HomeMy WebLinkAbout2025-55 A Resolution Approving a Second Amendment to Second Amended and Restated Development AgreementRESOLUTION NO. 55
Series of 2025
A RESOLUTION APPROVING A SECOND AMENDMENT TO SECOND
AMENDED AND RESTATED DEVELOPMENT AGREEMENT
WHEREAS, on July 26, 2024, the parties entered into the Second Amended and
Restated Development Agreement, and on December 5, 2024, the parties entered into the
First Amendment to Second Amended and Restated Development Agreement (the
; and
WHEREAS, the parties wish to further amend the Development Agreement in the
form attached hereto as Exhibit A and incorporated herein by this Second
Amednment .
NOW THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE
TOWN OF VAIL, COLORADO THAT:
Section 1. The Town Council hereby approves the Second Amendment in
substantially the same form as attached hereto as Exhibit A, and in a form approved by
the Town Attorney, and authorizes the Town Manager to execute the Second
Amendment on behalf of the Town.
Section 2. This Resolution shall take effect immediately upon its passage.
INTRODUCED, PASSED AND ADOPTED at a regular meeting of the Town
Council of the Town of Vail held this 18th day of November 2025.
_________________________
Travis Coggin, Mayor
ATTEST:
Stephanie Kauffman, Town Clerk
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SECOND AMENDMENT TO SECOND AMENDED AND RESTATED DEVELOPMENT
AGREEMENT
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED
DEVELOPMENT AGREEMENT (the "Second Amendment") is entered into as of
__________, 2025 (the "Effective Date"), by and between the Town of Vail, a Colorado
home rule municipality (the "Town"), and Triumph Timber Ridge, LLC, a Delaware limited
liability company ("Developer") (each a "Party" and collectively the "Parties").
WHEREAS, on July 26, 2024, the Parties entered into the Second Amended and
Restated Development Agreement, which was recorded in the office of the Clerk and
Recorder for Eagle County, Colorado, on July 30, 2024 at Reception No. 202408467, and
on December 5, 2024, the Parties entered into the First Amendment to Second Amended
and Restated Development Agreement, which was recorded in the office of the Clerk and
Recorder for Eagle County, Colorado, on December 20, 2024 at Reception No.
202415853 (collectively, the "Development Agreement");
WHEREAS, the Parties wish to further amend the Development Agreement.
NOW, THEREFORE, for and in consideration of the mutual promises and
covenants contained herein, and for other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Section 7.d.i of the Development Agreement is deleted in its entirety and replaced
with the following:
i. Developer shall sell to the Town, and the Town agrees to purchase
from Developer, any of the Units identified on Exhibit F attached hereto and
incorporated herein by this reference, at the prices set forth in Exhibit F, at the time
a certificate of occupancy is issued for each Building wi thing the Project (each a
"Town Unit" and collectively the "Town Units"). The Town agrees to purchase at
least $22,449,948 worth of Units; provided, however, that if the Town has not
contributed $3,000,000.00 to Habitat for Humanity Vail Valley, Inc. (“HFH”), for
HFH’s use to purchase units within the Project on or before ___________, or if the
Town contributes $3,000,000 to HFH but HFH does not close on the Units for which
the Town provided such contribution, then the Town agrees to purchase at least
$25,449,948 worth of Units.
2. Except as provided in this Second Amendment, the terms and provisions of the
Development Agreement are unmodified and in full force and effect, and the Parties ratify
and acknowledge the Development Agreement as amended hereby.
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IN WITNESS WHEREOF, the Parties have executed this Second Amendment as
of the Effective Date.
TOWN OF VAIL, COLORADO
________________________________
Russell Forest, Town Manager
ATTEST:
____________________________
Stephanie Kauffman, Town Clerk
TRIUMPH TIMBER RIDGE, LLC
By: Triumph Development West, LLC,
its Manager
By: _____________________________
Name: __________________________
Title: ___________________________
STATE OF ___________________ )
) ss.
COUNTY OF _________________ )
Subscribed and sworn to before me this ______ day of _________, 2025, by
____________ as ______________________ for Triumph Development West, LLC, as
Manager of Triumph Timber Ridge, LLC.
WITNESS MY HAND AND OFFICIAL SEAL.
My commission expires: _______________________________
Notary Public