program s Streetscape - Retaining Wall Replacement program S Streel lmprovements - Eridge program S Street lmprovements - Brush Creek/Owl Creek Rd lntersc S Multi-Modal/Att Mobility - Fairuay 3 Bike path s Multi-Modal/Alt Mobility - Hard Surface Trails S Multi-Modal/Alt Mobility - Bru Crk Rd Crossing tmp S Multi-Modal/Alt Mobility - Bru Crk Rd pedestrian tmp-Sir S Sub-total - Road & Street! 5 !76,162 S 28,s11.7s S 347,5s0.2s s 72,484 s 5 LOs,447 s s 131,089 5 5O,OO0 s ss 77,742 5 487.78 s s s s 10,881.7s s s ss t7.742.22 77,996.22 L20,207.2s 50,000.00 71,996 s 50,000 s 105,447 s-s 242,000 s 350,000 s-s-s 77,996 50,000 705,447 242,OOO 350,000 s s s s s 5 s s to5,441.OO s s s s s 5 s s s s s s s s 5 s s s 819,tr43 s 819,443 s s s s s s s s 5 s ) ) s s s s s s s s s s s s s s s s s s s s s s s s 3,573 154,501 8,278 ror,ooo 10,800 4,772 124,553 34,895 25,000 300,000 -s-s 14,872.87 s 10,650.00 s-s-s 53,135.50 s 46,L27.73 150.00 8,112.00 77,477.50 25,000 158,112 25,000 77,477 25,000 158,112 25,000 7r,4r7 s 30,000 s s 196,3s2 s 244,46s s 78,558.37 S 165,805.63 S 279,s29 S 279,s29 5 s Multi-Modal/Alt Mobility - Woodbridge Maintenance/Ut SMulttsModal/Att Mobttity - Bru crk t(d pedestflan tmp- I o s 37,2g3 s s 34,89s.00 s 25,ooo.oo s s 5 762,627.80 s s s s 43,s10.0o s s s 727,204 s s s S 43,510 Ss 2o0,s0o 5 2oo,447.os s s2.91s 317,0ss s 298,277.s6 5 18,777.44 I 164,497 s 920,960 s 535,096.8s S 284,363.15 ss- s s 5 t37,372.20 s s s s 34,89ss 2s,ooos 8s,ooos 4o,ooo s t97,627 5 s s S 43,s10 s 5 18,777 S t144,8o9 s 34,89s s 25,oOO s 8s,ooo s 4o,ooo 5 797,627 s s( s 43,s10 s 5 L8,777 s a$,gog s s s s s s s s s s I 2018 Eudget 2018 Actual 2018 variance 20r9 Budget 20L9 Revised 20L9 Variance 04-15-19 TC Packet Page 29 of 146 29 CAPITAL IMPROVEMENT PROGRAM FUND BUDGET SUMMARY 2017 Actual UTITITIES Snowmelt - MBCX Snowmelt lmplemntation Design S 58,332 Utillties - Upper Town Hall Entry & Lights S Snowmelt - Snowmelt Lot 2 Boiler Replacement Projecl S Snowmelt - Snowmelt Parcel C Boiler Replacement Proie( S Utilities - Solar Renewables Project Utilities - Micro Hydro Renewables Project Snowmett - snowmett BV controts prorect s 42,gOO sub-total-utilitle! s 101,132 STRATEGIC PI.ANNING Planning & Consult - Community Plan S Plannrnt & consult - tntryway lPhase lll) Planntng Prorec s Sub-total - Strategic Plannint S 14s,879 STORM WATER & DRAINAGE storm watet and urarnage - 5tormwater Management P Sub-total - Storm Water & Orainag€ COMMUNICITION ANO TECHNOI.OGY Comm & Tech - Parking Lot Licensing system S Comm & Tech - Network Cabling Enhancements S 24,320 Comm &Tech - Council Chambers/Mtg Room AV S 44,859 Comm & Tech - Municipal Fiber Network or Wireless Mes S Comm & tech - E[x, Mhz Radto system S 497,965 Sub-total-Communications&Technol( I 557,044 s L45,879 s 124,57t HOUSING Housing Proiects Housing Proiects Housing Prolects Total €xpenditures - Brush Creek & Palisades Eldg Renovati S 103,841 - Housing Land Opportunities S - Cottey Ptace S 3,641 Sub-total-Housin! 5 LO7,4a2 OTHER CIP Solld Waste - Solid Waste Management Plan S Solid Waste - Town Hall Trash/Recycle Dumpster Shed S Snowmass I ounSm - Product tnhancements Sub-total - Other Clt S 124,s73 2018 Budget 20ta Actu al 2018 Variance 2019 Budget 2019 Revised 2019 Variance s s 14,292.00s s 2s,ooo.oo s 208,780.94 5 282,279.06 s 301,19s.80 s 291,804.20ssssss s 509,976.74 s 513,315.25 5 29,434 S 23,901.49 S s,s32.s1 5 30,000 S 30,000.00 s s9,434 s 23,901.49 s 3s,532.51 s 3s,000 5 2,478.7s 5 32,527.2s 9 35,000 S 2,478.75 S 32,521.25 ssssssssss 2s,ooos s 2s,000.00 s 10,000 s 9,931.08 $ 3s,ooo s 9,931.08 s 2s,058.92 s 1s,000 5 L4,777s8 s 228.42sss s 3,296,3s9 s 101,828.10 s3,194,s30.90 s 3,311,359 I u6,s99.68 s3,194,7s9.32 s 2o,ooos s 2o,ooo.oos 36,soos 5 36,soo.oo s 490,180 s 23,7OO.00 s 466,480.00 s s46,580 s 23,700.00 s s22,980.00 5 74,292s 2s,ooo s 491,000 5 593,ooo s s 5 L,12r,292 s s 1,588,201 s 1,929,647 s (2,341,445) s s,s33 s s,s33 s s 30,000 5 30,000 s 35,533 s 3s,s33 s - s 32,s27 5 32,s21 s 32,52L s 32,s21 s ss-ss s0,000 s 50,ooo s s 3,194,s31 s 3,194,s31 s 3,244,s31 s 3,244,531 s s 2o,ooo s 2o,ooo5 36,soo S 35,soo s 400,000 s 400,000 s 456,s00 s 456,500 s s s s s s s s s s s s 17,17O,723l- 17,77o,7231 14,292 s 14,292 7,000 s 282,279 5 291,804 s 895,886 s 96,000 s 7,OOO 7,452,942 7,462,527 895,885 95,OOO s- s s s C s ss 2s,ooo s 10,000 I 3s,ooo s s s S 2s,ooo s 10,000 s 3s,00o s s s s s- 1,418,854 (2,34L,446)s 6,6s2,3s2 5L,429,854.7L 5s,222,497.29 s 6,936,067 5 9,277,s13 ,691,446 s (3,897,8s2) 51,274,64s.29 55,L72,497.29NET 04-15-19 TC Packet Page 30 of 146 30 CAPITAL IMPROVEMENT PROGRAM FUND BUDGET SUMMARY 20t7 Actual 2018 Budget 2018 Actual 2018 Variance 2019 Budget 2019 Revised 2019 Variance Carryover s 4,110,300 s 1,418,854 s 43,888 54,171,23s.93 s4,127,347.93 5 2,7s4,soo S2,704,s00.00 S (s0,000.00) s 6,5s2,3s2 5L,429,8s4.7L 5s,222,497.29 s s,44s,881 s s,44s,881 s 4,s76,927 s 2,2s5,130 9,277,st3 s Q,347,4461 5 2,320,797 S 5 6,935,057 S s L,479,79O Revenues Expenditures s 830,611 74s,295 5 (8s,31r 04-15-19 TC Packet Page 31 of 146 31 1 | Page Town of Snowmass Village Agenda Item Summary DATE OF MEETING: April 15, 2019 AGENDA ITEM: ORDINANCE NO. 6, SERIES OF 2019 - SECOND READING OF AN ORDINANCE OF THE TOWN OF SNOWMASS VILLAGE, COLORADO, APPROVING AND DIRECTING THE EXECUTION AND DELIVERY BY THE TOWN OF A SITE LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE TOWN AS LESSOR AND ZIONS BANCORPORATION, N.A. AS LESSEE, A LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE ZIONS BANCORPORATION, N.A. AS LESSOR AND THE TOWN AS LESSEE, AND OTHER DOCUMENTS INCIDENTAL THERETO, ALL FOR THE PURPOSE OF FINANCING A PORTION OF THE COST OF ACQUIRING, IMPROVING AND EQUIPPING CARRIAGE WAY APARTMENTS AND THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS INCIDENTAL THERETO; AND AUTHORIZING AND APPROVING THE TAKING OF ALL OTHER ACTIONS NECESSARY OR APPROPRIATE FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS ORDINANCE.. PRESENTED BY: Betsy Crum, Housing Director Marianne Rakowski, Finance Director Clint Kinney, Town Manager John Dresser, Town Attorney BACKGROUND: In January 2019 the Town of Snowmass Village entered into a Purchase Agreement with the owners of the property at 250 Carriage Way, also called Carriage Way Apartments. This apartment building has provided twelve (12) free-market rental housing units for many years without benefit of a deed restriction and has been on the market for several years. The contract gave the Town the exclusive right to purchase the property, and included several key elements: 04-15-19 TC Packet Page 32 of 146 32 2 | Page • Price: not to exceed $2.85M; • Due diligence period: 120 days; • Due diligence/”subject to” work items: o Appraisal o Survey o Updated building report(s); o Environmental testing; o Confirmation of zoning compliance; o Property and rent records; o Litigation pending, if any. o Favorable financing terms. We have completed the due diligence, which largely confirmed our past investigation and present assumptions about the property: Appraisal: A commercial appraisal was secured from ValueTrends Appraisals, Inc. out of Carbondale, issued on February 25, 2019. The Sales Comparison (“as-is”) approach was used due to the relatively low capitalization of the property. The final estimate of defined value was $2,850,000. Survey: An improvement survey was conducted by SGM and delivered on April 1, 2019, which supplemented the A-2 survey previously completed when the lot was created. The survey verifies the information provided by the seller and in Town records. Building reports: A comprehensive inspection report was initially conducted on May 14, 2016, by Alpine Building Consultants, which has since gone out of business due to the retirement of its owner. We contracted with Advantage Inspection Services to evaluate and update the report and to note any substantial changes since its completion. We further contracted with both Charles Cunniffe Architects and Rudd Construction to evaluate the results of the report and to provide direction on both 1) the order of magnitude of the recommendations; 2) ballpark costs associated with the more urgent repairs recommended; and 3) useful life of the major structural and mechanical elements of the building. As with the first inspection, no major structural defects were identified. There are, however, a great number of repairs needed, and our team has broken them down into several priority rankings: 1) immediate repairs needed upon acquisition; 2) important repairs that should be undertaken in the first year of ownership, and 3) repairs that can happen over time and upon unit turn-over. Further, we identified those repairs that could be undertaken in-house by Housing Maintenance staff vs. improvements we would need to bring in licensed outside contractors. Our intention is to, immediately upon taking ownership, engage an electrician, HVAC contractor and plumber to 04-15-19 TC Packet Page 33 of 146 33 3 | Page thoroughly evaluate and make urgent repairs, and then schedule site, carpentry, and maintenance work as we get to know the building better and as our schedule permits. The budget for the immediate repairs is approximately $50,000, which will be funded in the CIP Fund through a transfer in from the Excise Tax Fund (next agenda item). It should be noted that the various inspectors put the building’s useful remaining life at five to ten years. Environmental Testing: We engaged DS Environmental to do lead, asbestos, radon and mold testing. Somewhat surprisingly, the mold levels were all within a good range, the radon level is low and no lead paint was detected, either inside or outside. There was asbestos detected in the drywall, but none was present in any of the sheet vinyl that was sampled. All of this is good news, and no further mitigation is needed as long as the interior walls are not demolished. We also commissioned a Phase I Environmental Site Assessment from SGM, which did not reveal any Recognized Environmental Conditions affecting the site. Zoning Compliance: The property is compliant with the current Specially Planned Area I zone. Future redevelopment, if any, will likely require a PUD, zone change or other zoning accommodation. Title Work: Stewart Title is the escrow agent and has performed all of the title work. They have issued a preliminary commitment and certification of no tax due. Rent and Financial Records: We have received all of the current rent rolls, tenant leases, and Profit & Loss statements for the past 5 years. These verify the information we received in early January about the financial condition of the property. All of the leases expire on April 30, 2019, which provides the Town the ability to quickly transition our own lease rules and conditions to the present tenants. Pending Litigation: We have a statement signed by the seller that there has been no litigation against the property in the past 5 years, nor is there any pending litigation. We have not found anything to the contrary in our due diligence to date. Favorable Financing Terms: Following a competitive process, we received proposals from five different financing institutions for a $2 million loan plus issuance costs. The most favorable proposal, which allows for the prepayment of the loan at any time without any penalties, was submitted by Zion Bank/dba Vectra Bank, offering a 20-year term loan with a 20-year amortization. The financing structure is based on a fixed rate of 3.20% on $1,400,000 from 2019 through 2033. The remaining balance of $640,000 will have a variable rate of 2.61% in 2019 that will reset in 2023, 2028 and 2033 for the repayment in the years of 2034 through 2038. The annual debt service payment of 04-15-19 TC Packet Page 34 of 146 34 4 | Page approximately $137,941 is expected to be carried by rental payments, which will be slightly subsidized in the first four years. Summary of Results: Following due diligence, Staff continues to believe that that the potential benefits of securing 250 Carriage Way outweigh the risk of leaving it to the market. The property is currently proving twelve (12) units of affordable, workforce housing that, at a minimum, should be preserved and enhanced for the residents who are living there. The current owners are unlikely to invest in maintenance, as the value is primarily in the land. The location is excellent, as it is right on the bus line and walking distance to all the Village’s amenities, and offers significant potential for future new development. FINANCIAL IMPACT: The purchase price for the property is $2,850,000. The financing will be through a combination of a privately-placed loan with Zion Bank/dba Vectra Bank in the amount of $2 million plus issuance costs, and equity investment of $850,000 ($100,000 currently in escrow and $750,000 from the CIP Fund assuming Ordinance No. 7 is approved) The financing is considered a lease-lease back transaction similar to a COP, but without the issuance of certificates. The bank is essentially advancing the funds to pay in advance its obligation under the Site Lease Agreement to purchase 250 Carriageway. The Town is then leasing back the facilities for our use based on annual appropriations (per the debt schedule) to repay the bank over 20 years. We expect that minimal annual operating expenses and debt service will be paid with rental income. Initial capital expenses associated with immediate repairs will be paid through a one-time expenditure of $50,000 from the CIP Fund. Housing Maintenance staff will complete both anticipated interior and exterior renovations as units turn over and as time permits over time. APPLICABILITY TO COUNCIL GOALS & OBJECTIVES: On April 3, 2017, the Town Council adopted goals that include the need for affordable housing that provides a variety of affordable housing options within the Village. This not only enables a diverse workforce that contributes to the local economy, but also helps to build a strong, well connected, and engaged community. The Housing Department continues to actively pursue the long-standing goal of housing our full-time workforce households that want to live in the community, including preserving and enhancing the existing affordable housing opportunities. Owning the property at 250 Carriage Way will both preserve existing workforce housing and secure a strategic property for potential future redevelopment. 04-15-19 TC Packet Page 35 of 146 35 5 | Page COUNCIL OPTIONS: 1) Adopt Ordinance No. 6, Series of 2019 to approve the financing for the purchase of 250 Carriage Way; or 2) Choose not to pursue this project STAFF RECOMMENDATION: Staff recommends that the Council make a motion to adopt Ordinance No. 06, Series of 2019, authorizing the Financing for the purchase of 250 Carriage Way, Snowmass Village. ATTACHMENTS: • Ordinance 06, Series of 2019 • Site Lease Agreement • Lease Agreement 04-15-19 TC Packet Page 36 of 146 36 TOWN OF SNOWMASS VILAGE TOWN COUNCIL ORDINANCE NO. 06 SERIES OF 2019 AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, COLORADO, APPROVING AND DIRECTING THE EXECUTION AND DELIVERY BY THE TOWN OF A SITE LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE TOWN AS LESSOR AND ZIONS BANCORPORATION, N.A. AS LESSEE, A LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE ZIONS BANCORPORATION, N.A. AS LESSOR AND THE TOWN AS LESSEE, AND OTHER DOCUMENTS INCIDENTAL THERETO, ALL FOR THE PURPOSE OF FINANCING A PORTION OF THE COST OF ACQUIRING, IMPROVING AND EQUIPPING CARRIAGE WAY APARTMENTS AND THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS INCIDENTAL THERETO; AND AUTHORIZING AND APPROVING THE TAKING OF ALL OTHER ACTIONS NECESSARY OR APPROPRIATE FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS ORDINANCE; WHEREAS, Sections 1.4 and 10.10 of the Charter of the Town (the “Charter”) authorizes the Town Council of the Town (the “Council”) to acquire property for any purpose deemed by the Council to be in the best interests of the Town by purchase, gift, lease or condemnation and to sell, lease, mortgage, hold, manage and control such property as the Council may determine; and WHEREAS, pursuant to Section 10.11 of the Charter as well as the general-law powers of Colorado municipalities as incorporated by Sections 1.2, 1.3 and 1.4 of the Charter, the Council is authorized to enter into contracts and to lease (as lessee or lessor) and sell property; and WHEREAS, to accomplish the acquisition, improvement and equipping of Carriage Way Apartments (the “Project”) the Council has determined and hereby determines that it is in the best interests of the Town and its citizens and inhabitants that the Town and Zions Bancorporation, N.A. (the “Bank”) enter into a Site Lease Agreement dated as of May 1, 2019 (the “Site Lease Agreement”) between the Bank and the Town, and concurrently with the execution and delivery thereof, that the Town and Bank enter into a Lease Agreement dated as of May 1, 2019 (the “Lease Agreement”), which Site Lease Agreement provides for the leasing of the Land (as defined in the Lease and the Site Lease Agreement) and the premises, buildings and improvements situated or to be situated on the Land by the Town, as lessor, to the Bank, as lessee, and the Town will concurrently therewith enter into the Lease with the Bank which provides for the leasing or subleasing of the Leased Property (as defined in 04-15-19 TC Packet Page 37 of 146 37 2 the Lease and the Site Lease Agreement) from the Bank, as lessor, to the Town, as lessee, all for the purpose of acquiring, improving and equipping the Project; and WHEREAS, the Council has determined that (i) it is necessary, desirable and appropriate and in the best interests of the Town and its citizens and inhabitants that the Town finance the cost of acquiring, improving and equipping of the Project; and (ii) that the Lease (which consists of an original term and a series of nineteen (19) renewal terms, all of one year or less) and the Site Lease Agreement be entered into for such purposes; and WHEREAS, the Bank will lease the Land and the premises, buildings and improvements situated or to be situated on the Land (as defined in the Site Lease Agreement and the Lease) from the Town pursuant to the Site Lease Agreement, and the Town will lease the Leased Property (as further defined and provided in the Lease) from the Bank pursuant to the Lease; and WHEREAS, the Rent (as defined in the Lease) payable by the Town under the Lease shall constitute currently budgeted and appropriated expenditures of the Town, and neither the Rent nor any provision of the Lease shall constitute or give rise to a multiple fiscal year financial obligation, general obligation, bonded indebtedness or other indebtedness of the Town nor a mandatory charge or requirement against the Town in any ensuing fiscal year beyond the then current fiscal year, nor shall the Lease directly or indirectly obligate the Town to make any payments beyond those appropriated for the Town's then current fiscal year; and WHEREAS, with respect to the transactions contemplated by this ordinance, the Town’s obligations under the Lease and the Site Lease Agreement do not create any additional obligations on the part of the Town other than as provided for in the Lease and the Site Lease Agreement; and WHEREAS, there have been presented to the Council meeting at which this ordinance is approved substantially final forms of the Lease and the Site Lease Agreement; and WHEREAS, Section 11-57-204 of the Supplemental Public Securities Act, constituting Title 11, Article 57, Part 2, Colorado Revised Statutes (the “Supplemental Act”), provides that a public entity, including the Town, may elect in an act of issuance to apply all or any of the provisions of the Supplemental Act. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE: Section 1. All actions heretofore taken (not inconsistent with the provisions of this ordinance) by the Council or the officers of the Town, directed toward approval of the Lease and Site Lease Agreement by the Town and consummation of the transactions contemplated by this ordinance, are hereby ratified, approved and confirmed. 04-15-19 TC Packet Page 38 of 146 38 3 Section 2. The Council hereby finds and determines, pursuant to the Constitution and laws of the State, that leasing the Land and the premises, buildings and improvements situated or to be situated on the Land to the Bank under the terms and provisions set forth in the Site Lease Agreement and leasing the Leased Property from the Bank under the terms and provisions set forth in the Lease are necessary, convenient and in furtherance of the Town’s purposes and are in the best interests of the inhabitants of the Town; and the Council hereby authorizes and approves the financing of the Project and the leasing of the Land and the premises, buildings and improvements situated or to be situated on the Land to the Bank under the terms and provisions of the Site Lease Agreement and leasing and subleasing of the Leased Property from the Bank under the terms and provisions of the Lease. Section 3. The Lease and the Site Lease Agreement in substantially the forms presented to Council, with only such changes therein as are not inconsistent herewith, are in all respects authorized, approved and confirmed. The Mayor and the Town Clerk are hereby authorized and directed to execute and deliver the Lease and the Site Lease Agreement in substantially the forms and with substantially the same content as presented to Council with only such changes therein as are not inconsistent herewith, for and on behalf of the Town. Section 4. No provision of this ordinance, the Site Lease Agreement nor the Lease, nor any other document or transaction contemplated by this ordinance, shall constitute or give rise to a multiple fiscal year financial obligation, general obligation, bonded indebtedness or other indebtedness of the Town nor a mandatory charge or requirement against the Town in any ensuing fiscal year beyond the then current fiscal year, nor directly or indirectly obligate the Town to make any payments beyond those appropriated for the Town's then current fiscal year; nor shall this ordinance, the Site Lease Agreement, the Lease, or any other document or transaction contemplated by this ordinance, be construed as creating bonded indebtedness of the Town within the meaning of Article X of the Charter. The Town shall have no obligation to make any payments with respect to the transactions contemplated by this ordinance except the payment of the Rent (as defined in the Lease) and certain other payments pursuant to the Lease, which payment obligations may be terminated by the Town in accordance with the provisions of the Lease. No provision of this ordinance, the Site Lease Agreement, the Lease, or any other document or transaction contemplated by this ordinance shall be construed or interpreted as creating an unlawful delegation of governmental powers or as a donation by or a lending of the credit of the Town within the meaning of Sections 1 or 2 of article XI of the Constitution of the State. Section 5. The Council hereby finds, determines and declares, pursuant to the Charter and the Constitution and laws of the State, that (i) the lease of the Land and the premises, buildings and improvements situated or to be situated on the Land by the Town to the Bank under the terms and conditions provided for in the Site Lease Agreement, and (ii) the leasing or subleasing of the Leased Property by the Town from the Bank under the terms and conditions provided for in the Lease, are necessary, appropriate and in furtherance of the Town's governmental purposes and are in the best interests of the Town and its citizens and inhabitants. The Council 04-15-19 TC Packet Page 39 of 146 39 4 further hereby finds, determines and declares, pursuant to the Charter and the Constitution and laws of the State, that: (i) the Rent payable under the Lease during the Lease Term, as defined and provided in the Lease, represent fair value to the Town of its use of the Leased Property; (ii) the maximum term of the Lease does not exceed the useful life of the Leased Property; and (iii) the Prepayment Price, as defined and provided in the Lease, represents the Town's estimate of a fair purchase price to the Town for the Leased Property at the time of exercise of the prepayment option. The Town hereby determines that the Rent does not exceed a reasonable amount so as to place the Town under an economic compulsion to renew the Lease or to exercise its option to purchase the Leased Property thereunder. In making such determinations, the Council has given consideration to the estimated current value of the Leased Property, the uses and purposes for which the Leased Property will be employed by the Town, the benefit to the citizens and inhabitants of the Town by reason of the use and occupancy of the Leased Property pursuant to the terms and provisions of the Lease and the Site Lease Agreement, the Town's option to terminate the Site Lease Agreement and the expected eventual vesting of title to the Leased Property in the Town. Section 6. The Council hereby elects to apply all of the provisions of the Supplemental Act to the Lease and in connection therewith delegates to the Director of Finance of the Town the authority to make any determination delegable pursuant to Section 11-57-201(1)(a-i), Colorado Revised Statutes, in relation to the Lease, subject to the following parameters and restrictions: (a) the aggregate principal amount of the Rent payable by the Town pursuant to the Lease shall not exceed $2,100,000; (b) the Lease Term shall end no later than December 31, 2038; (c) the Lease shall be subject to optional prepayment at any time without prepayment fee; (d) the maximum net effective interest rate on the Lease payments shall not exceed 8%; (e) the maximum amount of the Base Rentals payable in any year shall not exceed $195,000; (f) the term of the Site Lease Agreement shall not extend beyond December 31, 2043; and (g) the amount of rental payments to be received by the Town under the Site Lease Agreement shall not be less than $2,000,000. Section 7. The Town hereby approves of actions taken or to be taken by appropriate officers of the Town to make or approve any alterations, changes or additions to the Site Lease Agreement and the Lease, as may be necessary or appropriate to correct errors or omissions therein, to remove ambiguities therefrom, to conform the same to other provisions of said documents or instruments or to this ordinance, or any ordinance or resolution of the Council, or to the provisions of applicable law. Section 8. The Town Clerk is hereby authorized and directed to attest to all signatures and acts of officers of the Town in connection herewith, and to place the seal of the Town on the Site Lease Agreement and the Lease. The Mayor and other appropriate officers of the Town are hereby authorized to execute and deliver for and on behalf of the Town, and the Town Clerk is authorized to attest and to place the seal of the Town on, any and all additional certificates, documents, instruments and other 04-15-19 TC Packet Page 40 of 146 40 5 papers, and to perform all other acts they may deem necessary or appropriate, in order to implement and carry out the matters authorized or contemplated by this ordinance. In the absence or disability of the Mayor, Town Clerk or other Town officer, any agreement, document, certificate or other instrument authorized by this Ordinance, or necessary or appropriate to the transactions contemplated by this Ordinance, may be executed, attested, otherwise signed and delivered by the Mayor Pro Tem, Town Manager or any deputy or assistant Town Clerk, or any deputy or assistant of such other Town officer, as the case may be. The Council hereby initially and currently designates Marianne Rakowski, Town Finance Director, as an Authorized Town Representative, as defined and as further provided in the Lease. The designation of the Marianne Rakowski as an Authorized Town Representative may hereafter be changed by motion of the Council. Section 9. The Town hereby exercises its power as a home rule municipality, pursuant to Article XX of the Constitution of the State, to supersede any and all laws of the State and which may be in conflict herewith or with any provision of the Site Lease Agreement or the Lease. Section 10. The Town hereby designates its obligations under the Lease as qualified tax-exempt obligation for purposes of Section 265(b)(3)(B) of the Code. The Town does not expect to issue more than $10,000,000 of tax-exempt obligations during calendar year 2019. Section 11. All bylaws, orders, resolutions or ordinances, or parts thereof, inconsistent herewith are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed as reviving any bylaw, order, resolution or ordinance or part thereof. Section 12. If any provision of this ordinance or of any of the documents or instruments authorized or approved hereby, other than the requirement of the Town to pay Rent and the requirement of the Bank to provide quiet enjoyment of the Leased Property, as defined in the Lease, and to release the Site Lease Agreement and convey the Leased Property to the Town under the conditions set forth in the Site Lease Agreement and the Lease, should be held invalid, the invalidity of such provision shall not affect any of the other provisions of this ordinance or of such documents or instruments. Section 13. This ordinance shall be in full force and effect fifteen (15) days after final passage and adoption by the Council as required by the Charter. This ordinance following first reading shall be published by title and summary thereof in a newspaper of general circulation in the Town. After introduction and adoption at second reading, the ordinance shall be published a second time by title and summary thereof in a newspaper of general circulation in the Town, and a true and accurate copy of the ordinance shall be posted in the office of the Town Clerk for 30 days. Such notices shall be in substantially the following form: 04-15-19 TC Packet Page 41 of 146 41 6 (Form of Publication) OFFICIAL NOTICE IS HEREBY GIVEN that on April 8, 2019, the Town Council approved upon first reading an ordinance titled as follows] [that on April 15, 2019, the Town Council adopted an ordinance titled as follows]: AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, COLORADO, APPROVING AND DIRECTING THE EXECUTION AND DELIVERY BY THE TOWN OF A SITE LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE TOWN AS LESSOR AND ZIONS BANCORPORATION, N.A. AS LESSEE, A LEASE AGREEMENT TO BE ENTERED INTO BETWEEN THE ZIONS BANCORPORATION, N.A. AS LESSOR AND THE TOWN AS LESSEE, AND OTHER DOCUMENTS INCIDENTAL THERETO, ALL FOR THE PURPOSE OF FINANCING A PORTION OF THE COST OF ACQUIRING, IMPROVING AND EQUIPPING CARRIAGE WAY APARTMENTS AND THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS INCIDENTAL THERETO; AND AUTHORIZING AND APPROVING THE TAKING OF ALL OTHER ACTIONS NECESSARY OR APPROPRIATE FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS ORDINANCE The proposed Ordinance provides for the Town's entering into a Site Lease Agreement and Lease Agreement to finance a portion of the cost of acquiring, improving and equipping the Carriage Way Apartments Project. The Ordinance will be before the Town Council on second reading for approval on April 15, 2019. The Ordinance has been adopted after second reading, in accordance with the Town Charter, and will become effective fifteen (15) days after adoption. IN TESTIMONY WHEREOF, the Town Council of the Town of Snowmass Village, Colorado has caused this notice to be dated this April __, 2019. (SEAL) /s/ Rhonda B. Coxon Town Clerk Snowmass Village, Colorado (End of Form of Notice) 04-15-19 TC Packet Page 42 of 146 42 7 Whereupon it was duly moved and seconded that the foregoing ordinance be now approved upon first reading. The question being upon the adoption of said motion and the approval of the ordinance on first reading, the roll was called with the following result: Those Voting Yes: Mayor Butler Bob Sirkus Bill Madsen Alyssa Shenk Tom Goode Those Voting No: None Those Absent: None The presiding officer thereupon declared that there having been an affirmative vote of a majority of the members of the Council present, the ordinance was approved on first reading. __________________________________ Mayor (SEAL) Attest: Town Clerk 04-15-19 TC Packet Page 43 of 146 43 8 Whereupon it was duly moved and seconded that the foregoing ordinance be now approved and adopted upon second reading. The question being upon the adoption of said motion and the approval and adoption of the ordinance on second reading, the roll was called with the following result: Those Voting Yes: Those Voting No: Those Absent: The presiding officer thereupon declared that there having been an affirmative vote of a majority of members of the Council present, the ordinance was approved and adopted on second reading. __________________________________ Mayor (SEAL) Attest: Town Clerk 04-15-19 TC Packet Page 44 of 146 44 9 STATE OF COLORADO ) ) COUNTY OF PITKIN ) SS. ) TOWN OF SNOWMASS VILLAGE ) I, Rhonda B. Coxon, Town Clerk of the Town of Snowmass Village, Colorado (the “Town”), do hereby certify: The foregoing pages numbered -1- through -8-, constitute a true, correct, complete and compared copy of the proceedings of the Council insofar as such minutes relate to an ordinance No. 06, Series of 2019, a copy of which is set forth in such minutes. The ordinance was published by title and summary in Snowmass Sun, being a newspaper published and of general circulation in the Town on April 10, 2019 after first reading and on April 24, 2019 after adoption. The Mayor and other members of the Council were present at such meetings and voted on the passage of the ordinance as in such minutes set forth. All members of the Council were given due and proper notice of the meetings. Such meetings were public meetings. No other proceedings were adopted nor was any other action taken or considered at such meetings pertaining to the ordinance. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town on this April __, 2019. __________________________________ Town Clerk (SEAL) 04-15-19 TC Packet Page 45 of 146 45 10 (Attach Affidavits of Publication, by Title and Summary, of Ordinance No. 6, Series of 2019) 04-15-19 TC Packet Page 46 of 146 46 SITE LEASE AGREEMENT Between TOWN OF SNOWMASS VILLAGE, COLORADO, as Lessor and ZIONS BANCORPORATION, N.A., as Lessee Dated as of May 1, 2019 AFTER THIS INSTRUMENT HAS BEEN RECORDED, PLEASE RETURN TO: Calvin T. Hanson SHERMAN & HOWARD L.L.C. 633 17th Street, Suite 3000 Denver, Colorado 80202 Pursuant to Section 39-13-104(1)(i) of the Colorado Revised Statutes, as amended, this Site Lease Agreement is exempt from the documentary fee. 04-15-19 TC Packet Page 47 of 146 47 SITE AGREEMENT SITE LEASE AGREEMENT (together with any amendments hereto made in accordance herewith, this “Site Agreement”), made as of May 1, 2019 (the “Dated Date”), between the TOWN OF SNOWMASS VILLAGE, COLORADO (the “Town”), as lessor hereunder, a home rule municipality organized under Article XX of the Colorado Constitution and the Charter of the Town (the “Charter”) having its principal place of business located at the address specified on the signature page to this Site Agreement, and ZIONS BANCORPORATION, N.A. (the “Bank”), as lessee hereunder, a national banking association, having its principal place of business located at the address specified on the signature page to this Site Agreement. RECITALS: A. The Town is a duly and regularly created, organized and existing home rule municipality and a public body corporate and politic, existing as such under and by virtue of the Constitution and laws of the State of Colorado (the “State”) and the Charter. B. Pursuant to Sections 1.4 and 10.11 of the Charter as well as the general-law powers of Colorado municipalities as incorporated by Section 1.4 of the Charter, the Town is authorized to enter into contracts and to lease (as lessee or lessor) and sell property. C. Sections 1.4 of the Charter authorizes the Town to acquire property for any purpose deemed to be in the Town’s best interest. D. The Town Council (the “Council”) has determined, and does hereby determine, that it is in the best interest of the Town and its inhabitants and in furtherance of the Town’s governmental functions to acquire, renovate, construct, improve and equip the Carriage Way Apartments (the “Project”), and to pay the costs of executing and delivering this Site Agreement and the Lease. E. The Town is acquiring contemporaneously herewith certain land described in Exhibit A attached hereto and made a part hereof (the “Land”), and the Carriage Way Apartments situated on the Land (collectively, the “Leased Property”). F. Bank desires to lease the Leased Property from the Town pursuant to this Site Agreement. G. Immediately after the lease of the Leased Property under this Site Agreement, the Town will sublease the Leased Property from Bank under that certain Lease Agreement dated as of the Dated Date (the “Lease”), by and between Bank, as sublessor, and the Town, as sublessee. H. All capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Lease. NOW, THEREFORE, for and in consideration of the premises and the mutual covenants hereinafter contained, and the other good and valuable consideration described herein, the receipt and sufficiency of which is hereby acknowledged the parties hereto hereby formally covenant, agree and bind themselves as follows: 04-15-19 TC Packet Page 48 of 146 48 2 ARTICLE I REPRESENTATIONS AND WARRANTIES Section 1.1 Representations and Warranties of the Town. The Town represents and warrants to Bank: (a) The Town is a duly and regularly created, organized and existing home rule municipality and a public body corporate and politic, existing as such under and by virtue of the Constitution and laws of the State of Colorado and the Charter; (b) The Town is authorized by the Charter and otherwise to enter into the transactions contemplated by this Site Agreement and to carry out the obligations of the Town hereunder; (c) The execution, delivery and performance of this Site Agreement have been duly authorized and approved; (d) The Town has good and marketable fee simple title to the Land acquired with the proceeds of this Site Agreement and other Town moneys; (e) Except to the extent reflected in the title insurance policy to be delivered to the Bank in accordance with the Lease, to the best knowledge of the Town, the Land is not subject to any dedication, easement, right of way, reservation in patent, covenant, condition, restriction, lien or encumbrance that would prohibit or would interfere materially with the construction or operation of the Project; (f) All taxes, assessments or impositions of any kind with respect to the Land, except current taxes, if any, have been paid in full; (g) The Land is properly zoned or approved for the uses thereof contemplated by the Lease; (h) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Town is now a party or by which the Town is bound, or constitutes a default under any of the foregoing; and (i) There is no litigation or proceeding pending, or to the knowledge of the Town threatened, against the Town or any other person affecting the right of the Town to execute this Site Agreement or to otherwise comply with its obligations hereunder. Section 1.2 Reference to Lease Representations and Warranties. Reference is made to the representations and warranties made by the Town and Bank in Article 2 of the Lease. Those representations and warranties are incorporated herein and will have the same force and effect as if they were fully set forth in this Site Agreement. 04-15-19 TC Packet Page 49 of 146 49 3 ARTICLE II LEASE OF PROPERTY The Town hereby demises and leases to Bank and Bank hereby accepts and leases from the Town for the sum of ____ ____ MILLION _____ THOUSAND ____ HUNDRED DOLLARS ($_____), as and for all rent due hereunder, and other good and valuable consideration, the receipt and the sufficiency of which are hereby acknowledged, the Leased Property, for a term commencing on the May __, 2019 and ending on the date the term of this Site Agreement is terminated in accordance with Section 3.1 hereof. The Town hereby acknowledges that the rent paid by Bank hereunder shall be applied to purchase the Leased Property on the May __, 2019. The Council hereby determines that such amount is reasonable consideration for the leasing of the Leased Property to Bank for the lease term as provided herein. ARTICLE III TERMINATION Section 3.1 Termination. Subject to the other provisions of this Site Agreement, this Site Agreement shall terminate upon the occurrence of the earliest of any one of the following events: (a) The payment by the Town of all Rent owing to Bank under the Lease. (b) The exercise by the Town of its option to prepay the Lease by payment of the scheduled Prepayment Price and other sums due in accordance with the terms and conditions of the Lease as set forth in Article X thereof. (c) The termination of the Lease Term upon the occurrence of an Event of Default by the Town under Article IX of the Lease or any other Event of Nonappropriation shall occur and the receipt by Bank of amounts from the New Sublease (as defined in Section 3.2 below) sufficient to: (1) Reimburse Bank for all reasonable administrative costs and expenses, including reasonable attorneys’ fees, incurred by Bank as a result of the Event of Default and the termination of the Lease and the sublease of the Leased Property by Bank, including without limitation costs and expenses incurred by Bank pursuant to Sections 6.6, 6.7 and 6.8 hereof (the “Administrative Costs”); and (2) Reimburse Bank for all reasonable capital costs and expenses incurred by Bank with respect to making the Leased Property suitable for sublease for commercial or other lawful purposes (together with the Administrative Costs, the “Reimbursement Amount”); provided, however, that the Town shall have no obligation to reimburse Bank for any capital costs and expenses incurred in (a) changing the intended use of the Leased Property from employee housing rental units to another use or (b) otherwise materially altering the Leased Property from the description thereof contained in Exhibit B to the Lease; and 04-15-19 TC Packet Page 50 of 146 50 4 (3) Pay to Bank the Prepayment Price. (d) December 1, 2043. Section 3.2 New Subleases. In the event that the Lease is terminated based on an Event of Default or an Event of Non-Appropriation prior to the payment to Bank of the After Payment Termination Value, Bank shall be free to sublease the Leased Property to a third party on commercially reasonable terms for any purpose authorized by applicable zoning laws and permitted by the restrictions applicable to the Land (a “New Sublease”), provided that such New Sublease shall not extend beyond the date this Agreement would otherwise terminate pursuant to Section 3.1 hereof, without the prior written consent of the Town. Use of the Leased Property by Bank or any subsidiary or affiliate of Bank, other than for the purpose of assuming control, making necessary changes in the Leased Property, and the initial subleasing thereof, shall be treated as a New Sublease thereof on a monthly basis at the Fair Market Rental Value of the Leased Property. The “Fair Market Rental Value” of the Leased Property means what a landlord under no compulsion to lease the Leased Property and a tenant under no compulsion to lease the Leased Property would determine as fair rent at the time of the occupancy of the Leased Property by Bank, or its subsidiary or affiliate, taking into consideration the uses permitted, the quality, size, design and location of the Leased Property, the duration of the occupancy by Bank, or its subsidiary or affiliate, and the rent for comparable buildings located in the vicinity of the Leased Property. Any such use by Bank or a subsidiary or affiliate shall terminate within sixty (60) days after recovery by Bank of its Administrative Costs and the Reimbursement Amount. Section 3.3 Use of New Sublease Rentals. Bank shall apply any rentals under a New Sublease first to recover any Administrative Costs. Thereafter, Bank shall be entitled to interest on the outstanding Reimbursement Amount at the Applicable Rate. Any amounts received by Bank pursuant to this Section after payment of the Administrative Costs and interest on the Reimbursement Amount shall be credited to the payment of the Reimbursement Amount. To the extent that Bank receives an amount in excess of the Reimbursement Amount, whether as a result of its sublease of the Leased Property or its assignment or sale of its rights hereunder, any such excess shall be remitted by Bank to the Town. Section 3.4 Reports. In the event that the Lease Term is terminated by the Town because of nonappropriation pursuant to Section 4.06 of the Lease or terminated by Bank as a result of the occurrence of an Event of Default by the Town thereunder, Bank shall keep complete and accurate records regarding any New Sublease of the Leased Property and shall, within sixty (60) days after the end of each Fiscal Year of the Town, deliver a written report to the Town showing: (a) all amounts received by Bank from any New Sublease of all or any part of the Leased Property; (b) a statement of Administrative Costs incurred by Bank during the same period; (c) a statement of any capital costs and expenses incurred in accordance with Subsection 3.1(b) above; (d) an analysis as to whether Bank has received the Reimbursement Amount, with all supporting calculations; and (e) the date, if any in the next Fiscal Year of the Town on which Bank expects to receive the Reimbursement Amount. The Town shall have the right, at its own expense, to examine Bank’s records insofar as they relate to the Leased Property, and to contest the amount of Administrative Costs assessed, the costs and expenses incurred in accordance with Subsection 04-15-19 TC Packet Page 51 of 146 51 5 3.1(b), and/or Bank’s calculation of the Reimbursement Amount. Such examination shall be made at Bank’s offices or by electronic means at the request of the Town during normal business hours. ARTICLE IV EASEMENT, USE Section 4.1 Granting Easements. Upon the request of Bank, the Town shall promptly grant such licenses, rights of way or easements in the Land and in such form and content as are determined by Bank to be reasonably necessary: (a) To maintain the Leased Property; and (b) To exercise Bank’s rights and obligations under the Lease and this Site Agreement including, but not limited to, its rights to exercise its remedies under the Lease and its rights in the event of termination of the Lease. Section 4.2 Quiet Use and Enjoyment. Subject to the terms of the Lease, the Town hereby covenants to provide Bank during the term of this Site Agreement with quiet use and enjoyment of the Leased Property, and Bank shall during such term peaceably and quietly have and hold and enjoy the Leased Property, without suit, trouble or hindrance from the Town. ARTICLE V USE OF LEASED PROPERTY; SURRENDER, ASSIGNMENT Section 5.1 Use of Leased Property. Bank agrees to use the Leased Property solely for the purpose of leasing the Leased Property pursuant to the Lease unless the Lease Term is terminated by the Town because of an Event of Nonappropriation or is terminated by Bank as a result of an Event of Default by the Town, in which event Bank may enter into a New Sublease of the Leased Property. Section 5.2 Surrender of Leased Property. Bank agrees that upon the termination of this Site Agreement it will surrender the Leased Property to the Town free and clear of all liens and encumbrances, except Permitted Encumbrances (other than this Site Agreement), and all right, title and interest of Bank or any sublessee or assignee in and to the Leased Property, including any and all improvements and fixtures which shall at the time be situated thereon or attached thereto, shall vest in the Town. Bank and any sublessee or assignee shall execute and deliver, upon request by the Town, any instrument of transfer, conveyance or release necessary or appropriate to confirm the vesting of such right, title and interest in the Town. If the Leased Property has been subleased by Bank pursuant to a New Sublease, upon termination of this Site Agreement any New Sublease, by the terms thereof, shall also terminate. ARTICLE VI COMPLIANCE WITH REQUIREMENTS; OTHER COVENANTS Section 6.1 Further Assurances and Corrective Instruments. The Town and Bank agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required (a) for correcting any inadequate or incorrect description of the Leased 04-15-19 TC Packet Page 52 of 146 52 6 Property, (b) for amending the description of the Leased Property in accordance with the Lease, or (c) for otherwise carrying out the intention hereof. Section 6.2 Use, Compliance with Laws, Waste. Bank or its sublessee or assignee shall use the Leased Property only in a careful, safe and proper manner in compliance with all applicable federal, State, Town laws, ordinances, resolutions, rules or regulations, and in a manner that would not reasonably give rise to liability pursuant to any environmental laws. Bank or its sublessee or assignee shall not commit any waste or nuisance on the Leased Property. Section 6.3 Inspection, Access, Records. The Town shall have the right at reasonable business hours (or at any hour if necessary in an emergency) to enter upon the Leased Property for the purposes of inspecting the Leased Property or performing obligations of Bank or its sublessee or assignee under this Site Agreement which Bank or its sublessee or assignee neglects to perform and which the Town elects to undertake. The Town agrees that, after an Event of Nonappropriation or an Event of Default under the Lease, and if this Site Agreement has not been terminated pursuant to Section 3.1 hereof, Bank or any sublessee or assignee shall have full rights of ingress and egress to the Leased Property, and the Town hereby agrees to execute and deliver any licenses, easements or rights-of-way that may be reasonably necessary to confirm such rights. The Town agrees that Bank and its duly authorized agents shall have the right at all reasonable times to examine the books, records, reports and other papers of the Town with respect to the Leased Property. Bank or its sublessee or assignee agree that the Town and its duly authorized agents shall have the right at all reasonable times to examine the books, records, reports and other papers of Bank or its sublessee or assignee with respect to the Leased Property. The Town may, at its own cost, not more frequently than once in any twelve-month period, cause an audit to be made of the books, records, reports and other papers of Bank or its sublessee or assignee with respect to the Leased Property. Section 6.4 Compliance with Environmental Laws. Any person who subleases the Leased Property pursuant to a New Sublease shall covenant that its use and operation of the Leased Property, and all activities conducted on the Leased Property during the term of the New Sublease, shall be in compliance with, and conducted in a manner so as not to give rise to liability under, any applicable environmental law. Further, any sublessee under a New Sublease shall covenant that, in the event the Town reasonably believes (i) the sublessee is conducting or has conducted activities on the Leased Property which are or were in violation of applicable environmental laws, or (ii) the sublessee’s use or operation of the Leased Property has resulted or may result in environmental conditions on or emanating from the Leased Property which could give rise to liability under applicable environmental laws, such sublessee shall promptly undertake all appropriate response actions necessary to come into compliance with and mitigate any potential liability arising under applicable environmental laws. Section 6.5 Restrictions on Mortgage or Sale of Land. Except as provided in the Lease and except for Permitted Encumbrances, the Town and Bank and any sublessee or assignee of Bank agree that neither the Town, Bank, nor any sublessee or assignee of Bank will sell, mortgage or encumber the Leased Property or any portion thereof during the term of this Site Agreement. Section 6.6 Taxes, Utilities. Prior to an Event of Nonappropriation or an Event of Default under the Lease, the payment of taxes and utility charges shall be governed by the Lease. 04-15-19 TC Packet Page 53 of 146 53 7 After an Event of Nonappropriation or an Event of Default under the Lease and if this Site Agreement has not been terminated, Bank or its sublessee or assignee shall promptly pay or cause to be paid when due all taxes and assessments which may be imposed on the Leased Property and all costs or charges for utility service supplied to the Leased Property. Section 6.7 Maintenance. Prior to an Event of Nonappropriation or an Event of Default under the Lease, the maintenance of the Leased Property shall be governed by the Lease. After an Event of Nonappropriation or an Event of Default under the Lease and if this Site Agreement has not been terminated, Bank or its sublessee or assignee shall maintain the Leased Property in reasonably safe condition and in good repair and good operating condition, making from time to time all necessary repairs thereto and renewals and replacements thereof. Section 6.8 Insurance. Prior to an Event of Nonappropriation or an Event of Default under the Lease, the provisions of the Lease shall govern with respect to the maintenance of insurance with respect to the Leased Property. After an Event of Nonappropriation or an Event of Default under the Lease and if this Site Agreement has not been terminated, Bank or its sublessee or assignee shall obtain and keep in force, at its own expense (i) comprehensive general public liability insurance against claims for personal injury, death or property damage occurring on the Leased Property in an amount not less than $1,000,000, and (ii) fire and extended coverage insurance in an amount not less than the replacement cost of the Leased Property (excluding foundations). All such insurance shall name the Town, Bank, and any sublessee or assignee as insureds. Proceeds of such fire and extended coverage insurance shall be payable to the Town, Bank, and any sublessee or assignee as their respective interests may appear. All such insurance policies shall provide that the insurance company shall not cancel such insurance without first giving at least 30 days’ advance written notice to the Town and Bank and any sublessee of any portion of the Leased Property. Each insurance policy required by this Section shall contain a waiver of subrogation by the issuer of such policy with respect to the Town, Bank, and any sublessee or assignee, and their officers, agents and employees, while acting within the scope of their employment. Each such insurance policy may have a deductible clause in an amount not to exceed $250,000. Section 6.9 Advances by the Town. In the event that Bank or its sublessee or assignee shall fail to make any payments required by, or perform any of its obligations under Sections 6.6, 6.7 or 6.8 hereof, the Town may (but shall be under no obligation to) make such payments or perform any of such obligations; and any payments so made or costs or expenses so incurred by the Town, together with interest thereon at the Applicable Rate per annum, shall be reimbursed to the Town by any sublessee or assignee, or by Bank from any proceeds of subleasing of the Leased Property or any portion thereof or sale or assignment of its interest in this Site Agreement. Notwithstanding any other provision of this Site Agreement, any obligations of Bank to make payments pursuant to Sections 6.6, 6.7 or 6.8 hereof shall be limited to any proceeds of subleasing of the Leased Property or any portion thereof or sale or assignment of its leasehold interest in this Site Agreement. 04-15-19 TC Packet Page 54 of 146 54 8 ARTICLE VII MISCELLANEOUS Section 7.1 Definitions. All capitalized terms not otherwise defined in this Site Agreement shall have the meanings set forth therein in the Lease. Section 7.2 Damage, Destruction, Condemnation. The provisions of Article VI of the Lease shall govern with respect to any damage, destruction or condemnation of the Leased Property during the term of this Site Agreement. Section 7.3 Severability. If any term or provisions of this Site Agreement or the application thereof to any person or circumstances shall be invalid or unenforceable to any extent, the remainder of this Site Agreement or the application of such term or provision to persons or to circumstances, other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term and provision of this Site Agreement shall be valid and enforceable to the fullest extent permitted by law. Section 7.4 Doctrine of Merger. The Doctrine of Merger shall not apply. Section 7.5 Notices and Demands. Any notice, demand or other communication under this Site Agreement by either party to the other shall be sufficiently given or delivered if dispatched by registered or certified mail, postage prepaid and return receipt requested or delivered personally and, in the case of either the Town or Bank, at the address for such party set forth in the Lease. Section 7.6 Binding Effect. This Site Agreement shall inure to the benefit of and shall be binding upon Bank and the Town and their respective successors and assigns. In the event that Bank subleases all or any portion of the Leased Property or sells or assigns its leasehold interest in the Leased Property and this Site Agreement, Bank shall require its sublessee or assignee to consent in writing to, and to undertake compliance with, all provisions of this Site Agreement. Section 7.7 Counterparts. This Site Agreement may be executed in counterparts, each of which shall constitute one and the same instrument. Section 7.8 Amendments, Changes and Modifications. This Site Agreement may not be effectively amended, changed, modified or altered without the prior written consent of the Town and Bank. Section 7.9 Assignment. Neither party may assign its rights and obligations under this Site Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld. Section 7.10 Electronic Transactions. The parties hereto agree that the transactions described herein may be conducted and related documents may be stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law. 04-15-19 TC Packet Page 55 of 146 55 9 Section 7.11 Applicable Law. This Site Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to conflict of laws principles. 04-15-19 TC Packet Page 56 of 146 56 S-1 IN WITNESS WHEREOF, the parties hereto have executed this Site Agreement as of the date first written above. TOWN OF SNOWMASS VILLAGE, COLORADO, as Lessor [SEAL] By: Mayor ATTEST: By: Town Clerk Address of Lessor: Town of Snowmass Village Town Hall P.O. Box 5010 130 Kearns Road Snowmass Village, Colorado 81615 STATE OF COLORADO ) ) ss. TOWN OF SNOWMASS VILLAGE ) The foregoing instrument was acknowledged before me this ______ day of May, 2019, by Markey Butler, Mayor of the Town of Mountain Village, Colorado and by Rhonda B. Coxon, Town Clerk of the Town of Snowmass Village, Colorado. WITNESS my hand and official seal. My commission expires: __________________ [SEAL] Notary Public, State of Colorado 04-15-19 TC Packet Page 57 of 146 57 S-2 IN WITNESS WHEREOF, the parties hereto have executed this Site Agreement as of the date first written above. Zions Bancorporation, N.A., as Lessor By: Title: Address of Lessor: Zions Bancorporation, N.A. c/o Vectra Bank Colorado 2000 S. Colorado Boulevard Suite 2-1200 Denver, Colorado 80202 STATE OF COLORADO ) ) ss. CITY AND COUNTY OF DENVER ) The foregoing instrument was acknowledged before me this ______ day of May, 2019, by ____ ___, a ____ ___ of Zions Bancorporation, N.A. WITNESS my hand and official seal. My commission expires: __________________ [SEAL] Notary Public, State of Colorado 04-15-19 TC Packet Page 58 of 146 58 A-1 EXHIBIT A DESCRIPTION OF THE LEASED PROPERTY 04-15-19 TC Packet Page 59 of 146 59 LEASE AGREEMENT Between ZIONS BANCORPORATION, N.A., as Sublessor and TOWN OF SNOWMASS VILLAGE, COLORADO, as Sublessee Dated as of May 1, 2019 AFTER THIS INSTRUMENT HAS BEEN RECORDED, PLEASE RETURN TO: Calvin T. Hanson, Esq. SHERMAN & HOWARD L.L.C. 633 17th Street, Suite 3000 Denver, Colorado 80202 Pursuant to Section 39-13-104(1)(i) of the Colorado Revised Statutes, as amended, this Lease Purchase Agreement is exempt from the documentary fee. 04-15-19 TC Packet Page 60 of 146 60 LEASE AGREEMENT LEASE AGREEMENT (this “Lease”), made as of May 1, 2019 between ZIONS BANCORPORATION, N.A., a national banking association, having an office and place of business at 2000 S. Colorado Boulevard, Suite 2-1200, Denver, Colorado 80222, as sublessor hereunder (“the “Bank”), and the TOWN OF SNOWMASS VILLAGE, COLORADO, as sublessee hereunder (the “Town”), a home rule municipality organized under Article XX of the Colorado Constitution and the Charter of the Town (the “Charter”) having its main office and place of business at Town Hall, 130 Kearns Road, Snowmass Village, Colorado. RECITALS: A. The Town is a duly and regularly created, organized and existing home rule municipality and a public body corporate and politic, existing as such under and by virtue of the Constitution and laws of the State of Colorado (the “State”) and the Charter. B. Pursuant to Sections 1.4 and 10.10 of the Charter as well as the general-law powers of Colorado municipalities as incorporated by Section 1.4 of the Charter, the Town is authorized to enter into contracts and to lease (as lessee or lessor) and sell property. C. Sections 1.4 of the Charter authorizes the Town to acquire property for any purpose deemed to be in the Town’s best interest. D. The Town Council (the “Council”) has determined, and does hereby determine, that it is in the best interest of the Town and its inhabitants and in furtherance of the Town’s governmental functions to acquire, renovate, construct, improve and equip the Carriage Way Apartments (the “Project”), and to pay the costs of executing and delivering the Site Agreement (as defined herein) and this Lease. F. In order to facilitate the financing of the Project, the Town has entered into that certain Site Lease Agreement, dated the date hereof (the “Site Agreement”) between the Town, as lessor, and the Bank, as lessee, whereby Bank has acquired a leasehold interest in the premises, buildings and improvements situated or to be situated on the Land all as described in Exhibit B attached hereto (collectively, the “Leased Property”). F. The Town desires to sublease the Leased Property from Bank pursuant to this Lease. G. In consideration for the sublease of the Leased Property under this Lease, the Town agrees to pay Bank rentals (“Rent”) at such times and in such amounts set forth herein and otherwise in accordance with the terms hereof, and Rent shall be comprised of principal or interest components as set forth herein. H. It is the intention of the parties to this Lease that the obligation of the Town hereunder to pay Rent shall apply only to the current fiscal year in which such Rent is due and payable hereunder; shall constitute currently budgeted expenditures of the Town; shall not constitute a mandatory charge or requirement in any ensuing fiscal year; and shall constitute neither a general obligation, a direct or indirect multiple-fiscal year financial obligation or other 04-15-19 TC Packet Page 61 of 146 61 2 indebtedness of the Town within the meaning of any constitutional or statutory limitation or requirement concerning the creation of indebtedness or multiple fiscal year financial obligations, nor a mandatory payment obligation of the Town in any ensuing fiscal year beyond any fiscal year during which this Lease shall be in effect, and should the Town fail, for any reason, to appropriate funds to pay Rent or any other obligations arising hereunder for any ensuing fiscal year, such event of non-appropriation shall not result in the imposition of any obligations whatsoever on the Town hereunder. I. It is the further intention of the parties to this Lease that neither this Lease nor the Site Agreement shall directly or indirectly obligate the Town to make any payments beyond those appropriated for any fiscal year during which this Lease and the Site Agreement shall be in effect. NOW, THEREFORE, for and in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows: ARTICLE I DEFINITIONS Section 1.01 Defined Terms Generally. In addition to the words and terms elsewhere defined in this Lease, including the Recitals hereto, the following words and terms as used in this Lease shall have the following meanings unless the context or use indicates another or different meaning or intent and such definitions shall be equally applicable to both the singular and plural forms of any of the words and terms herein defined: “Applicable Rate” means the rates per annum as set forth in Exhibit A hereto, representing the embedded rate per annum used to determine the interest portion of Rent. “Authorized Town Representative” means (i) the Mayor, (ii) the Town Manager or (iii) such other person duly authorized to act on behalf of the Town, who shall be designated by written certification of the Mayor furnished to Bank and containing the specimen signature of such other person. The designation of the Authorized Town Representative may be changed by the Town from time to time by furnishing a new certificate to Bank. “Bank” means Zions Bancorporation, N.A., a national banking association and its successors or assigns, as lessor hereunder. “Business Day” means any day other than a Saturday, a Sunday, a day on which banking institutions or governmental offices are authorized by law to close for general banking purposes in Denver, Colorado or a day on which the principal office of Bank or the Town is unable to open or be open for reasons not related to its financial condition. “Carriage Way Apartments” means the buildings and fixtures located on the Land, as more particularly described in Exhibit B, which are leased by the Town to Bank under the Site Agreement and subleased by Bank to the Town under this Lease. 04-15-19 TC Packet Page 62 of 146 62 3 “Certification” or “Certificate” means a written certification required or permitted by the provisions of this Lease or the Site Agreement, signed and delivered to Bank or other proper person or persons. “Closing Date” means the date set forth in Exhibit A hereto. “Council” means the duly elected council of the Town from time to time. “Default” means default by the Town in the performance or observance of any of the covenants, agreements or conditions on its part contained in this Lease or the Site Agreement, exclusive of any notice or period of grace required to constitute a default an “Event of Default” as described in Section 9.01 of this Lease. “Event of Default” means an Event of Default described in Section 9.01 of this Lease, which has not been cured or waived in accordance with the terms hereof. “Event of Nonappropriation” has the meaning given that term in Section 4.06 hereof. “Exhibit A” means Exhibit A attached to this Lease, which is incorporated in and made a part of this Lease and given the same force and effect as if the same were fully set forth herein. “Exhibit B” means Exhibit B attached to this Lease, which is incorporated in and made a part of this Lease and given the same force and effect as if the same were fully set forth herein. “Exhibit C” means Exhibit C attached to this Lease, which is incorporated in and made a part of this Lease and given the same force and effect as if the same were fully set forth herein. “Federal Securities” means only direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States (or ownership interests in any of the foregoing) and which are not callable prior to their scheduled maturities by the issuer thereof (or an ownership interest in any of the foregoing). “Fiscal Year” means the Town’s fiscal year, and shall initially mean the 12-month period commencing on the first day of January in each year and ending on the 31st day of December in the same calendar year. “Hazardous Materials” means, without limitation, any substance, material or waste, including radon gas, asbestos, petroleum and petroleum products (including crude oil), that is or becomes designated, classified or regulated as “toxic” or “hazardous” or a “pollutant,” or that is or becomes similarly designated, classified or regulated, under any federal, state or local law, regulation or ordinance, but does not include any such substance that is a customary and ordinary cleaning or office product used on the Leased Property by the Town or an agent of the Town, or any customary or ordinary product for use by the Town in the ordinary course in the exercise of its powers and in furtherance of its purposes under applicable laws, or customary construction materials used during the course of construction, acquisition or installation of the Project, provided in each case that such use is in accordance with applicable laws, ordinances and regulations relating to Hazardous Substances. 04-15-19 TC Packet Page 63 of 146 63 4 “Independent Counsel” means any attorney who (i) is duly admitted to practice law before the highest court of the State of Colorado, (ii) is not an officer or an employee of Bank or the Town, (iii) is engaged by the Town at its sole expense and (iv) is acceptable to Bank. “Independent Engineer” means a person who is not an employee, or a firm comprised of persons who are not employees, of the Town, engaged by the Town at the sole expense of the Town and satisfactory to Bank, and qualified to provide engineering advice concerning the construction, use and operations of structures and improvements of similar kind and nature to the Leased Property. “Initial Term” has the meaning given to such term in Section 3.02 hereof. “Internal Revenue Code” means the Internal Revenue Code of 1986, as amended from time to time, and the rules and regulations from time to time promulgated thereunder. “Land” means that land described in Exhibit B, less such real estate and interests in real estate as may be released pursuant to Section 7.03 hereof or taken by the exercise of the power of eminent domain as provided in Section 6.02 hereof, together with all additions thereto or any substitutions therefor. “Lease” means this Lease Agreement, as the same may be amended from time to time pursuant to Section 11.06 hereof. “Lease Term” means, together, the Initial Term and each Renewal Term, comprising the period during which this Lease is in effect, as specified in Section 3.02 hereof. “Leased Property” means the Land and the premises, buildings and improvements situated or to be situated thereon, including the Carriage Way Apartments, and also including fixtures attached thereto, as described in Section 3.01 hereof and Exhibit B hereof, together with all additions thereto and substitutions therefor in accordance with an amendment or supplement to this Lease, less such real estate and interests in real estate as may be released pursuant to Section 7.03 hereof or taken by the exercise of the power of eminent domain as provided in Section 6.02 hereof. “Mayor” means the duly elected Mayor of the Town, or his or her successor in function. “Net Proceeds,” when used with respect to any insurance or condemnation award, means the gross proceeds from the insurance or condemnation award with respect to which that term is used remaining after payment of all reasonable expenses (including attorney’s fees and any extraordinary expenses of the Town or Bank) incurred in the collection of such gross proceeds. “Notice Address” means, the respective addresses set forth in Section 11.04 hereof for Bank and the Town, respectively, and, in either case, such further or different address as an authorized officer or representative of Bank may designate to the Town or an Authorized Town Representative may designate to Bank, as the case may be. “Opinion of Counsel” means a written opinion of counsel (who need not be Independent Counsel unless so specified) appointed by the Town or Bank. 04-15-19 TC Packet Page 64 of 146 64 5 “Ordinance” means the ordinance duly adopted by the Council authorizing the execution and delivery of the Site Agreement and this Lease, as the same may be amended, modified or supplemented by any amendments or modifications thereof. “Payment Date” means June 1 and December 1 of each year during the Lease Term, commencing June 1, 2019 with respect to interest payments and December 1, 2019 with respect to principal payments. “Permitted Encumbrances” means, as of any particular time, (i) the Site Agreement, the Lease, and the liens and encumbrances relating to the Leased Property on the Closing Date, set forth in Exhibit C hereto, (ii) any utility, access and other easements and rights-of-way, mineral rights, restrictions and exceptions to the leasehold interest demised herein, arising after the Closing Date, that will not materially interfere with or impair the use of or operations being conducted on the Leased Property, (iii) such minor defects, irregularities, encumbrances, easements, rights-of- way and clouds on the leasehold interest demised herein, arising after the Closing Date, as normally exist with respect to properties similar in character to the Leased Property and as do not in the aggregate materially impair the property affected thereby for the purposes for which it was acquired or is held by the Town and (iv) any other encumbrances or defects to the leasehold interest demised herein approved in writing by Bank at its sole discretion. “Prepayment Price” has the meaning given that term in Section 4.05 hereto. “Project” means, to the extent financed with proceeds of the Site Agreement or this Lease: (a) the acquisition of Carriage Way Apartments and the renovation, construction, improvement and equipping of certain improvements and upgrades to Carriage Way Apartments, as further described in Exhibit B hereto; and (b) the payment of the costs of executing and delivering the Site Agreement and this Lease. “Registered Owner” has the meaning given to such term in Section 7.09(e) hereof. “Renewal Term” has the meaning given to such term in Section 3.02 hereof. “Rent” has the meaning given to such term in the Recitals hereto. “Reset Date” has the meaning given to such term in Exhibit A hereto. “Reset Rate” has the meaning given to such term in Exhibit A hereto. “Schedule I” means Schedule I attached to this Lease, which is incorporated in and made a part of this Lease and given the same force and effect as if the same were fully set forth herein. “Servicer” means the Bank and its successors or assigns as Servicer hereunder. “Site Agreement” has the meaning given to that term in the Recitals to this Lease, as the same may be amended from time to time in accordance with its terms. “State” means the State of Colorado. 04-15-19 TC Packet Page 65 of 146 65 6 “Tax Certificate” means the Federal Tax Exemption Certificate, dated the Closing Date and executed by the Town, as the same may be amended from time to time in accordance with its terms. “Taxable Rate” means an interest rate of ____% per annum. “Town” means Town of Snowmass Village, Colorado. “Town Manager” means the Town Manager of the Town, or his or her successor in function. Section 1.02 Additional Provisions as to Interpretation. The words “herein” and “hereof” and words of similar import, without reference to any particular section or subdivision, refer to this Lease as a whole rather than to any particular section or subdivision hereof. References herein to any particular section or subdivision hereof are to the section or subdivision of this instrument as originally executed. (End of Article I) 04-15-19 TC Packet Page 66 of 146 66 7 ARTICLE II REPRESENTATIONS AND WARRANTIES Section 2.01 Representations and Warranties by the Town. The Town makes the following representations and warranties: (a) The Town is a home rule municipality organized under Article XX of the Colorado Constitution and the Charter of the Town. The Town is authorized by the Charter and otherwise to enter into the transactions contemplated by this Lease and to carry out the obligations of the Town hereunder. The execution, delivery and performance of this Lease have been duly authorized and approved. (b) The Town has fee simple title to the Land acquired with the proceeds of the Site Agreement together with other Town moneys. (c) The Town has the full right, power and authority (i) to adopt the Ordinance, (ii) to execute and deliver, and to perform any obligations under, and to accept the benefits conferred to the Town under this Lease, (iii) to undertake and complete the Project and to use and operate the Leased Property, and (iv) to carry out and consummate all other transactions contemplated by the Ordinance, the Site Agreement and this Lease, and the Town has complied and is in compliance with all provisions of applicable law in all matters relating to such transactions. (d) The Town (i) has duly adopted the Ordinance, and the Ordinance remains in full force and effect and has not been amended, modified, waived, rescinded, cancelled, revoked, terminated or determined to be invalid in whole or in part, and (ii) has duly executed and delivered the Site Agreement and this Lease. (e) No event of default has occurred and is continuing, and there has not occurred nor is continuing any event or condition which with the passage of time or giving of notice or both would constitute an event of default under, any indenture, mortgage, note, lease agreement or other agreement or instrument to which the Town is a party or by which it is bound, and the Town has not committed any material violation that is continuing, and the Town has not taken any action or allowed any action or inaction or is aware of any condition affecting the Town which in any of such instances with the passage of time or giving of notice or both would constitute a material violation of, any provision of the Colorado Constitution or any existing law, rule, regulation, resolution, judgment, order or decree to which the Town is subject. (f) Neither the adoption of the Ordinance nor the execution and delivery of, or performance by the Town of its obligations under, or acceptance by the Town of the benefits conferred by, the Site Agreement or this Lease or the consummation of the transactions contemplated herein or therein or the compliance with the provisions hereof or thereof conflicts with, or constitutes on the part of the Town a violation of, or a breach of or default under (i) any indenture, mortgage, note, lease agreement or other agreement or instrument to which the Town is a party or by which it is bound, (ii) any provision of the Colorado Constitution or (iii) any existing law, rule, regulation, resolution, judgment, order or decree to which the Town is subject. 04-15-19 TC Packet Page 67 of 146 67 8 (g) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, which has been served on the Town or, to the best knowledge of the Town, threatened, which in any way questions the existence of the Town or the powers of the Town referred to in paragraph (b) above, or the validity of the Ordinance or any other proceeding taken by the Town in connection with the execution and delivery of the Site Agreement or this Lease, or wherein an unfavorable decision, ruling or finding could materially adversely affect the transactions contemplated hereby or thereby, or which, in any way, could adversely affect the validity or enforceability of the Ordinance, the Site Agreement or this Lease, or, to the best knowledge of the Town, which in any way questions the excludability from gross income of the recipients thereof of the interest portion of the Rent for federal income tax purposes. (h) The Leased Property will not be used in a manner that causes this Lease or any interest herein to be deemed to be a “private activity bond” within the meaning of Section 141 of the Internal Revenue Code. (i) The Town is not relying on any warranty of Bank, either express or implied, as to the title or condition of the Leased Property or that it will be suitable to the Town’s needs and recognizes that Bank is not obligated to operate or maintain the Leased Property or to expend any funds thereon, except as provided in the Site Agreement. Section 2.02 Representations and Warranties by Bank. Bank makes the following representations and warranties: (a) Bank is a national banking association, duly organized and validly existing under the laws of the United States, with full power and authority to conduct business in the State and to carry out the transactions described in the Site Agreement and this Lease. (b) Neither the execution and delivery of the Site Agreement or this Lease, nor the covenants, agreements or obligations of Bank under the Site Agreement or this Lease constitute a material default (or an event which, with notice or the lapse of time, or both, would constitute a material default) under any contract, agreement or other instrument or document to which Bank is a party or by which Bank or its property is bound. (c) Bank possesses all requisite authority, power, licenses, permits and franchises to conduct all business contemplated in the Site Agreement and this Lease to be conducted by it, to execute and deliver the Site Agreement and this Lease and to observe and perform its covenants, agreements and obligations under the Site Agreement and this Lease. (d) The execution and delivery of the Site Agreement and this Lease by Bank and the observance and performance by Bank of its covenants, agreements and obligations under the Site Agreement and this Lease do not require the consent or approval of any governmental authority which has not been obtained. (e) Bank has duly authorized by proper action its execution, delivery, observance and performance of the Site Agreement and this Lease. (f) Assuming the due authorization, execution and delivery thereof by the Town, this Lease and all instruments and documents contemplated in this Lease, including without limitation 04-15-19 TC Packet Page 68 of 146 68 9 the Site Agreement, which are executed and delivered by Bank constitute and will constitute legal, valid, binding and enforceable obligations or representations, as the case may be, of Bank, except as the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the rights of creditors generally. (g) None of the Site Agreement or this Lease, or the covenants, agreements or obligations of Bank under the Site Agreement or this Lease contravene Bank’s charter documents, or violate in any material respect any statute, rule, regulation or other law, or any court or administrative order, applicable to Bank. (h) Bank acknowledges and recognizes that this Lease will be terminated in the event that funds are not specifically budgeted and appropriated by the Council to continue paying Rent during the next occurring Fiscal Year, and that the acts of budgeting and appropriating funds are legislative acts and, as such, are solely within the discretion of the Council. (End of Article II) 04-15-19 TC Packet Page 69 of 146 69 10 ARTICLE III LEASE OF THE LEASED PROPERTY Section 3.01 Demise of the Leased Property. Bank hereby demises and subleases to the Town, and the Town hereby accepts and subleases from Bank, the Leased Property, according to the provisions of this Lease, subject only to Permitted Encumbrances, to have and to hold for the Lease Term. Bank and the Town acknowledge that (i) the Town owns fee title to the Leased Property, subject only to Permitted Encumbrances, (ii) the Town has leased the Leased Property to Bank under the Site Agreement, and (iii) this Lease constitutes a sublease of the Leased Property from Bank, as sublessor, to the Town, as sublessee. Section 3.02 Term. The Lease Term shall commence on the Closing Date. The initial Lease Term shall be terminated on December 31, 2019 (the “Initial Term”). The Lease Term may be extended at the option of the Town, for additional one-year terms commencing on the day immediately following the end of the Initial Term; provided, however, the Lease Term may be continued, solely at the option of the Town, for no more than 19 additional terms, each ending on and not later than the next December 31 following the end of the Initial Term or the then-current Renewal Term, as the case may be, but not later than the final expiration date set forth in Exhibit A hereto. (each additional one-year term after the Initial Term being referred to herein as a “Renewal Term”). The terms and conditions during any Renewal Term shall be the same as the terms and conditions during the Initial Term. An appropriation of amounts sufficient to pay all of the Town’s obligations for a succeeding Renewal Term hereunder shall be deemed a determination by Town to exercise its option to renew the Lease for the next ensuing Renewal Term. Notwithstanding the foregoing, this Lease will terminate upon the occurrence of the earliest of the following events: (a) Termination hereof by the Town because of an Event of Nonappropriation pursuant to Section 4.06 hereof; (b) The exercise by the Town of its option to prepay this Lease in whole pursuant to Article X hereof; (c) The occurrence of an Event of Default and termination of this Lease by Bank pursuant to Article IX hereof; or (d) The payment by the Town of all Rent and other amounts required to be paid by the Town hereunder. (End of Article III) 04-15-19 TC Packet Page 70 of 146 70 11 ARTICLE IV RENT, PREPAYMENT; NONAPPROPRIATION Section 4.01 Rent. During the Lease Term, in consideration for the use and occupancy of the Leased Property, the Town agrees to pay and shall pay as Rent, except as provided in Section 4.06 hereof and except to the extent the Rent may be prepaid under Sections 4.05 and 10.01 hereof, on the following terms: (a) The Town shall pay to the Servicer in immediately available funds the amounts set forth as the Total Payment Due in Schedule I hereto on the respective Payment Dates therein set forth, said amounts to represent payment of principal and payment of interest thereon as designated in said Schedule I; provided that the Town shall pay the interest component of the Rent at the Applicable Rate; and (b) The Town shall pay such amounts, if any, as and when the same may become payable under Sections 6.01, 6.02 or 10.01 hereof, subject to appropriation by the Council; and (c) The Town shall pay into any fund designated by the Servicer or to the United States moneys in the amount determined by Bank to be necessary to comply with the Town’s rebate obligations under Section 7.09(b) hereof, subject to appropriation by the Council. Section 4.02 Place of Payment of Rent. The parties acknowledge and agree that the Rent provided for in Section 4.01 shall be paid to the Servicer, at its principal corporate office located in _____, ______ or in accordance with written instructions for wire transfer of funds to the Servicer for the account of Bank, for deposit in the accounts held by the Servicer for the benefit of Bank. Additionally, the parties acknowledge and agree that neither presentment nor surrender of the Lease is required for principal (including the final maturity payment) or interest payments. Section 4.03 Net Lease. This is a net lease, and Bank shall not be required to make any expenditures whatsoever in connection with this Lease or the Leased Property (except as otherwise provided in this Lease to make any repairs or to maintain the Leased Property). The obligations of the Town to make the payments of Rent required in Section 4.01 hereof and to perform and observe the other agreements on its part contained herein shall be absolute and unconditional, except as provided in Section 4.06 hereof; and the Town: (i) will not, subject to the provisions of Sections 4.05 and 4.06 hereof, suspend or discontinue any payments of Rent provided for in Section 4.01 hereof, and shall not withhold any payment of Rent or other payment required hereunder pending resolution of any dispute or assert any right of set-off or counterclaim against its obligation to make such payment of Rent or other payments required under this Lease; (ii) will perform and observe all of its other agreements contained in this Lease; and (iii) except as provided in Sections 4.06 and 10.01 hereof or under Article III herein, will not terminate the Lease Term for any cause including, without limiting the generality of each of the foregoing, any acts or circumstances that may constitute failure of consideration, destruction of or damage to the Leased Property, frustration of purpose, any change in the tax or other laws or administrative rulings of or administrative actions by the United States of America or the State or any political subdivision of either, or any failure of Bank to perform and observe any agreement, whether express or implied, or any duty, liability or obligation arising out of or connected with this Lease; provided, however, 04-15-19 TC Packet Page 71 of 146 71 12 that the Town shall be authorized to terminate the Lease at any time that there should be action by the legislature of the State, an amendment to the State Constitution, or entry of a court order which results in the obligations imposed upon the Town hereunder being illegal, unconstitutional, or otherwise unenforceable. Nothing contained in this Section shall be construed to release Bank from the performance of any of the agreements on its part contained in this Lease or the Site Agreement; and in the event Bank should fail to perform any such agreement on its part, the Town may institute such action against Bank as the Town may deem necessary to compel the performance of such agreement or to recover damages therefor, so long as no judgment or court order sought or obtained in such action shall result in the termination hereof or interfere with the prompt and full payment of the Rent as contemplated hereby. Section 4.04 Interest on Unpaid Rent. In the event the Town shall fail to make any payment of Rent during the Lease Term required to be paid under Section 4.01 and an Event of Default under Section 9.01(a) hereof results, the item or installment so in Default shall continue as an obligation of the Town until the amount in Default shall have been fully paid, and the Town agrees to pay interest on any Rent in Default at a rate of interest equal to the Applicable Rate. Section 4.05 Prepayment of Rent. Upon thirty (30) days prior written notice, or such lesser time as agreed to in writing by Bank, there is expressly reserved to the Town the right, and the Town is authorized and permitted, at any time it may choose, to prepay the Rent payable under Section 4.01 hereof as described in Section 10.01 hereof, in whole or in part, without any premium or prepayment fee, and Bank agrees to accept such prepayment of Rent when the same is tendered by the Town. Whenever in this Lease reference is made to prepayment of all Rent or payment of an amount sufficient to prepay all Rent to become due, the amount required to effect such prepayment shall be deemed to be the “Prepayment Price” set forth in Schedule I hereto if paid on a Payment Date and, if not paid on a Payment Date, the Prepayment Price due on the immediately preceding Payment Date plus interest accrued from the date of the last rental payment at the Applicable Rate. Any prepayment of the Rent in part will be applied to the principal portion of the Rent in the inverse order of maturity, and the principal portion of the Rent thereafter outstanding will not be re-amortized Upon the Town exercising its option to prepay the Rent in whole or in part under this Lease, the provisions of Article IX hereof shall apply. Section 4.06 Renewal of Lease; Nonappropriation. This Lease shall terminate at the end of the Initial Term, subject to the Town’s right to renew this Lease for Renewal Terms as set forth in Section 3.02 hereof. In the event that the Council fails to appropriate money sufficient for the continued performance of this Lease by the Town in respect of any next succeeding Fiscal Year (an “Event of Nonappropriation”), and the Town shall not cure the Event of Nonappropriation by the last day of the then-current Renewal Term, this Lease shall automatically terminate and the Town shall give Bank written notice of an Event of Nonappropriation and pay to Bank any Rent and other amounts which are due and have not been paid at or before the end of the then current Renewal Term. In no event shall the Town’s failure to provide notice as herein provided or otherwise, be deemed to constitute renewal of the Lease for such succeeding Renewal Term. In 04-15-19 TC Packet Page 72 of 146 72 13 the event of non-renewal of this Lease as provided in this Section, the Town shall deliver possession of the Leased Property to Bank within forty-five (45) days after the end of the then current Renewal Term. Upon termination of this Lease as provided in this Section, the Town shall not be responsible for the payment of any Rent coming due with respect to succeeding Fiscal Years, but if the Town has not delivered possession of the Leased Property to Bank within forty-five (45) days after the termination of this Lease, the termination shall nevertheless be effective, but the Town shall be responsible for the payment of damages in an amount equal to the amount of the Rent thereafter coming due during the current Fiscal Year under Section 4.01 hereof which is attributable to the number of days after such forty-five (45) day period during which the Town fails to surrender possession of the Leased Property, subject to appropriation by the Council. Section 4.07 Payments to Constitute Currently Budgeted Expenditures; Certain Findings. The Town and Bank acknowledge and agree that the Rent due hereunder shall constitute currently budgeted and appropriated expenditures of the Town and may be paid from any legally available funds. The Town’s obligations under this Lease shall be subject to the Town’s annual right to terminate this Lease, and shall not constitute a mandatory charge or requirement in any ensuing Fiscal Year beyond the then current Fiscal Year. No provision of this Lease shall be construed or interpreted as creating a general obligation, multiple fiscal year financial obligation, or other indebtedness of the Town within the meaning of any constitutional or statutory debt limitation. No provision of this Lease shall be construed or interpreted as creating an unlawful delegation of governmental powers nor as a donation by or a lending of the credit of the Town within the meaning of Sections 1 or 2 of article XI of the Constitution of the State. Neither this Lease nor the Site Agreement shall directly or indirectly obligate the Town to make any payments beyond those duly budgeted and appropriated for the Town’s then current Fiscal Year. The Town shall be under no obligation whatsoever to exercise its option to purchase the Project. No provision of this Lease shall be construed to pledge or to create a lien on any class or source of Town moneys, nor shall any provision of this Lease restrict the future issuance of any Town bonds or obligations payable from any class or source of Town moneys. The Town hereby determines that the Rent due hereunder during the Lease Term represents the fair value of the use of the Leased Property. The Town hereby determines that the Rent does not exceed a reasonable amount so as to place the Town under an economic compulsion to renew this Lease. In making such determinations, the Town has given consideration to the estimated current value of the Leased Property, the uses and purposes for which the Leased Property will be employed, the benefit to the citizens and inhabitants of the Town, and the use and occupancy of the Leased Property pursuant to the terms and provisions of this Lease and the Site Agreement. (End of Article IV) 04-15-19 TC Packet Page 73 of 146 73 14 ARTICLE V USE, MAINTENANCE, CHARGES AND INSURANCE Section 5.01 Use of Leased Property. The Town covenants that throughout the term hereof, it will use and operate the Leased Property as public property in furtherance of its essential governmental functions, as further provided herein, and in compliance with all laws, regulations applicable thereto. Section 5.02 Quiet Enjoyment. The Town acknowledges that it is now in possession of the Leased Property. Bank agrees that the Town upon paying the Rent and performing the covenants herein agreed by it to be performed and any subtenant claiming under the Town shall and may peaceably and quietly have, hold, and enjoy the said Leased Property for the term specified. Bank or its agents shall have the right at all reasonable times during the Lease Term to enter the Leased Property for the purpose of examining or inspecting the Leased Property. Nothing in this Section shall imply any duty upon the part of Bank to examine the Leased Property or to do or pay for any work which under any provision of this Lease the Town is required to perform, and the performance thereof by Bank shall not constitute a waiver of the Town’s default in failing to perform the same. Section 5.03 Maintenance of Leased Property by Town. The Town agrees that during the Lease Term it will keep the Leased Property, including all appurtenances thereto, in good repair and good operating condition at its own cost. Section 5.04 Alterations. The Town shall have the privilege of remodeling or making alterations, additions, modifications and improvements to the Leased Property from time to time as the Town, in its discretion, may deem to be desirable for its uses and purposes, provided that such alterations, additions, modifications and improvements shall not in any way damage the Leased Property or materially adversely affect the value of the Leased Property. The cost of such alterations, additions, modifications and improvements shall be paid by the Town, and the same shall be the property of the Town and be included under the terms of this Lease as and shall become part of the Leased Property. Section 5.05 Liens. The Town will not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, charge, lien, encumbrance or claim, except the respective rights of Bank and the Town as herein provided and Permitted Encumbrances, to be established or remain on or against the Leased Property, including any mechanics’ liens for labor or materials furnished in connection with any remodeling, additions, modifications, improvements, repairs, renewals or replacements; provided, however, that if the Town shall first notify Bank of its intention so to do, the Town may in good faith contest any mechanics’ or other liens filed or established against the Leased Property, and in such event may permit the items so contested to remain undischarged and unsatisfied during the period of such contest and any appeal there from unless Bank shall notify the Town that, in the opinion of Independent Counsel, by nonpayment of any such items the rights or interest of Bank will be materially endangered or the Leased Property or any part thereof will be subject to loss or forfeiture, in which event the Town shall promptly pay and cause to be satisfied and discharged all such unpaid items (provided, however, that such payment shall not constitute a waiver of the right to continue to contest such items). Bank will 04-15-19 TC Packet Page 74 of 146 74 15 cooperate promptly and fully with the Town in any such contest. Except as expressly provided in this Section, the Town will promptly, at its own expense, take such action as may be necessary duly to discharge or remove any such mortgage, pledge, charge, lien, encumbrance or claim if the same shall arise at any time and shall reimburse Bank for any expense incurred by Bank in order to discharge or remove any such mortgage, pledge, charge, lien, encumbrances or claim to the extent the Town has made an appropriation therefor. Nothing herein shall be deemed to require Town to deal with statutory claims other than in the manner prescribed by statute. Section 5.06 Certification as to Alterations. The Town agrees that it will file with Bank, from time to time upon written request of Bank, a Certification of the Authorized Town Representative setting forth the description of any fixtures which have become a part of the Leased Property, and if requested in writing by Bank, a description of any additions, remodeling, modifications or improvements to the Leased Property which have been made during the Fiscal Year next preceding the filing of such Certification. Section 5.07 Taxes, Other Governmental Charges and Other Charges. The Town is tax- exempt and does not expect that any taxes, special assessments or governmental charges will be levied against the Leased Property. However, the Town agrees that it will pay, as the same respectively become due, all taxes, special assessments as they shall become due during the Lease Term, and governmental charges of any kind whatsoever that may at any time be lawfully assessed or levied against or with respect to the Leased Property or any furnishings, equipment or other property installed or brought by the Town therein or thereon, including sales, use and other excise taxes, and all claims for rent, royalties, labor, materials, supplies, utilities and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Leased Property. Notwithstanding the foregoing, the Town shall not be obligated to pay any taxes or assessments incurred by any tenant of the Leased Property including, without limitation, any sales, use or other excise tax as may be due and owing by any tenant of the Leased Property. The Town may, at its expense and in its own name and behalf or in the name and behalf of Bank, in good faith contest any such taxes, payments in lieu of taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, payments in lieu of taxes, assessments or other charges so contested to remain unpaid during the period of such contest and any appeal there from unless Bank shall notify the Town that, in the opinion of Independent Counsel, by nonpayment of any such items the rights or interest of Bank in the Leased Property will be materially endangered or the Leased Property or any part thereof will be subject to loss or forfeiture, in which event such taxes, payments in lieu of taxes, assessments or charges shall be paid promptly. Bank will cooperate with the Town in permitting the Town to conduct any such contest. Section 5.08 Insurance. (a) Casualty and Property Damage Insurance. Upon the execution and delivery of this Lease, the Town shall, at its own expense, cause casualty and property damage insurance to be carried and maintained with respect to the Leased Property in an amount equal to the full replacement value of the Leased Property. The Town may, in its discretion, insure the Leased Property under blanket insurance policies which insure not only the Leased Property, but other buildings as well, as long as such blanket insurance policies comply with the requirements hereof. 04-15-19 TC Packet Page 75 of 146 75 16 The Town, at its election, and upon written notice to Bank, may provide for casualty and property damage insurance with respect to the Leased Property, partially or wholly by means of a self- insurance program. Such policy or policies may contain such reasonable deductible and coinsurance provisions as the Town may deem necessary or appropriate and prudent. (b) Public Liability Insurance. The Town agrees that it will carry or cause to be carried public liability insurance with reference to the Leased Property in the amounts required by law, but in no event with a policy limit of less than $1,000,000. Bank shall be named as an additional insured under any such policies. The insurance required by this Section may be provided by actuarially sound self-insurance or by a blanket insurance policy or policies. (c) Worker’s Compensation Coverage. Throughout the Lease Term, the Town shall maintain or cause to be maintained Worker’s Compensation Coverage or cause the same to be maintained to the extent required by law. The insurance required by this Section may be provided by self-insurance. (d) Additional Provisions Respecting Insurance. Any insurance policy issued pursuant to Article V hereof shall be so written or endorsed as to make losses, if any, payable to the Town and Bank as their respective interests may appear. All such policies shall be obtained from companies authorized to conduct insurance business in the State of Colorado. Each insurance policy procured in accordance with this Section shall contain a provision to the effect that the insurance company shall not cancel the same without first giving written notice thereof to Bank at least thirty (30) days in advance of such cancellation, and the Town shall deliver to Bank duplicate copies of certificates of insurance pertaining to each such policy of insurance procured by the Town and agrees to keep such duplicate copies of certificates up to date. Section 5.09 Title Insurance. In connection with the execution and delivery of this Lease, Bank shall receive a standard leasehold title insurance policy or policies, issued to Bank, insuring Bank’s leasehold interest in the Leased Property pursuant to the Site Agreement, subject only to Permitted Encumbrances, in an aggregate amount not less than $2,000,000. Such commitment for such policy or policies shall be delivered to Bank concurrently with delivery of this Lease and the policy or policies shall be delivered to Bank as soon as practicable thereafter. (End of Article V) 04-15-19 TC Packet Page 76 of 146 76 17 ARTICLE VI DAMAGE, DESTRUCTION AND CONDEMNATION Section 6.01 Damage and Destruction. If, during the Lease Term: (i) the Leased Property or any portion thereof shall be destroyed (in whole or in part), or damaged by fire or other casualty; or (ii) a material defect or breach of warranty with respect to the Leased Property shall become apparent; or (iii) title to or the use of all or any portion of the Leased Property shall be lost by reason of a defect in title thereto; then the following provisions shall apply: (a) There shall be no abatement or reduction in the Rent payable by the Town under this Lease; and (b) Unless the Town shall have elected to exercise its option to prepay pursuant to the provisions of Article XI of this Lease by the 120th day following such damage or destruction, the following shall apply: (i) Duty to Repair and Replace the Leased Property. (A) Subject to the provisions of Section 6.01(b)(ii), the Town will proceed to repair, rebuild or restore the property damaged or destroyed with changes, deletions, alterations and modifications (including the substitution and addition of other property and removal of existing property), whether or not such changes, deletions, alterations and modifications result in changes in the character of the operations which may be conducted or in the productive capacity of the Leased Property, as may be desired by the Town, and (B) Bank will apply the Net Proceeds of insurance received by Bank to payment of the cost of any such repair, rebuilding or restoration, either on completion thereof or as the work progresses, provided that the Town delivers or causes to be delivered to Bank of the following: (1) if the Net Proceeds of the insurance exceeds 10% of the original After Payment Principal Balance set forth in Schedule I hereto, a Certification of an Independent Engineer (the “Cost Certificate”) (x) setting forth the estimated cost of the repair, rebuilding or restoration, (y) confirming that the Net Proceeds shall be sufficient to pay the estimated costs of such repair, rebuilding or restoration, or, to the extent such Net Proceeds are less than such estimated costs, the amount of such deficiency and (z) the expected completion date for any such repair, rebuilding or restoration; (2) if and to the extent the Town has incurred or paid costs to repair, rebuild or restore the Leased Property, a Certification signed by the Authorized Town Representative setting forth the costs theretofore incurred or paid; (3) if and to the extent any repair, rebuilding or restoration work is to be performed, a contract or contracts, including plans and specifications and other contract documents necessary and usual for the work involved, for the furnishing of all work and materials required for the restoration, and, if reasonably requested by Bank, a payment and performance bond issued by a corporate surety satisfactory to Bank; and 04-15-19 TC Packet Page 77 of 146 77 18 (4) if and to the extent repair, rebuilding and restoration are substantially complete, a Certification of an Independent Engineer confirming that the repair, rebuilding and restoration have been substantially completed and all costs thereof have been paid, with the exception of any amounts reasonably withheld to insure completion, and setting forth the amount withheld and schedule for disbursement thereof. (C) Any amounts held by Bank and remaining at the completion of, and payment for, any such repair, rebuilding or restoration, shall be deposited with the Servicer and applied to payments of Rent due or to become due under Section 4.01 of this Lease. (ii) Insufficiency of Net Proceeds. In the event the Cost Certificate states an expected deficiency between costs of repair, rebuilding or restoration and Net Proceeds, the Town shall have the option either (a) to complete the repair, rebuilding and restoration and provide for payment of the portion of the cost thereof in excess of the amount of said Net Proceeds made available, under arrangements reasonably satisfactory to Bank, subject to appropriation by the Council, or (b) to prepay unpaid Rent pursuant to Section 10.01 hereof, subject to appropriation by the Council. The Town shall not, by reason of the payment of any excess costs over the available Net Proceeds, be entitled to any reimbursement from Bank or any diminution or abatement of the Rent payable under this Lease. If, by the last day of the Fiscal Year in which an event specified in Section 6.01 of this Lease occurs (or the last day of any subsequent Fiscal Year in which the insufficiency of Net Proceeds to repair, restore, modify, improve or replace the Leased Property becomes apparent), the Town has not budgeted and appropriated amounts sufficient to proceed under either clause (a) or clause (b) of this paragraph, an Event of Nonappropriation shall be deemed to have occurred. In such event, the unspent Net Proceeds shall be deposited with Bank and shall be applied by Bank to the payment of all fees and expenses due to Bank and to the payment of the Prepayment Price. Any excess moneys remaining after such payments shall be paid to the Town. Section 6.02 Condemnation. (a) Condemnation of All or Substantially All of the Leased Property. Unless the Town shall exercise its option to prepay this Lease pursuant to the provisions of Article X hereof, if at any time during the Lease Term title to all or substantially all of the Leased Property shall be taken in any proceeding (hereinafter referred to as a “Proceeding”) involving exercise of the right of eminent domain, this Lease (except as to the following provisions of this Section and the provisions of Section 7.09(c) hereof) and the Lease Term, and all right, title and interest of the Town in the Leased Property, shall come to an end at the time of the vesting of title pursuant to the Proceeding, and Bank shall be entitled to receive the Net Proceeds of the award, which the Town hereby assigns to Bank, subject to the terms and provisions hereinafter provided. If the Net Proceeds of the award available to Bank together with any amount then held by Bank for the account of the Town shall be insufficient to prepay all Rent, the Town shall pay such deficiency as additional Rent prior to the prepayment date, subject to appropriation for therefor. If the available Net Proceeds of the award available to Bank together with any amount then held by Bank for the account of the Town is in excess of the amount required to prepay all Rent as aforesaid, such excess shall be paid in full to the Town. The available Net Proceeds of the award received by Bank (less any excess amount paid to the Town, as hereinabove provided), together 04-15-19 TC Packet Page 78 of 146 78 19 with any additional amounts paid by reason of any insufficiency and with any amounts then held by Bank for the account of the Town, shall be applied to the prepayment of all Rent at the earliest possible date. (b) Condemnation of Less than All or Substantially All of the Leased Property. Unless the Town shall exercise its option to prepay this Lease pursuant to the provisions of Article X hereof, if at any time during the Lease Term title to less than all or substantially all of the Leased Property shall be taken in a Proceeding involving exercise of the right of eminent domain, neither the terms of this Lease nor any of the obligations of either party under this Lease shall be reduced or affected in any way, and the Town shall promptly repair, rebuild or restore the Leased Property to the extent necessary to render the Leased Property a complete architectural unit, but if the portion of the Leased Property remaining after such taking is in itself a complete architectural unit, subject to appropriation by the Council, the Town need make only such repair, rebuilding or reconstruction as it may in its discretion deem necessary for its operation of the Leased Property. If the amount of the Net Proceeds of the award received by Bank together with any amount then held by Bank for the account of the Town is insufficient to repair, rebuild or restore the Leased Property to the extent necessary to render the Leased Property a complete architectural unit, then the Town shall have the option either (a) to complete the repair, rebuilding or restoration and provide for payment of the portion of the cost thereof in excess of the amount of said Net Proceeds made available, under arrangements reasonably satisfactory to Bank, or (b) to prepay unpaid Rent pursuant to Section 10.01 hereof. If, by the last day of the Fiscal Year in which a condemnation occurs (or the last day of any subsequent Fiscal Year in which the insufficiency of Net Proceeds to repair, restore, modify, improve or replace the Leased Property becomes apparent), the Town has not budgeted and appropriated amounts sufficient to proceed under either clause (a) or clause (b) of this paragraph, an Event of Nonappropriation shall be deemed to have occurred. In such event, the unspent Net Proceeds shall be deposited with Bank and shall be applied by Bank to the payment of all fees and expenses due to Bank and to the payment of the Prepayment Price. Any excess moneys remaining after such payments shall be paid to the Town. For purposes of this Section, “all or substantially all of the Leased Property” shall be deemed to have been taken if the taking under any Proceeding shall involve such an area, or such impairment of access to the Leased Property over public highways, that the Town cannot in its opinion, evidenced by written notice to Bank, given within 30 days after the commencement of the Proceeding, reasonably operate its business in the remainder of the Leased Property substantially in the same manner and as satisfactorily as before. (c) Cooperation. Bank and the Town shall cooperate fully in the handling and conduct of any prospective or pending Proceeding with respect to the Leased Property or any part thereof, and Bank will join with the Town to the extent it may lawfully do so and at the Town’s expense, in maintaining or permitting the Town to maintain a defense or contest of the amount of the award in any such Proceeding. In no event will Bank voluntarily settle, or consent to the settlement of, any prospective or pending Proceeding with respect to the Leased Property or any part thereof without the written consent of the Town. Section 6.03 Proceeds of Insurance or Condemnation of Town-Owned Property. The Town shall also be entitled to the Net Proceeds of any condemnation award or portion thereof made for damages to or taking of its own property or for damages on account of the taking of or 04-15-19 TC Packet Page 79 of 146 79 20 interference with the Town’s right to possession, use of or occupancy of the Leased Property.] Similarly, the Town shall also be entitled to the Net Proceeds of any fire and extended coverage or similar insurance on its own property not constituting part of the Leased Property. (End of Article VI) 04-15-19 TC Packet Page 80 of 146 80 21 ARTICLE VII SPECIAL COVENANTS Section 7.01 No Warranty of Condition or Suitability; Indemnification. Bank has not made and does not make any representation or warranty whatsoever, either express or implied, as to the merchantability, condition, fitness, design, operation, workmanship, performance, capability or capacity of the leased property; as to the suitability for operation of the Leased Property; or as to the condition of the Leased Property or that it will be suitable for the Town’s purposes or needs. The Town assumes all risks and liabilities, whether or not covered by insurance, for loss or damage to the Leased Property, for any repair, maintenance or operating costs of any part of the Leased Property and for injury to or death of any person or damage to any property, whether such injury or death be with respect to agents or employees of the Town or to third parties, and whether such property damage be to the Town’s property or the property of others, which is proximately caused by the negligent conduct of the Town, its officers, employees and agents. The Town hereby assumes responsibility for and agrees, subject to appropriation by the Council and to the extent permitted by law, to reimburse Bank for all liabilities, obligation, losses, damages, penalties, claims, actions, costs and expenses (including reasonable attorney’s fees) of whatever kind and nature, imposed on, incurred by or asserted against Bank that in any way relate to or arise out of a claim, suit or proceeding based in whole or in part upon the negligent conduct of the Town, its officers, employees and agents, but not including any liabilities, obligation, losses, damages, penalties, claims, actions, costs and expenses (including reasonable attorney’s fees) of whatever kind and nature, imposed on, incurred by or asserted against Bank that in any way relate to or arise out of a claim, suit or proceeding based in whole or in part upon the negligent conduct of Bank, its officers, employees and agents. Section 7.02 Town to Maintain its Existence Or Assure Assumption of Obligations. The Town agrees that during the Lease Term it will maintain its existence or assure the assumption of its obligations under this Lease by any public body succeeding to its powers. Section 7.03 Granting of Easements. If the Town is not then in default, Bank at the request of the Town from time to time shall grant easements, licenses, rights-of-way (including the dedication of public highways) and other rights or privileges in the nature of easements with respect to the Land, or may release existing easements, licenses, rights-of-way and other rights or privileges with or without consideration, and Bank agrees that it shall execute and deliver any instrument necessary or appropriate to grant or release any such easement, licenses, right-of-way or other right or privilege upon receipt of: (a) a copy of the instrument of grant or release; and (b) a written application signed by the Authorized Town Representative requesting such instrument, and certifying that (i) such grant or release is not detrimental to the proper use or operation of the Leased Property, and (ii) such grant or release will not impair the character or productive capacity of the Leased Property. Bank will not grant or release any easements, licenses, rights-of-way or other rights or privileges in the nature of easements with respect to the Leased Property, without the prior written consent of the Town. No release or grant effected under the provisions of this Section shall entitle the Town to any abatement of the Rent payable under Section 4.01 hereof, except that any moneys payable to Bank pursuant to this Section shall be paid to the Servicer and credited against subsequent Rent due or to become due hereunder. 04-15-19 TC Packet Page 81 of 146 81 22 Section 7.04 Reports. The Town agrees to obtain and to furnish to Bank such reports concerning the repair, maintenance and condition of the Leased Property as lessor may from time to time reasonably request. Section 7.05 Town to Maintain Machinery and Movable Equipment. The Town agrees that during the Lease Term it will provide and maintain all machinery, personal property and movable equipment necessary in the judgment of the Town to permit the full use, operation and occupancy of the Leased Property, and Bank shall be under no obligation to provide or maintain any such equipment. The Town may from time to time, for that purpose and at its own expense, install additional movable personal property, equipment and machinery on the Leased Property which shall remain the sole property of the Town and not be subject to this Lease. Nothing contained in the preceding provisions of this Section shall prevent the Town from purchasing, after delivery hereof, movable personal property, equipment, furniture or fixtures, notwithstanding that such movable personal property may be subject to a purchase money security interest, as security for the unpaid portion of the purchase price thereof. Section 7.06 Compliance with Laws and Regulations. The Town will comply with all applicable laws, regulations, and orders of the United States of America, the State and agencies and political subdivisions thereof and each department or agency thereof, applicable to this Lease and the Leased Property. The Town shall have the right to contest by appropriate procedures the adoption, validity or applicability of any laws, regulations, and orders referred to in this Section and to delay compliance therewith, without violating the provisions of this Section, if (a) Bank shall consent to such delay in writing, or (b) a court of competent jurisdiction shall so order or determine, or (c) in the opinion of Independent Counsel furnished to Bank, the procedures taken by the Town to contest the validity or applicability of any such law, regulation, or order are appropriate and have the effect of staying the finality and enforceability thereof against the Town. Section 7.07 Further Assurances. The Town and Bank agree that they will execute or cause to be executed any and all further instruments that may reasonably be requested by the other and be authorized by law to evidence the transaction contemplated by this Lease and the Site Agreement, and Bank’s rights provided or intended to be provided hereby or thereby, or to vest in Bank or any participant with or assignee of Bank or any agent of either the right to receive and apply the payments of Rent required hereunder, and will cause this Lease (or short form lease) and the Site Agreement and any supplemental instruments to be filed, registered or recorded in the real estate records of the Town in which the Land is located, and, subject to appropriation, shall pay or cause to be paid all expenses incidental to the preparation, execution, acknowledgment, filing, registering and recording of this Lease and the Site Agreement. Section 7.08 Participations. The Town hereby acknowledges the right of Bank to create and sell participations or other interests in this Lease to “accredited investors” as defined in Rule 501 of Regulation D under the Securities Act of 1933 (but excluding entities described in Rule 501(a)(8) that admit equity owners described in Rule 501(a)(5) or Rule 501(a)(6)) or a “qualified institutional buyer” pursuant to Section 15 of the Securities Exchange Act of 1934. The Town agrees to cooperate with Bank in the creation and sale of any such participations or other interests herein and to execute such instruments and documents as are reasonably requested by Bank to accomplish such creation and sale or to evidence the succession of any servicer to the rights of Bank hereunder. 04-15-19 TC Packet Page 82 of 146 82 23 Section 7.09 Tax Covenants; Bank Qualified. It is the intention of the parties hereto that the interest component of the Rent payable under Section 4.01(a) hereof will be excludable from gross income of the recipients thereof for federal income tax purposes. (a) The Town covenants that it will not take any action or omit to take any action with respect to this Lease, the proceeds of the Site Agreement or this Lease, any other funds of the Town or any facilities financed or refinanced with the proceeds of the Site Agreement or this Lease (except for the possible exercise of the Town’s right to terminate this Lease as provided herein) if such action or omission (i) would cause the interest component of the Rent to lose its exclusion from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code, (ii) would cause the interest component of the Rent to lose its exclusion from alternative minimum taxable income as defined in Section 55(b)(2) of the Internal Revenue Code, or (iii) would cause the interest component of the Rent to lose its exclusion from Colorado taxable income or to lose its exclusion from Colorado alternative minimum taxable income under present Colorado law. Subject to the Town’s right to terminate this Lease as provided herein, the foregoing covenant shall remain in full force and effect, notwithstanding the payment in full of this Lease, until the date on which all obligations of the Town in fulfilling the above covenant under the Internal Revenue Code and Colorado law have been met. (b) With the intent not to limit the generality of the foregoing, the Town hereby acknowledges and confirms, subject to appropriation, its obligations under Section 148(f) of the Internal Revenue Code. Specifically, the Town agrees to comply with the rebate requirements imposed under said Section 148(f) and regulations thereunder, including (if applicable) the requirement to make or cause to be made annual calculations of the amount subject to rebate thereunder (at least once every year and upon termination of this Lease), and to maintain or cause to be maintained records of such determinations until six years after the termination hereof, and the requirement to make all required rebates to the United States of America not later than 30 days after the end of the fifth year and no later than each fifth anniversary thereof, to and until the date which is 30 days after the termination hereof. In construing the Town’s obligations hereunder, all terms used in this paragraph shall have the meanings provided in said Section 148(f) and regulations thereunder. Notwithstanding any other provision of this paragraph, no requirement shall be imposed hereunder if an Opinion of Counsel is rendered, by nationally recognized bond counsel engaged by the Town subject to the prior written consent of Bank or engaged by Bank, at the expense of the Town, and acceptable to Bank and the Town, to the effect that the failure to impose such requirement will not adversely affect the excludability of such interest component from gross income for federal income tax purposes. The Town agrees to make all required rebate payments to the United States, subject to appropriation, as and when required, and such payments shall constitute additional Rent under Section 4.01 hereof. (c) The Town shall comply with the Tax Certificate. (d) The Town hereby designates the obligations of the Town hereunder as “qualified tax-exempt obligations” for purposes of Section 265(b)(3)(B) of the Internal Revenue Code. (e) The Town shall be the registrar for this Lease. Bank shall be the initial “Registered Owner” of the rights to receive Rent hereunder. If Bank assigns and transfers its rights to receive the Rent hereunder, it shall so notify the Town in writing of such assignment or transfer and the 04-15-19 TC Packet Page 83 of 146 83 24 federal taxpayer ID number of such transferee, and the Town shall note on this Lease the name and address of the assignee or transferee. Section 7.10 Financial Statements. The Town shall provide to Bank, as soon as available, and in any event no later than 270 days after the end of each Fiscal Year beginning with the Fiscal Year ending December 31, 2017, audited financial statements of the Town audited by an independent Certified Public Accountant for the Town for each fiscal year through the Lease Term. Section 7.11 Notices as to Hazardous Materials. The Town agrees during the Lease Term to promptly: (i) to transmit to Bank copies of any governmental citations, orders or notices received with respect to Hazardous Materials which may result in a penalty, liability, or cost greater than $10,000; (ii) to observe and comply with any and all applicable laws, ordinances, rules, regulations, licensing requirements or conditions relating to the use, maintenance or disposal of Hazardous Materials and all orders or directives from any official, court, or governmental agency of competent jurisdiction relating to the use or maintenance or requiring the removal, treatment, containment, or other disposal of such Hazardous Material; and (iii) subject to appropriation therefor, to pay or otherwise dispose of any lawfully due and owing fine, charge, or imposition relating thereto which, if unpaid, would constitute a lien upon Leased Property or any part thereof. (End of Article VII) 04-15-19 TC Packet Page 84 of 146 84 25 ARTICLE VIII ASSIGNMENT, SUBLEASING AND SELLING Section 8.01 Assignment and Subleasing by Town. This Lease may be assigned in whole or in part, and the Leased Property may be subleased as a whole or in part, by the Town only upon the conditions that: (a) No assignment (other than pursuant to this section hereof) or subletting shall relieve the Town from primary liability for any of its obligations hereunder, and in the event of any such assignment or subletting the Town shall continue to remain primarily liable for the payment of the Rent specified in Section 4.01 hereof and for performance and observance of the other agreements on its part herein provided to be performed and observed by it; and (b) Any assignment or sublease from the Town must retain for the Town such rights and interests as will permit it to perform its obligations under this Lease, and any assignee from the Town (other than any tenant of Carriage Way Apartments) shall assume the obligations of the Town hereunder to the extent of the interest assigned; and (c) In the opinion of nationally recognized bond counsel engaged by the Town subject to the prior written consent of Bank or engaged by Bank, at the expense of the Town, and acceptable to Bank and the Town, such assignment or sublease shall not adversely affect the excludability of the interest component of the Rent payable under Section 4.01(a) from gross income for federal income tax purposes; and (d) The Town may not assign this Lease, in whole or in part, prior to the completion of the Project. Notwithstanding the foregoing, units in Carriage Way Apartments may be leased to residential tenants without regard to the requirements set forth in this section. Section 8.02 Assignment by Bank. Bank may assign its rights and interest in, and pledge any moneys receivable under or pursuant to this Lease in whole, upon written consent by the Town, which shall not be unreasonably withheld. Section 8.03 Restrictions on Transfer and Encumbrances of Leased Property by the Town. The Town agrees that, except as otherwise provided in this Lease, it will not sell, assign, transfer, convey or otherwise dispose of the Leased Property or any portion thereof during the Lease Term without the prior written consent of Bank, which consent shall not be unreasonably withheld, and which consent may be reasonably conditioned upon receipt by Bank of an opinion of nationally recognized bond counsel engaged by the Town subject to the prior written consent of Bank, or engaged by Bank, at the expense of the Town, and acceptable to Bank and the Town, that such sale shall not adversely affect the validity and enforceability of this Lease or adversely affect the excludability of the interest portion of Rent from gross income for federal income tax purposes. The Town further agrees that it will not, to the extent permitted by law, create or suffer to be created any debt, lien or charge thereon, or make any pledge or assignment of or create any lien or encumbrance upon the rents, revenues and receipts derived from the sale, lease or other 04-15-19 TC Packet Page 85 of 146 85 26 disposition of the Leased Property other than liens created upon the Town’s receipt of security deposits from tenants of the Leased Property and Permitted Encumbrances and other than as provided in Section 8.01 hereof. (End of Article VIII) 04-15-19 TC Packet Page 86 of 146 86 27 ARTICLE IX EVENTS OF DEFAULT AND REMEDIES Section 9.01 Events of Default. The following shall be “Events of Default” under this Lease and the term “Event of Default” shall mean, whenever used in this Lease, any one or more of the following events: (a) If the Town fails to pay the Rent required to be paid under Section 4.01 hereof when due and such Default continues for five (5) business days after written notice thereof shall have been given to the Town by the Servicer or Bank; or (b) Failure by the Town to materially comply with the terms of the Site Agreement; or (c) If the Town shall default in the due and punctual performance of any of the other covenants, conditions, agreements and provisions contained in this Lease or in any instrument supplemental hereto on the part of the Town to be performed, and such Default shall have continued for a period of sixty (60) days after written notice, specifying such Default and requiring the same to be remedied, shall have been given to the Town by the Servicer or Bank. The provisions of paragraph (c) of this Section are subject to the following limitations: If by reason of force majeure the Town is unable in whole or in part to carry out its agreements on its part contained herein, the Town shall not be deemed in default during the continuance of such disability. The term “force majeure” as used herein includes the following: acts of God; strikes, lockouts or other employee disturbances; acts of public enemies; orders of any kind of the government of the United States of America or of the State or any of their departments, agencies, political subdivisions or officials, or any civil or military authority; insurrections; riots; epidemics; landslides; lightning; earthquakes; fires; hurricanes, storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accident to machinery, transmission pipes or canals; partial or entire failure of utilities; fuel shortage; unavailability of materials; or any other cause or event not reasonably within the control of the Town. The provisions of paragraph (c) of this Section are subject to the further limitation that if the Default can be remedied but not within a period of sixty (60) days after notice and if the Town has taken all action reasonably possible to remedy such default within such 60 day period, the default shall not become an Event of Default for so long as the Town shall diligently proceed to remedy such Default and in accordance with any directions or limitations of time made by Bank. The Town agrees, however, to use good faith and reasonable efforts to remedy with all reasonable dispatch any cause or causes preventing the Town from carrying out its agreements. Section 9.02 Remedies on Default. Whenever any Event of Default referred to in Section 9.01 hereof shall have happened and be continuing, Bank or a receiver may (i) enter the Leased Property and take possession of the Leased Property without terminating this Lease, holding the Town liable for the difference in the net income derived from such possession and the rents and other amounts payable by the Town hereunder during the then-current Renewal Term, or (ii) terminate the Lease Term and give notice to the Town to vacate the Leased Property within forty- five (45) days from the date of such notice, and proceed to use its best efforts to again lease the Leased Property or sell Bank’s leasehold interest in the Leased Property in accordance with 04-15-19 TC Packet Page 87 of 146 87 28 applicable law, but holding the Town liable for all Rent and other payments otherwise due under this Lease during the then-current Renewal Term, or (iii) take whatever action at law or in equity may appear necessary or desirable to collect the Rent then due and thereafter to become due, or to enforce performance and observance of any obligation, agreement or covenant of the Town under this Lease. Notwithstanding the foregoing or any other provision of this Lease, the maximum amount of contractual payments or damages that Bank may recover from the Town under this Lease is limited to the amount duly budgeted and appropriated by the Town for the payment of Rent in the Fiscal Year in which the Event of Default occurs. Any amounts collected pursuant to action taken under this Section shall be applied first to advances and expenses as provided in Section 9.05 hereof, and next to the payment or prepayment of Rent (principal and interest), and any excess to the Town. Whenever any Event of Default shall occur, Bank may take any action at law or in equity which may appear necessary or desirable to collect the payments then due and thereafter to become due or to enforce performance and observance of any obligation, agreement or covenant of the Town under this Lease. Upon termination of this Lease as provided in this Section, the Town shall not be responsible for the payment of any Rent coming due with respect to succeeding Fiscal Years, except that if the Town has not delivered possession of the Leased Property to Bank by December 31 in the year in which an Event of Nonappropriation has occurred, Bank shall be entitled to recover from the Town, to the extent permitted by applicable law, an amount equal to the amount of the Rent thereafter coming due during the current Fiscal Year under Section 4.01 hereof which is attributable to the number of days after December 31 during which the Town fails to surrender possession of the Leased Property, which amount is hereby determined and stipulated to be just compensation for the occupancy or use of the Leased Property for any such period. The provisions of this Section and the exercise of any remedy by Bank or a receiver pursuant to this Section are expressly subject to the provisions of Sections 4.06 and 10.03 hereof. Section 9.03 Remedies Cumulative, Delay Not to Constitute Waiver. No remedy conferred upon or reserved to Bank or a receiver by this Lease is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Lease or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power, and any such right or power may be exercised from time to time and as often as may be deemed expedient. In order to entitle Bank or a receiver to exercise any remedy reserved to it in this Article, it shall not be necessary to give any notice, other than such notice as may be herein expressly required. In the event any agreement contained in this Lease should be breached by either party and thereafter waived by the other party, such waiver shall be limited to a particular breach so waived and shall not be deemed to waive any other breach hereunder. In case Bank shall have proceeded to enforce any right under this Lease and such proceedings shall have been determined adversely to Bank, Bank shall be restored to its former position and rights hereunder and all rights, remedies and powers of Bank shall continue as if no such proceedings had been taken. 04-15-19 TC Packet Page 88 of 146 88 29 Section 9.04 Agreement to Pay Attorney’s Fees and Expenses. In the event of default by either party under any of the provisions of this Lease and should either party employ attorneys or incur other expenses for the collection of Rent or the enforcement of performance or observance of any obligation or agreement contained in this Lease or the Site Agreement, both Bank and the Town agree that, unless a court of competent jurisdiction orders otherwise, the prevailing party will be entitled to the award of reasonable attorney fees. Notwithstanding the foregoing, the obligation of the Town to pay reasonable attorney’s fees and expenses is subject to appropriation by the Council and only to the extent permitted by law. Section 9.05 Advances. In the event the Town shall fail to maintain or repair, rebuild or restore any of the Leased Property, or shall fail to maintain any insurance as required by the provisions of this Lease, or to do any other thing or make any other payment required to be done or made by any other provision of this Lease, Bank, in its sole discretion, may do or cause to be done any such thing or make or cause to be made any such payment at the expense or as an advance for the account of the Town, and the Town shall pay to Bank, upon demand, and subject to appropriation by the Council, all costs and expenses so incurred and advances so made, with interest at a rate equal to the Bank’s prime interest rate, at the time the expense is incurred or the advance is made, accrued from the date of demand, to the extent permitted by law. Section 9.06 Waiver of Appraisement, Valuation, Etc. In the event the Town should default under any of the provisions of this Lease, the Town agrees and covenants that it will not hinder, delay or impede the execution of any power herein granted to Bank, but will suffer and permit the execution of every such power as though no such law had been enacted. (End of Article IX) 04-15-19 TC Packet Page 89 of 146 89 30 ARTICLE X OPTION TO PREPAY; DEFEASANCE; RELEASE OF LEASED PROPERTY Section 10.01 Option to Prepay Lease. This Lease may be prepaid in whole or in part, without any premium or prepayment fee, and Bank agrees to accept such prepayment of Rent when the same is tendered by the Town. Notwithstanding the foregoing, this Lease shall be considered to be paid in full within the meaning and with the effect expressed in the preceding paragraph if there shall have been deposited in trust or with Bank either moneys in an amount which shall be sufficient, or Federal Securities the principal of and the interest on which when due, and without any reinvestment thereof, will provide moneys which, together with the moneys, if any, concurrently deposited in trust or with Bank, shall be sufficient to pay the amount set forth in the second paragraph of Section 4.05 on the prepayment date. This Lease shall also be considered to be paid in part within the meaning and with the effect expressed in the preceding paragraph to the extent that moneys and/or Federal Securities have been deposited in trust or with Bank, to pay the principal component of Rent and the interest component of Rent accrued thereon to the prepayment date. In the event of the exercise of the option to prepay in whole granted in this Section or in the event that this Lease shall be deemed to have been paid in full any Net Proceeds of insurance or condemnation shall be paid to the Town, notwithstanding any provision of Sections 6.01 and 6.02 hereof, and Bank will deliver to the Town the documents referred to in Section 10.02 hereof. The mutual agreements contained in this Section are independent of, and constitute an agreement separate and distinct from, any and all provisions of this Lease and shall be unaffected by any fact or circumstance which might impair or be alleged to impair the validity of any other provisions. Section 10.02 Release of Leased Property. Upon any prepayment in whole of this Lease, or if the Lease is deemed to be paid in full in accordance with the provisions of Section 10.01 hereof, or upon the expiration of all Renewal Terms available hereunder (if full payment or prepayment of all Rent has been made or provided for in accordance with the provisions hereof and any other conditions precedent to the termination of the Lease Term fulfilled and all payments other than Rent payable hereunder shall have been paid), the Site Agreement and this Lease shall terminate and the Leased Property shall be released from the provisions thereof. Thereupon, Bank shall deliver or cause to be delivered to the Town such documents as the Town may reasonably require releasing the Leased Property from the provisions of the Site Agreement and this Lease, subject to the following: (i) Permitted Encumbrances, other than this Lease or the Site Agreement; (ii) those liens and encumbrances created by the Town or to the creation or suffering of which the Town consented; and (iii) those liens and encumbrances resulting from the failure of the Town to perform or observe any of the agreements on its part contained in this Lease. Section 10.03 Relative Position of this Article and Article IX. The rights and options granted to the Town in this Article shall be and remain prior and superior to Article IX hereof and may be exercised whether or not the Town is in default hereunder. 04-15-19 TC Packet Page 90 of 146 90 31 (End of Article X) 04-15-19 TC Packet Page 91 of 146 91 32 ARTICLE XI MISCELLANEOUS Section 11.01 Surrender of Leased Property. In the event the Town should default under this Lease and the Lease Term is terminated or in the event of a termination of this Lease pursuant to Section 4.06 hereof, the Town agrees to surrender possession of the Leased Property peaceably and promptly to Bank in as good condition as prevailed at the time it was put in full possession thereof, loss by fire or other casualty covered by insurance, ordinary wear and tear, obsolescence and acts of God excepted. Section 11.02 Amounts Remaining. It is agreed by the parties hereto that any amounts remaining on deposit with Bank or the Servicer for the account of the Town hereunder upon termination of the Lease Term, as provided in this Lease, after payment in full of all Rent and all other amounts required to be paid hereunder, shall belong to and be paid to the Town as overpayment of rents. Section 11.03 Doctrine of Merger. The Doctrine of Merger shall not apply. Section 11.04 Notices. All notices, certificates, requests or other communications hereunder shall be sufficiently given and shall be deemed given when mailed by registered mail, return receipt requested, postage prepaid, addressed as follows: A. To Bank: Zions Bancorporation, N.A. 2000 S. Colorado Boulevard Suite 2-1200 Denver, Colorado 80222 Attention: B. To the Town: Town of Snowmass Village Town Hall P.O. Box 5010 130 Kearns Road. Snowmass, Colorado 81615 Attention: Town Director of Finance The Town or Bank may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates, requests or other communications shall be sent. Section 11.05 Binding Effect. This Lease shall inure to the benefit of and shall be binding upon Bank, the Town and their respective successors and assigns, subject, however, to the limitations contained in Sections 7.02, 8.01, 8.02 and 8.03 hereof. 04-15-19 TC Packet Page 92 of 146 92 33 Section 11.06 Amendments, Changes and Modifications. Except as otherwise provided in this Lease, this Lease may not be effectively amended, changed, modified, altered or terminated without the prior written consent of the Town and Bank. Section 11.07 Governing Law. This Lease shall be interpreted and enforced in accordance with and governed by the laws of the State of Colorado. Section 11.08 Counterparts. This Lease may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute but one and the same Lease. Section 11.09 Severability. In case any section or provision of this Lease, or in case any covenant, stipulation, obligation, agreement, act, or action, or part thereof, made, assumed, entered into, or taken under the Lease, or any application thereof, is for any reason held to be illegal or invalid, or is at any time inoperable by reason of any law, or actions thereunder, such illegality or invalidity or inoperability shall not affect the remainder thereof or any other section or provision of this Lease or any other covenant, stipulation, obligation, agreement, act, or action, or part thereof, made, assumed, entered into, or taken under this Lease, which shall at the time be construed and enforced as if such illegal or invalid or inoperable portion were not contained therein, nor shall such illegality or invalidity or inoperability or any application thereof affect any legal and valid and operable application therefor from time to time, and each such section, provision, covenant, stipulation, obligation, agreement, act, or action, or part thereof, shall be deemed to be effective, operative, made, entered into or taken in the manner and to the full extent from time to time permitted by law. Section 11.10 Captions. The captions or headings in this Lease are for convenience only and in no way define, limit or describe the scope or intent of any provisions or sections of this Lease. Section 11.11 Electronic Transactions. The parties hereto agree that the transactions described herein may be conducted and related documents may be stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law. Section 11.12 No Rating, DTC, or CUSIP. This Lease shall not be (a) assigned a separate rating by any rating agency, (b) registered with the Depository Trust Company or any other securities depository, (c) issued pursuant to any type of offering document or official statement, or (d) assigned a CUSIP number by Standard & Poor’s CUSIP service. (End of Article XI) 04-15-19 TC Packet Page 93 of 146 93 S-1 IN WITNESS WHEREOF, Bank and the Town have caused this Lease Agreement to be executed in their respective names and attested by duly authorized officers all as of the date first above written. SUBLESSOR: ZIONS BANCORPORATION, N.A., as sublessor By: Title: Address of Sublessor: STATE OF ___ ___ ) ) ss. ) The foregoing instrument was acknowledged before me this ______ day of May, 2019, by ____ ____, as _____ of Zions Bancorporation, N.A. WITNESS my hand and official seal. My commission expires: __________________ [SEAL] Notary Public, State of Colorado 04-15-19 TC Packet Page 94 of 146 94 S-2 IN WITNESS WHEREOF, Bank and the Town have caused this Lease Agreement to be executed in their respective names and attested by duly authorized officers all as of the date first above written. TOWN OF SNOWMASS VILLAGE, COLORADO as Sublessee [SEAL] By: Mayor ATTEST: By: City Clerk Address of Sublessee: Town of Snowmass Village Town Hall 130 Kearns Road Snowmass, Colorado 81615 STATE OF COLORADO ) ) ss. TOWN OF SNOWMASS VILLAGE ) The foregoing instrument was acknowledged before me this ______ day of May, 2019, by Markey Butler, Mayor of the Town of Snowmass Village, Colorado and Rhonda Coxon, Town Clerk of the Town of Snowmass Village, Colorado. WITNESS my hand and official seal. My commission expires: __________________ [SEAL] Notary Public, State of Colorado 04-15-19 TC Packet Page 95 of 146 95 I-1 SCHEDULE I Rental Schedule 04-15-19 TC Packet Page 96 of 146 96 I-2 04-15-19 TC Packet Page 97 of 146 97 A-1 EXHIBIT A GENERAL TERMS 1. Name of Sublessee: Town of Snowmass Village, Colorado 2. Notice Address of Town: Town of Snowmass Village – Town Hall P.O. Box 5010 130 Kearns Road Snowmass Village, Colorado 81615 3. Closing Date of this Lease: May __, 2019 4. Final Expiration Date: December 1, 2038 5. Payment Dates: June 1 and December 1 of each year during the Lease Term, commencing December 1, 2019 with respect to interest payments and December 1, 2019 with respect to principal payments. Applicable Rate: The Town agrees to pay the interest component of the Rent as calculated for each maturing principal portion of the Rent at such interest rates set forth below: (a) (i) 3.20% per annum calculated for the period commencing on the Closing Date through but not including December 1, 2023, for the principal portion of the Rent coming due on December 1, 2019 through and including December 1, 2023 and (ii) 2.61% per annum calculated for the period commencing on the Closing Date through but not including December 1, 2023, for the principal portion of the Rent coming due on December 1, 2034 through and including December 1, 2038; (b) (i) 3.20% per annum calculated for the period commencing on December 1, 2023 through but not including December 1, 2028, for the principal portion of the Rent coming due on December 1, 2024 through and including December 1, 2028 and (ii) the Reset Rate (which shall remain fixed over the period) calculated for the period commencing December 1, 2023 through but not including December 1, 2028, for the principal portion of the Rent coming due on December 1, 2034 through and including December 1, 2038; (c) (i) 3.20% per annum calculated for the period commencing on December 1, 2028 through but not including December 1, 2033, for the principal portion of the Rent coming due on December 1, 2029 through and including December 1, 2033 and (ii) the Reset Rate (which shall remain fixed over the period) calculated for the period commencing December 1, 2028 through but not including December 1, 2033, for the principal portion of the Rent coming due on December 1, 2034 through and including December 1, 2038; and (d) the Reset Rate (which shall remain fixed over the period) calculated for the period commencing December 1, 2033 through but not including December 1, 2038, for 04-15-19 TC Packet Page 98 of 146 98 I-2 the principal portion of the Rent coming due on December 1, 2034 through and including December 1, 2038. Provided, however, if the Registered Owner receives notice, in any form, from the Internal Revenue Service: (i) that such Registered Owner may not exclude the interest component of the Rent from federal gross income; or (ii) that the obligations of the Town hereunder are not “qualified tax exempt obligations” within the meaning of Section 265(b)(3) of the Internal Revenue Code because the Town breached a covenant contained in this Lease, then the Town shall pay to the Registered Owner, within 30 days after the Town received notice of such determination, the amount which, with respect to interest component of the Rent previously paid, will restore to the Registered Owner of the interest thereon at the Taxable Rate for the applicable period. Additionally, the Town agrees that upon the occurrence of such an event, it shall thereafter pay the interest component of the Rent at the rate of interest equal to the Taxable Rate notwithstanding any other provision of this Lease that may be to the contrary. 6. Reset Date: Means December 1, 2023, December 1, 2028 and December 1, 2033. 7. Reset Rate: Means the Federal Home Loan Bank of Des Moines five (5) year Advance Date as determined on the ___ day preceding each Reset Date. 8. The interest component of the Rent shall be calculated on the basis of a 360-day year of twelve 30-day months. 04-15-19 TC Packet Page 99 of 146 99 B-1 EXHIBIT B DESCRIPTION OF THE LEASED PROPERTY Except as hereinafter provided, the Land that is subject to the Lease is as set forth in the following legal description (the “Land”): [Insert Legal Description] 04-15-19 TC Packet Page 100 of 146 100 C-1 EXHIBIT C PERMITTED ENCUMBRANCES ON THE CLOSING DATE 1. Liens for ad valorem taxes and special assessments not then delinquent, if applicable. 2. The Site Agreement. 3. This Lease. 4. All other encumbrances appearing of record on the date hereof. 04-15-19 TC Packet Page 101 of 146 101 Town of Snowmass Village Agenda Item Summary DATE OF MEETING: April 15, 2019 AGENDA ITEM: ORDINANCE NO. 7, SERIES OF 2019-SECOND READING OF AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE EXCISE TAX FUND, CAPITAL IMPROVEMENT PROJECT FUND, MOUNTAIN VIEW I FUND, MOUNTAIN VIEW II FUND AND ADDING THE CARRIAGEWAY FUND FOR THE TOWN OF SNOWMASS VILLAGE. PRESENTED BY: Clint Kinney, Town Manager Marianne Rakowski, Finance Director BACKGROUND: Assuming Ordinance No. 6, Series of 2019 is passed, Ordinance No. 7, Series of 2019, revises the 2019 budget to provide the funding for the purchase and minor renovation of 250 Carriageway. In addition to this revision, Ordinance No. 7 also moves $400,000 (Excise Tax Funds) from the Coffey Place housing project to the Carriageway purchase in order to ensure that only enterprise (housing) funds are used for the Coffey Place housing project. The $400,000 will be replaced to the Coffey Place housing project by the transfer from the Mountain View I Fund. This move is necessary to allow for a multi- fiscal year construction funds to be secured to build the project without TABOR implications. Below is a summary of the flow of funds to occur under Ordinance No.7: TRANSFER TO ------>> CIP Fund CIP Fund CIP Fund Carriageway Fund Carriageway Carriageway Coffey Operations & Purchase Renovation Place Debt Service TRANSFER FROM: Excise Tax Fund $ 350,000 Excise Tax Fund $ 50,000 Mountain View I Fund $ 400,000 Mountain View II Fund $ 5,000 CIP-Coffey Place $ 400,000 $ - $ (400,000) $ - TOTAL CIP Project Expenses $ 750,000 $ 50,000 $ - $ 5,000 04-15-19 TC Packet Page 102 of 146 102 FINANCIAL IMPACT: In summary, the total Transfers-in (revenues) equal $805,000 ($800,000 to the CIP Fund and $5,000 to the Carriageway Fund. The total Transfers-out (expenses) equal $805,000 ($400,000 from the Excise Tax Fund; $400,000 from the Mountain View I fund; and $5,000 from the Mountain View II Fund). In addition, the Expenditures will show an additional $800,000 to account for the actual expenditures for the Carriageway project ($750,000 towards the purchase of the property and $50,000 towards the renovations of the Carriageway). Total revenues = $805,000 Total expenditures = $1,605,000 ($805,000 in transfers-out; $800,000 in expenditures) The adoption of the new Carriageway Fund will include $117,137 in revenues and $115,272 in expenditures. Ordinance No. 7, Series of 2019 revises the 2019 budget and appropriates these funds for spending as well as adopts and appropriates funds for the new Carriageway Fund. APPLICABILITY TO COUNCIL GOALS & OBJECTIVES: Affordable Housing Strategically increasing the amount of affordable housing in the Village and ensuring it is balanced with the actual need is critical. Providing a variety of affordable housing options within the Village not only enable community members to contribute to the local economy, it also helps to build a strong, well connected, and engaged community. We will actively pursue the long-standing goal of housing those of our fulltime workforce that want to live in the community. It is especially important to explore opportunities that offer a wide array of options to accommodate multi- generational housing needs from seniors to young professionals. COUNCIL OPTIONS: 1. Approve, Modify or Deny Ordinance No. 07, Series of 2019. STAFF RECOMMENDATION: Approve Second Reading of Ordinance No. 7, Series of 2019. ATTACHMENTS: A. Ordinance No. 7, Series of 2019 B. Budget Summaries- 04-15-19 TC Packet Page 103 of 146 103 a. Carriageway Fund b. Excise Tax Fund c. Mountain View I Fund d. Mountain View II Fund e. Capital Improvement Project Fund 04-15-19 TC Packet Page 104 of 146 104 SNOWMASS VILLAGE 1 TOWN COUNCIL 2 3 ORDINANCE NO. 07 4 SERIES OF 2019 5 6 7 8 AN ORDINANCE AMENDING THE 2019 BUDGET FOR THE EXCISE TAX FUND, 9 THE CAPITAL IMPROVEMENT PROJECT FUND, THE MOUNTAIN VIEW I FUND, 10 THE MOUNTAIN VIEW II FUND AND ADDING THE CARRIAGEWAY FUND FOR THE 11 TOWN OF SNOWMASS VILLAGE. 12 13 14 WHEREAS, Clint Kinney, Town Manager, has submitted changes to the 2019 15 Adopted Budget; and 16 17 WHEREAS, the 2019 amendments includes changes to the Excise Tax Fund, 18 the Capital Improvement Project Fund, the Mountain View I Fund and the 19 Mountain View II Fund and includes adding the new Carriageway Fund; and 20 21 WHEREAS, the Excise Tax Fund is revised to include expenditures (transfer out) 22 for the purchase of 250 Carriageway to the Capital Improvement Project Fund; 23 and 24 25 WHEREAS, the Capital Improvement Project (CIP) Fund is revised to include 26 additional revenues (transfers in) and additional expenditures for the purchase 27 and renovation costs of 250 Carriageway and to replenish the Coffey Place 28 housing funds for the amount that was moved to 250 Carriageway; and 29 30 WHEREAS, the Mountain View I Fund is revised to include a transfer to the 31 Capital Improvement Project Fund to replenish the funds for the Coffey Place 32 housing; and 33 34 WHEREAS, the Mountain View II Fund is revised to include a transfer to the 35 Carriageway fund for funding operations of 250 Carriageway; and 36 37 WHEREAS, the Carriageway Fund is a new fund for which all revenues and 38 expenditures for this fund will be adopted and appropriated for 2019 including the 39 transfer in from Mountain View II Fund towards the operations of the 40 Carriageway project; and 41 42 WHEREAS, the Town of Snowmass Village Home Rule Charter requires 43 adjustments to the budget when circumstances change relating to the budget. 44 45 04-15-19 TC Packet Page 105 of 146 105 19-07 TC Ord Page 2 of 3 NOW, THEREFORE, BE IT RESOLVED by the Town Council of the Town of 46 Snowmass Village, Colorado: 47 48 49 Section One: Revised Budget 50 That the Town of Snowmass Village 2019 budget for the Excise Tax Fund, 51 the Capital Improvement Project Fund, the Mountain View I Fund, the 52 Mountain View II Fund and the adoption of the new Carriageway Fund 53 (attached) be adjusted to include the below amendments and the 54 revenues and expenditures for the new Carriageway Fund. 55 56 Section Two: Appropriation 57 That the below 2019 revised revenues and expenditures and the revenues 58 and expenditures for the new Carriageway Fund (attached) are hereby 59 appropriated for expenditure during the 2019 budget year. 60 61 62 63 Town of Snowmass Village Budget Changes - 2019 Revised Budget 2019 Revenues 2019 Expenditures Excise Tax Fund $ 400,000 CIP Fund $ 800,000 $ 800,000 Mtn View I Fund $ 400,000 Mtn View II Fund $ 5,000 Carriageway Fund $ 5,000 CIP Fund-Coffey Place $ (400,000) CIP Fund-Carriageway $ - $ 400,000 TOTAL $ 805,000 $ 1,605,000 New Carriageway Fund $ 117,137 $ 115,272 (budget attached) 64 Section Three: Effective Date 65 This Ordinance shall become effective upon adoption in accordance with 66 Article X, Section 9.11 (e) of the Home Rule Charter. 67 68 69 INTRODUCED, READ AND ADOPTED on first reading by the Town Council of 70 Snowmass Village, Colorado on the 8th day of April, 2019 with a motion made by 71 Council Member Sirkus and seconded by Council Member Shenk and by a vote of 5 in 72 favor to 0 opposed. 73 04-15-19 TC Packet Page 106 of 146 106 19-07 TC Ord Page 3 of 3 74 INTRODUCED, READ AND ADOPTED on second reading by the Town Council of 75 Snowmass Village, Colorado on the 15th day of April, 2019 with a motion made by 76 __________ and seconded by ______________, and by a vote of __ in favor to __ 77 opposed. A roll call was taken, those in favor were_________________________, 78 those opposed were _____________________. 79 80 81 82 TOWN OF SNOWMASS VILLAGE 83 ____________________________ 84 Markey Butler, Mayor 85 86 ATTEST: 87 88 ____________________________ 89 Rhonda Coxon, Town Clerk 90 04-15-19 TC Packet Page 107 of 146 107 04-15-19 TC PacketPage 108 of 146108 04-15-19 TC PacketPage 109 of 146109 04-15-19 TC PacketPage 110 of 146110 04-15-19 TC PacketPage 111 of 146111 04-15-19 TC PacketPage 112 of 146112 04-15-19 TC PacketPage 113 of 146113 04-15-19 TC PacketPage 114 of 146114 04-15-19 TC PacketPage 115 of 146115 04-15-19 TC PacketPage 116 of 146116 04-15-19 TC PacketPage 117 of 146117 04-15-19 TC PacketPage 118 of 146118 04-15-19 TC PacketPage 119 of 146119 MEMORANDUM TO: Snowmass Village Town Council FROM: John Dresser DATE: April 15, 2019 SUBJECT: Ordinance 8 of 2019 – Relocate Chapter 10, Article V SVMC to Chapter 9, Article 3 I. PURPOSE AND ACTIONS REQUESTED OF COUNCIL: With the adoption of marijuana and tobacco creating the new Chapter 9 in the Municipal Code, moving the Smoking Regulations from Chapter 10 to Chapter 9 seems logical. II. SUMMARY OF PROJECT There are no changes to the indoor or outdoor smoking regulations, only the place where such regulations are codified is changing. III. BACKGROUND TOSV initially adopted indoor smoking regulations in 1989 and subsequently adopted outdoor smoking regulations. IV. APPLICABLE REGULATIONS SVMC Sections 10-81 to 10-86 V. DISCUSSION ITEMS: ALTERNATIVES AND IMPLICATIONS Moving the Smoking Regulations from the “General Offenses” Chapter of the SVMC to the new Chapter “Marijuana, Tobacco and Smoking”. VI. STAFF RECOMMENDATIONS AND FINDINGS Staff recommends that Town Council move the Smoking Regulations to the new Chapter 9. 04-15-19 TC Packet Page 120 of 146 120 TOWN OF SNOWMASS VILLAGE 1 TOWN COUNCIL 2 3 ORDINANCE NO. 8 4 SERIES OF 2019 5 6 7 AN ORDINANCE AMENDING CHAPTER 10, ARTICLE V OF THE TOWN OF 8 SNOWMASS VILLAGE MUNICIPAL CODE BY MOVING THE ENTIREITY OF 9 ARTICLE V OF CHAPTER 10 TO THE NEWLY CREATED CHAPTER 9 – 10 MARIJUANA, TOBACCO AND SMOKING AS ARTICLE III THEREOF 11 12 WHEREAS, the Town of Snowmass Village has enacted Smoking Regulations 13 for the benefit of the health, welfare and safety of the citizens, residents and guests of 14 the Town; and 15 16 WHEREAS, the Town of Snowmass Village has enacted licensing and 17 regulations of Retail Marijuana Stores for the benefit of the health, welfare and safety of 18 the citizens, residents and guests of the Town; and 19 20 WHEREAS, the Town of Snowmass Village has enacted licensing for Tobacco 21 Retailers and regulations on Tobacco possession, use and consumption for the benefit 22 of the health, welfare and safety of the citizens, residents and guests of the Town; and 23 24 WHEREAS. Town Council created a new Chapter 9 in the Snowmass Village 25 Municipal Code to contain the Marijuana and Tobacco licensing and regulations and 26 Smoking Regulations are consistent with the general content of Chapter 9 and Town 27 Council has determined that Smoking Regulations should be in Chapter 9; and 28 29 WHEREAS, the Town Council finds that the adoption of this Ordinance is 30 necessary for the immediate preservation of the public health, safety and welfare. 31 32 33 NOW, THEREFORE, BE IT ORDAINED, by the Town Council of the Town of 34 Snowmass Village that the Snowmass Village Municipal Code be hereby amended as 35 follows: 36 37 1. That Chapter 9 – Marijuana, Tobacco and Smoking shall have an Article 38 III added to and shall read as follows: 39 40 41 ARTICLE III - Smoking Regulations 42 43 Sec. 9-81. - Declaration of policy. 44 Smoking and environmental tobacco smoke have been established to be Group A 45 carcinogens that cause cancer in humans. Traditional smoking products and electronic 46 cigarettes regularly contain nicotine. Nicotine is an addictive drug. It is the express policy 47 of the Town Council that abstention from smoking occur in enclosed public places and in 48 the enclosed work place. As a public policy objective, the Town Council desires that 49 04-15-19 TC Packet Page 121 of 146 121 19-08 TC Ord Page 2 of 4 smoking not occur in enclosed public places and that the public effectuate this policy to 50 the greatest extent practicable. 51 Sec. 9-82. - Definitions. 52 As used in this Article, the following words shall be construed to have the meanings 53 defined below: 54 Electronic cigarette means any electronic product or device that employs a heating 55 element, power source, electronic circuit or other electronic, chemical or mechanical 56 means, regardless of shape or size, that produces a vapor that delivers nicotine or any 57 other substance to the person inhaling from the device to simulate smoking and that is 58 likely to be offered to or purchased by consumers as an electronic cigarette, electronic 59 cigar, electronic cigarillo, electronic pipe, electronic hookah, or vape pen and any related 60 device. 61 Outdoor public place means any area located on public property to which the public is 62 invited to gather, such as public parks and public recreational areas designed in whole or 63 in part to be used by adults and/or children that have play or sports equipment or have 64 been designated or landscaped for play or sports activities or any other similar facility 65 located on public property and outdoor public venues for public gatherings, including the 66 Fanny Hill event/concert area and the entire Jazz Aspen Snowmass concert and food area 67 and the Base Village plazas and lawns. Outdoor public places shall not include public 68 roads, parking lots or other areas designated or reserved for the parking of motorized 69 vehicles, hiking, biking, skiing or horseback riding trails. 70 Public place means any area where the public is invited or permitted or an area that 71 serves as a place of work. 72 Service line means any outdoor line at which one (1) or more persons are waiting to 73 enter, exit, embark or disembark for or are receiving service of any kind, such as movie 74 ticket lines, theatre lines, concert lines, sporting event lines, food vendor lines, lift ticket 75 lines and chairlift or gondola lift lines. 76 Smoking means the combustion of any cigar, cigarette, pipe or similar article, using any 77 form of tobacco or other combustible substance in any form, or any electronic cigarette, 78 other than for theatrical performances by an employee of the establishment. 79 Sec. 9-83. - Smoking prohibited. 80 (a) Smoking is prohibited in all enclosed public places; in those outdoor public places 81 where members of the public, other than the person or persons who are smoking, have 82 gathered for a public event and are closer than twenty-five (25) feet to the person who 83 wishes to smoke; and service lines. 84 04-15-19 TC Packet Page 122 of 146 122 19-08 TC Ord Page 3 of 4 (b) Smoking may be permitted, however, at the discretion of any organizer or sponsor of 85 an event or activity in outdoor public places, only in specifically designated smoking-86 permitted areas, provided that: 87 (1) Such places are clearly marked and delineated as such. 88 (2) Such places are posted with signs that clearly and conspicuously recite the 89 phrase, "This is a Smoking Permitted Area. No smoking permitted outside this 90 area." 91 (3) Such place is no closer than fifteen (15) feet from any service line or other 92 area where food or beverages are sold or consumed or are designated for the sale 93 or consumption of food or beverages or are where persons are gathered for the 94 purpose of selling, purchasing or consuming food or beverages. 95 (4) Such place is no closer than fifteen (15) feet from the area where persons are 96 gathered at, performing at or using the facilities of an outdoor public place. 97 Sec. 9-84. - Signs. 98 (a) All enclosed public places, outdoor public places and service lines shall be posted 99 with signs that clearly and conspicuously recite the phrase "No Smoking" or use the 100 international no-smoking symbol. The signs shall be of sufficient number and placed in 101 prominent locations to convey the message that smoking is prohibited to the public 102 clearly and legibly. Those enclosed public places that are used solely as places of work 103 are exempt from the requirements of this Section. 104 (b) In any public place, outdoor public place or service line where electronically 105 amplified music or speech or both are regularly employed as part of the use of such area, 106 the organizer or promoter of the use of said area shall be required to announce, by means 107 of the electronic amplification then in use, at intervals no greater than between 108 performances and at any intermission, that "This area is designated as a smoke-free zone, 109 where smoking is prohibited, except in the designated smoking-permitted areas." 110 (c) No such announcements shall be required in areas where the electronically amplified 111 music or speech is incidental to and not a part of the purpose of the use of the area. 112 Sec. 10-85. - Violation and penalty. 113 The following acts constitute violations of this Article: 114 (1) Smoking in an enclosed public place, outdoor public place or service line. 115 (2) Failing to post signs or make the announcements as required by this Article. 116 (3) Willfully destructing or defacing signs required to be posted by this Article. 117 04-15-19 TC Packet Page 123 of 146 123 19-08 TC Ord Page 4 of 4 Sec. 10-86. - Penalty assessment. 118 119 Offense Penalty Smoking prohibited (Sec. 10-83(1)) First offense $50.00 Second offense Summons 120 121 122 123 READ, APPROVED AND ADOPTED AS AMENDED, by the Town Council of the Town 124 of Snowmass Village on First Reading on April 15, 2019 upon a motion by Council 125 Member ________________the second of Council Member ___________________, 126 and upon a vote of _____ in favor and _____ opposed. 127 128 READ, APPROVED AND ADOPTED as amended by the Town Council of the Town of 129 Snowmass Village on Second Reading on May 6, 2019 upon a motion by Council 130 Member _____________________, the second of Council Member 131 ____________________, and upon a vote of ____ in favor and _____ opposed. 132 133 134 135 136 TOWN OF SNOWMASS VILLAGE 137 138 139 ________________________________ 140 Markey Butler, Mayor 141 142 ATTEST: 143 144 145 ______________________________________ 146 Rhonda B. Coxon, Town Clerk 147 148 149 150 APPROVED AS TO FORM: 151 152 153 154 _________________________________ 155 John C. Dresser, Jr., Town Attorney 156 04-15-19 TC Packet Page 124 of 146 124 1 Town of Snowmass Village Agenda Item Summary DATE OF MEETING: APRIL 15, 2019 AGENDA ITEM: SECOND READING OF ORDINANCE NO. 04, SERIES OF 2019 - AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS VILLAGE, COLORADO AMENDING THE SNOWMASS VILLAGE MUNICIPAL CODE TO RAISE THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION OF TOBACCO PRODUCTS AND TO ESTABLISH THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION OF ELECTRONIC SMOKING DEVICES AND RELATED SUBSTANCES BY ADDING CHAPTER 9, ARTICLE 2 TO THE MUNICIPAL CODE PRESENTED BY: Rhonda B. Coxon, Town Clerk BACKGROUND: At first reading of this Ordinance on February 19, 2019 the Town Council directed staff to take out the license requirements and prepare the Ordinance for second reading. At the March 18, 2019 Town Council Regular Town Council asked that the licensing be put back in for second reading of the Ordinance and it was tabled to April 15, 2019 Regular Town Council Meeting. I have attached a sample license in today packet materials. Listed below is a list of surrounding municipalities and their fees. Steamboat Springs New License $135.00 Renewal $135.00 Carbondale Does not license Aspen New License $500.00 Renewal $500.00 Basalt New License $275.00 Renewal $275.00 Avon’s New License $250.00 Renewal $250.00 Town of Snowmass Village Proposed New License $150.00 Proposed Renewal $150.00 04-15-19 TC Packet Page 125 of 146 125 2 The Town Attorney has assigned a new Chapter in the Municipal Code and has applied those chapter’s in the Ordinance for second reading. FINANCIAL IMPACT: The Town will continue to collect the state tobacco tax – approximately $15,000 / year. The bill was signed by the Governor. STAFF RECOMMENDATION: 1. Approve at Second Reading 2. Amend at Second Reading 3. Deny at Second Reading ATTACHMENTS: A. Ordinance No. 04, Series of 2019 B. Exhibit A – Fees C. Sample of Local License 04-15-19 TC Packet Page 126 of 146 126 SNOWMASS VILLAGE 1 TOWN COUNCIL 2 3 ORDINANCE NO. 04 4 SERIES OF 2019 5 6 AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF SNOWMASS 7 VILLAGE, COLORADO AMENDING THE SNOWMASS VILLAGE MUNICIPAL 8 CODE TO RAISE THE MINIMUM AGE FOR THE PURCHASE, POSSESSION AND 9 CONSUMPTION OF TOBACCO PRODUCTS AND TO ESTABLISH THE MINIMUM 10 AGE FOR THE PURCHASE, POSSESSION AND CONSUMPTION OF 11 ELECTRONIC SMOKING DEVICES AND RELATED SUBSTANCES BY ADDING 12 CHAPTER 9, ARTICLE 2 TO THE MUNICIPAL CODE 13 WHEREAS, diseases related to cigarette smoking remain one of the largest 14 public health concerns nationwide, and in the State of Colorado, lung cancer is the 15 leading cause of preventable death, accounting for 5,100 deaths each year; and 16 WHEREAS, 90 percent of adult smokers started smoking before the age of 18, 17 and each day more than 3,000 adolescents in the U.S. try their first cigarette; and 18 WHEREAS, since 2014, after decades of effective anti-smoking campaigns and 19 decreasing smoking rates in the U.S., there has been a surprising increase in youth 20 tobacco use; and 21 WHEREAS, over 320 localities and five states in the U.S. have enacted into law 22 regulations prohibiting the sale of tobacco products to individuals under the age of 21; 23 and 24 WHEREAS, research shows that teens purchase cigarettes from peers and that 25 90 percent of the "social sources" (i.e. friends and family) of tobacco for 12- to 18-26 year-olds are 18- to 21-year-olds; and 27 WHEREAS, research has also shown that youth do not routinely make the 28 effort to travel to neighboring localities if the minimum sales age is increased to 21 in 29 their home municipality; and 30 WHEREAS, there has been a sharp uptick in vaping by middle and high school 31 students through use of electronic smoking devices like e-cigarettes. E-cigarettes are 32 now the most commonly used tobacco product among youth. According to a 2016 U.S. 33 Surgeon General report, more than three million youth in middle and high school, 34 including about one of every six high school students, used e-cigarettes in the past 35 month, and more than a quarter of youth in middle and high school have tried e-36 cigarettes. A recent CDC study shows that Colorado leads 37 states surveyed for use 37 of e-cigarettes among high school students and nearly six percent of those student’s 38 report using electronic smoking devices regularly; and 39 WHEREAS, the substances consumed via electronic smoking 40 devices can include nicotine, flavorings, and toxic particles, and electronic 41 smoking devices can also be used as delivery systems for marijuana and 42 other illicit drugs; and 43 04-15-19 TC Packet Page 127 of 146 127 19-04 TC Ord Page 2 of 12 44 WHEREAS, public health advocates warn that vaping can lead to long-term 45 health risks and nicotine addiction in teenagers; and 46 47 WHEREAS, raising the minimum age for the purchase, use and 48 possession of electronic smoking devices and substances to be consumed 49 through such devices may reduce youth initiation and overall usage rates; 50 and 51 WHEREAS, research indicates that by combining enforcement efforts 52 to include possession, use and purchase laws may reduce underage tobacco 53 use; and 54 55 WHEREAS, the Town Council finds and determines that the enactment 56 of the regulations set forth herein is in the interest of the public health, safety, 57 and welfare of the residents of the Town of Snowmass Village. 58 59 NOW, THEREFORE, BE IT ORDAINED, by the Town Council of the Town of 60 Snowmass Village that the Snowmass Village Municipal Code is hereby amended by 61 adding Chapter 9, Article 2 which shall read as follows: 62 Section 1. The foregoing recitals are hereby adopted as findings and 63 determinations of the Town Council. 64 65 Section 2. Chapter 9, Article 2 of the Snowmass Village Municipal 66 Code shall be amended by adding the language below: 67 68 Sec. 9-21. Sale of cigarettes, tobacco products, and electronic 69 smoking devices. 70 71 (a) For purposes of this Code, the following words shall have the 72 meanings ascribed hereafter: 73 74 Cigarettes means any product that contains tobacco or nicotine. including 75 but not limited to premanufactured cigarettes and/or hand-rolled cigarettes. 76 that is intended to be burned or heated under ordinary conditions of use, 77 and consists of or contains: 78 79 (1) any roll of tobacco wrapped in paper or any other substance 80 not containing tobacco; 81 82 (2) tobacco in any form that is functional in the product, which 83 because of its appearance the type of tobacco used in the filler, 84 or its packaging or labeling, is likely to be offered to or purchased 85 by consumers as a cigarette; or 86 87 (3) any roll of tobacco wrapped in any substance containing 88 tobacco that, because of its appearance the type of tobacco used in 89 04-15-19 TC Packet Page 128 of 146 128 19-04 TC Ord Page 3 of 12 the filler or its packaging and labeling is likely to be offered to or 90 purchased by consumers as a cigarette described in subparagraph 91 (1) above. 92 93 (4) The term includes all "roll-your own" i.e., any tobacco that, 94 because of its appearance type packaging or labeling, is suitable for 95 use and likely to be offered to or purchased by consumers as 96 tobacco for making cigarettes. 97 98 Electronic smoking device means an electronic device that, when 99 activated, emits a vapor aerosol, fume, or smoke that may be inhaled or 100 absorbed by the user including but not limited to an e-cigarette, e-cigar, e-101 pipe, vape pen, e-hookah, and similar devices. Electronic smoking device 102 includes any component, part, or accessory of such a device, whether or 103 not sold separately, and includes any substance, with or without nicotine, 104 intended to be aerosolized, vaporized, or which produces a fume or smoke 105 during the use of the device intended for human consumption. 106 107 Proprietor means a person with an ownership or managerial interest in a 108 business. An ownership interest shall be deemed to exist when a person has 109 a ten percent or greater interest in the stock, assets. or income of a business 110 other than the sole interest of security for debt. A managerial interest shall be 111 deemed to exist when a person can or does have or share ultimate control 112 over the day-to-day operations of a business. 113 114 Tobacco product means (1) any product which contains, is made, or 115 derived from tobacco or used to deliver nicotine or other substances 116 intended for human consumption, whether smoked, heated, chewed, 117 dissolved, inhaled, snorted, sniffed, or ingested by any other means, 118 including but not limited to cigarettes, cigars, little cigars, cheroots, 119 stogies, perique’s, granulated, plug cut, crimp cut, ready rubbed and 120 other smoking tobacco, snuff, snuff flour, bidis, snus, mints, hand gels. 121 Cavendish, plug and twist tobacco, fine cut and other chewing tobaccos, 122 shorts, refuse scraps, clippings, cutting, and sweepings of tobacco: (2) 123 electronic smoking devices: (3) notwithstanding any provision of 124 subsections (1) and (2) to the contrary, "tobacco product" includes any 125 component, part, accessory, or associated tobacco paraphernalia of a 126 tobacco product whether or not sold separately. Excluded from this 127 definition is any product that contains marijuana and any products 128 specifically approved by the U.S. Food and Drug Administration for use in 129 reducing, treating, or eliminating nicotine or tobacco dependence or for 130 other medical purposes when these products are being marketed and 131 sold solely for such approved purpose. 132 133 Tobacco paraphernalia means any item designed for the 134 consumption, use, or preparation of Tobacco Products. 135 04-15-19 TC Packet Page 129 of 146 129 19-04 TC Ord Page 4 of 12 136 Tobacco product retail location means any premises where Tobacco 137 Products are sold or distributed to a consumer, including but not limited to 138 hookah bar, lounge, or cafe, any grounds occupied by a retailer, any store, 139 stand, outlet, vehicle, cart, location, vending machine or structure where 140 Tobacco Products are sold. 141 Tobacco product retailer means any person who sells. offers for sale or does 142 or offers to exchange for any form of consideration Tobacco Products. 143 "Tobacco Product Retailing" shall mean the doing of any of these things. This 144 definition is without regard to the quantity of Tobacco Products or Tobacco 145 Paraphernalia sold, offered for sale, exchanged, or offered for exchange. 146 Self-service display means the open display or storage of Tobacco Products 147 in a manner that is physically accessible in any way to the public without the 148 assistance of the retailer or employer of the retailer and a direct person-to-149 person transfer between the purchaser and the retailer or employee of the 150 retailer. A vending machine or other coin operated machine are forms of a 151 Self -Service Display. 152 Licensing Administrator is the Town Clerk, or any other person appointed by 153 the Town Manager to administer the licensing process. 154 Hearing Officer is the Municipal Judge for the Town of Snowmass Village. 155 156 (b) For the purposes of this section, each incident at a different time and 157 occasion is a violation. 158 159 (c) No person shall sell or permit the sale of Tobacco products by use of Self-160 Service Display Venting machine or other coin operated machine. Tobacco 161 Product Retailers shall stock and display all Tobacco Products in a manner to 162 make all such products inaccessible to customers without the assistance of a 163 retail clerk thereby requiring a direct face-to-face exchange of the Tobacco 164 Products from an employee of the business to the customer. Cigarettes may be 165 sold at retail through Self-Service Displays only in: 166 167 Factories, businesses, offices or other places not open to the public; 168 169 (1) Places to which persons under the age of 21 are not permitted 170 access at any time during the day or night; or 171 172 (2) Places where the Self-Service Display vending machine is 173 under the direct supervision of the owner of the establishment or 174 an adult employee of the owner, including but not limited to 175 establishments holding a valid liquor license issued pursuant to 176 Article 47 of Title 12, C.R.S. 177 178 (d) Any person who sells or offers to sell any Tobacco products 179 shall display a warning sign as specified in the Subsection. Said 180 04-15-19 TC Packet Page 130 of 146 130 19-04 TC Ord Page 5 of 12 warning sign shall always be displayed in a prominent place in the 181 building The Tobacco Product Retail location sign shall have a 182 minimum height of three inches and width of six inches, and shall 183 read as follows: 184 WARNING 185 IT IS ILLEGAL FOR ANY PERSON UNDER 21 YEARS OF AGE TO 186 PURCHASE CIGARETTES, AND TOBACCO PRODUCTS, AND 187 ELECTRONIC SMOKING DEVICES AND, UPON CONVICTION, AND A 188 FINE MAY BE IMPOSED. 189 190 (e) Any violation of Subsection(d) above shall not constitute a violation 191 of any other provisions of this Section. 192 193 (f) The police department will meet with Tobacco product retailers 194 annually, or more often as determined, to review training programs, 195 signage and general procedures as they relate to preventing retail sales 196 of tobacco products to persons under the 21 years of age. 197 198 (g) A person under the age of 21 who possesses or handles Tobacco 199 Products as part of that individual’s employment at a Tobacco Product 200 Retail Location does not commit a violation of this Section so long as 201 such individual does not sell or provide Tobacco Products to a person 202 under the age of 21. 203 204 (h)The Tobacco product retailer is responsible for developing 205 procedures for the selling of tobacco products. Procedures and 206 Training will be in written form and available for the review by the 207 Snowmass Village Police Department. The police department will 208 meet with Tobacco Product retailers annually, or more often as 209 determined, to review training programs, signage and general 210 procedures as they relate to preventing retail sales of tobacco 211 products to persons under 21 years of age. 212 213 Sec 9-22 - License requirements and prohibitions. 214 (a) Tobacco Product Retailer License required. 215 (l) It shall be unlawful for any person to act as a Tobacco Product Retailer in the 216 Town unless he or she has obtained a License and maintains the same in full force 217 and effect pursuant to this Article for each location where Tobacco Product Retailing 218 occurs 219 (2) No license may be issued to authorize Tobacco Product retailing anywhere 220 other than at a fixed location that is designated in the License application and 221 04-15-19 TC Packet Page 131 of 146 131 19-04 TC Ord Page 6 of 12 approved by the Licensing Administrator. Tobacco Product Retailing by persons on 222 foot, from vehicles or through Mobile Vending is prohibited 223 (3) Tobacco Retailing without a valid License is a nuisance as a matter of law. 224 (b) Display of License. Each License shall be prominently displayed in a publicly 225 visible location at the licensed Tobacco Product Retail Location 226 (c) Display of Minimum Legal Sales Age Requirements. The requirement of the 227 Minimum Legal Sale Age for the purchase of Tobacco Retail Product shall be 228 prominently displayed in the entrance (or other clearly visible location) of the Tobacco 229 Product Retail Location. 230 (d) Other Prohibitions. 231 (l) A Tobacco Product Retail Location may only have one active License at one 232 time. Every License is separate and distinct and specific to a designated location, The 233 License cannot be assigned, delegated, sold, inherited or otherwise transferred 234 between persons or transferred to a different location, except as provided in this 235 Article. No Licensee shall exercise the privileges of any other License or delegate the 236 privileges of its own License. 237 (2) A person or entity may not apply for a License for a one-year period after a 238 License has been revoked. 239 Sec 9-23 - Conditions of the Tobacco Product Retail License. 240 The following conditions shall apply to the Licensee: 241 (a) Prohibition of self-service displays. Licensees shall stock and display all Tobacco 242 Products in a manner to make ill such products inaccessible to customers without the 243 assistance of a retail clerk, thereby requiring a direct face-to-face exchange of the 244 Tobacco Product from an employee of the business to the customer. 245 (b) Restriction on sales to underage person. No person engaged in Tobacco Product 246 Retailing shall sell or transfer a Tobacco Product to another person unless that 247 recipient is at least twenty-one (21) years of age. It is an affirmative defense to 248 prosecution that the seller was presented with the lD showing the person to be over 249 the minimum age. 250 (c) No Licenses shall be issued within 500' of schools. No Licenses will be issued to 251 retailers located within 500 feet from any public or parochial school as determined by 252 the Licensing Administrator. This restriction shall not apply to an existing Retail 253 Location within 500 feet of a school. 254 Sec 9-24 - Application procedure. 255 (a) An application for a License shall be submitted and signed by an individual 256 authorized by the person or entity making application for the License. It is the 257 responsibility of each applicant and/or Licensee to be informed regarding all laws 258 applicable to tobacco retailing, including those laws affecting the issuance of said 259 License. No applicant and/or Licensee may rely on the issuance of a License as a 260 04-15-19 TC Packet Page 132 of 146 132 19-04 TC Ord Page 7 of 12 determination by the Town that the proprietor has complied with all applicable tobacco 261 retailing laws. 262 (b) All applications shall be submitted on a form supplied by the Licensing 263 Administrator. 264 (c) A licensed Tobacco product Retailer shall inform the Licensing Administrator in 265 writing of any change in the information submitted on an application for a License 266 within thirty (30) business days of a change. 267 (d) All License applications shall be accompanied by the payment in full of all fees as 268 required in the Town of Snowmass Village Municipal Code Section under Sec, 9-29 269 Fee for License. 270 Sec. 9-25 - Issuance of a Tobacco Product License 271 Upon the receipt of a completed application for a License as required by this Article, 272 the Licensing Administrator shall sign and issue a License within thirty (30) days which 273 period may be extended by the Licensing Administrator for good cause unless 274 substantial evidence demonstrates that one or more of the following bases for denial 275 exists 276 (a) The information presented in the application is incomplete, inaccurate or false; 277 (b) The applicant seeks authorization for a License at a location where this Article 278 prohibits the issuance of a License; 279 (c) The applicant seeks a License for a location that is not appropriately zoned for the 280 use; 281 (d) The applicant seeks authorization for a License and the applicant's current License 282 is suspended or revoked; 283 (e) The applicant is not qualified to hold the requested License under the provisions of 284 this Article; or 285 (f) The applicant and or retail location is not in compliance with all Town, state or 286 federal laws; 287 (g) The applicant is indebted to, or obligated in any manner to the Town for unpaid 288 taxes, liens or other monies; 289 (h) The payment of the licensing fee in the full amount chargeable for such License 290 does not accompany such License application 291 Sec. 9-26 - Denial of Tobacco Product License. 292 (a) If the Licensing Administrator denies the issuance of the License, the Licensing 293 Administrator shall notify the applicant in writing by regular mail postage prepaid on 294 the address shown in the application. The notice shall include the grounds for denial. 295 Notice is deemed to have been properly given upon mailing. 296 (b) An applicant has the right to appeal the Licensing Administrator denial of an 297 application to the Hearing Officer appointed for the Town of Snowmass Village. Such 298 04-15-19 TC Packet Page 133 of 146 133 19-04 TC Ord Page 8 of 12 an appeal shall be initiated by filing a written request with the Licensing Administrator 299 within twenty (20) days of the date of the notice of denial of the issuance of a License. 300 (c) The applicant's failure to timely appeal the decision of the Licensing Administrator 301 is a waiver of the applicant's right to contest the denial of the issuance of the License. 302 (d) The appeal, including any right to further appeals, shall be conducted and 303 controlled by the provisions of Rule 106(a) (4) of the Colorado Rules of Civil 304 Procedure. The standard of proof at such appeal shall be a preponderance of the 305 evidence and the burden of proof shall be upon the applicant. The Licensee's failure to 306 timely appeal the decision is a waiver of the Licensee's right to contest the suspension 307 or revocation of the License. 308 Sec. 9-27 - License term, renewal and expiration. 309 (a) Term. All Licenses issued under this Code shall be for the period of one (1) year or 310 a from the date of the first license being issued. 311 (b) Renewal of License. A Licensee shall apply for the renewal of the License and 312 submit the renewal License fee no later than thirty (30) days prior to expiration of the 313 existing term. The Licensing Administrator shall renew the License prior to the end of 314 the term, provided that the renewal application and fee were timely submitted, and the 315 Licensing Administrator is not aware of any fact that would have prevented issuance of 316 the original License or issuance of the renewal. 317 (c) Expiration of License. A License that is not timely renewed shall expire at the end 318 of its term. The failure to timely obtain a renewal of a License requires submission of a 319 new application. There shall be no sale of any Tobacco Products after the License 320 expiration date and before the new License is issued. 321 Sec. 9-28 - License non-transferable. 322 (a) A License shall not be transferred from one (1) person to another or from one 323 location to another. 324 (b) When a License has been issued to a husband and wife, or to general or limited 325 partners, the death of a spouse or partner shall not require the surviving spouse or 326 partner to obtain a new License to obtain the remainder of the term of that License. All 327 rights and privileges granted under the original License shall continue in full force and 328 effect as to such survivors for the balance of the term of the License. 329 Sec. 9-29 - Fee for License. 330 (a) The fee to issue or to renew a License shall be pursuant to the Town's Fee 331 Schedule, a copy of which may be obtained from the Town Clerk and is available at 332 Town Hall. The Town Council will adopt the Fee Schedule which may be changed 333 from time to time by ordinance of the Town Council. The fee shall be calculated to 334 recover the direct and indirect costs of administration and enforcement of this Article, 335 including, for example, issuing a License, administering the License program, retailer 336 education and training, retailer inspection, community outreach and education, 337 documentation of violations, and prosecution of violators, but shall not exceed the cost 338 of the regulatory program authorized by this Article. Fees are nonrefundable except as 339 04-15-19 TC Packet Page 134 of 146 134 19-04 TC Ord Page 9 of 12 may be required by law. ln addition, from time to time, as deemed appropriate the 340 Town Manager shall determine the fees, and the License fee may be increased in 341 accordance with Article X Section 20 of the Colorado Constitution. 342 (b) The amount of fees charged by the Town pursuant to this Section shall be 343 reviewed and, if necessary, adjusted to reflect the direct and indirect costs incurred by 344 the Town in connection with the adoption, administration and enforcement of this 345 Article. 346 (c) The amount of the fees charged by the Town pursuant to this Article shall be fixed 347 by Town Council pursuant to Sec 9-22 Fines, penalties and administrative fees of the 348 Municipal Code. 349 Sec. 9-30 - Compliance monitoring. 350 (a) Compliance monitoring of this Article shall be by the Town of Snowmass Village 351 Police Department, as the Town of Snowmass Village Police Department (or 352 designee) deems appropriate. 353 (b) The Town of Snowmass Village Police Department shall have discretion to 354 consider previous compliance check history or prior violations of a Licensee in 355 determining how frequently to conduct compliance checks of the Licensee with respect 356 to individual Licensees. 357 (d) The police department will meet with licensee’s annually, or more often as 358 determined, to review training programs, signage and general procedures as they 359 relate to preventing retail sales of tobacco products to persons under the 21 years of 360 age. When the Snowmass Village Police Department deems appropriate, the 361 compliance checks shall determine compliance with other laws applicable to Tobacco 362 Products. 363 364 Sec. 9-31 - Suspension or Revocation of License. 365 (a) The following shall be grounds for suspension or revocation of the Licensee's 366 License: 367 (l) A violation by a Licensee or Licensee's officers, agents, or employees of any 368 of the provisions of this Article, or any laws of the United States, the State of 369 Colorado or ordinances of the Town relating to the sale or furnishing of tobacco 370 or Cigarettes to minors, or the storage or display of Cigarettes or tobacco 371 products. 372 (2) Violations of any conditions imposed by the Licensing Administrator or 373 Hearing Officer in connection with the issuance or renewal of a License. 374 (3) Failure to pay State or local taxes that are related to the operation of the 375 business associated with the License. 376 (4) Loss of right to possession of the licensed premises. 377 04-15-19 TC Packet Page 135 of 146 135 19-04 TC Ord Page 10 of 12 (5) Fraud, misrepresentation, or a false statement of material fact contained in 378 the original or renewal license application; 379 (b) The Town Manager shall appoint a Hearing Officer to hear all actions relating to the 380 suspension or revocation of Licenses pursuant to this Article. The Hearing Officer shall 381 have the authority to suspend, revoke, or impose remedial sanctions for violations. 382 (c) The Licensing Administrator shall commence suspension or revocation 383 proceedings by petitioning the Hearings Officer to issue an order to the Licensee to 384 show cause why the Licensee’s License(s) should not be suspended or revoked. The 385 Hearing Officer shall issue such an order to show cause if the petition demonstrates 386 that probable cause exists to determine that one or more grounds exist pursuant to 387 subsection (a) to suspend or revoke the Licensee's License. The order to show cause 388 shall set the matter for a public hearing before the Hearing Officer. 389 (d) Notice of the order to show cause order and hearing date shall be mailed to 390 Licensee by regular mail, postage prepaid, at the address shown on the License no 391 later than thirty (30) days prior to the hearing date. Notice is deemed to have been 392 properly given upon mailing. 393 (e) The notice to show cause hearing and any subsequent right to appeal shall be 394 conducted and controlled by the provisions of Rule 106(aX4) of the Colorado Rules of 395 Civil Procedure. The standard of proof at such hearings shall be a preponderance of 396 the evidence and the burden of proof shall be upon the Licensing Administrator. 397 (f) ln determining whether a License should be suspended or revoked, and in 398 determining whether to impose conditions in the event of a suspension, the Hearing 399 Officer shall consider the following factors: 400 (1) The nature and circumstances of the violation; 401 (2) Corrective action, if any taken by the Licensee; 402 (3) Prior violations, if any by the Licensee; 403 (4) The likelihood of recurrence of the violation; 404 (5) Whether the violation was willful; and 405 (6) Previous sanctions, if any, imposed on the Licensee. 406 407 Sec. 9-32. Penalties and fines. 408 (a) Any person who is engaged in Tobacco Product Retailing who knowingly sells 409 any Tobacco products to a person under the age of 21 commits an offense and, 410 upon conviction thereof, shall be punished by a fine of $50.00 for the first offense, 411 $150.00 or a summons with fine up to $2,650.00 for the second offense, and 412 $300.00 or a summons with fine up to $2,650.00 for the third offense, and a 413 summons with fine up to $2,650.00 for the fourth and any subsequent offense(s). It 414 shall be an affirmative defense to prosecute under this Subsection that the person 415 furnishing the cigarettes or Tobacco products was presented with and reasonably 416 relied upon a valid state driver' s license or other government-issued form of 417 04-15-19 TC Packet Page 136 of 146 136 19-04 TC Ord Page 11 of 12 identification which identified the person receiving the cigarettes, Tobacco products 418 as being 21 years of age or older. 419 420 (b) Any person who sells, gives, or otherwise supplies any Tobacco Product(s) to a 421 person under the age of 21 is subject to a civil penalty of $50.00 the first violation, 422 $150.00 for the second violation, and $300.00 for the third and any subsequent 423 violation(s). 424 (c) A Proprietor is responsible for the actions of its agents and employees regarding 425 the sale of Tobacco Products. The illegal sale of any Tobacco Products to a person 426 under the age of 21 at the Proprietor's Tobacco Product Retail Location may result in 427 the assessment of a civil penalty to the Proprietor in the following amounts: up to 428 $1,000.00 for the first violation, up to $1,500.00 for the second violation, and up to 429 $2,000.00 for the third and any subsequent violation(s). A conviction pursuant to 430 Subsection (b), above shall constitute prima facie evidence of a Proprietors violation 431 of this Subsection. 432 433 (d) Any person under the age of 21 who purchases or attempts to purchase any 434 cigarettes or Tobacco products, and/or is found to be in possession of any cigarettes 435 or Tobacco products is subject to a civil penalty of $50.00 for the first violation. 436 $150.00 for the second violation, and $300.00 for the third and any subsequent 437 violation(s), except that, following the issuance of a civil penalty a for a first offense 438 under this Subsection, the Municipal Court in lieu of the civil penalty may permit 439 the person to participate in a tobacco or vaping education program. The Court 440 may also allow such person to perform community service and be granted credit 441 against the civil penalty fine and court costs at the rate of $5.00 for each hour of 442 work performed, for up to 50 percent of the civil penalty amount, fine and court 443 costs. 444 Sec. 9-33. Enforcement. 445 (a) The remedies provided by this Article are cumulative and in addition to any other 446 remedies available at law or in equity. ln addition to other remedies provided by this 447 Article or by other law, any violation of this Article may be remedied by a civil action 448 brought by the Town Attorney, including but not limited to nuisance abatement 449 proceedings and injunctive relief. 450 (b) Causing, permitting, aiding, abetting, or concealing a violation of any provision of 451 this Article shall cause the offender to be subject to the penalties set forth herein or in 452 the Town of Snowmass Village Municipal Code. 453 Sec. 9-34. Effective date. 454 This Article shall become effective as of May 1, 2019 and enforceable on and after that 455 date. 456 Section 3. This ordinance shall not affect any existing litigation and shall not 457 operate as an abatement of any action or proceeding now lending under or by virtue 458 the ordinances repealed or amended as herein provided, and the same shall be 459 conducted and concluded under such prior ordinances. 460 04-15-19 TC Packet Page 137 of 146 137 19-04 TC Ord Page 12 of 12 Section 4. If any section, subsection, sentence, clause, phrase, or portion of this 461 ordinance is for any, reason held invalid or unconstitutional in a court of competent 462 jurisdiction, such portion shall be deemed a separate, distinct and independent 463 provision and shall not affect the validity of the remaining portions thereof. 464 INTRODUCED, READ, APPROVED AND ADOPTED, as amended by the Town 465 Council of the Town of Snowmass Village at First Reading on February 19, 2019 upon 466 the motion of Council Member Madsen, the second of, Council Member Sirkus and upon 467 a vote of 4 in favor and 0 opposed. Council Member Shenk was absent. 468 INTRODUCED, READ, APPROVED AND ADOPTED, by the Town Council of 469 the Town of Snowmass Village at Second Reading on April 15, 2019 upon the motion 470 of Council Member _____, the second of Council Member _____, and upon a vote of __ 471 in favor and__0 opposed. 472 473 474 TOWN OF SNOWMASS VILLAGE 475 476 477 ________________________________ 478 Markey Butler, Mayor 479 480 ATTEST: 481 482 ________________________________ 483 Rhonda B. Coxon, Town Clerk 484 485 486 487 APPROVED AS TO FORM: 488 489 ___________________________________ 490 John C. Dresser, Jr., Town Attorney 491 04-15-19 TC Packet Page 138 of 146 138 Town of Snowmass Village Police Department Code Section Subject 2019 Fee Section 9-32 Conditions of the Tobacco Product Retail License 1st Offense $50.00 2nd Offense $150 or summons with fine up to $2,650 3rd Offense -$300 or summons With fine up to $2,650 4th & Subsequent Offense – Summons with fine up to $2,650 Section 9-32 Penalties and Fines Fines up to $2,650 Code Section Subject 2019 Fee Section 9-32 Conditions of the Tobacco Product Retail License Proprietors 1st Violation Civil Penalty up to $1,000.00 2nd Violation Civil Penalty up to $1,500.00 3rd Violation and any subsequent violation (s) $2,000.00 Town of Snowmass Village Town Clerk Department License and Fees Code Section Subject Fee Section 9-29 New and Annual Fee for Tobacco Product License $150.00 04-15-19 TC Packet Page 139 of 146 139 Page | 1 ANNUAL TOBACCO LICENSE Date Received_______________________________ Approved By _______________________________ LEGAL NAME (CORPORATION, LLC, PARTNERSHIP): _____________________________________ TRADE OR BUSINESS NAME (IF DIFFERENT LEGAL NAME) ________________________________ APPLICANT’S COLORADO TAX ID NUMBER: _____________________________________________ FEDERAL EMPLOYER ID NO.: _________________________________________________________ ON-SITE BUSINESS MANAGER NAME: __________________________________________________ BUSINESS PHONE NUMBER: __________________________________________________________ BUSINESS PHYSICAL ADDRESS: _______________________________________________________ CITY ____________________ STATE ______ ZIP _______ EMAIL:_____________________________ BUSINESS MAILING ADDRESS: ________________________________________________________ CITY ____________________ STATE ______ ZIP _______ PLEASE ANSWER THE FOLLOWING QUESTIONS WITH A “YES” OR “NO” RESPONSE: 1. DOES THE APPLICANT UNDERSTAND THAT A LICENSEE CANNOT LEGALLY SELL TOBACCO PRODUCTS IN THE TOWN OF SNOWMASS VILLAGE WITH OUT A RETAIL TOBACCO LICENSE? ____________ 2. DOES THE APPLICANT UNDERSTAND THAT A TOBACCO RETAILER LICENSE IF APPROVED MUST BE RENEWED ANNUALLY ___________ 3. DOES THE APPLICANT UNDERSTAND THAT A LICENSED BUSINESS IN VIOLATION OF SECTIONS 9-32 OF THE MUNICIPAL CODE OF THE TOWN OF SNOWMASS VILLAGE MAY BE FINED UP TO $2,650 AND THE TOBACCO RETAILER LICENSE MAY BE SUSPENDED OR REVOKED? _____________ 4. DOES THE APPLICANT UNDERSTAND THAT A LICENSEE HAS THE RESPONSIBILITY TO INSTRUCT HIS OR HER EMPLOYEES THAT SELLING TOBACCO PRODUCTS TO A MINOR IS AGAINST THE LAW? _________ 5. DOES THE APPLICANT UNDERSTAND THAT ACTIONS OF A LICENSEE’S EMPLOYEES MAY CAUSE A LICENSED BUSINESS TO BE FINED, SUSPENDED, OR REVOKED DUE TO A VIOLATION UNDER THE LAWS OF THE TOWN OF SNOWMASS VILLAGE, THE STATE OF COLORADO, OR THE UNITED STATES? _________ 6. DOES THE APPLICANT UNDERSTAND THAT THE LEGAL AGE TO PURCHASE TOBACCO IN THE TOWN OF SNOWMASS VILLAGE IS 21? _______ 7. DOES THE APPLICANT UNDERSTAND THAT A LICENSED BUSINESS WILL BE SUBJECT TO INSPECTION FOR COMPLIANCE WITHIN CHAPTER 9 SECTION 30 OF THE MUNICIPAL CODE OF THE TOWN OF SNOWMASS VILLAGE AND MAY INVOLVE COMPLIANCE CHECKS BY THE TOWN OF SNOWMASS VILLAGE POLICE DEPARTMENT TO ENSURE THAT THE LICENSED BUSINESS IS NOT SELLING TOBACCO TO MINORS? ______ 04-15-19 TC Packet Page 140 of 146 140 Page | 2 READ CAREFULLY BEFORE SIGNING: UNDER PENALTY PROVIDED BY LAW, THE APPLICANT STATES THAT EACH OF THE ABOVE QUESTIONS HAS BEEN TRUTHFULLY ANSWERED TO THE BEST OF THE KNOWLEDGE OF THE APPLICANT. APPLICANT AGREES TO OPERATE THIS BUSINESS ACCORDING TO THE LAW AND THAT THE RIGHTS AND RESPONSIBILITIES CONFERRED TO THE LICENSE, IF GRANTED, CANNOT BE ASSIGNED TO ANOTHER. ANY LACK OF ACCESS TO ANY PORTION OF A LICENSED PREMISE DURING INSPECTION WILL BE DEEMED A REFUSAL TO PERMIT INSPECTION. SUCH REFUSAL IS GROUNDS FOR REVOCATION OF THIS LICENSE. SUBMIT THIS APPLICATION FORM WITH ANNUAL LICENSE FEE OF $150.00 - CHECKS MADE PAYABLE TO THE TOWN OF SNOWMASS VILLAGE, TO: TOWN CLERK’S OFFICE Town of Snowmass Village P.O. Box 5010 Snowmass Village, CO 81615 ________________________________________________________________ ____________ (OFFICER OF CORPORATION/MEMBER/MANAGER OF LLC/PARTNER/INDIVIDUAL) Date 04-15-19 TC Packet Page 141 of 146 141 Town of Snowmass Village Agenda Item Summary DATE OF MEETING: April 15, 2019 AGENDA ITEM: Consideration and Possible Adoption of 2019 Council Goals Statement PRESENTED BY: Clint Kinney, Town Manager BACKGROUND: On January 14, 2019, the Town Council held a goal setting meeting in the Council Chambers. Following the discussion, Town Staff worked to incorporate the thoughts and ideas of Council into a revised Goal Statement, which was last formally reviewed in March. This discussion is designed to receive feedback on the proposed draft statement and to consider formally adopting the statement. FINANCIAL IMPACT: There are no direct fiscal impacts with the adoption of the Goal Statement. However, once adopted, the Goal Statement becomes the cornerstone of Council policy and is heavily utilized in the development of the annual budget. This statement has significant impacts on where future spending occurs. So there are significant (positive) fiscal impacts APPLICABILITY TO COUNCIL GOALS & OBJECTIVES: Once adopted, these goals and policies are heavily utilized. COUNCIL OPTIONS: 1. Adopt the Goal Statement 2. Modify, they adopt the Goal Statement. STAFF RECOMMENDATION: It is the recommendation of Town Staff that the Council pass a motion to: Adopt the 2019 Goal Statement 04-15-19 TC Packet Page 142 of 146 142 ATTACHMENTS: List of attachments, if any. 04-15-19 TC Packet Page 143 of 146 143 TOWN COUNCIL GOAL SETTING STATEMENT ADOPTED ????? Following the re-election of the Mayor and Councilmembers, the Town Council revisited their policy objectives and community goals in January of 2019. This goal setting process was unique because there was no turnover amongst elected leaders in the November 2018 election. This consistency provided the “2019” Council an opportunity to review their previous goal statement, evaluate the work that had been done toward the goals since adoption, and set goals for the future. The Town Council was very mindful that an updated Comprehensive Plan was adopted in December of 2018 and used the strategic initiative outlined in the Comprehensive Plan as part of the goal setting framework. As a result of this process, the Town Council reaffirmed its responsibility to be a nimble steward of our existing community character and again embraced the continued need to recruit and retain effective professional town staff who lead, uphold the Town’s values, and help create a high- quality governance structure. The Council recognizes that our Town is a fun, community focused, family-friendly Village. As our community inevitably evolves and changes over time, the Council wants to ensure we remain a thriving, charming, fun, resilient, safe, and emotionally connected community. As we take steps toward our future, we recognize we are not a traditional town, but rather a unique Village. We choose to embrace this uniqueness by looking for creative resolutions to address the many opportunities before us, and we further recognize that high quality creative approaches require taking reasonable risks. Fundamentally, the Council still aims to stay true to the values of the Village and create positive momentum for the community and resort. STRATEGIC INITIATIVES OF SNOWMASS VILLAGE • Preserve and protect open spaces and our environment • Promote environmental and economic sustainability and resiliency • Focus on improved access and safety to make Snowmass Village more walkable and bikeable • Continue to improve the multi-modal connections between Base Village, the Mall and the Center • Manage parking and transit to encourage efficient, effective, and sustainable mobility choices • Focus new development and/or redevelopment within the identified CPAs • Encourage the update and renovation of older buildings in the Village • Strengthen local economic opportunities to assure vibrancy • Continue to support a viable workforce and our commitment to workforce housing by exploring opportunities that best balance the character and resources of the Town TOWN COUNCIL IDENTIFED VALUES OF THE VILLAGE Fun, community focused, family-friendly, thriving, charming, resilient, safe, emotionally connected, and unique 04-15-19 TC Packet Page 144 of 146 144 Page 2 of 3 TOWN COUNCIL AREAS OF CONCENTRATION Affordable Workforce and Senior Housing Creating and providing affordable housing continues to be a top priority for the Town Council. Providing a variety of affordable housing options within the Village not only enables community members to contribute to the local economy, it also helps to build a strong, well connected, and engaged community with a viable workforce. Specifically, the Council commits to a near-term strategy that will update housing regulations, actively identify opportunities and partners to address senior housing needs, and incentivize the creation of an additional 200 units. The Town Council will work collaboratively to create solutions and will diligently commit the time, money and political will to implement a successful strategy. Community Engagement The Council will strive to continue to increase effective community engagement. This includes creating opportunities to receive feedback, to improve Council visibility, and to increase the number of listening opportunities for Council on a broad array of subjects. As a top priority, the Council desires to strengthen its communication with its citizen Boards and Commissions. The Council will work to improve lines of communication with Boards and Commissions by asking for more guidance and feedback from them in a manner that is comfortable for the volunteer boards. The Council will explore ideas for improvement that may include streaming Boards and Commission meetings and/or creating Council liaisons to each Board and Commission. Community Building A major component of community building is creating more community oriented spaces and to ensure a high quality utilization of these spaces by programing them with community focused activities that create vitality. These community places need to be conveniently connected such that “a flow” between them is evident and high levels of vitality can be enjoyed throughout the Village. Town Park is one such community oriented space that needs to have a master plan designed so that improvements can be set into motion. Safety, Connectivity, Parking and Transit Maintaining a safe environment is critical. The Town needs to continue focusing its energy on making the community physically connected and as safe as possible. The Town Park Crossing is a successful design. Controlled crossings at Faraway and Sinclair will be pursued. Improvements at Owl Creek and Brush Creek also need to remain a high priority. These designs must include improvements for pedestrians, individuals with mobility issues, transit users, and bike riders. The physical connections in the Village, especially between the Mall, Base Village, and the Center need to be intuitive, creative (e.g. alpine garden), and efficient. Efficient and effective use of the Village Shuttle and parking assets must be incorporated into connectivity 04-15-19 TC Packet Page 145 of 146 145 Page 3 of 3 solutions. Safety improvements also include efforts to create respectful and safe utilization of our multi-use trail system by all of those that enjoy it. A Continued Commitment to Resiliency A truly resilient community is committed to being proactive in protecting its assets. This requires addressing environmental, fiscal, economic, safety, and transportation topics. Efforts to improve resiliency will require strong leadership from the Town Council and efforts from the community at large. Community economic development efforts will continue to embrace innovative approaches such as public / private partnerships, new business models, and will further continue to work with existing cornerstone organizations. Educational efforts and more public involvement with disaster preparedness and recovery will be critical. The Council will work to ensure broad community involvement, through HOAs and other organizations, to address specific identified hazards such as wildfires. Regionalism The Town is committed to being proactive and participating in regional approaches for topics that face the entire Roaring Fork Valley including, but not limited to, transportation, workforce housing, senior housing, recreation, and public health matters. 04-15-19 TC Packet Page 146 of 146 146