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06-18-07 Town Council Packetir,a SNOWMAS VILLAGE ac KefREGULARMEETINGINGAGENDA JUNE 18, 2007 PLEASE NOTE THAT ALL TIMES ARE APPROXIMATE—ITEMS COULD START EARLIER OR LATER THAN THEIR STATED TIME CALL TO ORDER AT 4:00 P.M. Item No. 1: ROLL CALL Item No. 2: EXECUTIVE SESSION: Town Council will now meet in Executive Session pursuant to C.R.S. 24- 6-402(4) and Snowmass Village Municipal Code Section 2-45(c), to specifically discuss two items: a) Conferences with an attorney for the purposes of receiving legal advice on specific legal questions pursuant to C.R.S. 24-6-402(4)(c) and Snowmass Village Municipal Code Section 2-45(c)(2); Provided, there is an affirmative vote of two-thirds of the quorum present at this meeting to hold an Executive Session and for the sole purpose of considering items (a) and (b) above. Provided further, that no adoption of any proposed policy, position, resolution, regulation, or formal action shall occur at this Executive Session. Item No. 3: PUBLIC NON-AGENDA ITEMS 5-Minute Time Limit) Item No. 4: COUNCIL UPDATES Town Council Item No. 5: CONSTRUCTION UPDATE (Time: 15 Minutes): ACTION REQUESTED OF COUNCIL: Two-week look ahead for construction activity. Jason Haber......................................................................Page 1 (TAB A) Item No. 6: TOWN HALL PROJECT BUDGET UPDATE, LANDSCAPING, CONTINGENCY, AND FF&E FUNDING REQUESTS Time: 30 Minutes): ACTION REQUESTED OF COUNCIL: To receive a budget update concerning the Town Hall Construction Project and consider a series of actions related to the Town Hall Project Budget, including new appropriations for landscaping, contingency, and FF&E. Jason Haber......................................................................Page 5 (TAB B) Item No. 7: KEARNS ROAD AND BRUSH CREEK ROAD UTILITIES (Time: 30 Minutes): ACTION REQUESTED OF COUNCIL: To consider a series of actions to fund and contract for utility installations, which were not previously budgeted for, but which are required to serve the Town Hall and Upper Draw Housing Project Sites. Jason Haber....................................................................Page 11 (TAB C) 06-18-07 T.C. Page 2 of 2 Item No. 8: CONTINUATION OF PUBLIC HEARING - SNOWMASS CENTER (Time: 45 Minutes): Request of amendment involving the preliminary plan application and modifications thereto for the proposed Snowmass Center redevelopment and expansion plan project. ACTION REQUESTED OF COUNCIL: Consideration of the applicant's request for amendment, then continue public hearing to November 19, 2007. Jim Wahlstrom................................................................Page 16 (TAB D) Item No. 9: CONTINUATION OF PUBLIC HEARING AND FIRST READING — SNOWMASS MOUNTAIN —ORDINANCE NO. 08, SERIES OF 2007 Time: 45 Minutes): Consideration of a minor planned unit development (PUD) amendment proposing extension of the deadline to complete the Sam's Knob replacement restaurant. ACTION REQUESTED OF COUNCIL: Approve, modify as needed, or deny the first reading of the ordinance. Jim Wahlstrom.................................................................Page 20 (TAB E) Item No. 10: FIRST READING— BASE VILLAGE MINOR PUD AMENDMENT HOTEL SITE) — ORDINANCE NO. 09, SERIES OF 2007 (Time: 2 Hours): An ordinance considering a minor PUD amendment to waive condition No. 07 of ordinance No. 21, series of 2004, Base Village PUD. ACTION REQUESTED OF COUNCIL: Consideration of granting first reading approval. Chris Conrad...................................................................Page 37 (TAB F) Item No. 11: MANAGER'S REPORT........................................................Page 55 (TAB G) Community survey discussion Colorado Municipal League Transportation Item No. 12: COUNCIL COMMENTS/COMMITTEE REPORTS/CALENDARS..Page 66 (TAB H) Item No. 13: ADJOURNMENT NOTE: Total time estimated for meeting: 4 hours & 45 minutes (excluding items 1-4 and 11-13) ALL ITEMS AND TIMES ARE TENTATIVE AND SUBJECT TO CHANGE WITHOUT FURTHER NOTICE. PLEASE CALL THE OFFICE OF THE TOWN CLERK AT 923-3777 ON THE DAY OF THE MEETING FOR ANY AGENDA CHANGES. PLEASE JOIN TOWN COUNCIL FOR A SOCIAL AT TASTER'S AFTER TONIGHT'S MEETING. MEMORANDUM TO: Snowmass Village Town Council FROM: Jason Haber, Economic Resource Director DATE: June 18, 2007 SUBJECT: CONSTRUCTION UPDATE I. PURPOSE AND ACTIONS REQUESTED OF COUNCIL A. Receive Construction Update, includina: 1. Construction Coordinator's Weekly Report (attached) 2. Right of Way Impacts (attached) II. DISCUSION ITEMS 1. Chili Pepper and Brew Fest—Construction coordination efforts and collaborative problem-solving among Town Transportation staff, Marketing and Special Events staff, RFTA, and the development/contractor community resulted in the provision of a one- lane paved surface down Carriage Way Road to accommodate RFTA connections between Aspen and the Snowmass Mall during the event. The Town's Public Works staff and our Entryway contractors were also successful in opening Brush Creek Road at the Entryway prior to the event. 2. General Construction Issues— Recent complaints have centered on a few issues, including: a. Construction worker parking on private property, or in numbered parking lots. This issue has been resolved. b. Mud and dust on roads. Tracking pads and wash stations continue to be monitored and maintained, water trucks and sweepers have been deployed on a regular basis. Mud tracking after rain and snow events continues to present a challenge to the upkeep of Town roadways. c. Resident access to Upper Lichenhearth parking area. This issue has been resolved. d. Dust Migration — heavy winds have created large dust clouds coming off of the Base Village, Entryway, and Town Hall project sites. Project managers are being engaged to explore effective means to minimize these events. III. NEXT STEPS Staff will continue to provide a Construction Update at each Council Meeting. CONSTRUCTION COORDINATION WEEKLY REPORT # 13 Ending 06/09/07 Construction Activity Entryway Brush Creek Road/ Seven Star Brush Creek Rd was opened to traffic from the roundabout to Owl Creek Rd. on Friday at 3:00 P.M. Steel plates were placed over the concrete sidewalk near the transit center to protect the concrete form over loading until it reaches designed strength. The detour through the seven star area and will remain in place through the month of June. AEM grades the temporary road twice a day. I have not received complaints regarding this site this week. Employee Housing They completed installing waterline and foundation drain in the upper portion of the Bronco Ln. alignment. They continue to install sanitary sewer from where they left off last fall. No complaints were received regarding this site. Town Hall Ongoing construction activity within project limits. I did not receive any complaints regarding this site. Base Village Lower Carriage Way: The Chille Pepper Rd. was in place by Friday afternoon. However, it required some redesign after a few test runs were made with the RFTA bus. The road was operational by 5:00 P.M. Haul trucks and construction vehicles are the only traffic allowed in the area. PCL/Gould have requested longer working hours in an effort to get there work completed as scheduled at the end of August. At this time they feel they are approx 10 days behind schedule. I did not receive complaints regarding this area this week. Wood Road: PCL has a street sweeper on site running up and down Wood Road to assist the street cleaner in cleaning mud from the road. I did not receive complaints regarding mud on the road this week. Traffic control is in place daily. Brush Creek Bridge: Traffic control is in place daily. Stops are used to allow trucks on and off the site and when equipment or machinery is being delivered. The water line work that needs to cross Brush Creek Rd. has been delayed do to a conflict with the location of the existing 14"water line. The water line work in Brush Creek Rd. below lower Kearns has also been delayed do to a design change and the lead time it will take to get materials. This project also has stated that they are a few days behind schedule. I did not receive any complaints regarding this site this week. Crestwood No site visits. The work at the Crestwood's will be on site and not affecting ROW. I did not receive any complaints regarding this site this week. Woodrun Place I drove Wood road past the site every day. Hauling material off the site has been minimal. I did not receive any complaints regarding this site this week. SVWS / Gould They continue to replace water line up Carriage Way. And Sanitary sewer down Tamarack Circle. Gould feels they are on track to complete their work as scheduled. I have received complaints from the Tamarack Condo property manager regarding water service shut downs to their units. After speaking to SWSD they have had no reason to shut off water the Tamarack units. At this time we are still looking for information as to why the water service to these units is having occasional interruptions. Traffic Control I am in contact with the TCS daily. I have not received any complaints regarding traffic control this past week. Complaints: RIGHT OF WAY IMPACTS - JUNE 17TH —JUNE 30TH Entryway Brush Creek Road Below the Entryway Roundabout: Temporary road realignment will continue through June 25th. Curb and gutter work will begin on June 18th and continue until the new road is paved on June 22nd and June 23`d. As soon as the road paving is complete, Brush Creek Road will be open approximately on June 25th Brush Creek Road at Rodeo Transit Depot Crossing: Steel plates will remain in place to protect new concrete crosswalks until concrete design strength is attained. Rodeo Place Homes Expect on-site construction activity. No road impacts are anticipated. Town Hall Upper Kearns Road will be closed for utility installations July 9th through mid-August. The only access in and out of the Snowmass Center will be from the Lower Kearns Road Entrance during this time. Expect ongoing construction activity within project limits. Base Village and Brush Creek Bridge Projects Wood Road between Enclave and Crestwood: A one-lane closure will be in place through June 29th. Temporary traffic signals and concrete barriers will be installed for 24-hour traffic control from just above the Enclave driveway to just below the Crestwood driveway. Brush Creek Road (Below Wood Road, in front of the Service Station): Periodic one-lane closures are expected to be in place June 18th—June 28th, however, two-way traffic will be maintained whenever possible. These closures will be implemented on an as needed basis, and are not expected to be in place all day everyday. Lower Carriage Way: Lower Carriage Way remains closed to traffic through June 28th. From June 29th through September, Lower Carriage Way road will be open to one-way downhill traffic. Wood Road at Lower Carriage Way Intersection: A one-lane closure will be in place June 21'-June 22"d Sinclair Meadows Employee Housing Work on Sinclair Meadows begins this week; expect periodic right of way impacts on Owl Creek Road between the Little Red School House and Fawn Court. Developers are building an access road to the project site from Owl Creek Road. Woodrun Place June 18th - June 20th there will be periodic one lane stops in front of Woodrun Place development. NOTE: Traffic control will be coordinated at all times to ensure that vehicles are not stopped at more than two locations while traveling throughout the Village. NOTE: The Base Village project is authorized to work until 8:00 pm for the remainder of the month, due to preparing Lower Carriage Way to open on June 28th at 5:30 pm for one-way downhill traffic. The Town of Snowmass Village welcomes the MedStudy Corporation June 6th —June 17`h The Town's Parrot Head Block Party is scheduled for Saturday, June 23`d. The Challenge Aspen benefit concert is scheduled for Monday evening, June 25`h. The Town welcomes the Colorado Municipal League Annual Conference June 26th —June 291h. The Town's Fanny Hill Summer Music Series kicks off on Thursday, June 28th MEMORANDUM TO: Snowmass Village Town Council FROM: Jason Haber, Economic Resource Director DATE: June 18, 2007 SUBJECT: TOWN HALL PROJECT BUDGET UPDATE, LANDSCAPING, CONTINGENCY, AND FF&E FUNDING REQUESTS I.PURPOSE AND ACTIONS REQUESTED OF COUNCIL: To receive a budget update concerning the Town Hall Construction Project and consider a series of actions related to the Town Hall Project Budget, including new appropriations for landscaping, contingency, and FF&E. II. BACKGROUND A. On October 23, 2006, Council appropriated $8,985,000 for the Snowmass Village Town Hall Project ($7,890,000 to be financed with the issuance of Certificates of Participation; $1,095,000 General Fund); B. The Town executed a Stipulated Sum Contract in the amount of $7,889,972 with R.A. Nelson & Associates, for construction of the Town Hall Project. C. The Project is now approximately 50% complete. III. DISCUSSION A. Project Budget - October 23, 2006 On October 23, 2006, and as shown below, staff outlined the anticipated Town Hall Project Budget: Funding Sources General Fund 1,095,000 COP 7,890,000 Total Funding Sources: $8,985,000 Proiect Costs Design/Soft Costs 629,885 RA Nelson Contract 7,890,000 Other Project Costs 239,438 WestPac's Cost for Snowmelted Access Road 120,000)U rade Owner's Contingency (5%) 394,500 Technology Design / Equipment Allowance 60,000 Estimated Project Costs: $9,093,823 Estimated Budget Deficit. ($108,823) Given the Estimated Budget Deficit of $108,823, staff indicated that additional appropriations would be required to eliminate the anticipated funding shortfall. The Excise Tax and RETT Funds were identified as potential funding sources for certain project costs. Staff's recommendation to use these funds was consistent with the Town's budget philosophy of applying expenditures, where appropriate, to the most "restricted" funds first. Additional project funding appropriations were deferred to be addressed at a later date. B. Project Budget - June 18, 2007 The following table outlines the Project's current budget status: Funding Sources General Fund 1,095,000 COP (including earned interest) 7,928,000 Total Funding Sources: $9,023,000 Proiect Costs Design/Soft Costs JZE 708 RA Nelson Contract 7,889.972 RA Nelson Contract Change Orders 198,166 Approved, Pending, & Pro'ected Other Project Costs Jag§ 020 WestPac Cost for Snowmelted Access Rd. 130 000 Remaining Owner's Contingency 22 957 Technology Design and Equipment 60 000 Total Project Costs: $9,093,823 Estimated Budget Deficit.70,823) As noted, the Estimated Budget Deficit has been reduced from $108,823 to 70,823. This change is due to the increase in Funding Sources attributable to interest earned on the Certificates of Participation. Project Cost increases incurred to date have been applied to the Owner's Contingency. These increases are comprised of several items, including contract change orders, additional design fees, unanticipated professional services, contract allowance overages, and potential costs of delay. Including actual costs to date, as well as a projection of currently anticipated contingency costs, the Owner's Contingency is now estimated to have $22,957 in remaining funds available. However, when the Estimated Budget Deficit is factored in (carrying over from the October 2006 Project Budget), the overall Project Budget has a negative balance of (-$70,823). C. Town Hall Landscaping — RETT Fund Staff recommends that Council appropriate $113,000 from the RETT Fund to pay for Town Hall landscaping costs. By freeing up other funds in the Project Budget, this appropriation will eliminate the Estimated Budget Deficit of $70,823, and will bring the Remaining Owner's Contingency up to a total of $65,134. Landscaping of Town-owned property is an appropriate use of RETT funds, and again, this approach would be most consistent with the Town's adopted budget philosophy of using our most "restricted" funds first. D. Supplemental Owner's Contingency— General Fund As noted above, if RETT Funds are used to pay for Town Hall landscaping costs, the Remaining Owner's Contingency would be increased to $65,134. Considering that the project is only 50% complete, staff is recommending that Council authorize the Town Manager to establish a Supplemental Contingency Allowance from the General Fund, in an amount not to exceed $150,000. This authorization would bring the Owner's Contingency allowance to $215,134, or 5% of the remaining Construction Budget. Furthermore, in combination with the Owner's Contingency spent to date, this authorization would bring the total contingency amount more in line with the industry standard at 7% of the Project's Total Construction Budget. E. FF&E - Telephone & Data Wiring - General Fund Given that the Town Hall is progressing rapidly towards completion, staff has begun to evaluate the facility's needs for furniture, fixtures, and equipment (FF&E). At this stage of construction, while the walls are open and accessible, it is necessary to contract for the installation of wiring for telephone and data communications, which was never considered to be part of the base Project Budget. As such, staff is recommending that Council appropriate $85,000 from the General Fund to pay for the first of several future FF&E funding requests. As staff continues to develop a better picture of the building's FF&E needs, we will be returning to Council in request of additional appropriations toward these additional unfunded costs. F. Snowmass Center Developer Payment On October 23, 2006, it was noted that staff had received a verbal commitment from Pat Smith of WestPac Investments (WestPac) and Brush Creek Capital Holdings (BCCH) to contribute up to $120,000 toward the cost of the Town Hall Access Road. This amount represented the incremental cost increase of building a snowmelted road versus a basic asphalt road. The need for snowmelted access to Town Hall was partially driven by the grading plan proposed for the Snowmass Center Redevelopment Project. As such, $120,000 was shown as a reduction of the Project Costs. However, staff is currently recommending that Council direct the Town Manager to pursue payment from the Snowmass Center Developer in the amount of $130,000, in order to pay for the design and construction of a snow-melted Town Hall Access Road, as well as for 50% of the site redesign and regrading associated therewith. Project Budget Summary With Approval of If No New Appropriations Recommended Funding Other Funding Appropriations Total Project 9093 9TotalProject General Fund Costs: 823 Costs: 093,823 Appropriation If Developer Declines Current request for Payment Funding 9,023,000 Current Funding $9,023,000 Related to Snowmelted Available: Available: Access Road Costs RETT Fund Appropriation: 113,000 130,000 Estimated General Fund - Budget 70,823) Contingency 150,000 Shortfall: Authorization: Remaining General Fund FF&E Owner's 22,957 Total Funding 9 286,000 Appropriation for Contingency: Available: Tele/Data Wiring 85,000 Estimated 0BudgetShortfall: New Owner's 215,134Contingency: IV. STAFF RECOMMENDATIONS That Council: Appropriate $113,000 from the RETT Fund to pay for Town Hall landscaping costs. Authorize the Town Manager to establish a Supplemental Owner's Contingency from the General Fund, in an amount not to exceed $150,000. Appropriate $85,000 from the General Fund to pay for FF&E related to telephone and data communications wiring. Direct the Town Manager to pursue payment from the Snowmass Center Developer in the amount of $130,000. MEMORANDUM TO: Snowmass Village Town Council FROM: Jason Haber, Economic Resource Director DATE: June 18, 2007 SUBJECT: KEARNS ROAD AND BRUSH CREEK ROAD UTILITIES I. PURPOSE AND ACTIONS REQUESTED OF COUNCIL: To consider a series of required actions to fund and contract for utility installations, which were not previously budgeted-for, but which are required to serve the Town Hall and Upper Draw Housing Project Sites. 11. DISCUSSION On April 2, 2007, Council received a Town Hall Construction Update, which indicated that staff was addressing unanticipated and unfunded costs associated with utility installations in Brush Creek Road and in Upper Kearns Road. BRUSH CREEK ROAD UTILITIES Related/WestPac is currently in the process of extending utilities across Brush Creek Road as part of Shaw Construction's Brush Creek Bridge contract. These utilities will primarily serve the future Roundabout, and Base Village Projects. However, the storm sewer component of this project has been sized, and is being installed, as necessary to accommodate storm flows coming from the Roundabout, as well as from the Town Hall and Upper Draw Housing sites. Although we have not received final pricing for this work, staff anticipates that the Town's proportionate cost-share for this work will not exceed $45,000. UPPER KEARNS ROAD UTILITIES With the continuing delay of the Snowmass Center Redevelopment Project, as well as of the Brush Creek Road /Wood Road Roundabout Project, the Town undertook the design of utility installations in Upper Kearns Road, which are required at this time, in order to serve the Town Hall Project. As a condition of approval from the Snowmass Water and Sanitation District anticipating future development activity, and to avoid future redesigns and utility installations), the utilities were designed to accommodate the Town Hall Project, the future Upper Draw Housing Project, the Snowmass Center Redevelopment Project, and the Brush Creek Rd. /Wood Rd. Roundabout Project. Due to the progress being made on the Town Hall Project, and its impending completion, it is incumbent upon the Town to now contract for this work. Plans have been completed by Schme user-Go rdon-Meyer and approved by the Snowmass Water and Sanitation District, and we have received competitive proposals from two subcontractors to perform the work. In the interest of maintaining a high level of coordination with the Town Hall Project, this work is proposed to be completed as a change order under R.A. Nelson's Town Hall Construction Contract. As such, R.A Nelson has submitted Change Order No. 00026, in the amount of$336,073, which includes Aspen Earthmoving's low-bid subcontract proposal to complete the work. Schmeuser Gordon Meyer's (SGM) fees have been estimated in an amount not to exceed $10,000 for construction staking, as-built surveying, and project administration services. Staff is recommending that Council also establish a Contingency Allowance of 34,607 (10%) for unanticipated costs associated with both R.A. Nelson's and SGM 's work. As such, the total funding needed for the Upper Kearns Road Utility Project is $380,680. UPPER KEARNS ROAD COST-SHARING OPTIONS Given that the Upper Kearns Road Utility Project will benefit both public and private (current and future) development projects, it is appropriate to negotiate a cost-sharing agreement to spread the project costs among those entities benefiting from its completion. At present, the two entities benefiting from the project are the Town and Related/WestPac (the Snowmass Center Developer). A detailed analysis identifying the specific project components and which development projects they serve, indicates a cost-sharing split of 31% (Town) and 69% (Related/WestPac). These ratios would apply to a division of all costs associated with the project, including design, construction, and administrative services. SGM's design work, which included a substantial amount of coordination among the Snowmass Center Redevelopment Project and Roundabout Project design teams, was completed for approximately $10,700. As noted above, construction and administration costs are estimated at $380,680, bringing the total project cost to $391,380. Using the ratios proposed above, the Town's cost-share (31%) would be approximately $121,328, while Related/WestPac's share (69%) would be 270,052. Staff is requesting direction from Council with respect to a preferred approach to recovering the developer's share of these costs. o Option A— TOSV pays all costs to fund the project. Developer pays market value of proportionate cost share upon receiving land-use approval for the Snowmass Center Redevelopment Project, as such value is determined (with interest and escalation) at the time of said approval. In this option, the Town carries most of the risk in the form of a $270,052 appropriation from the General Fund, which would be required to temporarily finance the developer's share of these costs. The Town would have to carry this balance and forego any potential interest earnings until reimbursement is received. o Option B —TOSV and developer each pay their proportionate cost share to fund the project up front. In this option, the developer would carry most of the risk, in that their payment would be made with no guarantees or commitments of reimbursement in the event that the Snowmass Center Redevelopment Project is denied, or does not receive an approval that is acceptable to the developer. The Town's budget appropriations would be limited to the Town's share of the project costs, which are discussed in more detail below. INTERNAL TOWN FUNDING OPTIONS Given that the Upper Kearns Road and Brush Creek Road Utility Projects have been designed to serve both the Town Hall Project and the Upper Draw Housing Project, staff is recommending that Council appropriate funds from the General Fund and Excise Tax Fund to cover the Town's combined share of the project costs. 121,328 (Upper Kearns Rd. Utilities) 45,000 Brush Creek Rd. Utilities) 166,328 (Total TOSV Cost-Share) Although a cost-sharing formula based upon comparative usage rates would indicate that a higher percentage of cost should be applied to the Upper Draw Housing Project (approx. 75%), the uncertainty regarding the actual scope of the Upper Draw Housing Project leads staff to suggest that a 50% cost-share would be the most equitable arrangement. 83,164 General Fund) 83.164 Excise Tax Fund) 166,328 (Total TOSV Cost-Share) This approach equitably applies appropriate costs to the Excise Tax Fund, and would be most consistent with the Town's budget philosophy of applying expenditures, where appropriate, to the most "restricted" funds first. Option A Option B Town pays all costs up front with future reimbursement by (Town and Developer each pay theirProjectBudgetSummarySnowmassCenterDeveloper for proportionate cost-share proportionate cost-share upfront) plus interest and escalation) TOSV Funding Total: 436,380 166,328 Recommended TOSV Funding Sources: General Fund 83,164 83,164 Excise Tax Fund 83,164 83,164 Unappropriated 270,052 0Reserve Developer Fundin : 0 270,052 III. STAFF RECOMMENDATIONS That Council: A. Authorize the Town Manager to execute a cost-sharing agreement with Related/WestPac RM/) for TOSV costs not to exceed $45,000 for the Town's proportionate share of utilities being installed as part of the Brush Creek Road Utility Project. B. Authorize the Town Manager to accept a proposal in an amount not to exceed $336,073 from R.A. Nelson and Aspen Earthmoving for the Upper Kearns Road Utility Project. C. Authorize the Town Manager to accept a proposal in an amount not to exceed $10,000 from Schmeuser Gordon Meyer for construction staking, as-built surveying, and project administration services for the Upper Kearns Road Utility Project. D. Authorize the Town Manager to establish a 10% Contingency Allowance in an amount not to exceed $34,607 to cover unanticipated costs associated with'the Upper Kearns Road Utility Project. E. Identify Option B as Council's preferred cost-sharing approach for the Upper Kearns Road Utility Project, and authorize the Town Manager to pursue payment from the Snowmass Center Developer in the amount of$270,052, and to execute a cost-sharing agreement consistent with the terms and approach described above. Note that in the event the Developer does not agree to this approach, the Town would default to Option A, and would carry the extra $270,052 of Project Costs until an appropriate reimbursement can be exacted from the Developer. F. Appropriate $83,164 from the Excise Tax Fund and $83,164 from the General Fund to pay for the Town's proportionate share of the Brush Creek Road and Upper Kearns Road Utility Projects. MEMORANDUM TO: Snowmass Village Town Council FROM: Planning Department DATE: June 18, 2007 SUBJECT: CONTINUATION OF PUBLIC HEARING - SNOWMASS CENTER: REQUEST OF AMENDMENT INVOLVING THE PRELIMINARY PLAN APPLICATION AND MODIFICATIONS THERETO FOR THE PROPOSED SNOWMASS CENTER REDEVELOPMENT AND EXPANSION PLAN PROJECT. This particular item involves a Preliminary Plan application review, pursuant to Municipal Code Section 16A-5-340, Preliminary Plan, for the proposed Snowmass Center redevelopment and expansion project. The current request for amendment, if eventually accepted later, would be considered the fourth amendment to the Preliminary Plan application. The project was recently reviewed as the third amendment to the previous Preliminary Plan submission, which proposed the expansion and redevelopment of the Snowmass Center involving 85,002 square feet of commercial and office space, 51 free-market units and 31 employee housing units located approximately 150 feet north of Brush Creek Road and between Upper and Lower Kearns Roads on Parcels A and B, the existing Snowmass Center Parcel A Replat, and Parcels F, G and I of the Faraway Ranch Subdivision (Parcel plat). Staff's understanding is that the third amendment superceded the first amendment involving the gondola alignment, the pedestrian woodbridge replacement/relocation, and the proposed subdivision exemption for a lot line adjustment. The Brush Creek Estates single-family area, located on Parcels H and H-1 of the same subdivision behind and to the north of the Woodbridge Condominiums property, was previously part of the project as the second Amendment to the original Preliminary Plan filing. Applicant: Brush Creek Capital Holdings, LLC Owner Representative: Pat Smith Planner: Jim Wahlstrom, Senior Planner I. PURPOSE AND ACTIONS REQUESTED OF COUNCIL: The purpose of the meeting would be to overview the Applicant's request of amendment and determine whether or not the request might be able to proceed to a formal application amendment submission for possible acceptance later versus determining whether to accept at this time as an amendment to the application. The separate handout of the amendment request was purposely I prepared in a conceptual, illustrative type manner as a means to obtain input from the Council as to whether the Applicant might be able to proceed in preparing a formal fourth amendment to their application. Staff understanding's per the Applicant's letter dated June 7, 2007 in the supplemental packet information is that the formal fourth Amendment would be submitted in late October 2007, estimated. II. SUMMARY OF DESCRIPTION OF PROJECT. The request of,amendment generally involves: Incorporating the properties in front of the Center as part of the redevelopment (e.g., Alpine Bank and service station sites); Relocation of the Alpine Bank building (involving an intended land exchange) and other access points, including lower Kearns Road to accommodate a new service/filling station site; Inclusion of a private commercial streetscape/"main street" type design with limited short-term parking and shuttle stops to directly serve more of the commercial space on the same level; Rearrangement of the parking levels, including the public and service accesses, with separate parking areas/levels for the restricted housing, free- market accommodations, and the commercial uses. The majority of the underground parking is intended to be placed at the same level as the associated commercial space on the "main street" level; Changing of the hotel program together with more HOT beds, as described by the Applicant, with associated lock-offs and fractional units; The request of amendment does not include the specific unit mix program; The addition of more amenity spaces within the hotel to include two restaurants, the addition of conference space, and a spa available to the public; Modifying the hotel the building arrangements on the site into a larger structural footprints, including double-loaded interior corridors; Relocation of the employee housing from the mixed-use superstructure into separate new buildings together with more units on the eastern hillside next to Woodbridge Condominiums; and Relocation on a temporary basis of the businesses in the Center to elsewhere in the community prior to construction. III. BACKGROUND As a matter of information and reference, the recent Snowmass Center expansion and redevelopment that was under review, as the third amendment to the original submission of the Preliminary Plan application, more specifically involved the proposed development of: 85,002 square feet of commercial of office space (73,811 square feet leasable); A residential club of 150,848 square feet involving 51 free-market units; Residential club facilities and amenities containing 49,027 square feet; 31 restricted affordable housing units containing 19,433 square feet (12,985 square feet as mitigation); 2 Surface and underground parking facilities holding 410 spaces The application proposed variations from buildout designations, building heights, development on 30% slopes, development within the Brush Creek impact area, and an alternative/shared parking plan. The first amendment to the application involved changes to the aerial connection, the replacement and relocation of the pedestrian wood bridge, and a subdivision exemption for a lot line adjustment, which were previously reviewed in 2006. The second amendment involved the Brush Creek Estates project involved a proposal for four single family lots with house sizes ranging from 5,000 to 5,500 square feet, located on Parcels H and H-1 of the Faraway Ranch Subdivision parcel plat), which was also previously reviewed in 2006, but not acted upon yet. See the staff report dated May 21, 2007 for a comprehensive list of the processes and decisions involved since the inception of the project in 2001. IV. APPLICABLE REGULATIONS The following Municipal Code sections will need to be considered once a formal fourth amendment is submitted to the Council for possible acceptance: Section 16A-5-340(k), Amendments, of the Municipal Code, states: "If an applicant wishes to amend a submission after a Planning Commission recommendation thereon, such request shall be made in writing and presented to the Town Council during the public hearing. The Town Council shall consider and make a determination as to whether the changes alter the nature of the project from that described in the original submission to such an extent that: 1) The amendment should not be allowed; 2) The amendment should be allowed, but the Planning Commission should have an opportunity to review the amendment and make a recommendation thereon; or 3) The amendment should not be allowed, and the application should proceed without additional hearings or consideration thereof. If the amendment is not allowed, the Town Council shall continue to consider the application without amendment in accordance with the provision of this Section. If an additional Planning Commission is to be made, the Town Council may, at its discretion, table the application until it has received the Planning Commission's recommendation on the amendment. Section 16A-5-340(1), Remand, of the Municipal Code, states: "An application may also be remanded to the Planning Commission when the Town Council determines that the application has otherwise been altered in a significant manner following the Planning Commission's action on the Preliminary PUD. The Town Council shall table the application until it has received the Planning Commission's recommendation on the changes. 3 Municipal Code review criteria which regulate the review and approval of Preliminary Plan applications include the "Purpose" and the "Review and intent issues" or questions outlined in Municipal Code Section 16A-5-340, the General Restrictions outlined in Section 16A-5-300(c), and the Review Standards listed in 16A-5-310, which also includes reference to Article IV, Development Evaluation Standards, of the Land Use and Development Code. V. DISCUSION ITEMS: ALTERNATIVES AND IMPLICATIONS Staff does not have any observations or comments to offer concerning the conceptual request for amendment, because it would be premature to judge the request until a formal comprehensive application amendment has been submitted for review to determine completeness prior to referral of such application. VI. OTHER HEADINGS RELATED TO THE TOPICS See the separate handout of the Applicant's "Request of Amendment" booklet dated June 7, 2007. VII. SUMMARY OF STAFF RECOMMENDATIONS AND FINDINGS Staff has no recommendations to offer at this point concerning the request for amendment since the intended application amendment has yet to be formally submitted and accepted by the Council for referral and review purposes. If Council finds that the conceptual request for amendment and drawings should be refined or enhanced to a level of detail in efforts to proceed as a formal fourth amendment, then Staff recommends that the public hearing be continued to November 19, 2007 to allow Staff the opportunity to determine whether the formal amendment application is complete, if submitted in late October 2007 as anticipated by the Applicant. VIII. NEXT STEPS Next Steps include: Continuing the public hearing to a date certain; and At the subsequent hearing date, make a determination whether to formally accept another formal amendment to the application, once such application has been determined complete for referral and review purposes. 4 MEMORANDUM TO: Snowmass Village Town Council FROM: Planning Department DATE: June 18, 2007 SUBJECT: CONTINUATION OF PUBLIC HEARING AND FIRST READING — SNOWMASS MOUNTAIN — ORDINANCE NO. 8, SERIES OF 2007 — CONSIDERATION OF A MINOR PLANNED UNIT DEVELOPMENT PUD) AMENDMENT PROPOSING EXTENSION OF THE DEADLINE TO COMPLETE THE SAM'S KNOB REPLACEMENT RESTAURANT This particular application is a Minor PUD Amendment to the Snowmass Mountain Amendment pursuant to Section 16A-5-390, Amendment of final PUD, of the Town of Snowmass Village Land Use and Development Code, to request a one year extension of the deadline to complete the Sam's Knob replacement restaurant, located on the summit of Sam's Knob on Snowmass Mountain (reference metes and bounds legal description of the property in Ordinance No. 2, Series of 2005 Ordinance 2"), as needed). See Attachment 1 for the public hearing notice. Applicant: Aspen Skiing Company Project Manager/Planner: Chris Kiley Company Planning Director: David Corbin Planner: Jim Wahlstrom, Senior Planner I. PURPOSE AND ACTIONS REQUESTED OF COUNCIL: The purpose of the meeting would be to consider and take action upon the first reading of the attached Ordinance No. 8, Series of 2005, as may be amended at the meeting together with the supplemental materials provided by the Applicant in response to the Council concerns expressed at the meeting on May 21, 2007. II. SUMMARY OF DESCRIPTION OF PROJECT. The attached ordinance would document the Applicant's proposed amendment to the Final PUD of 2004 to extend the completion date of the Sam's Knob replacement restaurant by one year. Exhibit "A" of the ordinance provides the Applicant's description and justification for the proposed change. Also reference the latest letter dated May 14, 2007 from the Applicant (Attachment 2). 1 III. BACKGROUND Why and how did project inception process start: During the review of the Snowmass Mountain Amendment in 2004/05, the Applicant committed in writing to complete the construction of the replacement restaurant no later than the 2007/08 winter season. Such agreement was documented as a condition in Ordinance 2 and as a standard in the accompanying PUD Guide; The PUD Guide in Ordinance 2 required the submittal of a Special Review application of the proposed restaurant replacement project for review by the Town; On January 24, 2007, the Applicant submitted a Special Review application for the proposed Sam's Knob replacement restaurant to the Town; The Planning Commission reviewed the Special Review application at meetings held on March 7 and 21, 2007; On March 21, 2007, the Planning Commission acted upon Resolution No. 5, Series of 2007, which provided recommendations to the Town Council on the Special Review application for the new restaurant. This resolution was provided to Town Council at the initial hearing for the Special Review application on April 16, 2007; On April 9, 2007, during the time Staff was preparing a report to Council on the Special Review application for the initial hearing on April 16, 2007, the Applicant submitted a letter requesting continuance of the Town Council public hearing until August 2007 together with a second, separate request to extend the deadline for constructing the restaurant by one year; At the initial public hearing before the Town Council on April 16, 2007, the Council considered the two requests by the Applicant for continuance of the hearing and extension of the deadline, the results being that the Town Council tabled a motion to consider the Applicant's request to continue the Special Review public hearing to August 2007 and instead continued the public hearing in the interim to May 21, 2007 for the purpose of developing a list that outlined past-due Applicant commitments or obligations together with a slate of possible remedies or mitigation for such outstanding matters. This matters is being dealt with separately; After the Council meeting on April 16, 2007, the Applicant was instructed by Town Staff that an amendment to the Final PUD via Ordinance No. 2, Series of 2005, including the PUD Guide, needed to be submitted to formally request modification to the ordinance condition and PUD Guide standard requiring the completion of the Sam's Knob replacement restaurant by the 2007/08 winter season; The Minor PUD Amendment, as generally described in Exhibit "A" of the attached Ordinance No. 8, Series of 2007, was submitted by the Applicant on April 19, 2007, deemed complete for referral purposes as of April 26, 2007, and referred to applicable Town Staff and the Planning Commission as of April 27, 2007; On May 2, 2007, the Planning Commission reviewed the proposed Minor PUD Amendment and passed Resolution No. 7, Series of 2007 (reference the May 21, 2007 report for as needed), which provided recommendations to the Town Council that included suggestions for an expeditious review of the application, giving priority basis to the application, and not penalizing the applicant for such a delay considering that the Applicant needs to obtain approval from two jurisdictions and their desire to obtain LEED certification (Leadership in Energy and Environmental Design); The Minor PUD Amendment was scheduled for separate consideration from the accompanying Special Review application at the May 21, 2007 Council meeting; At the May 21, 2007 meeting, Council motioned Ordinance No. 8, Series of 2007, for the Minor PUD Amendment but did not take action upon such ordinance due to concerns expressed by the Council at the meeting; The public hearing for this item 2 was continued to June 18, 2007; However, the accompanying Special Review public hearing for the new restaurant project was continued to the August 6, 2007 meeting with the understanding that the Applicant would provide an update of the progress of the project at the meeting on June 18, 2007. IV. APPLICABLE REGULATIONS Municipal Code review criteria which regulate the review and approval of Minor PUD Amendment include Municipal Code Section 16A-5-390(3), Review Standards, including reference to the General Restrictions outlined in Section 16A-5-300(c), and the Review Standards listed in Section 16A-5-310, which also includes reference to Article IV, Development Evaluation Standards, of the Land Use and Development Code. V. DISCUSION ITEMS: ALTERNATIVES AND IMPLICATIONS O tpioni: Approve the one-year extension for completing the restaurant. Pros: Applicant might be better able to complete the needed or desired approvals with the Town, the United States Forest Service (USFS) and possible LEED certification plus complete their coordination of final design drawings and the preparation of construction plans in a manageable fashion. Cons: Lack of a replacement restaurant on Sam's Knob for another year, making it three versus two years without a restaurant at that location. Option 2: Deny the one-year extension for completing the restaurant. Pros: Considering the Applicant's stated status of preparing for a possible application amendment and subsequent construction related constraints, such a denial might require the Applicant to construct the project in its current form and likely require the Applicant and Town to significantly rush the review and processing of the current accompanying Special Review application. At this point in the year, Staff does not believes the Applicant can build the project for next season. Cons: Considering the Applicant's stated constrained schedule status of preparing for a possible application amendment and subsequent construction coordination, such a denial might mean that the Applicant may not meet the deadline for constructing the restaurant this year anyway, which is probably the case since Council still needs to review the Special Review application for the new restaurant project. Option 3: With or in consideration of the above options, review whether the Applicant's latest proposal dated June 7, 2007 (Exhibit 'B' of the attached ordinance) for the planned interim facilities on Sam's Knob might be acceptable and that which relate proportionately with the deadline extension request. Pros: At this late stage in the planning and construction design process, a decision by Council at this meeting would likely assist the Applicant in preparing for the installation of the interim facilities on Sam's Knob since only six months away from intended completion date. Cons: Accepting such interim facilities without knowing the status of the intended restaurant project amendment might pose a risk to the Town, 3 especially if the Applicant is not able to obtain timely approvals from other affected jurisdictions. As requested by Council at the May 21, 2007, the Applicant plans to informally provide an update of their Special Review application amendment concerning the new restaurant project, but such information should not be considered as their formal application amendment at this time, especially since not submitted in time for the this packet. VI. OTHER HEADINGS RELATED TO THE TOPICS Attachments: Ordinance No. 8, Series of 2007 ("Ordinance 8"), with Exhibit "A" of the Applicant letter of description.and justification with a vicinity map, Exhibit "B" of the Applicant's proposed interim facilities on Sam's Knob, and Exhibit "C" of the Applicant's proposed time line schedule for completion of the new replacement restaurant. Separate handout: See the colored version of the Applicant's proposed interim facilities, to be Exhibit `B" of the ordinance. VII. SUMMARY OF STAFF RECOMMENDATIONS AND FINDINGS At this stage in the planning of the new restaurant project and with the spring season already here, Staff recommends approving the first reading of attached Ordinance 8, as may be amended at the meeting, granting the Applicant's request for an extension of the deadline by one year, with the conditions noted, to complete the replacement restaurant pursuant to the Minor PUD Amendment application. VIII. NEXT STEPS Next Steps include: Continue the public hearing to July 9, 2007 for purpose of considering action on the second reading of Ordinance 8, as may be amended at that meeting. 4 1 TOWN OF SNOWMASS VILLAGE 2 TOWN COUNCIL 3 4 ORDINANCE NO. 8 5 SERIES OF 2007 6 7 AN ORDINANCE APPROVING A MINOR PLANNED UNIT DEVELOPMENT (PUD) 8 AMENDMENT PROPOSING EXTENSION OF THE DEADLINE TO COMPLETE THE 9 SAM'S KNOB REPLACEMENT RESTAURANT. 10 I I WHEREAS, the Aspen Skiing Company ("Applicant") submitted a Special Review 12 application for the proposed Sam's Knob replacement restaurant located on Snowmass 13 Mountain as required pursuant to Ordinance No. 2, Series of 2005, on January 24, 2007; 14 and 15 16 WHEREAS, the Planning Commission acted upon Resolution No. 5, Series of 17 2007, at a public hearing on March 21, 2007 that provided recommendations to the 18 Town Council on the Special Review application for the new restaurant; and 19 20 WHEREAS, on April 9, 2007, the Applicant submitted a letter requesting 21 continuance of the initial Town Council public hearing on April 16, 2007 for the Special 22 Review application until August 2007 and a separate request to extend the deadline for 23 constructing the restaurant by one year; and 24 25 WHEREAS, at the initial public hearing before the Town Council on April 16, 26 2007, the Council considered the two requests by the Applicant for continuance of the 27 hearing and extension of the deadline, the results being that the Town Council tabled a 28 motion to consider the Applicant's request to continue the public hearing to August 2007 29 and instead continued the public hearing in the interim to May 21, 2007 until a list could 30 be developed that outlined past-due Applicant commitments or obligations together with 31 a slate of possible remedies or mitigation for such outstanding matters; and 32 33 WHEREAS, the Applicant was instructed by Town Staff that an amendment to 34 the Final PUD via Ordinance No. 2, Series of 2005, including the PUD Guide, needed to 35 be submitted to formally request modification to the ordinance condition and PUD Guide 36 requiring the completion of the Sam's Knob replacement restaurant by the 2007/08 37 winter season; and 38 39 WHEREAS, the Minor PUD Amendment, as generally described in attached 40 Exhibit "A, was submitted by the Applicant on April 19, 2007, deemed complete for 41 referral purposes as of April 26, 2007, and referred to applicable Town Staff and the 42 Planning Commission as of April 27, 2007; and 43 44 WHEREAS, the Planning Commission acted upon Resolution No. 7, Series of 45 2007, at a public meeting held on May 2, 2007 that provided recommendations to the 46 Town Council on the Minor PUD Amendment proposing extension of the deadline for 47 completion of the Sam's Knob replacement restaurant; and 48 49 WHEREAS, the Town Council was scheduled to review the Minor PUD 50 Amendment application, consider the recommendations of Town Staff, and receive TC Ord 07-08 Page 2 of 4 51 public comment thereon at a public meeting held on May 21, 2007 and to take action 52 upon this ordinance; and 53 54 WHEREAS, the Minor PUD Amendment application was processed in 55 accordance with Section 16A-5-390 of the Municipal Code. 56 57 NOW, THEREFORE, BE IT ORDAINED by the Town Council of the Town of 58 Snowmass Village, as follows: 59 60 Section One: Findings. The Town Council finds that: 61 62 1) The Applicant submitted the application for the Minor PUD Amendment in 63 accordance with the provisions of the Municipal Code. 64 65 2) The application provided the "Minimum Contents" required pursuant to Sections 66 16A-5-220 and 230, and included appropriate materials in sufficient detail to 67 deem the application complete for initial review. 68 69 3) All public hearing notification requirements, as specified within Section 16A-5- 70 60(b) of the Municipal Code, have been satisfied. 71 72 4) Pursuant to Condition #11 in Ordinance No. 2, Series of 2005, and restated in the 73 PUD Guide, it states: 'The Applicant shall install a replacement Sam's Knob 74 restaurant facility with a minimum of 125 indoor seats and an outdoor deck open 75 to the general public no later than the '07/'08 winter season, in accordance with 76 the review procedures outlined in the PUD Guide." This application represents in 77 an acceptable manner the Applicant's response to that condition. 78 79 5) Subject to addressing the recommendations in Section Three of this resolution, 80 the Minor PUD Amendment application, as more particularly described in 81 attached Exhibit "A," and incorporated herein by reference, is consistent with 82 Section 16A-5-390, Amendment of a Final PUD, of the Municipal Code, because: 83 84 a) The proposed Minor PUD Amendment remains consistent with the original 85 PUD in that a replacement restaurant is still proposed on Sam's Knob, albeit 86 proposed to be delayed; 87 b) The proposed amendment does not have a substantially adverse effect on 88 the neighborhood surrounding the land where the amendment is proposed, or 89 have a substantially adverse impact on the enjoyment of land abutting across 90 the subject property; 91 c) The proposed amendment would not change the basic character of the PUD 92 or surrounding areas; 93 d) The proposed amendment complies with the other applicable standards in 94 the Municipal Land Use and Development Code, Division 3, Planned Unit 95 Development, including but not limited to Section 16A-5-300(c), General 96 Restrictions, and Section 16A-5-310, Review Standards. 97 98 6) The Applicant satisfactorily provided at this time during a meeting on May 21, 2007 99 a time line, critical path chart or schedule of the replacement restaurant project to too document the approvals needed, deadlines and benchmarks, as further explained 101 in attached Exhibit "C" incorporated herein by reference. TC Ord 07-08 Page 3 of 4 102 103 7) The Town recognizes that the Applicant must obtain approval from the United 104 States Forest Service, which also has jurisdictional review and approval authority 105 for the project. 106 107 Section Two: Action. Pursuant to the findings stated in Section One of this resolution, 108 the Town Council approves the Minor PUD Amendment for the extension of the deadline 109 to construct the replacement Sam's Knob restaurant, subject to satisfactorily 110 implementing the conditions in Section Three of this ordinance. ill 112 Section Three: Conditions. The Town Council applies the following conditions to the 113 Minor PUD Amendment application: 114 115 1) Condition #11 in Ordinance No. 2, Series of 2005, and as reiterated in the PUD 116 Guide, shall be restated as follows: 117 118 The Applicant shall install a replacement Sam's Knob restaurant facility 119 with a minimum of 125 indoor seats and an outdoor deck open to the 120 general public no later than the 08/09 winter season, in accordance with 121 the review procedures outlined in the PUD Guide." 122 123 2) The Applicant shall install temporary warming/dining facilities for the 07/08 winter 124 season on Sam's Knob. Such facilities shall consist of one to two 24' x 30' diameter 125 yurts containing an interior serving area, woodstove and seating with a total 126 outdoor/indoor seating capacity of approximately 60 people during the holiday and 127 peak season between December 20, 2007 and March 27, 2008, as further 128 described and illustrated in attached Exhibit`B" incorporated herein by reference. 129 13o 3) The Applicant shall rearrange or improve the location as needed of the temporary 131 sanitary facilities on Sam's Knob in relation to the other interim facilities and 132 relocate the cookie shack for the purpose of improving skier access and circulation 133 prior to next year's on-mountain operations in the '07P08 winter season and 134 beyond, as generally illustrated in plan view on attached Exhibit`B." 135 136 4) The Applicant shall attempt to obtain review and approval by all applicable 137 permitting agencies in a timely fashion, to the extent reasonable and practical, 138 concerning the interim facilities noted in Conditions#2 and #3 above. 139 140 5) Considering the Applicant's requirement to obtain review and approval of the 141 separate Sam's Knob replacement restaurant by two jurisdictions, the 142 accompanying Special Review application for the replacement restaurant shall be 143 given a priority basis for expeditious processing to the greatest extent feasible in 144 efforts to get the facility open and operational as soon as possible. 145 146 6) LEED (Leadership in Energy and Environmental Design) certification is an 147 important goal to be attained by the Applicant, but not to the extent of another 148 year's delay or lessening the quality of the building or the environmentally sensitive 149 nature of the building. 150 151 7) If the new replacement restaurant is not constructed and fully operational via Town 152 issuance of a certificate of occupancy by December 13, 2008, the Applicant shall be TC Ord 07-08 Page 4 of 4 153 fined $1,000.00 per day beginning December 13, 2008 until the replacement 154 restaurant is built and fully operational under a Town issued certificate of 155 occupancy, but shall not be fined for more than one year pursuant to Section 1-27 156 of the Municipal Code. 157 158 8) If there is any unexpected delay in the process or progress of the project, either with 159 the United States Forest Service (USFS), LEED certification or other needed or 160 desired approvals, such delay or variance from the critical timeline as further 161 described and illustrated in attached Exhibit"C" shall be immediately reported to the 162 Town of Snowmass Village. 163 164 9) Communications of all necessary or available means shall be forwarded by the 165 Applicant, and the Town if necessary, to the general public to inform them of the 166 status of the replacement restaurant or other operations on the mountain. 167 168 Section Four: Severability. If any provision of this Ordinance or application hereof to 169 any person or circumstance is held invalid, the invalidity shall not affect any other 170 provision or application of this Ordinance which can be given effect without the invalid 171 provision or application, and, to this end, the provisions of this Ordinance are severable. 172 173 INTRODUCED, READ, AND APPROVED on first reading by the Town Council 174 of the Town of Snowmass Village, Colorado on this 18th day of June 2007, upon a 175 motion made by Council Member and the second by Council Member 176 upon a vote of_in favor and _against. 177 178 INTRODUCED, READ, AND ADOPTED on second reading by the Town Council 179 of the Town of Snowmass Village, Colorado on this 9th day of July 2007, upon a motion 180 made by Council Member and the second by Council Member 181 upon a vote of_ in favor and _against. 182 183 TOWN OF SNOWMASS VILLAGE 184 185 186 187 Douglas Mercatoris, Mayor 188 ATTEST: 189 190 191 Rhonda B. Coxon, Town Clerk 192 193 APPROVED AS TO FORM: 194 195 196 197 John C. Dresser, Jr., Town Attorney 198 199 Referenced Exhibits: 200 Exhibit "A" —Applicant's letter of description and justification with vicinity map; 201 Exhibit "B"—Applicant's letter dated June 7, 2007 and sample photographs of the interim 202 facilities planned on Sam's Knob for the 07/08 winter season; 203 Exhibit "C" —Applicant's schedule for completion of new.replacement restaurant in 2008. EXHIBIT "A„ TC Ord 07-8 Page 1 of 3 Sam's Knob Restaurant/Snowmass Ski Area Minor PUD Amendment Application Description of Proposal This application requests a Minor PUD Amendment to the Snowmass Ski Area PUD to provide for a one year extension to the commitment to install a replacement restaurant facility at Sam's Knob by the 07/08 ski season as listed in the conditions of approval and PUD Guide of Ordinance 2-2005. RCp , Application Contents APR _r 0 2007 1. Disclosure of ownership and legal description Ietter 2• Vicinity a Snos mssy vela c tY P Camrrr niry D$velnpn _,,t 3. Existing conditions survey 4. Application fee agreement ' 5. Application fee Review Standards Changed Circumstances. The request is made because Aspen Skiing Company will not be able to construct the restaurant during the 2007 construction season as has been planned. Schedule delays,green building guidelines, and cost increases are the factors behind our request. The Sam's Knob restaurant is reviewed under two jurisdictions, the Town and the US Forest Service. When our initial restaurant design was rejected by the Forest Service in July 2006 we were forced to completely redesign the restaurant. This redesign has set our schedule back an entire year, and while we have been working diligently under an accelerated timeline, it is now clear that we are too far behind on our design and entitlement schedule to complete the project in 2007. The second issue driving the construction delay is our internal design criteria,calling for an environmentally progressive building that will meet LEED certification specifications. The accelerated design process would have prevented us from attaining LEED certification of the building. Finally,pricing for the project increased sixty percent(60%)between January and the end ofMarch, exceeding the budget and severely compromising the economics of the project. Extending this deadline will allow us to re-examine building systems and redesign portions ofthe building to bring project costs back in line. We remain committed to delivering a quality facility that is environmentally sensitive and that meets the expectations of the community and our guests. Sam's Knob Restaurant/Snowmass Ski Area Minor PUD Amendment Application Page 1 EXHIBIT "A" TC Ord 07-8 Page 2 of 3 Consistent with original PUD. The proposed amendment is consistent with the original PUD approval;only the timing of Sam's Knob restaurant delivery is affected, and by one season. No substantially adverse impact. The request does not provide a substantially adverse impact to the Town. The ski area has operated for the past two seasons without a restaurant at Sam's Knob, and there has been no substantially adverse impact to the Town or to our guests during that period. It is reasonable to expect that a third season of operations without the restaurant will also not substantially adversely impact the Town. No change to character. The proposed amendment does notchange the basic character of the PUD or surrounding areas; only the timing of the installation of the replacement facility is affected. The restaurant design will be reviewed by the Town via the Special Review process. Comply with other applicable standards. The proposed amendment does not affect other applicable standards ofArticle V,Division 3;Planned Unit Development including but not limited to Section 16A-5-300(c) General Restrictions and Section 16A-5-310;Review Standards. CEATD APR 2007 SnowmassUl!age 1355fdtPtlsi°tlty t?e'=;o tnait Sam's Knob Restaurant/Snowmass Ski Area Minor PUD Amendment Application Page 2 EXHIBIT "A" TC Ord 07-8 Page 3 of 3 41 q Az j A, r All I Vicinity AS Sam's Knob Restaurant Snow/mass Afounfaill May 9, 2006 SHOWMASS ASPEN MOUNTAIN ASPEN HIGHUINOS BUTTERflUIX a z a w'd u S 8 ASPEN SMING COMPANY EXHIBIT "I3" TC Ord 07-8 Page 1 of 4 Jim Wahlstrom Town of Snowmass Village PO Box 5010 Snowmass Village, CO 8161: June 7, 2007 Dear Jim; I am submitting for your consideration this letter addendum to our Minor PUD Amendment application for Sam's Knob Restaurant/ Snowmass Ski Area. This letter details our proposal to provide temporary dining/warming facilities at the top of Sam's Knob for the 2007/08 ski season in response to concerns raised by Town Council members during our May 21, 2007 hearing. The proposed temporary facilities will consist ofone to two 24'-30' diameter yurts containing an interior serving area, woodstove and seating. Total indoor/outdoor seating capacity will be provided approximately 60 people. The indoor seating and food service will be available daily during the holiday and peak season (roughly from December 20 through March 27). Outdoor seating and dining will be available on good weather days. A site plan outlining the proposed temporary facilities is included with this letter, as are sample images of yurt exterior and interior finishes. The indoor menu will consist of pre-prepared sandwiches, soup, salads and snacks, along with hot chocolate, coffee and cold beverages. On good weather days, a bbq may be used outside to provide hamburgers, hot dogs and other grilled items. Aspen Skiing Company would like to be able to provide beer and wine at the Sam's Knob temporary facilities and requests the Town Council's endorsement of this proposal for use during licensing discussions with the Snowmass Village Liquor Licensing Authority. It is Aspen Skiing Company's intent to provide these facilities for the 07/08 season. However, numerous approvals are required that may impact the timing of delivery as well as the final character of the operation and the facilities. The US Forest Service is the pre- eminent jurisdiction for activities taking place at Sam's Knob and will require review and approval of any plans regarding temporary facilities. The Town of Snowmass Village Building Department and Liquor Licensing Authority, as well as the Pitkin County Health Department, will also have to review and approve plans for temporary facilities at Sam's Knob. P.O.Box 1246 Aspen,CO 81612.1248 970-925-1220 K07 NNw.aspensnowipass.eom SFlMd me ten, Cc,;rr.r q Days opmart EXHIBIT "E" TC Ord 07-8 Page 2 of 4 Based on our addendum proposal, we are proposing that the language of Condition#11 in Ordinance No. 2, Series of 2005 and restated in the PUD Guide be amended as follows changes are in italics): The Applicant shall install a replacement Sam's Knob restaurant facility with a minimum of 125 indoor seats and an outdoor deck open to the general public no later than the`071209 08109 winter season, in accordance with the review procedures outlined in the PUD Guide. In addition the Applicant shall install temporary warming/diningfacilities for the 07108 winter season, Each installation shall be subject to timely review and approval by all applicable permitting agencies, including but not limited to the US Forest Service, Town of Snowmass Village Planning and Building Departments, and the Pitkin County Health Department. " I am submitting twelve copies of this addendum per your request. Please don't hesitate to ontact me at (970) 923-8758 ifI can answer any questions or otherwise assist in the qC1hris view of is application. klKiy' t' 2 Sam' s Knob 07/ 08 Proposed Temporary FacflMei 71 Yuri Images x 4w P1 VIA I GO qQN Sam' s Knob 07/ 08 Proposed Temporary Facilitapm Village Express Sam' s Knob y' Q S m X02 Patrol 10 S iw u A d Bathrooms 0 W 1- 2 yurts with food service and approx. 60 person indoor/ outdoor capacity t Outdoor seating area with bbq r h. A ,.. not to scale Schedule Next steps: 1 . Floor plan design alternatives 2. Revisit construction means and methods modular, offsite construction) 3. Price design alternatives M 4. Conclude entitlements with Town Council and USFS T i ag 5. Construction document drawings a w y, V 6. Building permit review N e? 7. Contractor and subcontractor selection 8. Break ground: excavation, foundation It is not likely that these steps will be completed in time to break ground this summer. Construct restaurant between April - Dec 2008 Schedule Jug 1jav IA. M IP , emCm cbm November 13 l I W17 16 19 1 W15 1T IA I 811a t 6 9n 3 t I IWJ4 11W21 4 IV28 1 1114 111111 1411JR 1 Conceptual Redesign aw uel RspwiOnW COneteucuilikyl DD SC ml"TOSV Amendment VSbRmvbw V Town Council vmkax MV WkW PlennMg C nunla n SV Town Cvuncll review npam USFS Amendment I I pnstn I I I m T x m0a IoWN Q I—________—__.___________________________________ ______ _ ____ _______ _______ Decomnar limuoin, IFIlIma mann lAoril We, Jum 1I V18111. 2215 11 IS V-,3 1 1120 1 V27 1 V3 I VI 14 J VIA d11 1 1 62 I I I I I 1 I I I I I I oruuucUonD vmeMjW% CD) SV Building Permg review OS% CD 1 - ear metl and san wvatlonl Ue7lttea FoundaUOn MEMORANDUM TO: Snowmass Village Town Council FROM: Planning Department MTG DATE: June 18, 2007 SUBJECT: FIRST READING — BASE VILLAGE MINOR PUD AMENDMENT (HOTEL SITE)—ORDINANCE NO. 09, SERIES OF 2007 An ordinance considering a minor PUD amendment to waive condition No. 07 of ordinance No. 21, series of 2004, Base Village PUD. Applicant: Related WestPac/The KOR Group Planner: Chris Conrad, Planning Director 1. PURPOSE AND ACTIONS REQUESTED OF COUNCIL: Purpose: Related WestPac is requesting a waiver of Condition No. 7 of Ordinance No. 21, Series of 2004 (Final PUD approval for the Base Village) to specifically allow Buildings 13A and 13B (`Base Village Hotel")to be operated by Kor Hotel Group as a Viceroy Hotel brand. Their specific request is found in Exhibit "B" of the enclosed Ordinance. Please note that the waiver request language found in Section 2 of their original application notebook was amended at the June 6 Planning Commission meeting and should be disregarded. Action Requested: The waiver request is a Minor PUD Amendment. The Town Council shall: 1) determine whether the proposed amendment is consistent with the following standards: a. Consistent with original PUD. The proposed amendment shalt be consistent with, or an enhancement of, the original PUD approval. b. No substantially adverse impact. The proposed amendment shall not have a substantially adverse effect on the neighborhood surrounding the land where the amendment is proposed, or have a substantially adverse impact on the enjoyment of land abutting upon or across the street from the subject property. c. Not change character. The proposed amendment shall not change the basic character of the PUD or surrounding areas. d. Comply with other applicable standards. The proposed amendment shall comply with the other applicable standards of this Division 3, Planned Unit Development, including but not limited to Section 16A-5-300(c), General Restrictions, and Section 16A-5-310, Review Standards. [Please refer to Section 1.3 in Tab 1 of the application notebook that outlines these General Restrictions and Review Standards.]; AND 2) by first reading of the enclosed ordinance as may be amended at the meeting, approve, approve with conditions or deny the application; OR 3) table first reading of the ordinance until the July 9 Town Council meeting. Note: the Public Hearing is scheduled to occur during that meeting] 2. BACKGROUND: Condition No. 7 of Ordinance No. 21, Series of 2004 ("Condition 7) concerned the Base Village Hotel as follows: Section Three. Conditions. As conditions of the final approvals granted herein, the Applicant will comply with the following: 7. Phase 2A Condition Precedent. Prior to the issuance of a building permit for Phase 2A or any subsequent phase of the Project, the Applicant will provide to the Town evidence that: a. the Applicant has entered into an agreement with a nationally- recognized hotel chain (such as a Westin, Hyatt or Hilton) that requires Buildings 13A and 13B to be operated as a "four diamond" hotel, as such standards are determined by the American Automobile Association, under such chain's brand name; and b. all residential two and three-bedroom units with bedrooms located on or having access to a main hallway in Buildings 13A and 13B have been converted to 14 additional lockoffs. This condition may only be waived or modified in accordance with the provisions of Section 16A-5-390 of the Municipal Code for a PUD amendment approved by at least 3/4 of the members of the Town Council present and voting. It should be noted that the Base Village Hotel is contained within Phase 2A of the Base Village project and that the condition needs to be fully satisfied prior to issuance of a building permit. The Base Village Amended and Restated Preliminary PUD Plan application referred to Buildings 13A and 13B as containing "hotel-like" units "operated under a flag, likely as a Westin or other nationally-recognizable and respected hotel chain" which, together with Building 8 operated under The Little Nell flag, would be "independently managed from the other buildings in the village." At the time of the final PUD approval, Intrawest/Brush Creek Land Company, the original Base Village developer, had been in negotiations with Westin Hotels and Resorts to have the Base Village Hotel operated under their name as a franchise. An agreement had not yet been finalized so Condition 7 was included as part of the final approval to provide a performance specification" to ensure that the condominium hotel would be operated as a high-occupancy, high turn-over hotel". The Town Council and developer settled upon the above provision to achieve that goal. Staff has attached Town Council excerpted minutes from 2004 (Attachment 1) to assist with understanding the language contained within Condition 7. In reviewing the minutes, Town Council started out referencing the desire for a "flagship hotel" but ultimately ended up wanting a "hotel chain" that people would recognize across the country and that would clearly convey that the quality of the accommodations, service levels and amenities would be first rate as they have experienced at other hotels under the same "brand" elsewhere in the country. The result being that the guests often stick with that brand or chain whenever they travel and that a nationally recognized hotel chain would have brand recognition, a reservation system and management expertise to potentially increase occupancy to the level of fractional, travel or residence club operations. Intrawest/Brush Creek Land Company did not want to fractionalize any of their units so it was felt something needed to be required to ensure that the facility would be a high quality high occupancy turn-over ("HOT') condominium hotel with a hotel chain that has captured a large market share in higher end hotel accommodations. As you are aware, the Applicant is now the developer of Base Village and has proposed that favorable consideration be given to allowing the Base Village Hotel to be operated by KOR Hotel Group under their."Viceroy' brand. Discussion occurred during the May 6, 2007 Town Council meeting for the purpose of determining whether the proposal satisfied the requirements of Condition No. 7. Specifically, the Town Council needed to determine whether "Viceroy Hotel" or 'The KOR Group" sufficiently qualified as a "nationally- recognized hotel chain" (such as a Westin, Hyatt or Hilton). Following a lengthy discussion and upon the recommendation of staff, it was felt that it would be better for the Applicant to submit a Minor PUD Amendment application to modify the language of Condition 7 to clarify the term "nationally-recognized hotel chain" or request a waiver of the condition. Rather than choosing to modify the language, a waiver is requested specific to the Kor Hotel Group Viceroy brand. The original terms of Condition 7 will again apply in full at such time as they cease to operate the Base Village Hotel. 3. PLANNING COMMISSION RECOMMENDATION: Please refer to Resolution No. 12, Series of 2007, included as Attachment 2 of this packet. 4. DISCUSION ITEMS: ALTERNATIVES AND IMPLICATIONS: 1) Consistent with original PUD. The discussion during the May 6 Town Council meeting focused primarily upon whether The Kor Group and Viceroy Hotels brand qualified as a nationally-recognized hotel chain as the term was intended to be interpreted within Condition 7. Consideration of this amendment, waiving the necessity of making that specific finding at this time, shifts the discussion to whether Snowmass Village will benefit substantially from the development of a Viceroy Hotel and achieve the purpose intended when Buildings 13A and 13B were approved in 2004. Will the Viceroy Hotel operation be consistent with, or an enhancement of, the original Base Village PUD approval? Staff Comments: Condition 7 references 'Westin, Hyatt or Hilton" as examples of what the term was intended to pertain to regarding hotel chains considered to be nationally recognized. The Viceroy Hotel "brand" has been in operation for five (5) years with only two (2) Viceroy Hotels currently in operation. As a "hotel chain", the May 7 staff recommendation to council was that it did not compare, at this time, with the referenced hotel chains in terms of national recognition or technically satisfy the Condition. For this reason, staff supported this amendment application in order to provide greater flexibility for the Town Council to evaluate the Viceroy proposal on its own merits. With this waiver request, a specific finding that the Kor Hotel Group Viceroy brand qualifies as a "nationally-recognized hotel chain" will not be required. It will be necessary, however, for the Applicant to sufficiently demonstrate: 1) that their innovative Viceroy brand and condominium hotel operational model will prove to be comparable with or even more beneficial for the community than a Westin, Hyatt or Hilton type franchise operation; 2) that the amendment is consistent with or an enhancement of the original PUD approval; and 3) that they will achieve the underlying goals intended by Condition 7 and the Base Village PUD as adopted in 2004. Staff Recommendation and Rational: Following the Applicant's presentation, the Town Council should consider whether the above points have been satisfactorily addressed. Factors to consider include: a) Has the Applicant provided sufficient information specific to the Base Village Hotel site to demonstrate that they can achieve the Town's goal of creating a "high-occupancy, high turn-over hotel"? b) Has the Applicant provided sufficient information to demonstrate the ability to maximize utilization of the conference space planned for the buildings? c) In lieu of having the large membership base of a 'Westin, Hyatt or Hilton", how will the Applicant potentially market to increase occupancy in a manner similar to the level of fully fractional, travel or residence club operation? d) What benefits will the Viceroy Hotel brand bring to the Town compared to a nationally recognized hotel chain? e) Have they demonstrated the ability to establish a condominium regime that provides the operator with the necessary control of hotel operations and the maintenance of the property to ensure consistency, quality and provide an adequate number of rooms for a viable hotel operation? The Applicant provided an addendum packet of information following the Planning Commission meeting to address a number of questions raised and respond to the above points. It is included with the application notebook placed in the council boxes and is available for review at the Planning Department or Town Clerk offices. The report being prepared for the Town by Hunden Strategic Partners was not available at the time of this writing. It should respond to the above points and will be completed in time to place in your council boxes. 2) Summary of Governance Structure. Section 6 of the Applicant's addendum packet provides a general overview of the operation and management governance structure intended to establish a condominium regime that provides the operator with the necessary control of hotel operations and the maintenance of the property to ensure consistency, quality and provide an adequate number of rooms for a viable AAA Four Diamond hotel operation. Staff Comments: Staff had recommended that the Applicant provide an Executive Summary of how the condominium regime would be structured so as to not undermine the ability to achieve the desired outcome of creating a successful condominium hotel operation capable of inducing a large number of condominium unit owners to enter the rental pool thereby producing a high- occupancy, high turn-over operation. Staff Recommendation and Rational: The summary is helpful but staff finds that it is essential that the framework described will be reflected within the final condominium documents for the Master Association, condominium unit association and management agreement. It is recommended that a condition be included within the Ordinance providing for review of the final documents prior to recording the condominium map to ensure the operational model outlined within the governance structure described will be implemented. 3) Current Architectural Design and Uses. The current architectural design for Buildings 13A and 13B calls for 152 units within Building 13A and 73 units within Building 13B with 31 lock-offs. Building 13A will have 7,877 sq. ft. of conference and 2,748 sq. ft. of pre-function space on Lower Level 3 with 1,649 sq. ft. of conference and 467 sq. ft. of pre-function space on Level 1. The total amount of "Community Facilities" (conference related) space is currently 20,360 sq. ft.. 5,693 sq. ft. has been identified for restaurant, bar and kitchen use with no retail space identified at this time. Staff Comments: Based on presentations given by the Applicant to-date, it is reasonable to expect that a reconfiguration and re-allocation of space within the buildings will need to occur in order to implement the amenities and facilities plan desired for the Viceroy Snowmass Hotel. Staff does not have information regarding specific plans for these modifications and has informed the Applicant that further Town approval may be needed for substantive modifications affecting the community facilities space, increasing the amount of commercial (restaurant and/or retail) or affecting the exterior of the buildings. Staff Recommendation and Rational: The Ordinance contains a condition stating that further Town approval(s) may be necessary to achieve the architectural and use changes desired or felt to be vital by the Kor Hotel Group in order to operate the facility in a manner consistent with a AAA Four Diamond hotel and that the waiver approval given at this time should not be interpreted to imply that any future architectural or use modifications will be granted. The Town Council may wish to consider authorizing the Applicant to proceed with an at-risk excavation permit and defer making a final determination whether to authorize the Kor Hotel Group until the desired/necessary building modifications are better understood. The authorization should include that the Applicant submit a restoration plan and performance bond to return the site to.its existing condition should construction be delayed for an extended period. Attachments: 1) - 2004 Town Council Meeting Minutes Excerpts Handouts: 1) — Related WestPac Application Notebook 2) - Related WestPac Addendum Packet 3) - Hunden Strategic Partners Report ATTACHMENT 1 Excerpted Town Council Meeting Minutes Relating to Buildings 13A & 13B SNOWMASS VILLAGE TOWN COUNCIL SPECIAL MEETING MINUTES AUGUST 16, 2004 Base Village Preliminary PUD Discussion Excerpt] Mordkin provided a history of the Base Village review and representations of the development as provided by the applicant throughout Sketch Plan and Preliminary Reviews. He stated a concerns that development of the proposed flagship hotel has been misrepresented to the community and felt the hotel to be more of a condominium design rather than a hotel, and that there is no reliable evidence that the development would include a flagship hotel. Mordkin stated that it would be necessary to have a firm commitment from the Westin or other flagship hotel before he could consider an affirmative vote on this Preliminary approval Resolution. Jim Crown, representing Brush Creek Development Company, LLC explained that the hotel trend in most resort areas is to provide a "condo hotel", operated as a hotel, where the design is guest-driven and more appealing to guests. He further explained that the majority of the units, other than the Townhomes, would be owned by individual investors and available for rental year- round with the exception of the 22 days reserved for the owners. Crown stated that although some flagship hotels are run under the flagship brand, hotels can be operated as a franchise by other owners, individuals or Corporations, and are not always operated by the flagship name group. He stated that Brush Creek Development Company, LLC is in alignment with the Westin, although negotiations are still underway. With the Weston's knowledge that the development has been reduced substantially, strapping the applicant financially, and that by Town Ordinance the applicant is required to purchase the Westin product, places the applicant at an unfair and unnecessary disadvantage in negotiations, which does not benefit Snowmass or the applicant. To commit to construct a Westin at this time without being allowed the time to complete business negotiations he felt to be unfair to the applicant and requested some breathing room to allow for arms-length negotiations. Crown stated that the applicant is committed to provide a flagship hotel, and although he suspects the flagship name would be a Westin, it may end up to be another flagship brand. Mordkin stated that the Town Council owes it to the community to complete this application process before the November election. He explained that if the process were not completed by the current Council Members, it would create a hardship on new Council Members who would riot have the knowledge to make an informed vote. Crown stated that Council and the applicant agree on all issues except that Council would like a commitment from a flagship hotel before a final vote on Preliminary. He stated that the applicant would have a commitment from a flagship hotel by January of 2005, and explained that in order to provide that commitment now, would limit the applicant's ability to complete negotiations and create a loss of benefits to both the applicant and the Town. Manchester stated that the condo-hotel trend was prevalent in Council's tours of other resorts, that a flagship hotel was very necessary and draws a broader visitor base to a resort, that the density proposed is necessary, felt the success of the Town and Base Village plays a large role in creating vitality and vibrancy in the Village and that the applicant is providing the desires of Council and the community in this development. In order to secure a flagship hotel, the applicant needs to have a Land Use approval and Council is asking for a commitment from a flagship hotel before providing a land use approval. He stressed the need to write a Performance Spec outlining Council's expectations that would be comfortable for both the applicant and Council and remain in place until completion of Final approval in order for Council to provide Preliminary approval. He also suggested that the Building Permit for Building No. 13 be conditioned until the applicant demonstrates their ability to meet the requirements of the Performance Spec. The applicant's representative Jim Crown explained that to obtain financing, the units must include a kitchenette, what the applicant has presented is exactly what they plan to build, that because of its seasonality, and declining level of business, and lack of year- round business, equity and financing would not be available for a traditional hotel in Snowmass Village. Virtue, Boineau and Mercatoris agreed to the creation of a Performance Spec, felt the proposal to be adequate, felt Council has presented their best effort for the community, and indicated their desire for a high-occupancy, high turn-over hotel. There being no further discussion, Mayor Manchester continued the Public Hearing to the August 23, 2004 Council Meeting scheduled to begin at 2:00 p.m. SNOWMASS VILLAGE TOWN COUNCIL SPECIAL MEETING MINUTES AUGUST 23, 2004 Base Village Preliminary PUD Discussion Excerpt] Council requested that language pertaining to the hotel state that the hotel would be a nationally know hotel chain and would operate Building Nos. 13A and 13B as four- diamond hotels. I TOWN OF SNOWMASS VILLAGE 2 TOWN COUNCIL 3 4 ORDINANCE NO. 09 5 SERIES OF 2007 6 7 AN ORDINANCE CONSIDERING A MINOR PUD AMENDMENT TO WAIVE 8 CONDITION NO. 07 OF ORDINANCE NO. 21, SERIES OF 2004, BASE VILLAGE 9 PUD. 10 I I WHEREAS, the Base Village Final Planned Unit Development ('BV PUD") was 12 approved by Town Council Ordinance No. 21, Series of 2004 ("Ordinance 21"); and 13 14 WHEREAS, Condition No. 7 ("Condition 7") of the Ordinance, attached as 15 Exhibit "A" of said ordinance, concerned Buildings 13A and 13B ('Base Village Hotel") 16 within the BV PUD and set forth certain requirements that needed to be satisfied prior to 17 the issuance of a building permit for said buildings, Phase 2A or any subsequent phase 18 of the BV PUD; and 19 . 20 WHEREAS, Related WestPac, LLC on behalf of Base Village Owner, LLC 21 ("Applicant') has submitted a Minor PUD Amendment application to modify certain 22 provisions of Condition 7, as described in Exhibit "B" attached hereto and incorporated 23 herein by reference; and 24 25 WHEREAS, the request involves a conditional waiver of the requirements of 26 subparagraph (a) of said condition specifying that the Applicant enter into an agreement 27 with a nationally-recognized hotel chain (such as a Westin, Hyatt or Hilton); and 28 29 WHEREAS, the waiver request is to conditionally allow the Base Village Hotel to 3o be operated by Kor Hotel Group as a Viceroy Hotel brand; and 31 32 WHEREAS, the Planning Commission reviewed the application, and 33 supplemental presentation and other informational materials, at a meeting occurring on 34 June 6, 2007; and 35 36 WHEREAS, on said date the Planning Commission adopted Resolution No. 12, 37 Series of 2007, providing their recommendations regarding the Application; and 38 39 WHEREAS, the Public Hearing before the Town Council was held on July 9, 40 2006 to receive public comment on the Application; and 41 42 WHEREAS, the application was reviewed and processed in accordance with the 43 provisions outlined in Section 16A-5-390 of the Municipal Code; and 44 45 WHEREAS, the Town Council has reviewed the application, heard the 46 recommendations of the Town Staff and Planning Commission as well as the public 47 comments. 48 49 NOW, THEREFORE, BE IT ORDAINED by the Town Council of the Town of Snowmass 50 Village, Colorado: TC Ord.07-12 Page 2 51 52 Section One: General Findings. Subject to the provisions of Section Four of this 53 Ordinance, the Town Council generally finds: 54 55 1.The Applicant has submitted sufficient information pursuant to Section 56 16A-5-390 of the Municipal Code to permit the Town Staff and the Town 57 Council an adequate review of the proposed Minor PUD Amendment. 58 59 2. The application is consistent with the applicable review standards 60 specified within Section 16A-5-390(3) of the Municipal Code. 61 62 Section Two: Specific Findings. The Town Council specifically finds: 63 64 1.It is essential that the operation and management governance framework 65 described within the application and attached as Exhibit "C' will be 66 reflected within the final condominium documents for the Master 67 Association, condominium unit association and management agreement. 68 The final condominium documents shall be reviewed and approved by the 69 Town prior to recording the condominium map to ensure the operational 70 model outlined within the governance structure described will be 71 implemented. 72 73 2.Further Town approval(s) may be necessary to achieve the architectural 74 and use changes desired or felt to be vital by the Kor Hotel Group in 75 order to operate the facility in a manner consistent with a AAA Four 76 Diamond hotel. The waiver approval given at this time should not be 77 interpreted to imply that any future architectural or use modifications will 78 be granted. 79 8o Section Three: Action. The Town Council hereby approves the Minor PUD 81 Amendment to Condition 7 of Ordinance 21, involving a limited and conditional waiver of 82 the requirements of subparagraph (a) of said condition specifying that the Applicant 83 enter into an agreement with a nationally-recognized hotel chain (such as a Westin, 84 Hyatt or Hilton) as described in Exhibit 'B", subject to the conditions contained within 85 Section Four below. 86 87 Section Four: Conditions of Approval. The Town Council hereby approves the 88 Application subject to the following conditions: 89 90 1.The final condominium documents for the Master Association and 91 condominium unit association shall be reviewed and approved by the 92 Town prior to recording the condominium map to ensure the operational 93 model outlined within the governance structure described in Exhibit "C' 94 will be implemented. R:usekconrad\MS Word Docs\Base VillageTost Final PUD\Westin Hotel Matter\First Reading Docs\TC Ord 07-09-BV Minor PUD Amend Condition No 7.doc TC Ord. 07-12 Page 3 95 2. The waiver approval given at this time shall not be interpreted in any way 96 to imply that any future architectural or use modifications to Buildings 13A 97 or 13B will be granted. 98 99 Section Five. Severability. If any provision of this Ordinance or application hereof to 100 any person or circumstance is held invalid, the invalidity shall not affect any other 101 provision or application of this Ordinance which can be given effect without the invalid 102 provision or application, and, to this end, the provisions of this Ordinance are severable. 103 104 INTRODUCED, READ, AND APPROVED on first reading by the motion of 105 Council Member and the second of Council Member 106 by a vote of _ in favor and against, on this 18`h day of June, 2007. 107 108 APPROVED, READ, AND ADOPTED on second reading by the motion of 109 Council Member and the second of Council Member 110 by a vote of in favor and _against, on this 9th day of July, 2007. III 112 TOWN OF SNOWMASS VILLAGE 113 114 115 116 Douglas Mercatoris, Mayor 117 1 1 s ATTEST: 119 120 121 122 Rhonda B. Coxon, Town Clerk 123 124 125 APPROVED AS TO FORM: 126 127 128 129 John C. Dresser, Jr., Town Attorney PAuse oonradMS Word Docs\Base Village\Post Final PUD\Westin Hotel Matter\first Reading Docs\TC Ord 07-09-BV Minor PUD Amend Condition No Tdoc Exhibit "A" Town Council Ordinance No. 9, Series of 2007 Page 1 of 1) Condition No. 7 (the "Condition") of Ordinance No. 21, Series of 2004 concerned Buildings 13A and 13B, Base Village PUD as follows: Section Three. Conditions. As conditions of the final approvals granted herein, the Applicant will comply with the following: 7. Phase 2A Condition Precedent. Prior to the issuance of a building permit for Phase 2A or any subsequent phase of the Project, the Applicant will provide to the Town evidence that: a. the Applicant has entered into an agreement with a nationally- recognized hotel chain (such as a Westin, Hyatt or Hilton) that requires Buildings 13A and 13B to be operated as a "four diamond" hotel, as such standards are determined by the American Automobile Association, under such chain's brand name; and b. all residential two and three-bedroom units with bedrooms located on or having access to a main hallway in Buildings 13A and 13B have been converted to 14 additional lockoffs. This condition may only be waived or modified in accordance with the provisions of Section 16A-5-390 of the Municipal Code for a PUD amendment approved by at least 3/4 of the members of the Town Council present and voting. Exhibit "B" Town Council Ordinance No. 9, Series of 2007 Page 1 of 1) The requirements of subparagraph (a) of Condition 7 of Ordinance 21, Series of 2004, are hereby waived to permit Buildings 13A and 13B to be operated by Kor Hotel Group as a Viceroy brand hotel. The foregoing waiver is limited by and subject to the following conditions: 1) Prior to issuance of a building permit for excavation purposes, the Applicant must provide to the Town an executed agreement with Kor Hotel Group that requires Buildings 13A and 13B to be operated as a Viceroy brand hotel that meets the American Automobile Association's Four Diamond" standards. 2) If Kor Hotel Group (or any successor to it by merger or acquisition) ceases to operate Buildings 1 3A and 13B as a hotel under its Viceroy brand, then at the Town Council's request, the owner shall be required to either a) enter into a new operating agreement to operate Buildings 1 3A and 13B under a nationally-recognized hotel chain with a level of recognition comparable to Westin, Hyatt or Hilton pursuant to the American Automobile Association's "Four Diamond" standards; or b) obtain approval of a waiver or modification of this requirement for another specified operator by a three-fourths (3/4) majority of the present and voting members of the Town Council pursuant to the procedures for a PUD amendment in Section 16A-5-390 of the Snowmass Village Municipal Code. rRELATED WESTPAC Exhibit "C" SECTION 6 Town Council Ordinance No. 9, Series of 2007 Page 1 of 5) Summary of Governance Structure The operation and management of Buildings 13A and 13B (collectively, "Building 13") will be governed by a four-tier governance structure. First, because the buildings are within the Base Village large planned community, they will be part of the master association for Base Village (the "Master Association"). The Master Association will be charged with maintaining the majority of the landscaping and overall exterior appearance of the entire Base Village. Second, an architectural control committee (the "ACC") will enforce design covenants for all of Base Village and will be responsible for reviewing and approving changes to the exterior portions of any building in Base Village. Third, Building 13 themselves will be governed by a condominium association (the "Condominium Association"). The Condominium Association will be responsible for maintaining and repairing Building 13 generally and enforcing the terms of the condominium declaration. Finally, for so long as Building 13 are operated as a condominium hotel, the day to day management of the buildings would be delegated to the hotel operator pursuant to a hotel management agreement (the "Management Agreement"). The pages that follow summarize the way each of these tiers of governance will operate and be controlled. 1.Base Vllane. The Master Association will be responsible for maintaining all of the areas of Base Village (Lots 1-9) that are not included within the boundaries of a condominium. These areas will include much of the landscaping,paths, sidewalks and open areas within Base Village. The Town of Snowmass Village previously reviewed and approved the form of the Master Association declaration as part of the approval of Base Village in 2004. All of the unit owners within Base Village will be members of the Master Association and will have voting rights based on the square footage of each member's unit. The Master Association will be governed by a seven member board of directors elected by the members ofthe Master Association. This board of directors is anticipated to be a class- June 2007 Addendum to the Request for a Waiver 25 rRELATED W Exhibit`C" 4 C Town Council Ordinance No. 9, Series of 2007 Page 2 of 5) qualified board composed of two directors who are elected only by the residential owners, two directors who are elected only by the commercial owners, two directors who are elected by only by the owner of the "Resort Parcel' and the "Lodging Management Site" and one director who is elected at-large by all of the members. The Master Association declaration contains the statutorily-authorized period of declarant control during which the developer will be permitted to appoint some or all of the members of the board of directors of the Master Association. During this period of declarant control, employees of Related/Westpac will serve as members of the board of directors. Upon the expiration of the declarant control period, the developer will continue to have the right to vote on Master Association matters and elect members to the board of directors so long as it continues to own commercial units in Base Village and/or holds unsold residential unit inventory. As such, it is anticipated that the developer will retain substantial influence over the governance of the Master Association in the longterm by virtue of its ownership of commercial units. 2.Architectural Control Committee. At the same time the Master Association declaration is recorded the developer will record i a Declaration of Design and Building Covenants, Conditions and Restrictions (the "Design Declaration'). The Design Declaration will create the ACC, which will be a three member committee appointed by the developer. The developer retains the right to appoint the members of the ACC perpetually and is not forced to turn control over to the owners or any of the associations in Base Village. The ACC will be responsible for reviewing and approving all grading work to be done at Base Village, the design and location of any improvements to be constructed or modified anywhere within Base Village, the placement and design of outdoor signage, and the installation of landscaping anywhere in Base Village. The ACC is also charged with enforcing the terms of the Design Declaration, which require the owners and associations to maintain the exterior appearance of Base Village. Both the Master Association and the Condominium Association will be required to comply with the requirements of the Design Declaration and, as such, the June 2007 Addendum to the Request for a Waiver 26 4' RELATED WExhiI ItCP A C Town Council Ordinance No. 9, Series of 2007 Page 3 of 5) developer will retain longterm control over the exterior appearance of the entirety of Base Village even after all ofthe residential units in the project have been sold. 3.Condominium Association. Buildings 13A and 13B themselves will be governed by the Condominium Association. The condominium will be comprised of three principal types of spaces — units, limited common elements and general common elements. The units will be all of the residential units, the commercial units and one or more anticipated "hotel units" (all to be identified on the condominium map). For clarification, the hotel units would be non-commercial areas owned by the developer or the hotel operator in connection with the operation of Building 13 as a condominium hotel (such as check-in facilities, housekeeping areas, management offices and similar spaces in the buildings). Limited common elements will be those common elements allocated only to certain units, such as the balconies adjoining each residential unit. General common elements are those common elements used by or accessible to all unit owners, their lessees and guests, such as parking areas under the buildings. The Condominium Association will be responsible for repairing and maintaining the common elements in the condominium and for keeping the same in good and safe condition, subject to the provisions in the condominium declaration for casualties and condemnation. The unit owners will generally be responsible for maintaining their units and certain limited common elements allocated to their units (such as, again, balconies). Like the Master Association, the Condominium Association will be governed by a class- qualified board of directors. This board of directors would be independent of the Master Association's board of directors, however all actions of the board of directors and the _ Condominium Association will be subject to the limitations and regulations, to the extent applicable, of the Master Association governing documents. We anticipate that the board of directors will be composed of three to five members and that separate directors would be elected by the owners of the residential units, the owner(s) of the commercial units and the owner of the hotel units. Additionally, if Building 13 include a fractional ownership plan, the owners of the June 2007 Addendum to the Request for a Waiver 27 MRELATED ExhibitC" Town Council Ordinance No. 9, Series of 2007 Page 4 of 5) fractional interests will likely constitute a class of owners entitled to elect their own director to the board of directors. The condominium declaration for the condominium will provide for the statutorily- authorized period of declarant control during which the declarant would be permitted to appoint some or all of the members of the board of directors of the Condominium Association. During this period of declarant control, employees of Related/Westpac intend to serve as members of the board of directors. Because under Colorado law the developer of a condominium is required to turn over control of the condominium to the unit owners following the declarant control period, it is impossible for the developer to indefinitely retain direct control over the Condominium Association. With that said, upon the expiration of the declarant control period, the developer would continue to have the right to vote on Condominium Association matters and elect members to the board of directors so long as it continues to have unsold residential unit inventory, owns any commercial units or owns the hotel unit. In addition, because the hotel units would be owned by the developer or the hotel operator, the Condominium Association and the residential unit owners would only have access to those spaces with the consent of the hotel operator or developer, as applicable. As noted above, the spaces within Building 13 that are anticipated to be hotel units include the check-in area, housekeeping closets, and management offices. Given the importance of these spaces, the Condominium Association has a significant incentive to retain the hotel operator for the management and operation of the Building 13 over the long term. 4.Management Agreement. Though the developer will be required to ultimately turn over control of the - Condominium Association to the unit owners, because Building 13 are intended to be operated as a condominium hotel, the hotel operator would retain significant control over the operation of the condominium itself for so long as it remains the operator of the project. This control would stem from the provisions ofthe Management Agreement between the Condominium Association and the hotel operator. June 2007 Addendum to the Request for a Waiver 28 rRELATED WESTPAC Exhibit "C" Town Council Ordinance No. 9, Series of 2007 i aWhilerepresent.,. w( Page jlu uug a separate suminary of the terms of such a Management Agreement, it is important to note here that the Management Agreement would give the hotel operator day-to-day managerial control over the Condominium Association as many of the responsibilities otherwise allocated to the Condominium Association would effectively be delegated to the hotel operator pursuant to the terms of the Management Agreement. As a result, even though the developer will be forced to give up control of the Condominium Association, the hotel operator would be able to effectively manage and operate the condominium itself for so long as the Management Agreement remains in effect. In addition to the considerations regarding control of the hotel units discussed above, the various management, operations and other services provided by the hotel operator pursuant to the Management Agreement would provide the Condominium Association with an additional incentive to retain the hotel operator. We anticipate that the services to be provided to residential unit owners (such as food service and valet parking) as well as the day-to-day administrative management services provided to the Condominium Association by the hotel operator will all provide sigrficant reasons for the Condominium Association to value its relationship with the hotel operator and maintain the Management Agreement in force. Summary Only. This summary is intended only to highlight and describe in general terms the way in which the Master Association, the ACC, the Condominium Association and the Management Agreement will combine to regulate the use and appearance of Building 13. The actual governing documents for the Master Association, the ACC and the Condominium Association and the provisions of the Management Agreement will contain other tetras not inconsistent with this summary, and, as such, the provisions of this summary are not intended to limit or specify the contents of any such governing documents (except for the specific matters described above). June 2007 Addendum to the Request for a Waiver 29 TO: SNOWMASS VILLAGE TOWN COUNCIL FROM: RUSSELL FORREST, TOWN MANGER SUBJECT: MANAGER'S REPORT DATE: June 18, 2007 Community Survey Discussion Kathleen Wanatowicz, Community Relations RRC and Associates has prepared a draft of the Town's community satisfaction survey for your review. Staff is requesting that Council review the survey and offer feedback. This is the first Town wide community satisfaction survey. This survey is designed to address a number of topics of local interest such as; public assets, particular departments and services offered. This survey will evaluate the quality of our programs and services town wide. This survey will help us gage where we stand in the community and set a baseline for information going forward. Chris Cares, President of RRC and Associates spent a day meeting with Department Heads and discussing survey material and questions. Does Council agree with the overall direction of the survey? Would Council like to add or delete any questions? Right now, the survey is too lengthy and will need to be reduced. Please submit your comments related to the survey to Kathleen Wanatowicz. A final copy will be sent to Town Council for approval via email. After Council has finalized the survey. A hard copy of the survey will be mailed to every P.O. Box 81615 in Snowmass Village and a sample (approx. 600) of second-homeowner on the Pitkin County Assessors list. A cover letter will be included in the mail back survey and will invite response via either completing the enclosed mail back survey or via an Internet survey by going online to an address that RRC and Associates will provide. In addition, advertisements will be placed in local newspapers encouraging participation. Manager's Report 06-18-07 Page 2 of 3 Colorado Municipal League Transportation Kathleen Wanatowicz, Community Relations The Colorado Municipal League Conference will be held in Snowmass Village from June 26th — June 30th and over 500 attendees are expected. The Town of Snowmass Village is the hosting organization for this year's conference. CML conference attendees will be located throughout the Village. The majority of the conference meetings will be held at the Silvertree Hotel. The Village Shuttle will operate all regularly scheduled bus routes throughout the week. Although it is recommended that, the Town adds an additional shuttle every day to maintain service levels and timely delivery. It is estimated that during the below times an additional shuttle is needed to offset additional ridership demand and accommodate special events: Tuesday, June 26th 11:00 am — 10:00 pm - 11 hours @ $75/hr = $825 Wednesday, June 27th 7:15 am — 10:00 pm — 15 hours @ $75/hr = $1,125 Thursday, June 28th 6:00 am — 10:00 pm — 16 hours @ $75/hr = $1,200 Thursday, June 28th 1:00 pm — 5:00 pm (2 busses —tours) 8 hours @$75/hr = $600 Friday, June 29th 6:00 am — 10:00 pm 16 hours @$75/hr = $1,200 The total expense of adding an additional shuttle at high service times is 4,950.00. Staff is recommending that Council approve an additional appropriation to pay for this expense. Manager's Report 06-18-07 Page 3 of 3 The following is a list of strategic projects and their current status for your information. Staff Action Status Date to follow- Contact up with Council Russ Retreat Follow- The Directors will begin working on a Forrest up action plan to implement the Council's July 23 pals Russ, Comprehensive Received direction on June 4 to issue Follow-up on Chris, Plan Update RFP. RFP was issued on June 6tn. steering Kathleen, committee on David July 91h Hunt Entryway / Staff will review plans for gymnasium in July 2007 Walker I Gymnasium Jul Jason Construction Ongoing updates throughout construction Each Council Haber Mitigation season. Will bring policy changes to meeting affect the proposed construction guidelines to Council in June. Jason Town Hall Will provide an update on Town Hall July 9, 2007 Haber Budget Update Budget Jason Environmental Create a committee to evaluate water, Habor Committee solar, and wind programs Chris Snowmass Will receive new plans pending outcome June 18, 2007 Conrad Village Center or 6-18-07 T.C. Meeting on Snowmass Project Village Center David TOD Project in Proceeding with NEPA work and May 21, 2007 Peckler West Village obtaining Federal grants. Staff working on process to ensure land planning is integrated with the overall mall plan versus selecting an architect at this time. Town of Snowmass Village Community Survey 2007 DRAFT 2 First, a few questions about the general state of Snowmass Village... 1. Would you say that things in the Town of Snowmass Village are going in the right direction,or have they gotten off on the wrong track? Right direction Wrong track Don't know 2. List what you specifically value about the Town of Snowmass Village: 3. In a word or two,what do you believe are the two biggest issues, in order of priority,facing the Town of Snowmass Village? 4. How satisfied are you with the following functions of the Town of Snowmass Village government? Use a scale from 1 to 5 where 1 means"not at all satisfied"and 5 means"very satisfied"to rate each of the following items. Please use DK(Don't Know/No Opinion)as appropriate. NOT AT ALL VERY SATISFIED SATISFIED DK Town staff 1 2 3 4 5 x Town clerk's department 1 2 3 4 5 x Town Council 1 2 3 4 5 x 5. Indicate which of the following Town boards of which you are aware,and your satisfaction with the current representation of each. Use a scale from 1 to 5 where 1 means"not at all satisfied"and 5 means"very satisfied"to rate each of the following items. . AWARE NOT AT ALL VERY OF: SATISFIED SATISFIED DK Arts Advisory Board 1 2 3 4 5 x Board ofAppeals and Examiners j 1 2 3 4 5 x Financial Advisory Board 1 2 3 4 5 x Grant Review Board 1 2 3 4 5 x Liquor Board 1 2 3 4 5 x Marketing/Group Sales/Special Events Board [ ] 1 2 3 4 5 x Planning Commission 1 2 3 4 5 x Second Homeowners Board j 1 2 3 4 5 x Do you have any comments on your response? YES NO UNCERTAIN 6. Would you be interested in mail ballots rather than voting at polling places? The Planning Department provides planning, design review,and administration ofland use approvals. 7. Have you used the Planning Department with the past 12 months? Yes No 8. Please rate your satisfaction with the following aspects of the Building and Planning Department. Use the same 1 to 5 scale as before. NOT AT ALL VERY SATISFIED SATISFIED DK Courtesy and fairness 1 2 3 4 5 x Adequacy of staffing in department 1 2 3 4 5 x Overall service and efficiency 1 2 3 4 5 x Providing clear expectations on the process 1 2 3 4 5 x The Public Works Departmentprovides maintenance ofpublic areas including roads and village areas. 9. Rate your satisfaction with Public Works services in the Town of Snowmass Village: NOT AT ALL VERY SATISFIED SATISFIED DK Snow removal 1 2 3 4 5 x Summer street maintenance 1 2 3 4 5 x Solid waste recycling 1 2 3 4 5 x Do you have any specific comments concerning Planning or Public Works? 10. Have you had contact with a member of the Snowmass Village Police Department within the past 12 months? Yes,face-to-face interaction Yes,other form of interaction No 11. Please rate your satisfaction with the following aspects of Police Services in the Town of Snowmass Village. NOT AT ALL VERY SATISFIED SATISFIED DK Animal services 1 2 3 4 5 x Strict traffic enforcement 1 2 3 4 5 x Overall feeling of safety and security 1 2 3 4 5 x Visibility of police foot/vehicle patrol overall 1 2 3 4 5 x In your neighborhood 1 2 3 4 5 x In retail areas 1 2 3 4 5 x Friendliness and approachability of police department employees 1 2 3 4 5 x Departments'effort to prevent crimes 1 2 3 4 5 x Enforcement of traffic laws 1 2 3 4 5 x How quickly police respond to requests for service 1 2 3 4 5 x Overall quality of service 1 2 3 4 5 x Do you have any comments or suggestions concerning police services in the town? 2 12. Approximately how many times per week do you ride the Village Shuttle? in winter in summer (ENTER O IFNONE FOR BOTH AND GO TO Q. 126) 12a. If you have used the Village Shuttle at least once in the past year,what do you use it for?(MARKALL THATAPPLYAND GO TO Q. 13) Work Dining Recreation Other Shopping 12b. If you have not used the Village Shuttle at least once in the past year,why not?(MARKALL THATAPPLYAND GO TO Q. 14) No service where you live J Like driving car around town Not convenient Don't know Doesn't go where you want J Other:(explain) 13. Please rate your satisfaction with the Village Shuttle service. NOT AT ALL VERY SATISFIED SATISFIED DK Timely/punctual service 1 2 3 4 5 x Bus driver courtesy 1 2 3 4 5 x Ease of access/locations of stops and routes 1 2 3 4 5 x 14. Do you see a need to increase the amount of Village Shuttle Service in Snowmass Village? Yes 1 No 15. How important is Village Shuttle service to Horse Ranch and Melton Ranch? NOT AT ALL VERY IMPORTANT IMPORTANT DK 1 2 3 4 5 x 16. How frequently do you park in the Town's parking lots(#1.13)in the winter? Never One-two times a month 3-10 times a month 11-15 times a month 16 or more times a month 17. Please rate your satisfaction with local road and public parking services in Snowmass Village. NOT AT ALL VERY SATISFIED SATISFIED DK Location in relation to where you want to go 1 2 3 4 5 x Availability of parking to access commercial areas 1 2 3 4 5 x Availability to access skiing 1 2 3 4 5 x Overall ability of local roads to handle current traffic volume 1 2 3 4 5 x 18. What priority would you like to see given to parking enforcement in Snowmass Village?(Note:"3"Means"Neither Low Priority Nor High Priority") VERY LOW VERY HIGH PRIORRY PRIORrrY DK 1 2 3 4 5 x Do you have any comments or suggestions concerning shuttle service, parking or roads? 3 19. Are you aware that the Town has a Group Sales Department that can help with events/groups of 10 or more? Yes [ ] No 20. Would you consider utilizing the Town's Group Sales Department for help in your planning of: YES NO Family reunions Weddings Corporate meetings Conferences/conventions Do you have any comments or suggestions concerning Group Sales? 21. How important are the following to you and your household? Use a scale from 1 to 5 where 1 is"not at all important"and 5 is"extremely important,"or DK for don't know/no opinion. NOT AT ALL EXTREMELY IMPORTANT IMPORTANT DK Green initiatives and sustainable building practices in the town organization and building codes 1 2 3 4 5 X Having library services available in the town recognizing that they aren't currently available)1 2 3 4 5 x Additional parking providing access to skiing 1 2 3 4 5 x Addition of an ice rink 1 2 3 4 5 X Indoor multipurpose events facility 1 2 3 4 5 x New conference center 1 2 3 4 5 x Performing arts center 1 2 3 4 5 x The special events program to attract visitors 1 2 3 4 5 x Do you have any specific comments on your response to these questions? YES NO 22. Have you or a member of your family been to the new recreation center? Are you a member of the new recreation center? 23. Overall, in the Town of Snowmass Village, how satisfied are you with the following recreation services: NOT AT ALL VERY SATISFIED SATISFIED DK Fitness facilities 1 2 3 4 5 x Pool facilities 1 2 3 4 5 x Recreation programs 1 2 3 4 5 X Parks facilities 1 2 3 4 5 x Overall customer service 1 2 3 4 5 x 24. What recreational facilities does Snowmass Village NOT have that you would like to see provided? Do you have any comments or suggestions concerning current recreational programs/facilities? 25. How many times have you attended the rodeo in the past five years? times Are there specific activities or features you would like to see at the Rodeo Grounds? 4 26. Increasingly,the Snowmass community is impacted by a scarcity of land on which to provide facilities and services. This leads to consideration of"multiple use"opportunities. Thinking about the rodeo arena and surrounding land,would you prefer to see it: J Left largely as it is without other uses on the site j Maintained for rodeo use but developed for other uses such a multipurpose events center Developed primarily for multipurpose events with reduced rodeo use Any comments on your response? 27. Do you feel well informed on current issues facing Town Council? Yes No 28. How do you currently access government information? Website Annual Report Forums Local Newspaper Friends Other: 29. How would you rate the Town of Snowmass Village's website as a timely and convenient resource for government information? (Use"DK"if Don't Know/Never Used.) NOT AT ALL VERY SATISFIED SATISFIED DK 1 2 3 4 5 x 30. How would you rate town communications? NOT AT ALL VERY SATISFIED SATISFIED DK Level/amount of communication 1 2 3 4 5 x Timeliness of communication 1 2 3 4 5 x What additional information would you like to see provided from the Town and by what means? 31. Are you aware of the Town's 1998 Comprehensive Plan? [ ] Yes No 32. Are you aware of the Town's "aspiration"statement? [ ] Yes No 5 Town of Snowmass Village Aspiration Statement We aspire to be the leading multi-season,family-oriented mountain resort community.We will do this by creating, marketing,and delivering distinctive choices for fun,excitement,challenge, learning,and togethemess.All this is done amidst our unique, natural splendor...as part of a memorable Aspen/Snowmass experience. Further,we wish to be seen by others as welcoming,dynamic, convenient, and successful.We will always be responsible stewards of our environment,economy,and society.When successful, Snowmass Village will have achieved the quality of life and economic vitality that will assure our future as a sustainable resort community. 33. Please rate the value of this statement: NOT AT ALL VERY VALUABLE VALUABLE DK 1 2 3 4 5 x Do you have any comments on what you would change in the statement? 34. Over the past two years has the sense of community within the Town improved,gotten worse or stayed the same? Improved Gotten worse Stayed the same Don't know/no opinion Do you have any comments or suggestions on your response? 35. What doesn't Snowmass Village have(facilities and amenities)that you would like to see provided? Are there specific infrastructure or programs you would like to see added to serve Snowmass Village in the next five years? Yes(what are they?) No 36. Thinking about the vision for the new Snowmass Village,and all the improvements that are occurring, how would you describe your attitude? Not at all excited Somewhat excited Very excited Don't know what the vision is Do you have any comments on your response? 37. What are a few key elements you would like to see in the mall area? 38. Are you aware of the town's construction management plan? j Yes No 39. Rate your satisfaction with the Town of Snowmass Village's management and communications concerning construction going on in Town. NOT AT ALL VERY SATISFIED SATISFIED DK 1 2 3 4 5 x 6 If you are not satisfied, what could we be doing better? 40. Do you own or rent your residence? Own free-market unit Own deed-restricted unit Rent free-market unit Rent Town-owned unit or unit with subsidized rates Other(specify) 41. Are you a resident in a unit that is part of the Town's employee housing program? Yes No 42. If you are a renter in the Town's housing, please rate the following: NOT AT ALL VERY SATISFIED SATISFIED DK Quality of housing 1 2 3 4 5 x Level of service and unit upkeep 1 2 3 4 5 x 43. Please rate your overall satisfaction with the Town's Housing Department and programs. NOT AT ALL VERY SATISFIED SATISFIED DK 1 2 3 4 5 x Please provide the following demographic information. Please remember that all responses remain strictly confidential and are reported only in group format. 44. Where is your residence within the Town of 47. Which of the following best describes you? Snowmass Village located? Non-resident owner of business/commercial property Horse Ranch Neighborhood GO TO 0. 50) Melton Ranch/Sinclair Year-round resident(11+monthslyear) Fox Run Seasonal resident/second-home owner The Divide Employee in the village—live outside Snowmass 48. (IF RESIDENT)Do you own or operate a business Other within the Town of Snowmass Village? Yes 45. In an effort to help us understand local phone usage, No which best describes your access to telephone services at your residence? 49. Are you a registered voter in Snowmass Village? I have only a cell phone Yes I have only a land line No I have both a cell phone and a land line 50. In what year were you born? 46. How long have you lived within the Town of Snowmass Village(or owned property if a 51. Which of these categories best describes your non-resident)?marital status? Less than 1 year Single, no children 1-5 years Couple, no children GO TO END 6-15 years Household with children More than 15 years Empty-nester,children no longer at home 52. Do you have grandchildren that visit you in Snowmass Village? j ] Yes No 7 Would you like to be included on our e-mail notification list? (PLEASE PRINT CLEARLY) Name e-mail address @ Thank youfor your participation in our continuing evaluation program. Please attach sheet if neededfor additional comments or suggestions. 8 SatSunMonTueWedThuFri 1 2 N• Town Cleanup Day 3 4 5 6 7 8 9 Town Council Meeting 4:00 p.m. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 4611, Town Council Meeting 4:00 p.m. Summer Father's Day Solstice 24 25 26 27 28 29 30 8e CML 85`h CML Annual Annual Conference Conference At Snowmass At Snowmass Village Village 1 Sun Mon Tue Wed Thu Fri Sat 1 2 3 4 5 6 7 i. Independence Day Town Hall Closed 8 9 10 11 12 13 14 Town Council Meeting 4:00 p.m. 15 16 17 18 19 20 21 EOTC Meeting 4:00 p.m. TOSV Council Chambers 22 23 24 25 26 27 28 Town Council Meeting 4:00 p.m. 29 30 31 Full Moon SNOWMASS ASPEN MOUNTAIN ASPEN HIGHLANDS BUTTERMILK A S P E N Ct S N O W M A S S, ASPEN SKIING COMPANY Jim Wahlstrom Town of Snowmass Village PO Box 5010 Snowmass Village, CO 81615 June 7, 2007 Dear Jim; I am submitting for your consideration this letter addendum to our Minor PUD Amendment application for Sam's Knob Restaurant/Snowmass Ski Area. This letter details our proposal to provide temporary dining/warming facilities at the top of Sam's Knob for the 2007/08 ski season in response to concerns raised by Town Council members during our May 21, 2007 hearing. The proposed temporary facilities will consist of one to two 24'-30' diameter yurts containing an interior serving area, woodstove and seating. Total indoor/outdoor seating capacity will be provided approximately 60 people. The indoor seating and food service will be available daily during the holiday and peak season (roughly from December 20 through March 27). Outdoor seating and dining will be available on good weather days. A site plan outlining the proposed temporary facilities is included with this letter, as are sample images of yurt exterior and interior finishes. The indoor menu will consist of pre-prepared sandwiches, soup, salads and snacks, along with hot chocolate, coffee and cold beverages. On good weather days, a bbq may be used outside to provide hamburgers, hot dogs and other grilled items. Aspen Skiing Company would like to be able to provide beer and wine at the Sam's Knob temporary facilities and requests the Town Council's endorsement of this proposal for use during licensing discussions with the Snowmass Village Liquor Licensing Authority. It is Aspen Skiing Company's intent to provide these facilities for the 07/08 season. However, numerous approvals are required that may impact the timing of delivery as well as the final character of the operation and the facilities. The US Forest Service is the pre- eminent jurisdiction for activities taking place at Sam's Knob and will require review and approval of any plans regarding temporary facilities. The Town of Snowmass Village Building Department and Liquor Licensing Authority, as well as the Pitkin County Health Department, will also have to review and approve plans for temporary facilities at Sam's Knob. P.O.Box 1248 Aspen,CO 81612-1248 970-925-1220 v WWW.aspensn0Wlpass.c0m Based on our addendum proposal, we are proposing that the language of Condition #11 in Ordinance No. 2, Series of 2005 and restated in the PUD Guide be amended as follows changes are in italics): The Applicant shall install a replacement Sam's Knob restaurant facility with a minimum of 125 indoor seats and an outdoor deck open to the general public no later than the 107449-08/09 winter season, in accordance with the review procedures outlined in the PUD Guide. In addition the Applicant shall install temporary warming/dining facilities for the 07108 winter season. Each installation shall be subject to timely review and approval by all applicable permitting agencies, including but not limited to the US Forest Service, Town of Snowmass Village Planning and Building Departments, and the Pitkin County Health Department. " I am submitting twelve copies ofthis addendum per your request. Please don't hesitate to ontact me at (970) 923-8758 if I can answer any questions or otherwise assist in the r view of this application. i c ely, Chris Ki 2 Sam' s Knob 07/ 08 Proposed Temporary Facilities Yurt Images LA w a ' lh.. y g- . a!{ a221'sff'' ha 5 r - "_ t+ i o. rot' s ' r i s 7— a i r M 4 ij ` Sam' s Knob 07/ 08 Proposed Temporary FacBEMP- Q F e 9 F Village Express a o Sam' s Knob Patrol 4 v 1 l; Bathrooms i t 1- 2 yurts with food service and approx. 60 i • 4, person indoor/ outdoor capacity Outdoor seating area N I with bbq V - MTV I•- igry not to scale F ' June 7, 2007 i„ f Snowmass Center Redevelopment Plan continuation of the Related WestPac,Applicant land use application process Design Workshop,Landscape Planners request of amendment Bill PossB Associates,Architects !i Submitted to: Town of Snowmass Village 16 Kearns Road Snmmass Village, Colorado,81615 1 .L.1(1i.1 .'.d+_J G 7 20V SnoWmass V!age Community Deve!upmar.t JERELATED June 7, 2007 Mr. Chris Conrad and Mr.Jim Wahlstrom Town of Snowmass Village Planning Department 16 Kearns Road Snowmass Village, CO 81615 Re: Snowmass Center Redevelopment Plan Continuation of the Land Use Application Process Request of Amendment Dear Chris and Jim: Brush Creek Capital Holdings,LLC (BCCH) has developed a conceptual plan that will accommodate Town Council's request to find a solution to the location of the service station within the Town Core. We would like to request Town Council to consider providing a recommendation of support for the applicant to move forward with the purposed redevelopment concept as a 4th Amendment application. Anticipating direction on June 18 from Town Council to move forward with preparing the application we estimate a submittal date for the 4`"Amendment application to be at the end of October 2007. The site design from the 3'd Amendment has evolved in the past few months of diligent reevaluation and exploration of alternatives. At first the exploration was driven by Town Council's request to resolve the Conoco service station location to keep it in the Town Core. Many complexities were identified in this reevaluation, including the discovery of financial infeasibility of the site plan. This has led to a modified plan which folds in the past points of discussion from Town staff and Town Council,improving the function, quality, and attractiveness of the Center. The fundamental elements and detailed negotiations that Town Council reviewed in the 3`d Amendment application were sought to remain similar in order to not further complicate the approval process. The modified concept reflects the many lessons learned and changes that have occurred in the past ten years that the Center has continued through the redevelopment process. It also builds on the past year and a half WestPac has worked with Town Council through the entitlements process. We believe this plan is consistent in concept with the 2002 and 2006 preliminary plan submissions and has advanced with every iteration. The major items that have been refined or modified are as follows: Inclusion of the Conoco service station and Alpine Bank sites with reconfiguration Creation of a community Main Street Improved residential connectivity, increased amenities and a variation in the unit mix and type. 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (f) A These items and others are explained in greater detail in this submittal including: A. Outline of the Proposed Changes B. Description of the Proposed Changes C. Conceptual Site Plan Analysis Drawings We are proud to introduce the modified concept that has resulted from this process of reassessment. We look forward to collaborating with Town Council and Staff to result in an improved project and place. Best Regards, Patrick N. Smith Brush Creek Capital Holdings, LLC r 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (f) A A. Outline of the Proposed Changes DriversChange Council 1. Service Station Town's desire to keep o Inclusion of additional a Service station remains in the core as the service station in the parcels: part of a master plan Town core Conoco service Improved circulation to the service station station Alpine Bank Iconic bank building moved to a key o Land exchange to location at the entrance to the Center and solve circulation becomes a part of the commercial core problems 2.2. Commercial Improve the connectivity o Design a Community • Grocery store and other service retail of uses and create a Main Street stores located above ground on the same vibrant community o Design with locally level as parking and transit center servicing commercial e Vehicular circulation improved in mind a More vibrant pedestrian environment Rent averaging and breaks for important local businesses Buildings are more efficient Buildings will be designed to be incorporated in the pilot program for LEED ND 3. Residential Market Rate Need to additionally o Change in hotel More HOT beds incentivize the program: Maximize the use of the best views redevelopment Condo hotel, lock- e Top-quality restaurants, spa and Need to subsidize the offs and fractionals conference space for hotel guests and the community benefits and - Superior amenities public purposes o Possible change in e Buildings will be designed to be hotel operator: incorporated in the pilot program for Change in buildings' LEED ND footprint, mass, density, height, and efficiency More efficient locations Restricted Affordable Reduced visual impact Redesign allows for o Assemble and add Integrated into the community coremoreunitsmoreunitsOutdoorgatheringspace 4. Parking Location relates to uses o Design on-street Convenient parking Make circulation clear parking Segregated parking for locally serving and convenient o Design parking businesses Cost/efficiency structures e Parking circulation improved Provide adequate o Increased commercial . Reduce parking footprint and maximize parking for commercial parking the use of the surface level for pedestrians 1 w A. Outline of the Proposed Changes Change Drivers Council Concerns 5. Open Space Community o Configure tenants to create • Varied gathering spots in key locations gathering areas gathering spots with Preserve highly visible open space needed different functions e Pedestrian connectivity provided to open Impact to natural o Design of a Main Street to space for recreational use areas develop natural gathering . Open space serves as a community Desire for quality spots benefit open space o Alter the building foot- prints and grading to reduce impacts on natural Aareas o Design open spaces as focal points 6. Construction Management Many simultaneous o Coordination with other e Reduced impact to the public construction projects Reduced impact to local businesses projects o Strategic delay in Ability to develop an ideal site plan Recent ability to act construction absent the constraint of redeveloping as Master o Temporarily relocate around existing buildings Developer businesses to elsewhere in Snowmass Village to maintain essential services 7. Economics Construction Costs o Develop more efficient e Redevelopment and the sustainability of Bedrock building designs the project is possible Subsidies o Remove more of the Seek LEED ND designation Environmental building area from bedrock . Maintain support and ensure essential Consciousness o Provide continuous services subsidy for locally servicing services o Guide the design by principles of smart growth, urbanism, and green building 2 B. Description of Proposed Changes Council indicated a need to resolve the issues regarding the Conoco service station in the February 5, 2007 Town Council meeting. The service station is an essential service and Council desires to see it remain in the community core. Due to the impaired access and circulation to the service station, it had been proposed to be moved to an alternative location at the entrance to Snowmass Village. Re-evaluation in the past three months has led to a plan for keeping the service station in Snowmass Center. Many complexities were identified in this re-evaluation, requiring examination of the service station location with a master plan approach. A land exchange between Alpine Bank and Conoco service station is proposed to provide a safe and convenient location for the service station. Alpine Bank management believes their new configuration, location, and expanded square footage to be advantageous and have entered into an agreement with Related/WestPac. The service station and Alpine Bank property are now included in this conceptual plan. The iconic Alpine Bank historic building will be the focal point from Brush Creek Estates Road. It will be relocated to a prominent location at the roundabout entrance to the Snowmass Center. The view of the service station will mostly be screened by the existing aspen trees along Brush Creek. The B.J. Adams building will be undisturbed in its location. Bringing access to the bank and B.J. Adams from the Main Street allows for these important services to be a part of the pedestrian environment. i CCDOj-1an RA41 The configuration of the Snowmass Center commercial buildings has evolved from the 3`d Amendment to create a community Main Street. The uses remain the same; 100% community serving commercial with the same methods for enforcement. The creation of a community Main Street is in response to the desire to create a vibrant environment for the residents of the community with: outdoor community gathering spots clear, safe, and convenient pedestrian and vehicular circulation close proximity to parking Like any good Main Street, continuous retail lines the street, to be entered from the wide sidewalks. One floor above the Main Street level on the north side of the road is intended to be flexible for occupation by retail or office and service. The simplicity of this configuration of retail space provides ease for visitors and residents to find their way around the Snowmass Center. Circulation for local bus riders, motorists, and pedestrians is clear with a main route through the Snowmass Center and convenient access to all businesses. The small town feel that this Main Street creates not only provides a safe pedestrian way, but is designed to be so comfortable and pleasant that it will be a place that people will want to enjoy. At the axis of Main Street and the pedestrian entrance to the primary parking structure is a community gathering spot. It is intended to be full of activity, with places for people to sit and encounter their friends. 3 It has long been understood for this redevelopment project that the market rate residential use supports all of the subsidized commercial space, the public amenities, the employee housing, and the public infrastructure, that make the Snowmass Center a livable and sustainable place. The design presented within the 3`d Amendment no longer provided this balance, due to the addition of costs of including the Conoco service station in this site and the newly appraised costs for construction. The redesign of this project has attempted to reduce costs while establishing the quality needed to keep Snowmass Village competitive. In order to make this redevelopment project financially possible, a new residential model was carefully developed and analyzed. Higher occupancy rates (More HOT beds) are anticipated from the proposed hotel with associated lock-offs and fractional units. This diversity of accommodation types and addition of conference space make the hotel a valuable asset for Snowmass Village. To accommodate this necessary change, the hotel structure has changed shape to create greater building efficiency and provide better guest proximity to the amenities. A great amount of thought and redesign efforts have gone into creating a hotel design and program that is compatible with the Snowmass Center's redevelopment and will provide high quality HOT bed proximate to the town center. Amenities have increased in size, number, and quality to accommodate the desires of Snowmass Village guests. This includes two restaurants that are intended to provide a fine dining experience that will draw visitors to Snowmass Village, add a varied choice for residents, and can be enjoyed by hotel guests. The spa is also available to the public. Conference space has been added to increase the viability of group sales. The reconfiguration of the hotel has allowed for a reconfiguration of the restricted affordable housing and the addition of more units. The affordable housing units are now grouped together in one location. They are conveniently located along the Main Street and integrated into the community core, with limited views from adjacent properties. They can be accessed from the adjacent parking structure, the Main Street or the bike/pedestrian path. Green space between the housing units allows for park space to be created. 4 An improvement from the 3`a Amendment, as previously desired by Town Council is the centrally located parking structure that provides better circulation and connectivity to the distinct uses within the Snowmass Center. A great deal of parking is located on the same floor level as the Main Street retail. Parking related to restricted housing, accommodations, and commercial uses are separated for convenience and clarity. The circulation is more clear and convenient for both motorists and pedestrians. Parking is available along the Main Street for short term five minute stops. Other surface parking is provided in conjunction with Alpine Bank and the service station. The redevelopment of the Snowmass Center with limited surface parking changes it from a drive-up commercial strip center to a pedestrian oriented environment. The new configuration of buildings and structured parking located below ground allows for much of the surface level to be planted open space and outdoor pedestrian space. The redesign includes much consideration for natural areas, existing vegetation, wetlands and areas of great slope through protection and incorporation of them into the design. An important addition is included in this new configuration and design, a village green. It is a community open space strategically designed in a central location. Sidewalks connect the village green, Alpine Bank, and B.J. Adams from the regional transit stop along Brush Creek Road to the Main Street of Snowmass Center. 5 i;;;<i tX f'tE C t71, itA1P1 ._C"iiY ti i The phasing of construction has been reassessed with the new design to strategically take place at time that is more advantageous to the public and local businesses. Managing much of the construction that takes place in the Village allows the applicant to stager construction. The ability to relocate essential services is the main reason the new site plan is now possible; because there is no longer the constraint of using existing Snowmass Center buildings during the construction process. Contact has been maintained with the essential service managers/owners throughout the process to sustain confidence for the construction relocation process. An additional benefit to relocating these essential services is a reduction in the overall construction duration. 7!,Ii i1C+J.!l7 S In addition to the incorporation of the Conoco site, rising construction costs, new knowledge about the low depth to bedrock and the associated costs of placement of much of the buildings below ground, were several of the major driving forces behind the need to reassess the entire P Amendment design to make it financially possible. Current construction costs and long term costs of subsidies to essential services were discovered to not allow for the financial feasibility of redevelopment of Snowmass Center. For this reason, the redesign includes more efficient buildings including double loaded corridors throughout most of the residential portion of the project. A greater percentage of the buildings are raised above bedrock and require less expensive construction techniques. This results in a community Main Street and configuration of commercial space that the applicant's retail experts believe will create a more attractive environment for consumers and increase the financial return for the local serving businesses. An improved free market residential component will provide a diversity of product and accommodation types that will broaden quality accommodations for Snowmass Village. The principles of smart growth, urbanism, and green buildings have been incorporated into the current proposal. Many experts on these areas of sustainability have been consulted on the new conceptual design and will assist throughout the design and redevelopment process. This includes designing to allow green roofs to be included in the design, creating a superior pedestrian experience, and creating resource efficient buildings. The applicant will design and incorporate the Snowmass Center into the LEED Neighborhood Development Pilot Program, launching Snowmass Village as the leader in sustainable design. 1 6 a t o Courtyard o Accommodations 0p Employee I Housing Q o ndol r O Employee Commercial Housing r' EmployeeHousing Commercial sfe Ier Q Alpine Village Bank Green h ServiceStation1O B.J.Adams c::) c> v Snowmass Center Redevelopment illustrative plan - june 2007 Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 a D0 o jog I Building L VACIIIIII r"—( T ondol O Building I 71= 03a w Station O 0 AlpineBank t B.J.dams Snowmass Center Redevelopment existing application plan - september 2007 I Related WestPac, Applicant I Design Workshop, Landscape Planners Ii Bill Poss& Associates, Architects June 7, 2007 will It VI r7l 3., . i!%. s w ` 1 1 . ri// .; jlr KI y I i 11F` Zia r a SI Fig fir 1/( ALA^ . II I. i ' 1' U lw'' kc, .. or it N T '% . 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Employee 0. v p O Housing 1 Pool ondola u r I 1`---"' 0 0 0 ® o v m © Employee J Commercial I , Y Housing l off, / / , .• p 0 Employee Housingi P i Commercial r 0 i O Q Alpine Village 0 / Bank Greerl Station f gNSh Cce fYt Pedestrian Circulation Adams Gathering Spaces Snowmass Center Redevelopment pedestrian circulation Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associatede 7,ncr 2007 YJ i I l i O r Ii Accommodations I EmployeeHousing ndol 0 r I Employee Commercial I I Housing J II II II II Employee II II II II Housing u Commercial Q / Alpine Village 11 Bank - Green h 1 Service J 1 CieeK h-• i i Nsh S 91 tat nio 9 X Local Bus Adams II Regional Bus L1 O Bus Loading RFTA Bus Bus Loading Snowmass Center Redevelopment transit circulation Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 ValetParking Accommodations I li I EmployeeHousing i e GOndol 1^ J f 1 Employee Commercial Housing I i I Employee Commercial Alpine - Village f Road Bank Green h Service 6 sh Cre N Station 4 Center Patron and Employee Adam I Q, Hotel GuestService Access Snowmass Center Redevelopment vehicular circulation Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 f Courtyard t yl Accommodations Employee 8 8 Housing ou rc Pool ondol 7 r v Employee Commercial Housing t EmployeeHousing 7 h Commercial Ifdi S setAlpine Village R Bank Green 4 oa Service t sh Ctee tlyU'/ Station B CEO 1\ ' J X t! i' Vegetation Adams D Pedestrian Zone p D Vehicular Zone r Snowmass Center Redevelopment open space Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 l tI a o Mom k Employee y Housing yea ` One Additional Level of Employee Housing Below) l,/ h r' ks 5 Employee o Y1 Housing r EmployeeHousing 5 r a R d ok o V Ii i i) p 0 AccessParkingLoadingCommercialResidential Snowmass Center Redevelopment l use level 1 Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 Accommodations( Above) ondoll O l Y U i J 1 10000 t Employee f Housing EmployeeHousing d nsr IBBBBB T Village d Green G ee gNsb K i 1 oa Access p I Parking 1 D LoadingCommercialResidential Snowmass Center Redevelopment Accommodations use level 2 Related WestNc, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 l Accommodations( Above) J+ ondol aaaao II II II II I Market Rate I I AccessParking 7 D LoadingCommercialResidential Snowmass Center Redevelopment Accommodations j use level 3 Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, Architects June 7, 2007 1 O 1 11 1l u Courtyard mot, i Accommodations Employee f Housing d urly dJ— I1 Pool x 0rid 14 it Commercial ® EmployeeHousing . . Al+ P X6.0 7 r- II ! r r . J r•-_, l. . 1. 4 , J J Employee } r/ 1 + : a a I d '.. Housing r t` Q Vllage ter, oad Alpine t R Bank Green ' n Service // r.. JS y BNSp Cleo l' ny H.17 station J Number of Floors UO Snowmass Center Redevelopment floors Related WestPac, Applicant Design Workshop, Landscape Planners Bill Poss& Associates, ArchitectsJune 7, 2007 James Wahlstrom Town of Snowmass Village P.O. Box 5010 Snowmass Village,Colorado 81615 May l4, 2007 RE: Alpine Bank Authorization to Allow Related WestPad to Process a Land Use Application Including the Alpine Bank Snowmass Village Parcel Dear Mr. Wahlstrom, The proposed Fourth Amendment of the Snowmass Center Redevelopment Application to be submitted to the Town of Snowmass Village by Brush Creek Capital Holdings, LLC (the Applicant")will include Parcel Number 273301202100, owned by Alpine Bank Snowmass Village and authorized by its President, Stan Kornasiewicz. Pursuant to Section 16A-5-40(a) of the Land Use Code of the Town of Snowmass Village; the Applicant must submit Alpine Bank's permission to include this Parcel within the application as the Applicant is not the land owner. This letter provides authorization for Brush Creek Capital Holdings,LLC to include the Alpine Bank Snowmass Village Parcel within the proposed Fourth Amendment of the Snowmass Center Redevelopment Application. 1 would be pleased to provide the Town staff with additional information if necessary. We appreciate your review and consideration of this exciting proposal. Best Regards, r Stan Kornasiewicz President Alpine Bank Snowmass Village 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (t) rRELATED WESTPAC ADDENDUM FOR A WAIVER TO THE PUD FOR BASE VILLAGE Submitted June 11, 2007 r RELATED WESTPAC Chris Conrad Town of Snowmass Village P.O. Box 5010 Snowmass, CO 81615 June 11, 2007 Re: Waiver Request under Condition 7 of Ordinance 21, Series of 2004 Dear Chris, We are submitting to you additional information that you and the Planning Commission requested at the June 6, 2007 Planning Commission Meeting, specifically an outline of the Viceroy Management Agreement and a Summary of Governance Structure. In addition to the requested information,we have included the document provided to the Planning Commission and Staff at the June 6 meeting. Related WestPac, is committed to providing the Town and community the information they need to fully review the Waiver Request for the Viceroy. We are confident that Viceroy is the right choice for the community and will prove to be an enhancement to the Base Village PUD. We look forward to your review and consideration of this proposed amendment to the PUD with Town Council June 18, 2007. Please contact Carey Shanks at 970-61 B-0589 if you have any additional needs. Best Regards, Patrick Smith Related WestPac 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (f) rRELATED A SECTIONS SECTION Questions and Answers SECTION 2 Client Testimonials SECTION 3 Pyramid of Decisions SECTION 4 HVS Report SECTION 5 Management Plan SECTION 6 Summary of Governance Structure June 2007 Addendum for a Waiver to the PUD:Base Village rRELATED WESTPAC SECTION 1 Questions and Answers The Kor Group,Viceroy and Related WestPac have provided responses to common questions asked throughout the Viceroy public outreach meetings. 1. Why Snowmass Village? 2. What is Kor,Viceroy's history with group business? Group sales—city-wide vs. smaller groups. 3. What is the strength of Kor's and the Viceroy Snowmass sales force? 4. How many rooms can Viceroy devote to group business, especially during high season? 5. How will this be staffed when there are so many other properties coming on line? 6. How will Viceroy deal with the local housing shortage for their year around employees? 7. What is Kor's knowledge of the seasonal mountain resort market? 8. What type of services does Kor's provide to guests and owners? 9. Infrastructure for meeting space and how the meeting space is managed 10. How will Viceroy compete directly with the existing lodging community and how will it attract and ultimately bring in guests that are currently being lost to other locations? 11. What impact does an owner of a condo have with regard to the rental program? 12. Confirm that Kor would be interested in the local reservation system 13. What is the Vision of Kor Hotel Group,Viceroy, specific to Snowmass Village? 14. What is the marketing plan for Kor,Viceroy, specific to Snowmass Village? 15. What will Snowmass Village gain from having Kor,Viceroy on board? 16. What is the difference between a national chain to a national brand? 17. Is Kor,Viceroy leasing the service areas,restaurant, common areas? 18. How can Snowmass Village be assured that Viceroy will remain in Snowmass Village for the long run? 19. How will beds remain H.O.T?Will you rent units prior to the sale of the units? 20. Explain the financial staying power of Kor,Viceroy. 21. What is causing Kor,Viceroys success against its competitors? June 2007 Addendum to the Request for a Waiver 1 RELATED WESTPAC 1. Why Snowmass Village? A new-build,Viceroy-branded hotel in Snowmass Village is paramount to the overall growth objectives of the Kor Hotel Group. Our brand has been carefully grown from Santa Monica and Palm Springs into confirmed locations in Miami,Anguilla,Mexico, and South America. Together with the premiere Colorado destination, these locations will satisfy the latent demand from Kor's loyal customer base. Kor Hotel Group looks forward to developing a uniquely Snowmass Village location, that continues its commitment to developing one-of-a-kind environment that complements and exemplifies local culture and customs. 2. What is Kor,Viceroy's history with group business? Group sales—city-wide vs. smaller rou s. Group business will represent about 25% of the property's overall market segments. 80% of which will come from small to medium size groups of less than 30 rooms on a peak night. Highly experienced in generating group business with limited meeting space, the Kor sales organization maintains extensive relationships with Helms Briscoe, Conference Direct and David Green and Associates, as well as having a network of corporate,incentive and association customers. In addition,Kor is actively represented at various meeting planner events and affiliations,including MPI,ASAE, Springtime in the Park, and the Motivation Show. The Viceroy Snowmass on-site team will play an integral role in developing a sales and marketing effort in conjunction with local hoteliers and local visitors bureau authorities to attract and capture village-wide" groups,which will maximize the revenue opportunities for the entire hospitality and retail community of Snowmass Village. 3. What is the strength of Kor's and the Viceroy Snowmass sales force? In addition to the property sales team (see attached Organization Chart),Kor Hotel Group will provide extensive sales representation in the key feeder markets, deployed against strategic geographic and market segment territories. With an integrated Delphi sales and catering system for global and property sales, and a dedicated focus on Entertainment, Fashion, Commercial Production, Financial, Retail, Incentive, Pharmaceutical and Leisure industries, Kor Global Sales organization will become an extension of Viceroy Snowmass' on-site sales team,which will be focused on proactive sales and representation of the property nationwide. June 2007 Addendum to the Request for a Waiver 2 rRELATED WESTPAC 4. How many rooms can Viceroy devote to group business, especially during high season? Kor evaluates every opportunity on a case-by-case basis to determine the fit of a potential group, based on wide range of such parameters,including the arrival date, stay patterns, food and beverage contribution, auxiliary revenues, PR exposure, and displacement. In essence,there is no limit to the number of rooms allocated to group. 5. How will this be staffed when there are so many other properties coming on line? As with all openings,Kor recruits a leadership team that will be responsible for the hiring process of appointing a group of colleagues with a proven range of skills,required to run a seasonal mountain resort. This team will be charged with hiring the line level managers and hourly staff. Kor also taps into the existing properties and the corporate team to help train and launch the property during the opening. 6. How will Viceroy deal with the local housing shortage for their year around employees? The approval of the Base Village PUD included 137,455 square feet of employee housing. Although Viceroy employees do not get first priority of these units, the overall affordable housing base will be increased to support the housing demand of the Viceroy. 7. What is Kor's knowledge of the seasonal mountain resort market? Much like in other destinations, Kor recruits the talent with the expertise in the corresponding markets, as it relates to sales and marketing, distribution, and operations. For example, as Kor embarked on Viceroy Anguilla,it retained Jan Tibaldi as a General Manager. Prior to Kor,Jan was the General Manager of the One & Only Le Saint Geran in Mauritius. Jan's strong experience from his prior positions of managing luxury resorts in a self-contained island environment enabled the property to overcome any challenges,unique to its remote location. As in Anguilla,Kor will hire someone with appropriate industry experience to enable the property to successfully launch and position Viceroy Snowmass in the community. 8. What type of services does Kor's provide to guests and owners? Hotel Services Kor delineates the"hotel services"it provides to any particular project into "Basic Services" and"A la Carte Services", as follows: Basic Services: Basic Services are those services and amenities that ate generally available to all unit owners in a given project simply by virtue of their ownership in the project. These Basic Services include those services and amenities that would typically be available to an June 2007 Addendum to the Request for a Waiver 3 r RELATED WESTPAC owner in a traditional luxury condominium project that did not include a transient hotel operation. Examples of Basic Services include common area maintenance and repair (including insurance and security),valet parking, concierge services,porter service,pooldeck towel service, etc. Because the Basic Services are generally available not just to residential unit owners in a given project,but also to all hotel guests in that project, the total cost associated with delivering Basic Services to a project are reflected in the hotel operating pro forma for that project. On a line-item-by-line-item basis, Kor allocates to the residential unit owners a proportionate share of the cost of the Basic Services. The methodology supporting the allocation of Basic Service expenses to the residential unit owners varies by the type of Basic Service, but typically includes allocation based on proportionate square footage (e.g., common area utilities, common area taxes, etc.) and allocation based on the number of incremental project staff dedicated to delivering Basic Services to the residential unit owners (e.g., concierge services,porter services, common area housekeeping, etc). The aggregate amount of Basic Service expenses allocable to the residential unit owners typically comprises all (or substantially all) of the homeowner association budget for the residential unit owners. A la Carte Services:A la Carte Services are those services and amenities that would be available for separate purchase by residential unit owners on a consumption basis, above and beyond the Basic Services available to all residential unit owners generally (i.e.,without regard to consumption). Examples of A la Carte Services include room service,in-unit housekeeping,in-unit maintenance/engineering, spa services,grocery stocking, etc. Residential unit owners can elect to receive any range of A la Carte Services by executing a comprehensive A la Carte Services agreement directly with Kor (typically used for recurring services like in-unit housekeeping or maintenance/engineering) or otherwise availing themselves of project amenities on an ad hoc basis e.g., spa services, room service, etc.). Kor Club Residential owners at Viceroy Snowmass will also have the opportunity to participate in Kor Club,a private members-only program available exclusively to owners at Kor's Viceroy and Tides resorts and residences worldwide. Available on a complimentary basis to Viceroy and Tides owners participating in Kor's rental management programs and available for purchase by Viceroy and Tides owners not participating in a rental program,Kor Club affords owners the highest level of personalized attention and service year-round,including exclusive access to Kor Concierge and VIP entry privileges and preferred discounts at signature Viceroy and Tides amenities. Membership in Kor Club includes: 24-hour worldwide access to the Kor Concierge team Kor Card -Personalized Membership Access Card Preferred Pricing at all Viceroy and Tides Signature Restaurants Priority Seating Reservations at all Viceroy and Tides Signature Restaurants Preferred Pricing on Hotel Reservations at participating Viceroy and Tides properties Complimentary Upgrades at participating Viceroy and Tides properties Exclusive Kor Club Events Kor Club Quarterly Newsletter June 2007 Addendum to the Request for a Waiver 4 rRELATED WESTPAC 9. Infrastructure for meeting_space and how the meeting space is managed Kor hotels'business philosophy is to complement the group business with various small to medium sized catering and meeting-space-only opportunities,which supplement the revenues and enhance hotels'presence in the local communities. This layered approach to building the property's awareness allows the hotel management to accommodate a wide range of customers and events,while sustaining the hotel's revenue streams through various seasons. 10. How will Viceroy compete directly with the existing lodging community and how will it attract and ultimately bring in guests that are currently being lost to other locations? Viceroy's unique design appeal and marketing savvy has proven to generate incremental demand, which will only enhance the town's current positioning in the meetings, events and travel industry community. It's been our experience that the Viceroy product brings a strong influx of business to the communities,which were not previously explored by the group's loyal customer base. In other words, this new found awareness will generate additional revenue for the existing lodging community. 11. What impact does an owner of a condo have with regard to the rental program? A purchaser of a condominium unit at Viceroy Snowmass will have the opportunity to participate in Kor's rental management program for the project. The program will be entirely voluntary (i.e., an owner may purchase a unit without having to participate in the rental management program),would not involve the pooling ofincome between unit owners, and would contain an unbiased computer rotation system intended to cause hotel guest reservations to be rotated fairly among similar quality units. In general,Kor has seen significant participation by unit owners in Kor's rental management programs,in some cases near one hundred percent. 12. Confirm that Kor would be interested in the local reservation system Viceroy will participate in the local reservation system by extending an adequate allotment for their customers. In addition, Kor and Viceroy will work with the town on other co-op marketing opportunities. 13. What is the Vision of Kor Hotel Group,Viceroy,specific to Snowmass Village? Kor Hotel Group understands and appreciates the town of Snowmass Village's goals: to keep its loyalists and expand its target in order to embrace the future and new generations. Like Snowmass Village, the Viceroy brand creates and delivers authentic recreation, diversion, and togetherness experiences and traditions within inspiring environments. Viceroy's onsite sales and marketing team efforts will be supported by the company's public relations,marketing, and an aggressive direct sales campaign June 2007 Addendum to the Request for a Waiver 5 rRELATED WESTPAC 14. What is the marketing plan for Kor,Viceroy, specific to Snowmass Village? Kor has developed a comprehensive sales and marketing distribution system that encompasses the following: Direct Sales - consistent proactive sales efforts,including key feeder missions,local sales blitzes and dedicated division to small meetings; Marketing affiliations—Kor National sales will ensure property's inclusion in such leading industry affiliations as Virtuoso, Signature, Fine Hotels and Resorts, and Andrew Harper's Q Club; Trade show participation—a consolidated travel and tradeshow schedule for the entire group that maximizes presence in key markets; Familiarization Trips - from construction and hard hat tours to a Meeting Planner advisory board, Viceroy will create the excitement and energy that Snowmass Village deserves; National Sales—Kor's growing national sales team will enhance hotel's on site sales efforts with the corporate representation to Entertainment, Fashion, Commercial Production, Financial,Retail, Incentive and Pharmaceutical segments; Revenue Management—fully integrated systems and tools that will allow the dedicated revenue manager and inventory controller to provide the maximum yield and stimulate promotional opportunities during off season; Central Reservations (24/7) —Kor's dedicated reservation agents will be trained to become certified destination experts, able to answer various location,local attractions and activities question; E-commerce—a concise interactive campaign will be created to optimize Viceroy Snowmass' presence with the top search engines,including the natural and paid listings and link creation; Public Relations will play a key role in securing Snowmass Village's reputation as the up-and- coming year round resort destination. This dedicated focus on individual location is one of the key differentiators between Kor and other chains. Out in house PR department efforts will be supported by the New York and Miami outreach efforts; Marketing Communications—Kor in-house marketing and on site leadership team will create an engaging marketing campaign to reflect the destination's unique environment and appeal to a wide travel audience of families, couples,groups and conventions, etc. Viceroy Snowmass dollars will be leveraged with the rest of the portfolio's media and direct mail budgets to provide a maximum exposure; Ongoing training—Kor Hotel Group encourages all of its employees to take advantage of continuous training classes, facilitated by the internal experts and outside trainers (Kor University, Master Connections and Associates, etc). June 2007 Addendum to the Request for a Waiver 6 rRELATED WESTPAC 15. What will Snowmass Village gain from having Kor,Viceroy on board? Kor Hotel Group's brand pillars consist of intuitive service,inspiring design,innovative culinary experiences and a holistic approach to wellness.The Company's dedication to unique destination environment will enhance Snowmass Village's appeal in national and worldwide media, stimulating incremental business for the town and the community. The group takes a proactive approach in addressing the unique needs of various types of customers, providing a wide range of memorable experiences. The Company's swift approach to adapting up- to-the-moment trends will continue to provide progressive experiences and will epitomize modem individuals, families and groups to make Snowmass Village a "fast to know, first to go", "must experience!" destination. In addition,Viceroy's culinary talent,proven ability to produce newsworthy events,intriguing public relations initiatives and inspiring catering influences attract world travelers and provide a supportive local following. 16. What is the difference between a national chain to a national brand? Please see the HVS Report-Attached 17. Is Kor.Viceroy leasing the service areas, restaurant, common areas? No. Kor will be providing full-scale operational/management services to all aspects and amenities of the Viceroy Snowmass project. This is in keeping with Kor's standard practice at all of its hotels and resorts. However,in order to preserve future flexibility, some amenities and spaces of the project typically, areas such as restaurant, gift shop,bar and spa) may be separately subdivided or condominiumized. 18. How can Snowmass Village be assured that Viceroy will remain in Snowmass Village for the long run? Viceroy has entered into a 15 year management agreement with two 10 year options to extend. 19. How will beds remain H.O.T?Will you rent units prior to the sale of the units? As mentioned above, Kot's rental management programs are entirely voluntary (i.e., an owner may purchase a unit without having to participate in the rental management program). In order to facilitate participation in the rental management program,Kor operates, on behalf of the project's developer/owner, a rental management office, the staff of which is charged with marketing the rental management program to owners and prospective owners at the project. Once in the rental management program, owner use of participating units is capped (both annually and by season) and generally restricted by"blackout dates", so as to maximize paid guest occupancy during periods of peak compression. June 2007 Addendum to the Request for a Waiver rRELATED WESTPAC In general,Kot rents all hotel guestrooms in its regular inventory even prior to sale. All such units are included in the standard reservation rotation system use in connection with rental management program units. Developer-owned units are not typically given priority over third party units in the rental management program;instead,reservations are rotated among similar quality units without regard to ownership. 20. Explain the financial staying power of Kor,Viceroy. The Kos Group is a privately-held real estate development and management company with three partners: Brad Korzen (Chief Executive Officer),Jeff Smith (Chief Operating Officer), and Frank Iaffaldano (President). Kor's primary equity partner is Lubert-Adler Real Estate Funds out of Philadelphia,Pennsylvania headed by Dean Adler. Kor has a long-standing 10+ year relationship with Lubert-Adler since its inception, during which time they have co-invested over$1 billion of equity in hotel,resort, and residential acquisitions and developments. Kor is Lubert-Adler's 2nd largest operating partner, and its largest hospitality partner. The joint investments have generated an average annual leveraged return in excess of 27%. Lubert-Adler is an equity partner on all of Kor's hotel and resort projects, and many of Kot's residential developments. Lubert-Adler has invested in over $20 billion of real estate assets through its five funds,with nearly $5 billion of equity raised. Kor also has significant equity and debt sponsorship with Perry Capital, Citigroup,Bank of America, LaSalle, and East West Bank throughout its portfolio. 21. What is causing Kor.Viceroys success against its competitors? Inspiring design presence unlike any other Signature look and feel that is never interchangeable with any other property In house expertise and flexibility, as it relates to design,programming,rate structure and positioning Focus arid high-level involvement of Kor executive team Expansion of team and the commitment to service-driven culture PR excitement Inventive food and beverage experiences Acclaimed chefs, signature cocktails, top-quality ingredients,inspiring settings Ability to drive revenue,position and hire the best talent June 2007 Addendum to the Request for a Waiver 8 rRELATED WESTPAC SECTION 2 Client Testimonials The Kor Group,Viceroy has provided several client testimonials from individuals who are who work in the industry of group sales. 1. The Meeting Designers 2. New York Rangers 3. Northrop Grumman Corporation 4. MMG Worldwide 5. Palm Springs Desert Resort Communities June 2007 Addendum to the Request for a Waiver 9 V rRELATED WESTPAC The Meeting Designers Our company represents various Corporate and Association clients throughout the United States that have numerous meetings each year. The current trend seems to be the hunt for a "WOW' factor in our client's site search and location selection for their events. Why Viceroy?—because they most definitely offer the "WOW'. From the initial contact whether it be for a group booking, catering event or personal travel, , the Viceroy offers the highest in customer service and then backs it up with their staff and product. They provide high quality unique luxury hospitality, and will add value and excitement to the Snowmass-Aspen community.Why not Viceroy? Respectfully, Penny Tilton Penny Tilton Regional Vice President The Meeting Designers 37 White Dove Court Sparks,NV 89441 T: (775) 424-1724 F: (310) 496-0485 E: ptiltonnmeetingdesigners.com Viceroy Palm Springs &Viceroy Santa Monica June 2007 Addendum to the Request for a Waiver 10 rRELATED WESTPAC New York Rangers How could it NOT be a Viceroy!" Exquisite Style, Impeccable Service, and Attention to what matters most, the guest...there is no place quite like a Viceroy property. When you walk in,you know you've set yourself apart!' Jason Jason Vogel Vice President Sports Team Operations New York Rangers 2 Penn Plaza New York NY 10121 T: (212) 465-6485 F: (212) 465-6492 E: lason.Vogel@thegarden.com Viceroy Santa Monica June 2007 Addendum to the Request for a Waiver 11 rRELATED WESTPAC Northrop Grumman Corporation Your"boutique-sized hotel is idyllic and preferred by our senior management for ease of negotiating from room to room when compared to a large hotel'. The "high staff to guest ratio equated to better service" and we loved the "innovative food options" and"intimate dining locations". Carey Carey Campbell Corporate Travel Manager Northrop Grumman Corporation 1840 Century Park East Los Angeles CA 90067 T: (310) 210-3105 F: (310) 556-4060 E: carey.campbeIlQngc.com Viceroy Palm Springs June 2007 Addendum to the Request for a Waiver 12 rRELATED WESTPAC Palm Springs Desert- Resort Communities ctjIIiE1,11I _f11 A I I D : I ITCIP UF1- I_IR11 May 18,2007 Mr.Jonathan Heath Viceroy Palm Springs 415 South Belardo Road Palm Springs,CA 92262 Dear Jonathan, On behalfofthe Palm Springs Desert Resort Communities CVA,I want to thank you for taking such good care of Bob Whitley,President ofUSTOA during his recent site visit. Mr.Whitley was extremely impressed with the Viceroy Palm Springs;he shared very positive comments on the quality ofservice and the luxury"Hollywood feel'of the Viceroy Palm Springs. The Viceroy Palm Springs and the entire Kor Hotel Group has really raised the bar on luxury hotel experience in the desert area. Mr.Whitley kept referring to the quality and high standard that the Kor Hotel Group delivers with all of its properties and how fortunate we are to have a Kor Hotel property as a part of our destination. Jonathan,as you know,this is not the first time we have heard this. We truly value our relationship with the Viceroy Palm Springs and in my thirty years in the industry have never worked with such a professional and dynamic group. I am pleased to announce that USTOA has selected us as the location for their 2008 Annual Conference. Get ready,your name is already at the top ofthe list for the USTOA Host Committeel I look forward to seeing you during our upcoming Australian and New Zealand FAM. We have excellent clients and they are all looking forward to the Viceroy Palm Springs experience. Sincerel Wood"y eek id Vice-President Tourism&Membership WPAa serving the Coven Stuart Communities of Riverside county Cathedral City• Oabort Hot Springs• Indian Wells• Indio•Lb'Guinto•Palm Desert •Palm Springs•BnRCho Mlmgo 70-100 Highway III •grnaha Mlregs.CA 82270•T:700-770-0000•IF:000-087.0707•F:708-770.9001 •palmsprlagsuse.aom Weshlnoton,DC Sales Office • 5t5 Ring Street,Suite 015 •Alsaenerle,VA 22314 • T:703-549.8028 • F: 703-SIO.7579 is rRELATED WESTPAC May 22,2007 Mr.Brad Korzun uFounderandCEO The Kor Group 5750Wilshira Boulevard Suite 500 Los Angeles,CA goo36 tm E Dear Brad, My company,MMGWorldwide,works as the marketing contractor for theColorado r: Tourism Office(CTO)inexecuting the state'stourism advertising,promotion and public oEmrelationseffort. Our S100 million firm also works exclusively in the travel industry worldwide,0 8andIhaveheardfromseveralindustryplayersaboutKorGroup's plans for development al a MMGWQRLWIDEtlaa base oFSnowmass Village. Given the quality of development that Kor has engaged in on a national level,the Viceroy is a A ' welcome addition to Colorado and the phenomenal collection of resorts in the Aspen area.I E have worked with companies such as Intrawest and Starwood's Luxury Collection for many t years,and your investment in the Viceroy brand as the flagship for Snowmass will be a unique and exciting addition to the product alread y operating throughout the state. 1 hope you will let me know if MMG can be of any support in your work at Snowmass or if I can share more about our ongoing promotions for the State of Colorado. 6 in regards, E Clayton Pei President and Managing Partner cc: Tom Santora-The Kor Group June 2007 Addendum to the Request for a Waiver 14 r RELATED WESTPAC SECTION 3 Pyramid of Decisions Attached is a pyramid detailing the process of decisions a traveler faces once they have chosen to take a vacation is provided by the Snowmass Village Marketing Department. June 2007 Addendum to the Request for a Waiver 15 rRELATED WESTPAC What Is Driving The Vacation Decision? Spend Quality Time with Core Family Connect with Good Friends and/or Relatives Rekindle Romance with Significant Other Do or See Something Adventurous Rejuvenate,De-stress Improve Self,Learn Something New What Amenities Are Required To Satisfy These Needs/Desires? Arts&Culture Water or Amusement Parks Golf Fishing,Boating Spa,Pampering Swimming,Rafting,Surfing Sightseeing,Attractions Gambling Culinary Experiences Biking,Hiking Festivals,Conceits,Events Warm Weather Unique Shopping Skiing,Winter Adventure Education,Retreats Outdoor Scenery,Wildlife Different Culture,Language Soectator Snorts What Types of Destinations Provide These Amenities? National or State Park Mountain Area Historical Town All-Inclusive Resort,Casino Ocean,Beach Cruise Urban,Vibrant City Exotic Island,Country IfMountain area,What Geography? Rocky Mountains Regional Drive Colorado Vermont Utah Canada Wyoming Switzerland IfColorado,What Area? Denver Vail,1-70 Colorado Springs Telluride Estes Park Steamboat Boulder Aspen/Snowmass What Type of Lodging? National Hotel Chain Unique,Boutique Camping,R.V. Bed&Breakfast Cabin,Ranch Vacation Home Slopeside,Convenient Timeshare Full Service Resort Recommended,Rated Family-or Adult-Oriented • Event Sponsor/Host Where To Dine/Shop? Onsite Decision June 2007 Addendurn to the Request for a Waiver 16 RELATED WESTPAC SECTION 4 HVS Report June 2007 Addendum to the Request for a Waiver 17 I 1 H=V-- INTERNATIONAL April 30,2007 0 Mayor Douglas Mercatoris Council Members: Sally Sparhawk Arnie Mordkin Reed Lewis 0 John Wilkinson Town Manager Russell Forrest Re: Proposed Viceroy Hotel Snowmass Village,CO Ladies and Gentlemen, HVS International, a leading Global Hospitality Consulting Firm, was retained by Kor Hotel Group to provide an independent review of the suitability of opening a Viceroy Hotel in Snowmass Village, CO, versus another commercial brazed such as a Westin by Starwood, or similar. Our review consisted of evaluating the Viceroy brand and the performance of existing Viceroy hotels, Kor Hotel Group and its senior officers, and the specific market conditions in Snowmass Village. Our methodology consisted of a detailed analysis of the performance of existing Viceroy hotels versus other commercial brands in their respective markets, interviews with property management of existing Viceroy hotels, interviews with senior company officers of the Kor Hotel Group, and an overall analysis of the Kor Hotel Group. Based on the development pipeline and strong media presence, we think that Viceroy Hotels & Resorts is a nationally recognized brand. Based upon their significant growth over the past five years,we anticipate that the brand will gain even more momentum as additional properties come on line. We note that our remuneration is not contingent upon our findings,and that our analysis has been completed independently of any company objectives that the Kor Hotel Group may have in the development of the aforementioned property in Snowmass Village. 1 2 We trust that you find our analysis, findings and conclusions useful in your evaluation of the aforementioned project. Please do not hesitate to contact us should you have any further questions regarding the information provided herein. Very truly yours, HOSPITALITY VALUATION SERVICES A Division of Hotel Appraisals,LLC Gisle Sarhehn Vice President Roland de Milleret Senior Vice President V 9.-V<;28.41io1L Stephen Rushmore,MAI,FRICS,CHA Managing Director GS:RdM 3 HVS INTERNATIONAL HVS INTERNATIONAL is a fully integrated consulting firm focusing exclusively on the hospitality industry,and provides a wide range of services to owners, lenders and operators throughout the world. Founded in 1980, HVS International is the world's leading specialist hotel and hospitality consultancy. With more than 20 offices globally, HVS offers unparalleled international hotel and hospitality market expertise. Worldwide,the firm has acted on over 15,000 assignments in over 60 countries, providing up-to-date knowledge of all of the world's key markets.HVS International literally wrote the book on how to appraise a hotel, available through the American Appraisal Institute.Numerous articles and surveys written by our consultants are published each year,both on a regional and a global basis,including the Hotel Valuation Index, Transactions Article, Canadian Lodging Outlook, Salary Review and more,in addition to our weekly Global Hospitality Report and regional Lodging Industry News. OBJECTIVE &The objective of our assignment is to provide an independent review of the METHODOLOGY suitability of opening a Viceroy Hotel in Snowmass Village, CO, versus another commercial brand such as a Westin by Starwood, or similar. Our review consisted of evaluating the Viceroy brand and the performance of existing Viceroy hotels, Kor Hotel Group and its senior officers, and the specific market conditions in Snowmass Village. Our methodology consisted of a detailed analysis of the performance of existing Viceroy hotels versus other commercial brands in their respective markets, interviews with property management of existing Viceroy hotels, interviews with senior company officers of the Kor Hotel Group, and an overall analysis of the Kor Hotel Group. Interviews were conducted with Nick Clayton, President of Kor Hotel Group, and Tom Santora, Senior Vice President Sales & Marketing, in New York on April 18, 2007. Telephone interviews were also conducted with general mangers of existing Viceroy hotels to better understand market.positioning and performance, sources of business,market segmentation,and so forth. OVERVIEW OF THE The Kor Group is a privately held real estate investment, development and KDR HOTEL GROUP management firm that has redefined the concept of "being home" with its distinctive hotel, condominium and apartment properties since 1989. Kor's current portfolio includes 22 uniquely designed hotel assets in operation or under development, and 12 residential properties located in Southern California. The Kor Hotel Group,which is part of the Kor Group, focuses on creating urban retreats and uncommon resorts, and consists of a portfolio of 22 properties (including projects under development). In recent time, Kor Hotel Group has been recognized as one of the most innovative hotel operators in today s lodging market. Kor Hotel Group has been highly popular amongst contemporary travelers who are seeking something more than just a traditional hotel room, which has resulted in strong performance A in the leisure segment, in particular. Similarly, the Kor hotel products have received strong media attention. While still managing uniquely branded and independent hotels, the emerging Viceroy Resorts & Residences and Tides brands represent the group's top-tier products. The new destinations under construction in the Caribbean,Mexico and South Florida bring together Kot's dual expertise in hospitality and real estate development. The group's focus on being present in major upscale resort destinations such as Santa Monica, Palm Springs and South Beach, as well as urban areas such as Beverly Hills, Los Angeles, and San Francisco, coupled with unique designs and service offerings, has resulted in widespread popularity for the group's hotels. The Tides and Viceroy brands are now the group's main focus with several new hotels planned for the near future. OVERVIEW OF THE Kor Hotel Group's first Viceroy hotels opened in Santa Monica and Palms VICEROY BRAND Springs in 2002 and 2003. Due to the immediate success of these properties, the Kor Hotel Group pursued a strategy to significantly grow its portfolio of Viceroy hotels. Thus, the company's supply pipeline consist of an additional six properties scheduled to open between 2008 and 2010. According to company executives, additional locations are presently under review.The list of new properties and their respective opening years is presented below. Viceroy Anguilla(2008) Viceroy IconBrickell(2008) Viceroy Riviera Maya(2008) Viceroy South Beach(2009) Viceroy Zihuatanejo(2009) Viceroy Punta del Este(2010) Due to the strong Viceroy development pipeline, by the time the proposed Snowmass Village property is likely to open, the Viceroy brand will have quadrupled in size, with new hotels in major resort destinations in Florida, Mexico,and Anguilla. If looking at Kor hotels, the company's portfolio will be larger than other reputed hotel collections such as Morgan Hotels (formerly Ian Schrager Hotels)which is well established with eight hotels,or Rosewood Hotels & Resorts (20 hotels including hotels under development). In this respect, we believe that Kor Hotels and the Viceroy brand will benefit from widespread market visibility at the time of the proposed opening of a property in Snowmass Village. V 5 The Kor Hotel Group and Viceroy brand builds on the foltowingbrand pillars aimed to set the hotels apart from other lodging facilities. Unique design and signature look and feel that is never interchangeable with other brands Impeccable,intuitive service,without being intrusive when privacy is important Inventive food and beverage experiences featuring acclaimed chefs, signature cocktails,top-quality ingredients,and inspiring settings Personal necessities and indulgences including high-thread-count bed linens,therapeutic spa treatments,and experienced concierges Latest technological amenities including wireless broadband, plasma televisions,gaming devices,and digital audio docking stations Destination locations and environments in the world's most beautiful and intriguing places Specially tailored meetings and events including custom business conferences and executive summits, social and press receptions and intimate personal celebrations j Based on HVS experience with various lodging brands,the Kor Hotel Group has managed to create lodging products that are distinct, and that become destinations on their own. As such,hotels such as the Viceroy hotels are able to attract demand that otherwise may choose other destinations, due to the uniqueness and appeal of the product. This differ substantially from more widespread brands such as Marriott,Hilton,Westin,and so forth,which only become preferred lodging options at best, in the locations that they are present, due to travelers' familiarity with their products. We also note that other commercial brands such as Westin typically do limited property- dedicated marketing,but rather chain-wide marketing. As such, the specific destination rarely benefit from such marketing efforts. Brands such as Viceroy employ more of a PR directed marketing strategy, which results in property and destination specific exposure in leading publications. In this respect, the destination is more likely to indirectly benefit from the public relation efforts and marketing efforts that a Viceroy Hotel take on, versus a more commercial brand such as a Westin. HVS also notes that the Viceroy brand has been particularly successful in attracting upscale leisure demand, due to the brand's focus on the aforementioned brand pillars. This is particularly important in a resort V 6 location,where customers are looking for a complete experience,rather than a hotel room. Other brands such as Westin,Marriott,and Hilton are first and foremost commercial hotels catering to business travelers and corporate groups. As such, we believe that a Viceroy Hotel will be equally able,if not more able, to attract strong leisure demand to the proposed property in Snowmass Village. VICEROY BRAND To better understand the performance of the two existing Viceroy hotels we MARKET have examined market data gathered by Smith Travel Research. Smith Travel PERFORMANCE Research (STR) is an independent research firm that compiles data on the lodging industry; its published data is routinely used by hotel properties, hotel companies, hotel buyers and investors, consulting and professional services firms, as well as public entities such as convention and visitors bureaus,State and local tourism departments,and so forth.STR has compiled historical supply and demand data for the two existing Viceroy hotels, and their competitors. We have particularly examined occupancy information,as this is most relevant to our study. The competitive index (Occupancy, ADR, RevPAR) is calculated by dividing the property performance by the competitive set's performance, multiplied by 100. Thus, if the subject property is achieving a competitive index in excess of 100, the property is performing above the market, and receiving more than its fair share in terms of occupancy,average rate,or RevPAR.RevPAR is calculated by multiplying occupancy by average rate, and provides an indication of how well rooms revenue is being maximized. For example, hotels may lower their average rate in order to attract more demand to their properties, however,a RevPAR index in excess of 100 shows that a hotePs overall performance is above the overall market. v 7 Viceroy Santa Manica-Historical Market Performance (STR) Occupancy(%) ADR RevPAR MectP10" Cony$B Mmi ohledproperty Coo'V Set ha d P101,94 OWN$a Ird, Current Month 92.4 63.4 110.8 310.79 254.02 122.4 287.02 211.78 135.5 Year To Date ..86.3 ;78.6 109.8 _" 301.05. 247.21 -,- 121.8 259.82 19436 `:.? 1337 _ RUnning 3*nth 78.4 70.6 111.0 293.93 241.98 121.5 230.47 170.90 134.9 Running 12 Month . `. `-84.6 -;76.6 110.4 290.53 . 243.21 119.5 .; ::;245.76. r: 166.35 131.9 Somm:&W Ravi Research Hotels in Sample City,State Rooms Viceroy Hotel Santa Monica,CA 162 Sheraton Hotel Delfina Santa Monica Santa Monica,CA 307 Loom Santa Monica Beach Hotel Santa Monica,CA 342 Marriott Marina Del Rey Marina Del Rey,CA 370 Ritz-Canton Marina Del Rey Marina Del Rey,CA 304 Marriott JW Le Merigot Hotel&Spa Santa Monica,CA 175 As noted in the previous table, the Viceroy Santa Monica has historically achieved substantially stronger occupancy levels than its competitive set.This is particularly evident when examining the running 12-month through February occupancy index of 110.4. As such, the Viceroy Santa Monica achieved an occupancy rate of 84.6% in this period,versus the market which achieved an occupancy rate of 76.6%, ten percentage points below the Viceroy Santa Monica. This trend is similar in the results for February 2007, the year-to-date period through February 2007, and the running three- months, which recorded equally strong results. We also note that the property's RevPAR index,which factors in average rate and serves as the best performance indicator, exceeded 131 in the running 12-months data. The other hotels in the competitive set represent a cross-section of the largest lodging brands in the nation,including Sheraton,Marriott,JW Marriott,and Renaissance by Marriott, as well as the well-known brands Loews and Ritz- Carlton. V 8 VlceroV Palm Springs—Historical Market Performance(STR) Occupancy(%) ADR RevPAR MOORmsrr c«m Set uam,aa,eaamruy comnSet im« M:aeropay cusp so imm Current Month 75.3 77,7 96.9 277.74 233.70 118.8 209.04 181.59 115.1 Year To Date -`.72.1 `69,4 103.9 :: 263.01_ 220.91..;: 1191 189.60 :(. 15324 123.7 Running 3 Month 65.3 64.5 101.4 264.38 206.20 1282 172.73 132.92 129.9 Ruming l2 Mmth .-::64.6 . .67.3 95.9.:.: . 1227.71, 180.37._ 126.3 147.06.,:, 121.45 ' 1211 . Sauroe:S*Twelptt ch Hotels in Sample City,state Rooms Viceroy Palm Springs Hotel Palm Springs,CA 67 Hilton Palm Springs Resort Palm Springs,CA 263 Renaissance Esmeralda Resort&Spa Indian Wells,CA 560 Westin Mission Hills Resort Rancho Mirage, CA 512 Le Meridian Park Palm Springs Palm Springs,CA 144 As noted in the previous table, the Viceroy Palm Springs has historically achieved occupancy levels mostly in line with its competitive set. While in the running 12-month through February, the Viceroy Palm Springs achieved an occupancy index of 95.9,in the year-to-date period through February and running three-months the property achieved occupancy indexes in excess of its fair share at 103.39 and 101.4,respectively.We also note that the property's RevPAR index exceeded 121 in the running 12-months data. The other hotels in the competitive set again represent a cross-section of the largest lodging brands in the nation,such as Hilton,Renaissance by Marriott,Westin and Le Meridien. Similar to Snowmass Village, the Palm Springs market is highly seasonal; with distinct high and low seasons. During the winter months the area experience a shortage of supply to accommodate potential demand, while the summer months are weak due to extreme heat. During the low season the differences between weak and strong properties is most apparent, which results in overall lower annual occupancies. We note, however, that there are no tangible occupancy differences between the Viceroy Palm Springs and the subject market, which consists of leading, nationwide lodging brands. This can be attributed to the Viceroy's ability to capture substantial meeting demand during low- and shoulder-season months, particularly in terms of incentive groups and high-yield small to mid-size groups, which favor the property's upscale design, amenities, services, and V 9 excellent food and beverage facilities. Thus, the Viceroy Pahn Springs' meeting and group segment has ramped up from 8%p of overall demand in its first year of operation, to 24% of total demand in 2006. We expect that a Viceroy Hotel in Snowmass Village will be equally or more able to attract meeting and group demand to the property, as Colorado offers a more pleasant climate, and has been successful in attracting increasing demand during the summer season. REVIEW OF As part of our review of the Kor Group we have also examined the CORPORATE experience and past employment of the senior officers of the company. On MANAGEMENT average these individuals have more than 19 years experience in hospitality and development. In addition, the past employment of the corporate management represents a cross-section of virtually every major upscale and luxury hotel company in the United States, including Mandarin Oriental, Four Seasons, Ritz-Carlton, Rosewood, Orient Express, Fairmont, Marriott, Hilton, and so forth. As such we believe that the company more than possesses the necessary skill-set to continue to build on the success of the Kor Hotel Group and itsbrands. Overview of Past Employment and Years In Hospitality/Development—Senior Officers,Kor Group NAME T1TIE PASTEMPEOYMENT YEARS IN OEVELOPMENT1 HGSMAkRY TNE KOR OROUP'77777777777777 , Brad Social, CEOfPNnrJpH Kor Roan It FranAloffolono RasaentiPulnar Paul,HxWlps,Janolsky6 Walter 17 Jeff Smith mle(OpesalnoOlfa:*aP hNr Is Pat Rival Chief Financial Offices Rosawaod,Bock 25 Stacy OAm General Counsel sod.Watson.Janolsky6 Walker 10 BNfda THAlorner SVFHumon Resources Few Seamus to KOR REII4ESTATESAIEaSHARNETINO OROUP '?' 005"Way ProsMentlim WrUler Playomund lnlsmost 17 NOR IIO7Ek0110UP NISk Clayton Resident.Kor Hotel Grasp Mandarin Orrental,farSeasons.Ritz-O"Km 22 Tom Reseda EVP.Acw1slbm S Dem"atent Muiduin Odentet Romwond 25 LulaF"nandaa SVP,East CoastOperations Rosewood.Orient Eaprese 26 MikePenal SVP.Hotollwolopment Rosewood,Wmft Noon.longs,Gds 26 Raw Prints SVP,Design h ConshuoNm Dlsne unfi"ul&bobs 26 Tom Sabra SVP,Bases 6 Ma,luln0 kWriott lat"nallaul W Nooseman, VP.R"Mwant Operatons China GritShalom Hotels 26 Pat""IS VP.Hotel AwAssuons Innkeepma USATSUst IS Jemn Korth" VP,Row De lopmant The SaMfGrail,Pout Watngs.Jandsky 6 WsAar e I"Layman VP,Franco O.Wgel Hilton.EmbassyBoone 22 Scatl India VP,Testrubgy JC Remris Fe'rmmt W.I. 12 ra Conclusions Based on the aforementioned factors, HVS is of the belief that Snowmass Village will benefit substantially from the development of a Viceroy Hotel. The existing Viceroy hotels have shown strong occupancy performance in their respective markets,in line with,or exceeding competitive sets consisting primarily of large, nationwide, commercially oriented chains such as Westin, Marriot, Hilton, and so forth. In addition, the existing Viceroy hotels have also achieved strong RevPAR performance, in excess of their fair share, indicative of the strong acceptance of the Viceroy brand. The strong performance is also evident in a seasonal market comparable to Snowmass Village (Palm Springs); where the Viceroy hotel has been able to capture significant meeting and group demand to supplement transient leisure demand,resulting in strong occupancy performance.As such,we believe that a Viceroy Hotel in Snowmass Village would be able to capture strong meeting and group demand (particularly incentive groups and smaller groups) to overcome the demand challenges of the low season. The Kor Hotel Group's public-relation-oriented marketing strategy will also benefit both the hotel and the destination,and result in broader awareness of Snowmass as a destination. This is exemplified by the broad media coverage of the existing Viceroy hotels,and their respective destinations(Santa Monica and Palm Springs). We also note that the Kor Group, and specifically the Viceroy brand,is in a significant growth stage,which should result in further widespread brand awareness by the time the proposed hotel would open, outpacing several major hotel collections.As such,based on the development pipeline and strong media presence, we think that Viceroy Hotels &Resorts is a nationally recognized brand. Based upon their significant growth over the past five years, we anticipate that the brand will gain even more momentum as additional properties come on line. We further note that the existing properties are of Four-Diamond caliber, based on the following definition by AAA. "These establishments are upscale in all areas. Accommodations are progressively more refined and stylish. The physical attributes reflect an obvious enhanced level of quality throughout. The fundamental hallmarks at this level include an extensive array of amenities combined with a high degree of hospitality, service,and attention to detail." We also note that the Kor Group benefits from an exceptionally strong executive team, with widespread experience from most of the major hotel companies in the United States,and throughout the world. rRELATED WESTPAC SECTION 5 Management Plan 1. ENCOURAGE/PROMOTE CONDO OWNERS TO RENT THEIR UNIT WHEN NOT IN HOUSE Dedicated Team of Rental Sales Agents. As it does for all of its other resort projects involving hotel condominium units and residences, Kor will staff a rental program office for Viceroy Snowmass that is separate and apart from the Viceroy Snowmass real estate sales center. This rental program office will be staffed by trained Kor rental agents whose specific focus will be selling and marketing the Viceroy Snowmass rental program and not the Viceroy Snowmass real estate) to prospective owners. The bulletpoints that follow summarize some of the key tools that Kor anticipates will be used by the Viceroy Snowmass rental sales agents in encouraging participation in the Viceroy Snowmass rental program. Complimentary Membership in Kor Club and Kor Concierge. Condominium owners who enter the Viceroy Snowmass rental program will receive complimentary membership in the Kor Club and in Kor Concierge Powered by Quintessentially, Kor's global concierge service exclusively for owners at its Viceroy- and Tides-branded resorts. Members of Kor Club receive a series of attractive benefits and privileges, including preferred food & beverage pricing at their home resort, complimentary room upgrades, preferred restaurant pricing and seating at all Viceroy- and Tides-branded properties worldwide, 24/7 worldwide concierge services, and more. The initial $10,000 membership fee and $2,500 in annual dues for these programs will be waived entirely for condominium owners for the duration of their participation in the Viceroy Snowmass rental program, creating a significant value proposition above and beyond the economics of the Viceroy Snowmass rental program itself. See below for summary of Kor Club and Kor Concierge programs. Availability of Certain Services Exclusively to Participating Owners. Aside from the transient occupancy aspects of their participation in the Viceroy Snowmass rental program, condominium owners who enter the program will, as part of their participation and at no extra charge, have access to a full range of hotel and property management services that will either not be available to non-participating owners or, if available, will only be made available at a substantial fee. These services include, in particular, 24-hour on-site engineering services providing in-unit maintenance (plumbing, HVAC, IT, etc.) and lost key replacement, both of which tend to be very attractive to an absentee unit owner looking for a hassle-free way to own a vacation home. Owners who are "on the fence" about participation in the rental program tend to be persuaded to participate when they learn that the hotel will service the interior of their unit and keep it in "rentable condition" at no additional cost for as long as the unit is in the rental program. June 2007 18 m WaiverAddendutotheRequestforaWaiv V rRELATED WESTPAC Highlight Legal, Tax & Administrative Requirements of Independent Rentals. Due to federal securities regulations, Kor is generally not permitted to mandate that an owner wishing to rent his/her unit participate in the Viceroy Snowmass rental program. Instead, a condominium unit owner typically will be permitted to rent their unit on their own and/or utilize a third party rental agent that competes with the Viceroy Snowmass rental program. In an effort to (a) ensure a level playing field between independent rentals and rentals under the Viceroy Snowmass rental program, and (b) encourage compliance with local licensing and tax ordinances, Kor anticipates the inclusion in the CC&Rs and other governing documents for Viceroy Snowmass of covenants by all owners renting their units to show proof that (i) all applicable licenses and permits for the operation of a transient occupancy business have been obtained, and (ii) all applicable sales taxes and occupancy taxes have been paid. The failure by a unit owner exercising his/her right to conduct independent rentals to comply with these covenants will constitute a violation of the Viceroy Snowmass CC&Rs, subjecting the unit and the unit owner to the full range of available sanctions under Colorado law. Because Kor, as part of its operation of the Viceroy Snowmass rental program, will address these legal, tax and administrative requirements on behalf of all participating owners (thereby alleviating these owners from the administrative burden of compliance), the Viceroy Snowmass rental program becomes an even more attractive option, independent of its economic structure. 2. ENCOURAGE/PROMOTE FRACTIONAL OWNERS TO RENT THEIR UNIT WHEN NOT IN HOUSE r anticipates that all fractional interest owners will have the opportunity to place their unusedfractional time into the Viceroy Snowmass rental program for transient rental. The governing documents of Viceroy Snowmass (CC&RS, condominium declaration, fractional regime, etc.) are expected to permit the rental of unused fractional periods through the resort's rental program. See commentary in #1 above regarding means and methods of encouraging owners to participate in the Viceroy Snowmass rental program when not using their unit. The same commentary will be put to useforfractional interest purchasers as well. 3. ENCOURAGE/PROMOTE GROUP SALES&CONFERENCE BUSINESS In order to facilitate group business to Viceroy Snowmass, the rental program for the project(like all of Kar's rental programs) allows group business (defined as a collective set ofreservations far either (a)five or more units for no less than two nights each, or b) ten or more units for no less than one night each) to be booked up to 24 months in advance of the requested reservation date. Unit owners. r anticipates over 25% of the room revenue will be generated through group rooms revenue.An important component to the success oftheproperty will be the ability to June 2007 Addendum to the Request for a Waiver 19 rRELATED W ESTPAC drive group room nights during shoulder seasons and during the summer. A dedicated property team, along with Kor's national sales, will befocused on both small and large groups. In addition, dedicated PR initiatives, focused on group and convention business, will help generate incremental demand and room revenue. Kor / Viceroy will be working closely with the Town of Snowmass Village's group department on cooperative marketing initiatives as well as participating in "Village- wide"group blocks. Participating in the rental program are only permitted to book owner occupancy periods beginning 12 months in advance of the requested reservation date, which provides a 12-month lead timefor the booking ofgroup business. 4. FEES AND COMMISSION RATES The economic provisions of Kor's rental programs vary by property and by market. The size and scale of a particular resort (including number of guestrooms, scope of amenities, etc.) is a predominant driver in the economic structure of each rental program. Because each property's size and scale vary, so to do the economic provisions of each property's rental program. Compounding this variance across Kor rental programs are the divergent market conditions in each Kor resort location. In particular, the cost of labor and goods in each market will impact the economic structure of the rental program in that market Additionally, the economic structure of the rental programs of the competitive set of hotels in each marketplace further inform what the economic provisions of each Kor rental program will be. Despite this variance, in all markets Kor strives to achieve as attractive a rental program structure as possible, so as to remain competitive within that market and to entice prospective owners' participation. Below is a sampling of the basic rental program economic structures in place at other Kor resortproperties at the present time: June 2007 Addendum to the Request for a Waiver 20 rRELATED WESTPAC Viceroy Viceroy Viceroy Tides Tides IconBrickell Anguilla Riviera Maya South Beach Riviera Maya Service 10%of gross 27%of gross 27%of gross Fixed monthly 22%of gross Fee * rental revenue;rental revenue; rental revenue; fee,varying rental revenue; paid from total paid from total paid from total from$2,400 to paid from total gross revenue gross revenue gross revenue $3,100 by unit gross revenue before split before split before split type;paid from before split owner's share of total gross revenue after split Net 50%to owner 60%to owner 60%to owner 70%to owner 60%to owner Income 50%to hotel 40%to hotel 40%to hotel 30%to hotel 40%to hotel Split The Service Fee is used to offset basic operating expenses ofthe rental program,including laundry,housekeeping, reservation software,travel agent commissions,credit card processing fees,liability insurance,etc.) Trades for Fractional Units Will an owner be able to trade time in Snowmass for points or time at other properties? Kor anticipates that thefractional regimefor Viceroy Snowmass will be structured flexibly, to allowfuture internal exchanges ofunusedfractional time within the KorMceroy portfolio. June 2007 Addendum to the Request for a Waiver 21 RELATEDrWESTPAC KOR CLUB OVERVIEW Available exclusively to owners at Viceroy and Tides resorts,Kor Club puts the luxury and convenience of the Kor lifestyle at its members' fingertips. Among the countless benefits, members will receive insider discounts on food, beverage and other items and will be granted priority access to private areas at all Viceroy and Tides properties, which presently include Viceroy Snowmass*, Viceroy IconBrickell*,Viceroy South Beach*, Viceroy Santa Monica, Viceroy Palm Springs, Viceroy Anguilla*, Viceroy Riviera Maya*, The Tides South Beach, The Tides Riviera Maya and The Tides Playa del Carmen*`.Kor Club members will also have a dedicated team of Kor Concierges available 24-hours a day to facilitate the ultimate in effortless luxury living. Kor Concierge Powered by Quintessentially At the heart of Kor Club is consistent, personalized service and attention. Members enjoy exclusive access to Kor Concierge Powered by Quintessentially, a dedicated team of professionals available to provide worldwide concierge services exclusively to Kor Club members 24 hours a day via email or toll-free hotline. Utilizing an extensive network of insider contacts,the Kor Concierge will arrange everything from hotel and dinner reservations, shopping excursions and airport transfers, to tailored vacation plans and itineraries at other Kor Hotel Group destinations and beyond." As an integral aspect of the Kor Club lifestyle,the Kor Concierges will not only respond to members' needs, they will consistently strive to anticipate their desires and exceed their expectations. Kor Card The Kor Card is the passport to all Kor Club member privileges and benefits, both globally and locally. Each member will be assigned a personal identification number to be retained throughout his or her membership in Kor Club. Upon presentation ofthe Kor Card, members will receive the full range of Kor Club benefits described below, including discounts, access privileges, VIP reservation status, and admission to all Kor Club member events. GLOBAL BENEFITS OFKOR CLUB MEMBERSHIP 10% discount onfood& beverage purchases at all Viceroy and Tides signature restaurants o Kor Club members will receive a 10%discount on food and beverage purchases in the signature restaurants at all participating Viceroy and Tides properties, worldwide. Priority Seating Reservations at all Viceroy and Tides signature restaurants June 2007 Addendum to the Request for a Waiver 22 rRELATED WESTPAC o Prior to each lunch service and each dinner service, the signature restaurants at all participating Viceroy and Tides properties will make and hold available for Kor Club member reservations a predetermined allotment of seats, as follows: i)up until 9:00 a.m. each day (with respect to lunch service on the same day), and(ii)up until 3:00 p.m. each day(with respect to dinner service on the same day). Kor Club reservations may be made up to three days in advance. 10% discount on hotel reservations at participating Viceroy and Tides properties worldwide o Kor Club members will receive a 10%discount on all hotel reservations at participating Viceroy and Tides properties,worldwide"'. 15% discount on friends andfamily hotel reservations at Owner's home Viceroy or Tides resort o When in residence in their Viceroy or Tides unit,Kor Club members will be permitted to reserve up to two additional rooms at their home property for concurrent dates at 15% off the then-published, non-discounted rate." Complimentary one-category upgrade at participating Viceroy and Tides properties worldwide o Kor Club members are entitled to a complimentary one-category room upgrade when staying at any participating Viceroy or Tides property, worldwide. 10% discount at Kor Hotel Group's online luxury shopping collection o Kor Club members are entitled to a 10%discount at Kor Hotel Group's online luxury shopping collection, featuring key furnishings, accessories and indulgences selected and inspired by Kor hotel destinations and kwid (Kelly Wearstler Interior Designs).' Exclusive invitations to Kor Club events o Kor Club members will receive exclusive invitations to social and networking events planned solely for members and their friends."' Events will vary and may include private cocktail parties, VIP tickets for the performing arts and concerts, and various seasonal excursions. Events will be planned with Kor Club members' discriminating tastes in mind. Quarterly Kor Club newsletter o Kor Club members will be kept abreast of the latest cultural and other happenings both locally and within the Kor Hotel Group worldwide. The Kor Concierge will tailor the quarterly newsletter to reflect Kor Club members' June 2007 Addendum to the Request for a Waiver 23 rRELATED WESTPAC interests and share details of upcoming events and opportunities available exclusively to members. Properties marked with an asterisk(*)are currently in development. Additional charges may apply. Discount given on then-published,non-discounted room rate.Not available on room reservations at the member's home property.Non-transferable. Reservations are subject to standard cancellation policies and minimum length-of-stay requirements. Discounts are only available online and are not valid on sale items. Additional charges may apply. June 2007 Addendum to the Request for a Waiver 24 v rRELATED WESTPAC SECTION 6 Summary of Governance Structure The operation and management of Buildings 13A and 13B (collectively, `Building 13") will be governed by a four-tier governance structure. First, because the buildings are within the Base Village large planned community, they will be part of the master association for Base Village (the "Master Association"). The Master Association will be charged with maintaining the majority of the landscaping and overall exterior appearance of the entire Base Village. Second, an architectural control committee (the "ACC") will enforce design covenants for all of Base Village and will be responsible for reviewing and approving changes to the exterior portions of any building in Base Village. Third, Building 13 themselves will be governed by a condominium association (the "Condominium Association"). The Condominium Association will be responsible for maintaining and repairing Building 13 generally and enforcing the terms of the condominium declaration. Finally, for so long as Building 13 are operated as a condominium hotel, the day to day management of the buildings would be delegated to the hotel operator pursuant to a hotel management agreement (the "Management Agreement"). The pages that follow summarize the way each of these tiers of governance will operate and be controlled. 1. Base Village. The Master Association will be responsible for maintaining all of the areas of Base Village (Lots 1-9) that are not included within the boundaries of a condominium. These areas will include much of the landscaping, paths, sidewalks and open areas within Base Village. The Town of Snowmass Village previously reviewed and approved the form of the Master Association declaration as part of the approval of Base Village in 2004. All of the unit owners within Base Village will be members of the Master Association and will have voting rights based on the square footage of each member's unit. The Master Association will be governed by a seven member board of directors elected by the members of the Master Association. This board of directors is anticipated to be a class- June 2007 Addendum to the Request for a Waiver 25 v RELATEDrWESTPAC qualified board composed of two directors who are elected only by the residential owners, two directors who are elected only by the commercial owners, two directors who are elected by only by the owner of the "Resort Parcel' and the "Lodging Management Site" and one director who is elected at-large by all of the members. The Master Association declaration contains the statutorily-authorized period of declarant control during which the developer will be permitted to appoint some or all of the members of the board of directors of the Master Association. During this period of declarant control, employees of Related/Westpac will serve as members of the board of directors. Upon the expiration of the declarant control period, the developer will continue to have the right to vote on Master Association matters and elect members to the board of directors so long as it continues to own commercial units in Base Village and/or holds unsold residential unit inventory. As such, it is anticipated that the developer will retain substantial influence over the governance of the Master Association in the longterm by virtue of its ownership of commercial units. 2. Architectural Control Committee. At the same time the Master Association declaration is recorded the developer will record a Declaration of Design and Building Covenants, Conditions and Restrictions (the "Design Declaration"). The Design Declaration will create the ACC, which will be a three member committee appointed by the developer. The developer retains the right to appoint the members of the ACC perpetually and is not forced to turn control over to the owners or any of the associations in Base Village. The ACC will be responsible for reviewing and approving all grading work to be done at Base Village, the design and location of any improvements to be constructed or modified anywhere within Base Village, the placement and design of outdoor signage, and the installation of landscaping anywhere in Base Village. The ACC is also charged with enforcing the terms of the Design Declaration, which require the owners and associations to maintain the exterior appearance of Base Village. Both the Master Association and the Condominium Association will be required to comply with the requirements of the Design Declaration and, as such,the June 2007 Addendum to the Request for a Waiver 26 rRELATED WESTPAC developer will retain longterm control over the exterior appearance of the entirety of Base . Village even after all of the residential units in the project have been sold. 3. Condominium Association. Buildings 13A and 13B themselves will be governed by the Condominium Association. The condominium will be comprised of three principal types of spaces — units, limited common elements and general common elements. The units will be all of the residential units, the commercial units and one or more anticipated "hotel units" (all to be identified on the condominium map). For clarification, the hotel units would be non-commercial areas owned by the developer or the hotel operator in connection with the operation of Building 13 as a condominium hotel (such as check-in facilities, housekeeping areas, management offices and similar spaces in the buildings). Limited common elements will be those common elements allocated only to certain units, such as the balconies adjoining each residential unit. General common elements are those common elements used by or accessible to all unit owners, their lessees and guests, such as parking areas under the buildings. The Condominium Association will be responsible for repairing and maintaining the common elements in the condominium and for keeping the same in good and safe condition, subject to the provisions in the condominium declaration for casualties and condemnation. The unit owners will generally be responsible for maintaining their units and certain limited common elements allocated to their units (such as, again, balconies). Like the Master Association, the Condominium Association will be governed by a class- qualified board of directors. This board of directors would be independent of the Master Association's board of directors, however all actions of the board of directors and the Condominium Association will be subject to the limitations and regulations, to the extent applicable, of the Master Association governing documents. We anticipate that the board of directors will be composed of three to five members and that separate directors would be elected by the owners of the residential units, the owner(s) of the commercial units and the owner of the hotel units. Additionally, if Building 13 include a fractional ownership plan, the owners of the June 2007 Addendum to the Request for a Waives 27 V rRELATED WESTPAC fractional interests will likely constitute a class of owners entitled to elect their own director to the board of directors. The condominium declaration for the condominium will provide for the statutorily- authorized period of declarant control during which the declarant would be permitted to appoint some or all of the members of the board of directors of the Condominium Association. During this period of declarant control, employees of Related/Westpac intend to serve as members of the board of directors. Because under Colorado law the developer of a condominium is required to turn over control of the condominium to the unit owners following the declarant control period, it is impossible for the developer to indefinitely retain direct control over the Condominium Association. With that said, upon the expiration of the declarant control period, the developer would continue to have the right to vote on Condominium Association matters and elect members to the board of directors so long as it continues to have unsold residential unit inventory, owns any commercial units or owns the hotel unit. In addition,because the hotel units would be owned by the developer or the hotel operator, the Condominium Association and the residential unit owners would only have access to those spaces with the consent of the hotel operator or developer, as applicable. As noted above, the spaces within Building 13 that are anticipated to be hotel units include the check-in area, housekeeping closets, and management offices. Given the importance of these spaces, the Condominium Association has a significant incentive to retain the hotel operator for the management and operation of the Building 13 over the long term. 4. Management Agreement. Though the developer will be required to ultimately turn over control of the Condominium Association to the unit owners, because Building 13 are intended to be operated as a condominium hotel, the hotel operator would retain significant control over the operation of the condominium itself for so long as it remains the operator of the project. This control would stem from the provisions of the Management Agreement between the Condominium Association and the hotel operator. June 2007 Addendum to the Request for a Waiver 28 rM RELATED WESTPAC While representatives of Viceroy are providing a separate summary of the terms of such a Management Agreement,'it is important to note here that the Management Agreement would give the hotel operator day-to-day managerial control over the Condominium Association as many of the responsibilities otherwise allocated to the Condominium Association would effectively be delegated to the hotel operator pursuant to the terms of the Management Agreement. As a result, even though the developer will be forced to give up control of the Condominium Association, the hotel operator would be able to effectively manage and operate the condominium itself for so long as the Management Agreement remains in effect. In addition to the considerations regarding control of the hotel units discussed above, the various management, operations and other services provided by the hotel operator pursuant to the Management Agreement would provide the Condominium Association with an additional incentive to retain the hotel operator. We anticipate that the services to be provided to residential unit owners (such as food service and valet parking) as well as the day-to-day administrative management services provided to the Condominium Association by the hotel operator will all provide signficant reasons for the Condominium Association to value its relationship with the hotel operator and maintain the Management Agreement in force. Summary Only. This summary is intended only to highlight and describe in general terms the way in which the Master Association, the ACC, the Condominium Association and the Management Agreement will combine to regulate the use and appearance of Building 13. The actual governing documents for the Master Association, the ACC and the Condominium Association and the provisions of the Management Agreement will contain other terms not inconsistent with this summary, and, as such, the provisions of this summary are not intended to limit or specify the contents of any such governing documents (except for the specific matters described above). June 2007 Addendum to the Request for a Waiver 29 1 C u n J e n strategic p a r 6.n e r 6J deshnaton development carm,,&,g June 13, 2007 DRAFT Russell Forrest Town Manager Town of Snowmass Village PO Box 5010 Snowmass Village, CO 81615 Dear Mr. Forrest: Pursuant to our agreement with the Town of Snowmass Village, Hunden Strategic Partners HSP) has conducted a study that will provide the best recommendations to the Town of Snowmass Village to maximize lodging occupancy and sales tax generation for the community. The study sought to determine whether or not a specific hotel brand proposed by Related West-Pac meets a specific condition of approval related to Base Village Planned Unit Development. The attached DRAFT report explains the methods used to in our analysis and discusses the results. HSP has no prior, existing, or planned relationship with Related West-Pac, Related Cos., the Kor Group, or the Viceroy Brand. HSP has no responsibility to update this report for events and circumstances that occur after the date of this report. The findings presented herein reflect analysis of primary and secondary sources of information. HSP utilized sources deemed to be reliable but cannot guarantee their accuracy. Estimates and analysis presented in this study are based on trends and assumptions, which usually result in differences between the projected results and actual results. As events and circumstances often do not occur as expected, those differences may be material. We have enjoyed serving you on this engagement and look forward to providing you with continuing service. Sincerely yours, DRAFT HUNDEN STRATEGIC PARTNERS Attachment www.hundenoarinerS.00M hunden strategic Partners dest+nawn development eon g ASSUMPTIONS AND LIMITING CONDITIONS This report has been prepared under the following general assumptions and limiting conditions: The findings presented herein reflect analysis of primary and secondary sources of information. HSP utilized sources deemed to be reliable but cannot guarantee their accuracy. No responsibility is taken for changes in market conditions and no obligation is assumed to revise this report to reflect events or conditions which occur after the date of this report. Responsible ownership, competent property management, and professional marketing are assumed. Terrorist activity or other major calamity affecting the overall economy is assumed not to occur. This report has been made only for the purposes stated and shall not be used for any other purpose. www.hundenoartners.com kunden strategic Partners destmahondevelopm;n,m7s,, INTRODUCTION, SUMMARY AND CONCLUSIONS The purpose of this analysis is to evaluate a proposed hotel for one of three commercial areas in the Town of Snowmass Village, Colorado. The Town of Snowmass Village (TOSV) is faced with new growth in hotel, retail and commercial areas. While it is imperative to the Town's success to have conferences and group bookings, it understands the need to accommodate the individual traveler during the ski season and summer months. It is important for the Town to learn what hotel types and hotel business models will benefit the TOSV in occupancy-levels, revenue from food and beverage and ancillary activities. Specifically the Town is seeking to determine if a specific hotel brand proposed by the primary developer (Related West-Pac) meets a specific condition of approval related to the Base Village Planned Unit Development (PUD). Secondarily, the Town would like to know more generally whether this hotel brand is a good match for Snowmass and will help increase year-round occupancy for the Town. The figures below show the proposed Base Village, with the subject property labeled as 13a and is proposed to be built as a Viceroy condotel containing 152 condotel units. Building 13b is slated to be an additional 73 condo units, providing a total of 225 units. Buildings 13A and 13B are located in the lower left-hand corner of the image below. Figure 1-1 L4 n d rw 1..-`.cam...;,-i.... The figure below shows the layout of the proposed hotel. Town of Snowmass Village Hotel Brand Review Chapter 1 Page 7 I hunden strategic Partners destination davebpmen°Gwoaav r Iff 1¢ smo y w 5 if Ri n9 ` 5 n R n-11 fit, ° It` i°: s BUILDING 13At I 4j" g atSEYUNM iii srrx»uS5 caowao There is both the need to evaluate a specific hotel brand proposed by the developer of Base Village and to also evaluate whether a particular hotel brand will be successful in Snowmass in the context of three redeveloping commercial areas. The three commercial areas are Base Town of Snowmass village Hotel Brand Review Chapter 1 Page 2 kunJen strategic Partners des+na.-on da,e:gnrrert cau2-- g Village, Town Center and West Village. These areas have the potential for new hotels, a conference center and commercial facilities. The intention of the analysis is to provide the best recommendations to the Town of Snowmass Village to maximize lodging occupancy and sales tax generation for the community. This hotel property will also provide a strong sense of place in the base village development and contribute to the overall economic vitality of this commercial area. The goals of the study include the following: Determine if the Viceroy Hotel Brand owned by Kor Group meets Condition 7 of the Ordinance 21, specifically, in relation to the term"nationally recognized hotel chain". Determine what benefits the Viceroy Hotel Brand specifically and a boutique hotel generally brings to the Town compared to a nationally recognized hotel chain. Conversely what are the negatives of a Viceroy Hotel Brand compared to other national brands? If the Town intends for this building to be a conference hotel with over 9,500 square feet of meeting space and 10,800 square feet of ancillary conference support floor space approved for the hotel in the Planned Unit Development, what are the pros and the cons of having a boutique brand run the hotel versus a nationally recognized brand such as a Westin, Hyatt, Marriott or Hilton? What industry information/trends/specific market issues should the Town be aware of in evaluating a hotel brand for this site? Specifically: Are there national trends that should be considered related to condominium hotels? Are there emerging tools to ensure condominium hotels are rented and have a higher occupancy? How should the Town consider specific hotel brands in the context of three commercial villages that are owned by a single developer? The final commercial area to be planned and developed (West Village) is tentatively slated for a conference center. What other hotel brands should be considered specifically for this site and potentially for the other two commercial areas in Snowmass? Based on the Average Daily Rate (ADR) of the Viceroy, is this hotel brand consistent with the demographic of the guest visiting Snowmass and how does that ADR compare with existing lodging product in Snowmass? What would the comparative analysis reveal for fractional, condominium, and wholly owned hotel operations in relation to long term viability, occupancy rates and conference activity? What does the comparative analysis reveal for "nationally recognized hotel chains" (or brands) versus boutique" or individualized hotel operations in relation to long-term viability, occupancy rates and conference activity? Town of Snowmass Village Hotel Brand Review Chapter 7 Page 3 hunden strategic Partners des6natron deretopment cunsufimg Report Layout The report is organized as follows: Chapter 1 — Outlines the study concept, provides the report layout and discusses a summary of conclusions. Chapter 2— Profles both the Viceroy brand as well as the Kor Hotel Group. It also includes a discussion of provision 7 of the PUD and discusses our conclusions regarding the Viceroy's ability to meet the standard set. It provides a discussion of costs and benefits to the Viceroy brand versus brands such as Westin, Hyatt and Hilton. Chapter 3 — Discuses the national hotel brands and the proposed hotel's performance versus these brands in terms of occupancy,average daily rate and group business. Chapter 4 — Discusses the comparative merits of fractional, condominium, and wholly owned hotel operations in relation to the long-term viability, occupancy rates and conference activity of the project. Due Diligence HSP conducted the following due diligence in its completion of the analysis: Met with Village officials to understand the project, historical context, and intent of the PUD. Met with and interviewed various sales and marketing officials from local hotels and the hotel association to understand the past, current and future trends in hotel group and leisure business. Met with officials from Kor Hotel Group (including the firm's founder, President and VPs of marketing and development) in both Snowmass and in Santa Monica at the Viceroy Hotel. We interviewed and posed research questions to the executive team, toured the Santa Monica property, and stayed as a guest at the property. Conducted due diligence on the major group hotel brands: Marriott, Hilton, Hyatt, Westin and Starwood. Reviewed the trends in condotel development and the likelihood that national brands would continue to embrace such developments. Toured the under-construction base village, Silvertree hotel and current function space in the Village. Conclusions After conducting its due diligence, HSP makes the following conclusions and recommendations regarding the Project. Question: Does the proposed hotel meet the standard set by Condition 7 of the PUD? Town of Snowmass Village Hotel Brand Review Chapter 1 Page 4 ku n d e n strategic p a rt n e rJ' destrnatron CE.a'oprrznt con;v'bng There are four components to Condition 7.a. The first two are in the stipulation that the Applicant has entered into an agreement with a nationally-recognized hotel chain. Regarding the term "nationally-recognized," the conclusion is that the Viceroy brand is not a widely- recognized brand by the general public, however, it is recognized by many across the nation due to its quality and public relations successes. To put a fine point on it, in the context of the intent of the Village, the Viceroy brand does not meet this stipulation as it is fairly clear the intent was for a full-service meetings brand with significant national distribution. This is underscored by the parenthetical examples of Westin, Hyatt and Hilton provided in the language provide to HSP. The second stipulation is "hotel chain." The definition of hotel "chain operations" is a group of properties that are affiliated with each other and have common ownership and/or management control. While the Viceroy brand is young and small, it meets the definition of hotel chain, especially when considering the larger Kor Hotel Group, which provides Viceroy what most in the industry would consider a strong marketing and distribution backbone to support not only the Viceroy, but the other hotels in the group. In addition, all hotels are owned to some extent by Kor and all are managed by Kor. This cannot be said for the brands such as Westin, Hilton, etc., of which most are owned by third parties and a large percentage are managed by third parties oust as Kor manages and owns their two Sheratons). Furthermore, the Viceroy brand is being developed in four locations in addition to the two existing properties, as well as the proposed hotel in Snowmass Village. As such, it will have seven properties when the proposed hotel opens and therefore would qualify as a hotel chain" even if each property is unique and not as similar to each other as hotels within the ranks of Westin, Hilton and Hyatt. Due to the nature of the brand and locations, this unique, high quality product can be seen as a positive for the brand and chain. The third stipulation relates to the first: "nationally-recognized," as it refers to names in parentheses "Westin, Hyatt or Hilton." We believe the intent of this is not to limit the hotel to these three names, but to brands/chains that have similar characteristics to these in terms of product, ability to induce business (group and leisure), reward programs, etc. This stipulation becomes a bit complicated by the fact that the physical development has been set by the PUD regardless of the brand. When considering the brands mentioned, their typical products do not match the physical plan for the PUD. For example, the average hotel size for these brands is between 343 and 445 rooms with function space of at minimum 10,000 square feet. Few, if any, are below 200 rooms in size and it is rare for a property amongst these brands to have as few as 157 rooms and 9,500 square feet of function space. In terms of nationally recognized hotel brands, HSP does not believe the Viceroy is such. However, in terms of ability to induce business, the brands mentioned have very strong central reservations systems that contribute 40 to 64 percent of total room revenue to the average hotel in the system. Within the Kor Hotel Group, central reservations generates 55 percent of room revenue,squarely in the middle of the nationally-recognized group's range. In terms of group business, Kor and the Viceroy brand are not"group houses," however they do book group business and outperform their peers in terms of the revenue generated by groups, especially in food and beverage. Yet again, we believe the physical product in Snowmass Village limits the value of the national brands to induce an incremental amount of group business to this property over the Viceroy brand. Had the product approved in the PUD been a 300+ room hotel with 15,000+ square feet of net function space, our conclusion would be different. Also, if the Viceroy were to be a singular hotel (independent) with no track record of success, our conclusion would be different as well. A condotel with 157 units Town of Snowmass Village Hotel Brand Review Chapter 1 Page 5 kunden strategic partners desunafion&veopmeralcansn!tov and 9,500 square feet of net function space will have a very narrow niche in meetings business, regardless of the brand and we believe this makes moot much of the concern. The fourth and final stipulation within the larger condition is that the hotel will be operated as a "four diamond" hotel as determined by the American Automobile Association. According the AAA's guidelines, a four diamond property has the following definition: These establishments are upscale in all areas. Accommodations are progressively more refined and stylish. The physical attributes reflect an obvious enhanced level of quality throughout. The fundamental hallmarks at this level include an extensive array of amenities combined with a high degree of hospitality, service, and attention to detail." While neither of the two existing Viceroys are currently four-diamond rated,we believe if they participated in the rating program, they would be save for two items in the recreational facilities requirements (steam room and lockers), the meeting room requirements (variety of upscale meeting rooms), and a sundries shop. We believe the proposed new properties will provide the physical and service quality necessary to achieve this rating. HSP has reviewed the qualifications for four-diamond status, including: curb appeal, parking, furnishings and dhcor, floor coverings, illumination, corridors, signage, lobby, miscellaneous, restaurant and dining facilities, recreational facilities, meeting rooms, restrooms, sundries shop, and all the items related to guestrooms. Overall, given the physical development, which is set, combined with the Viceroy and Kor Hotel Group level of quality and commitment to expanding their high-quality brand, we believe that while the brand does not meet every part of the Condition 7, the Viceroy will produce as much or more room revenue, as many or more occupied room nights during all seasons, more food and beverage revenue, and a higher level of guest spending ability and guest satisfaction to the development compared to a Westin, Hyatt,Hilton or other national brand suggested in the condition. Determine what benefits the Viceroy Hotel Brand specifically and a boutique hotel generally brings to the Town compared to a nationally recognized hotel chain. Conversely what are the negatives of a Viceroy Hotel Brand compared to other national brands? If the Town intends for this building to be a conference hotel with over 9,500 square feet of meeting space and 10,800 square feet of ancillary conference support floor space approved for the hotel in the Planned Unit Development, what are the pros and the cons of having a boutique brand run the hotel versus a nationally recognized brand such as a Westin, Hyatt, Marriott or Hilton? We must differentiate between a boutique hotel and the Viceroy Hotel brand. The term boutique hotel implies an independent hotel with few rooms (under 100), limited meeting space, and potential quirks in the physical offering based on what is often a renovated building. While the Viceroy brand's two existing properties fit parts of this description, its proposed project in Snowmass Village and its other projects in development would not. In fact, all will be newly built properties with all of the physical elements necessary to accommodate the market segments targeted, namely leisure and group visitors. Viceroy's track record of high-quality service, high design standards and superior revenue from rooms and food and beverage, as well as its ability to generate high occupancy provide potentially the best of both worlds: the appeal of an upscale hotel with boutique elements, with the Town of Snowmass Village Hotel Brand Review Chapter 1 Page 6 kunden strategic Partners destnawoo deve.'opmerd cos '.rg physical and operational excellence we believe the combination of Kor and the approved development provide. We believe the Viceroy will actually induce higher-rated business to Snowmass Village than a brand like Westin, Hyatt or Hilton. The potential negatives of the Viceroy brand compared with a previously discussed national brand are few. Unlike a national brand, which sets standards and imposes those standards via a long-term management contract, it is possible that another company with lesser standards or ambitions could buy out KHG. However, this would be mitigated by the 15-year management contract with Kor/Viceroy,which would continue to stipulate the level of service provided. It is highly unlikely that even if Kor were purchased by another firm that the management prowess and executives would change. The other potential negative is that the Viceroy may not be able to produce as much group business during shoulder seasons as a national powerhouse like Marriott, Hilton, etc., but as stated previously, we believe this is not very likely given the limited amount of function space at the property. Both Viceroy and a national brand would be limited in their ability to induce demand given the physical characteristics of the property and the unwillingness of the market to utilize Snowmass during these off-months. What industry information/trends/specific market issues should the Town be aware of in evaluating a hotel brand for this site? Specifically: o Are there national trends that should be considered related to condominium hotels? Yes, there are national trends that the TOSV should be aware of related to condominium hotels, or condotels. The primary purpose of condotel structures was to provide upfront financing for hotel projects in markets where tourists may want to own a unit (similar to fractional ownership). Instead of relying upon transient occupancy to make the development work in a difficult lending environment, developers could sell units upfront and lower their financial risk. However, even in popular markets for condotels like Miami, these structures have encountered limits to the public's willingness to purchase. In addition, once the projects are developed, they are much more difficult to manage than a pure hotel property, as each unit has an owner whose expectations must also be managed. This leads to complex legal issues and additional financial management of the property. It also makes blocking rooms for groups more difficult.The condotel trend peaked in 2005 and has declined in popularity since. While it may continue to work in the Snowmass market, it will have a negative impact on group bookings regardless of the name on the hotel. In fact, most national brands are shying away from such developments as they have experienced the complications of managing such structures. 0 Are there emerging tools to ensure condominium hotels are rented and have a higher occupancy? The best tool for improving the ability of management to book more rooms in condotels is to strengthen or tilt the management/use contract toward the management company. However, this has the effect of potentially turning off buyers,which impacts financing. Town of Snowmass Village Hotel Brand Review Chapter 1 Page 7 hunden strategic Partners desmationdevefopmentconsoft o How should the Town consider specific hotel brands in the context of three commercial villages that are owned by a single developer? The final commercial area to be planned and developed (West Village) is tentatively slated for a conference center. This question is worthy of a separate study and we believe the best course of action for the TOSV is to comprehensively review the known components of the Base Village and then in context study the opportunities and needs for the West Village and other development areas. Only by taking a comprehensive view of the situation will a clear vision and recommendations occur. In general and based upon our knowledge of the market to date, there is likely an opportunity for a larger, more complete conference facility that could induce larger and more frequent group activity in Snowmass. The hotels that would service the facility and help it maximize production of room nights would cover a variety of service levels and sizes. The Viceroy hotel would be one component of this group of hotels, but it is possible that with a dedicated larger conference facility in the West Village, a nationally-recognized brand such as Westin, Hyatt, etc. would be the best option. Secondarily, a nationally-branded limited-service hotel alongside the full-service product would complete the package. Again, this deserves separate study and we believe there is merit in the question. o What other hotel brands should be considered specifically for this site and potentially for the other two commercial areas in Snowmass? As discussed above, much depends upon the conference center determination. In addition, the allure of a destination is not created solely by the hotel or hotel brand, but by the combination of destination attributes, including recreational quality, unique restaurants and shopping options, events, and authenticity. A hotel can help or hinder this destination appeal. For example, Aspen is largely free of brands, save for two, and thrives based on its appeal as a destination for events, shopping, dining and unique, upscale accommodations. The addition of a nationally-branded hotel product can actually dampen this quality by giving it a generic quality. In general, for Snowmass, we would caution against reliance upon a national brand unless and until a conference center of worthwhile size is determined necessary. Once this occurs, then a properly-size nationally- branded hotel adjacent can be recommended. o Based on the Average Daily Rate (ADR) of the Viceroy, is this hotel brand consistent with the demographic of the guest visiting Snowmass and how does that ADR compare with existing lodging product in Snowmass? Our read of the situation is that the development of the Base Village and redevelopment of the West Village, along with other redevelopments is intended to expand the customer base and performance of Snowmass, not replace it. With this in mind, we believe multiple markets can and will be served by the proposed hotel as well as the other properties developed. One hotel will not change the make-up of the typical Snowmass guest, but it can enhance the demographic, by expanding the customer base. We believe the Viceroy brand will help Snowmass experience higher peak rates and occupancies and will also provided additional horsepower to the market during shoulder seasons. There Town of Snowmass Village Hotel Brand Review Chapter t Page 8 I unJen strategic Partners deshnafton devv!vpmwl`coruwt£ng remain lesser quality (and therefore rate) options for visitors. As a result, we expect Snowmass to continue in its appeal to families, but also to induce demand from higher-spending visitors of all types. o What does the comparative analysis reveal for fractional, condominium, and wholly owned hotel operations in relation to long term viability, occupancy rates and conference activity? The viability of fractional, condotel and pure hotels is expected to be roughly the same over the long-term. In all instances, continual reinvestment is necessary to remain competitive. The contracts and fees/dues for a fractional and condotel development should guarantee that these investments continue over time, even if owners balk from time to time. Occupancy is expected to be slightly higher in a fractional or condotel structure than a pure hotel, as owners can be counted on to utilize their units for a certain amount of time annually, including during the summer. The management company can then manage the inventory more effectively and has a lower inventory to fill. For conference activity, as has been previously mentioned, the fractional or condotel structure is not as positive or easy to manage as a pure hotel, as there are fewer time that large room blocks are available. In addition, some owners may resist renting their units to groups lured by lower-rated groups in the off- season. The wear and tear on their unit may not seem worth it. This scenario currently occurs in various units in Snowmass. However, we do not believe a national brand helps or hurts this situation. o What does the comparative analysis reveal for "nationally recognized hotel chains" (or brands) versus "boutique" or individualized hotel operations in relation to long-term viability, occupancy rates and conference activity? The answer relies upon the quality of the destination and quality of the hotel. If either becomes stale, outmoded or unimproved for a number of years, performance will suffer. We have seen both branded and unbranded hotels suffer without reinvestment in the property or the destination. The Silvertree is a good example. The hotel has become somewhat tired over the years and does not offer the quality that newer hotels do. In addition, Snowmass Village has stagnated in its appeal over the years. Both contribute to a decline in performance. During peak season, the differential between the Silvertree and high quality properties in Aspen is relative small. By comparison, high quality properties in Apsen are able to generate much higher rate's than the Silvertree and other properties in Snowmass during the shoulder seasons due to the combined quality of the hotel and destination experience. We do not believe a brand of the same quality makes a material difference unless there is a large amount of function space to fill and a large block of hotel rooms in a single hotel. o Would the Viceroy Hotel do a better job at inducing first-time guest to Snowmass than a nationally recognized hotel brand? In our opinion, in general, hotels are not an inducing factor for first-time visitors to a destination, the destination appeal is. However, certain hotels can create a name and appeal for themselves by being extraordinary or unique in some way Town of Snowmass Village Hotel Brand Review Chapter 7 Page 9 hu n J e n strategic Partners destination development oxWtM that then helps the hotel become part of the destination's appeal. For example, the West Baden Springs Hotel in French Lick, Indiana, the Peabody in Memphis, Tennessee have enhanced the destination. With that in mind, a nationally recognized hotel brand While a nationally recognized hotel brand may make a destination appear more accessible to the general public due to the publics' comfort level with their brand name, it does not necessarily induce demand to the destination compared to a more specialized hotel such as the Viceroy,. The Viceroy we believe will create a name for itself as part of the destination appeal for Snowmass and enhance the destination's overall appeal compared with a nationally recognized hotel brand as previously defined. Town of Snowmass village Hotel Brand Review Chapter 1 Page 10 0 0 u n d e n strategic partners dest:na;nn development consaitng PROFILE OF THE VICEROY HOTEL BRAND This chapter provides a profile of the Viceroy brand of hotels within the larger Kor Hotel Group of hotels. Included in the chapter: Relevant facets of the Viceroy brand, including geographic distribution, target market, success in the meetings market, and performance of other such hotels. Focus is provided on the market segmentation of the brand to determine its strength amongst the various markets, including SMERF, incentive, association, government, corporate group, corporate transient, leisure, leisure group, and other relevant markets as appropriate. A review of Condition 7 of Ordinance 21 and compare its requirements with our analysis of the brand to determine if it indeed meets the condition. Discussion of the benefits of the brand versus a "nationally recognized hotel chain" as well as the potential drawbacks of the brand in comparison to these brands. The chapter establishes what constitutes a nationally-recognized hotel chain and will further refine the definition to focus on those chains that are nationally recognized in the group meetings business. In the next chapter, the implications of a boutique hotel brand versus a nationally recognized meetings hotel brand will be discussed and determined as it relates to the conference center concept discussed. History of Viceroy Hotels and the Kor Group The Viceroy Hotel product first opened in Santa Monica in 2002 and then in Palm Springs in 2003. Both properties were redeveloped within existing buildings from lower-quality hotels. The level of investment in the redevelopments was significant. The Viceroy product is operated by the Kor Hotel Group (discussed below). In 2008, three new Viceroy hotels are opening in Anguilla, Miami, and the Riviera Maya. The Kor Group is a privately held real estate investment, development, and management firm that has redefined the concept of "being home" with its distinctive hotel, condominium and apartment properties since 1989. Since 1997 the Kor Group has been in the process of acquiring and developing hotel properties. Intiially, the company acquired the Avalon, followed by Maison 140, both in Beverly Hills. Since its founding, KHG has acquired and is developing 22 different properties, primarily in California, Florida, Mexico and the Caribbean. It seeks opportunities in resort locations, gateway U.S. cities as well as in strong international locations in Asia, Russia, South America,the Middle East and Europe. The Kor Hotel Group has grown and continues to increase its hospitality revenues through three avenues. Acquisition and redevelopment of independent hotels in destination locations and urban centers is the primary revenue generator. The Kor Hotel Group also focuses on acquiring flagged hotel properties with above average yield characteristics, primary locations, and the opportunity for purchases at a discount to replacement cost. And finally, the Kor Hotel Group will focus on the acquiring third-party management contracts from owners seeking management services. Town of Snowmass village Hotel Brand Review Chapter 2 Page 1 kunJen strategic Partners d.Vwa!iondeyebigmrncnnsuIUV Kor also owns over 1,200 rooms among flagged hotel properties in destination locations including the LAX Sheraton (573 rooms) and the Sheraton Delfina Santa Monica (307 rooms). The total amount of rooms in the Kor Hotel Group (once fully developed) will be 2,641,with 900 of those hotel rooms within the Viceroy brand. Geographic Distribution Currently there are only two Viceroy Hotels that are operational, while several others are in development. The table below shows the breakdown of properties for both the Viceroy brand and the KOR Hotel Group. Table 2-1 Viceroy and KHG Hotel Distribution Indoor Meeting Indoor Meeting Hotel Location Rooms Rooms SF Status Viceroy Palm Springs Palm Springs,CA 68 3 3,328 Open Viceroy Santa Monica Santa Monica,CA 162 3 2,000 Open Viceroy Miami at Icon Becket Miami,FL 235 3 4,200 Opening 2008 Viceroy Anguilla Anguilla,British West Indies 31 TBD TBD Opening Spring 2008 Viceroy Riviera Maya Riviera Maya,Mexico 30 TBD TBD Opening Winter 2008 Vicemy Resort&Residences Miami Beach,FL 129 TBD TBD Opening 2009 Vicemy Punte del Este Uruguay TBD TBD TBD Opening 2010 Viceroy Zuhuatanejo Mexico 88 TBD TBD Opening 2009 Viceroy Snowmass Village Snowmass Village,CO 157 2 9,500 Proposed Total 900 11 19,028 Average 100 2 3,171 Other Kor Hotel Brands/Properties Avalon Beverly Hills,CA 84 1 450 Open Chamberlain WestHollywood,CA 112 1 496 Open The Tides(3 properties) South Beach,FL 45 1 2,000 Open The Tides Riviera Maya,MX 30 0 0 Open The Tides Playa Del Carmen,MX 248 0 0 2009 Maison 140 Beverly Hills,CA 43 0 0 Open Villa Del Sol Zihuatanejo,MX 70 0 0 Open Sheraton Dailies Santa Monica,CA 307 8 13,900 Open Sheraton Gateway LAX Los Angeles,CA 802 40 41,368 Open Total 1,741 51 58,214 Average 193 6 6,468 Source: HSP,KOR HotelGreup If all of the proposed hotels are developed and opened, the Viceroy brand will include nine properties once the Snowmass project is opened.The number of rooms in each property will range from 30 in Riviera Maya to 235 at the Viceroy Miami. The proposed hotel in Snowmass Village will have 157 rooms, one of the largest in the brand, although it will be a condotel structure. Meeting space at Viceroy hotels is limited and averages two indoor meeting rooms per property. The proposed property in Snowmass will have the largest amount of indoor function space, with 9,500 square feet. The brand will average less than 3,200 square feet each of function space. KHG also owns and manages nine other properties, including three Tides hotels and two Sheratons. The eclectic mix shows the company's opportunistic perspective to generating revenue.The future of the company will skew more toward developing the Viceroy and Tides brands and when the investment timing is right, it will likely sell the Sheratons and reinvest to expand its core brands. The other boutique hotels will likely remain in the company's stable and it will continually seek other similar opportunities for one-off redevelopments. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 2 6unJen strategic partners destnaton davvop:r.°nl comwitng Viceroy Brand Analysis The most appropriate avenue for understanding the potential performance of the proposed Viceroy hotel in Snowmass Village is to review the physical and financial operations of the two existing properties in the brand.The discussion occurs below. Viceroy Santa Monica The Viceroy Santa Monica opened in 2002 with 162 rooms and 2,600 square feet of meeting space (2,000 square feet is indoors). It was formerly a lower-quality hotel called the Pacific Shores Hotel built in 1967 and received a $22 million renovation, or $164,448 per key. This is similar to the amount that would be spent to develop a new high-quality hotel. The hotel was designed by Kelly Wearstler in two different style - Classic Regency and MidCentury Modern. The hotel features a stylish bar and lobby and remains one of Santa Monica's hotspots for dinner, drinks or impromptu meetings. The restaurant Whist and Cameo Bar generate $9 million in annual revenue and patrons can dine and drink inside or on the large patio/pool deck area. Other amenities include a fitness center, concierge, in-room massage, 24-hour room service, dry cleaning/laundry service, business center, two pools with sundeck, and six poolside cabanas. Wireless and hard-wire high-speed internet is available in all rooms and the public space. During our site inspection a catered function was occurring in the meeting rooms. The market segmentation at the Viceroy Santa Monica is 35 percent negotiated business, 35 percent leisure business, 20 percent group business, and 10 percent retail business. The table below shows the Viceroy Santa Monica's historical performance. Table 2-2 Viceroy Santa Monica Performance 2003 2004 2005 2006 2007(YTD) Occupancy 58.70% 80.70% 80.70% 83.20% 85.10% Avg. Daily Rate 214.84 $228.66 $263.36 $287.74 $312.94 RevPAR 126.11 $184.53 $212.53 $239.40 $266.31 RevPAR Growth($) 49.42 $58.50 $27.88 $26.81 $26.99 RevPAR Growth(%) 64% 46% 15% 13%11% Total F&B Revenue(millions) 6.73 $7.86 $8.17 $9.37 $10.22 F&B Revenue Growth($) 4.30 $1.13 $0.31 $1.20 $0.85 F&B Revenue Growth(%) 177% 17% 4% 15% 9% Total Revenue 15.88 $20.43 $22.45 $25.32 $27.91 Total Revenue Growth($) n/a $4.55 $2.02 $2.87 $2.59 Total Revenue Growth (%) n/a 29% 10% 13%10% Source: Kor Hotel Group The Viceroy Santa Monica has had occupancies, average daily rates, and Revenue per Available Room above the national average for full-service hotels and has outpaced its competitive set by a significant margin (discussed below). In its first partial year of operation, the Viceroy Santa Monica exhibited occupancy of 58.7 percent, which increased to 81 Town of Snowmass Village Hotel Brand Review Chapter 2 Page 3 kunden strategic Partners de5f ahUndevEPJpmcnl percent in 2004 and 2005. In 2006 the property's occupancy climbed to 83 percent and is expected to hit 85 percent in 2007. The Santa Monica Viceroy also has very high average daily rates (ADR). Since its first year of operation in 2003, the hotel has increased its ADR to $313 for 2007 year-to date. Revenue per available room has increased by a minimum of ten percent in each year since it opened. The performance of the hotel's food and beverage component is also worth noting for Snowmass Village. Typically, a full-service convention hotel will generate 30 to 36 percent of its total revenue from food and beverage. The Viceroy Santa Monica is clearly not a convention hotel and features only two meeting rooms. Yet this nearly rooms-only property generates over one-third of its revenue from food and beverage. In 2007, this is expected to total $63,000 per keyed hotel room, or $203 per occupied room night. This implies that a vast majority of revenue is derived from those coming to the hotel to eat and drink or participate in catered functions who are non-guests. This supports Kor's contention that their Viceroy brand is set up as a destination within a destination where locals and tourists alike will go to eat and drink just to participate in the Viceroy experience. The table below shows the hotel's breakdown of food and beverage revenue. Table 2-3 Viceroy Santa Monica Food&Beverage Whist Restaurant Cameo Bar Room Service Banquet Cabanas(3) Total 2006 Revenue Food Sales 2,323,134 $389,857 $394,971 $898,528 $173,355 $4,179,845 Beverage Sales 916,197 $2,502,257 $65,072 $624,228 $295,408 $4,423,162 Other Income 0 0 $59,514 $544,273 $160,434 $764,221 Total Revenue 3,239,331 $2,892,114 $539,557 $2,067,029 $629,197 $9,367,228 Number of Seats 176 Square Feet n/a 5,404 n/a 2,600 n/a n/a Sales per Seat or Square Fool 18,405 535 n/a 795 n/a n/a Sales per Occupied Room Night. 66 59 11 42 13 190 ofTotal Hotel Revenue 12.8% 11.4% 2.1% 8.2% 2.5% 37.0% Source: Kor Hotel Group As shown, the hotel generated $9.4 million in total food and beverage revenue in 2006, or 37 percent of total revenue. Again, for a primarily rooms-only property, this is an outstanding figure. Nearly $3.3 million was generated in the restaurant($18,400 per seat) and nearly as much was generated at the bar ($535 per square foot). The banquet space generated $2.1 million in catering or $795 per square foot. The typical high-end, steakhouse will generate 400 - $600 per square foot. When considering both the restaurant and bar revenue, plus the cabanas, the hotel generates two to three times the amount by most measures as a high-end steakhouse. Property versus Competitive Set The Santa Monica Viceroy has a competitive set of hotels which includes the Sheraton Delfina Santa Monica (owned by KHG), the Loews, Santa Monica Beach Hotel, the Marriott Marina Del Rey, Ritz Carlton Marina Del Rey, and the Marriott JW LeMengot Hotel & Spa. A Town of Snowmass Village Hotel Brand Review Chapter 2 Page 4 kUnden strategic Partners destination davetopmerl corls0rg snapshot of the competitive set's performance compared to that of the Viceroy Santa Monica is shown in the table below. The data is through February 2007. Table 2-4 Viceroy Performance Against Competitive Set(Feb) Property Occupancy Penetration ADR Penetration RevPAR Penetration Viceroy 85.1% 110.4%312.94 119.5% 266.31 131.9% competitive Set 78.6% 247.21 194.36 Source-HSP,Kor Group,STR The Viceroy Santa Monica outperforms the other five hotels in both occupancy and rate. As of February 2007, the Viceroy Santa Monica was reporting 85.1 percent occupancy compared to occupancy in the competitive set of 78.6 percent. The Viceroy's average daily rate as of February 2007 is more than $60 higher than the competitive set's average daily rate of $247.21. This is impressive considering the brands included in the competitive set Ritz Carlton, JW Marriott). Overall, the Viceroy penetrates RevPAR (revenue per available room) at$70 more than the competitive set,or nearly 132 percent. Viceroy Palm Springs The Viceroy Palm Springs opened in 2003 with 68 rooms and 1,700 square feet of meeting space. The market segmentation at the Viceroy Palm Springs is 75 percent leisure business and 25 percent group business. The table below shows a snapshot of the Viceroy Palm Spring's historical operating stats. Table 2-5 Viceroy Palm Springs Performance 2003 2004 2005 2006 2007(ACT/FC) Occupancy 42.20% 52.00% 51.10% 63.10% 68.90% Avg.Daily Rate 166.75 202.52 221.48 221.14 239.49 RevPAR 70.37 105.31 113.18 139.54 165.01 RevPAR Growth($) n/a 34.94 7.87 26.36 25.47 RevPAR Growth(%)n/a 50% 7% 23% 18% Total F&B Revenue(millions) 0.70 1.21 1.50 2.23 2.78 F&B Revenue Growth($) We 0.51 0.29 0.73 0.55 F&B Revenue Growth(%) n/a 73% 24% 49% 25% Total Revenue 3.01 4.69 5.26 6.85 8.07 Total Revenue Growth($) We 1.68 0.57 1.59 1.22 Total Revenue Growth(%) We 56% 12% 30% 18% Source: Kor Hotel Group The Viceroy Palm Springs has had strong occupancies, average daily rates, and Revenue per Available Room and has outpaced its competitive set by a significant margin (discussed below). In its first partial year of operation, the Viceroy Palm Springs exhibited occupancy of 42.2 percent, which increased to 63 percent in 2006. Year to date, the hotel is at 68.9 percent occupancy. The Palm Springs Viceroy also has very high average daily rates (ADR). Since its first year of operation in 2003, the hotel has increased its ADR to $239 for 2007 year-to date, from 167 in 2003. Revenue per available room has increased by a minimum of 18 percent in each year since it opened except in 2005 when the increase was only seven percent. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 5 hunJen strategic Partners destination developmentmusAfmg The table below shows the Viceroy Palm Springs to its competitive set, which includes the Hilton Palm Springs Resort, Renaissance Esmeralda Resort and Spa, the Westin Mission Hills Resort, and Le Meridien Park Palm Springs. Table 2-6 Viceroy PerformanceAgainst Competitive Set(Feb) Property Occupancy Penetration ADR Penetration RevPAR Penetration , Viceroy 72.1% 103.9% 263.01 119.1% 189.60 123.7% competitive Set 694% 220.91 153.24 Saume:HSP,Kor Group,STR While not as far ahead of the competitive set as the Viceroy Santa Monica is to its competitive set, the Viceroy Palm Springs still performs better than its competitive set. The Viceroy Palm Springs occupancy as of February 2007 was 72 percent while the competitive set was 69 percent. The Viceroy generated an average daily rate of $263 while the competitive set generated an ADR of$221. The Viceroy Palm Springs revenue per available room was also nearly$40 higher than the competitive set at$190. The table below shows the hotel's breakdown of food and beverage revenue. . Table 2-7 Viceroy Palm Springs Citron Restaurant Citron Bar Room Service Banquet Pool Service Total 2006 Revenue Total Revenue 1,082582 $369,831 116,789 $419,180 177,868 $2,166,250 Number of Seats 68 n/a n/a n/a - n/a n/a Square Feet n/a n/a n/a 1,664 n/a n/a Sales per Seat or Square Foot 15,920 n/a We 252 n/a n/a Sales per Occupied Room Night 69 24 7 27 11 138 of Total Hotel Revenue 15.8% 5.4% 1.7%6.1% 2.6% 31.6% Source: Kor Hotel Group As shown, the hotel generated $2.2 million in total food and beverage revenue in 2006. Again, for a primarily rooms-only property, this is an outstanding figure. Nearly $1.1 million was generated in the restaurant($15,920 per seat). Sales per occupied room night are very high for a hotel with only 25 percent of its business from groups. Total food and beverage sales represent 31.6 percent of total revenue-- again an impressive figure. Other Viceroy Brands opened, opening in next 18 months The following lists the Viceroy branded properties that Kor has scheduled to open by 2010: Anguilla — located in the British West Indies is expected to open in 2008 is a beachfront property that will have 172 villas; Miami — is a 235-room hotel also scheduled to open in 2008. The property will feature residences and a spa; Town of Snowmass Village Hotel Brand Review Chapter 2 Page 6 kunJen strategic Partners destnatD,davatopmen!cc-,mifing Riviera Maya—is a Viceroy Resorts and Residences product, which is scheduled to open in 2008 and will feature 152 privately-owned villas and resort residences.; Cabo San Lucas—a Viceroy hotel proposed to open in 2010; Punta del Este—a Viceroy hotel proposed to open in 2010 in Uruguay; and Zuhuatanejo — features an 88-room Viceroy hotel and resort residences on 6.5 acres of land in Mexico and is expected to open in 2009. Viceroy Brand Marketing and Tactics HSP interviewed executives at KHG regarding their marketing efforts to understand how a relatively small brand might compete for revenue and occupancy compared with a national full-service brand such as Marriott, Hilton, Westin or Hyatt. In general, we were impressed with the level of sophistication employed for marketing. It is clear that the executives pulled from major national brands to KHG have brought a complex and comprehensive approach to marketing, advertising and public relations. The performance results for the hotels speak to the success they have had in promoting the properties. It is evident that KHG believes that the way to become a true national brand is to invest in all of the strategies that the existing national brands currently employ—and sometimes more. We have encountered other hotel companies with several hotels that have a much less sophisticated marketing approach. Below is a discussion of the various marketing approaches taken by KHG to promote their properties, including Viceroy. Two of KHG's goals are maximizing the direct sales and marketing opportunities within the industry's leading travel professional affiliations, like Virtuoso and Signature, and enhancing the property's awareness with the recognition from the affluent database of Fine Hotels and Resorts customers(formerly known as American Express Platinum travel program). Kor/ Viceroy also leverages the company's relationships with the top mega agencies in the strategic geographic segments, like Ovation, Altour, New Act, Tzell, Valerie Wilson, etc. This has proven to be a competitive advantage in these niche segments. These low cost, high profile tactics have allowed KHG to grow market share in markets where the affiliations are limited. Using reports like Hoteligence have allowed KHG to track their fair share of production by market. Kor also focus on promotional opportunities and priority placement with the top merchant model booking engines worldwide such as Expedia, Travelocity, Orbitz.com, as well as collaborates with the marketing managers and founders (Tablethotels.com and Mr. and Mrs. Smith) to help with awareness. All of these channels are looking for alternative offerings other than a typical box hotel. By leveraging these relationships and providing rate parity and a published best rate guarantee), Kor has been able increase the hotel's exposure. Below are key tools the Viceroy and Kor Hotel Group use in their marketing: Niche Publications -- Kor's strong relationships with Daily Candy and Splendora have stimulated publicity and direct online traffic to the hotel website. These on-line publications have extended Kor's reach to their target audience. Their in the know" database aligns with Kor's guest profiles. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 7 hunden strategic Partners deslina*on devefipm a7 carsnftmg Website Design — Creating a website with a unique look and feel that is up to par with 2007 online user expectations is Kor's main goal. KorNiceroy feels what is most important is a site that can be found through major search engines and can therefore create a comprehensive online distribution strategy. Some of the tactics are listed below: o Website Optimization, Hosting and Maintenance— Enhances the website navigation, keyword-rich body copy, and all the necessary search engine optimization, visible and invisible. The company provides ongoing content, image and functionality updates and enhancements. These enhancements have improved visibility on the Internet, increased conversion rates, boosted Kor's Internet-related direct-to-consumer bookings, and have enhanced website usability and performance. All of these indicators are tracked and measured with our online tools to ensure performance. o eCRM — Electronic customer relationship management is a strategy designed to establish interactive relationships with customers via e- newsletters, online promotions and sweepstakes, reservation confirmation emails, pre-arrival emails with value-adds and up-sell opportunities, post- stay"thank you"emails and comment cards. o Search Engine Marketing (SEM) — Is a form of internet marketing seeking to promote websites by increasing their search engine visibility. Launching organic search optimization, pay-per-click marketing, paid inclusion marketing, local search, and vertical search marketing have proven to be effective strategies to drive low cost distribution channel and give KorNiceroy a competitive advantage o Strategic Linking — Is building incoming links from highly authoritative websites to Kor websites. This has increased Kor's link popularity, boosted traffic to their websites with immediate results. Search engines want links from authoritative sites (links from websites that share the same focus as a company's website), including travel-related websites, destination portals, travel guides, CVBs, and travel and hotel directories. The KorNiceroy strategy is an aggressive one that has helped grow their link popularity by over 18 percent. o Email Marketing Strategies — The Kor Group has increased the hotel's opt-in email list by launching frequent and relevant email communications with customers and prospects using email collection campaigns, monthly leisure promotions, and targeted meeting planner, spa, dining and travel agent eblasts. This has helped increase opt-in customers at a pace greater than 15 percent per year. Kor also includes email and online sponsorships to potential customers in key feeder markets and to their key market segments (e.g. family travelers, romance and couples, meeting planners,wedding planners,etc.). o Destination Web Strategy— Is the process of leveraging the popularity of a destination to an advantage by making a hotel the "hero" of the destination, and at the same time turning the hotel website into a valuable destination Town of Snowmass Village Hotel Brand Review Chapter 2 Page 8 kun8en strategic Partners destna`:endaa.lopxp Ioc>u,Y,g resource. Kor has taken this concept and expanded on it so that each of their hotel properties includes the creation of a destination section or page. A Destination One-Pager -- Is a stand-alone, fully-optimized, one-page website representing a destination website (single property) or a destination web portal. Kor is about to launch one-pagers for their resort locations in Mexico, Miami and Anguilla. Display Advertising —Contains logos, photographs and other images placed on more popular websites. Kor has placed these banner ads on highly relevant sites to grow their brand recognition and drive traffic and incremental revenue. Banner ads are tagged for click-throughs and revenue production to determine return on investment. Consumer Generated Media (CGM) — Includes blogs, trip planners, customer review sites, and experience sharing/online rating sites. Kor uses CGM to listen to what consumers are saying, establish interactive relationships with their customers via corporate-sponsored CGM initiatives, and use CGM to promote their products and services. This has allowed Kor to protect and monitor the 'chatter' on the web about their hotels as a brand defensive strategy, leverage the expert knowledge that currently exists at their hotels via corporate sponsored CGM initiatives, and communicate to readers on high traffic CGM sites via advertising opportunities. Kor has a corporate CGM policy and all hotels are monitored on a daily basis. , SynXis RedX Central Reservations System (CRS) — allows Kor to manage the hotel's inventory with a high level of agility through an extensive menu of management options. RedX has the ability to interface with HIS (Kor's property management system of choice) on a two-way or one-way basis.The one-way interface allows reservations to pass into the property management system immediately. The two-way interface allows inventory as well as reservations to pass back and forth between the two systems. The RedX CRS tool has provided Kor's CRO the tools and systems to have single image inventory and the abilty to expand into additional geographic regions. IDeaS - IDeaS V5 is specifically designed to provide Kor with a clear vision of data, thereby allowing for greater control over business. Specifically, this software facilitates automatic strategy deployment across all systems, provides automated strategy recommendations, automated forecast recommendations, and the ability to access the hotel's database directly to create custom reports. This demand forecasting system helps take the guess work out of revenue management. Delphi Multi-property Edition — Is KorNiceroy's sales, marketing, and catering technical solution for multiple properties and utilizes one database. It helps improve customer service and productivity, and enables hotels to cross-sell within a single system. The entire database of group, catering and negotiated accounts is housed in this system. All new hotels immediately get a "jump start" as it relates to accounts, production and important customer data. Hotel Expert — This Kor-endorsed software, interfaced with the property management software, ensures the highest level of customer satisfaction by creating a profile of the guest preferences, special requests, any past concerns, etc. Town of Snowmass Village Hotel Brand Review I Chapter 2 Page 9 hunden strategic Partners desmahondrvetopmenlconsulnng It allows the property to be proactive in recognizing customer needs individually. This software, along with their customer loyalty index data, is in the process of being consolidated to one central database that will be used for CRO, guest preferences/experience, and target marketing. Additional Room Night Production Data The following is a list of statistics about the Kor Hotel Group focusing on e-commerce and website statistics: E-commerce accounts for 15.2 percent of Kor room revenue compared with the 11.2 percent industry average; Kor's property website costs $4 per transaction band generates eight percent of room revenue; Kor's global distribution system (GDS) represents 30 percent of total room revenue; Reservations (GDS)cost$11 per reservation compared with the 6 percent per reservation industry average; The individual property websites generate 10,000— 16,000 unique visitors per month; The Kor hotel website generates 24,000 unique visitors per month; There are 90,000 email addresses in Kor's apt-in user database. This is increasing at 12- 15 percent annually; Central reservations accounts for 55 percent of room revenue; and The average cost per reservation is $27.54,20 percent lower than industry average Viceroy Executive Level Professionals The table below shows the executive staff of the Kor Hotel Group. Following the table are descriptions of each executive's professional experience. Town of Snowmass Village Hotel Brand Review - Chapter 2 Page 10 hU n d e n strategic p a r't n e r-s des6natlon development consu,Lng Table 2-8 Kor Group Ececugves Years in Development/ Name Tide Past Employment Hospitality The Kor Group Bradford Korzen CEO/Principal Kor Realty 17 Jeffrey Smith COO/Partner Flavell.Tannenbaum&Edwards 16 Frank Legaldano President/Partner Paul,Hastmgs,Janofsky&Walker 17 Pat Priest CFO Rosewood,Beck 25 Stacy Shaw General Counsel Paul,Hastings,Janofsky&Walker 10 Brenda Tsrharner SVP,HR Four Seasons 19 Kor Hotel Group Nick Clayton President,Kor Hotel Group Mandarin Oriental,Four Seasons,Ritz-Cadtun 22 Tom Hendrick EVP,Acquisitions&Development Mandarin Oriental,Rosewood 25 Luis Fernandes SVP,East Coast Operators Rosewood,Orient Express 25 Tom Santora SVP,Sales&Marketing Marriott Intimations! 20 Source.HSP,Kor Group Bradford Korzen, Chief Executive Officer/Principal Kor Realty Group founder Brad Korzen has developed a portfolio of resorts, hotels, multiple-family properties and commercial investments while guiding the diverse corporation behind its growth and operations. His projects include the Viceroy Palm Springs and Viceroy Santa Monica, Beverly Hills' Avalon and Maison 140. In. 2005, he introduced the company's first international properties, Viceroy Anguilla and the Riviera Maya Resort. Jeffrey Smith, Chief Operating Officer/Partner Since joining the Kor Group in 1998, Smith has advanced the company's asset value to over$1 billion and maintained investment performance for its shareholders. Smith directs analysis and execution of potential acquisitions and dispositions, refinance and debt evaluation, deal sourcing, and other asset management functions. In leading Kor's hotel and multi-family acquisition opportunities, Smith has completed over$350 million of strategic acquisitions, including the financing and purchase of six hotels, Kor's international resorts, and thousands of multi-family units. Frank Laffaldano, President/Partner Frank Laffaldano oversees all operating divisions of the Kor Group and each of its subsidiaries and focuses on the management and coordination of the Acquisitions, Construction, Development, Sales, Marketing and Property Management groups on all projects; he is also responsible for the creation and implementation of long-term strategic planning for Kor. Pat Priest Chief Financial Officer Pat Priest joined the Kor Group in 2006, coming from Rosewood Hotels & Resorts. Her responsibilities include managing Kor's continued growth through strategic financial planning and controls. In addition to maintaining effective accounting, information technology, reporting and risk management functions, she oversees and is directly responsible for cash management, information technology, tax matters, risk management, development reporting and investor, banking and lender relations for all of Kor's boutique and branded hotels, multi-family properties, and real estate development projects. Stacy Shaw, General Counsel, The Kor Group As General Counsel, Stacy Gamble Shaw oversees and manages outside legal counsel and has responsibility for the legal affairs of the Kor Group. Her experience includes the Rosewood Property Company and Wyndham International. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 11 hunJen strategic Partners deslihawdevetopmenlcrosu!7»g Brenda Tscharner Senior Vice President, Human Resources Tscharner is responsible for training and development, employee relations, benefits and compensation administration, recruitment and retention,career and succession planning, as well as employee recognition. Tom Hendrick, Executive Vice President, Acquisitions & Development Tom is based out of Kor's sales and development office in Dallas and focuses primarily on hotel acquisitions and new business contracts for the international and West Coast markets. Nick Clayton, President, Kor Hotel Group As President of Kor Hotel Group, Nicholas Clayton oversees expansion efforts for the company's growing portfolio while maximizing value in current operations. Clayton brings to Kor extensive senior management experience at key international properties, as well as demonstrated success in impacting revenue growth and strong customer service cultures. A 20-year veteran of the luxury hospitality industry, he has worked with leading hospitality groups, including Four Seasons and The Ritz-Carlton hotels and resorts. Most recently, he served as Senior Vice President of Operations for Hong Kong-based Mandarin Oriental Hotel Group, where he was responsible for the group's Asian and European properties, as well as the entire portfolio's Food & Beverage and Spa divisions. Tom Santora, Senior Vice President, Sales & Marketing Tom Santora supervises all hospitality sales and marketing activities for the company's hotel portfolio. Tom has strategically developed Kor's sales and marketing team to include e-commerce, public relations, and segment and national sales. He also supervises development and integration of the company's central reservations office as well as its media planning. He is a 16-year veteran of Marriott International. Luis Fernandes Senior Vice President, Hotel Operations Luis Fernandes brings to Kor an extensive knowledge of the operation and management of international properties. Most recently, he was Chief Operating Officer of Santa Barbara-based Ty Warner Hotels and Resorts, where he oversaw all operational aspects of the company's portfolio of highly rated international resort hotels. His experience also includes posts at a number of Orient Express Hotels and Rosewood Hotels and Resorts properties around the world. Ordinance 21, Condition 7 Relation to Viceroy Related WestPac has submitted a Minor PUD Amendment request to waive a specific provision witin Ordinance No. 21, Series of 2004 (Base Village Final PUD approval) relating to Buildings 13A and 13B ("Base Village Hotel"). These buildings were intended to be operated as a condominium hotel. Condition No. 7 ("Condition 7") of the Ordinance concerned the Base Village Hotel as follows: Section Three. Conditions. As conditions of the final approvals granted herein, the Applicant will comply with the following: 7. Phase 2A Condition Precedent. Prior to the issuance of a building permit for Phase 2A or any subsequent phase of the Project, the Applicant will provide to the Town evidence that: Town of Snowmass Village Hotel Brand Review Chapter 2 Page 12 ku n d e n strategic Partners deslSnafton davelopn.anl concr.'cng a. The Applicant has entered into an agreement with a nationally- recognized hotel chain (such as a Westin, Hyatt, or Hilton) that requires Buildings 13A and 13B to be operate as a "four diamond" hotel, as such standards are determined by the American Automobile Association, under such chain's brand name; and b. All residential two and three-bedroom unites with bedrooms located on or having access to a main hallway in Buildings 13A and 13B have been converted to 14 additional lockoffs. There are four components to Condition 7.a.. The first two are in the stipulation that the Applicant has entered into an agreement with a nationally-recognized hotel chain. Regarding the term "nationally-recognized," the conclusion is that the Viceroy brand is not a widely- recognized brand by the general public, however, it is recognized by many across the nation due to its quality and public relations successes. To put a fine point on it, in the context of the intent of the Village, the Viceroy brand does not meet this stipulation as it is fairly clear the intent was for a full-service meetings brand with significant national distribution. This is underscored by the parenthetical examples of Westin, Hyatt and Hilton provided in the language provide to HSP. The second stipulation is `hotel chain." The definition of hotel "chain operations" is a group of properties that are affiliated with each other and have common ownership and/or management control. While the Viceroy brand is young and small, it meets the definition of hotel chain, especially when considering the larger Kor Hotel Group, which provides Viceroy what most in the industry would consider a strong marketing and distribution backbone to support not only the Viceroy, but the other hotels in the group. In addition, all hotels are owned to some extent by Kor and all are managed by Kor. This cannot be said for the brands such as Westin, Hilton, etc., of which most are owned by third parties and a large percentage are managed by third parties Oust as Kor manages and owns their two Sheratons). Furthermore, the Viceroy brand is being developed in four locations in addition to the two existing properties, as well as the proposed hotel in Snowmass Village. As such, it will have seven properties when the proposed hotel opens and therefore would qualify as a hotel chain" even if each property is unique and not as similar to each other as hotels within the ranks of Westin, Hilton and Hyatt. Due to the nature of the brand and locations, this unique, high quality product can be seen as a positive for the brand and chain. The third stipulation relates to the first: "nationally-recognized," as it refers to names in parentheses "Westin, Hyatt or Hilton." We believe the intent of this is not to limit the hotel to these three names, but to brands/chains that have similar characteristics to these in terms of product, ability to induce business (group and leisure), reward programs, etc. This stipulation becomes a bit complicated by the fact that the physical development has been set by the PUD regardless of the brand. When considering the brands mentioned, their typical products do not match the physical plan for the PUD. For example, the average hotel size for these brands is between 343 and 445 rooms with function space of at minimum 10,000 square feet. Few, if any, are below 200 rooms in size and it is rare for a property amongst these brands to have as few as 157 rooms and 9,500 square feet of function space. In terms of ability to induce business, the brands mentioned have very strong central reservations systems that contribute 40 to 64 percent of total room revenue to the average hotel in the system. Within the Kor Hotel Group, central reservations generates 55 percent of room revenue, squarely in the middle of the nationally-recognized group's range. Town of Snowmass village Hotel Brand Review Chapter 2 Page 13 Hunden strategic Partners destina(ondev2lopanlconsulDag In terms of group business, Kor and the Viceroy brand are not"group houses,' however they do book group business and outperform their peers in terms of the revenue generated by groups, especially in food and beverage. Yet again, we believe the physical product in Snowmass Village limits the value of the national brands to induce an incremental amount of group business to this property over the Viceroy brand. Had the product approved in the PUD been a 300+ room hotel with 15,000+ square feet of net function space, our conclusion would be different. Also, if the Viceroy were to be a singular hotel (independent) with no track record of success, our conclusion would be different as well. A condotel with 157 units and 9,500 square feet of net function space will have a very narrow niche in meetings business, regardless of the brand and we believe this makes moot much of the concern. The fourth and final stipulation within the larger condition is that the hotel will be operated as a "four diamond" hotel as determined by the American Automobile Association. According the AAA's guidelines, a four diamond property has the following definition: These establishments are upscale in all areas. Accommodations are progressively more refined and stylish. The physical attributes reflect an obvious enhanced level of quality throughout. The fundamental hallmarks at this level include an extensive array of amenities combined with a high degree of hospitality, service, and attention to detail." While neither of the two existing Viceroys are currently four-diamond rated,we believe if they participated in the rating program, they would be save for two items in the recreational facilities requirements (steam room and lockers), the meeting room requirements (variety of . upscale meeting rooms), and a sundries shop. We believe the proposed new properties will provide the physical and service quality necessary to achieve this rating. HSP has reviewed the qualifications for four-diamond status, including: curb appeal, parking, furnishings and decor, floor coverings, illumination, corridors, signage, lobby, miscellaneous, restaurant and dining facilities, recreational facilities, meeting rooms, restrooms, sundries shop, and all the items related to guestrooms. Overall, given the physical development, which is set, combined with the Viceroy and Kor Hotel Group level of quality and commitment to expanding their high-quality brand, we believe that while the brand does not meet every part of the Condition 7, the Viceroy will produce as much or more room revenue, as many or more occupied room nights during all seasons, more food and beverage revenue, and a higher level of guest spending ability and guest satisfaction to the development compared to a Westin, Hyatt,Hilton or other national brand suggested in the condition. Benefits vs. Drawbacks of Viceroy Compared to Other National Brand Based on our knowledge of the Viceroy brand, Kor Hotel Group and experience with the other national brands under discussion, we believe the following to be the benefits and drawbacks of Viceroy in comparison to these brands. Benefits Higher Product Quality.We believe that the Viceroy will present a superior product in terms of amenities, service, and overall guest satisfaction. The hard and soft goods in the rooms should also be of a higher perceived quality by guests than the more staid product lines from the national brands. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 14 kunJen strategic Partners des6nacon deoe'o,2eni ccsut` g Higher Room Rate. Based on its performance against nationally-branded competitors in other markets and level of quality proposed, we believe the Viceroy will generate a higher room rate by 10 to 20 percent than a nationally-branded hotel. This should be especially true during off-peak times. Higher Occupancy. Based on the intense focus of Kor on their individual hotels' success, including dedicated public relations and marketing, sophisticated marketing and reservations infrastructure, and direct link between the company and the dollars invested in the property (as opposed to a brand franchise fee), the hotel should generated higher occupancy than a standard franchised hotel brand by Marriott, Hilton, etc. Higher Food & Beverage Revenue. The Viceroy hotels have shown an ability to generate buzz and activity at their restaurants, bars and meeting spaces from not only visitors, but locals.This has led to outsized revenues, often triple what would be expected in a similar hotel. By their nature, nationally-branded hotels do not create destination food and beverage experiences — they act as functional components to serve hotel guests. We would expect this hotel to help change the net out-migration for dinner to Aspen to one that draw visitors from Aspen to Snowmass for dining, drinking, and meetings based on the unique and high-quality experience. A Distinctive Destination. Frequent travelers and those who attend meetings around the country have grown tired of the commoditization of the travel experience, from a Starbucks on every corner, to the usual branded line-up of predictable hotels from Courtyards to Hiltons). There is an expectation that resorts will offer a unique experience and that can be diluted by a national brand or enhanced by a high- quality distinctive product. We believe the destination will be enhanced the Viceroy brand. Added Public Relations Buzz. Nationally-recognized brands are not often the subject of press, but the Kor Hotel Group and Viceroy have shown a strong ability to generate constant travel press. This press can and should have positive spillover benefits to the overall destination. Drawbacks Higher Risk.While Kor is not a new company, it is relatively new compared with the national hotel brands under discussion. There is more potential that the brand's standards and quality could suffer than that of a nationally-recognized hotel brand. Group Risk. There is some risk that the Viceroy will not be as strong at booking group business as a nationally-recognized hotel brand, based on the lack of a national group sales force. However, we believe they are capable of fully booking the function space and will able to leverage it to maximize performance at the hotel. Overall, we see this is a relatively small risk. If the space to be filled and number of rooms were larger, our concern would increase. Town of Snowmass Village Hotel Brand Review Chapter 2 Page 15 hunden strategic Partners dasGhaio dartayrren,rbnsutg PROFILE OF MAJOR HOTEL BRANDS This chapter provides industry information, trends and discusses specific market issues that the Town should be aware of in evaluating a hotel brand for this site. Specifically: Specific hotel brands in the context of three commercial villages Other hotel brands that should be considered specifically for this site and potentially for the other two commercial areas in Snowmass. As part of the analysis, the analysis reviews GDS systems, reservation systems, general management practices, meetings market sales forces, and marketing and rewards programs. The long-term viability, occupancy rates and conference activity of "nationally recognized hotel chains" (or brands) versus "boutique" or individualized hotel operations. The Average Daily Rate (ADR) of the Viceroy in other locations to determine if this hotel brand is consistent with the demographic of the current and future guest visiting Snowmass. The analysis compares the ADR with the existing lodging product in Snowmass. We have relied on cooperation from management (fostered by Client representatives) to accumulate this data. Nationally-Recognized Hotel Brands Hunden Strategic Partners has significant experience in the analysis and implementation of major group hotels across the United States, from urban settings, to resorts and specialized markets. When discussing the types of brands most sought after by municipalities and others who wish to induce group business to a market, for example for a convention center or conference center,the following brands are those with the best group capabilities, in order of strength. Marriott Hilton Westin &Sheraton (both Starwood brands) Hyatt All five brands have distribution of major group hotels across the U.S., dedicated national sales teams for group business, and strong rewards programs. In terms of trends, Marriott has historically been the leader, however Hilton has opened more convention hotels in the last ten years and is perceived as equal to Marriott in terms of ability to induce group demand. The Starwood brands (Westin and Sheraton) have also been increasing their capabilities in the past ten years and generally lead the pack in terms of quality of experience due to their focus on bed quality (Heavenly Bed), gym quality and other upgrades to the hotel product. Hyatt historically featured city-center hotels in the country's mid-section, but has increased their distribution nationwide and has also upgraded their product., The following table shows the number of properties, rooms and performance attributes of Town of Snowmass Village Hotel Brand Review Chapter 3 Page 1 kunden strategic Partners de marandz,e:a nn!ccrr L^g these brands. The figures do not include sub-brands such as Courtyard by Marriott or Hilton Garden Inns. Table 3-1 Brands by Number of Hotels&Rooms(as of 9/30/06) Marriott Sheraton Hilton Hyatt` Westin of Global Properties 516 392 247 214 128 Total#of rooms 186,154 134,297 95,576 95,137 52,958 Average Rooms per Property 361 343 387 445 414 Occupancy(latest annual period) 72.0%69.4%70.8% n/a 72.1 Avg.Daily Rate(through 9/30/06) 152.64 $140.52 $146.00 n/a $175.35 RevPAR(through 9/30/06) 109.90 97.52 $103.37 n/a $126.43 Includes Hyatt Regency,Grand Hyatt,Park Hyatt Source:Respective Brands,Hotel Business Marriott has the most properties, with 516 worldwide, followed by Sheraton with 392. Westin has the fewest properties, with 128. Total number of rooms ranges from 53,000 for Westin to 186,000 for Marriott. The average number of rooms per property ranges from 343 at Sheraton to 445 at Hyatt. This is significantly higher than the 157 rooms proposed in Snowmass and contributes to our belief that group room night production will be less relevant in this property than for the majority of the branded hotels. The average occupancy ranges from 69 percent to 72 percent. This compares with 73 percent for the two Viceroys currently open. The average daily rate ranged from $141 at Sheraton to $175 for Westin. This compares with $255 for the Viceroy branded hotels in 2006. RevPar ranged from $98 at Sheraton to $126 at Westin. This compares to $186 at the Viceroy properties, a $60 difference. The table below shows the number of call centers and sales offices by brand. Information for Hyatt was not available, although multiple calls have been placed. Table 3-2 Call Centers and Sales Offices by Brand Marriott Hilton Westin Sheraton call centers 16 5 4 4 of call center FTEs 2,500 1,336 900 900 of sales offices 6(national)32(shared&global) Global sales staff n/a n/a 230(shared&global) Source:Respective Brands Marriott has the most number of call centers, with 16, while the Starwood brands has four shared). Hilton has five call center. The number of full-time equivalent employees ranged from 900 for Starwood to 2,500 at Marriott. Stanwood has 32 sales offices and 230 global sales staff, while Hilton has six national sales offices. The number of sales offices at Marriott was unavailable.The Kor Hotel Group has one call center. The following table shows room night production by central reservations systems as well as the percent of guests who are rewards members. Town of Snowmass Village Hotel Brand Review Chapter 3 Page 2 kUnden strategic Partners destination davefopmeat oonswto, Table 3.3 Room Night Production from Reservations; Percent of Room Nights from Rewards Members Marriott Hilton Westin Sheraton of occupied room nights from reservations systems 61% 64% 52% 40% of occupied room nights from Rewards Members n/a 39% 40% 40% Source; Individual hotel companies,HSP Reservation systems produce from 40 to 64 percent of room nights for the hotel chains. Hilton and Marriot are the strongest in this regard while Sheraton is the least productive. The Kor Hotel Group generates 55 percent of room nights through its central reservations system, better than Westin or Sheraton.The number of guests who are rewards members is essentially the same across the board, at 40 percent. This is less important in a resort destination as the resort drives the decision to book, not generally a particular hotel. However, once the decision has been made to go to a destination, rewards members often prefer to stay within their reward program. This can also be diluted by members using their rewards points to book a stay at a hotel in a resort location, which has fewer benefits for the hotel.The Viceroy has not developed a system-wide reward program. The following table shows three surveys regarding brand preference for various types of travelers. It should be noted that these were provided by Marriott. There may be other similar surveys with different results.We are seeking other such surveys. Town of Snowmass Village Hotel Brand Review Chapter 3 Page 3 kunden strategic partners destma'ondateopmntmuultng Table 3-4 Customer Satisfaction/Preference Surveys Business Travel Marriott 26% Hilton 19% Starwood (Westin&Sheraton) 11% Hyatt 6% Source:Hams Interactive 2005,U.S.Frequent Traveler Tracking Leisure Travel Marriott 26% Hilton 8% Hyatt 4% Starwood(Westin &Sheraton) 4% Source:Harris Interactive 2004;U.S.Frequent Traveler Tracking Meeting Planners Marriott Corporate 32% Marriott Association 40% Hilton Corporate 17% Hilton Association 12% Hyatt Corporate 8% Hyatt Association 15% Starwood (Westin)Corporate 6% Starwood (Westin)Association 6% Source:M/A/RIC Research;2004 U.S.Meeting Planner Tracking Study According to a Harris interactive survey, Marriott was preferred by 26 percent of business travelers, compared with 19 percent for Hilton, 11 percent for Starwood, and six percent for Hyatt. Leisure travelers overwhelmingly chose Marriott compared to the others. For meeting planniers, according to MARC Research, Marriott was most preferred. Interestingly, Westin was preferred by only six percent. Overall this still represents many meeting planners, but it begs the question of how strong the Westin brand is compared with a product like Viceroy in terms of ability to induce meeting business. The table below shows more detail on the Westin and Sheraton reservation origination. Town of Snowmass Village Hotel Brand Review Chapter 3 Page 4 hunJen strategic Partners destnationdero2bpmen= :e, Table 3-5 Starwood Reservations Systems Statistics Westin Sheraton Booking Method Total Room Night% ADR Total Room Night% ADR Customer Contact Centers 8% 162 6% 137 Global Distribution System 14% 184 12% 155 MARS(Maximum Available Reservation 12% 174 11% 141Systems) Branded Websites(including spg.com) 9% 174 8% 149 External Websites 3% 127 3% 105 Total Centralized Channel Delivery(= 46% 170 40% 141 1+2+3+q+5 rorerty irect o 156 60% 124 w.va.stanvood.com Westin received eight percent of room nights from customer contact center, 14 percent from their global distribution system, 12 percent from their MAR system, nine percent from Starwood websites, and three percent from external websites. Fully 54 percent of room nights were generated directly by the property. This also appears to diminish the national group sales force's true impact on occupancy. For Sheraton, the numbers are even less compelling. Implications In terms of Snowmass Village, the strength and ability of these national brands to induce new group demand during shoulder seasons is limited. Clearly their brand recognition and national sales forces have the ability to induce some demand, however this is limited to a large extent by the physical product approved for the Base Village. The function space at the proposed hotel is less than 10,000 square feet. This limited space combined with the limited room block available for groups will hurt the hotel's ability to even get on the radar of the national sales force when booking most groups. Building 13a, the proposed Viceroy with 9,500 square feet of conference space, will have approximately 1572 condotel units. The adjacent structure (13b) will feature only 73 condo units. In a perfect world for group booking, the buildings would provide all 225 rooms for room block booking. However, this will not likely occur, except perhaps in the lowest periods (April/May, October/November). Furthermore, the combination of limited room block with only 9,500 square feet of function space creates very limited potential for booking significant groups. Even if the Silvertree continues to operate with its function space, groups do not like to be divided up into multiple function spaces beyond walking distance and meeting planners do not like to divide up their group into multiple hotels. It complicates their job and increases complexity for attendees. Based on the physical plan approved in the PUD, the brand (within a high-quality spectrum, such as those discussed above and the Viceroy)will have little incremental impact on group booking during the off-season. During the high season, demand is so high that the hotel will have its choice to either book leisure or group business, depending on who is willing to pay the higher rate. Historically in Snowmass Village, the leisure traveler is willing to pay higher rates during the high season. Town of Snowmass Village Hotel Brand Review Chapter 3 Page 5 kunden strategic Partners destrnatron daja.'opman!consu't;nuj The larger question for Snowmass Village is whether or not there is a market for a larger conference or convention center in the West Village as it is redeveloped. If the conference space at Silvertree/Wildwood is closed and redeveloped as a separate use, the group profile of Snowmass will decrease in terms of space offered.As discussed above, the ability of any brand to fill group or leisure rooms in the off-season is limited by the physical offering, not the brand. Town of Snowmass Village Hotel Brand Review Chapter 3 Page 6 HunJen strategic Partners des abondvebpmenlconwitin, CONDOTEL DISCUSSION This chapter provides industry information, trends and discusses specific market issues that the Town should be aware of in evaluating a hotel brand for this site. Specifically: National trends that should be considered related to condominium hotels Emerging tools, if any, to ensure condominium hotels are rented and have a higher occupancy The comparative merits of fractional, condominium, and wholly owned hotel operations in relation to the long-term viability, occupancy rates and conference activity of the project. Are there national trends that should be considered related to condominium hotels? Yes, there are national trends that the TOSV should be aware of related to condominium hotels, or condotels. The primary purpose of condotel structures was to provide upfront financing for hotel projects in markets where tourists may want to own a unit (similar to fractional ownership). Instead of relying upon transient occupancy to make the development work in a difficult lending environment, developers could sell units upfront and lower their financial risk. However, even in popular markets for condotels like Miami, these structures have encountered limits to the public's willingness to purchase. In addition, once the projects are developed, they are much more difficult to manage than a pure hotel property, as each unit has an owner whose expectations must also be managed. This leads to complex legal issues and additional financial management of the property. It also makes blocking rooms for groups more difficult. The condotel trend peaked in 2005 and has declined in popularity since. While it may continue to work in the Snowmass market, it will have a negative impact on group bookings regardless of the name on the hotel. In fact, most national brands are shying away from such developments as they have experienced the complications of managing such structures. Are there emerging tools to ensure condominium hotels are rented and have a higher occupancy? The best tool for improving the ability of management to book more rooms in condotels is to strengthen or tilt the management/use contract toward the management company. However, this has the effect of potentially turning off buyers, which impacts financing. What does the comparative analysis reveal for fractional, condominium, and wholly owned hotel operations in relation to long term viability, occupancy rates and conference activity? The viability of fractional, condotel and pure hotels is expected to be roughly the same over the long-term. In all instances, continual reinvestment is necessary to remain competitive. The contracts and fees/dues for a fractional and condotel development should guarantee Town of Snowmass Village Hotel Brand Review Chapter 4 Page t 1 0 u n J e n strategic partners deslaakon deiHopmen!consufling that these investments continue over time, even if owners balk from time to time. Occupancy is expected to be slightly higher in a fractional or condotel structure than a pure hotel, as owners can be counted on to utilize their units for a certain amount of time annually, including during the summer. The management company can then manage the inventory more effectively and has a lower inventory to fill. For conference activity, as has been previously mentioned, the fractional or condotel structure is not as positive or easy to manage as a pure hotel, as there are fewer time that large room blocks are available. In addition, some owners may resist renting their units to groups lured by lower-rated groups in the off-season. The wear and tear on their unit may not seem worth it.This scenario currently occurs in various units in Snowmass. However, we do not believe a national brand helps or hurts this situation. Town of 5nowmass Village Hotel Brand Review Chapter 4 Page 2 ATTACHMENT 2 TOWN OF SNOWMASS VILLAGE PLANNING COMMISSION RESOLUTION NO. 12 SERIES OF 2007 A RESOLUTION PROVIDING THE PLANNING COMMISSION RECOMMENDATIONS REGARDING A MINOR PUD AMENDMENT OF CONDITION NO. 7 OF ORDINANCE NO. 21, SERIES OF 2004 (BASE VILLAGE FINAL PUD). WHEREAS, the Base Village Final Planned Unit Development ("BV PUD") was approved by Town Council Ordinance No. 21, Series of 2004 ("Ordinance 21"); and WHEREAS, Condition No. 7 ("Condition 7") of the Ordinance, attached as Exhibit "A" of said ordinance, concerned Buildings 13A and 13B ('Base Village Hotel") within the BV PUD and set forth certain requirements that needed to be satisfied prior to the issuance of a building permit for said buildings, Phase 2A or any subsequent phase of the BV PUD; and WHEREAS, Related WestPac, LLC on behalf of Base Village Owner, LLC Applicant") has submitted a Minor PUD Amendment application to modify certain provisions of Condition 7, as described in Exhibit "B" attached hereto and incorporated herein by reference; and WHEREAS, the request principally involves a conditional waiver of the requirements of subparagraph (a) of said condition specifying that the Applicant enter into an agreement with a nationally-recognized hotel chain (such as a Westin, Hyatt or Hilton); and WHEREAS, the waiver request is to conditionally allow the Base Village Hotel to be operated by Kor Hotel Group as a Viceroy Hotel brand; and WHEREAS, a meeting was held before the Planning Commission on June 6, 2007; and WHEREAS, said request was considered by the Planning Commission pursuant to Section 16A-5-390 of the Municipal Code; and WHEREAS, the Planning Commission has reviewed the application and heard the recommendations of the Town Staff; NOW, THEREFORE, BE IT RESOLVED by the Planning Commission of the Town of Snowmass Village, Colorado: Section One: General Findings. Subject to the provisions of Section Four of this Resolution, the Planning Commission generally finds: PC Reso. 07-12 Page 2 1. The Applicant has submitted sufficient information pursuant to Section 16A-5-390 of the Municipal Code to permit the Town Staff and the Planning Commission an adequate review of the proposed Minor PUD Amendment. 2. To the extent of the review conducted to date, the application is consistent with the applicable review standards specified within Section 16A-5-390(3) of the Municipal Code. Section Two: Specific Findings. The Planning Commission specifically finds: A. Consistent with original PUD. The amendment is consistent with, or an enhancement of, the original PUD approval. B. No substantially adverse impact. C. Not change character. D. Comply with other applicable standards. Section Three: Action. The Planning Commission hereby recommends that Town Council approve the Minor PUD Amendment to Condition 7 of Ordinance 21, involving a limited and conditional waiver of the requirements of subparagraph (a) of said condition specifying that the Applicant enter into an agreement with a nationally-recognized hotel chain (such as a Westin, Hyatt or Hilton) as described in Exhibit "B", after consideration of the comments, concerns and recommendations contained within Section Four below. Section Four: Comments, Concerns and Recommendations. The Planning Commission recommends that the Town Council consider the following: 1. Provided the report to be submitted to the Town of Snowmass Village by Hunden and Partners concludes that a Viceroy hotel could achieve the underlying goals of the Base Village P.U.D. approval regarding High Occupancy Turnover ("H.O.T.") beds, occupancy, group business and conference business, the Planning Commission recommends that the applicant be granted a limited and condition waiver as detailed in Exhibit B", while reserving the Planning Commission's right to submit supplemental recommendations after reviewing the Hunden report at its June 20, 2007 meeting and submitting any supplemental recommendations prior to the Town Council's July 9, 2007 meeting. 2. The Planning Commission makes said recommendation subject to a review by Town Council of a summary of the operator management plan to show that such plan encourages rental of the units consistent with H.O.T. use of Mocuments and SetfingsWordlLocal SetfingsUemporary Internet Files10LK3739C Reso 07-12-BV Minor PUD Amend Condition No 7.doc r PC Reso. 07-12 Page 3 the units and addresses Planning Commission concerns about H.O.T. use of proposed fractional units. 3. Planning Commission further recommends to the Town Council that an "at- risk" excavation permit be issued to the Applicant to allow Applicant to comply with the overall Base Village P.U.D. phasing and Construction Management Plan. INTRODUCED, READ, AND ADOPTED on the motion of Planning Commission member Crouch and the second of Planning Commission member Boineau by a vote of 4 in favor and 0 against, on this 6th day of June, 2007. TOWN OF SNOWMASS VILLAGE PLANNING COMMISSION 1 oS Douglas F urer, Ch irman ATTEST: Cindy or , Planning Commission Secretary C:\Documents and SettingsVordlLocal Settings\Temporary Internet Fi1es\0LK373\PC Reso 07-12-BV Minor PUD Amend Condition No 7.doc Exhibit "A" Planning Commission Resolution No.12, Series of 2007 Page 1 of 1) Condition No. 7 (the "Condition") of Ordinance No. 21, Series of 2004 concerned Buildings 13A and 13B, Base Village PUD as follows: Section Three. Conditions. As conditions of the final approvals granted herein, the Applicant will comply with the following: 7. Phase 2A Condition Precedent. Prior to the issuance of a building permit for Phase 2A or any subsequent phase of the Project, the Applicant will provide to the Town evidence that: a. the Applicant has entered into an agreement with a nationally- recognized hotel chain (such as a Westin, Hyatt or Hilton) that requires Buildings 13A and 13B to be operated as a "four diamond" hotel, as such standards are determined by the American Automobile Association, under such chain's brand name; and b. all residential two and three-bedroom units with bedrooms located on or having access to a main hallway in Buildings 13A and 13B have been converted to 14 additional lockoffs. This condition may only be waived or modified in accordance with the provisions of Section 16A-5-390 of the Municipal Code for a PUD amendment approved by at least 3/4 of the members of the Town Council present and voting. Exhibit "B" Planning Commission Resolution No.12, Series of 2007 Page 1 of 1) The requirements of subparagraph (a) of Condition 7 of Ordinance 21, Series of 2004, are hereby waived to permit Buildings 13A and 13B to be operated by Kor Hotel Group as a Viceroy brand hotel. The foregoing waiver is limited by and subject to the following conditions: 1) Prior to issuance of a building permit for excavation purposes, the Applicant must provide to the Town an executed agreement with Kor Hotel Group that requires Buildings 13A and 13B to be operated as a Viceroy brand hotel that meets the American Automobile Association's Four Diamond" standards. 2) If Kor Hotel Group (or any successor to it by merger or acquisition) ceases to operate Buildings 13A and 13B as a hotel under its Viceroy brand, then at the Town Council's request, the owner shall be required to either a) enter into a new operating agreement to operate Buildings 13A and 13B under a nationally-recognized hotel chain with a level of recognition comparable to Westin, Hyatt or Hilton pursuant to the American Automobile Association's "Four Diamond" standards; or b) obtain approval of a waiver or modification of this requirement for another specified operator by a three-fourths (3/4) majority of the present and voting members of the Town Council pursuant to the procedures for a PUD amendment in Section 16A-5-390 of the Snowmass Village,Municipal Code. r0 RELATED WESTPAC APPLICATION FOR A WAIVER TO THE PUD FOR BASE VILLAGE Submitted May 16, 2007 1 rl 2007 cc, 7edeicpmsr.t May 2007 Application for a Waiver to PUD:Base Village RELATED WESTPAC Chris Conrad Town of Snowmass Village P.O. Box 5010 Snowmass, CO 81615 May 14, 2007 Re: Waiver Request under Condition 7 of Ordinance 21, Series of 2004 Dear Chris, This letter is a brief description of Related WestPac's proposed PUD request relating to Ordinance 21, Condition 7. By its own terms, Condition 7 may either be waived or modified in accordance with the minor PUD amendment provisions of the Municipal Code. After careful consideration, we have determined that a limited waiver of subparagraph (a) of Condition 7 will be the best course of action. Accordingly, we formally submit the enclosed waiver request pursuant to Condition 7, to be processed as a minor PUD amendment requiring the approval of a super-majority of Town Council. The specific waiver we are requesting is to allow for the Viceroy brand hotel operated by KOR Hotel Group. The enclosed application includes more detail about the requested waiver and conditions of approval that we believe will protect the Town's interests. i Related WestPac, as the owner of building 13A and 13B, is excited to bring a potential operator, The KOR Hotel Group and their Viceroy brand to Snowmass Village as we believe that they are the right choice for the community. Our conviction is based on the fact that KOR and Viceroy will offer Snowmass Village the following benefits, which will be further detailed in the application process: Multi-seasonal occupancy, with a focus on driving up summer business Group sales Family and community oriented hotel Financially stable operator Related WestPac would be pleased to provide Staff with additional supportive materials if necessary. We appreciate your review and consideration of this proposed amendment to the PUD. Please contact Carey Shanks at 970-618-0589 if you have any additional needs. . Best Regards, V Patrick Smith Related WestPac 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (f) rRELATED WESTPAC APPLICATIONFOR A WAIVER TO THE PUD FOR BASE VILLAGE Submitted May 16, 2007 May 2007 Application for a Waiver to PUD:Base Village rRELATED WESTPAC SECTION 1 APPLICATION AND REVIW STANDARDS 1.1 Introduction On October 18, 2004,the Town Council of the Town of Snowmass Village passed Ordinance No. 21, Series of 2004 (the"PUD Ordinance"). The PUD Ordinance was for the development ofproperties known as Base Village, Fanny Hill and Sinclair Meadows. The PUD Ordinance was recorded in the Official Records of the Pitkin County Clerk and Recorder on February 2, 2006 at Reception No. 520481 along with the Base village PUD Final Plat which was recorded in Book 77, Page 30,Reception No. 520483 of the Pitkin County Records. With the submission of this application for a minor amendment to the PUD,the Applicant requests approval for a waiver pursuant to the terms of Condition 7 of the PUD Ordinance,which reads as follows. 7. Phase 2A condition Precedent. Prior to the issuance of a building permit for Phase 2A or any subsequent phase of the Project, the Applicant will provide to the Town evidence that: a. the Applicant has entered into an agreement with. a nationally-recognized hotel chain (such as a Westin, Hyatt or Hilton) that requires Buildings 13A and 13B to be operated as a four diamond" hotel, as such standards are determined by the American Automobile Association, under such chain's brand name; and This condition may only be waived or modified in accordance with the provisions of Section 16A-5-390 of the Municipal Code for a PUD amendment approved by at least 3/4 of the members of the Town Council present and voting." The Applicant recognizes that the Town staff and Town Council have sincere questions about whether a Viceroy brand hotel operated by Kor Hotel Group satisfies the requirement of a nationally-recognized hotel chain such as Westin, Hyatt or Hilton. Rather than continue to try and convince you otherwise, we believe that the better course of action is to go through the process provided in Ordinance 21 itself for obtaining approval of a departure from this requirement. Therefore,we are submitting this application requesting that the Town Council May 2007 Applicationfor a Waiver to PUD:Base Village 1 RELATED WESTPAC approve a limited one-time waiver for Kor Hotel Group to operate Buildings 13A and 13B as a Viceroy brand hotel. The Applicant understands that the Town has a strong interest in ensuring that Buildings 13A and 13B are operated successfully as a hotel that will maximize the "H.O.T."bed potential at Base Village throughout the year. We share this goal and believe a Viceroy brand hotel operated by Kor Hotel Group is the best choice to achieve this objective. However, we also recognize that the Town Council is likely to have an ongoing interest in ensuring that the hotel will continue to fulfill the Town's objectives. Therefore, we are proposing that the requested waiver be conditional. The condition we are proposing would give the Town an opportunity for continuing control over the operator of the hotel. The condition would have two components. The first component would be that the operating agreement for the hotel must require that it be operated consistent with the Four Diamond standards of the American Automobile Association(i.e.,we are not asking to waive this existing requirement). The second component of the condition would provide that if Kor Hotel Group (or its successor by merger or acquisition) ceases to operate the hotel under its Viceroy brand,then at the Town's request, the owner will have to either(a) enter into a new operating agreement to operate the hotel under a nationally-recogized hotel brand with a level of recognition comparable to Westin, Hyatt or Hilton; or(b) obtain approval of a waiver of this.requirement for another specified operator. 1.2 Section 16A-5-390(2) and 16A-5-40B1 Minimum Contents 1.2.3 Name,Address and Telephone Number Related WestPac 132 West Main Street, Suite A Aspen, CO 81611 Tel: 970-544-0620 Fax: 970-920-3384 Attn: Carey Shanks 1.2.2 Legal Description The legal description of the Project site is attached hereto as Appendix A. May 2007 Applicationfor a Waiver to PUR Base Village 2 RELATED WESTPAC 1.2.3 Disclosure of Ownership A description ofthe ownership of the various parcels comprising the Project site is set forth in the title commitment attached hereto as Appendix B. Property owner consents to the submission of this Application are attached hereto as Appendix C. 1.2.4 Written Description/Written Statement/Compliance with Review Standards of Section 16A-5-390(3) The Applicant requests approval for a minor amendment to the PUD Ordinance in the form of a waiver of subparagraph (a) of Condition 7 of Ordinance 21 to permit Buildings 13A and 13B to be operated by Kor Hotel Group as a Viceroy brand hotel,subject to certain conditions detailed below. The grounds for this request are based on the fact that a Viceroy brand hotel operated by Kor Hotel Group will offer Snowmass Village the following: a. Multi-seasonal occupancy. Please see Appendix D b. Group sales. Please see Appendix D c. Family and community oriented hotel. Please see Appendix D d. Financially stable operator. Please see Appendix D 1.2.5 Vicinity Map Please see Appendix E attached hereto. 1.2.6 Other Maps The Applicant requests that the Planning Director waive the submission of other maps because the requested amendment will not change the maps submitted in connection with the Final Application. 1.2.7 Base Fee All required application fees have been submitted to the Town. Please see Appendix F. May2007 Applicationfor a Waiver to PUD:Base Village 3 RELATED WESTPAC 1.2.8 Application Form The Application Form is included in Appendix F, along with evidence of payment of fees. 1.3 Compliance with Other Applicable Sections ofthe Code 1.3.1 Section 16A-5-300(c) 1.3.1.1 Minimum Land Area. There is no minimum land area requirement for a PUD the proposed amendment does not affect the land area of the PUD or the land area for Lot 8 or Lot 9 of the PUD. 1.3.1.2 Location. The Project site is located within the Town. 1.3.1.3 Uses. The proposed amendment does not change or otherwise impact the land uses set forth in the PUD Ordinance. 1.3.1.4 Maximum Buildout. The proposed amendment does not change or otherwise impact the permitted buildout set forth in the PUD Ordinance or the PUD Guide. 1.3.1.5 Dimensional Limitations. The proposed amendment does not change or otherwise impact the height limits, floor area ratios and minimum lot area requirements set forth in the PUD Ordinance or the PUD Guide. 1.3.1.6 Parking. The proposed amendment does not change or otherwise impact parking spaces or parking structures approved in the PUD Ordinance or the PUD Guide. 1.3.1.7 Road Standards. The proposed amendment does not impact the road standards set forth in the PUD. 1.3.2 Section 16A-5-310 In the PUD Ordinance, the Town Council found that the Project complies with all applicable provisions of Section 16A-5-310. A brief description of the Project's compliance is provided below, as the Project is largely unchanged from what was approved in the Ordinance. May 2007 Application for a Waiver to PUD:Base Village 4 RELATED WESTPAC 1.3.2.2.1 Consistency with Comprehensive Plan and Base Village comprehensively Planned Area ("CPA"). As amended pursuant to this Application, the Project would remain consistent with the Comprehensive Plan. Therefore,the amendment satisfies the requirements of Section 16A-5-310(1). 1.3.2.2.1 Preservation of Community character. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A-4-340, Building Design Guidelines and correspondingly, Section 16A-5-310(2) 1.3.2.2.2 Creative Approach. As amended pursuant to this Application, the Project would continue to satisfy the requirements of Section 16A- 5-310(3). 1.3.2.2.3 Landscaping. As amended pursuant to this Application, the Project would continue to satisfy the requirements of Section 16A-5-310(4). 1.3.2.2.4 Compliance with Development Evaluation Standards. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A-5-310(5). Please see Section 1.3.3 for detailed confirmation. 1.3.2.2.5 Suitability for Development. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A-5-310(6). 1.3.2.2.6 Adequate Facilities. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A- 5-310(7). 1.3.2.2.7 Spatial Pattern Shall be Efficient. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A-5-310(8). 1.3.2.2.8 Phasing. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Section 16A-5-310(9). 1.3.3 Section 16A-4-10 In the PUD Ordinance,the Town Council found that the Project complies with all applicable provisions of Section 16A-4-10,Article IV, Development Evaluation Standards. A brief description of the Project's compliance is May 2007 Applicationfor a Waiver to PUD:Base Village 5 RELATED WESTPAC provided below, as the Project is largely unchanged from what was approved in the Ordinance. 1.3.3.1 Protection of Environmentally Sensitive Areas. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Division 1 of Article IV, Section 16A-4-10. 1.3.3.2 Improvement Standards. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Division 2 of Article IV, Section 16A-4-200. 1.3.3.3 Site Design Standards. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Division 3 of Article IV, Section 16A-4-300. 1.3.3.4 Standards for Restricted Housing. As amended pursuant to this Application,the Project would continue to satisfy the requirements of Division 4 of Article IV, Section 16A-4-400. 1.3.3.5 Sign Standards. As amended pursuant to this Application, the Project would continue to satisfy the requirements of Division 5 of Article IV, Section 16A-4-500. May 1007 Applicationfor a Waiver to PUD.Base Village 6 r0 RELATED WESTPAC SECTION 2 AMENDED AND RESTATED PUD GUIDE 2.1 PUD Guide The Applicant is not requesting to amend the PUD Guide,but is requesting a limited and conditional waiver of subparagraph(a)of Condition 7 ofthe PUD Ordinance in accordance with the language ofthat Condition,which provides: This condition may only be waived or modified in accordance with the provisions of Section 16A-5-390 of the Municipal code for a PUD amendment approved by at least'/4 ofthe members ofthe Town Council present and voting." Below the proposed w ' er and conditions: The require ents of bparagraph(a)of Condition 7 of Ordinance 21, Series of 2004,are here wa' ed to permit Buildings 13A and 13B to be operated by Kor Hotel Group as a V' eroy brand hotel. The foregoing waiver is subject to the following conditi 1)Prior to iss cc o uilding permit for excavation purposes,the Applicant must provide the To an executed agreement with Kor Hotel Group that requires Bui ings 13A an 13B to be operated as a Viceroy brand hotel that meets the erican Automo 'le Association's"Four Diamond"standards. 2)If K Hotel Group (or any ccessor to it by merger or acquisition) ceases operate Buildings 13A d 13B as a hotel under its Viceroy bran then at the Town Council's quest,the owner shall be required to eith (a) enter into a new operating a cement to operate Buildings 13A an 13B under a nationally-recognized tel chain with a level of r ognition comparable to Westin, Hyatt Hilton pursuant to the erican Automobile Association's "Four 'amond" standards; or(b) obtain approval of a waiver ofthis requiremen for another specified operator by a super-majority 4/5u'vote ofTown ouncil pursuant to the Town's minnr PT ID amen' May 2007 Application for a Waiver toPUR Base Village 7 RELATED WESTPAC SECTION 3 OTHER AGREEMENTS May 2007 Applicationfor a Waiver to PUD:Base Village 8 THE KOR GROUP TD BRADFORDKoez&v Chief Executive Officer 323-930-3888 Via Federal Express Delivery April 26, 2007 Honorable Mayor and Town Council of Snowmass Village, Colorado P.O. Box 5010, 16 Kearns Rd Snowmass Village, CO 81615 Honorable Mayor and Town Council: I am grateful to come before you today and introduce Kor Hotel Group and its Viceroy brand, and thank you for your time and interest in our products. It is my team's and my own conviction that Viceroy is the most appropriate and best brand for the Town's and Related Westpac's newest development at Base. This belief is so strong we have signed a term sheet with Related Westpac, and can provide Town Council with this information if necessary. It is my understanding that there are currently a few questions surrounding Kor's Viceroy brand, and I would like to take this opportunity to address them. I would further appreciate the opportunity to visit with you during a regularly scheduled Town Council meeting, and provide a more in depth review of our company and our strategy. Kor Hotel Group - A Nationally Recognized Hotel Group Our hotel group is a leader in the development and operation of an impressive and highly successful collection of"Urban Retreats"and branded hotels and resorts, such as Viceroy and The Tides. In the United States, we have developed a revered collection of hotels that allowed us to establish a Kor signature style—which includes the innovation of the traditional hospitality model through inspirational design, intuitive service and a unique approach to food and beverage programs. Our Viceroy Resorts& Residences brand is currently experiencing its largest property growth ever, with successful projects ready to launch in South Beach, Downtown Miami, Anguilla and Mexico's Riviera Maya. Viceroy Santa Monica, our flagship property on the California coast, provided us with a successful model from which to grow this successful brand. In its 5 years of operation, the property has shown robust growth in occupancy and rates, and has established a hugely successful, locally accessible food and beverage program and patronage among Los Angeles citizens. Kor Realty Group Kor Hotel Group Kor Management Group 5750 Wilshire Boulevard Suite 500 Los Angeles California 90036 T 323 030 3700 F 323 930 3701 www.thekorgroup.com THE KOR GROUP Our U.S.-based "Urban Retreat'collection is admired by the nation's top travel, consumer and lifestyle magazines, naming our properties to the most prestigious lists. Among them are Conde Nast Traveler magazine's"Gold List," Travel+Leisure magazine's 'Top 500 Leading Hotels of the World"and Town & Country magazine; a complete 2006 list is attached for your reference. Kor Hotel Group continues to.make front-page news in this country's most influential hotel trade publications, and national, regional and local newspapers, such as the Wall Street Journal, the New York Times and USA Today, to name a few. Viceroy and Kor Hotel Group are highly acclaimed for their inspirational design. Kelly Wearstler, a powerful force in interior design and currently featured in Time magazine, is at the helm of design and interiors concepts for Kor Hotel Group and select Viceroy brand hotels. Architect and designer Jean-Michel Gathy of Denniston International would be retained for our project at Snowmass. Gathy, recognized by an impressive roster of hospitality and travel media, has completed projects such as One and Only, Aman and The Setai hotels. On the business development side, our national recognition and brand identity is strong among key national accounts like Virtuoso and Andrew Harper's Q Club. In addition, key national accounts in the fashion, advertising and creative services areas continue to funnel a clientele that highly values service and style. An impressive team of national and global sales and marketing professionals located in Los Angeles, New York, Dallas, Vancouver, Miami and Mexico target and successfully cultivate business leads from all segments, including leisure, corporate, group and meetings/conferences. These demographic segments specifically point to strong group and extended family stay guests, especially at Viceroy Santa Monica, where, like Snowmass, recreational activities and geographic location are a top draw. These assets reflect in our bottom line. Our portfolio, as of March 2007 indicated an impressive 85% average occupancy and $334 average rate group-wide. Kor Hotel Group thrives on its own internal Central Reservations Office and cadre of Internet research and distribution strategies and technologies. Viceroy & AAA's Four Diamond Award The American Automobile Association, in their guidelines and Diamond rating scale describe a Four Diamond property as maintaining the following: These establishments are upscale in all areas.Accommodations are progressively more refined and stylish. The physical attributes reflect an obvious enhanced level of quality throughout. The fundamental hallmarks of this level include an extensive array of amenities combined with a high degree of hospitality, service and attention to detail."(Source: www.aaa.biz<http://Www.aaa.bizl> ) Viceroy Snowmass under Kor Hotel Group ownership and management would strive for this respected endorsement. Our hotel group recognizes the demands and expectations of our THE KOR GROUP guests, and as our company grows, we continue to be driven by guests' psychographic preferences, which call for inspirational design, a stylish approach and uncompromising service standards. Our amenities, which range from world-class spa destinations to innovative culinary programs, provide our guests with the opportunity to enjoy the destinations in which they find themselves and complement them with activities and services appropriate to the world region, culture and history that surrounds them. Whether it's a Maya-themed spa treatment at The Tides Riviera Maya or the organic"Beauty ' Bar" experience of the seaside Viceroy Santa Monica, Kor guests can be assured that the amenities, service, style and quality of Viceroy or any Kor Hotel will always be appropriate to their location and worthy of the most specific standards. What's Next Kor Hotel Group will be presenting our business plan and supporting information to key stakeholders and the Snowmass community. Kor Hotel Group will offer you the opportunity to experience our Viceroy brand first-hand, through a facilitated visit to our flagship Viceroy Santa Monica hotel. HVS International, a global hospitality consulting firm, is preparing a third-parry report on Kor's Viceroy brand for your review. My team and I are looking forward to addressing you in a public forum through a forthcoming town council meeting In closing, I want to reiterate my gratitude for your time and consideration, I look forward to increased dialogue and the opportunity to answer any and all questions in regards to our vision for Viceroy Snowmass and our Viceroy brand. Sincerely, Brad Korzen Founder& CEO Kor Hotel Group I USA 'Podgy April 2, 2007 ys 't Verybunny ITtdtgfttRUG,ZD:(l WAce the luxury with 2 new hotel chains As upscale travel booms,two new luxury hotel chains checked in this week one a from Sant Nazarian,an LA.nightclub king and CEO of the fledgling SBE Hotel Group. It an- nounced the SLS chain. First property the trans- formed Beverly HD Meridien,due m ODS.Expectahielthipquotient:Famed boutique hotel designer Philippe Starck is workingwith the chain. ibe KorHotel Group umeded TheTides brand,an extension ofits chic The Tides hotel in South Beach. It'll Include the 11W del Mat hideaway south ofCan- cun'to be called The Tides Riviera Maya), Ktty OeanYoncey Hotel Business March 7th - 20th, 2007 5r,00 2 tfulo VOL isNO.5 M018cN 7-0.TWi Z He• March 7.20, 7007 OTEL BUSINESS" r ' YZA, 1 1. Bor Hotel Group's Tides brand, pictured here in Miami,will soon emerge in Mexico. i tv Kor Hotel Group building two brands BY BNU[E SENLEH is precisely the task the Ror company. meanwhile, has u Borer Group's m:magenwnt 9i110m open in South Ileacli I.()S ANGGI.HS— Ju Ihr in- team list set Ibr itself. mid our under consu'uuion in duso y's luxury lire has grown With i(I hotel,and nsuris in Mexico. A scrood Mcxiran increasingly ronlpvlitiec the its o,clvll pot Wolin.Kurt based progeny, acquired in mid- past few years, branding has here, already has Viceroy Hu- 2000,will IN rebrvnded a 7idrs benmty a umre and more ctio- Oil open in Santa Monica and hoer this month. ical prerequisite fm sucerss. Peim Springs, CA, and The remainder of Rur's pnrt- poi it hurel rompiny,building Viceroys underconsuuction in 15"HO is cornprixd byatld-large oar luxury Maul is it chal. downtown Miami milt Miami's of independently nauuted ho- lenge, building twe at once is South. Beads as well as twos in lets. ringing rrum the AAvloll monumental, Bill with its Mexienandone in Anguilla in in Bryeriy liills, CA, in the Viceroy and Tides brands,this the British West Indies. 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W xJruln N., Am..ta4.l.ins Art r xl ra arJ4\1'nryl..r hrlYrRa Ih.b r. nrvpl.Julrfxt,rmi a wulq Lrul'x rrnh, nrp w4 I\r nnl plarym'uxdxJr.q;n rw nlr mIR uvr xrJ.ra6mww n.wrry wlL,rlr 0401 N nxrca IoRln+r r.'nurri liar 'Lu wuc.L 1n Ihu enA. nr:rir nm mmr#4 w nu4r rb Lrrul x,r.•,Ji,L• Arualxr mMunncry:•n unr- naidAml 6nm1a1r.m.pxlni 1 l}allxn6ui . m riunl m aplyd v.fm R u,a. m,Iml Iwnly w Ar.mlu i The strategy going froward is to remain I anac",collection of hotelsIn different skes andshapes.' Nicholas Clayton Not hotel Group Jrm W Ar.vlkr gmersrkr4 mnone rnYx yrrvm uxWl J mnxarp nua,r4a nwr r4. rn6,1 hrrwn (Huron. rxl'IC nvuC m mm a vier Ax nnvl.mr. gMAr dint IReI WI.-b,xLk peal r6• sign, kl rumpk Ire u6L rw.r.px,rAl..drt w#l,r+ marlc16q m a pun4GJ mrnr rnn,lfr alIA&,erctuwu.kpmwaLalma4rIrcv41 Ilan(n.crlainlR Nndll,nx Ixarh Hoar v hmJ rnl.rd 1.•jk.A.M.4 h.«II dwlJrl Ix-:lu.nm14n 1. d Av.erne Jx.,.m.Imvl ntdE^w 4<vwm nilillnnrOtlxra(Gam drarrgyAr New York Times October 15, 2006 94C New No*ffimes k rave- THE NEW YORK TIMES,SUNDAY.OCTOBER 15,2006 IN TRANSIT) JENNIFCR CONLIN Motels Think Pink e.&To Fight C neer 1l yooneWagtwd exCps 11Tbanag)rgetawayMre'sonc:OrJabcrLtbrCast can- am Thismonth th<Kar groups12hateH In the Unimd 6tafes mcludlegthe 71des Seam I t Beaeh and the V,ceZy P,ri5prings are K atWg lgparcent at normal ratesl Ore Reiion![ICLA BRA51 CCold.Forj40 evio, guests k Flnkpoekage that Includes aE.igandgals worth¢2D,N• cWdNgoPinkMtitlltilCU,a7-Shirt ands c+.rixYae:iuiiaw,r breast canterhandbnek(wives someofGprM'sfavoritesleepwear,has lots'breast cancerCampaign.Through wethinkpinklw}ep_epm). ICamedwith the BrtNst Cancer Resadreh 'CounrH if F'eshifin Dufgners ofAiderlcaTheRglan]lawalianVillage BandiRc Formdalba,Wagunyoh Rauch hiLenox, nntl dieFa'shlmtTargets Breaud Canterrorland5FelsollerblaTiavelpinkpack. Mass,and drd WemmTimes$qualy HURI wmphlgn,nearly 3Sdeslgnere(like Vml.agof to suppon the Susan G; moiler twothry oWgln GlrlfrlcadGat eMeTant andKamenBrcmtCancerFowidntlaaofH. tyrobe,such )have,anbewIthbatasttwdllrec¢lrom r 0 es Worth Marys.I toe Necludesa pulago,rjwwarUm eda)gnai onboWrobp, such sset23. an be 50aulN proaut18 an11aNer 6abdlI teat- Marchl making apa).imaoih; am- coedwiildoegay sturibig briastnpct: cpro- meats a2apereenldsuvumon spa Trent- dwsunNmokingnlilb llonaRont<Nefoun- coedswiBbweRithebreastcpnC<rpsm- menlsondlunchlntheRokbowlanalRes• dntlmiforr.acli parildpgvl WaCanyon, palgq as will Z•p<rcomofV"IsMalHii- taurmaAthrae:nlgbtstay is regWrod;vat. Ranch hip.f=April is W12.Neludqa Ited editionmite uvallabie as whmets.cem. Id through Div:,n(inlormNiun:awes wellness"War,KN windonatiTiso for W Holds sums;and on eBaywWl the nut, nlltanhaanllanvilinge.com/punk). each booking(wwwJtarentieuburgc6wch). Ilanand%W Nov.2(www.wholalscvm KN Raren NCuburpr,known form It Rob.IoRanaryhlhenomaafgf Ha• )mhostarerovery), The New York Times March 26, 2006 1_I r t1v Hs{tnco I i_ 1MIN tunotruu'nIm m. hllnnno.l• V.r,r b .Glm GOING TO a nlrrmw mo- Palm MO s I _, .. 1' r -un I x'! rl o 11 l 1 iFT J I+ uc 11 a?Yr2, 1 fS 1 •.n'u j 1, 4 VI 5 Y , nl9 w 1 a f'y- 1 1U In II 11 . Ila o IM rzc manf o "r I m Yf`llta 1 1 a I R p p -.• 1 1 TryRN 1 l I ly I.. rl - a F Itn mNu J, I 1 1 1 h Cb% r ur^ 1 •Y 1 P ' t 'N r,11 e1V p.r IaWr p.alwrttr:::nrU 6 1'u:1 ! 1NUU1 2ri WMIMtA M: -. .: 1e;. I finpana ll h...µ1'.d,Pqrn.flp fly fF lh bha UU'n..n fa..:. ::-1'ra>bl b:alyd USA Today December 2, 2005 un.,21 B Hate!g " Rom dy-CUn static& Diversions 2 a" j „FJ a. Re uve a clip in a retm < es f lm S r ( s fountain of youth r.. n t Cover story qatFNsyw..troJ.L 11 r.1I USA Today (page 2) December 2, 2005 WdSLS get a Ifick(jut at r-cen- fur i stylee TV i _ a;n+~.ned,mm,u d9 h1 na,hd:'77r H Mbao. _r161tr1t vyna'tvJ l-?'Yy ht { 4: lh tJ0 I U•judmmiaottm',a'r: vw i•' jii,' I I f tt w rs. - a n. k R•1 zpfUc numunm..v,NP:IM ,T isSoh'++4"mN:N'.::vhrrt t lJtyA.d r,.it r 5vtrs b tvh',NA>arm'.1 J_r•'i:dr4 i CmR-f •,r F ama dral 1 nrr At anw:'ti.mr mai •B t vrtm•.iY rArm:r tJ"ro. 1 M.in t:• Ilt,ir ' tll'e 1611v 9n 4nS:X66'.Irtn j8: "'r '\ 11.'.n.ntd.:vat: orndlh J tht fum +Rp u ... d, dd nrw ..nm 'b F'r 4'R k t x nx. rcxl I T r m:l d 6rtk m Ou:Ihdlvl t '. 'A nl l:wm In In70r i•`W tpnfvch'w mYt,.Nrrtrdrormvmh b n1.Emn Ihn,n" .I,dn tl tF Ut„mat4Qt -trove vn bLtd m Fm„ Rcr b kia 1NI- 11ndm mF [nfy,.d vaimlYld-L+..n Y, G 11 n.A by fid I if Pu V L umur iRlnM;dla 4,911;Fr . 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USA Today (page 3) December 2, 2005 i,u Ranter- v."ido h thr 'a- teasei;t:rlr to hasRF-4fd hae's (sl.vLh rter: Un to r mri misru, s rs MT t d. "1 Qtinh wh31'S vn;vt a',Dut Min Sprims is rhar a' r 61, h'at's on Lh:brink ul hn.iirr if,",4 Rubraty trail}` tatr.vs r:ha-, 4 i. yet, W lh.y'm DM dl rrfotl ari. iun arn.r•rr 4nr 4: -Lptu.Jiy 14"r n,altr r .h-; D.rh 4 L _ vn.i •tln r., q,.. 4-r!"# IMpqrn;,y411.n1x rrtL' ' n}I'.•rd iL..ar• lT ru: .e•nu. M..u.,n r.S.lultl' F133rFW rT•drklrGrFii+.. 1N<ut'.t vno!eu1- ' WhebT:Semme:y p.n ..i.J alwq Ini"u'f:.Lmaiusit i tMt.sky e a`au:„ad 6A4f1-.iir 1prroyaa:rntt ne 1 vmo fa•SS rW: m;Jnl mr,o IL FIU l6rMA.en 4ilErmtlUkl..malx , r.; Wall ,Street Journal August l7r 2005 Personal Finance.Gadgets•Health a Tmvel n Cars. Leisure d Alts PERSONAL JOURNAL y,CHj, 9P.^ A'•."JOU _rrenSCSr Ay.AVIAN'Ir,20,16 os An Xb ox on Yba'r. Pillow Bo0queHoietsSlartioAdd 1 _ o imn hmelwlman)nnmr)raa Cutting Edge Game Gear; dake a enhownwa[lrqipinpoint u N04)Datiesfnrt"Cartel dT b UP how pt moot.Kim char]tow§IUSfLmenl UY Perm!Wdel , on"=fmamore VarlPS gedgete' d re wets it uicnYts omm me 1.i T 7HK VICPRYk'IfnW In SaWW Fbini[L rt S; tiun,.11 Urc Eq'flyhi,loAqm OAO..Lit ):ear, msn'leiam &Iq'Cmway,"e ,dly F7C. I Irt lvsfeam[V:Ipsan egalpput Hlla11..]]ll is a nee IIDe W 1 e inb ole"Psa ryo-pmeh App,Wed port"monbplNVr.mpa¢ullkiNd'Imuk,p ufaraie prmperlln mlensllY Nn amlPtdh aayrdn Ds'.4=2InW111)Ilan b dlf[emntlal themselval isdm rap mm At thein 0n lTm alhtr lhaY ire isrting le odd hlFtiAnh_vidfn•, spirt' lli rJ,UrdPLNGa h¢c mood rlPt ra, tame ehuldmeh lu Ile IkI df pmtnllleiip<)•dim ml 11pvC,tbHLm( n.,;..,: la pmHde.At it, v q•,WfmlW i,numil by'We AuUlaY drfAt VlmvY Hands,Sod/q dp^A imp. ry slsube brip[Otirowo mmlrrynyKaflat,]ep'oup,CgUuells pen the[k.pel a$ndl NIAu AalriT M.'sht(oq FdrtdG(a0,002,iy htpmf•' M lanmpw alb'otbxi Nmttpm Pty'Sietgn t or PlaYStalhm Itirtside ir. 1.- - GWid,Cnmbt[nmaibt hitp[rni" mtR of tharr he or ntn;sspq ropy cdn tall Hotels ban wagenrom to]mi oa Ht.Co." .R 's!I(dletmasrd_1'IdeoWmt Ilan,."as Net l petsmul'2mP)In".Bsen sandddtvgcoios,but VPlY'WM a(umcoMillalaotel, to mall mem on the Oaer pdnw.af wolkr;heMheld deel[!s iriln U18 right eon. ID tI¢I161,1 PTV CnWYlelultmid sydGtl.is proofImpalalamalike'ywmated IDem1:Hedln' OrNmrnpdblll stag beplu{slid Intelnt Iel• IN same tettelob y wit to heueh mphes me, er"Hill elm,Gulf:01. Ilia" qdi n sc4, says John ,Poll of Hpaivd:to dC odd;things,llka mt-saetn[hetkidd m9a Game mnthlnrt lltethese—xmpg wI en oJ. IPP ii,lad, nut beeat""glam Ierhmbp end shange m PY at h)elvtrth uv'.,.1mrA at lmveliag rides, HPpamdea ditrinasoihuteacU1Ca1, am gmettp:tha_ld%h may bull),ltd to"'VI-blegameImUP-001-1 pP)`ptrslra'mol'fet rolatdmmu[are[len as Dkdiabto bVatA al Nlldfimeal—s¢,h lW tlmbY)miliekS=edl pod o tfllrICCd pull N hal,J!00011 me Cm'Ieoa Holl15 U'aldFlde.Ule k1111aeYp0.11a dlRtnY ID mC rp—n9 Wen ap¢•ihld rdIW10n'Of alarrldI letrrmlmottl hm:i arm!m In• rongmay mqs nprrdes Vm Rndswn and fbdmt- y,slmdWy'e v7deogh Wta.trrmlmf numbe,Ngnrs(l`M1ring1.r high{pih IceI-,AS111es hfwnda;umobpollun.Sprkcc' AMR goe)btg optima,mLin[NOddsd room iggvmirmandpereamd-,dnrldnme.I gtar Illy mad'i)pmud Pulatl amyl GHaOO is_noplbA to' .ttlq bteaart lna(dmnginglerpdWVpandPeadthe],room.n WAing I¢h4tflmdt]nn IemmWm ..1 It!oW la{aPitona dm tine r,wn rte 1 ma Neka n PwIltoierlf Vintldl la Wet'dlelmsettroottwobetallyeutlaCttedtDathdgetlalertmlmallaypeoplebpWyps4CnlyRgalndmktl'p i@volt!th¢Idestontrings:Sl;sabi,{wqPullerinrruroftG,rl,A)Us pad Pmy3ra dM1m odd guesV:bat dlsn egelnd 4GOm ad ruse}moot b Fbps 61.Nlmna 6 Motels Offer Videogame Gear Courinum p4trul Her L(Culp., says;tihn e7Vie,the Yidmiganmfromhotelstoimagedemand. smpment is a lamming business forImo- As a result, blasigee properties arc pie who play at Home,it isn't clear to ellon early adnplera:By ydnue of their futon mill Hamlets M Gnnwrlug far 5nialler,al[C.they have been We to ad- gaining hardWUm In re m le.Hllum has Jose more quickly. ollereQ NNteMo Comas;mrewsm the in.Los Asigeleshased Kor Hotel Group, loom Ielevislon entertainment System M aard.ahkh nos,oven InWique for)more.Demand is Poll,me companyes,hu adpeJ PIay51d'loil pld says,although in Hfltmnk case the garde, ooh'al mil Vieam)'.roll alo.al system is e:iumaly three prirononeiro-ibplber upsWelWleb.inglldinit tions behind Hex curse,Thalmeas.pro. oy Palm BPihlgs,Ilm Avnlmm m plc 51111 have(he option t¢ploy,video. Hl7a and m¢CTpnSefldn in games In Ifietr rooms, but sic fgad olyvaal, dmlif. 'ilk ell.nbdnt will title, that may be five m mainIDlieroMmitUtotYOI'i Car years old. wG umnl f0 ban rdevann to 'People arc now carryins theii ownOUICustomerb:em.-5*1 John Arnett. cdalenL"explains Mr. Q. 'First It presmtvt of Kul tyros on their PCs,and new Il'W maltybym¢)rmsd,thmNt Kad.senlar tare mavWonto the mtemet ns eldimenve president for uperatians up"Us Her- gemes,betamo mane add more papo- Orly Hill% Cdif:ImStdvHlliou Iidfds Ian'. The New York Times MY 29, 2005 rc 01 w§tfi act La•m. .," And CI•ni1;WAd..rli,inr S=Peff ra/MnluU'm,raer cgerrlU pl{r illtlfg Cool Deals: Resorts Fight the Heat By Ail[NELLE BIGGWS Nrot our guof to levy'said Mork Via Avalon to Beverly MIA,Cald.VfaNguerra managing director at ine•rem on uptlal,a,rquetta for It me I•haenoma m SeotudWe,wEtell puolslde tdbuoas,which gotm about AST week, after temperatures offers waterbottles upon Arrival and 5166 wire n cod and havmi.pa 1 climbed m high as l-6 deRrm chi'kd lamniKCemted covets en the mtmmmn. Popsicle marthIN- ipLd at palm"Ife,Callrw the VMo- golfnurei"We're happy todoll" which an,will tar na bythe pool at roy ream coma upwith a twvul 'It's not Just desan and peach W the Tldr.In Mlamy he,been eerywaytocooltampsdmItdumpedCotesgettingIntotheartInNewpopular.And m o Iresh twat An theIOgmandblacksMIreIntoIVSWIMYork,me Regency on Park Avemqe hen nuts, m:vr.:gr,the spa at mqraftpoolsnow,mosmurd'o—UM ofstn green raga out a teat lemma, Bollagte,to Los veto,vs using colmostpopes.,prof day—Uw 1n rt ads stand when the temperature out. marbles Instead of hot racks In Itsplenamun2d0poundsalIct,bnnR• side tops 80 degrees.And the Chum- $260"mritall eingsun mau'sge."ing the temperature down 8 degrees hers M Midtown is offers pltchen 01 Course,the beatcan mean bar.m Shaa161.Dlvate i9 rat advuad ha, of lemrmade upon chedl[-m mmugh Soma far travelers The SL Regis Rt ULtro piecescagydisown mid-August Ar the OrAnd America son in Aspen,Colo.,Is offering a re Ilwasn't Waaoly,area real rolled "aNl In 5a11 flake od y,sunbmlters duu.M•'summer cscvpc"rmo of{tA5oilnnuhsretamoiliestocrytokeepyPalamolferMChilledtowels, Anight through Sept.a.Sanctuary anguessore-Among me Iry to: eli- seems with a citrus esvnio, oil, Camelbpok maintain,a bmaksw ,ICUMIScool.A golf cansoffers: Of- horly, "You would think the[You son In Scottsdale,where rams nor.Sherman Wild Rorse Pose Resort o stela giving them money,guess get mateystart at$415 is offering pricesSuseWildsRestam- so m,umle said the spa director, as law.11CS mmugh SepttA.Spa h4 Tao Foumaln. SAM means haven't changed opermuresrecentlyhit115degrees. 0rroar...o beat wave eon goer- thmt Cownm Roach in Tucson A frozen groper at ate heavily Four ale mom revenue for a reasn. As still waking up Smuts for hikesSCAealnRoseninSmftidale; mrd guars and•MARC,"any do tend te Around 5:45 a.m.The Green ValleypactvolleyballInsteadofthebeachshopmure; said Oehaese Evans, p.Mdn 4 Spa in St G Arge,Ucoh, variety(oavoldUM smtrhingsand) general monger at me Red Moo- continues to offer aqua aerobics at. m incwsMmmlBe""A lain Spa m 5l,George,Ulal4%hate tor morninghikmA lot ofpeopiaml- Many resorts Consider such perks bight Temperatures and nearbyWild. bb the heal, said the owner,Alan m be part of the mat of doing bust. Bres recently forced me spa to sus• Coombe."They want to hake and getness "There am certain things we pendaRemoonhikes. MlTywarm," Los Angeles Times My 10, 2005 Sunday,Ju)y 10,2005 1 rSAVat. WS ANGF.I.LS TIMLS NEWS, TIPS & BARGAI Cool hangouts next to the pool Ivith meal;massages and music,hotel cahinas aieso hot,3'DO'll need rescrvations. D1Fa, mmenm'aiimr P iWent 4 fl'5, , y 41 ruu WeDnbtl'teltqunwy ' bt J.aam uw awrtlkiwneri acanfti a. Iumni:a.m.n unner ueea of cab- , nmq.pn PrPeer ui,wwen_ 4FNerYx4+'MmltlCuhCOklbaarYl I M, L1wbQ K fnb ywr nAawuttf Yw CCC ymbebi tlW Natinitlarbolcl ROmrn. .1 nnW 4-* mfUry'oiryovmbnoMehrrmvm same ulmw ue assYyau ac+wt la": f;.,. p.,.onnw3eektgprrnoupi.Nmebv b i!rY, Ye..ur+!¢4ib•)'wvovna to a huuana. waomR.pm.m.woauswwnum ga.•71n.nooPVanw a rns Yefa.rtNa ore br -- Dgn lC lbew.I,a.berw..rtlwl.Pal zaaeimru.auvu..n,n.ee.za. dF:umbra unnndn meo.Htatb-arueebe;talc.aNcW,aa R'a"Y+i`IvAaurbfeewve AivPle RaaylbR beii.'mitl CTar aoiaaa.aw neaNtaobturtrtuum. 4miuDamv D aPamuu m mw raw.m axarmnwarva-ma uiD,e oke Rtmlanvl4.bm{.• CmaOYYIVIEMfEE lttlilttVE RF evatbv fm11R im1Y 10 ad,mm, HAD8 I8 SHe eHADBrtbecna.arm9lctM•AWlppbsllVmcr4mfP1. MlNrtnl tw6tSbitWpnEgl. yr.lalupoMtl(Myf.laJAralon HOklbe:'rbBIWOBrRaAaN.11eM1b.vt. Icl lOpbaaKtl BPrHCItl DRUpneamba.J®mmuummeaauw 'nYSeatd.wr aJyM1q tnwvefa+.mowm.mubmsoeu4ttaaJt,M4t8M IIR 41mv/ AIBU'anoleb.mbonda DT wd At tM1ePdmr.DxS rLnmf,SO pryemnHaolm.f'baofvowtmaroaenv AbasKtltavwmpu.aey In,a/rNffTamPl amuoaR wntlMbLOta. Daw+w NbDaatebe i mIJoMmmm-epllhwavmam,,...wl.o.o.n.umwfseN.Mim 'IbhCiwBtWVYiNV Bmwf ww¢o Is mpbl.lTe Oduml wmDVm.Nbt N efemerbbmwn[MU bBUUNPaIiCM1 fwhM.Irna na 5ital PF+tlwarq uB Nme IIORMold PI.wlm Ro!ttma.'eab a'>Nobs- Wmnlvrt{N oetYl(1 m o!rW"D.ortl nme4'vtum[ aoa W JmnWDaad.•K.ANV,vaP-ML- qb vlisl ltlJ -Mill G1WPp.. npP.ctmauw,WS- Islolttypr2euRaPluMnif.C. . dNl,'bHYiW'.tRntlJ'BwW HCYhtllt1b4IPtpMWeavLwmeolt1WbtmKDq!r"a.f(t'ecioeC MPw,N b1aL IMn+.s..w... D>J4nemelttmryYma@IrfltlO" VSVm.WIP P Inninn .C= S NERUtIWbUU aENIaLppb11o41pp'{DmOwb opµv RnnnttPrSMO PCrGL'.I RMWOavini9l teNNRgvIKTeWPFrI¢pTadWRnWMvtf,wl nxolbeLWNRW nal[e„MIb Ib.'maBYm mNka plww hna,lmvb Mbee,tao66otlw4 mktkeatlwynNt.NPun•Povga# irM tMUnCiati...' uea.anxa uRtmamom ' Kor Hotel Group — Awards & Recognitions Avalon One of the "Top 36 New Hotels" Conde Nast Traveler Hot List 2000 blue on blue - America's 50 best hotel restaurants Food& Wine 2002 Named one of the best city hotels in Town &Country's Luxury Survey Town & Country November 2006 Included in 2007 Zagat Guide Zagat Top U.S. Hotels, Restaurants & Spa Guide Chamberlain Hotel Finalist in the Hospitality Design Awards 2006 in mid-range hotel category Hospitality Design 3uly 2006 The Year's 130 Top New Hotels" for 2006 Conde Nast Traveler Hot List 2006 Campton Place One of the World's Top 500 Best Hotels Travel + Leisure Gold List 3anuary 2006 Campton Place Restaurant - One of the top 100 hotel restaurants Zagat Survey 2006 Named One of the Top 20 U.S. City Hotels Andrew Harper's Hideaway Report September 2006 Campton Place Dining Room - Four Stars Mobile Travel Guide One of the World's Top 500 Best Hotels - No. 1 in San Francisco Travel + Leisure January 2007 Condos Nast Traveler Gold List: "World's Best 700 Hotels, Resorts" Conde Nast Traveler Gold List January 2007 Jefferson D.C. World's top 500 best hotels Travel + Leisure 500 January 2006 World's top 500 best hotels Travel + Leisure 500 January 2007 Maison 140 One of the best bars in Los Angeles" 1 Los Angeles Magazine Best of LA 1002 Sheraton Delfina Winner of the Hospitality Design Awards 2005 in midrange hotel category Hospitality Design July 2005 Sheraton Gateway LAX Finalist in the Hospitality Design Awards 2005 in mid-range hotel category Hospitality Design July 2605 Tides South Beach One of the World's Top 500 Best Hotels Travel + Leisure January 2007 Conde Nast Traveler Gold List: "World's Best 700 Hotels, Resorts" Conde Nast Traveler January 2007 Included in 2007 Zagat Guide Zagat Top U.S. Hotels, Restaurants& Spa Guide Viceroy Santa Monica 50 Best Hotel Restaurants Food& Wine 2003 Among the Hot List's Hippest Conde Nast Traveler 2003 L.A.'s best hotel bars Travel + Leisure June 2006 Included in 2007 Zagat Guide Zagat Top U.S. Hotels, Restaurants & Spa Guide Viceroy Palm Springs Hot List" of the 80 hottest hotels in the world Conde Nast Traveler 2003 Readers' Favorites Survey Departures Magazine 2004 25 Restaurants We Love" Desert Living November 2006 Included in 2007 Zagat Guide Zagat Top U.S. Hotels, Restaurants& Spa Guide Villa del Sol Conde Nast Traveler Gold List: "World's Best 700 Hotels and Resorts" 2 Conde Nast Traveler January,2007 Award for Excellence Most Outstanding Hotel North America / Mexico 2005 Conde Nast Johansens World's Best Hotel Mexico, Central and South America 2004 Travel& Leisure Magazine Number 7 of 15 Top Latin American.Resorts 2003 Conde Nast Traveler One of the 500 Best Hotels of the World 2003 Travel& Leisure Magazine World's Best" #14, Mexico and South America 2002 Travel +Leisure, Top 10 Latin America Hotels" 2001 Conde Nast Traveler Top 10 Latin American Resorts" 2000 Conde Nast Traveler 15 Top Caribbean/Latin America Small Hotels" 1999 Conde Nast Traveler AAA Four Diamonds awarded in January 1999 25 Top Small Hotels of the World" 1998 Conde Nast Traveler Mexico's Charming Little Beachfront Hideaways Harper's Hideaway Report November 1998 1995, 1996, 1997, 1998, 1999 & 2000 Conde Nast Traveler Gold List of "Best Places to Stay in the Whole World" 3 RELATED WESTPAC SECTION 4 PLANS AND DIAGRAMS 41. Base Village PUD Final Plat recorded February 2,2006, in Book 77,Page 30, at Reception No. 520483 of the Pitkin County Colorado Records. Please see the plat on the following pages. May 2007 Applicationfor a Waiver to PUD:Base Village 9 BASE VILLAGE P. U. D. ( 377 PAD FINAL PLAT A REPLAT OF A PORTION OF THE BASE VILLAGE SUBDIVISION s-•-- ACCOflDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 15 AT PAGE 27, BEING A PART OF GOVERNMENT TRACT 45 AND A PART OF SECTION 1. TOWNSHIP 10 SOUTH, RANGE 85 WEST OF THE 6TH PM TOWN OF SNOWMASS VILLAGE. COUNTY OF PITKIN, STATE OF COLORADO emvu' mmn rt ioXx min ca uv. LmrANV: r ., m. ewo • o. ar>. r. earw, a.,:.-... a zAr> w, oNO., ra.. x.,,. a.rv. erw. Irv.." w.f a.. s.a m"5r x""a m..+: o" A"a .> a..+ a. .. aL. .. a:,. wr a.."'. 2'> C°f . a.. ••^" a...`"'- e °: rv"'. n• pRL°, P.'m.:.: W w -—_," p° Yw. m"' r a, r uv mnnua are nm.,. a.a. m.." a,. m Yarw, ww• a. . LrN„ aa. m.w.> na. a . a. .. n„a:.+ aV i`° a+ a°. nR' Na. e IN iL•n: 7."'. a:,. esC`¢[.". IR :; FT'>, w 6.. a.:.• r..°E': LA—,.,..• T^ LLew I. 1.1 v a.a XwW nuianyimv mnm.:+'.°`•`. w".°! N:':: r Xn` rYa`_ ya a:"+ rN' a:e aaarv`, m•M°a.°a.no> III- w a.... a Na: I aa., a,. R a ., N.".,.., mm vmmmie urnY.. 0 w>"' n YAGfI" X"i. MryOYRY CNIIR URY[ NiS WY! Yd![ N111] A1- 111i u°in _ wrva m ers tr•o rw ymr,+^ I1, r,tt. nv ui AYpWSertn4 Ymomnn~ nf wc, vu Mxmw naa nr• a wu: mnrx . a• ww m. NN e+ lr1` w1LL m L9`^' Y' f-- a- F N ' fi••. mnr..,. anwa•+ arar. a.N. au, u, an•.. w... n..+.. ry m: l, ni+ n.n ' dx°ea erk° mui°" 4 ` I,° rnA "' unY°` oiuium^'-' nn'ir' a°an:' vnv' w.6e 0ii nvu'' eiv:.. arr-.', i" ,.,. ,,._. ` R,;,.",' ry M•.... ,... R .... , n+ m a.., x_ a... , o. XAY x ,"" YAL an, ae, x J vu. n.1. Y' C8- a f4.- mC`\ +• A" rYS` R.F rW RfYT-: tl6h— X mug ru Grp- fof• L. a zwl° I'`, — a, 0- BREMC TON S I TETRA TECH RISC, Inc. sari" c : Afc 4 ia•,i J fr . f N.T.S. rr."— auc nuACC ruu „ RmISn YM 11NA1 RAf SIr2T. Of6 BASE VILLAGE P• BEING A A REPLAT OF FINAL PLAT U• D• n PART pF CDVERNMENT GTRACT qi ANDLAT THEREOF AS RE786 BASE VILLAGE SUBDIVISION } NS P PART a-le] r9a TOWN OF SNOWMA S VILLA EOF SECTION t TOI yNSAT BOOK tS AT PA p pq R. an- a» rr°nu' COUNTY OF PITKIN, STATE SOUTH, RANGE Be T, I_$(V. I_[IH9pIVjP. f :":;.. mod' LAY- D"^ iE w eosrw• e " liir° p't ARUSq OF COLORADO WEB OF THE STH PM e u- er CRFOA- RO manE- s a um, x w.,. my xalyb4• AOIV fmsY PARCEL e a 095Ag1E6 Mm ti•3) EL"! a Ir iT. 1VEY! Rp x) exam• w s]. sr E B "''•' R•.+,. Ktt yi" g trn° J 5" CARAIAGEWAYROW xv ao•! m.Ea now ry N PARCELA Jb TI . OAD EI. ROIi, w1 P'' wwx' n1 ik LOT) xeveb• °^ ACER2491R Y JJy'' LOTS Jf B 5:3•••' r 33Jl ACRES L pH IA zt x sv5ew stn E wf'. w M154µ» w 0911 ACRFy y Y x. iYam• w s] oiATL• IREs l a 1/ 5' r,> G m• LOT+ Jr` 2' -- A" x:. V I. JROACRE4 6 100 x uaa i' 4'9' emu. Oa-L' CrtER 1.J ACR PS xnar' ra-• u'i Y i2r^ P W000 ROAD AOW m°x jK 5E yjE] Yau N J]ILT bx] 9tm- eR. Ge. Aw4Y]]• W Wii'. LP 4 wC[ n yy pp 1x0x4' np X 049ap4• Y : u, a u. ryp rnPla n wnna,. 0 .' Rj° Tt• x+ omx4v aa, aaoi% x ory n, x»•••• n. AMCInc$ ETRA TECH 9°:4" a.m..»».,,.., m, x....-,¢ N4 y3M][ MIACei'w![( c BASE VILLAGE P. U. D. g 7 p 3; FINAL PLAT A REPLAT OF A PORTION OF THE BASE VILLAGE SUBDIVISION Ipp ppL191111100. 64- 1.., 1 ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 15 AT PAGE 27, 3L'P_e BEING A PART OF GOVERNMENT TRACT 45 AND A PART OF SECTION 1, TOWNSHIP 10 SOUTH, RANGE B6 WEST OF THE 6TH PM TOWN OF SNOWMASS VILLAGE COUNTY OF PITKIN, STATE OF COLORAQO ft1 e., ssov eiir0° E RO DRO, A TO-[ m1) e] N00, 500• E r» r s+ ree' l r,• 1, 11W I mm' v¢ n+• wa+ r¢ wl . r+ i PARC[ LE 21195 ACRES 4r. r++ e:? euSE 11 s a 1 _ 1 r CARRIAGE WAY MW n•,. a_H. IIL:. .... r,. ^ r..: 3- e3i>. ... Y/ 11. r u+ yw u+o pl n 8. m.0V o3`. v i , xen 1xOG fslaaTS a-z) I she- xv` vvm x k DROgpROW . L. SNE SHEET L .. :._ rating'° w . sew a }! fi-' .... •..:. i:S',-__ 5406/, ORES OS.- elte1.,_ xrp• sns eaa,+' '. eafl t Lit p96' 0 jf$$-. Lon ~ \ ` Ev., brt 2481 ACRES y See sheet S- w r See Sheet a -} 4.A; 1 f 1 ETRp TECH RMC, Ic 1• IrH, fr, SCI 0•`••' qumE aaoa' E Jl BASE VILLAGE P. U. D. L A REPLAT OF A PORTION OF L THEPLAT 1'yt 17II{:: II9 y TO BEING A PART OF GOVERNMENT OTpgCT THE PLAT q6 ANO q pggTOOF 6EC7CO D1 ED IN PLAT 70 oK 15, RANGE 86 WEST 0(7 F477 ExbTH 1p(. r-^ TOWN OF SNOWMASS VILLAGE, COUNTY OF PITKIN, STATE OF COLORADO. ROA GROW f''` hb BRUSH CReEK nrr 3uSY fQ, m. ivw nn rnecr ar o-` TSaY xTyYRN' 31r N ISID000' F l• 3W.51' w I'9\Y' rl i, i'S'.. GBwlepta30' a yTW d n0yozeY' N Nizl+ e•'. 3 s x ." 1 . t ACREf rtcu`°iAw. {'° Y IF.• `,`\ YY va y QiE R ACrt tt r`. r , a, 4 nmn•. e"( 1— r rI v F iF ire s" rP .: LO} S y ,/ Y f m : A y 0911 ACRES. ' i, r ; r- See Shell b, I , Fi°q I rm.•• r.(! n jy l' FI' pA TECH RMCgIgc 7 mrK ru? FF yM.lAja-Fj" aF S f' BASE VILLAGE P. U. D. 077 P34 FINAL PLAT p A REPLAT OF A PORTION OF THE BASE VILLAGE SUBDIVISION 81mRll 11011p'v'•.::. ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 15 AT PAGE 27, 4""!! BEING A PART OF GOVERNMENT TRACT 45 AND A PART OF SECTION 1, TOWNSHIP 10 SOUTH, RANGE Be WEST OF THE 6TH PM TOWN OF SNOWMASS VILLAGE. COUNTY OF PUKIN, STATE OF COLORADO L Sea Sh.. t4 ' j t 1 l] 51ACRESlAt9 0911 ACRES m•' CR I r— __ _= L ax• Say ' g€g3. Ob93 ACRER e/ / LAT6 y 13x3 ACRF5 OR II 2215AMU VOD r D ROAD ROW PSi° 9.6... . . r x e6nrn' w az16r mx. mn i-una, 16: n•V. ama•:;: F.. as- o°o' oo w vfi. 9r- w cxe. snv9arw a,. wmou. m N° 1 fiNRT Ixn/1( 6XCLIS f-e) n,a'a'.W SHiTr - SHEET L• 1 I sI a11c•--- Rexm¢ Irta PI; : : •• L;' s j.. TETRA TECH RMC, Inc SHCCi` T5: 4 ina w:... use 6ce BASE VILLAGE P. U. D. 3 ? 7 P35 FINAL PLAT A REPLAT OF A PORTION OF THE BASE VILLAGE SUBDIVISION ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 15 AT PAGE 27. BEING A PART OF GOVERNMENT TRACT 45 AND A PART OF SECTION 1, TOWNSHIP 10 SOUTH, RANGE B6 WEST OF THE 6TH PM TOWN OF SNOWMASS VILLAGE, COUNTY OF PITKIN, STATE OF COLORADO q ev9rcJ' x mes 3h eeL 3 iL see wnn..:. nrn Fs! 4,• L... : sl! ox r" / i i _{ ' S1:p' 3._... _....- ., ciw nwn 4oy // Ii" F ` b .'. zz n \ x] rvoxo• '\ T y/. .% -: i"':' s:`a k+5":..,...:: sam Amxe 1w Isxo ACM It/ 1 i Nw 11 abb 4 b s+:'• w"` . yy., r J wpOOR .` N Jmai 0 N+ Yy. innlw 56]' fJa]', WrfWJ. LI ' ' L' L• tY. IS n.¢ vrc uufmwrrr n O) w ` Ow• mm' D'w axcn rxov Imr¢ en rol iHELT- 3 54EE7 1 T'° T Nem J I t-- j 1 TETRA TECH RMC. II.a ET 5 rlv SHEE, t Sr..:, 4 ri'+ 6 aex vwv auo I xNrl xu+ wrn ea° RELATED WESTPAC APPENDICES APPENDIX A Legal Description APPENDIX B Disclosure of Ownership APPENDIX C Consents of Owners APPENDIX D KOR Hotel Group,Viceroy Details APPENDIX I Vicinity Map APPENDIX J Application Form and Evidence of Payment of Fees May 2007 Application for a Waiver to PUD:Base Village 10 rRELATED WESTPAC APPENDIX A LEGAL DISCRIPTION LOT 8 AND LOT 9, BASE VILLAGE PUD, SNOWMASS VILLAGE, COLORADO, AS SHOWN ON THE BASE VILLAGE PUD FINAL PLAT RECORDED FEBRUARY 2, 2006, IN BOOK 77, PAGE 30,AT RECEPTION NO. 520483 OF THE PITKIN COUNTY, COLORADO RECORDS. s May 2007 Application for a Waiver to PUD:Base Village II RELATED WESTPAC APPENDIX B DISCLOSURE OF OWNERSHIP May 2007 Applicationfor a Waiver to PUD:Base Village 12 w„ q.J•. qg p ,` WS,• y5; y p)1 4 q@n4,w3 +W- 5 ! ry0a,9;gC;'i„a?'2Y"'.'Rr3,uYI?6_fii9 n ly&'.''' Y,n.'u=:^i gs s x5-+ra.'¢, S sa Form No 140292 1 Sr rC7 rn`t ..,.,., na,TyszJ ALTA Owners Policy a".^• 1100064P109200 41,* xt P"O"LICY OF mIlLE INSURANCE ISM BY sue« First American Title Insurance Company AWA ; SUBJECT TO THE EXCLUSIONS FROM COVERAGE,THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS,FIRST AMERICAN TITLE INSURANCE COMPANY,a California corporation,herein called 3, krtheCompany,insures,as of Date of Policy shown in Schedule A,against loss or damage,not exceeding the Amount of Insurance staled in Schedule A,sustained or incurred by the insured by reason of: 1 1 Title to the estate or interest described in Schedule A being vested other than as stated therein; 3 k t 2 Any defect in or lien or encumbrance on the title; ba t. 3 Unmarketabilily of the title; ata 4 Lack of a right of access to and from the land The Company will also pay the costs,attorneys' fees and expenses incurred in defense of the title,as insured, but only to the 119% extent provided in the Conditions and Stipulations N ft FirstAmerican Title Insurance Company BY J/// PRESIDENTx V mot•°'°'' ATTEST SECRETARY 1-sr v r,s` .., ,nr•rmr..,C:'n'r°ryM"m," N''a,M:.n+ le gym,. i u'.mxe.n m. r, m y:.n'_—V\m M ' 67 „ EXCLUSIONS FROM COVERAGE land" does not include any property beyond the lines of the area described or The following mailers are expressly excluded from the coverage of[his policy and referred to in Schedule (A), nor any right, title, interest, estate or easement in the Company will not pay loss or damage, costs, attorneys' fees or expenses abutting streets, roads, avenues, alleys, lanes, ways or waterways, but nothing h arise by reason of: herein shall modify or limit the extent [a which a right of access to and from The a) Any law, ordinance or governmental regulation (including but not land is insured by[his policy limited [o building and zoning laws, ordinances, or regulations)e) "mortgage": mortgage, deed of [rust, trust deed, or other security restricting,regulating,prohibiting or relating to(i)the occupancy,use, instrument or enjoyment of the land; (if)the character,dimensions or location of f) 'public records records established under slate statutes at Date of any improvement now or hereafter erected on the land;(iii)a separation Policy for the purpose of imparting constructive notice of matters relating to real in ownership or a change in the dimensions or area of the land or any property to purchasers for value and without knowledge With respect to Section parcel of which the land is or was a part, or (iv) environmental 1(a)(iv) of the Exclusions From Coverage, 'public records' shall also include protection, or the effect of any violation of these laws, ordinances or environmental protection liens filed in the records of the clerk of the United Slates governmental regulations, except to [he extent that a notice of the district court lot the district in which the land is located enforcement thereof or a notice of a defect, Ilan or encumbrance g) 'unmarketabiltly of the title':an alleged or apparent matter affecting the resulting from a violation or alleged violation affecting the land has title to the land, not excluded or excepted from coverage,which would entitle a been recorded in the public records al Dale of Policy purchaser of the estate of interest described in Schedule A to be released from the b) Any governmental police power not excluded by(a)above,except to the obligation to purchase by virtue of a contractual condition requiring the delivery extent that a notice of the exercise thereof or a notice of a defect,lien or of marketable title encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Dale of Policy 2. CONTINUATION OF INSURANCE AFTER CONVEYANCE OF TITLE. 2 Rights of eminent domain unless notice of the exercise [hereof has been The coverage of this policy shall continue in force as of Date of Policy in recorded in the public records at Dale of Policy, but not excluding from favor of an insured only so long as the insured retains an estate or interest in the coverage any taking which has occurred prior to Dale of Policy which would land,or holds an indebtedness secured by a purchase money mortgage given by be binding on the rights of a purchaser for value without l(nowledge a purchaser from the insured,or only so long as the insured shall have liability by 3 Defects,liens,encumbrances,adverse claims or other matters: reason of covenants of warranty made by the Insured in any transfer or a) created,suffered,assumed or agreed to by the insured claimant; conveyance of the estate or interest This policy shall not continue in force in favor b) not known to the Company,not recorded in the public records at Dale of any purchaser from the insured of either(t)an estate or interest in the land,or of Policy, but known to the insured claimant and not disclosed in (if)an Indebtedness secured by a purchase money mortgage given to the Insured writing to the Company by the insured claimant prior to the date the Insured claimant became an insured under[his policy; 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. c) resulting in no loss or damage to the insured claimant; The insured shall notify ilia Company promptly in writing(t)in case of any d) attaching or created subsequent to Dale of Policy;or litigation as set forth in Section 4(a)below,(tj)in case knowledge shall come[o e) resulting in loss or damage which would not have been sustained it the an Insured hereunder of any claim of title or interest which is adverse to the titleinsuredclaimanthadpaidvaluefortheestateorinterestinsuredbythistotheestateorinterest,as insured,and which might cause loss or damage for policy which[lie Company may be liable by virtue of this policy,or(iii)it title to the estate 4 Any claim, which arises out of the transaction vesting in the Insured the or interest,as insured, is rejected as unmarketable If prompt notice shall not beestateorinterestinsuredbythispolicy,by reason of the operation of federal given to the Company, then as to the insured all liability Of the Company shallbankruptcy, slate insolvency,or similar creditors' rights laws,that is based terminate with regard to the matter or mailers for which prompt notice is required, on: provided, however, that failure to notify the Company shall in no case prejudice t) the transaction creating the estate or interest insured by this policy the rights of any insured under this policy unless the Company shall be being deemed a fraudulent conveyance or fraudulent transfer;or prejudiced by the failure and then only to the extent of the prejudice it) the transaction creating the estate or interest insured by this policy 4 DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSUREDbeingdeemedapreferentialtransferexceptwherethepreferentialCLAIMANTTOCOOPERATE.rooster results from the failure: a) Upon written request by the insured and subject to the optionsa) to timely record the to impart of itransfer, or contained in Section 6 at these Conditions and Stipulations,the Company,at itsb) of such recordation di impart notice to a purchaser for value or a own cost and without unreasonable delay, shall provide for the defense of anjudgmentorliencreditorinsuredinlitigationinwhichanythirdpartyassertsaclaimadversetothetitleor CONDITIONS AND STIPULATIONS interest as insured,but only as to those stated causes of action alleging a defect, lien or encumbrance or other matter insured against by this policy The Company 1. DEFINITION OF TERMS.shall have the right to select counsel of its choice (subject to the right of the The fallowing terms when used in this policy mean. insured to object for reasonable cause)to represent the insured as to those slated a) "insured':the insured named in Schedule A,and,subject to any rights causes of action and shall not be liable for and will not pay the lees of any other or defenses the Company would have had against the named insured,those who counsel The Company will not pay any fees,costs or expenses incurred by the succeed to the interest of the named insured by operation of law as distinguished insured in the defense of those causes of action which allege mailers not insured from purchase including, but not limited lo, heirs, distributees, devisees, against by this policy survivors, personal representatives, next of kin, or corporate or fiduciary b) The Company shall have the right, at its own cost, to institute and successors prosecute any action or proceeding or to do any other act which in its opinion may b) 'insured claimant':an insured claiming loss or damage be necessary or desirable to establish the fille to the estate or interest,as insured, c) "knowledge"or'known':actual knowledge,not constructive knowledge or to prevent of reduce loss or damage to the insured The Company may lake any qWotice which may be imputed to an insured by reason of the public records as appropriate action under the terms of this policy,whether or not ii shall be liablenedin [his policy or any other records which impart constructive notice of hereunder, and shall not[hereby concede liability or waive any provision of this mt[ers affecting the land policy II the Company shall exercise its rights under[his paragraph,it shall do so d) "land": the land described or referred to in Schedule (A), and diligently improvements affixed thereto which by law constitute real properly The term c) Whenever the Company shall have brought an action or interposed a Pnlicv Pane 2 OWNER' S ' POLICY OF TITLE INSURANCE issued by Am TITLE COMPANY OF THE ROCKIES, INC. as agmt for Fmsr AMEmCAN Ttr LE INSURANCE COMPANY SCHEDULE A Order No.: 0701996-0 Policy Number:J2329613 Amount of Insurance: $224,000,000.00 Premium: $118,326.00 Date of Policy: March 2,2007 at 5:00 pm 1. Name ofInsured: Base Village Owner LLC,a Delaware limited liability company This policy is issued contemporaneously with a$224,000,000.00 policy of Stewart Title Insurance Company and a$224,000,000.00 policy of Commonwealth Land Title Insurance Company,all such contemporaneously issued policies totaling$672,000,000.00 and it is understood and agreed that for all loss or aggregate losses against which said policies protect, the Company shall bear only it's proportionate percentage share of any such loss,and in no event shall the Company be liable for loss in excess of the face amount of this policy. 2. The estate or interest in the land which is encumbered by the insured mortgage is: Fee Simple,as to Parcel A; Easement,as to Parcel B; Rights as Declarant,as to Parcel C. Leasehold Estate created by Lease between Brush Creek Land Company,LLC,a Colorado limited liabilty company,Lessor,and Base Village Owner LLC,a Delaware limited liability company,Lessee,by that certain Ground Lease disclosed by Memorandum of Ground Lease Sinclair Meadows)recorded March 2,2007,at Reception No.534998,as to Parcel D. 3. Title to the estate or interest in the land is vested in: Base Village Owner LLC,a Delaware limited liability company 4. The land referred to in this policy is located in the County ofPitkin,State ofColorado,and described as follows: FOR LEGAL DESCRIPTION SEE SCHEDULE"C"ATTACHED HERETO Count::si -n1 -• W Authorized Officer of A t T(.i. Pd:r. m r.nnlid. .brr rLn....... .h„r..nd C L„dJn Q n.n nnnnLnd Owner's Policy-ScheduleC OrderNo. 0701996-0 Legal Description Pollcr No.. J2329613 SCHEDULE C LEGAL DESCRIPTION The land referred to in this policy is located in the County of Pitldn,State ofColorado,and described as follows: PARCEL A: Lots 1 through 9,Inclusive, BASE VILLAGE P.U.D.,according to the Plat thereof filed February 2,2006 in Plat Book 77 at Page 30. PARCEL B: Those easements for the purposes of drainage and the construction,installation,maintenance, repair and replacement of any and all drainage swales,lines,catch basins,systems and other drainage facilities that are a benefit to the land as created,defined and established by Declaration of Drainage Easement recorded February 2,2006,at Reception No:520488. PARCEL C: Together with the benefits of that certain General Declaration for West Village Snowmass-at- Aspen Area,Pitkin County,Colorado recorded June 1,1967,in Book 227 at Page 186 in the Records,as amended by that certain First Addition Declaration for West Village Snowmass-at- Aspen Area,Pitkin County,Colorado,recorded January 26,1968 in Boole 233 at Page 4 in the Records,that certain Second Addition Declaration for West Village Snowmass-at-Aspen Area, Pitkin County,Colorado,recorded December 27,1968,in Book 238 at Page 413 in the Records, that certain Third Addition Declaration for West Village Snowmass-at-Aspen Area,Pitkin County, Colorado,recorded November 13,1969,in Book 244 at Page 483 in the Records,that certain Fourth Addition Declaration for West Village Snowmass-at-Aspen Area recorded November 13, 1972,in Book 268 at Page 717 in the Records; that certain Amendment to General Declarations for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado,recorded January 14,1976,in Book 307 at Page 657 in the Records;that certain Amendment to General Declarations for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado,recorded June 30,1978,in Book 350 at Page 773 in the Records,but excepting any rights of the"Operator of the Sid Area Facilities" described therein,as assigned by the Assignment of Dectmant's Rights from Snowmass Land Company to Brush Creek Land Company,LLC,recorded December 29, 1999,at Reception No. 439043 in the Records,as further assigned by the Assignment of Declarant Rights(Snowmass Base Village Development Parcel 1)among Brush Creek Land Company,LLC Aspen Siding Company, LLC and Intrawest/Brush Creek Development Company,LLC,recorded June 21,2006,at Reception No.525530 in the Records,as further assigned by that certain Assignment and Assumption of Declarant and Grantor Rights by and between Brush Creek Land Company,LLC and Base Village Owner,LLC dated February 28,2007,recorded March 2,2007,at Reception No. 534995 in the Records and as further assigned by that certain Assignment and Assumption of Declarant and Grantor Rights by and between IntrawestBrush Creek Development Company, LLC and Base Village Owner,LLC dated Febrruary 28,2007,recorded March 2,2007,at Reception No.534996 in the Records. Page 2 of 10 Omnet's Policy-ScheduleC Order No. 0701996.0 Legal Descri lion Polio,No.: J2329613 PARCEL D: Lot 18, FINAL PLAT SINCLAIR MEADOWS,according to the Plat thereof filed December 6,2005,in Plat Book 76 at Page 59. Page 3 of 10 Owner t Policy-Schedule B Order No 0701996-0 Polin,Na.. J2329613 SCHEDULE B EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason or. THE FOLLOWING EXCEPTIONS AFFECT PARCELS A,B AND C 1. Intentionally Omitted. 2. Intentionally Omitted. 3. Encroachments,and any other facts which a correct survey would disclose and which are not shown by the public records. 4. Any lien,or right to lien for services,labor or material heretofore or hereafter furnished,imposed by taw and not shown by the public records. 5. Intentionally Omitted 6 Taxes for the year 2007,a lien not yet due and payable. 7. Right of the Proprietor of'a Vein or Lnde to extract and remove his ore therefrom,should the same be found to penetrate or intersect the premises hereby granted,as reserved in United States Patent recorded January 30, 1917,in Book 55 at Page 545. (Affects All Lots) 8_ Right ofway for ditches or canals constructed by the authority of the United States,as reserved in United States Patent recorded January 30, 1917,in Book 55 at Page 545.(Affects All Lots) 9. Intentionally Omitted, 10 The burdens of the terms,agreements,provisions,conditions and obligations,but omitting any covenants or restrictions,if any,including,but not limited to those based upon race,color,religion, sex,sexual orientation, familial status,marital status,disability,handicap,national origin,ancestry,or source of income,as set forth in applicable state or federal laws,except to the extent that said covenant or restriction is permitted by applicable law,as contained in General Declaration for West Village Snownass-at-Aspen Area,Pitkin County,Colorado recorded June 1, 1967 in Book 227 at Page 186;as amended,modified and supplemented by First Addition Declaration for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded January 26, 1968 in Book 233 at Page 4,Second Addition Declaration for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded December 27, 1968 in Book 238 at Page 413;Third Addition Declaration for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded November 13, 1969 in Book 244 at Page 483,Fourth Addition Declaration for West Village Snowmass-at-Aspen Area recorded November 13, 1972 in Book 268 at Page 717;Amendments to General Declarations for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded January 14, 1976 in Book 307 at Page 657;Amendments to General Declarations for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded June 30, 1978 in Book 350 at Page 773;Assignment of Declarant's Rights recorded December 29, 1999,at Reception No 439043 and Assignment ofDeclarants Rights Snowmass Base Village Development Parcel 1)recorded June 21,2006,at Reception No. 525530, as to rights under Master Declaration ofProtective Covenants for Snowmass-at-Aspen Residential Areas,Pitkin County Colorado recorded December 30, 1966,in Book 225 at Page 06 and as to rights under General Declaration for West Village Snowmass-at-Aspen Area,Pitkin County,Colorado recorded June 1, 1967 in Book 227 at Page 186,as amended and supplemented as assigned by Assignment and Assumption of Declarant and Grantor Rights recorded March 2,2007 at Reception No.534996.(Affects Lots I and 2) 11. Easement and right ofway for sewer lines and related appurtenances as granted by Snowmass-at- Page 4 of 10 Oirner's POftcy-Srherlule B(cmui+ured) Oi de+No. 0701996-0 Policy No.: J2329613 Aspen ajoint venture to Snowmass Water and Sanitation District by Snowmass Water and Sanitation District OutFall Sewer Easement recorded January 19,1968,in Book 232 at Page 493,at Reception No. 129935, and as shown on the Survey entitled"AL.TA/ACSM Land Title Survey,Base Village Subdivision Lots 1-9 and Parcel 7 Woodrun Unit 5,L-ocated in Section 1,Township 10 South,Range 86 West of the 6th P.M,Town of Snowmass Village,County of Pitkin,State of Colorado'dated January 22,2007,last revised February 16,2007,prepared by Tetra Tech as Project No.5294-001- 01 (the"Survey").(Affects Lot 1) 12. Easement and right of way for telephone and telegraph communication systems,as granted by Snowmass-at-Aspen to the Mountain States Telephone and Telegraph Company by Right Of Way Agreement recorded October 9, 1968,in Book 236 at Page 748 and 751,at Reception Nos. 132613 and 132614,as shown on the"Survey". (Affects Lot 1) 13. Those burdens contained in Easement Agreement between Snowmass American Corporation,a Delaware corporation and Snowmass Water and Sanitation District,a Colorado quasi-municipal corporation recorded April 22, 1971,in Book 254 at Page 831, at Reception No. 145287,the specific location of which is not defined,as shown on the"Survey". (Affects All Lots) 14. Easement Agreement between Snowmass American Corporation,a Delaware corporation and Snowmass Water and Sanitation District,a Colorado quasi-municipal corporation recorded April 22, 1971,in Book 254 at Page 837,at Reception No. 145288,the specific location of which is not defined. (Affects All Lots) 15. Those burdens contained in Agreement between Snowmass American Corporation,a Delaware corporation and The Snowmass Water and Sanitation District,a quasi-municipal corporation recorded September 28, 1971,in Book 258 at Page 164,at Reception No 147716. (Affects All Lots) 16. Intentionally Omitted. 17. Intentionally Omitted. 18. Intentionally Omitted.. 19, Easement Agreement between the Snowmass Water and Sanitation District and Snowmass Corporation recorded March 14, 1978,in Book 344 at Page 701 recorded at Reception No. 202453, as shown on the"Survey". (Affects All Lots) 20. Easement and right of way for the purpose of installation,maintenance,operation,repair,alteration and replacement of underground pipelines,underground pumping equipment and other incidental underground facilities used for or in connection with its water and sewer utility systems,as granted by Snowmass American Corporation,a Delaware corporation to Snowmass Water and Sanitation District,a Colorado quasi-municipal corporation by instrument recorded recorded May 22, 1972,in Book 263 at Page 766 recorded at Reception No. 151726,as shown on the"Survey".(Affects Lots 2, 3,4 and 9) 21. Intentionally Omitted. 22, Intentionally Omitted. 23 Right of Way Easement Agreement(Snowmass Water and Sanitation District)between the Mountain States Telephone and Telegraph Company and Snowmass Corporation recorded April 25, 1978,in Book 346 at Page 745 at Reception No 203474,as shown on the"Survey".(Affects Lots 1,2,3,7,8 and 9) 24. Intentionally Omitted. Page 5 of 10 Omnet4 Policy-Schedule H(continued) Order No. 0701996-0 Policy No.. 2329613 25 Public Lands Dedication Agreement by and between the Town of Snowmass Village,a Colorado municipal corporation,and The Federal Deposit Insurance Corporation recorded July 1, 1988,in Book 567 at Page 862 at Reception No 301691(Affects All Lots) 26. Easement and right of way for the purpose of ingress and egress and to construct,reconstruct,repair, change,enlarge,re-phase,operate and maintain an underground electric transmission or distribution line,or both,and related appurtenances,as granted by Snowmass Land Company,an Illinois general partnership to Holy Cross Electric Association,Inc,a cooperative corporation by Holy Cross Electric Association,Inc.Underground Right-of-Way easement,recorded May 28, 1991,in Book 646 at Page 989,at reception No.332969,as shown on the"Survey". (Affects Lots 1,2,3,4,5 and 6) 27. Intentionally Omitted. 28. Trench,Conduit and Vault Agreement between Aspen Skiing Company and Holy Cross Electric Association,Inc. recorded May 27, 1998,at Reception No.417301.(Affects All Lots) 29 Notice of Decision by Snowmass Village(its to Building 1)recorded November 10,2005,at Reception No 517313 (Affects Lot l) 30. Intentionally Omitted. 31. Terms,agreements,provisions,conditions and obligations as contained in Town of Snowmass Village Town Council Ordinance No. 21 Series of 2004 recorded February 2,2006,at Reception No. 520481,as shown on die"Survey". (Affects All Lots) 32 Easements,rights of way and all other matters as shown on the Plat of Base Village P.U.D.,filed February 2,2006 in Plat Book 77 at Page 30,at Reception No.520483,as shown on die"Survey". Affects All Lots) 33. Roadway License Agreement recorded February 2,2006,at Reception No.520484,as shown on the Survey" (Affects All Lots) 34, Subdivision Improvements Agreement for The Base Village Planned Unit Development recorded February 2,2006,at Reception No. 520485,as assigned by Intrawest7Brush Creek Development Company,LLC recorded March 2,2007,at Reception No.534997 (Affects All Lots) 35. Declaration of Trail Easement recorded February 2,2006,at Reception No.520487,as shown on the Survey". (Affects Lots 1,6,7 and 9) 36. Those burdens of the Declaration ofDrainage Easement recorded February 2,2006,at Reception No. 520488,as shown on the"Survey".(Affects Lots 1 and 9) 37. Declaration ofFire Lane and Access Easement recorded February 2,2006,at Reception No. 520489, as shown on the"Survey (Affects Lois 1,2,3 and 5) 38. Easement Agreement recorded February 2,2006,at Reception No.520490,as shown on the Survey".(Affects Lots 1 and 9) 39, Intentionally Omitted. 40_ Declaration ofUtility Easements recorded February 2,2006,at Reception No. 520492,as shown on the"Survey".(Affects All Lots) 41. Construction Easement Agreement recorded February 2,2006,at Reception No. 520493,as shown on the"Survey".(Affects All Lots) Page 6 of 10 OnmerS Policy-Schedule B(continued) Order No. 0701996-0 Policy No.: J2329613 42. Base Village Restricted Housing Agreement recorded February 2,2006,at Reception No.520494,as assigned by Intmwest/Brush Creek Development Company,LLC recorded March 2,2007,at Reception No.534997.(Affects All Lots) 43. The burdens of the Base Village Development Agreement recorded February 2,2006,at Reception No.520495,as assigned by Intrawest/Brush Creek Development Company,L.LC recorded March 2, 2007,at Reception No. 534997. (Affects All Lots) 44, Base Village Funding Agreement recorded February 2,2006,at Reception No.520496,as assigned by Intrawest/Brush Creek Development Company,LLC recorded March 2,2007,at Reception No. 534997. (Affects All Lots) 45 Base Village Services Agreement recorded February 2,2006,at Reception No. 520497,as assigned by Intmwest/Bmsh Creek Development Company,LLC recorded March 2,2007,at Reception No 534997 (Affects All Lots) 46, Intentionally Omitted. 47. Intentionally Omitted. 48- Intentionally Omitted. 49. Intentionally Omitted 50 Snowmass Village Record ofDecision recorded August 31,2006,at Reception No.528065 (Affects All Lots) 51. Terms,agreements,provisions,conditions and obligations,but omitting any covenants or restrictions, if any,including,but not limited to those based upon race,color,religion,sex,sexual orientation, familial status,marital status,disability,handicap,national origin,ancestry,or source of income,as set forth in applicable state or federal laws,except to the extent that said covenant or restriction is permitted by applicable law,Declaration of Covenants,Conditions and Restrictions for Commercial Units recorded November 3,2006,at Reception No,530657,1mrawestBrush Creek Development Company,LLC recorded March 2,2007,at Reception No. 534997.(Affects All Lots) 52. Town of Snowmass Village Record of Decision recorded November 9,2006,at Reception No. 530879. (Affects Lot l) 53. Town ofSnowmass Village Record of Decision recorded November 9,2006,at Reception No 530880. (Affects Lot 7) 54. Town of Snowmass Village Record of Decision recorded November 9,2006,at Reception No. 530881. (Affects All Lots) 55. Town of Snowmass Village Record of Decision recorded November 9,2006,at Reception No. 530882. (Affects All Lots) 56, Intentionally Omitted. 57. Intentionally Omitted 58. Easement and right of way for electric lines and related appurtenances,as granted by The Snowmass Company,Ltd.to Holy Cross Electric Association,Inc,by Holy Cross Electric Association,Inc- Right-Of-Way Easement recorded August 19,198 1,in Book 412 at Page 733 at Reception No. 234955,said easement being more particularly described therein (Affects Lots 1,4,6,7 and 8) Page 7 of 10 Omner's Policy-Schedule 9(cominued) Order No. 0701996-0 Policy No.. J2329613 59. Amended and Restated Easement Agreement(Elk Camp Gondola/Funnel Bridge)recorded March 2, 2007,at Reception No.534980.(Affects Lots 1 and 2) 60. Amended and Restated Easement Agreement(Assay Hil Lift)recorded March 2,2007,at Reception No 534981.(Affects Lots 7,8 and 9) 61 Declaration ofRestrictive Covenant by Base Village Owner LLC for the benefit of Aspen Skiing Company,L.L.C,recorded March 2,2007,at Reception No.534991 (Affects All Lots) THE FOLLOWING EXCEPTIONS AFFECT PARCEL.D: 62. Intentionally Omitted. 63 Intentionally Omitted. 64. Encroachments,and any other facts which a correct survey would disclose and which are not shown by the public records. 65 Any lien,or right to lien for services,labor or material heretofore or hereafter furnished,imposed by law and not shown by the public records. 66. Intentionally Omitted. 67. Taxes and assessments for the year 2007 and subsequent years,a lien,not yet due and payable. 68. Right of the Proprietor of a Vein or Lode to extract and remove his ore therefrom,should the same be found to penetrate or intersect the premises hereby granted,as reserved in United States Patent recorded September 21, 1892,in Book 55 at Page 30 and May 6, 1895,in Book 55 at Page 480. 69. Right of way for ditches or canals constructed by the authority of die United Stales,as reserved in United States Patent recorded April 25, 1929,in Book 162 at Page 159. 70, Easement Agreement between Snowmass American Corporation,a Delaware corporation and Snowmass Water and Sanitation District,a Colorado quasi-municipal corporation recorded April 22, 1971,in Book 254 at Page 837 71 Intentionally Omitted, 72 Right of Way Agreement between Snowmass Corporation and The Mountain States Telephone and Telegraph Company recorded April 25, 1978,in Book 346 at Page 745,and as shown on the Final Plat Sinclair Meadows Dated November 16,2005 and recorded December 6,2005,at Reception No. 518097(the"Plat"). 73. Intentionally Omitted. 74 Intentionally Omitted 75 Public Land Dedication Agreement between The Town of Snowmass Village,a Colorado municipal corporation and the Federal Deposit Insurance Corporation recorded July 1, 1988,in Book 567 at Page 862. 76. Intentionally Omitted. 77. Intentionally Omitted. Page 8 of 10 Owner S Police-Schedule B(condnued) Order No.* 0701996-0 Polio,No.: J2329613 78, Intentionally Omitted, 79 Intentionally Omitted. 80. Easements,rights-of-way and all other matters as shown on the Survey by William K.Wright,Drexel Bartell&Co,recorded February 17,2000,at Reception No. 440616. 81. Trench,Conduit and Vault Agreement by and between Brush Creek Land Company,LLC and Holy Cross Energy,recorded November 5,2004,at Reception No.503880. 82. Grant of Easement and Development Agreement recorded December 6,2005,at Reception No. 518096, 83. Easements,rights of way and all other matters as shown on the Plat ofSinclair Meadows, filed December 6,2005 in Plat Book 76 at Page 59. 84. Restricted Housing Agreement recorded December 6,2005,at Reception No 518098. 85. Subdivision Improvements Agreement for Sinclair Meadows Planned Unit Development recorded December 6,2005,at Reception No. 518099. 86. The burdens of die Development Agreement recorded December 6,2005,at Reception No. 518100. 87. Base Village Restricted Housing Agreement recorded February 2,2006,at Reception No.520494,as assigned by instrument recorded March 2,2007,at Reception No,534997. 88 The effect of any failure to comply with the terms,covenants and conditions ofthe lease or leases described or referred to in Schedule A THE FOLLOWING EXCEPTIONS AFFECT ALL PARCEL,S: 89. Deed of Trust,Assignment of Leases and Rents and Security Agreement from Base Village Owner LLC,a Delaware limited liability company to the Public Trustee of Pitkin County for the use of Hypo Real Estate Capital Corporation,as Administrative Agent,to secure$520,394,080.00,dated March 1, 2007,and recorded March 2,2007,at Reception No.535001. Assignment of Leases and Rents recorded March 2,2007,at Reception No.535002, 91. Security interest under the Uniform Commercial Code affecting subject property,notice ofwhich is given by UCC Financing Statement,from Base Village Owners LLC,debtor(s),to Hypo Real Estate Capital Corporation,secured parry,recorded March 2,2007,at Reception No. 535003 92. Disburserrs Notice by Hypo Real Estate Capital Corporation,recorded March 2,2007,at Reception No 535004. 93. Deed of Trust from Base Village Owner LLC,a Delaware limited liability company to the Public Trustee of Pitkin County for the use of'American Mortgage Acceptance Company and ARCep Real Estate Special Sitivations Mortgage Fund,L.L.C.,to secure$90,000,000.00 dated March 1,2007 and recorded March 2,2007 at Reception No.535005, 94, Mezzanine Assignment ofLeases and Rents recorded March 2,2007,at Reception No. 535006,given in connection with the above Deed of Trust. 95. Memorandum of Intercreditoty Agreement by and behveen Hypo Real Estate Capital Corporation,as Agent, for the benefit of the Senior Lenders,and American Mortgage Acceptance Company and ARCap Real Estate Special Situations Mortgage Fund, 1-1 C,as ofMarch 1,2007,and recorded Page 9 of 10 Oumei's Policy-Schedule 0(continued) Order No. 0701996-0 Policy No.: J2329613 March 2,2007,at Reception No 535007. 96 Financing Statement from Base Village Owner L.LC,a Delaware limited liability company,debtor(s), to American Mortgage Acceptance Company and ARCap Real Estate Special Situations Mortgage Fund,LLC,secured party,recorded March 5,2007 at Reception No.535040 Page 10 of 10 ENDORSEMENT Attached to Policy No. J2329613 Pile No. 0701996 Issued by First American Title Insurance Company The Company hereby insures the insured against loss which the insured shall sustain byreason ofphysical,but not aesthetic damage to improvements existing on the land at Date ofPolicy orconstructed thereon thereafter, resulting from the exercise subsequent to Date ofPolicy of any rights to use the surface of the land under the mineral interest referred to in Exception No.7 and 68 ofSchedule B("the mineral rights"),subject,however, to the following terms and conditions: 1. The insured shall notify the Company promptly in writing in case knowledge shall come to an insured hereunder of any actual or threatened exercise of the mineral rights. 2. The Company shall have the right,at its cost,to take any action which in its opinion may be necessary or desirable in order for the Company to avoid orminimize the extent ofits liability under this endorsement,including,but not limited to,any or all of the following: a) In the Company's own right,or in the name ofthe insured for the Company's benefit to institute,prosecute and pursue to final determination,any proceedings at law or in equity, or before any municipal,administrative, or regulatory tribunal or board; b) In the Company's own right,or in the name of the insured for the Company's benefit, to compel the giving of security,bond or undertaking,by the person or persons from whom the insured is entitled by law to such security,bond or undertaking,and in the same amount or amounts to which the insured or such borrower would have been so entitled had this endorsement not been issued; and c) To retain or be paid out of any such security, bond or undertaking, or out of any compensation or funds recovered by the Company or by the insured,such amount as will reimburse the Company for all payments made to the insured by the Company by reason of the insurance afforded by this endorsement, together with all costs and expenses incurred by the Company in connection therewith,including attomeys'fees. 3. No rights, benefits or defenses are intended to or shall be deemed to flow or be made available to any person or entity other than the insured by reason ofthe insurance afforded by this endorsement,and the insured agrees that all of the insured's rights and remedies against third parties relating to the subject matter of this endorsement shall be deemed to have remained intact,in the same manner as if this endorsement had not be issued. This endorsement is made a part of the policy and is subject to all ofthe terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated,it neither modifies any of the tennis and provisions ofthe policy and any prior endorsements,nor does it extend the effective dale of the policy and any prior endorsements, nor does it increase the face amount thereof. First American Title Insurance Company Authorized Signatory e C:oloradofonn No 10031 (4/94) ENDORSEMENT Attached to Policy No. J2329613 File No._ 0701996 Issued by First Americair Title Insurance Company The Company hereby insures against loss which said insured shall sustain as a result ofany exerciseof the right of use or maintenance of the easement referred to in paragraph 7, 8, 13, 14, 15, 28, 68 and 69 of Schedule B,over or through said land. This endorsement is made a part ofthe policy and is subject to all ofthe terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy and any prior endorsements,nor does it increase the face amount thereof. FirstAnterican Title Insurance Company By: . ' G Authorized Signatory Colorado Form No 103 1(4,94) ENDORSEMENT Attached to Policy No. 32329613 Tile No. 0701996 Issued by First American Title Insurance Company The Company hereby assures the insured that said land abuts upon a physically open street known as: Wood Road and Carriage Road as to Parcels A,B and C Gamble Way as to Parcel D(publicly dedicated but not yet constructed) and the Company hereby insures said assured against loss which said assured shall sustain in the event said assurances herein shall prove to be incorrect, This endorsement is made a part ofthe policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy and any prior endorsements,nor does it increase the face amount thereof. FirstAmerican Title Insurance Company By: Authorized Signatory e Colorado Ponn No 103 7(4/94) ENDORSEM[snT ATTACHED TO POLICY NO. J2329613 File No. 0701996 raSUED DV First American Title Insurance Company TheCompanyhereby insures theinsured against loss ardamage sustained orincurred bythe insured by reason of Any environmental protection lieu which, at Date of Policy, is recorded in those records estnblisbed under stale slatules at Date of Policy for the purpose of imparting coDStrodfve notice of matters relating to real property to purchasers for value and without knowledge,except as set Forth in Schedule B. This endursement ismade apact oftbepolicy and is subject to oil ofthetetmsandprovisions thereof and of any prior endorsements thereto. Except to the extent expressly stated,it neither modifies Day ofthe terms and provisions ofthepolicy and any prior endorsement,nor doesilextend the effire ive date ofthe policy and any prior endorsements,our does it increase the face aroorml thereof. First American Title Insurance Company Authorized Signatory FA.Form 70(Modified-4115197) Modified CLTA Form 110.9(3/13/87) Modified ALTA Form 8.1(327/97) Euvironmental Protection Lien-Owners Policy ENDORSEMENT Attached to Policy No. J2329613 File No. 0701996 Issued by FirstAmericmt Title Insurance Company The Company assures the insured that said land is the same as that delineated on the plat of a survey made by Tetra Tech on February 16, 2007, designated.Job No. 5294-001-01, which is attached hereto and made a part hereof. (As to Parcels A,13 and C) The Company hereby insures said assured against loss which said assured shall sustain in the event that the assurance herein shall prove to be incorrect. This endorsement is made a part of the policy and is subject to all ofthe terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy and any prior endorsements,nor does it increase the face amount thereof: FirstAnnerican Title Insurance Company Byc %' x Authorized Signatory Colorado Form No. 116.1 (1/00) W 1rstArucrican Trtfelnsuraece Company ENDORSEMENT Attached to Policy No. X2329613 Order No. 0701996 Issued By FIRSTAMERICAN TITLEINSURANCE COMPANY 1. The Mezzanine Lenderlw and each successor In ownership of its loan("Mezzanine Loarij reserving,however,all rights and defenses as to any successor that the Company would have had against the Mezzanine Lender, unless the successor acquired the indebtedness as a purchaser for value without knowledge of the asserted defect,Gen,encumbrance,adverse claim or other matter insured againstby this policy as affecting title to the estate or interest In the land. 2. The insured: a.. assigns to the Mezzanine Lender the right to receive amounts olhanvise payable to the insured under this policy,not to exceed the outstanding Indebtedness under the Memnine Loan;and b. agrees that no amendment of or endorsement to this policy can be made without the vnifien consent of the Mezzanine Lender except as provided in Section 12(a)of the Conditions and Stipulations. 3. The Company does not waive any defenses that H may have against the Insured,except as expressly slated In this endorsement 4 In the event at loss under the policy,the Company agrees that it will not assert the provisions of Exclusions from Coverage 3(a),(b)or(a)to refuse payment to the Mezzanine Lender solely by reason ofthe action or inaction or knowledge,as of Date ofPolicy,of the Insured,provided: a. the Mezzanine Lender had no knowledge of the defect,lien,encumbrance or other matter creating or causing lass an Date of Policy. b. this HmHatiun on the applioalion of Exclusions from Coverage 3(a),(b)and(e)ahall: I apply whether or not the Mezzanine Lender has acquired an interest(direct or Indirect)In the insured either on or after Date of Policy,and n" benefit the Mezzanine Lander only without benefiting any other individual or entity that holds an Interest(direct or Indirect)In the insured or the land. 5. In the event of a loss under the Policy,the Company also agrees that It will not deny HabHily to the Mezzanine Lender on the ground that any or all of the ownership Interests(direct orIndirect)In the Insured have been transferred to or acquired by the Mezzanine Lender,either on or after the Dale of Policy. B. The Mezzanine Lenderacknowledges: Page:I li+srnmm;cnn z_•• 7iflc lnsuranee C.vmyvny a that the amount of insurance under this policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B orto which the Insured has agreed,assumed,or taken subject,orwhich is hereafter executed by an Insured and which Is a charge or Ren an the estate or Interest described or referred to in Schedule A.and the amount so paid shall be deemed a payment under this polloy;and It, that the Company shall have the light to insure mortgages orother conveyances or an interest in the land,without the consent of the Memenlne Lender. Z If the insured,the Mezzanine Lender or others have conflicting claims to all or part of the loss payable under the Policy,the Company may interplead the amount of the loss into CourL The insured and the Mezzanine Lender shall bejoihlly and severally liable for the Company's reasonable cost for the interpleader and subsequent proceedings,including allomeys'fees.The Company shelf be entitled to payment of the sums for which the Insured and Mezzanine Lander are liable under the preceding sentence from The funds deposited Into Court,and it may apply to the Court for their payment. B. Whenever the Company has seftted a claim and paid the Mezzanine Lender pursuant to this endorsement,the Company shall be subrogated and entitled to all rights and remedies that the Mezzanine Lender may have against any person or property arising from the Mezzanine Loan. However,the Company agrees with the Mezzanine Lender theta shall only exercise these dghls,or any tight of(he Company to indemnlrical on,against the)nsured,the Mezzanine Loan borrower,or any guarantors orate Mezzanine Loan after the Mezzanlne Lender has recovered its principal,Interest,and costs of collection. it a payment on account of a claim does not fully cover the loss ofthe Insured claimant,the Company shall be submgalad to all rights and remedies of The Insured claimant after the Insured claimant shall have recovered as principal,interest,and costs or collection. This endorsement is issued as part ofthe policy.Except as it expressly stales,it does not W modify any ofthe terms and provisions ofthe policy,(Iq modify any prior endorsements,(ii)extend the Date ofPolicy or(1) Increase the Amount ofInsurance To the extent a provision of the policy or a previous endorsement Is Inconsistent with an express provision of this endorsement,this endorsement controls.Otherwise,this endorsement is subject to all of the terms and provisions ofthe policy and of any poor endorsements AGREEDAND CONSENTED TO: By:Base Village Owner,LLC,a Delaware limited liability company By.American Mortgage Acceptance Company and ARCap Real Estate Special Situations Morigge Fund,. L.L0. First American True Insurance Company Authorized Signatory Pee=2 CLTA form 124.1 Covenants are Binding CNDORSIrMSNT ArrncxEDTorottcvNO. J2329613 ACrACHED TO ORDEn ND. 0701996 rs5UED By The Company insures against loss or damage sustained by the insured by reason of the foiitae,asshovm bytbepablicrecords,ofthe covenantsand DeclarantRights described as parcel C to bebindingupon all partieswbo have an interest in thereat pmperly described in the documents in the attached Exhibit A to Endorsemen4 and upon each successive owner. This endorsement doesnot insure against loss or damage sustained by theinsured byreason ofany ofthe follovrmg: (1)The failure of such covenants to binda successive ownerWho derives ddeflrough:(a)ataxdeed (b)a foreclosure ofa bond orassessuccuk(c)enforcement ofsfederal lax lien;or(d)bankruptcy,as trustee ar otherwise;or(2)nonperformance ofany said covenants. This endorsement is issued as partof thepolicy.Except as it expressly states,it does not(i) modifyany oftheterms andprovisions ofthe policy,(ii)modify any priorendorsements,(iii)extend the Dale ofPolicy or(iv)increase the Amountoflnslnarim Totheextentaprovisioa ofthe policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls.Meruvse,Us endorsement lssubjear to all ofihe terms and provisions of the policy and of any prior codomarrrentl PirslArneriran Tillelnsurance Company BY:ZOA Al1THORiZSD SIG TORY rLTA Pnrm 124.1(Rev.6-14.96;WNW 2-16-07Spnclo)l AL.TA Gma't or loon Policy ENDORSEMENT Attached to Policy No. CW9294354 Order No. 0701996 Issued By First American Title Insurance Company The Company insures the insured against loss or damage sustained by reason of any incorrectness in the assurance that, at Date of Policy: 1. According to applicable zoning ordinances and amendments thereto, Parcel A is classified Zone Article V,Division 3 of the TOSV Land Use and Development code. 2. The following use or uses are allowed under that classification subject to compliance with any conditions,restrictions,or requirements contained in the zoning ordinances and amendments thereto, including but not limited to the securing of necessary consents or authorizations as a prerequisite to the use or uses: The uses described in each of the"Use Charts"contained in the Base Village Planned Unit Development Guide, attached as Exhibit B to Town of Snowmass Village Ordinance No. 21, Series of 2004 recorded on February 2,2006, at Reception No. 520481 in the Records. There shall be no liability under this endorsement based on the invalidity of the ordinances and amendments thereto until after a final decree of a court of competent jurisdiction adjudicating the invalidity, the effect of which is to prohibit the use or uses. Loss or damage as to the matters insured against by this endorsement shall not include loss or damage sustained or incurred by reason of the refusal of any person to purchase, lease or lend money on the estate or interest referred to in Schedule A covered by this policy. This endorsement is made a part of the policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements,nor does it extend the effective date of the policy and any prior endorsements, nor does it increase the face amount thereof. First Americv l t!rmzce Company By: v Authorized Signatory Colorado Form No. 123.1 (4/94) Revised 9/27/86, effective 6/1/87 defense as required or permitted by the provisions of(his policy, the Company any litigation, and the policy shall be surrendered to the Company for may pursue any litigation to final determination by a court of competent cancellation jurisdiction and expressly reserves the right,in its sole discretion,to appeal from b) To Pay or Otherwise Settle With Parties Other than the Insured or with adverse judgment or order the Insured Claimant d) In all cases where Ibis policy permits or requires the Company to t) to pay or otherwise settle with other parties for or in the name of viosecule or provide for the defense of any action or proceeding,the insured shall an insured claimant any claim insured against under this policy,together with any secure to the Company the right to so prosecute or provide defense in the action costs,attorneys'fees and expenses incurred by the insured claimant which were or proceeding, and all appeals Iherein, and permit [he Company to use, at Its authorized by the Company up to the time of payment and which the Company Is option, the name of the insured for this purpose Whenever requested by the obligated to pay;or Company, the insured, at the Company's expense, shall give the Company all if) to pay or otherwise settle with the insured claimant the loss or reasonable aid (i) in any action or proceeding, securing evidence, obtaining damage provided for under[his policy,together with any costs,attorneys'lees and witnesses, prosecuting or defending the action or proceeding, or effecting expenses incurred by the insured claimant which were authorized by the Companysettlement,and(ii) in any other lawful act which in the opinion of the Company up to the time of payment and which the Company is obligated to paymaybenecessaryordesirabletoestablishthetitletotheestateorinterestasUpontheexercisebytheCompanyofeitheroftheoptionsprovided for ininsuredIftheCompanyisprejudicedbythefailureoftheinsuredtofurnishtheparagraphs (b)(t) or (it), the Company's obligations to the insured under thisrequiredcooperation,the Company's obligations to the insured under the policy policy for the claimed loss or damage, other than the payments required to heshallterminate, including any liability or obligation to defend, prosecute, or made,shall terminate,including any liability of obligation to defend,prosecute ofcontinueanylitigation, with regard to the matter or matters requiring such continue any litigationcooperation S. PROOF OF LOSS OR DAMAGE.T. DETERMINATION, EXTENT OF LIABILITY AND COINSURANCE. This policy is a contract of indemnity against actual monetary loss orInadditiontoandafterthenoticesrequiredunderSection3ofThese Conditions and Stipulations have been provided the Company,a proof of loss or damage damage by reason or incurred of matters insured the insured claimant who has suffered loss or red against by this policy and only to the extentdamagesignedandsworntobytheinsuredclaimantshallbefurnishedtothehereindescribedrcribedCompanywithin90daysaftertheinsuredclaimantshallascertainthefactsgiving rise to the loss or damage The proof of loss or damage shall describe the defect a) The liability of[he Company under this policy shall not exceed the least of. in, or lien or encumbrance on the title,or other mailer insured againsl by this 1) the Amount of Insurance slated in Schedule A.or policy which constitutes(he basis of loss or damage and shall stale,to the extent ft) the difference between the value of the insured estate or interest as possible, the basis of calculating the amount of the loss or damage If the insured and the value of the insured estate or interest subject to the defect,lien or Company Is prejudiced by the failure of the insured claimant to provide the encumbrance insured against by this policy required proof of toss or damage,the Company's obligations to the insured under b) In the even(the Amount of Insurance stated in Schedule A at the Date the policy shall terminate, including any liability or obligation to defend, of Policy is less than 80 percent of the value of the insured estate or iAleresl of the W cosecule, or continue any litigation,with regard to the matter or matters requiring full consideration paid for the land,whichever is less,or it subsequent to the Date h proof of loss or damage. of Policy an improvement is erected on the land which increases the value of the In addition, the insured claimant may reasonably be required to submit to insured estate or interest by at least 20 percent over the Amount of Insurance examination under oath by any authorized representative of the Company and stated in Schedule A.then this Policy is subject to the following: shall produce for examination,inspection and copying,at such reasonable limes i) where no subsequent improvement has been made, as to any and places as may be designaled by any authorized representative of the partial loss,the Company shall only pay the loss pro rala in the proportion that Company,all records,books,ledgers,checks,correspondence and memoranda, the Amount of Insurance at Date of Policy bears to the total value of the insured whether bearing a dale before or after Dale of Policy,which reasonably pertain to estate or interest at Dale of Policy;or the loss or damage Further, it requested by any authorized representative of the ii) where a subsequent improvement has been made,as to any partial Company, the insured claimant shall grant its permission, in writing, for any loss, the Company shall only pay the loss pro rala in the proportion that 120 authorized representative of the Company to examine, inspect and copy all percent of the Amount of Insurance stated in Schedule A hears to the sum of the records,books,ledgers,checks,correspondence and memoranda in the custody Amoun( of Insurance slated in Schedule A and the amount expended for the or control of a third party, which reasonably pertain to the loss or damage All improvement information designated as confidential by the insured claimant provided to the The provisions of this paragraph shall not apply to costs,attorneys'fees and Company pursuant to this Section shall not be disclosed to others unless,in the expenses for which the Company is liable under this policy,and shall only apply reasonable judgment of the Company,it is necessary in the administration of the to that portion of any loss which exceeds, in the aggregate, 10 percent of the claim Failure of the insured claimant to submit for examination under oath, Amount of Insurance stated in Schedule A produce other reasonably requested information or grant permission to secure c) The Company will pay only those costs,attorneys'fees and expensesreasonablynecessaryinformationfromthirdpartiesasrequiredinthisparagraph, incurred in accordance with Section 4 of these Conditions and Stipulations unless prohibited by law or governmental regulation,shall terminate any liability of the Company under this policy as to that claim B. APPORTIONMENT OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; If the land described in Schedule (A)(C) consists of Iwo or more parcels TERMINATION OF LIABILITY. which are not used as a single site,and a loss is established affecting one or more of the parcels but not all, the loss shall be computed and settled on a pro rata In case of a claim under(his policy,the Company shall have[he following basis as t[the Amount of Insurance under this policy was divided pro rata as to additional options. he value on Date of Policy of each separate parcel to the whole,exclusive of any a) To Pay or Tender Payment of the Amount of Insurance improvements made subsequent to Date of Policy,unless a liability Or value has To pay or tender payment of[he amount of insurance under this policy otherwise been agreed upon as to each parcel by the Company and the insured at together with any casts, attorneys' fees and expenses incurred by the insured the time of the issuance of this policy and shown by an express statement or by aimanl, which were authorized by the Company, up to the time of payment or an endorsement attached to this policy ider of payment and which[he Company is obligated to pay Upon the exercise by the Company of this option,all liability and obligations g, LIMITATION OF LIABILITY, to the insured under[his policy,other than to make the payment required,shall a) lithe Company establishes the title,or removes the alleged defect,lienterminate, including any liability or obligation to defend,prosecute, of continue or encumbrance.or cures the lack of a right of access to or from(he land,or cures Mir,,Pam 7 the claim of unmarketability of title,all as insured,in a reasonably diligent manner to pay only that part of any losses insured against by this policy which shall by any method,including litigation and the completion of any appeals therefrom, exceed the amount, if any,lost to the Company by reason of the impairment by it shall have fully performed its obligations with respect to that matter and shall the insured claimant of the Company's right of subrogation be liable for any loss or damage caused thereby b) The Company's Rights Against non-insured Obligors.Is (b) In the event of any litigation, Including litigation by the Company or The Company's right of subrogation against noninsured obligors shall exist dith the Company's consent, the Company shall have no liability for loss or and shall include, without limitation, the rights of the insured to indemnities, damage until there has been a final determination by a court of competent guaranties, other policies of insurance or bonds, notwithstanding any terms or jurisdiction, and disposition of all appeals therefrom, adverse to the title as conditions contained in those instruments which provide for subrogation rights insured by reason of this policy c) The Company shall not be liable for lass or damage to any insured for liability voluntarily assumed by the insured in settling any claim or suit without 14. ARBITRATION. the prior written consent of the Company Unless prohibited by applicable few,either the Company or the insured may demand arbitration pursuant to the Title Insurance Arbitration Rules of the 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF American Arbitration Association Arbitrable matters may include, but are not LIABILITY. limited lo,anycontroversy or claim between the Company and the insured arising All payments under this policy,except payments made for costs,attorneys' out of or relating to this policy,any service of the Company in connection with its fees and expenses,shall reduce the amount of the insurance pro lanto issuance or the breach of a policy provision or other obligation At arbitrable matters when the Amount of Insurance is$1,000,000 or less shall be arbitrated at 11. LIABILITY NONCUMULATIVE. the option of either the Company or the insured All arbitrable matters when the Amount at Insurance is in excess of$1,000,000 shall be arbitrated only when It is expressly understood that the Amount of Insurance under this policy agreed to by both the Company and the insured Arbitration pursuant to this shall be reduced by any amount the Company may pay under any policy insuring policy and under the Rules in effect on the date the demand for arbitration is made a mortgage to which exception is taken in Schedule B or to which the insured has or, at the option of the insured, the Rules in eltect at Dale of Policy shall be agreed,assumed,or taken subject,or which is hereafter executed by an insured binding upon the parties The award may include attorneys'fees only it the lawsandwhichisachargeorlienontheestateorinterestdescribedorreferredl0inofthestateinwhichthelandislocatedpermitacourttoawardattorneys'fees to Schedule A,and the amount so paid shall be deemed a payment under this policy a prevailing party Judgment upon the award rendered by the Arbitralor(s)may be to the insured owner entered in any court having jurisdiction thereof The law of the sites of the land shall apply to an arbitration under the Title 12, PAYMENT OF LOSS, Insurance Arbitration Rules a) No payment shall be made without producing this policy for A copy of the Rules may be obtained from the Company upon request endorsement of the payment unless the policy has been lost or destroyed, inwhichcaseproofoflossordestructionshallbefurnishedtothesatisfactionofthe 15. LIABILITY LIMITED TO THIS POLICY;POLICY ENTIRE CONTRACT. Company a) This policy together with all endorsements, if any,attached hereto by b) When liability and the extent of lass or damage hasbeen definitely fixed the Company is the entire policy and contract between the insured and thenaccordancewiththeseConditionsandStipulations,the loss or damage shall Company In interpreting any provision of this policy, this policy shall he be payable within 30 days thereafter construed as a whole b) Any claim of loss or damage,whether or not based on negligence,and 13. SUBROGATION UPON PAYMENT OR SETTLEMENT. which arises out of the status of the title to the estate or interest covered hereby or by any action asserting such claim,shall be restricted to this policya) The Company's Right of Subrogation. c) No amendment of or endorsement to this policy can be made except by Whenever the Company shall have settled and paid a claim under this policy, a writing endorsed hereon or allached hereto signed by either the President, a all rights of subrogalion shall vest in the Company unaffected by any act of the Vice President, the Secretary, an Assistant Secretary, or validating officer or insured claimant The Company shall be subrogated to and be entitled to all rights authorized signatory of the Companyandremedieswhichtheinsuredclaimantwouldhavehadagainstanypersonor properly in respect to the claim had this policy not been issued II requested by 16. SEVERABILITY. the Company,the insured claimant shall transfer to the Company all rights and In the event any provision of the policy is held invalid or unenforceable remedies against any person or property necessary in order to perfect this right of under applicable law,the policy shall be deemed not to include that provision andsubrogalion.The insured claimant shall permit the Company to sue,compromise all other provisions shall remain in full force and effectorsettleinthenameoftheinsuredclaimantandtousethenameoftheinsured claimant in any transaction or litigation involving these rights or remedies 17. NOTICES, WHERE SENT.If a payment on account of a claim does not lully cover the loss of the insured claimant,the Company shall be subrogated to these rights and remedies All notices required to be given the Company and any statement in writing required in the proportion which the Company's payment bears to the whole amount of the to be lurnished the Company shall include the number of this policy and shall be loss. addressed to the Company at 1 First American Way.Santa Ana.California 92707.or to the If loss should result from any act of the insured claimant,as slated above, office which issued this policy that act shall not void this policy,but the Company,in that event,shall be required POLICY 01' TITLEINSURANCE Policy Page 4 RELATED WESTPAC APPENDIX C CONSENTS OF OWNERS May 2007 Applicationfor a Waiver to PUD:Base Village 13 rRELATED W E S T P A C Chris Conrad Town of Snowmass Village P.O. Box 5010 Snowmass, CO 81615 May 14, 2007 Re:Letter of Consent for Waiver Request under Condition 7 of Ordinance 21, Series of 2004 Dear Chris, Related WestPac,LLC consents to the submittal of the Waiver Request under Condition 7 of Ordinance 21, Series of 2004. Best Regards, Patrick Smith Related WestPac 132 West Main Street, Suite A, Aspen, CO 81611 970) 544-0620 (t) (970) 920-3384 (fl r0 RELATED WESTPAC APPENDIX D KOR GROUP HOTEL,VICEROY DETAILS May 2007 Applicationfor a Waiver to PUD:Base Village 14 f) NINNdDS30lb1iI.L IV :4rlffVrIlVAV AJODISAR IHJLJuvSlovYQI 9NIAkOrlrl0J :IHI IF 1910, t Y.f fin jYsw r^ y 0 Q.. JL 1 1 nid i Xa Yi- Yn at - It r"N m ' w r WOO i a m x Ell it R rr" ar f a2a° v. . f3 CNn o l, 0: o to I g) s 4 60n'' 3L p 1 Y k f r MMMU. y r' f5 r5 f f y' 4; TV nom+ N oV UIICJUq VUI. VC^ JL'U 0 71 zipX 1 d } Y F 0ho0 (( 000 MM no" lPil N Alm Aff z` Viceroy is a distinctive, nationally recognized, Four- Diamond- caliber brand with an international guest base and loyalists in the travel industry, investment community and lifestyle media. Viceroy provides hotels, resorts and resort residences in distinctive cities and sought- after destinations that inspire guests and residents to indulge in memorable guest experiences. Its developer creates authentic destinations, each with CD STMT 7, 17C, n, a unique sense of place that honors the local community and its heritage. Viceroy' s operating arm, the Kor Hotel Group, is recognized as one of the most innovative operators on the current hotel landscape. " Urban retreats and uncommon resorts" describes Kor' s diverse portfolio of 20 properties, including projects under development. Kor Hotel Group possesses robust leisure and group hotel sales and marketing experience and systems that build and sustain long- term success. 4 xi Fqt u II t f3yvM3' FAS Yf Igor r r a tm R+Fa Y II a y'yayn M1 xf 4 4y2'xr O IN SOn Al a 1. € fix _y&. 4, tsai Min+ Y t n. r e mow. Ve Tilt YS r 11 dll 0 1 „ ILUIZTF ul r ya saau ano pua8 „ aapnnod uo Naonn o d v Y. t• 41, i 1 ,l n r 4 - t a 01, i; M L I o w,, i Y 4 s r TN"" b r ON", 2k y'9k ° nwo C' 00 @ u§ tcomn a w F y n , y'b% Fb Tr'J er U 0 0 - to cw 0 d G- 1W 9- uLuwrr@ ema 1((-y A 0 - ( l(. W.4.V U fl I n ic oY C:, S1C@ / C @GO J o d oQC 1G o M ." 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AQ A Flourishing Presence in Destination Development 1 vwxcowEA I Y 7 vJ a JL BAL09 ANH. E, BWVE9LXOLLV` NINsPNGII I PAW S L A. jsouS lfeEI. CX Fl 1 wnOY LLAQ II A Jrs PIAVEAOELCAAMEN , ft41%, 1E ZlHUwiwNE O VICEROY THE TIDES URBAN RETREATS UNCOMMON RESORTS MNOVYILLA A.." LLA A. N HOTEL BEVERLY HILLS HOTEL VILLA DEL SOL ZIXYATANEJO RAN, ZIr Wi ELCAPMEA XMV AOBEVEAI. v HILLS BPRIN09 RMERA MAYw OATFWAV LDB AHOE4Eb EVAf MEPA MAVw Tx BEACH HA SANTA MONICA MONICA AxFIO wNCDUV ER L1H bEwCN CHAMBERLAIN ALIT XOLLV WOOD lHWTI. xF_O P,.3 o ,,.. c S v w. j k• wxJ F,a"; 4{ gs C f[ yr'' 71 Pi t QlljZ OQklAiJTto (&) dlcc- J : A/ ° C9 oL. 0u, S X Xfx° 7l7i X} AKO KS' 0 mow° o . v-l ( IoOWRIWQ r 3e 1n r t G4uUQ1O fJxxw n'o) tiuo0 0 - o of ss s b t PIr r @ t t5'"' r. Uj F s a 4 A _ 0O y wu* 0 0 0O wo yam` ( y Yn y,y/ (( j xi fi. s[ F u r r xo a roc WC l fkoJQ of M W o L C(l C(1) a1 C C( 1L I ( [ 1 1)`' c. ln 1 LC L O e to oh- wo cy:" J a m" ow1-;l wnCoX 1g, A ` y. F Sn F ' I VI DER OY 1V R •_ A t r. it e' y r • i psfi Fi wow 7HE TIDES PLAYA DEL CARMEN TERN COLUMBIA i h 4 W i 0 U00 DO 0 In j,^ yyyr ft< an y;' ^ 6, I AtUUJL. I/:l U UIJ V WILl(:. A`J' O 129- UU VU U lIS.: J r Ti J y e { vj co) Coh* wj weak too MWITAY up nwh6` liil 7'; 4 Tunim ox S' o,nj( O s o 1YWOO N-) It koxc ) vYr fxoXo 044 Lnn, " td7 C-GtCOXo N% a koX Xd P. YnC C'." o o -' ( 00l" dcoYr . lfl WO II x ( SAO As re a ilo QY,e t11te IlF, oxo7U rCo ) 04 oWwA L, uOO 0 C 1 oo. a, or O . fCl q C e > 10 NaXwai ng poss low cro; titnnirtYPok O 11* 05 C, u 5 J - l- C. tIP; A. V t1Y'J uiti7c-' Y4k5' oo Y1Co CniA` C rf CdC I('l KtoGt7 C AaYJCr' 1Q„.. Wd. t" t l c xoxr? cob xo* x W Ups AW 000 TV 9tP( O yl A1PC oka30'. , f t avail , C t op ^ n MS o Natoli ` ir s v t E1 A 7 VU OX Al„ UPY4 4bkpojit% o>, Dfggj 0 o off. vk07' ' l^ y s e R2 rn fij Cf * N co ro ti Cam @cz) 631 tmliks 7o rx xr doe u( G tip, asG0nns, ( ILOod" ( oYtrdJ ' ooe-" M A.111 11WIS my& r Mus ( LOD1 L '. o W(*", 0 00 0 o D-% o' no s6 1 P GCS kv o _ guC nb3 C0 rlilu[ c cn { off iaF JAKE{ vtigL i s aM1 t yyyy^1 } L 4i St L Q A1T lit Anywo- V' x 3 Its, WR Kor Hotel Grou Comprehensive InteP grated E) cPePtise Kor Hotel Group Organizational Chart President Kor Hotel Group Nick Clayton Senior Vice President Senior Vice President Senior Vice President Senior Vice President Director Corporate Operations Design and Construction Human Resources Sales and Marketing Spa evelopmen t Luis Fernandes Randy Printz Brenda Tscharner Tom Santora Liz Ratcliff VP Project Development Senior Vice President CPresident Asst General Counsel Hotel Development Chief Financial Officer Pat Priest Jason Herthel Michael R. Paneri 30 Kor Hotel Group Sales and Marketing: Organizational Chart Senior Vze President Sales and Mencegng Tom Somme e Director Din: for Assistant VP CoRwmte Director Director Pubec Relations E ammeroe Markel Siretegy Seks Marketing COmnmicatiore Daniel Guerrero Joy Marrs Lena Dbbovik Brad Barrett B Brand Management Azatleh Hawk' ua Sr Acct Exec De -' r Area Director Director Dbectcr Director Director Project Manager Commmicalions Rawkme PR Rmrenue Strategy Revenue Mgml Enkrtalnnent Sales East Coast Corporate East Coast Leisure Sales Marketing Manager Alisha Mal m eritl Database Mgmi Patty Davis Chekre CoIMS Alison Ank Suzanne Goltlberg Amy Dev4 Men Greene Mika Namoto Kevin Kim Central Revenue Manegar Reservations Bnooka BlakeN Office r 4-------------------------------------------- k I i I Dveckr Director Director D" vecmr Director Sales Oireclar DYacmr Director Diracror Direcor I I Marketing Sales Sales antl Marketing Sales TNes RMere Maya Sales Sales Sales MaMetlrg Sews I I Viceroy Santa Monica Vireroy Pelm Springs Vireroy Angola Titles$ OUlh Beech Titles Zihuakne o CltarnlRrlain Demna Avalon/ Meison 140 Galamay Lodm I I I I i I A Sales 1 Sales 3 Sales 1 Sales 2 Sales 2 Saks 4 Sales 2 Sales B Salsa 2 Sales I I Managers Manager Managers Manager Manager Managers Managers Managers Managers Managers 1 Property$ ales Leaders 31 Kor Hotel Group Sales and Marketing: Distribution E- COMMERCE CENTRAL RESERVATIONS E- commerce accounts for 15. 2% of Kor room revenue 24/ 7 coverage through property- direct and vs. 11. 2% industry average toll- free numbers Kor' s property website ( IDS) $ 4 per transaction vs. Accounts for 55% room revenue 8% of room revenue Cost per reservation $ 27. 54, 20% less than market Kor' s Global Distribution System ( GDS) represents 30% Closure ratios at 28% vs, an industry standard of 27% of the room revenue with reservation cost $ 11 vs. 6% of Integrity of the rate and length- of- stay guidelines room revenue for industry average 10, 000- 16, 000 unique visitors to property sites Interface with PMS for real- time inventory SynXis' RedX CRS system per month 24, 000 unique visitors to korhotelgroup. com per month Dedicated team of certified reservation experts 90, 000+ opt- in user email database growing at Consistently trained, monitored and shopped 12% annually Shop scores averaging 86% Abandoned calls fewer than 3% Senior- level reservation supervision 32 s Kor Hotel Group Sales and Marketing: Distribution REVENUE MANAGEMENT GLOBAL SALES Integrated Demand Forecasting Systems ( DFS) Leverage existing relationships with major accounts Daily monitoring of trends, pick- up and patterns worldwide Weekly Sales Strategy meetings Focused efforts to drive corporate and leisure segments Consistent pricing and yield management strategies from key feeder markets Monthly sales and revenue management analysis Dedicated focus on Entertainment, Fashion, . Commercial Production, Financial, Retail and Kor properties consistently outpace competitive set Pharmaceuticals industries RevPAR growth Integrated Delphi sales and catering system for global Chamberlain 11. 9% vs. market 7. 8% and property sales Delfina 43. 8% vs. market 17. 6% 35% of room revenue from negotiated accounts Viceroy PS 13. 8% vs. market 11. 7% Viceroy SM 11. 4% vs. market 7. 8% 33 Kor Hotel Group Sales and Marketing: Marketing Communications Tom Santora Senior Vice President Sales and Marketing Azadeh Hawkins Director Marketing Communications&Brand Management Merl Greene Mika Nemoto Project Manager Communications Marketing Manager MARKETING COMMUNICATIONS BRAND MANAGEMENT GUEST RELATIONS Hotel liaison for media partners Establishes uniform standards, Benchmarks service performance Manages media plans and projects in- room amenities, music standards Coordinates customer feedback Implements brand standards for all Oversees property- specific, brand- specific Develops additional service/ quality collateral and company- branded marketing materials measurements Oversees promotional items Company or hotel- sponsored events: works with corporate and hotel teams to create brand opportunities for sponsored events Develops identity programs 34 Kor Hotel Group Sales and Marketing: Tom Santo. Senior Vice President Public Relations Sales and Marketing Daniel Guerrero Director Public Relations KlmbaAl Portlow glgha Mahon L.OSANGELES MIAMI Communlcetions Manager Wagstaff Worldwlde Shapiro Coordinator Hawkins PR VANCOUVER PUBLIC RELATIONS leanedia Drive overall PR strategy for KHG — all hotels RESTAURANT AND PRIVATE DINING TEAM Daily communication with Hawkins International ( New York- based PR firm) Targeted focus on Viceroy and Tides Handled at corporate level, allowing onsite hotel leaders to focus on driving sales Leverage press relationships Retain leading PR firm in NY with LA implant Dedicated in- market PR for restaurants and private dining Imaginative and distinctive PR campaigns 35 Kor Hotel Group Occupancy, ADR, RevPAR YEAR- TO- DATE STAR INDEX REPORT THROUGH 12/ 30/ 06 OCCUPANCY% ADR$ RevPAR$ 120% 300 200 110% 250 180 100% 160 200 90% 140 150 60% 120 y; 100 100 60% 50 BO KHG COMP SET OCAINDEX KHG COMP SEr ADR INDEX% KHG COMP SET RevPAR INDEX% OCCUPANCY% ADR$ RevPAR$ YEAR KHG COMP SET OCC INDEX% KHG COMP SET ADR INDEX% KHG COMP SET RevPAR INDEX% 00; 70. 80 70. 10 101. 00 215. 20 206. 42 104. 25 152. 36 144. 70 105. 29 x 69. 50 71. 90 96. 66 242. 54 23118 104. 91 168. 56 166. 22 101. 41 73. 40 70. 00 104. 86 254. 40 253. 81 100. 23 186. 73 177. 67 105. 10 INDEX( Occupancy, AOR, RevPAR)- Property performance divided by competitive set performance multiplied by 10. 36 An index of 100% or higher means the hotel' s performance is the same or better than the competitive set. ph f T Nb a I r` ( J k a o ' floaotoa 7 Y fnY. ry G. 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OviC 3 x y J"3 f'a`t IDRI'',+ a&T Y l°` ' o on ) glut Ooj Im dol S o o Wal* wQ fjn E G a S; om,?;: MOKO Tr)' ral4 * ra o:IC: ftcdccr- Vz COO, b2JQ) 77' WM9- f MtW% 0' CJ( oA ( aL C? C'Xti o zr. t'a S 3i1i Nrnf pro o ca t!^ co' N F l Y a S• ' 4• pip ' s' • kRCf4r{.w 3T , e yf fe Y p' C ac7s r o •° o KZ if • ° c ° 3 a5 s aQc a` c u lo u WV" 19d'J Vt' LYA'AS. yiCSItJ IJ' W: 1A CJ r. l a X oi 4, , a I .: loAXoi L° WO N. - f 0° e LCJ ! f INN, ° I V ° UIL" fA' AI JC_ fNJ •• CJULYAI_ II " '' N'. a IP o L 4 fa i OooS S) 3° i7a aw3 mw nv4¢ rC a,'. r11 Co 03 , r YhN o YFpK ° LS`° e J 00 i 00 00 00 IL yL a x QDOIIQ QQ\ IU1r\\ QUO OQQQO,. % UI/ OU r Viceroy Santa Monica vs. The Brands COMP SET: OSHERATON MARINA DEL REY Occupancy, ADR, RevPAR SHERATON DELPINA LOEWS SANTA MONICA BEACH HOTEL RITZ- CARLTON MARINA DEL REY LE MERIGOT A JW MARRIOTT HOTEL& SPA RUNNING 12 MONTH STAR INDEX REPORT THROUGH FEBRUARY 2007 OCCUPANCY% ADR RevPAR 120% 300 250 110% 250 225 i 100% I 71 200 200 90% 175 150 BO% I 150 70% 100 125 60% 50 100 VSM COMP SET OCC INDEX% VSM COMP SET ADR INDEX 4'a VSM COMP SET RevPAR INDEX% OCCUPANCY No ADR$ RevPAR VSM COMP SET OCC INDEX% VSM COMP SET ADR INDEX% VSM COMP SET RevPAR INDEX% U ' A QYJ i eCUCJ 84. 60 76. 60 110. 40 290. 53 243. 21 119. 50 245. 76 186. 35 131. 90 INDEX( Occupancy, ADR, RevPAR)- Property performance divided by competitive set performance multiplied by 10. 40 An index of 100% or higher means the hotel' s performance is the same or better than the competitive set. Viceroy Palm Springs vs. The Brands COMP SET: Occupancy, ADR RevPAR HILTON PALM SPRINGS RESORT RENAISSANCE ESMERALDA RESORT& SPA WESTIN MISSION HILLS RESORT LE MERIDIEN PALM SPRINGS RUNNING 12 MONTH STAR INDEX REPORT THROUGH FEBRUARY 2007 OCCUPANCY% ADR$ RevPAR$ 120 4b 300 200 110% 250 180 100% 160 200 90% 140 150 80% 120 1 70 4'0 100 100 60% 50 80 VPS COMP SET OCC INDEX% VPS COMP SET ADR INDEX% VPS COMP SET RevPAR INDEX% OCCUPANCY% ADR$ RevPAR$ VPS COMP SET OCC INDEX% VPS COMP SET I ADR INDEX% VPS COMP SET RevPAR INDEX4' o 64. 60 67. 30 95. 90 227, 77 1W37 12630 147. 06 121A5 121. 10 INDEX( Occupancy, ADR, RevPAR)- Property performance divided by competitive set performance multiplied by 10. I An index of 100% or higher means the hotel' s performance is the same or better than the competitive set. t Vicei°® y Snow ass.- Dirivi- z GTmc- 7 es Viceroy Snowmass Team Structure s, I Lana Dubovik Area Vice President Chetera Collins Entertainment I Azadah Hawkins Director Marketing Communications j Director Suzanne Goldberg Corporate/ Advertising 1 Sales& Marketing I Pa Davis Director Revenue Management 1 I try g i Amy Deve Leisure- Virtuoso, FHR, Signature I I I I i I Joy Marrs Director eCommerce I 1 Allison Ante Flnanclel/ Incentive/ Pharmaceutical I Daniel Guerrero Director Public Relations I National Sales Corporate Support Director of Sales Revenue Manager 1 r 1 I I I 1 I I I I I I I I I Sales Manager Sales Manager Catering/ Event I Local and State I Catering Manager Corporate end Incentive Manager I Association I 1 I I I I I I I I I I I I I I Sales Manager I Event Manager I Leisure Sales I I 1 I I I I I I I I I Group Catering/ Events I Shared Services for Smell Meetings- Reactive Sales Local PR Firm i Group Event Sales Team( GEST) Public Relations 43 w Yaxe 51 AM' m i i p f4 L111C( z 113 ICU U un (° \ l ' D Don` llt c1UC( II N A4 ,° bv Tbt t F Q`5 a` iy Yiati, sykn 5' x.^ r AFL" rR awr ' Y 1 l vn LL r.« xs 9i41 e 9 •, e { i ,'; Y c'U ti _. 1 rCc', `,_ pY; 0 10A r on u 00u ) PJINC1tl1( Itl8 ' ti. 0 u=. 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COLOR"' PMCEI S' PLAN Dill I rS '..- ` 6i L; 0 . 1 I RELATED WESTPAC APPENDIX F APPLICATION FORM AND EVIDENCE OF PAYMENT FEES May 2007 Applicationfor a Waiver to PUD:Base Village 16 TOWN OF SNOWMASS VILLAGE PUD AMENDMENT APPLICATION PLANNED UNIT DEVELOPMENT (PUD) AMENDMENT MEANS A CHANGE(S) IN USE OF A FINAL PUD OR SPA PLAN, OR SUBSTANTIAL CHANGES IN FLOOR AREA, HEIGHT,PARKING REQUIREMENTS, SETBACK REQUIREMENTS, OR OTHER MAJOR ADJUSTMENTS THAT CHANGE THE NATURE OF THE FINAL PUD OR SPA PLAN. GENERAL DATA REQUIREMENTS Date: May 16.2007 Name of Owner:Related WestPac,L.L.C. Address: 132 West Main Street,Ste.A Aspen,CO 81611 Phone:970-544-0620 Name of Applicant(if different than owner): Related WestPac,LLC Address:Phone:Same Address/Location ofProperty: Lot 8 and 9 of Snowmass Base Village PUD EXISTING CONDITION INFORMTION Original PUD Approval Date:October 11,2004 Present Zoning:PUD Lot Area(sq.ft)Lot 8=47.742 sf Lot 9= 146,100 sf Building Setbacks(sq.ft.)0 ft&20 ft Allowable Floor Area Ratio per Zoning or PUD Plan:Lot 8=80.020 sf,Lot 9=207,215 sf Square Footage ofAll Areas Calculated as Floor Area by LUC: Lot 8=81,612 sf,Lot 9=201.683 sf Square Footage ofExempted Areas: Existing Building Height: of Parking Spaces and/or Parking Space/Bedroom Ratio: Percent Open Space: PROPOSAL DATA Zoning(ifrequesting changes): No Change Proposed Building Setbacks: No Change Proposed Floor Area Ratio: No Change Proposed Total Square Footage ofImprovements: No Change Proposed Square Footage ofExempted Areas: No Change Proposed Building Height: No Change Proposed#of Parking Spaces and/or Parking Space/Bedroom Ratio: No Change Proposed Percent Open Space: No Change GENERAL DESCRIPTION OF PROPOSED AMENDMENT(S): The Applicant is requesting a limited waiver ofsubparagraph (a)of Condition 7, Ordinance 21 to be processed as a minor PUD amendment. SUBMISSION DATA REQUIREMENTS 1. Completed application, including statements of consistency with the applicable review standards. Attached 2. Base Application Fee (See Fee Schedule). The base fee is the minimum fee for the type of review. The actual fee will be computed by the Planning Department based upon a staff hourly rate determined by the Town Planner to be an estimate of the fully allocated hourly cost of review ofthe application by the Town staff,plus the actual costs incurred by the Town in employing consultants, including attorneys engineers performing services for the Town directly related to the application. The applicant shall reimburse the Town for such amounts in excess of the base fee as determined by the Town Planner. Snowmass Village Municipal Code, Section 16-1. Application fee is included 3. Certificate oftitle and letter of consent from the owners in fee simple of the property to be revealed. Certificate of title is located in Appendix B. The letters of consent are located in appendix C. 4. Affidavit ofmailing and posting, copy of information mailed and the names and addresses of the owners to whom said information was mailed. Once we have confirmation that the Application is complete and that a hearing date is set,we will provide the required notice to all property owners within 300 feet of the affected property. 5. Improvement Survey prepared by a license surveyor within the last two years. We have included the Final Plat of Base Village at Section 4 of the Application. We request that the Town Council and the Planning director, authorize the waiver of this requirement of survey pursuant to Section 16A- 5-50(a)(1)of the Snowmass Village Land Use and Development Code. 6. Site plan, including existing features, contours at 2' intervals, existing improvements, setbacks,building envelopes,property lines, general location of vegetation. The site plan approved by the Town in connection with the PUD will not change as a result of this Amendment. We request that the Town Council and the Planning Director authorize the waiver of this requirement of a copy of the site plan pursuant to Section 16A-5-50(a)(1) of the Snowmass Village Land Use and Development Code. 7. Development plan including proposed improvements, access, parking, landscaping, property lines,walkways, etc. The development plan approved by the Town is connection with the Project will not change as a result of this Amendment. We request that the Town council and the Planning Director authorize the waiver of this requirement of a copy of the development plan pursuant to Section 16A-5-50(a)(1) of the Snowmass Village Land Use and Development Code. 8. Building and floor plans, sections, elevations and roof plans. The building and floor plans, sections,elevation and roof plans approved by the Town is connection with the Project will not change as a result of this Amendment. We request that the Town council and the Planning Director authorize the waiver of this requirement of a copy of the development plan pursuant to Section 16A-5-50(a)(1) of the Snowmass Village Land Use and Development Code. 9. Verification that the proposed improvements are not in primary constraint areas. This application will not modify the PUD in terms of affecting primary constraint areas. 10. Ifrezoning is being requested, a petition in favor of the rezoning signed by either real property owners representing 80% of the land area included in the application, or certified board of directors ofhomeowners association representing the interests of the property(s)in question. Rezoning is not being requested. ADDITIONAL INFORMATION MAY BE REQUESTED BY THE PLANNING DEPARTMENT TO MAKE A FAIR AND WELL INFORMED DECISION. NO APPLICATION WILL BE PROCESSED UNTIL ALL REQUIRED INFORMATION IS PROVIDED. RULESOFPROCEDURE Prior to formal submission of a request,the applicant shall meet with the Planning Department Staff in order to review the nature of the submission and the procedures that will be required in order to process the application. PUBLIC HEARING NOTICE 1. Upon receipt of the completed application and application fee,the Planning Office shall set a public hearing date to be held before the Town Council. 2. The Planning Department shall publish notice of the public hearing in the Snowmass Sun at least thirty (30) days prior to the hearing. 3. The applicant shall mail notice of the hearing at least thirty (30) days in advance of the public hearing to all property owners within three hundred(300) feet of the affected property. The notice shall contain the following information: a. A description of the proposed action with reference to the appropriate section of the Code pursuant to which the application will be processed. b. A description of the property affected. c. Any drawings or plans that detail the proposed action. d. A vicinity map showing the location of the property in Town. e. A Notice of Public Hearing from the Planning Department. f. If the proposed action is a rezoning, the notice shall indicate what the present zoning is and what the new zoning will be and shall set forth the area and bulk requirements for the proposed zone as set forth in the area in Section 16 of the Code. Such notice shall also indicate the increase or decrease in gross residential density proposed and the increase or decrease in commercial space proposed. g. If the proposed action is for approval of a subdivision,the notice shall contain a description of the types of uses proposed and shall specify the gross residential density proposed. 4. The applicant shall submit to the Planning Department an affidavit of mailing and posting, copy of information mailed and the names and addresses of the owners to whom said information was mailed. DETERMINING PROPERTY OWNERS FOR THE PURPOSES OF PUBLIC HEARING NOTICE. The party responsible for such mailing shall utilize as the source of names and addresses of such owners the most current list of property owners on file with the Pitkin County Tax Assessor or an official list of owners maintained by condominium and homeowners association which is current within 30 days prior to mailing, or such other sources as approved in advance by the Town Planning Department. If any party responsible to give such notice follows the indicated procedures in good faith,the failure of any particular property owner or owners to receive actual notice shall not affect the validity of proceedings which require such notice. POSTING OF PROPERTY Posting of a public hearing notice shall be made by the applicant. A sign noticing the public hearing date,time, location,purpose, and address and telephone number ofthe Planning Department, shall be located in a conspicuous place on the property. The sign shall be made of suitable waterproof material, shall not be less that twenty-two (22) inches wide by twenty—six (26)inches high, and shall be composed of letters not less than one(1) inch in height. REVIEW AND ACTION 1.Upon receipt and review of the complete application by the Planning Department Staff, the Planning Department shall then submit the complete application to the Planning Commission for review. The Planning Commission shall review the proposed amendment and make a recommendation for approval, approval with conditions, or denial prior to the public hearing. 2. Following receipt of the Planning Commission's recommendations,Town Council shall either adopt an ordinance on first reading approving or approving with conditions of the PUD or SPA amendment, or adopt a resolution denying the amendment request citing specific reasons therefore. 3. Prior to second reading and final adoption of an ordinance,the Town Council shall hold a public hearing. The PUD or SPA amendment ordinance shall be introduced fro final adoption on second reading no later than sixty(60)days after the receipt of the Planning Commissions recommendations. Failure of the Town Council to act shall constitute approval. 4. A proposed change that is not consistent with the Final PUD Land Use Plan and the Town Council findings require shall be subject to both conceptual and final plan review and approval. REVIEW STANDARDS IN RECOMMENDING APPROVAL BY THE PLANNING COMMISSION AND IN GRANTING APPROVAL BY THE TOWN COUNCIL,EACH MUST FIND: 1. Circumstance relevant to the request have changed, or were unknown, since final planned unit development plan approval; 2. The amendment will not increase any of the maximum limits or decrease any of the minimum limits established in Section 16-175 of the Code; 3. The proposal is consistent with the efficient development and preservation of the entire PUD and does not affect in a substantially adverse manner either the enjoyment of the land abutting upon or across the street from the property in question or the public interest; and 4. The amendment, if granted,will not alter the essential character of the locality. TOWN OF SNOWMASS VILLAGE PLANNING DEPARTMENT Snowmass Village Development Application Fee Agreement The Town of Snowmass Village has established a fee structure for the processing of land use applications as described in the Base Rate Fee Schedule attached hereto. A flat rate fee is collected for land use applications based on the type of application submitted. Referral fees for other Town departments, agencies and Town consultants reviewing the application will also be collected. Applications will not be accepted for processing without the payment ofrequired base rate fee. The fees vary dependent upon the land use application type and the complexity ofthe case. The determination whether an application is major or minor for purposes ofestablishing the Base Rate Fee shall be at the sole discretion ofthe Planning Director based upon the estimated number of hours required to process the application. The Base Rate Fee for applications which fall into more than one category shall be cumulative unless found that it may be excessive in relation to the estimated number ofhours required to process the consolidated application. The consolidated Base Rate Fee may then be adjusted at the sole discretion ofthe Planning Director. The accrual of staff time commences at the time of the pre-application conference and this time is then deducted following receipt of the flat fee amount provided at the time application is made. The base rate fee is not refundable. More extensive staff review may be required, beyond the hourly rate and time allotted by the base rate fee,as the review time is likely to vary substantially from one application to another. Actual staffand consultant review time of the application will be charged when the hourly rate and review time exceeds the base rate fee amount. A summary report of the charge for processing and review time actually incurred will be provided to the applicant upon request- After the base fee has been exceeded, the applicant will be billed monthly in arrears for actual review time incurred. Current billings must be paid within 30 days or processing of the application will be suspended. An applicant may accrue and be billed additional administrative or review time following the final land use approval up to issuance ofa Certificate of Completion or a Certificate of Occupancy or until the terms and conditions of the approval have been satisfied, whichever occurs later. If an applicant has previously failed to pay application fees as required, no new or additional applications will be accepted for processing until the outstanding fees are paid. No new land use applications will be llceepted, buiidiog pertnit(s) issued or decoruents recorded with The Pitkin County Clerk and Recorder until nil costs associated with the processing of the Inad ese application to date have been paid. As the Applicant or Authorized Representative,I am responsible for paying all fees associated with this development review application and shall be the person designated to receive all billings under this Agreement. READ,ACCEPTED AND AGREED TO: Application(s):A?p xoAian is PrintName:Tg Yi wcJ 'Nex 9-)0,S9'\a cwe PUD Date:55T I zoosApplicantorAuthorizedRepresentative BASE RATE FEE:SZ rj© 0 RECEIPT NO. Applicant billing address: 127_ k 1Xi bo n The ApOwamt is resve stble for mmaryimg the Town Planning Department by U.S.Mal for spe— toll any du mge in bilfmg person or bitting address: nowmass Vtmage Planning Department P.o.Box solo,Snowiness Vfage,co 816is hapJ/mail.xesoammacomtcxLtm lZmtanboxTw.MumCcmlar followup fiam TC mug4xFSFF_17.E7+ A-audbpmt :tBFF3FEEAGREEWW FEE SCil6DUfE 01-04-05.doc/C5&EA2$C-IW da9'rAAF2-036E93DDAFB3/FEE AGRIaWaIT FM SCI®ULE 014445Aoc?dt=ral SNOWMASS VILLAGE PLANNING DEPARTMENT BASE RATE FEE SCHEDULE EFFECTIVE:JANUARY 4,2003 TYPE OF REVIEW BASE RATE FEE AEU Registration— Initial.....................................:..........:................... $ 300.00 0 AEU Registration—Annual................................................................. $ 100.00 ACU Registration—Initial................................................................... $ 200.00 Administrative Modification 400.00 Annexations.................................................................................... $5,000.00 Appeal of Decision............................................................................ $ 300.00 Comprehensive Sign Plan.................................................................. $ 500.00 Excise Tax Application....................................................................... $ 500.00 Floor Area Calculation (Per Hour)......................................................... $ 160.00 Rezoning......................................................................................... $ 1,000.00 SPA or PUD Pre-Sketch Plan.............................................................. $ 750.00 SPA or PUD Sketch Plan.................................................................... $3,500.00 SPA or PUD Preliminary Plan- Minor.................................................... $4,500.00 SPA or PUD Preliminary Plan- Major.................................................... $6,000.00 SPA or PUD Final Plan—Minor............................................................ $2,000.00 SPA or PUD Final Plan—Major............................................................ $3,000.00 SPA or PUD Minor Amendment............................................................ $ 3,000.00 SPA or PUD Major Amendment.........:.................................................. $2,500.00 Special Review-Administrative.....................:....:................................. $ 500.00 Special Review-Other....................................................................... $ 1,500.00 Subdivision Exemption........................................................................ $ 1,250.00 Subdivision Preliminary Plan................................................................ $ 1,500.00 Subdivision Final Plat......................................................................... $ 1,000.00 Subdivision Plat Amendment................................:.............................. $ 750.00 Temporary Use Permit-Administrative ................................................. $ 300.00 Temporary Use Permit-Annual ........................................................... $ 500.00 Temporary Use Permit-Annual Renewal....................................... $ 200.00 Sign Permit .............................................................................. $ 100.00 Variance................................................................................. $ 600.00 0 Vacation of Recorded Plat.......................................................... $ 1,000.00 Zoning Plan Review—Minor................................................................ $ 700.00 Zoning Plan Review—Major................................................................ $ 1,500.00 O Development, design, or other review not covered above.....................At Hourly Rates Hourhr Rates When Review Costs Exceed Base Fee: TownStaff........................................................................................... $ 180.00 TownAttorney...................................................................................... $ 275.00 TownEngineer..................................................................................... $ 110.00 Planning Dept Secretary........................................................................ $ 65.00 Notes: 1. Base Rate Fees do not include recording costs,which are at the applicants expense. 2. Mailing, shuttle transportation for site visits, long distance phone charges,Courier and copying expenses will be billed at Town cost Planning Commission or Town Council meeting audio or videotapes copied at$25.00 per tape copied. 3. Outside consultants or contract services retained as needed by the Town to process, review or administer the application will be reimbursed by the applicant hnpJ/maLx<stpacuSacuMucbm gH Vinbos/Px.S'mw=C tafoflow up from TC mIg4 : BFF 17.EMU1 multipart cF8FF 3_FE6 AGREEMENT FEE SCHEDULE 0140A-05.doc/C5$EA28C•18C04a97AAF2-036E93DDAM3/FEE AGREEMENT FEE SCHEDULE 014"5.doc?attach-1 4. . The determination whether an application is major or minor for purposes of establishing the Base Rate Fee shall be at the sole discretion ofthe Planning Director based upon the estimated number of hours required to process the application. h4J/mail.westpacusa.comimct nge/grmtMbox/Fw S'mazs Center follow up from TC mtg 4 xF8FF_I 7.F,WI—vnWtipart xF8FF 3_FEE AGREEMENT FEE SCHEDULE 01.0"5.doGC58EA28C-18C0.4a97AAF2-036E93DDAFB3/FEE AGREEMENT FEE SCHEDULE 01.04-05.dm?attade=1