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HomeMy WebLinkAbout2001-05-01 Support Documentation Town Council Work Session VAIL TOWN COUNCIL TUESDAY, May 1, 2001 WORK SESSION NOTE: Time of items is approximate, subject to change, and cannot be relied upon to determine at what time Council will consider an item. COUNCIL CHAMBERS 2:00 P.M. 1. Site Visits: LionsHead View Corridor #2 (15 min.) North Trail Townhomes (45 min.) 2. ITEM/TOPIC: Discussion of Lionshead View Corridor #2 Allison Ochs ACTION REQUESTED OF COUNCIL: Provide staff direction regarding View Corridor #2 in Lionshead. (30 min.) BACKGROUND RATIONALE: In December of 2000, the Town Council directed staff to eliminate View Corridor #2 from consideration, until additional information regarding the redevelopment of the core site is received. The Council has recently requested that View Corridor #2 be reconsidered. Prior to having the surveying crew survey the change requested to View Corridor #1, staff is looking for direction from the Town Council on View Corridor #2. Should the Council wish to change View Corridor #2, the surveying crew can survey both view corridors at the same time. RECOMMENDATION: As staff is requesting direction from the Town Council, there is no staff recommendation at this time. PUBLIC MEETING VAIL LOCAL HOUSING AUTHORITY 3:30 - 4:30 P.M. The Vail Town Council, sitting as the Vail Local Housing Authority, will discuss the following items: 1. Housing Authority Meeting - RFP for Mountain Bell and the Nina Timm Ruins Sites (1 hour) Return to Vail Town Council Work Session 3. Review Evening Meeting Agenda. (5 min.) 4. Review Council Critical Strategies. (15 min.) 5. Information Update. (10 min.) 6. Council Reports. (10 min.) 7. Other. (10 min.) 8. Adjournment. (5:20 P.M.) NOTE UPCOMING MEETING START TIMES BELOW: (ALL TIMES ARE APPROXIMATE AND SUBJECT TO CHANGE) THE NEXT VAIL TOWN COUNCIL REGULAR WORK SESSION WILL BE ON TUESDAY, 5/8/01, BEGINNING AT 2:00 P.M. IN TOV COUNCIL CHAMBERS. THE NEXT VAIL TOWN COUNCIL REGULAR WORK SESSION WILL BE ON TUESDAY, 5/15/01, BEGINNING AT 2:00 P.M. IN TOV COUNCIL CHAMBERS. THE NEXT VAIL TOWN COUNCIL REGULAR EVENING MEETING WILL BE ON TUESDAY, 5/15/01, BEGINNING AT 7:00 P.M. IN TOV COUNCIL THE NEXT VAIL TOWN COUNCIL REGULAR WORK SESSION WILL BE ON TUESDAY, 5/22/01, BEGINNING AT 2:00 P.M. IN TOV COUNCIL CHAMBERS. Sign language interpretation available upon request with 24-hour notification. Please call 479-2332 voice or 479-2356 TDD for information. COUNCIL FOLLOW-UP TOPIC QUESTIONS FOLLOWUP 2001 - 1/23/01 PEDESTRIAN BRIDGE (TO THE GREG H.: The load capacity continues to be an issue; Staff is currently getting an updated engineer's rating which is EAST OF THE INTERNATIONAL BRIDGE) is it time to remove the bridge altogether, continue to expected to take a couple months. monitor and control "load", or take steps to buoy up the foundation/support? 2/13/01 VVTCB'S 2002 WINTER GUIDE PAM: Left a voicemail for Kelly Layton Wednesday, As of 4/26/01, Kelly Layton called to say the VVTCB will be working 2114, in re: to whether this is a duplication of a with the Vail Chamber and Business Association (VCBA) on SYBILL NAVAS fulfillment piece that could be coordinated w/the Vail producing their Summer Guide. Their next meeting is set for the Chamber and Business Association's "The Guide." second week in May. 4/3/01 OCCUPANCY OF EMPLOYEE RUSS: Schedule a work session to discuss Scheduled for 6%-01 work session. HOUSING UNITS strengthening the town's enforcement of employee ~a housing units within residential properties. DIANA DONOVAN 4-24-01 DONOVAN PARK FRONTAGE BOB/GREG H.: What is the status of the access permit ROAD ACCESS PERMIT from CDOT for Donovan Park? Diana Donovan _ 4-24-01 HOUSING LOTTERY POLICY NINA: Provide Council with memo for review of OBJECTIVES AND TOOLS housing lottery policy objectives and tools with which to Greg Moffet execute those objectives, as well as a copy of the actual application. 4-24-01 EAST VAIL BIKE PATH I CHARLIE/GREG H.: The East Vail bike path could be Kevin Foley re-swept again. 4-24-01 JAFA'S (FORMERLY LORELEI: Lionshead merchants were caught offguard If Jafa's was open and operational this past weekend, they were DOOLITTLE'S) by the short-lived opening of this restaurant in operating under a temporary liquor license (which is a state interim Kevin Foley LionsHead. Was it "noticed"? licensing vehicle used for us to 120 days and was approved April 9t" F:lmcasterlbsalterlagendalfollowupl5.01-01 du May 1, 2001 - Page 1 COUNCIL FOLLOW-UP TOPIC QUESTIONS FOLLOWUP 2001 by the Local Licensing Authority). This 100% transfer is scheduled for the May 9th liquor board meeting, and thus will be posted this Friday, April 27. 4-24-01 CROSSWALKS CHALRIE/GREG H.: The crosswalks south of the Kevin Foley municipal building need to be repainted. F:lmcasterlbsalterlagendalfollowupl5-01-01 du May 1, 2001 - Page 2 MEMORANDUM TO: Town Council FROM: Allison Ochs, Department of Community Development DATE: May 1, 2001 SUBJECT: A request for Council direction on the adoption of the Lionshead View Corridors with specific guidance on View Corridor #2. View Corridor 1 is located approximately at the main pedestrian exit of the Lionshead parking structure looking southwest towards the Gondola lift line. View Corridor 2 is located approximately from the pedestrian plaza at the east end of the Lifthouse Lodge looking south up the Gondola lift line. 1. DESCRIPTION OF THE REQUEST On May 20, 1997, recognizing the importance of visual connections, the Town Council approved the use of the existing Town of Vail view corridor ordinance to designate the first protected public view corridors in Lionshead. In order to qualify for protection under the Town's ordinance, a view corridor must meet the following criteria: 1. Is the view corridor critical to the identity, civic pride, and sense of place in Lionshead? 2. Is the view seen from a widely used, publicly accessible viewpoint. 3. Is the view threatened? Is there a possibility that development on nearby property would block the view? According to the Town Code, the purpose statement of Chapter 22, View Corridors is: The Town believes that preserving certain vistas is in the interest of the Town's residents and guests. Specifically, the Town believes that: A. The protection and perpetuation of certain mountain views and other significant views from various pedestrian public ways within the Town will foster civic pride and is in the public interest of the Town. B. It is desirable to designate, preserve and perpetuate certain views for the enjoyment and environmental enrichment for the residents and guests of the Town. C. The preservation of such views will strengthen and preserve the Town's unique environmental heritage and attributes. D. The preservation of such views will enhance the aesthetic and economic vitality and values of the Town. E. The preservation of such views is intended to promote design which is compatible with the surrounding natural and built environment, and is intended to provide for natural light to A yy TOWN OF VAIL buildings and in public spaces in the vicinity of the view corridors. F. The preservation of such views will include certain focal points such as the Clock Tower and Rucksack Tower, which serve as prominent landmarks within Vail Village and contribute to the community's unique sense of place. The Lionshead Redevelopment Master Plan identifies five View Corridors. However, it recommends that only two legally protected view corridors be established. The remaining three views are to be established as critical design parameters, not as benchmarked and surveyed corridors. These other three view corridors are contigent on future development, and parameters of these views are to be considered at the time of development. Lionshead View Corridor 1 is seen from the west end of the Lionshead parking structure, standing at street level at the main pedestrian exit and looking southwest toward the gondola lift line. A full legal description and photo is attached for reference. Lionshead View Corridor 2 is seen from the pedestrian plaza at the east end of the Lifthouse Lodge, looking south directly up the gondola lift line. In December, Council requested that View Corridor #1 be re-surveyed and that View Corridor #2 be considered at a later date when more information about the core site redevelopment is known. Recently, Council has requested that View Corridor #2 be reconsidered. Staff is waiting to sign an additional contract with the surveyors to re- survey View Corridor #1 until resolution on View Corridor #2. This way, if View Corridor #2 needs to be resurveyed, the surveyors will do both at once. II. REVIEW CRITERIA FOR VIEW CORRIDORS A. Lionshead View Corridor 1 General Descriotion This view corridor is seen from the west end of the Lionshead parking structure, standing at street level at the main pedestrian exit and looking southwest toward the gondola lift line. The following criteria must be met for the Planning and Environmental Commission to recommend approval of Lionshead View Corridor 1: 1. That the proposed view corridor protects and perpetuates views from public pedestrian areas, public ways, or public spaces within the Town which foster civic pride and are in the public interest for the Town. Staff believes that the proposed view corridor protects and perpetuates a primary view from this very important public area. Many visitors park at the Lionshead structure and enter Lionshead from the west end of the parking structure. This proposed view corridor protects the view up the gondola lift line. According to the Lionshead Redevelopment Master Plan, this view: a. Fosters civic pride and is central to the identity of Lionshead. b. Is taken from a commonly used, publicly accessible viewpoint. This area is the primary point of entry for pedestrian traffic 2 from the parking structure and is also the primary Lionshead transit stop. 2. That the proposed view corridor protects and enhances the Town's attraction to residents, guests and property owners. As stated above, this proposed view corridor is from a primary point of entry for many of Lionshead guests and residents. Is protects a view of Vail Mountain up the gondola liftline. The Lionshead Redevelopment Master Plan identifies this area as the East Lionshead pedestrian portal, and encourages improvements to this entire pedestrian plaza area, including improved transit stops. 3. That the proposed view corridor protects a view which is commonly recognized and has inherent qualities which make it more valuable to the Town than other more common views. According to the, Lionshead Redevelopment Master Plan, this view corridor is potentially threatened by redevelopment in the foreground of the view. As the primary pedestrian portal to Lionshead, it is more valuable to the Town than other common views. B. Lionshead View Corridor 2 General Descriation This view corridor is seen from the pedestrian plaza at the east end of the Lifthouse Lodge, looking south directly up the gondola lift line. The following criteria must be met for the Planning and Environmental Commission to recommend approval of Lionshead View Corridor 2: 1. That the proposed view corridor protects and perpetuates views from public pedestrian areas, public ways, or public spaces within the Town which foster civic pride and are in the public interest for the Town. Staff believes that the proposed view corridor protects and perpetuates a primary view from an important public area. This is a primary public plaza and popular public space. According to the Lionshead Redevelopment Master Plan, this view: a. Fosters civic pride and is central to the identity of Lionshead. b. Is taken from a commonly used, publicly accessible viewpoint. 2. That the proposed view corridor protects and enhances the Town's attraction to residents, guests and property owners. As stated above, this is a primary public plaza. According to the Lionshead Redevelopment Master Plan, this plaza area is identified as the resort retail and commercial hub of Lionshead. The Lionshead Redevelopment Master Plan recommends improvements to this plaza area and encourages more pedestrian connections through Lionshead. 3 3. That the proposed view corridor protects a view which is commonly recognized and has inherent qualities which make them more valuable to the Town than other more common views. According to the Lionshead Redevelopment Master Plan, this view corridor is potentially threatened by redevelopment in the foreground of the view, specifically, the Vail Associates core site. In addition, as a primary pedestrian plaza, this view is more valuable than other views. 4 Y TOWN OF VAIL VIEW CORRIDORS A. View Point 41: A view from the west end of the Lionshead parking structure, standing at street level at the front of the entrance to the Subway restaurant (395 E. Lionshead Circle) and looking southwest toward the gondola lift line. 1. Purpose: To protect the views of Vail Mountain from the Lionshead area. 2. Survey control: Based on published material from town of Vail GPS control map. Points Spraddle and 1766 were used for this survey. Bearings reported below are tied to this control. 3. Instrument at View Point #1: A 2 inch diameter brass monument, flush in brick pavers, stamped View 1. 4. Backsight: A 2 inch diameter aluminum Johnson, Kunkel & Associates, Inc., monument which bears S11°47'42"W 32794 feet distant. Located at the north edge of a concrete ring for a water manhole approximately 15 feet north of the north edge of the bike path. 5. Height of Survey Instrument above View Point 41: 5.26 feet. 6. Table: Bearing Zenith Angle Foresight Point On Photo As Of October 25. 2000. S05°14'25"W 79°09' 13" A - intersection of the horizon with a vertical line defined by the southwest corner roofline on the Treetops Condominium building, 452, E. Lionshead Circle. S05°22' 18"W 80°11'31" B - intersection of the roof overhang at the west end of the Treetops Condominium building and the southwest corner of said building, 452, E. Lionshead Circle. S05°38'24"W 80° 17'55" B1 - westerly upper corner of the roof overhang at the west end of the Treetops Condominium building, 452, E. Lionshead Circle. 1 Bearinsa Zenith An--le Foresight Point On Photo As Of October 25, 2000 S05°48'38"W 81°42'54" B2 - westerly lower corner of the roof overhang at the west end of the Treetops Condominium building, 452, E. Lionshead Circle. S05°22'28"W 81°43' 15" B3 - intersection of the roof overhang at the west end of the Treetops Condominium building and the southwest corner of said building, 452, E. Lionshead Circle. S23°11'03"W 85°40'57" C - intersection of the horizon with a vertical line defined by the southeast corner roofline on the Vail Lionshead Centre Condominiums, 520, Lionshead Circle. B. View Point #2: A view from the pedestrian plaza at the east end of the Lifthouse Lodge (555 E.Lionshead Circle) looking south directly up the gondola lift line. 1. Purpose: To protect the views of Vail Mountain from the core of the Lionshead area. 2. Survey control: Based on published material from town of Vail GPS control map. Points Spraddle and 1766 were used for this survey. Bearings reported below are tied to this control. 3. Instrument; View Point #1: A 2 inch diameter brass monument, flush in brick pavers, stamped View 2. 4. Backsight: A 2 inch diameter aluminum Johnson, Kunkel & Associates, Inc., monument which bears S02°47'02"W 299.06 feet. Located 75 feet north from the Vista Bahn, 15 feet south of a 3 foot by 4 foot steel drain and 2 inches south of the of the bike path. 5. Height of Survey Instrument above View Point #2: 5.20 feet. 6. Table: Bearing Zenith Angle Foresight Point On Photo As Of October 25. 2000 S07°18'22"E 79°09'49" A - intersection of the horizon with a vertical line defined by the southerly roofline on the Vail Lionshead Centre Condominiums, 520, E. Lionshead Circle. 2 Bearine_ Zenith Angle Foresight Point On Photo As Of October 25, 2000 S07°26'34"E 85°16'50" B - intersection of a lower roof at the westerly end of the Vail Lionshead Centre Condominiums and the westerly building wall of said building, 520, E. Lionshead Circle. S06°16'57"E 85°41'00" C - westerly end of the lower roof on the westerly end of the Vail Lionshead Centre Condominiums, 520, E. Lionshead Circle. S0501 1'59"E 88°30'52" D - intersection of the westerly lower wall of the Vail Lionshead Centre Condominiums and a wood deck at said building, 520, E. Lionshead Circle. S00°54'49"W 79°09'49" E - intersection of the horizon with a vertical line defined by the southwest corner roofline on the Vail Lionshead Centre Condominiums and the treeline for the westerly side of Bwana run on Vail Moutain running under the lift towers for the Born Free Express Lift and the Eagle Bahn Express Gondola. 3 View Corridor 1 ~°'sc t ~y k~°K a`" f Ewa N ^pk aN~uw'~wxwy n `r`~'p'~q.~. n. Yp*w~..r. ry- a~. r~ - 'g i k t :1t4 YV ~f F Pte] j a{ e > t,~a ,,,`4y, r,?.F i I 1 y n: - r tv. "i f 7 y f 4 l' s.' ..f 7Y ,1,,3°.. F F; h t _ ``dt~ i ~ y P~ jyiF.~ W tiv~~*~ m:d~. ~ ~ ~1 ~ r Y ~ , ~ ~ ~ • , .nr~~4++ twar^° 4 .3A i,; ,na d ,c.,•.,a-~'bn~, - 15,0 I a r I t 1 u~ ~ t I 1 A J f 5 L,f a I - t d~ t I 3 tt, a -SA i Corridor i R f. uwl ~Y.tae { .v w v d f Memorandum To: Vail Local Housing Authority From: Nina Timm Date: May 1, 2001 Subject: Draft RFP for the Mountain Bell site to include rental housing and the construction of a new building for ABC and Learning Tree Schools On April 17, 2001 the Vail Local Housing Authority directed staff to prepare a draft Request for Proposal for the Mountain Bell site. Attached to this memo is the draft RFP that incorporates all of the goals established by the Housing Authority including the desire to have the new school building constructed simultaneously. With Housing Authority approval of the RFP staff is prepared to send it out to the development community for responses to be received by the end of May. The Housing Authority would then create a short list of developers to conduct interviews with in early June. Request for Proposal for The Town of Vail Local Housing Authority To Whom It May Concern: Your firm is being considered as a candidate to be the developer for a Town of Vail Local Housing Authority (VLHA) project. The selection process will consist of this Request for Proposal (RFP) followed by oral interviews on June 5t', 2001. The selection of the successful candidate shall be " made on or before June 30, 2001. For the purposes of responding to the informational requests below. Please use the information in this RFP in conjunction with the site plan provided to prepare your firm's submittal, addressing the following points: 1. The Town of Vail Local Housing Authority's Goals A. The goal is to create a viable affordable housing development. B. The primary focus should be to provide affordable rental housing for seasonal renters. C. A secondary goal is to provide housing suited to long-term renters within the Town of Vail D. Provide an early childhood learning center meeting the needs for 65 full-time students. Five-day-a-week operation from 7am to 6pm on site. E. All portions of the project should be ready for occupancy by November of 2002. F. Design the project to minimize the long-term cost of operations, while complying with the high quality of design standards in the Town of Vail. G. A project achieving the highest possible environmental standards in all phases of design, construction, and operation. H. A density maximizing the site utilization without compromising the environmental quality or visual impact around it. 1. A financially sound project that operates without subsidies of any kind. J. Maintenance and operation without the use of VLHA staff until the project is debt- free; twenty (20) years at a minimum. K. Provide the Following Suggested Maximum Rents In 2002: 1. Single Bedroom in Multi-Bedroom Unit $450/month 2. Share Bedroom in Multi-Bedroom Unit $300/month p:\current projects\Town of Vails Page 1 of 9 0 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants. Inc. Request for Proposal for The Town of Vail Local Housing Authority 3. Studio Unit (anticipating 1 occupant) $600/month (rent for item #s 1, 2, & 3 include cable, electricity, heat, water, & sewer; assume phone by tenant) 4. 1-Bedroom Unit (anticipating 2 occupants) $700/month 5. 2-Bedroom Unit (anticipating 2 wage earning occupants) $900/month 6. 3-Bedroom Unit (anticipating 2 wage earning occupants) $1200/month (rent for item #s 4, 5 & 6 include water and sewer only; assume other utilities by tenant) II. The Project A. Affordable rental development; unit mix and number of units provided is negotiable. B. C. An early childhood learning center will be required as part of this project, as follows; 1. The facility should be allocated approximately 1.25 Acres (54,450 sf) of site area. 2. The building square footage provided should be 4,575 sf in one story. 3. Accommodation of parking for 20 cars that are "close-in", and an additional 50 cars for special events. 4. A drop off is needed separate from the parking area. 5. Provide 35,000 sqare feet of hard surface area (for total parking and drop-off). 6. Provide a playground of 4,500 sf with 2 different surfaces and including a 150 sf shade structure. 7. Provide 9,000 sf of additional open space/green to satisfy zoning requirements. 8. The Vail Local Housing Authority is open to participating in some of the cost of this portion of the project. D. Site is a parcel of Town of Vail owned land. E. The parcel of land is situated on the north side of 1-70. F. Site is surrounded by a steep hillside. G. Wet and dry utilities are available onsite. p:lcurrent projects\Town of Vails Page 2 of 9 ® 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. Request for Proposal for The Town of Vail Local Housing Authority H. There are currently two existing buildings that need to be demolished. 1. The land will be provided to the developer at nominal net cost to the developer to insure affordable rental rates. III. The Developer's Responsibilities A. Determine the best site layout congruent with the VLHA's goals. B. Decide what unit mix provides the greatest benefit to the work force within the Town of Vail, and is still economically viable. C. Maximize the number of rental units provided. D. Provide a master plan, site layout, program and design for each building that addresses the different needs of seasonal and long-term tenants while providing a suitable location and floor plan for the early childhood school. E. Provide varied sizes and layout of the units to allow as many options as possible. F. Provide complete financing for preconstruction and construction of the project (some early childhood learning facility cost participation by VLHA is possible). G. Provide operations and maintenance of the housing facility for a minimum of twenty (20) years (early childhood learning facility operations will be by others). H. Obtaining all required approvals through the standard Town of Vail review process for projects of this type. This includes, but is not limited to: 1. Obtaining a Land Use Plan Amendment. 2. Obtaining Subdivision approvals. 3. Obtaining Rezoning approvals. 4. Obtaining Development Plan Approval. 5. Applying for and Procuring Building Permit. 6. Complying with PEC and DRB requirements. 7. Meeting the Town of Vail Code requirements. (re: http://ci.vail.co.us) Note: Some of the above approvals can be done concurrently. p:\current projects\Town of Vails Page 3 of 9 ® 2001 All rights reserved by Affordable HousingOSOM RFP 26 APR 01 Architectural Resource Consultants, Inc. Request for Proposal for The Town of Vail Local Housing Authority IV. The Candidate's Qualifications A. Please use AIA Document A305, Contractor's Pre-Qualification Statement-1986 Edition, to respond as follows: 1. Present all the information requested, following the instructions provided. 2. Under Article 4, Section 4.3, please also include the aggregate bonding capacity for your firm by quarter from January of 1990 to the present. 3. In response to Article 5, please provide all the information requested, including: 4. An income statement for the current year to date, and full prior year. ? This information should be prepared by an outside firm, preferably a CPA, and should adhere to generally accepted accounting practice. ? If your firm has multiple offices, please provide this information for both the office from which your firm will be providing the bulk of the services for this project, and the firm as a whole. B. Provide the qualifications of the proposed' design team, as follows: 1. An overview of the firm including but not limited to time in business, number of licensed architects on staff, technical personnel on staff, and administrative support personnel. 2. A list of relevant projects completed together with contact information for Owner and General Contractor. 3. An income statement for the current year to date, and full prior year, (if different from the above firm). ? This information should be prepared by an outside firm, preferably a CPA, and should adhere to generally accepted accounting practice. ? If your firm has multiple offices, please provide this information for both the office from which your firm will be providing the bulk of the services for this project, and the firm as a whole. C. Provide the qualifications of the proposed operations and management team, as follows: 1. An overview of the firm including but not limited to time in business, number of property management personnel on staff, accounting personnel on staff, and administrative support personnel. p:\current projects7own of Vails Page 4 of 9 ® 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. Request for Proposal for The Town of Vail Local Housing Authority 2. A list of current properties manager together with contact information for Owner and General Contractor. 3. An income statement for the current year to date, and full prior year (if different from the above firm). ? This information should be prepared by an outside firm, preferably a CPA, and should adhere to generally accepted accounting practice. ? If your firm has multiple offices, please provide this information for both the office from which your firm will be providing the bulk of the services for this project, and the firm as a whole. V. Design, Submittals, Fees and Insurance A. Provide your firms proposed program for the project showing each building, together with its associated spaces, and each spaces' net assignable and gross square footage. B. Provide a proposed site plan showing the footprints off all structures, together with their dimensions and square footages. This site plan should also show proposed grades and number of parking spaces provided. C. Two conceptual elevations should be provided of one typical housing building. D. Two conceptual elevations should be provided of the early childhood learning center. E. Please indicate the level of energy efficiency of the estimated design, using a scale of 0 to 5, where 0 is completely inefficient, and 5 is highest efficiency currently available. F. Indicate your firm's familiarity with the LEEDs certification process, and the potential of your design for LEEDs certification. G. Provide a narrative of your approach to design/build construction. What will be your responsibilities as a design/builder? How do you propose to design to a fixed budget? What is a change order to a design/build contract? How will you integrate the efforts of your design/build team into the overall project? H. Provide a list of sheets by title and specification sections typically provided at: Schematic Design, Design Development and Construction Documents. 1. Provide the cost for the design firm's professional fees and reimbursables using the attached worksheet, as well as an hourly rate table for design personnel to be used for additional services. Are the fees and reimbursables referenced above included in p:\current projects\Town of Vails Page 5 of 9 ® 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. Request for Proposal for The Town of Vail Local Housing Authority the costs your firm is providing to the owner in the construction cost estimate requested below? J. Provide the limits per occurrence and annually for the proposed design firm's professional liability insurance, as well as the premium associated with this specific job. Is this premium included in the costs your firm is providing to the owner in the construction cost estimate requested, below? VI. Specific In-House Personnel Dedicated to this Project The success of this effort will rest on the individual(s) assigned to this client, and their to our project. A. Please provide the following information about the design team leader: ? Current resume. ? List of projects completed by this individual, together with owner and general contractor contact person and phone number for each project shown. ? Minimum number of hours per week this individual will be specifically dedicated to this project during the design process. ? Minimum number of hours per week this individual will be specifically dedicated to this project during the construction process. ? Other projects for which this individual is currently scheduled to participate through 2002. B. Please provide the following information about the construction team leader: ? Current resume. ? List of projects completed by this individual, together with owner and general contractor contact person and phone number for each project shown. ? Minimum number of hours per week this individual will be specifically dedicated to this project during the design process. ? Minimum number of hours per week this individual will be specifically dedicated to this project during the construction process. ? Other projects for which this individual is currently scheduled to participate through 2002. C. Please provide the following information about the operations and maintenance team leader: ? Current resume. p:\current projects\Town of Vails Page 6 of 9 ® 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. 1 w Request for Proposal for The Town of Vail Local Housing Authority ? List of projects managed by this individual, together with owner and phone number for each project shown. ? Minimum number of hours per week this individual will be specifically dedicated to this project during the operations phase. ? Other projects for which this individual is currently scheduled to manage after 2002. D. Please submit a detailed organizational chart of how the project will be staffed for both the design and construction phases. VII. Owner's Budget A. Please provide an Owner's budget for the project, showing responsibility, applicability and cost (if applicable) for each line item provided. B. Leave no line item un-addressed in the responsibility or applicable category. C. The total amount provided as the developers responsibility should be the maximum amount required to complete the project as a first cost. D. Provide a narrative detailing how you will provide timely, accurate budget updates throughout the preconstruction period. How will costs be monitored during the construction period? VIII. Construction Cost Estimate A. The construction cost estimating process used by the selected developer is one of the essential elements of this project. In this context, please respond as follows: 1. Provide a detailed construction cost estimate, prepared from the conceptual design created, noting the following: ? Provide a detailed itemization of direct job expense and overhead & profit for the project using the soft cost worksheet provided. ? This construction cost estimate should be provided in the Construction Specifications Institute's MasterSpec format, subtotaling to their subsections. 2. Please provide a detailed, specific narrative identifying the proposed scope of work included and excluded from the construction cost provided. 3. Please clearly identify separate line items for any and all penalties to this project's cost for its location (e.g. travel time, subsistence, parking, lodging, material storage inefficiencies, etc.). p:\current projects\Town of Vails Page 7 of 9 0 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. Request for Proposal for The Town of Vail Local Housing Authority 4. Provide a narrative detailing how you will provide timely, accurate budget updates throughout the preconstruction period. How will costs be monitored during the construction period? IX. Scheduling A. The time constraints imposed by the Owner may dictate the schedule for construction. The ability to accurately predict, test and correct the appropriate project duration is another essential element of this project. In this context, please respond as follows: 1. Please provide a detailed GPM construction schedule for the design and construction portion of the project, based the documents provided and the construction cost estimate prepared by your firm. 2. What level of personnel commitment to scheduling does your firm provide during construction? Please be specific, indicating number of project-specific hours to be dedicated per week. Indicate whether these personnel hours will be provided on-site, in the home office, or a combination of both. 3. List the project scheduling software and hardware used by your team to prepare its schedules. How long has your firm used each of these software packages? What version is currently being used? X. Maintenance and Operations A. Provide an example of a written maintenance and operations plan your firm has used on a similar project. B. Provide an operations budget for this project showing detailed costs, revenue and net by month and year over the '20 year requirement. C. Maintenance and Operations plan should incorporate the costs of financing, profit, and all other cash flow for the project. D. Proposal showing negative cash flow or tax subsidies will not be entertained. E. Proposals containing the lowest rents will be viewed more favorably then those with higher rents. XI. Financing A. Provide a narrative of the proposed financing method for this project. pAcurrent projects\Town of Vails Page 8 of 9 0 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants. Inc. Request for Proposal for The Town of Vail Local Housing Authority B. Show the proposed first costs of this financing, as well as its life cycle costs. C. It is acceptable to re-use the Owner's Budget and Maintenance and Operations portions of this submittal to display these costs. I encourage you to direct any questions to Ms. Nina Timm via e-mail in MSWord format to ntimm@ci.vail.co.us as a single point of contact will generate the most clarity of direction and least " confusion of intent. The Owner will require fourteen `(14) copies of your response addressed to Ms. Nina Timm and delivered to VLHA's office at 75 South Frontage Road in Vail, Colorado no later than noon on May 17th.. Please hold time available to be orally interviewed on June 5th in Vail, in the happy event your firm is short-listed for further consideration. Thank you for your time and interest in this exciting and unique project. p:\current projectslTown of Vails Page 9 of 9 ® 2001 All rights reserved by Affordable Housing\DBOM RFP 26 APR 01 Architectural Resource Consultants, Inc. MEMORANDUM TO: Vail Town Council FROM: Bob McLaurin, Town Manager RE: Critical Strategies Report DATE: April 27, 2001 This report is not in your packet as I have not had a chance to review it. I will take a look at it over the weekend and have it updated for you on Tuesday, May 1 st. VAIL TOWN COUNCIL EVENING MEETING TUESDAY, May 1, 2001 7:00 P.M. TOV COUNCIL CHAMBERS NOTE: Times of items are approximate, subject to change, and cannot be relied upon to determine at what time Council will consider an item. 1. CITIZEN PARTICIPATION (5 min.) 2. Tom Moorhead ITEM/TOPIC: First reading of Ordinance No. 10, Series of 2001, an ordinance authorizing the conveyance of fee title to the following real property owned by the Town of Vail and located at 770 Potato Patch Road. (30 min.) BACKGROUND RATONALE: On December 1,1994, the Town of Vail acquired the care taker unit at 770 Potato Patch Drive Condominiums for $76,000. The Town was able to acquire this unit as a result of a law suit filed by the Federal Deposit Insurance Corporation against the Town of Vail and 770 Potato Patch Drive Condominium Association to remove a restriction on the unit being utilized as a care taker unit and not to be sold separate from the other common elements of the Association. FDIC had acquired the title to the unit as Receiver of Silverado Banking, Savings and Loan Association upon its failure. The Town of Vail received the property by Quick Claim Deed from Silverado Investment Company without restrictions on resale. The last appraisal on the unit was $225,000. The unit has been rented to a Town of Vail employee for $850 a month. This unit, due to its value and due to the expensive monthly assessments and special assessments, is not ideal as an employee housing rental unit. It is believed that a sale could be consummated which would provide the opportunity to buy one or two additional units that would more appropriately function as housing for employees. STAFF APPROVE: The Staff recommends the Town Council approve Ordinance No. 10, Series of 2001, on first reading and direct staff to identify a listing agent and an asking price and a "must exceed" price before 2nd reading. ACTION REQUESTED OF COUNCIL: Approve. approve with conditions, or deny Ordinance No. 10, Series of 2001, on first reading. 3. ITEM/TOPIC: Vail Center - Formation of the 501(c)(3). (30 min.) Russ Forrest 4. ITEM/TOPIC: Approval of Waterhouse Encroachment Agreement (30 min.) Tom Moorhead ACTION REQUESTED OF COUNCIL: Consider the Town of Vail/Waterhouse Encroachment Agreement. BACKGROUND RATIONALE: Stephen and Linda Waterhouse received approval to construct a 2-car garage on their property located at 285 Forest Road. The Planning and Environmental Commission granted a variance to allow the garage to extend into the front set-back consistent with the garage that was being demolished to provide for the construction of the present garage. After the garage was constructed it was determined through an ILC survey that the garage encroached 7" across the property line and onto the Town of Vail right-of-way. The Waterhouses have previously requested Council's approval of the encroachment and upon motion to approve the encroachment it failed to pass due to a 3 to 3 Council vote. Subsequently the Waterhouses filed a complaint in the Eagle County District Court seeking issuance of a Certificate of Occupancy. The Town filed a counterclaim seeking a mandatory injunction compelling removal of the encroachment and for damages for trespass on the Town's land. Following a hearing on the Town's request for mandatory injunction the District Court dismissed the Town's counterclaim requesting that the garage be removed from the right-of- way and ordered that the Waterhouses be permitted to occupy and use the garage and to convey the same as an appurtenance to the property. By entering into this Encroachment Agreement it will allow the parties to settle the dispute and discharge all past and present claims with respect to the garage and the property. By the terms of the Encroachment Agreement, the Waterhouses will be paying $30,000 to the Town of Vail and the Town will be an additional insured on the Waterhouses' insurance policy for any damages that may result due to the location of the garage. STAFF RECOMMENDATION: Approve the Encroachment Agreement. 5. ITEM/TOPIC: Election Process - Vail Center Vote (30 min.) Bob McLaurin Pam Brandmeyer Lorelei Donaldson 6. Town Manager's Report. (5 min.) Bob McLaurin 7. Adjournment (9:40 P.M.) NOTE UPCOMING MEETING START TIMES BELOW: (ALL TIMES ARE APPROXIMATE AND SUBJECT TO CHANGE) THE NEXT VAIL TOWN COUNCIL REGULAR WORK SESSION WILL BE ON TUESDAY, 5/8/01, BEGINNING AT 2:00 P.M. IN TOV COUNCIL CHAMBERS. THE NEXT VAIL TOWN COUNCIL REGULAR WORK SESSION WILL BE ON TUESDAY, 5/15/01, BEGINNING AT 2:00 P.M. IN TOV COUNCIL CHAMBERS. THE NEXT VAIL TOWN COUNCIL REGULAR EVENING MEETING WILL BE ON TUESDAY, 5122/01, BEGINNING AT 7:00 P.M. IN TOV COUNCIL Sign language interpretation available upon request with 24-hour notification. Please call 479-2332 voice or 479-2356 TDD for information. ORDINANCE NO. 10 SERIES OF 2001 AN ORDINANCE AUTHORIZING THE CONVEYANCE OF FEE TITLE TO THE FOLLOWING REAL PROPERTY OWNED BY THE TOWN OF VAIL AND LOCATED AT 770 POTATO PATCH, MORE FULLY DESCRIBED AS FOLLOWS: Care taker unit 770 Potato Patch Drive Condominiums according to the Condominium map thereof recorded December 23, 1982 in Book 350 at page 903 and as defined in the Condominium Declaration recorded December 23, 1982 in Book 350 at page 902, County of Eagle, State of Colorado. WHEREAS, the Town of Vail is the owner of certain property known as the Care Taker Unit, 770 Potato Patch Drive Condominiums; and WHEREAS, this unit was acquired by the Town of Vail for $76,000.00 by Quit Claim Deed without deed restriction concerning use or transfer; and WHEREAS the last appraised value of the property is approximately $225,000.00; and WHEREAS the monthly assessments and special assessments are excessive for utilization as an employee housing unit; and WHEREAS the sale of this unit would provide an opportunity to add an additional unit or units that would function more appropriately as housing for employees; NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL THE TOWN OF VAIL, COLORADO that: 1. The Town Council hereby approves this sale of the property. 2. After the Town Council approves the contract for the sale, the Town Manager is hereby authorized and directed to execute such instruments of conveyance as are appropriate to convey fee title from the Town of Vail to the purchaser. 3. If any part, section, subsection, sentence, clause or phrase of this ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portions of this ordinance; and the Town Council hereby declares it would have passed this ordinance, and each part, section, subsection, sentence, clause or phrase thereof, regardless of the fact that any one or more parts, sections, subsections, sentences, clauses or phrases be declared invalid. 4. The repeal or the repeal and reenactment of any provision of the Municipal Code of the Town of Vail as provided in this ordinance shall not affect any right which has accrued, any duty imposed, any violation that occurred prior to the effective date hereof, any prosecution commenced, nor any other action or proceedings as commenced under or by virtue of the provision repealed or repealed and reenacted. The repeal of any provision hereby shall not revive any provision or any ordinance previously repealed or superseded unless expressly stated herein. 5. All bylaws, orders, resolutions, and ordinances, or parts thereof, inconsistent herewith are repealed to the extend only of such inconsistency. This repealer shall not be construed to revise any bylaw, order, resolution, or ordinance, or part thereof, theretofore repealed. INTRODUCED, READ, APPROVED, AND ORDERED PUBLISHED ONCE IN FULL ON FIRST READING this 1st day of May, 2001, at 7:00 p.m. in the Council Chambers of the Vail Municipal Building, Vail, Colorado. Ludwig Kurz, Town Mayor ATTEST: Lorelei Donaldson, Town Clerk READ AND APPROVED ON SECOND READING AND ORDERED PUBLISHED this 15th day of May, 2001. Ludwig Kurz, Mayor ATTEST: Lorelei Donaldson, Town Clerk WHITE RIVER APPLYING INSIDE OUT LEADERSHIP MEMORANDUM To: Vail Town Council FROM: John Horan-Kates f/%-00 DATE: April 18, 2001 SUBJECT: FORMATION of THE 501 G3. The purpose of this memo is to convey draft documents associated with the formation of the 501 c-3 needed to raise private support for the Vail Center. This material has evolved over the past few months with input from the Strategy Group, Martha Rehm of Vail Resorts, Tom Moorhead and Don Hopkins of Holme Roberts, Vail Resorts legal counsel. We're recommending that we move forward on the c-3 at this time so that we can; ¦ Begin the IRS application process putting us in position to receive tax deductible contributions. (Prior to receiving our exempt status, contributions could be accepted, if necessary, using the White River Institute's existing c-3 status.) ¦ Attract additional volunteer leadership to the fund raising process ¦ Legal counsel has recommended not forming the c-4 until closer to the time the ballot issue is addressed. Here are a few key features in these documents that you should be aware of; ¦ The "organizational purposes" of the foundation are to build and operate facilities and to conduct charitable events and activities. ¦ The key roles will be fund raising and operational management of the Vail Center facilities not managed by VRD. ¦ The proposed board is made-up of individuals willing to support the Vail Center. The board would expand as additional supporting individuals are identified. Once this Board is formed, it becomes a perpetual board, with nominations, other than the two Town Council seats, from a Nominating Committee of the existing board. As proposed here, nominations are not for positions held but rather for supporting individuals from throughout the community, including people outside of the Town of Vail. While these documents suggest the name of the c-3 be The Renaissance Foundation, that name may already be taken and it may be necessary to find something different. In a separate memo next week, we will set out the initial financial needs of this c-3, including the staffing approach and communications budgets. For now, the action needed is to approve an initial slate of directors. ARTICLES OF INCORPORATION OF THE RENAISSANCE FOUNDATION The undersigned adult natural person, acting as incorporator, hereby establishes a nonprofit corporation pursuant to the Colorado Revised Nonprofit Corporation Act and adopts the following articles of incorporation: ARTICLE I NAME The name of the corporation is The Renaissance Foundation. ARTICLE II DURATION The corporation shall have perpetual existence. ARTICLE III PURPOSES AND POWERS Section 3.1 Pumoses. The corporation is organized and shall be operated exclusively for charitable and educational purposes within the meaning of section 501(c)(3) of the Internal Revenue Code. Subject to the foregoing, the specific purposes and objectives of the corporation shall include but not be limited to building, promoting, organizing, supporting, operating, maintaining and managing community facilities, events and activities. Section 3.2 Powers. In furtherance of the foregoing purposes and objectives (but not otherwise) and subject to the restrictions set forth in Section 3.3, the corporation shall have and may exercise all of the powers now or hereafter conferred upon nonprofit corporations organized under the laws of Colorado and may do everything necessary or convenient for the accomplishment of any of the corporate purposes, either alone or in connection with other organizations, entities or individuals, and either as principal or agent, subject to such limitations as are or may be prescribed by law. Section 3.3 Restrictions On Powers. (a) No part of the net earnings of the corporation shall inure to the benefit of or be distributable to any director or officer of the corporation or any other individual (except that reasonable compensation may be paid for services rendered to or for the benefit of the corporation affecting one or more of its purposes), and no director or officer of the corporation or any other individual shall be entitled to share in any distribution of any of the corporate assets on dissolution of the corporation or otherwise. #640428 Q -1- (b) No substantial part of the activities of the corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation. However, if the corporation is an organization to which section 501(h) of the Internal Revenue Code applies and the corporation has effectively elected to have such section apply, the corporation shall have power to carry on the activities permitted by such section, but only to the extent such activities shall not result in the denial of exemption under such section. The corporation shall not participate or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. (c) Upon dissolution of the corporation, all of the corporation's assets remaining after payment of or provision for all of its liabilities shall be paid over or transferred to and among one or more exempt organizations described in section 501(c)(3) of the Internal Revenue Code, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code. The organizations to receive such property, and their respective shares and interests, shall be determined by the board of directors. (d) Notwithstanding any other provision of these articles of incorporation, the corporation shall not carry on any activities not permitted to be carried on by a corporation exempt from federal income tax as an organization described in section 501(c)(3) of the Internal Revenue Code, or by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code. (e) All references in these articles of incorporation to provisions of the Internal Revenue Code are to the provisions of the Internal Revenue Code of 1986, as amended, and to the corresponding provisions of any subsequent federal tax laws. ARTICLE IV OFFICES Section 4.1 Principal Office. The address of the initial principal office of the corporation is the Vail Library, 292 East Meadow Drive, Vail, Colorado 81657. Section 4.2 Registered Office and Agent. The street address of the initial registered office of the corporation is 1700 Lincoln Street, Suite 4100, Denver, Colorado 80121. The name of the corporation's initial registered agent at the initial registered office is Donald J. Hopkins. ARTICLE V MEMBERS The corporation shall have no voting members. However, the corporation may have such classes of nonvoting members as may from time to time be prescribed by its bylaws or by the board of directors. The designation of each class of members and their respective manner of election or appointment, qualifications, tenure, terms of membership, rights, limitations and obligations shall be as provided from time to time in the bylaws of the corporation or by the board of directors. #640428 v2 -2- Members shall have no voting rights or other management powers. The corporation shall have no capital stock. However, the corporation may issue certificates evidencing membership therein. ARTICLE VI. BOARD OF DIRECTORS Section 6.1 General. The management of the affairs of the corporation shall be vested in a board of directors, except as otherwise provided in the Colorado Revised Nonprofit Corporation Act, these articles of incorporation or the bylaws of the corporation. The number of directors, their classifications, if any, their terms of office and the manner of their election or appointment shall be as provided from time to time in the bylaws of the corporation. Section 6.2 Liabilitv of Directors. No director shall be personally liable to the corporation for monetary damages for breach of fiduciary duty as a director, except that the foregoing shall not eliminate or limit liability of a director to the corporation or to its members for monetary damages for the following: (a) any breach of the director's duty of loyalty to the corporation or to its members, (b) acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (c) acts specified in C.R. S. Section 7-128-403, as it now exists or hereafter may be amended, or (d) any transaction from which the director directly or indirectly derived an improper personal benefit. If the Colorado Revised Nonprofit Corporation Act hereafter is amended to authorize the further elimination or limitation of the liability of directors, then the liability of a director of the corporation, in addition to the limitation on personal liability provided herein, shall be further eliminated or limited to the fullest extent permitted by the Colorado Revised Nonprofit Corporation Act. Any repeal or modification of this Section 6.2 shall be prospective only and shall not adversely affect any right or protection of a director of the corporation existing at the time of such repeal or modification. Section 6.3 Initial Board. After incorporation, the incorporator shall elect an initial board of directors. Until the initial board of directors has been elected and shall qualify, the incorporator shall serve as the sole director of the corporation and shall have all of the powers and authority and shall perform all of the duties of the board of directors. ARTICLE VII BYLAWS The initial bylaws of the corporation shall be as adopted by the board of directors. The board of directors shall have the exclusive power to alter, amend or repeal the bylaws from time to time in force and adopt new bylaws. The bylaws of the corporation may contain any provisions for the managing and regulating of the affairs of the corporation that are not inconsistent with law or these articles of incorporation, as these articles may from time to time be amended. However, no bylaw shall have the effect of giving any director or officer of the corporation or any other individual any proprietary interest in the corporation's property, whether during the term of the corporation's existence or as an incident to its dissolution. #640428 Q -3- ARTICLE VIII AMENDMENTS The board of directors shall have the exclusive power and authority at any time and from time to time to amend these articles of incorporation by the vote of a majority of the directors then in office. ARTICLE IX. INCORPORATOR The name and address of the incorporator is: Donald J. Hopkins 1700 Lincoln Street, Suite 4100 Denver, CO 80203 Dated: , 2001 Donald J. Hopkins - Incorporator #640428 v2 -4- CONSENT OF THE INITIAL REGISTERED AGENT OF THE RENAISSANCE FOUNDATION I, Donald J. Hopkins, hereby consent to my appointment as the initial registered agent of The Renaissance Foundation, a Colorado nonprofit corporation. Dated: , 2001 Donald J. Hopkins - Initial Registered Agent #640428 Q -5- ORGANIZATIONAL ACTION OF THE INCORPORATOR OF THE RENAISSANCE FOUNDATION Pursuant to Section 7-122-105(2) of the Colorado Revised Statutes, the undersigned, being the sole incorporator of The Renaissance Foundation, a Colorado nonprofit corporation (the "corporation"), hereby votes in favor of and adopts the following resolutions: I RESOLVED that the articles of incorporation of the corporation as filed with the Colorado Secretary of State be placed in the corporation's minute book. II RESOLVED that the bylaws attached to this consent of incorporator are adopted as the bylaws of the corporation, and that a copy of such bylaws be placed in the corporation's minute book. III RESOLVED that the seal of this corporation be circular in form and contain the name of the corporation, the year of its organization and the words "Seal" and "Colorado," and that an impression of said seal be made on the margin of this page. IV RESOLVED that the persons named below are elected as directors of the corporation, whose term shall expire at the end of the annual meeting of directors to be held in the year 2002, at which time the directors will be divided into classes as contemplated in section 3.2(c) of the bylaws, and to serve thereafter until their successors are duly elected and shall qualify: NAME TERM EXPIRES Alan Danson 2002 John Horan-Kates 2002 Joel Heath 2002 Terry Minger 2002 Elaine Kelton 2002 Porter Wharton 2002 #640429 v2 FURTHER RESOLVED that the appointment by the Vail Town Council of the persons named below to serve as appointed directors of the corporation in accordance with Section 3.2(d) of the bylaws is hereby acknowledged: Ludwig Kurz Chuck Ogilby V RESOLVED that each of the persons named below is elected to the office or offices set forth opposite his or her name, to serve until his or her successor is duly elected and shall qualify: NAME OFFICE Ludwig Kurz Chair John Horan-Kates President Alan Danson Secretary/Treasurer VI RESOLVED that the officers of the corporation, if they deem such action appropriate, are authorized to apply to the Internal Revenue Service for recognition of the corporation as a tax exempt organization and to execute and deliver all such applications, certificates, powers of attorney and other instruments and perform all such other acts as any of them may deem necessary or appropriate to obtain such recognition. VII RESOLVED that the officers are hereby authorized to designate one or more bank depositories of the corporation, that the customary forms of resolution of said banks conferring banking authority upon certain of the corporation's officers are hereby adopted and that a copy of such resolutions be placed in the corporation's minute book. VIII RESOLVED that the fiscal year of the corporation shall commence on January 1 and end on December 31 of each year. IX RESOLVED that for the purpose of authorizing the corporation to conduct its affairs in any state, territory or dependency of the United States or any foreign country in which it is necessary or expedient, in the judgment of the officers of the corporation, for the corporation to conduct affairs, the appropriate officers of the corporation are authorized to appoint and substitute all necessary agents or attorneys for service of process, to designate and change the location of all necessary #640429 v2 -2- statutory offices and to make and file all necessary certificates, reports, powers of attorney and other instruments as may be required by the laws of such state, territory, dependency or country to authorize the corporation to conduct affairs therein, and whenever it is expedient, in the judgment of the officers of the corporation, for the corporation to cease conducting affairs therein and withdraw therefrom, to revoke any appointment of agent or attorney for service of process, and to file such certificates, reports, revocations of appointment and surrenders of authority as may be necessary to terminate the authority of the corporation to conduct affairs in such state, territory, dependency or country. X RESOLVED that all actions taken on behalf of the corporation prior to the date of this consent of incorporators by any of the persons elected herein as officers are approved and ratified in all respects. EXECUTED effective as of the day of , 2001 Donald J. Hopkins - Incorporator #640429 Q -3- BYLAWS OF THE RENAISSANCE FOUNDATION April 2001 #640430 v1 TABLE OF CONTENTS Page ARTICLE I. OFFICES Section 1.1 Business Offices 1 Section 1.2 Registered Office 1 ARTICLE Il. MEMBERS Section 2.1 Nonvoting Members 1 Section 2.2 Designation of Members 1 Section 2.3 Membershin Dues 1 Section 2.4 Transfer of Membershin 2 ARTICLE III. BOARD OF DIRECTORS Section 3.1 General Powers 2 Section 3.2 Oualifications. Number. Classification. Election and Tenure 2 Section 3.3 Resignation: Removal: Vacancies 3 Section 3.4 Regular Meetings 3 Section 3.5 Special Meetings 3 Section 3.6 Notice of Meetings 3 Section 3.7 Deemed Assent 4 Section 3.8 Ouorum and Voting 4 Section 3.9 Voting by Proxv 4 Section 3.10 Compensation 4 Section 3.11 Committees ......................................................5 Section 3.12 Advisorv Boards 5 Section 3.13 Meetings by Telephone 5 Section 3.14 Action Without a Meeting 5 ARTICLE IV OFFICERS AND AGENTS Section 4.1 Designation and Oualifications 6 Section 4.2 Election and Term of Office 6 Section 4.3 Compensation 6 Section 4.4 Removal .........................................................7 Section 4.5 Vacancies ........................................................7 #640430 v1 -1- Section 4.6 Authoritv and Duties of Officers 7 Section 4.7 Suretv Bonds 9 ARTICLE V FIDUCIARY MATTERS Section 5.1 Indemnification 9 Section 5.2 General Standards of Condn.ct for Directors and Officers 9 Section 5.3 Conflicts of Interest 10 Section 5.4 Liabilitv of Directors for Unlawful Distributions 11 Section 5.5 Loans to Directors and Officers Prohibited 11 ARTICLE VI. RECORDS OF THE CORPORATION Section 6.1 Minutes. Etc 12 Section 6.2 Accountine Records 12 Section 6.3 Records in Written Form 12 Section 6.4 Records Maintained at Principal Office 12 ARTICLE VII MISCELLANEOUS Section 7.1 Fiscal Year 12 Section 7.2 Convevances and Encumbrances 12 Section 7.3 Designated Contributions 13 Section 7.4 Amendments 13 Section 7.5 References to Internal Revenue Code 13 Section 7.6 Principles of Construction . 13 Section 7.7 Severability 13 #640430 vi -11- BYLAWS OF THE RENAISSANCE FOUNDATION ARTICLE 1. OFFICES Section 1.1 Business Offices. The initial principal office of the corporation shall be as stated in the articles of incorporation. The corporation may at any time and from time to time change the location of its principal office. The corporation may have such other offices, either within or outside Colorado, as the board of directors may designate or as the affairs of the corporation may require from time to time. Section 1.2 Revistered Office. The registered office required by the Colorado Revised Nonprofit Corporation Act (the "Act") to be maintained in Colorado may be changed from time to time by the board of directors or by the officers of the corporation, or to the extent permitted by the Act by the registered agent of the corporation, provided in all cases that the street addresses of the registered office and of the business office or home of the registered agent of the corporation are identical. ARTICLE 11. MEMBERS Section 2.1 Nonvotina Members. The corporation shall have no voting members. However, the corporation may have such classes of nonvoting members as may be designated from time to time by resolution of the board of directors. Each class shall have the qualifications, rights, privileges, limitations and obligations determined by the board of directors; provided, however, that no members as such shall have the right to vote or otherwise participate in the management of the corporation. Section 2.2 Desianation of Members. New members of any class may be elected or otherwise designated at any time by the board of directors or in any other manner specified by the board of directors. Section 2.3 Membership Dues. The board of directors may establish such membership initiation fees, periodic dues and other assessments, which may vary by class of membership, and such rules and procedures for the manner and method of payment, the collection of delinquent dues and assessments and the proration or refund of dues and assessments in appropriate cases as the board of directors shall deem necessary or appropriate. #640430 v1 Section 2.4 Transfer of Membership. Membership in the corporation is nontransferable. Members shall have no ownership rights or beneficial interests of any kind in the assets of the corporation. ARTICLE III. BOARD OF DIRECTORS Section 3.1 General Powers. All corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation shall be managed by, its board of directors, except as otherwise provided in the Act, the articles of incorporation or these bylaws. Section 3.2 Qualifications. Number. Classification. Election and Tenure. (a) Qualifications. Each director must be a natural person who is eighteen years of age or older. A director need not be a resident of Colorado. (b) Number. The number of directors of the corporation shall be from seven to seventeen, as determined by the board of directors from time to time, consisting of the elected directors and appointed directors described below. Any action of the board of directors to change the number of directors to a number outside the range specified in the preceding sentence, whether expressly by resolution or by implication through the election of additional directors, shall constitute an amendment of these bylaws expanding the range of the number of directors, provided such action otherwise satisfies the requirements for amending these bylaws as provided in the Act, the articles of incorporation or these bylaws. (c) Classification. At the annual meeting of the board of directors held in 2002, classification of the directors shall be made by dividing them into three classes, each class to be as nearly equal in number as possible. The term of office of the directors of the first class shall expire at the end of the first annual meeting of the board of directors held after such classification; the term of office of the directors of the second class shall expire at the end of the second annual meeting of the board of directors thereafter; and the term of office of the directors of the third class shall expire at the end of the third annual meeting of the board of directors thereafter. (d) Election and Tenure. At each annual meeting of the board of directors after the classification described in Section 3.2(c), the number of directors equal to the number of the class whose term expires at the end of such meeting shall be elected by the board of directors to hold office until the end of the third succeeding annual meeting. Each director so elected shall hold office until such director's term expires and thereafter until such director's successor shall have been elected and qualified, or until such director's earlier death, resignation or removal. (e) Appointed Directors. Two of the director(s) shall be appointed by the Vail Town Council at the time of each annual meeting of the board of directors (the "appointed director(s)"). Each director so appointed shall hold office until the end of the next annual meeting and thereafter until such director's successor shall have been appointed and qualified, or until such director's earlier death, resignation or removal. #640430 v1 -2- Section 3.3 Resignation: Removal: Vacancies. Any director may resign at any time by giving written notice to the chair of the board, to the president or to the secretary of the corporation. A director's resignation shall take effect at the time specified in such notice, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. A director shall be deemed to have resigned in the event of such director's incapacity as determined by a court of competent jurisdiction. Any elected director shall be removable, with or without cause, by the affirmative vote of a majority of the other directors then in office. An appointed director shall be removable, with or without cause, only by the person entitled to appoint such director. Any vacancy of an elected director may be filled by the affirmative vote of a majority of the remaining directors though less than a quorum. If the vacant office was held by an appointed director, only the person who appointed the director may fill the vacancy. A director elected or appointed to fill a vacancy shall hold the office for the unexpired term of such director's predecessor in office. Any directorship to be filled by reason of an increase in the number of directors shall be filled by the affirmative vote of a majority of the directors then in office, and a director so chosen shall hold office until the next election of directors and thereafter until such director's successor shall have been elected and qualified, or until such director's earlier death, resignation or removal. A vacancy that will occur at a specific later date may be filled before the vacancy occurs, but the new director may not take office until the vacancy occurs. Section 3.4 Regular Meetings. A regular annual meeting of the board of directors shall be held during the month of November commencing in the year 2002 at the time and place, either within or outside Colorado, as determined by the board, for the purpose of electing directors and officers and for the transaction of such other business as may come before the meeting. The board of directors may provide by resolution the time and place, either within or outside Colorado, for the holding of additional regular meetings. Section 3.5 Special Meetines. Special meetings of the board of directors may be called by or at the request of the chair of the board, the president, or any a majority of the directors. The person or persons authorized to call special meetings of the board of directors may fix the time and place, either within or outside Colorado, for holding any special meeting of the board called by them. Section 3.6 Notice of Meetinus. (a) Reauirements. Notice of each meeting of the board of directors stating the date, time and place of the meeting shall be given to each director at such director's business or residential address at least five days prior thereto by the mailing of written notice by first class, certified or registered mail, or at least two days prior thereto by personal delivery or private carrier of written notice or by telephone, facsimile, electronic transmission or any other form of wire or wireless communication (and the method of notice need not be the same as to each director). Written notice, if in a comprehensible form, is effective at the earliest of. (i) the date received; (ii) five days after its deposit in the United States mail, as evidenced by the postmark, if mailed correctly addressed and with first class postage affixed; and (iii) the date shown on the return receipt, if mailed by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee. Oral notice is effective when communicated in a comprehensible manner. If #640430 v1 -3- transmitted by facsimile, electronic transmission or other form of wire or wireless communication, notice shall be deemed to be given when the transmission is complete. (b) Waiver of Notice. A director may waive notice of any meeting before or after the time and date of the meeting stated in the notice. Except as otherwise provided in this Section 3.6(b), the waiver shall be in writing and signed by the director entitled to the notice. Such waiver shall be delivered to the corporation for filing with the corporate records, but such delivery and filing shall not be conditions of the effectiveness of the waiver. A director's attendance at or participation in a meeting waives any required notice to that director of the meeting unless: (i) at the beginning of the meeting or promptly upon the director's later arrival, the director objects to holding the meeting or transacting business at the meeting because of lack of notice or defective notice and does not thereafter vote for or assent to action taken at the meeting; or (ii) if special notice was required of a particular purpose pursuant to the Act or these bylaws, the director objects to transacting business with respect to the purpose for which such special notice was required and does not thereafter vote for or assent to action taken at the meeting with respect to such purpose. Section 3.7 Deemed Assent. A director of the corporation who is present at a meeting of the board of directors when corporate action is taken is deemed to have assented to all action taken at the meeting unless (i) the director objects at the beginning of the meeting, or promptly upon the director's arrival, to holding the meeting or transacting business at the meeting and does not thereafter vote for or assent to any action taken at the meeting; or (ii) the director contemporaneously requests the director's dissent or abstention as to any specific action taken be entered in the minutes of the meeting; or (iii) the director causes written notice of the director's dissent or abstention as to any specific action to be received by the presiding officer of the meeting before the adjournment thereof or by the corporation promptly after the adjournment of the meeting. Such right of dissension or abstention is not available to a director who votes in favor of the action taken. Section 3.8 Quorum and Voting. A majority of the directors in office immediately before a meeting begins shall constitute a quorum for the transaction of business at any meeting of the board of directors, and the vote of a majority of the directors present in person at a meeting at which a quorum is present shall be the act of the board of directors, unless otherwise required by the Act, the articles of incorporation or these bylaws. If less than a quorum is present at a meeting, a majority of the directors present may adjourn the meeting from time to time without further notice other than an announcement at the meeting, until a quorum shall be present. Section 3.9 Voting by Proxv. For purposes of determining a quorum with respect to a particular proposal, and for purposes of casting a vote for or against a particular proposal, a director may be deemed to be present at a meeting and to vote if the director has granted a signed written proxy to another director who is present at the meeting, authorizing the other director to cast the vote that is directed to be cast by the written proxy with respect to the particular proposal that is described with reasonable specificity in the proxy. Except as provided in this Section 3.9 and as permitted by Section 3.14, directors may not vote or otherwise act by proxy. Section 3.10 Compensation. Directors shall not receive compensation for their services as such; however, the reasonable expenses of directors of attendance at board meetings may be paid #640430 vl -4- or reimbursed by the corporation. Directors shall not be disqualified to receive reasonable compensation for services rendered to or for the benefit of the corporation in any other capacity. Section 3.11 Committees. By one or more resolutions adopted by the vote of a majority of the directors present in person at a meeting at which a quorum is present, the board of directors may designate from among its members an executive committee and one or more other committees, each of which, to the extent provided in the resolution establishing such committee, shall have and may exercise all of the authority of the board of directors, except as prohibited by the Act. The delegation of authority to any committee shall not operate to relieve the board of directors or any member of the board from any responsibility or standard of conduct imposed by law or these bylaws. Rules governing procedures for meetings of any committee shall be the same as those set forth in these bylaws or the Act for the board of directors unless the board or the committee itself determines otherwise. Section 3.12 Advisorv Boards. The board of directors may from time to time form one or more advisory boards, committees, auxiliaries or other bodies composed of such members, having such rules of procedure, and having such chair, as the board of directors shall designate. The name, objectives and responsibilities of each such advisory board, and the rules and procedures for the conduct of its activities, shall be determined by the board of directors. An advisory board may provide such advice, service, and assistance to the corporation, and carry out such duties and responsibilities for the corporation as may be specified by the board of directors; except that, if any such committee or advisory board has one or more members thereof who are entitled to vote on committee matters and who are not then also directors, such committee or advisory board may not exercise any power or authority reserved to the board of directors by the Act, the articles of incorporation or these bylaws. Further, no advisory board shall have authority to incur any corporate expense or make any representation or commitment on behalf of the corporation without the express approval of the board of directors or the president of the corporation. Section 3.13 Meetings by Telephone. Members ofthe board of directors or any committee thereof may participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting. Section 3.14 Action Without a Meetin-a. (a) Any action required or permitted to be taken at a meeting of the board of directors or any committee thereof may be taken without a meeting if each and every member of the board or committee in writing either: (i) votes for such action; (ii) votes against such action; or (iii) abstains from voting. Each director or committee member who delivers a writing described in this Section 3.14(a) to the corporation shall be deemed to have waived the right to demand that action not be taken without a meeting. #640430 vl -5- (b) Action is taken under this Section 3.14 only if the affirmative vote for such action equals or exceeds the minimum number of votes that would be necessary to take such action at a meeting at which all of the directors then in office were present and voted. (c) No action taken pursuant to this Section 3.14 shall be effective unless writings describing the action taken and otherwise satisfying the requirements of Section 3.14(a), signed by all directors and not revoked pursuant to Section 3.14(d), are received by the corporation. Any such writing may be received by the corporation by electronically transmitted facsimile or other form of wire or wireless communication providing the corporation with a complete copy of the document, including a copy of the signature on the document. Action taken pursuant to this Section 3.14 shall be effective when the last writing necessary to effect the action is received by the corporation unless the writings describing the action taken set forth a different effective date. (d) Any director who has signed a writing pursuant to this Section 3.14 may revoke such writing by a writing signed and dated by the director describing the action and stating that the director's prior vote with respect thereto is revoked, if such writing is received by the corporation before the last writing necessary to effect the action is received by the corporation. (e) Action taken pursuant to this Section 3.14 has the same effect as action taken at a meeting of directors and may be described as such in any document. (f) All signed written instruments necessary for any action taken pursuant to this Section 3.14 shall be filed with the minutes of the meetings of the board of directors. ARTICLE IV. OFFICERS AND AGENTS Section 4.1 Designation and Oualifications. The elected officers of the corporation shall be a chair of the board, one or more vice-chairs, a president, one or more vice-presidents, a secretary and a treasurer. The board of directors may also appoint, designate or authorize such other officers, assistant officers and agents, including an executive director, a chief financial officer, a controller, assistant secretaries and assistant treasurers, as it may consider necessary or useful. One person may hold more than one office at a time. Officers need not be directors of the corporation. All officers must be natural persons who are eighteen years of age or older. Section 4.2 Election and Term of Office. The board of directors, or an officer or committee to which such authority has been delegated by the board of directors, shall elect or appoint the officers at or in conjunction with each annual meeting of the board of directors. If the election and appointment of officers shall not be held at or in conjunction with such meeting, such election or appointment shall be held as soon as convenient thereafter. Each officer shall hold office from the end of the meeting at or in conjunction with which such officer was elected or appointed until such officer's successor shall have been duly elected or appointed and shall have qualified, or until such officer's earlier death, resignation or removal. Section 4.3 Compensation. The compensation, if any, of each officer shall be as #640430 v1 -6- determined from time to time by the board of directors, or by an officer or a committee to which such authority has been delegated by the board of directors. To the extent reasonably feasible, the person or persons determining compensation shall obtain data on the compensation of officers holding similar positions of authority within comparable organizations, shall set the compensation based on such data and an evaluation of the officer's performance and experience as related to the requirements of the position, and shall document the basis for the determination including the comparison data used, the requirements of the position, and the evaluation of the officer's performance and experience. No officer shall be prevented from receiving a salary by reason of the fact that the officer is also a director of the corporation. However, no payment of compensation (or payment or reimbursement of expenses) shall be made in any manner so as to result in the imposition of any liability under either section 4941 or section 4958 of the Internal Revenue Code. Section 4.4 Removal. Any officer or agent may be removed by the board of directors at any time, with or without cause, but removal shall not affect the contract rights, if any, of the person so removed. Election, appointment or designation of an officer or agent shall not itself create contract rights. Section 4.5 Vacancies. Any officer may resign at any time, subject to any rights or obligations under any existing contracts between the officer and the corporation, by giving written notice to the president or to the board of directors. An officer's resignation shall take effect upon receipt by the corporation unless the notice specifies a later effective date, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. An officer shall be deemed to have resigned in the event of such officer's incapacity as determined by a court of competent jurisdiction. A vacancy in any office, however occurring, may be filled by the board of directors, or by any officer or committee to which such authority has been delegated by the board of directors, for the unexpired portion of the term. If a resignation is made effective at a later date, the board of directors may permit the officer to remain in office until the effective date and may fill the pending vacancy before the effective date with the provision that the successor does not take office until the effective date, or the board of directors may remove the officer at any time before the effective date and may fill the resulting vacancy. Section 4.6 Authoritv and Duties of Officers. The officers of the corporation shall have the authority and shall exercise the powers and perform the duties specified below and as may be additionally specified by the president, the board of directors or these bylaws, except that in any event each officer shall exercise such powers and perform such duties as may be required by law. (a) Chair of the Board. The chair of the board shall (i) preside at all meetings of the board of directors; (ii) see that all resolutions of the board of directors are carried into effect; and (iii) perform all other duties incident to the office of chair of the board and as from time to time may be assigned to the chair by the board of directors. (b) Vice-Chairs. The vice-chair or vice-chairs shall assist the chair of the board and shall perform such duties as may be assigned to them by the chair or by the board of directors. The vice-chair (or if there is more than one, then the vice-chair designated by the board of directors, or if there be no such designation, then the vice-chairs in order of their election) shall, at the request #640430 v1 -7- of the chair, or in the chair's absence or inability or refusal to act, perform the duties of the chair and when so acting shall have all the powers of and be subject to all the restrictions on the chair. (c) President. The president shall, subject to the direction and supervision of the chair of the board and the board of directors: (i) be the chief executive officer of the corporation and have general and active control of its affairs and business and general supervision of its officers, agents and employees; (ii) in the absence of the chair of the board and any vice-chair, preside at all meetings of board of directors; (iii) see that all resolutions of the board of directors are carried into effect; and (iv) perform all other duties incident to the office of president and as from time to time may be assigned to such office by the board of directors. (d) Vice-Presidents. The vice-president or vice-presidents shall assist the president and shall perform such duties as may be assigned to them by the president or by the board of directors. The vice-president (or if there is more than one, then the vice-president designated by the board of directors, or if there be no such designation, then the vice-presidents in order of their election) shall, at the request of the president, or in the president's absence or inability or refusal to act, perform the duties of the president and when so acting shall have all the powers of and be subject to all the restrictions on the president. (e) Executive Director. The executive director, if any, shall, subject to the direction and supervision of the president and the board of directors, (i) be the chief operating officer of the corporation with general responsibility for all day-to-day operations of the corporation; (ii) propose, prepare and present to the president and the board of directors specific programs and activities that will further the corporation's purposes; (iii) direct and supervise the implementation of the programs and activities approved by the president or the board of directors; and (iv) perform all other duties and responsibilities as from time to time may be assigned to the executive director by the president or the board of directors. (f) Secretarv. The secretary shall (i) keep the minutes of the proceedings of the board of directors and any committees of the board; (ii) see that all notices are duly given in accordance with the provisions of these bylaws or as required by law; (iii) be custodian of the corporate records and of the seal of the corporation; and (iv) in general, perform all duties incident to the office of secretary and such other duties as from time to time may be assigned to such office by the president or by the board of directors. Assistant secretaries, if any, shall have the same duties and powers, subject to supervision by the secretary. (g) Treasurer. The treasurer shall (i) be the chief financial officer of the corporation and have the care and custody of all its funds, securities, evidences of indebtedness and other personal property and deposit the same in accordance with the instructions of the board of directors; (ii) receive and give receipts and acquittances for moneys paid in on account of the corporation, and pay out of the funds on hand all bills, payrolls and other just debts of the corporation of whatever nature upon maturity; (iii) unless there is a controller, be the principal accounting officer of the corporation and as such prescribe and maintain the methods and systems of accounting to be followed, keep complete books and records of account, prepare and file all local, state and federal tax returns and related documents, prescribe and maintain an adequate system of #640430 vl -g- internal audit, and prepare and furnish to the president and the board of directors statements of account showing the financial position of the corporation and the results of its operations; (iv) monitor compliance with all requirements imposed on the corporation as a tax-exempt organization described in section 501(c)(3) of the Internal Revenue Code; (v) upon request of the board, make such reports to it as may be required at any time; and (vi) perform all other duties incident to the office of treasurer and such other duties as from time to time may be assigned to such office by the president or the board of directors. Assistant treasurers, if any, shall have the same powers and duties, subject to the supervision by treasurer. Section 4.7 Suretv Bonds. The board of directors may require any officer or agent of the corporation to execute to the corporation a bond in such sums and with such sureties as shall be satisfactory to the board, conditioned upon the faithful performance of such person's duties and for the restoration to the corporation of all books, papers, vouchers, money and other property of whatever kind in such person's possession or under such person's control belonging to the corporation. ARTICLE V. FIDUCIARY MATTERS Section 5.1 Indemnification. (a) Scone of Indemnification. The corporation shall indemnify each director, officer, employee and volunteer of the corporation to the fullest extent permissible under the laws of the State of Colorado, and may in its discretion purchase insurance insuring its obligations hereunder or otherwise protecting the persons intended to be protected by this Section 5.1. The corporation shall have the right, but shall not be obligated, to indemnify any agent of the corporation not otherwise covered by this Section 5.1 to the fullest extent permissible under the laws of the State of Colorado. (b) Savings Clause: Limitation. If any provision of the Act or these bylaws dealing with indemnification shall be invalidated by any court on any ground, then the corporation shall nevertheless indemnify each party otherwise entitled to indemnification hereunder to the fullest extent permitted by law or any applicable provision of the Act or these bylaws that shall not have been invalidated. Notwithstanding any other provision of these bylaws, the corporation shall neither indemnify any person nor purchase any insurance in any manner or to any extent that would jeopardize or be inconsistent with the qualification of the corporation as an organization described in section 501(c)(3) of the Internal Revenue Code, or that would result in the imposition of any liability under either section 4941 or section 4958 of the Internal Revenue Code. Section 5.2 General Standards of Conduct for Directors and Officers. (a) Discharge of Duties. Each director shall discharge the director's duties as a director, including the director's duties as a member of a committee of the board, and each officer with discretionary authority shall discharge the officer's duties under that authority (i) in good faith; (ii) with the care an ordinarily prudent person in a like position would exercise under similar #640430 v1 -9- circumstances; and (iii) in a manner the director or officer reasonably believes to be in the best interests of the corporation. (b) Reliance on Information. Reports. Etc. In discharging duties, a director or officer is entitled to rely on information, opinions, reports or statements, including financial statements and other financial data, if prepared or presented by: (i) one or more officers or employees of the corporation whom the director or officer reasonably believes to be reliable and competent in the matters presented; (ii) legal counsel, a public accountant or another person as to matters the director or officer reasonably believes are within such person's professional or expert competence; or (iii) in the case of a director, a committee of the board of directors of which the director is not a member if the director reasonably believes the committee merits confidence. A director or officer is not acting in good faith if the director or officer has knowledge concerning the matter in question that makes reliance otherwise permitted by this Section 5.2(b) unwarranted. (c) Liability to Cornoration. A director or officer shall not be liable as such to the corporation or to its members for any action taken or omitted to be taken as a director or officer, as the case may be, if, in connection with such action or omission, the director or officer performed the duties of the position in compliance with this Section 5.2. (d) Director Not Deemed to Be a "Trustee." A director, regardless of title, shall not be deemed to be a "trustee" within the meaning given that term by trust law with respect to the corporation or with respect to any property held or administered by the corporation including, without limitation, property that may be subject to restrictions imposed by the donor or transferor of such property. Section 5.3 Conflicts of Interest. (a) Definition. A conflict of interest arises when any "responsible person" or any "party related to a responsible person" has an "interest adverse to the corporation." A "responsible person" is any individual in a position to exercise substantial influence over the affairs of the corporation, and specifically includes, without limitation, directors and officers of the corporation. A "parry related to a responsible person" includes his or her extended family (including spouse, ancestors, descendants and siblings, and their respective spouses and descendants), an estate or trust in which the responsible person or any member of his or her extended family has a beneficial interest or a fiduciary responsibility, or an entity in which the responsible person or any member of his or her extended family is a director, trustee or officer or has a financial interest. "An interest adverse to the corporation" includes any interest in any contract, transaction or other financial relationship with the corporation, and any interest in an entity whose best interests may be impaired by the best interests of the corporation including, without limitation, an entity providing any goods or services to or receiving any goods or services from the corporation, an entity in which the corporation has any business or financial interest, and an entity providing goods or services or performing activities similar to the goods or services or activities of the corporation. (b) Disclosure. If a responsible person is aware that the corporation is about to enter into any transaction or make any decision involving a conflict of interest, (a "conflicting #640430 vl -10- interest transaction"), such person shall: (i) immediately inform those charged with approving the conflicting interest transaction on behalf of the corporation of the interest or position of such person or any party related to such person; (ii) aid the persons charged with making the decision by disclosing any material facts within the responsible person's knowledge that bear on the advisability of the corporation entering into the conflicting interest transaction; and (iii) not be entitled to vote on the decision to enter into such transaction. (c) Annroval of Conflicting Interest Transactions. The corporation may enter into a conflicting interest transaction provided either: (i) The material facts as to the responsible person's relationship or interest and as to the conflicting interest transaction are disclosed or are known to the board of directors or to a committee of the board of directors that authorizes, approves or ratifies the conflicting interest transaction, and the board or committee in good faith authorizes, approves or ratifies the conflicting interest transaction by the affirmative vote of a majority of the disinterested directors on the board or committee, even though the disinterested directors are less than a quorum; or (ii) The conflicting interest transaction is fair as to the corporation. Section 5.4 Liabilitv of Directors for Unlawful Distributions. (a) Liabilitv to Cornoration. A director who votes for or assents to a distribution made in violation of the Act or the articles of incorporation of the corporation shall be personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating the Act or the articles of incorporation if it is established that the director did not perform the director's duties in compliance with the general standards of conduct for directors set forth in Section 5.2. (b) Contribution. A director who is liable under Section 5.4(a) for an unlawful distribution is entitled to contribution: (i) from every other director who could be liable under Section 5.4(a) for the unlawful distribution; and (ii) from each person who accepted the distribution knowing the distribution was made in violation of the Act or the articles of incorporation, to the extent the distribution to that person exceeds what could have been distributed to that person without violating the Act or the articles of incorporation. Section 5.5 Loans to Directors and Officers Prohibited. No loans shall be made by the corporation to any of its directors or officers. Any director or officer who assents to or participates in the making of any such loan shall be liable to the corporation for the amount of such loan until the repayment thereof. 4640430 v1 - 11- ARTICLE VI. RECORDS OF THE CORPORATION Section 6.1 Minutes. Etc. The corporation shall keep as permanent records minutes of all meetings of the board of directors, a record of all actions taken by the board of directors without a meeting, a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation, and a record of all waivers of notices of meetings of the board of directors or any committee of the board of directors. Section 6.2 Accountina Records. The corporation shall maintain appropriate accounting records. Section 6.3 Records in Written Form. The corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time. Section 6.4 Records Maintained at Principal Office. The corporation shall keep a copy of each of the following records at its principal office: (a) The articles of incorporation; (b) These bylaws; (c) A list of the names and business or home addresses of the current directors and officers; (d) A copy of the most recent corporate report delivered to the Colorado secretary of state; (e) All financial statements prepared for periods ending during the last three years; (f) The corporation's application for recognition of exemption and the tax- exemption determination letter issued by the Internal Revenue Service; and (g) All other documents or records required to be maintained by the corporation at its principal office under applicable law or regulation. ARTICLE VII. MISCELLANEOUS Section 7.1 Fiscal Year. The fiscal year of the corporation shall be as established by the board of directors. Section 7.2 Convevances and Encumbrances. Property of the corporation may be assigned, conveyed or encumbered by such officers of the corporation as may be authorized to do #6404300 -12- so by the board of directors, and such authorized persons shall have power to execute and deliver any and all instruments of assignment, conveyance and encumbrance; however, the sale, exchange, lease or other disposition of all or substantially all of the property and assets of the corporation shall be authorized only in the manner prescribed by applicable statute. Section 7.3 Designated Contributions. The corporation may accept any designated contribution, grant, bequest or devise consistent with its general tax-exempt purposes, as set forth in the articles of incorporation. As so limited, donor-designated contributions will be accepted for special funds, purposes or uses, and such designations generally will be honored. However, the corporation shall reserve all right, title and interest in and to and control of such contributions, as well as full discretion as to the ultimate expenditure or distribution thereof in connection with any such special fund, purpose or use. Further, the corporation shall acquire and retain sufficient control over all donated funds (including designated contributions) to assure that such funds will be used exclusively to carry out the corporation's tax-exempt purposes. Section 7.4 Amendments. The power to alter, amend or repeal these bylaws and adopt new bylaws shall be vested solely in the board of directors. Section 7.5 References to Internal Revenue Code. All references in these bylaws to provisions of the Internal Revenue Code are to the provisions of the Internal Revenue Code of 1986, as amended, and to the corresponding provisions of any subsequent federal tax laws. Section 7.6 Principles of Construction. Words in any gender shall be deemed to include the other gender; the singular shall be deemed to include the plural and vice versa; the words "pay" and "distribute" shall also mean assign, convey and deliver; and the table of contents, headings and underlined paragraph titles are for guidance only and shall have no significance in the interpretation of these bylaws. Section 7.7 Severabilitv. The invalidity of any provision of these bylaws shall not affect the other provisions hereof, and in such event these bylaws shall be construed in all respects as if such invalid provision were omitted. (END) #640430 vl -13- AGREEMENT PERMIi- nNG ENCROACHMENT This Agreement Permitting Encroachment (the "Agreement") dated this day of , 2001, is between and among the Town of Vail, a Colorado Municipal Corporation (the "Town"), and Stephen L. and Linda L. Waterhouse (the "Owners"). RECITALS A. The Town is the owner of Forest Road (the "Town Land"). B. Stephen L. Waterhouse and Linda L. Waterhouse are the owners of Lot 20, Block 7, Vail Village First Filing; Vail, Colorado C. The recently constructed garage currently encroaches on the Town Land as set forth on Exhibit A (the "Encroachment"). D. Subject to the terms hereof, the Owners desire that the encroachment of the garage as it currently exists, be allowed to remain. E. Subject to the terms hereof, the Town shall allow the Encroachments to remain. AGREEMENT NOW THEREFORE, in consideration of the Recitals, the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: The Town hereby grants to the Owners the right to own, maintain, and use the improvements, on, over, under, across and through the Town Land in the location shown on Exhibit A. The encroachment rights granted by this Agreement shall be strictly limited to and solely for (i) the right to own, maintain, and use the improvements located in the Encroachment area for the benefit of the Owners, their respective guests, tenants and invitees (collectively, the "Permittees and (ii) those activities reasonably necessary for the performance of the obligations undertaken by the Owners under this Agreement. I . Improvements (a) The improvements as they currently exist shall be used, maintained, and operated by the Owners at their sole cost and expense and the Owners shall bear all risk of loss with respect thereto. (b) Owners' maintenance, repair, and use of the improvements shall be accomplished in a reasonable manner so as to minimize interference with the activities of the public on the Town land. The improvements shall be maintained, used and operated in a first class manner consistent with their current use, and this Agreement. (c) Subject to the terms of paragraph 6 hereof, the improvements owned by the Owners within the Town Land shall remain the property of the Owners and therefore the responsibility of maintaining the Town Land, and the improvements located thereon, shall be borne by the Owners. 2. Consideration: Owners shall pay to the Town thirty thousand dollars ($30,000) as full and complete consideration for the encroachment for so long as it shall continue. 3. Reversion. In the event the improvements and the encroachment rights thereto shall be abandoned or destroyed, Owners' real property interest in the Town Land in connection with this Agreement shall automatically revert to and be thereafter merged with the then-current owner of the Town Land. Owners shall, at their sole cost and expense, prepare and execute such documentation that the Town deems necessary or appropriate to effect such reversion in a form and content acceptable to the Town which document shall thereafter be recorded in the real property records of Eagle County, Colorado. In the event the improvements and the encroachment rights thereto are abandoned, Owners shall remove or cause to be removed the improvements (and all of their personal property, if any) from the Town Land. 4. Insurance. At all times during the term of this Agreement, the Owners shall carry and maintain, in full force and effect, at its sole cost and expense, a policy of comprehensive general liability insurance in an occurrence format in an amount of $1,000,000.00 per occurrence. The insurance shall provide that no cancellation, reduction in amount or material change in coverage shall be effective except upon 30 days prior written notice to the Town and except upon the Town's written approval of such cancellation, reduction or change. The Town shall be named as an additional named insured. The Owners agree to provide the Town with certificates of insurance evidencing such insurance upon execution of this Agreement and upon request thereafter. Failure to provide such insurance to the Town shall be deemed a default under paragraph 11. 5. Indemnity. The Owners agree to indemnify, defend and hold harmless the Town, its subsidiaries and affiliates, their respective agents, officers, directors, servants and employees of and from any and all liability, claims, liens, demands, actions and causes of action whatsoever arising out of or related to any loss, cost, damage or injury, including death, of any person or damage to property of any kind resulting in connection with the encroachment of the Improvements on the Town Land. 6. Easement Appurtenant. Unless terminated or suspended as provided for herein, the encroachment rights shall run with the land and shall be appurtenant to Lot 20, Block 7, Vail Village First Filing so that a transfer of title to Lot 20, Block 7, Vail Village First Filing shall automatically transfer the burdens and benefits of the encroachment rights under this Agreement, to the purchaser of the transferred property, and the Seller of the transferred property shall be automatically released from the burdens and benefits of the encroachment rights under this Agreement, occurring after the date of closing. 7. Liability for Injury. The Town shall not be liable to Owners, or to any other person or entity whatsoever for or on account of any injury or damage to persons or property occasioned by reason of Owners' use of the improvements on the Town Land. 8. Retention of Rights. Subject to the terms and provisions of this Agreement, the Town specifically retains all its right, title and interest in and to the Town Land. 9. Successors and Assigns. The terms, covenants and conditions of this Agreement shall be binding on the successor and assigns of all parties hereto. 10. No Liens. The Owners shall not cause, suffer or permit any mechanic's, materialman's or other liens to attach to or be recorded against the Town land in connection with any work to be performed by Owners under this Agreement. In the event that any mechanic's lien is filed against the Town Land, Owners agree to diligently cause such lien to be released in the public records either by payment to the lienor or, if such lien is in dispute, by providing bond or other statutory equivalent pursuant to the provisions of Section 38-22-131 and 132, C.R.S., as amended and in effect at the time of the lien. In the event that such release is not obtained or such dispute is not resolved within 120 days from the filing of a lien on the Town Land, then a default under paragraph 11 shall have occurred. Further, Owners shall indemnify and hold the Town and the Town Land harmless from any loss, cost or liability arising out of or incurred in connection with any liens. 11. Duration of Agreement. This Agreement Permitting Encroachment shall be perpetual and be in full force and effect unless terminated pursuant to paragraph 3, above, or the Agreement Permitting Encroachment is terminated by a court of competent jurisdiction due to a default ("Default") by the Owners. Written notice describing the default having first been given to Owners and an opportunity to cure the default having been provided for a period of ninety days from the date of the notice. 12. Entire Agreement. This Agreement contains the entire agreement and understanding of the parties with respect to the entire subject matter hereof, and there are no representations of the parties with respect to the entire subject matter hereof, and there are no representations, inducements, promises or agreements, oral or otherwise, not embodied herein. This Agreement specifically supersedes any and all prior discussions, agreements, proposals, negotiations and representations relating hereto. 13. Counterparts. This Agreement may be executed in any number of counterparts, any or all of which may contain signatures of less than all the parties, and all of which shall be construed together as but a single instrument and shall be binding on the parties as though originally executed on one originally executed document. 14. Miscellaneous. (a) If any clause or provision of this Agreement shall be held to be invalid in whole or in part, then the remaining clauses and provisions, or portions thereof, shall nevertheless be and remain in full force and effect. (b) No amendment, alteration, modification of or addition to this Agreement shall be valid or binding unless expressed in writing and signed by the parties to be bound thereby and recorded in the Clerk and Recorder's office, Eagle County, Colorado. (c) The captions of each section are added as a matter of convenience only and shall be considered of no effect in the construction of any provision of this Agreement. (d) If any party hereto shall bring any suit or action against another for relief, declaratory or otherwise, arising out of this Agreement, the prevailing parry shall have and recover against the other party, in addition to all court costs and disbursements, such sum as the Court may adjudge to be reasonable attorneys' fees. (e) This Agreement shall be governed by and interpreted in accordance with the laws of the State of Colorado. (f) Any and all warranties, provisions, rights and obligations of the parties herein described and agreed to be performed subsequent to the termination of this Agreement shall survive the termination of this Agreement. (g) Time is of the essence with respect to the performance of each of the covenants and agreements herein set forth. (h) This Agreement shall be recorded in the Clerk and Recorder's office, Eagle County, Colorado. 15. Notice: Any notice to the Town or the Owners provided for herein shall be given by mailing a copy of same to the following address, or at such other address as may be designated by them or their successors in writing: Town of Vail Mr. & Mrs. Stephen L. Waterhouse c/o Town Manager 5 Clement Road 75 S. Frontage Road Hanover, NH 03755 Vail, Colorado 81657 IN WITNESS WHEREOF, the parties hereto have executed this Agreement to become effective as of the date first written above. Town of Vail A Colorado Municipal Corporation By: Robert W. McLaurin, Town Manager STATE OF COLORADO ) ) ss. COUNTY OF EAGLE ) The foregoing instrument was acknowledged before me this day of , 2001, by Robert W. McLaurin as Town Manager, The Town of Vail, a Colorado Municipal Corporation, on behalf of such corporation. Witness my hand and official seal. Notary Public My commission expires: r By: Stephen L. Waterhouse, Owner By: Linda L. Waterhouse, Owner STATE OF COLORADO ) ) ss. COUNTY OF EAGLE ) The foregoing instrument was acknowledged before me this day of , 2001, by Stephen L. Waterhouse and Linda L. Waterhouse as Owners of Lot 20, Block 7, Vail Village First Filing, Town of Vail, County of Eagle, State of Colorado. Witness my hand and official seal. Notary Public My commission expires: Iy TOWN OF VAIL WORLD: of the Town Manager CHAMPIONSHIPS 75 South Frontage Road Vail, Colorado 81657 1999-VAIL-BEAVER CREEK 970-479-2105/Fax 970-479-2157 TM MEMORANDUM TO: VAIL TOWN COUNCIL FROM: BOB MCLAURIN LORELEI DONALDSON PAM BRANDMEYER DATE: APRIL 26, 2001 RE: ELECTION PROCESS - VAIL CENTER As we proceed with discussion relating to the Vail Center and the form of financing to be used, the further discussion of election timing must be determined. In 1997, along with other Charter changes, Town of Vail voters approved changing the Charter to allow EITHER a coordinated election with Eagle County or to follow the original at-the-polls procedure. So two election strategies exist: 1. Coordinated Election with Eagle County Last possible dates to submit and certify question(s) to the Eagle County Clerk and Recorder would be first ordinance reading July 10th, with second reading of the ordinance occurring July 17, 2001. County-wide certification due July 30, 2001. PROS: Higher voter turnout (please see attachment for stats on election turnout) Lesser expense (approximately $3,000 per coordinated election, as opposed to $8-10,000 for at-the-polls Vail only Regular Municipal Election) Less voter confusion ^ RECYCLED PAPER I w CONS: Earlier submittal and certification deadline of election question(s) Unlikely the town can make this July 30th deadline. 2. At-the-poll Regular Municipal Town of Vail Election Last possible dates to submit and certify question(s) to Vail Town Clerk would be September 4, 2001, e.g., two readings of the ordinance in August, 2001. PROS: Additional time to submit and certify question, e.g., 30 days more time. "Neighborhood" experience of voting at the polls. CONS: Greater expense (see above). Lower voter turnout (see attached stats) More voter confusion Attachment Historical Information on Vail Elections/General Elections in Eagle County General 2000 2672 registered voters 2404 voted 90% Presidential race ( General 1999 3621 registered voters 498 voted 14% (mail ballot) Municipal 1999 3621 registered voters 905 voted 25% 12 candidates & (at-the-polls) 2 Local Mrkting ?'s Municipal 1997 3266 registered voters 380 voted 12% 6 candidates Special 1996 3616 registered voters 362 voted 10% 2 candidates Municipal 1995 3553 registered voters 982 voted 28% 10 candidates Special 1995 3421 registered voters 692 voted 20% Gun Ban Question & Cemetery General 1994 2637 registered voters 1,364 voted 52% Municipal 1993 2887 registered voters 923 voted 32% 7 candidates Municipal 1991 2522 registered voters 833 voted 33% 9 candidates Municipal 1989 2846 registered voters 1,042 voted 37% 12 candidates Municipal 1987 2537 registered voters 981 voted 39% 9 candidates Municipal 1985 2403 registered voters 358 voted 15% 8 candidates Notes: In the 2000 General Presidential Election, 748 (32%) of the votes were cast by absentee ballot prior to the election and there were an additional 96 absentee ballots requested that were not returned. In the 1999 Municipal Election, 170 (19%) of the votes were cast by absentee ballot prior to the election and there were an additional 19 absentee ballots requested that were not returned. This election coincided with the 1999 General Election that was held as a mail ballot election by Eagle County. This created lots of confusion for citizens. Some people thought by voting in the Eagle County election by mail, they had voted on TOV issues and others thought by voting at-the-polls in Vail that they were also voting on Eagle County issues. So we had many who did not get to vote in one or the other of the elections. (Eagle County had a 30% voting rate for their mail ballot election throughout Eagle County, 4,051 voted overall and 13,713 ballots were mailed out) In the 1997 Municipal Election, 29 (8%) of the votes were cast by absentee ballot prior to the election and there were an additional 8 absentee ballots requested that were not returned. MEMORANDUM TO: Vail Town Council FROM: Bob McLaurin, Town Manager RE: Town Manager's Report DATE: May 1, 2001 DOBSON CONSTRUCTION UPDATE In order to have paving complete prior to the July Fourth holiday, the contractor (RANELSON) has asked to close the road between the Dobson and library to work on moving the utilities in the roadway. The closure will be from 7:00 A.M. to 7:00 P.M. daily, on the following days: Friday, April 27; Saturday, April 28; Monday, April 30; Tuesday, May 1; and Wednesday, May 2. Regular bus service will resume each evening. During this time period, he will maintain emergency access at all times for pedestrians and emergency vehicles. On 24 hour notice, he may ask for some additional road closure days, although these will be sporadic throughout the length of the project. UPCOMING ITEMS: Mav 8, 2001 Work Session DRB/PEC Report Noise Policy Discussion Zoning Code amendment to allow Home Day Care Facilities Fire Services Update Donovan Park Community Facility final contract Mav 15, 2001 Work Session DRB/PEC report Local Liquor Authority Interviews Mav 15. 2001 Evenina Meetinq Local Licensing Authority Appointments (3) Electric Cart ordinance - 1St reading Sale of 770 Potato Patch Drive ordinance - 2nd reading Final Preliminary Design - Meadow Drive Year End Financial Report Mav 22. 2001 Work Session Neighborhood walk-about - Stephens Park DRB/PEC Report Bright Horizons final decision Mav 29. 2001 - 5th Tuesdav - No Meetinq TOWN OF VAIL Town Council Critical Strategies Action Plan September 2000- November 2001 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee Community Alignment & Partnerships ¦ Set CounciINRI 14 month Follow up meeting with VRI retreat held on 4110. Bob McLaurin TBD Bob McLaurin working to set next meeting date with VRI. ¦ Begin report out to community at "Peer 14 month Additional meetings for 2001 TBD Suzanne Silverthorn Resort" meeting to be scheduled ¦ Redefine TOVNRI The Council needs to decide Task Force 14 month how it wishes to proceed on 4110101 Town Council this matter. ¦ Define desired Process to be designed as 4/10/01 outcomes by next step in constituent Bob McLaurin creating a vivid 14 month Partnership efforts; topic Suzanne Silverthorn description for 2005, is on agenda for April 10 Russell Forest 2010, 2015, 2020 meeting with VRI ¦ Consolidate Council needs to decide how Information Booths 14 month it wishes to proceed on this TBD Pam Brandmeyer project. 5101101 Vdheads/matrix Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee • Work w/ Merchants VVF, TCB and Village to define approval 6 month Merchants are discussing Pam Brandmeyer procedures for this issue (without TOV) . TBD Bob McLaurin special events When they reach agreement will report back to Council on their mutually agreed upon approach to Special Events. 1-70 Noise Abatement 14 montth • Staff preparing cost ¦ Identify Options estimate for wall 5/1/01 Greg Hall ¦ Identify Funding mitigation • Determine to what extent TBD Town Council the TOV is willing to fund noise mitigation • Noise wall solution being 6/1/01 Suzanne Silverthorn probed in TOV Citizen Survey 6 month Potential Short term solutions 05/08/01 Greg Hall include: Greg Morrison ¦ Lower overall speed limit ¦ Differential Speed Limit (for trucks ¦ Enforce current state law on engine mufflers ¦ Restrict engine brakes 5101101 2 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee ¦ Maintenance Maintain natural environment and town Partnership Program with infrastructure VRI ¦ Foster stewardship ¦ Water Quality On going Everyone & partnership 6 & 14 ¦ Solid Waste months ¦ Achieve Disney ENSAR standards ¦ Green Star Program ¦ Reinstitute "Adopt-a- ¦ Noxious Weeds Path/Street" • Trip to Disney World scheduled for late April. ¦ Clean Pedestrian Areas ¦ Well lit, clean parking structures ¦ Village Parking 14 month Structural engineering report Nina Timm Structure (retail) complete. $2-4 million to NA Greg Hall stabilize berm. • What size footprint do we buy: 8,100 SF (270 ft. x 30 ft)= $4M 8,100 SF = $500/SF $2M 8,100 SF = $250/SF OR $11-22 M/acre Council to get public feedback on commercial TBD Town Council space built by TOV. ¦ Review Uniform Gary Goodell Building Code and 14 month Presentation to Council Mike McGee Fire Code occurred on 12/12. Staff 05/22 Tom Moorhead preparing appeals procedure. Greg Morrison 5101101 3 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee ¦ Community 6 &14 Council Authorized Facilities Vail month preliminary design on 4117 Center Russ Forrest 5/02/01 Bob McLaurin Special Events VVF, TCB and Village ¦ Solicit input from 6 month Merchants are discussing TBD Pam Brandmeyer event organizers this issue (with out TOV). Bob McLaurin When they reach agreement will report back to Council on their mutually agreed upon approach to Special Events. ¦ Identify additional 6 month Currently available venues venues identified and occupancy 5/01/01 Mike Vaughan load to be determined for each site by 5/01 Wayfinding Greg Hall ¦ Approve drawings 6 month Complete 4/15/01 Suzanne Silverthorn Greg Hall ¦ Install upon arrival 6 month Phase-one signs have been NA Suzanne Silverthorn delivered with installation to occur in April/May. ¦ Trail identifiers 6 month 7/01 Greg Hall installed by 7/01/01 Gregg Barrie ¦ Lionshead Public 6 & 14 Staff has been obtaining April 2001 Russ Forrest Financing month input from Lionshead Bob McLaurin residents on financing Steve Thompson options. The Broomfield case Tom Moorhead has been resolved. Tom M. is reviewing the legal status of this financing tool. 5101/01 4 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee ¦ Site work underway 5/10 ¦ Donovan Park 6 & 14 presentation on month building cost ¦ Final Design with LEEDS George Ruther Development certification and Todd O Presentation authorization to move forward ? According to the DRB & with CD.s PEC approved grading Bob McLaurin plan and landscape Steve Thompson plans, the future pad site will be slightly graded and planted with maintained turf grasses and native grasses. This is not a change to what has been presented to Boards, Commissions and Councils. Nina Timm ¦ Ruins 14 month A final offer for the purchase Tom Moorhead of the property at 05/22/01 Russ Forrest $2,013,000, the appraised value, has been prepared. It will remain open until May 22, 2001. ¦ Berry Creek 14 month Town and County staff Nina Timm working on next steps. TBD-Next step Tom Moorhead Auerbach is requesting is with the Russ Forrest County approval to move County forward with design. Both Council and County have identified a preferred development approach. County Commissioners met directly with School Board to discuss issues of road construction. 5101101 5 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee ¦ Buy down program 14 month Staff has been looking for 3 When suitable (3 bedroom units bedroom units. Council must unit is found Nina Timm for families) address appropriate budget for purchases. Units have not been available for amount previously set by council. Meet w/ Commissioners Meeting held with Russ Forrest ¦ Employee 6 month appropriate county staff. TBD Nina Timm Generation Next step involves contact Tom Moorhead with RRC to develop background information for presentation to County and municipalities. Timber Ridge 6 month Housing Ordinance passed 5/1/01 Receive Allison Ochs on 3/6. Planning process will direction on Tom Moorhead ¦ Housing Zone be identified for appropriate housing related District locations for the district. land use Housing Authority may changes. consider condemnation. Tom Moorhead Fire Station Council discussed memo 6 month summarizing and framing 05/08/01 Bob McLaurin ¦ Decide on fire issues . Staff researching John Gulick station locations and questions posed by Council staffing. at 4-3 meeting. Red Sandstone 14 month Preliminarily Design Tom Kassel Athletic Field Complete. Review by PEC Greg Barrie to occur on 4123 TBD Staff to draft IGA for Tom Moorhead construction and Bob McLaurin maintenance of new field. Stronger agreements needed with VRD to ensure revenues. 5101101 6 Council Status Next Council Point of Contact/ Action Timeline Date Lead Employee Red Sandstone 14 month Bill Pierce working on TDB Bob McLaurin Gymnastics Facility preliminary designs and cost estimates. In town Transportation 6 month NEXT Bus system installed ¦ Review alternatives and being implemented. Greg Hall to replace in town Public launch ceremony Mike Rose shuttle scheduled for 6128101 One custom "quiet" muffler installed with mixed results. ¦ Explore possible Greg Hall funding partners Mike Rose (demo project) Mountain Bell Preliminary cost estimate Nina Timm to Council 3-20-01 RE: 5/1/01 Review Russ Forrest Learning Tree and ABC RFP with School new construction. Council on Mt. Bell ¦ Financing alternatives can be presented at Housing Authority meeting. Nina Timm ¦ Mountain Bell discussion re: focus group results and pre-school land use needs and costs. Summary of Completed Actions ¦ Mission, Vision and Values Statement Posted in Council Chambers ¦ Notification of Town's intent to strengthen partnership with Vail Resorts ¦ Establishment of schedule for monthly Council "walkabouts"; four walkabouts held. ¦ Affordable Housing Zone District drafted and passed by Town Council 5101101 • Donovan Park Agreement for design services complete ¦ Donovan Park zone change approved ¦ Vail Center 501(c)(3) formed ¦ 1St Community gathering held (peer resort report-out) ¦ 2nd Community gathering held (peer resort report-out) ¦ TOVNRI Retreat held • Completion of special event "shadowing" by Greg Moffet • Parking Pay-in-Lieu revisions completed • Meeting held with Eagle County Commissioners, re: employee generation and capital projects Unfunded Capital Projects ¦ Ruins Housing Project ¦ West Vail Lodge ¦ Information Center ¦ Lionshead Public Improvements ¦ Vail Center Improvements ¦ 1-70 Noise Abatement ¦ Gymnastics Facility ¦ Gore Creek Sediment Clean Up ¦ Consolidated Municipal Site (to include: All current uses plus underground parking, information center, affordable housing , 2 company fire station) ¦ NEXT bus system for Outlying Routes 5101101 8