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Home My WebLink AboutB12-0146 Release of DIA Vail Resorts Development Company 100213TOWN OF VAIL 1 75 South Frontage Road West Vail, Colorado 81657 vailgov.com October 4, 2013 Ms. Annie H. Matias Bank of America, N.A. 1000 W. Temple Street 7th Floor, CA9-705-07-05 Los Angeles, CA 90012-1514 Re: Letter of Credit Number 3126544 The Vail Corporation Dear Ms. Matias: Community Development Department 970.479.2138 970.479.2452 fax The above mentioned letter of credit has been released as work has been completed. The original document is enclosed. If you have any questions please call Warren Campbell, Chief of Planning for the Town of Vail at 970-479-2148. Sincerely, Shelley Bellm Administrative Assistant Enclosure SCANNED -(rtAd Legal Description:M . £ Subdivision: -,-,,_ 7",.---~...-. Address: _;>~,..--..,.......or.:-~c;..a~'--------- Developer: -ll..ia..Y.,,....:;;;,;....-:;;::..:..~,;,..:;.<-==------- Project Number: ----!.....,......._ ................... --"-'=--,__------ Permit Number: _.............._""'-"'-0.:....1....L-"'1<---------- lmprovement Completion Date: _O=-c=t=ob"""e"""r...;::.3=0.'-"2=0~1.;:;..3 __ _ Letter of Credit Expiration Date: ~N-'-o~v~e~m=b~e~r ~30~·~2=0-'-13"-- DEVELOPER IMPROVEMENT AGREEMENT THIS AGREEMENT, made and entered into this ~d~day of December, 2012, by and among The Chalets at the Lodge at Vail, LLC, a Colorado limited liability company, c/o Vail Resorts Development Company (the "Developer"), and the Town of Vail (the "Town") and Bank of America (the "Bank"). WHEREAS, the Developer and the Town wish to enter into a Development Improvement Agreement as a condition of approval of the Temporary Certificate of Occupancy for the Vista Bahn Vail Gondola 1 ski yard project (Project Address: 250 Vail Ln, Vail CO I Lot E, Vail Village Filing 5) (the "Project"); and WHEREAS, the Developer is obligated to provide security or collateral sufficient in the judgment of the Town to make reasonable provisions for completion of the Project's landscaping improvements consistent with the estimated landscaping bid attached hereto as Exhibit A from Rocky Mountain Custom Landscapes for "2013 Work to be Completed" (the "Improvements"); and WHEREAS, The Vail Corporation desires to act for the benefit of its affiliate solely to assist withtheletterofcredit; and Q. t( ~ f?el-use q. 3cJ. f3 W.C. WHEREAS, the Developer wishes to provide security to guarantee performance of this Agreement, including completion of all Improvements referred to in this Agreement, by means of the following: The Developer by and through The Vail Corporation agrees to establish an irrevocable letter of credit #3126544 in the amount of $74,286.10 with the Bank as the security for the completion of all Improvements referred to in this Agreement, in the event there is a default under this Agreement by the Developer. NOW THEREFORE, in consideration of the following mutual covenants and agreements, the Developer and the Town agree as follows: 1. Developer Commitment. The Developer agrees, at its sole cost and expense, to furnish all equipment and materials necessary to perform and complete all Improvements referred to in this Agreement. The Developer agrees to complete all improvements referred to in this Agreement on or before the 30th day of October, 2013. The Developer shall complete, in a good workmanlike manner, all Improvements referred to in this Agreement, in accordance with all approved plans and specifications filed in the office of the Community Development Department of the Town of Vail, and to do all work incidental thereto according to and in compliance with the following: After recording, please return to: Vail Resorts Development Company Attention: Janice Scofield P.O. Box 959 Avon, CO 81620 All said work shall be done under the inspection of, and to the satisfaction of, the Town Planner, the Town Engineer, the Town Building Official, or other official from the Town of Vail, as affected by special districts or service districts, as their respective interest may appear, and shall not be deemed complete until approved as completed by the Community Development Department and Public Works Department of the Town of Vail. 2. Letter of Credit. To secure and guarantee performance of the obligations as set forth herein, the Developer by and through The Vail Corporation agrees to provide security as follows: Irrevocable letter of credit #3126544 in the amount of $74,286.10 (125% of the total costs of the attached estimated bid) in the form attached hereto as Exhibit B with the Bank set to expire on the 30th day of November, 2013 (not to expire less than 30 days after the date set forth in Paragraph 1 of this Agreement) as the security for the-completion of all Improvements referred to in this Agreement, in the event there is an uncured default under this Agreement by the Developer. 3. Substitution. The Developer may at any time substitute the security originally set forth above for another form of security or collateral acceptable to the Town to guarantee the faithful completion of those Improvements referred to in this Agreement and the performance of the terms of this Agreement. Such acceptance by the Town of alternative security or collateral shall be at the Town's sole discretion. 4. Liability. The Town shall not, nor shall any officer or employee thereof, be liable or responsible for any accident, loss or damage happening or occurring to the work specified in this Agreement prior to the completion and acceptance of the same, nor shall the Town, nor any officer or employee thereof, be liable for any persons or property injured by reason of the nature of said work, but all of said liabilities shall and are hereby assumed by the Developer unless caused by the negligence or willful misconduct of the Town, its officers, agents or employees. 5. Indemnity. The Developer hereby agrees to indemnify and hold harmless the Town, and any of its officers, agents or employees against any losses, claims, damages, or liabilities to which the Town or any of its officers, agents or employees may become subject to, insofar as any such losses, claims, damages or liabilities (or actions in respect thereof) that arise out of or are based upon any performance by the Developer hereunder; and the Developer shall reimburse the Town for any and all legal or other expenses reasonably incurred by the Town in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnity provision shall be in addition to any other liability which the Developer may have. 6. Partial Release. It is mutually agreed that the Developer may apply for and the Town may authorize a partial release of the security provided to the Town for each category of Improvements at such time as such Improvements are constructed in compliance with all plans and specifications as referenced hereunder and accepted by the Town. Under no condition shall the dollar amount of the security provided to the Town be reduced below the dollar amount necessary to complete all uncompleted Improvements referred to in this Agreement. 7. Notice/Cure/Self Help. If the Town determines, at its sole discretion that any of the Improvements referred to in this Agreement are not constructed in compliance with the approved plans and specifications filed in the office of the Community Development Department of the Town of Vail or not accepted by the Town as complete on or before the date set forth in Paragraph 1 of 2 this Agreement, the Town may, but shall not be required to, draw upon the security referred to in this Agreement and complete the uncompleted Improvements referred to in this Agreement. If the costs of completing the uncompleted Improvements referred to in this Agreement exceed the dollar amount of the security provided to the Town, the excess, together with interest at twelve percent (12%) per annum, shall be a lien against the property and may be collected by civil suit or may be certified to the treasurer of Eagle County to be collected in the same manner as delinquent and valorem taxes levied against such property. If the Developer fails or refuses to complete the Improvements referred to in this Agreement, such failure or refusal shall be considered a violation of Title 12 (Zoning Regulations), of the Vail Town Code, and the Developer shall be subject to penalties pursuant to Section 12-3-10 (Violations: Penalties) and Chapter 1-4 (General Penalty), Vail Town Code. 8. Warranty. The Developer shall warranty the work and materials of all Improvements referred to in this Agreement located on Town property or within a Town right-of-way, pursuant to Chapter 8-3, of the Vail Town Code, for a period of two years after the Town's acceptance of said Improvements. 9. Amendment. The parties hereto mutually agree that this Agreement may be amended from time to time, provided that such amendments be in writing and executed by all parties hereto. Dated the day and year first above written. Developer The Chalets at the Lodge ·at Vail, LLC, a Colorado limited liability company By: Vail Resorts elopment Company, as Managing Member STATE OF & Ld~~I) 0 COUNTY OF E"'j L~ ) ) SS. ) The foregoing Developer Improvement Agreement was acknowledged before me this )?-#--da~ of December, 2012 by AL.e~ -::c~"llell)1:1e1Z.."',._,.., Se.v1,h'\ Vu~ /1'e$/beAIT v-(lo u for Vail Resorts Development Company, as Managing Member of The Chalets at the Lodge at Vail, LLC, a Colorado limited liability company. Witness my hand and official seal. Approved as to Fonn: Vail Resorts Legal Department Kristin McCandless 3 I Town Planner STATE OF COLORADO ) ) SS. COUNTY OF EAGLE ) The foregoing Developer Improvement Agreement was ackn~fore me this 1..,o day of ~~'ut.v-, 2012 by 'v.14~( , the ~o.J2...cC' for the Town of Vail. Witness my hand and official seal. My commission expires: _.J.....:..-lljFlL....-.;.~~----l....F\....:..+·_;~~....!;.l 'S"'-=----tl~-~LYN~N~E~C'!!l'A~M~P~B~E..,.LL-- NOTARY PUBUC STATE OF COLORADO MY COMMISSION EXPIRES-4/19'2015 4 EXHIBIT A ESTIMATED BID [SEE ATTACHED] Landscape Architecture · l!:t. Co11strudlo11 • D~lgn · . INCOJ!.PQRATBD ' • I * Landscaping . r . VISTA BAHN GONDOLA Vall, Colorado · : · Eagle ~ounty, Colorado Rl;VISED LANDSCAPE BID • ,;lt;' 13 fP O•I!.. It-fv J.1~ C..1j/'111' J~ f.e.i ll9m SPECIALIZED MACHINERY Skld4'ter .to spread topsol"lay sod Mlnl-Xl,.,,MJS for trenc~lng and digging holes GRADING Imported TopaoH @ 3" DepthiGradlng (west of grass pavara) Grading/Clean-up after Irrigation lnstallatiof! _(east of grass pavers) TREES EVERGREEN & DECIDUOUS cOloraClo spruce Quaking AsJ!en (Nuraery Grown) SHRUBS · MugoPlne Globe Spruce Deelduous Shrubs . PERENNIALS .. Mixed Perennlais SOD · ·-BluaGrass Sod Adjacent to Bike Path Bluagl'8$s Sod Prep (fine grading) Sportstuff 8.od (material and labor) East of Vista Bahn Sportstuff Sod Prep (fine gradln9) East of Vista Bahn Spartstl!ff Sod (m.atertal and la~or) West of Vista Bahn Sportsttiff Sod Prei>.(flne grading) Weatt of Vista Bahn , Grass' Pavers (material. m11terlal ln!ltal~ and ba~ 1>,rep) . MISCELLANEOUS ComposU~oll Pep/Cedar Mulch for beds and treas Project Management · · · · · · Grub Work at East of Bike Path Hatil Off bV VR . IRRIGATION _lrtlgaUon Design Fee Irrigation Modifications/Repair (Allowance) · Irrigation Dtlp (material an.cl labor) · Irrigation Spray (material .and labor) • Irrigation • Water features • Malntehance •. Snow Removal 2000-2010 P.O. BOX •367.2. Avon, eo a 1, 620 Pl'!one (970) 748-8461 · fax (970) 827-~~90 · WW\v.nncl-usa.com hours hours cu yards. houiS 10·14 foot 2.~-~.& Inch &galion &gallon &JJallon·· 1 gallon sq foot sq foot sqfooJ sq foot sqfpot ,sq foot sq foot baga lump lump lump l~mp zo,ies · zones !i.IYi!Dlll! . 39 8 235 0 0 0 0 0 0 '.150 0 0 0 0 25,250 25,250 2500 0 1 0 0 1 O'. 6 Total ~ $1,950.00 $520.~0 $12,404.98 $0.00 · $Q.OO $0.0C) $0.00 $0.00 $0.00 $2,128.39 $0.00 $0:00 $0.00 $0.00 $14,321.BO $986,99 $12,429.07 $0.00 $1,600~00 $0.00 : $0.00 $4,995.43 . $0.00 1§,~jiUl $59,428.88 •u Is RMCL recommendation t_hat shrubs, parennlal.s .and sod be Installs~ In $prlng 20.13 due to time of season. "There wlll no warranty on perennials, shrubS arid soft Installed after Octo.ber 8th. · *Any matert.I dama.IJ~d ~.u!f.~.Q 1N.inter:w111 be replaced on a T&M b8sla~ *All sleev~ to be expOS'ed bV Vall Resorts "Power tor neW clock provided b.V VR. . . •If more than 235 jards of topsoil ls needed on the west side, the. a'1ditlonal wlll be provided at th le unit price. l'We·priced the Nursery Aspen aa 2" to 2.5" for some savings. · 6We lowered from 4" to 3" depth on topoll on west side for s11vlngs. EXHIBIT B LETTER OF CREDIT [SEE ATTACHED] Bank of America• BANK OF AMERICA -CONFIDENTIAL PAGE: 1 DATE: NOVEMBER 30, 2012 IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER: 3126544 BENEFICIARY TOWN OF VAIL 75 S. FRONTAGE ROAD VAIL, CO 81657 AMOUNT NOT EXCEEDING USD 74,286.10 ISSUING BANK BANK OF AMERICA, N.A. 1000 W. TEMPLE STREET 7TH FLOOR, CA9-705-07-05 LOS ANGELES, CA 90012-1514 APPLICANT THE VAIL CORPORATION 390 INTERLOCKEN CRESCENT SUITE 1000 BROOMFIELD, CO 80021 NOT EXCEEDING SEVENTY FOUR THOUSAND TWO HUNDRED EIGHTY SIX AND 10/lOO'S US DOLLARS EXPIRATION NOVEMBER 30, 2013 AT OUR COUNTERS WE HEREBY ESTABLISH IN YOUR FAVOR OUR IRREVOCABLE STANDBY LETTER OF CREDIT WHICH IS AVAILABLE WITH BANK OF AMERICA, N.A. BY PAYMENT AGAINST PRESENTATION OF THE ORIGINAL OF THIS LETTER OF CREDIT AND AMENDMENT(S), IF ANY AND YOUR DRAFT(S} AT SIGHT DRAWN ON BANK OF AMERICA, N.A. ACCOMPANIED BY THE DOCUMENT DETAILED BELOW: BENEFICIARY'S SIGNED STATEMENT STATING THE FOLLOWING: QUOTE 1) THERE HAS BEEN A BREACH OR DEFAULT BY THE VAIL CORPORATION UNDER THE DEVELOPER IMPROVEMENT AGREEMENT BETWEEN TOWN OF VAIL AND THE VAIL CORPORATION DATED , AND SUCH BREACH OR DEFAULT HAS NOT BEEN CURED AS PROVIDED THEREIN. 2) THE AMOUNT DRAWN IS REQUIRED TO REMEDY SUCH BREACH OR DEFAULT. 3) SUCH DRAW IS TOWN OF VAIL'S SOLE AND EXCLUSIVE REMEDY FOR SUCH BREACH OR DEFAULT AND WILL BE APPLIED IN ACCORDANCE WITH THE TERMS OF THE DEVELOPER IMPROVEMENT AGREEMENT. UNQUOTE PARTIAL DRAWING AND MULTIPLE PRESENTATIONS ARE PERMITTED. ALL DRAFTS MUST BE MARKED: "DRAWN UNDER BANK OF AMERICA, N.A. STANDBY LETTER OF CREDIT NUMBER 3126544 DATED NOVEMBER 30, 2012". ORIGINAL 05-17-14868 05-2010 ~ Bank of America~ BANK OF AMERICA -CONFIDENTIAL PAGE: 2 THIS IS AN INTEGRAL PART OF LETTER OF CREDIT NUMBER: 3126544 WE HEREBY ENGAGE WITH YOU THAT DRAFT(S) DRAWN UNDER AND IN COMPLIANCE WITH THE TERMS OF THIS LETTER OF CREDIT WILL BE DULY HONORED UPON PRESENTATION TO US AT BANK OF AMERICA, N.A., 1000 W. TEMPLE STREET, CA9-705-07-05, LOS ANGELES, CA 90012-1514, ATTN: STANDBY LETTER OF CREDIT DEPARTMENT ON OR BEFORE THE EXPIRATION DATE. THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES 1998 (ISP98), INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO. 590. IF YOU REQUIRE ANY ASSISTANCE OR HAVE ANY QUESTIONS REGARDING THIS TRANSACTION, PLEASE CALL 800-541-6096 OPT 1 . AUTHORIZED SIGNATURE THIS DOCUMENT CONSISTS OF 2 PAGE(S). AMM4E H. MATIAS ORIGINAL 05-17-14868 05-2010