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HomeMy WebLinkAbout2007-01-16 Support Documentation Town Council Evening Session i TOWN COUNCIL EVENING SESSION AGENDA 6:00 P.M. TUESDAY, JANUARY 16, 2007 VAIL TOWN COUNCIL CHAMBERS 75 S. Frontage Road W. Vail, CO 81657 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. ITEMlTOPIC: Citizen Participation. (10 min.) 2. ITEMROPIC: Town Manager's Report. (i0 min.) 3. George Ruther ITEM/TOPIC: A request for permission to proceed through the development review process with a proposal to construct exterior improvements (ie, lighting, graphics, signage, exterior paint, etc.) to the fagade of the Colorado Ski Museum located within the Vail Transportation Center. (10 min.) ACTION REQUESTED OF COUNCIL: Approve, approve with modifications, or deny the applicant's request to proceed through the development review process. BACKGROUND RATIONALE: The Colorado Ski Museum, represented by Executive Director David Scott, is proposing to construct exterior improvements to the fagade of the Colorado Ski Museum located within the Vail Transportation Center. At this time the exterior plans are only conceptual in nature. Pending the outcome of this request, the applicant will appear before the Town of Vail Design Review Board with a more complete development review application. The Town Council, as the owner of the property, must grant the applicant permission to proceed through the Town's development review process. STAFF RECOMMENDATION: The Community Development Department recommends that the Town Council grants the Colorado Ski Museum permission to proceed through the development review process. 4. Nina Timm ITEM/TOPIC: Commercial Linkage and Inclusionary Zoning for Employee Housing Mitigation. (90 min.) I r BACKGROUND: On January 2, 2007, the Town Council directed staff to modify the draft Employee Housing Ordinance to include a Commercial Linkage requirement of 20% and an Inclusionary Zoning requirement of 30% of net new residential square feet. Town Council requested that this item be on the next evening agenda so that public input could be received. ACTION REQUESTED OF COUNCIL: Receive public input and provide staff direction. STAFF RECOMMENDATION: See Memorandum dated January 16, 2007. 5. Russ Forrest ITEM/TOPIC: LionsHead Parking Structure Request For Proposals. (10 min.) ACTION REQUESTED OF COUNCIL: Town staff is requesting budget authorization for $35,000 to perform a financial critique on the two development proposals for the LionsHead Parking Structure and to specifically engage Economic Planning Systems to complete that critique. BACKGROUND: On November 21, 2006, the Town Council received input from the public and requested that the proposals be reviewed and critiqued by a financial expert that could review the financial viability of the proposals and the proposed financial public benefits and risks of each proposal. To ensure that a final product meets with the Town Council's goals for this review, Staff prepared a request for proposals with a scope of services (See attachment A in the staff memorandum). 6. Warren Campbell ITEMlTOPIC: An appeal, pursuant to Section 12-3-3, Appeals, Vail Town Code, of the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West LionsHead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06- OOSi and PEC06-0082). (20 min.) ACTION REQUESTED OF COUNCIL: Uphold, overturn, or modify the Planning and Environmental Commission's approval, with conditions, of the major exterior alteration and conditional use permit applications pursuant to Section 12-3-3, Appeals, Vail Town Code. BACKGROUND RATIONALE: On December 11, 2006 the Planning and Environmental Commission approved, with conditions, a request for a major exterior alteration and a final review of a conditional use permit to allow for the development of 45 fractional fee club units and one additional residential dwelling unit within the previously approved Ritz Carlton Residences. The Vail Town Council "called-up" this Planning and Environmental Commission's action due to concerns about a condition of approval regarding the provision of employee housing beds associated with the development of the project. Please refer to the staff memorandum dated December 11, 2006, for additional information. 7. Rachel Friede ITEM/TOPIC: First Reading of Ordinance 2, Series of 2007 (Housekeeping Ordinance). (10 min.) ACTION REQUESTED OF COUNCIL: Approve, approve with modifications, or deny Ordinance 2, Series of 2007 on first reading. BACKGROUND RATIONALE: Staff is proposing text amendments to the Vail Town Code in response to errors identified by the Town's codifier. The Planning and Environmental Commission forwarded a recommendation of approval, with modifications, to the Vail Town Council on January 8, 2007. STAFF RECOMMENDATION: Staff recommends that the Vail Town Council approve Ordinance 2, Series of 2007, on first reading. 8. Rachel Friede ITEMROPIC: First Reading of Ordinance 3, Series of 2007 (Wildfire Roofing Ordinance), an ordinance to amend Chapters 14-2, Definitions, and 14-10, Design Review Standards and Guidelines, Vail Town Code, to create wildfire regulations, require Class A roof assemblies or Class A roof coverings for all structures within the Town of Vail, and setting forth details in regard thereto. (10 min.) ACTION REQUESTED OF COUNCIL: Approve, approve with modifications, or deny Ordinance 3, Series of 2007 on first reading. BACKGROUND RATIONALE: On December 11, 2006, the Planning and Environmental Commission forwarded a recommendation of approval for proposed text amendments identified in Ordinance 3, Series of 2007. Staff has since gone to the Town Council for two work sessions to discuss policy issues related to the proposed wildfire roofing ordinance. STAFF RECOMMENDATION: Staff recommends that the Vail Town Council approve Ordinance 3, Series of 2007, on first i reading. 9. Rachel Friede ITEMlTOPIC: Ordinance No. 4, Series of 2007, an ordinance to amend Title 10, Building Regulations, to adopt the 2005 National Electrical Code by reference, and add amendments to the International Building Code, the International Residential Code, the National Electrical Code and the International Energy Conservation Code, for housekeeping purposes and to comply with Ordinance 3, Series of 2007, and setting forth details in regard thereto. (5 min.) ACTION REQUESTED OF COUNCIL: Approve, approve with modifications, or deny Ordinance No. 4, Series of 2007. BACKGROUND RATIONALE: On July 1, 2005, the State of Colorado adopted the 2005 National Electrical Code (NEC) and requires that all municipalities adopt the NEC as well. Amendments may be made to the NEC as long as they are more stringent than the adopted code. Ordinance No. 3, Series of 2007, will require Class A roof assemblies or Class A roof coverings and will ban wood shake and wood shingles for all structures within the Town of Vail. Ordinance No. 4, Series of 2007, will serve to amend Title 10, Building Regulations, a title that includes adoption by reference of the various standard codes, and also includes aN amendments to those codes. Ordinance No 4, Series of 2007 will amend Title 10 to come into compliance with State Regulations as well as Ordinance No. 3, Series of 2007. STAFF RECOMMENDATION: The Community Development Department recommends that the Town Council approve Ordinance No. 4, Series of 2007, upon first reading. 10. George Ruther ITEM/TOPIC: First reading of Ordinance No. 5, Series of 2007, an ordinance amending the Official Zoning Map for the Town of Vail in accordance with Title 12, Zoning Regulations, Chapter 5, Zoning Map; Rezoning Lat 4, Bock 1, Vail Lionshead 2"d Filing from High Density Multiple Family (HDMF) district to Lionshead Mixed Use - 1 (LMU-1) district, and setting forth details in regard thereto. (10 min.) ACTION REQUESTED OF COUNCIL: Approve, Approve with modifications, or Deny Ordinance No. 5, Series of 2007 on first reading. BACKGROUND RATIONALE: On January 8, 2007, the Town of Vail Planning and Environmental Commission held a public hearing on the request to amend the Official Zoning Map of the Town of Vail. Upon consideration of the request, the Commission approved (4-3-0) a motion recommending approval of the rezoning request to the Vail Town Council. STAFF RECOMMENDATION: The Community Development Department recommends that the Vail Town Council approves Ordinance No. 5, Series of 2007, on first reading. 11. ITEM/TOPIC: Adjournment. (9:05 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 BEGIN AT TBD, TUESDAY, FEBRUARY 6, 2007 IN THE VAIL TOWN COUNCIL CHAMBERS. Sign language interpretation available upon request with 48-hour notification. Please call 479-2106 voice or 479-2356 TDD for information. MEMORANDUM TO: Vail Town Council FROM: Nina Timm DATE: January 16, 2007 SUBJECT: Commercial Linkage and Inclusionary Zoning -Notes from the 1/10/07 Public Meeting I. Introduction The Vail Town Council has set a goal of maintaining housing for at least 30% of the workforce within the Town of Vail. Current focus has been on two tools that will generate employee housing as demand is created - Inclusionary Zoning and Commercial Linkage. At the January 2, 2007, Town Council meeting staff was directed to revise the draft Ordinance to include a Commercial Linkage requirement of 20% applied to commercial development and a 30% Inclusionary Zoning requirement applied to residential development. With specific policy direction from Town Council local community members have become concerned about the burden increase the policy direction puts on residential development. To help facilitate more meaningful dialogue with the Town Council tonight, the Community Development Department held an "open house" on January 10, 2007. The purpose of the open house was to provide a brief overview of the background information and facts that Town Council has had to guide the policy direction. II. Background ? To maintain housing for at least 30% of Vail's workforce in the Town of Vail approximately 420 new beds will need to be generated by anticipated new redevelopment. ? Current redevelopment projects will provide 257 new employee beds. This will create a 128 bed deficit with a 30% goal. ? Currently 42% (624 units) are deed restricted as employee housing. ? If market forces continue the remaining 58% (876 units) ofnon-restricted employee occupied units in the Town of Vail will no longer be employee occupied. i III. Comments and Themes from the "Oren House" ? A dedicated funding source is critical to the employee housing solutions. Focus the economic burden throughout the community. o mill levy increase o reallocation of RETT o $8.5 million in the conference center fund o Dedicated sales tax o Aggressive use of TIF o Housing Authority ? Why were these policies not in place prior to the current wave of redevelopment? ? Why is the focus so heavily weighted on residential development? This is a fundamental change from previous employee housing policy. ? Quantify the true cost of these requirements. Can the market bear the costs? ? Create incentives/remove disincentives for the private sector to develop employee housing. Market based solutions work best. ? This will stifle growth and redevelopment. ? Phase in the application of requirements to be fair. The November 7, 2006 cut off is arbitrary. IV. Options for Moving Forward A. Direct staff to move forward with the draft Ordinance reflecting the current Town Council stated policy of an Inclusionary Zoning requirement of 30% and a Commercial Linkage requirement of 20%. t3. Direct staff to modify the proposed Inclusionary Zoning and Commercial Linkage requirement in the draft Ordinance. The modifications could include: -eduction in the proposed Inclusionary Zoning requirement to 15% net new residential square feet. .An exemption for the first 5,000 square feet of new residential square et or the existing residential square feet in ademo-rebuild, which •er is greater. This exemption would be applied to all zone districts. reduction of the proposed pay-in-lieu fee from the maximum amount of $178,526 per employee to be housed. d. Ensure that zoning intents the inclusion of employee housing on all development parcels. e. Staff recommends that if Town Council reduces the proposed Inclusionary Zoning requirement to 1 S% that Commercial Linkage is increased to 30%. g. Additional modifications as directed. t C. Direct staff to conduct another "open house" to further the community's understanding of the requirements and their implementation. V. Action Requested of Council Listen to the public input and provide staff with further direction on the draft Employee Housing Ordinance. With direction from Town Council staff would be prepared to take a draft Ordinance to Planning and Environmental Commission for their discussion and recommendation. A s 1 MEMORANDUM TO: Vail Town Council FROM: Department of Community Development DATE: January 16, 2007 SUBJECT: An appeal, pursuant to Section 12-3-3, Appeals, Vail Town Code, of the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, ExteriorAlterations orModifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06-0081 and PEC06-0082). Appellant: Vail Town Council Planner: Warren Campbell I. SUBJECT PROPERTY The subject property is located at 728 West Lionshead Circle/Lot 2, West Day Subdivision. II. STANDING OF APPELLANT Pursuant to Section 12-3-3, Appeals, Vail Town Code, the Vail Town Council has standing to "call-up" any action taken by the Planning and Environmental Commission. III. REQUIRED ACTION The Vail Town Council shall uphold, overturn, or modify the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. Pursuant toSub-section 12-3-3-C5, Vail Town Code, the Town Council is required to make findings of fact in accordance with the Vail Town Code: "The Town Council shall on all appeals make specific findings of fact based directly on the particular evidence presented to it. These findings of fact must support conclusions that the standards and conditions imposed by the requirements of this title (i. e. Title 12, Zoning Regulations, Vail Town Code) have or have not been met." 1 r IV. BACKGROUND For a complete description of the Ritz-Carlton major exterior alteration and conditional use permit applications, please refer to the attached Staff memorandum to the Planning and Environmental Commission, dated December 11, 2006 (Attachment A). On December 11, 2006 the Planning and Environmental Commission approved, with conditions, a request for a major exterior alteration and a final review of a conditional use permit to allow for the development of 45 fractional fee club units and one additional residential dwelling unit within the previously approved Ritz Carlton Residences, by a vote of 5-0-0. On December 19, 2006, the Vail Town Council "called-up" (i.e. appealed) the Planning and Environmental Commission's action by a vote of 6-0-0 (Hitt absent), due to concerns over a condition of approval regarding the provision of employee housing beds associated with the development of the project. An excerpt from the Council's December 19, 2006, hearing highlights have been attached for reference (Attachment B). The condition of approval for the major exterior alteration which was of concern to the Council reads as follows: 5. That the Developer provides deed-restricted employee housing that complies with the Town of Vail Employee Housing requirements (Chapter 72-73) 12 employees, and that said restrictions shall be made available for occupancy, prior to the issuance of a temporary certificate of occupancy for the Ritz- Carlton Residences improvements. In addition, the deed-restrictions shall be legally executed by the Developer and duly recorded with the Eagle County Clerk & Recorder's Office, prior to the issuance of a temporary certificate of occupancy for the Ritz-Carlton Residences improvements The Developer mavarovidereauired emploveehousina on an interim basis. not to exceed four (4) vears (November 28. 2008) except that ultimately the Developer will be reauired to furnish permanent facilities for the Ritz-Carlton Residences employee housina requirements. The portion of this amended Ritz-Carlton Residences approved on December 11, 2006, shall be subject to Ordinance 26, Series 2006, and shall be subject to the pending employee housing regulations in whatever form they are finally adopted; provided, however, that if the Town fails to adopt the pending employee housing regulations by April 75, 2007, this Ordinance shall not apply to such development applications In reviewing this condition of concern, Staff has determined that the most stringent the condition can be applied to the applicant would be to require all the employee housing to be provided prior to the issuance of a temporary certificate of occupancy or certificate of occupancy for any portion of the Ritz-Carlton Residences. Staff believes that striking the sentence underlined above addresses the concerns of the Town Council and ensures that the required employee housing is provided prior to occupancy of the Ritz-Carlton Residences. 2 f 1 V. APPLICABLE REGULATIONS OF THE TOWN. CODE Chapter 12-3. Administration and Enforcement (in partl Section 12-3-3: Appeals (in part) C. Appeal Of Planning And Environmental Commission Decisions And Design Review Board Decisions: 1. Authority: The Town Council shall have the authority to hear and decide appeals from any decision, determination or interpretation by the Planning and Environmental Commission or the Design Review Board with respect'to the . provisions of this Title and the standards and procedures hereinafter set forth. 2. Initiation: (in part) The Town Council may also call up a decision of the Planning and Environmental Commission or the Design Review Board by a majority vote of those Council members presenf. 5. Findings: The Town Council shall on all appeals make specific findings of fact based directly on the particular evidence presented to it. These findings of fact must support conclusions that the standards and conditions imposed by the requirements of this Title have or have not been mef. Chapter 12-7H, Lionshead Mixed Use 1 District (in part) 12-7H-18: Mitigation of Development Impacts: Property owners/developers shall also be responsible for mitigating direct impacts of their development on public infrastructure and in all cases mitigation shall bear a reasonable relation to the development impacts. Impacts may be determined based on reports prepared by qualified consultants. The extent of mitigation and public amenity improvements shat( be balanced with the goals of redevelopment and will be determined by the planning and environmental commission in review of development projects and conditional use permits. Mitigation of impacts may include, but is not limited to, the following: roadway improvements, pedestrian walkway improvements, streetscape improvements, stream tract/bank improvements, public art improvements, and similar improvements. The intent of this section is to only require mitigation for large scale redevelopment/development projects which produce substantial off site impacts. VI. STAFF RECOMMENDATION The Community Development Department recommends the Vail Town Council modifies the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuantto Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06-0081 and PEC06-0082). 3 On an appeal, the Town Council shall make specific findings of fact based directly on the particular evidence presented to it. These findings of fact must support conclusions that the standards and conditions imposed by the requirements of Title 12, Zoning Regulations, Vail Town Code, have or have not been met. Should the Town Council choose to modify the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto; the Community Development Department recommends the Town Council modify condition #5 of the major exterior alteration as follows: 5. That the Developer provides deed-restricted employee housing that complies with the Town of Vail Employee Housing requirements (Chapter 12-13) 12 employees, and that said restrictions shall be made available for occupancy, prior to the issuance of a temporary certificate of occupancy for the Ritz- Car/fon Residences improvements. In addition, the deed-restrictions shall be legally executed by the Developer and duly recorded with the Eagle County Clerk & Recorder's Office, prior to the issuance, of a temporary certificate of occupancy for the Ritz-Carlton Residences improvements f„ „ ,,,a f iii , ~ in~,,,,,,.,,h,,.- ~8 ~ The portion of this amended Ritz-Carlton Residences approved on December 11, 2006, shall be subject to Ordinance 26, Series 2006, and shall be subject to the pending employee housing regulations in whatever form they are finally adopted; provided, however, that if the Town fails to adopt the pending employee housing regulations by April 15, 2007, this Ordinance shall not apply to such development applications The Community Development Department recommends the Town Council make the following finding: 1. That the major exterior alteration application for the Ritz-Carlton Residences was submitted in accordance with Chapter 12-7H, Lionshead Mixed Use-1 District, Vail Town Code, is in compliance with Section 12-7H-18, Mitigation of Development Impacts, Vail Town Code. VII. ATTACHMENTS A. Planning and Environmental Commission December 11, 2006, memorandum B. December 19, 2006, Town Council Work Session highlights excerpt C. Public Notice 4 MEMORANDUM TO: Planning and Environmental Commission FROM: Community Development Department DATE: December 11, 2006 SUBJECT: A request for a final review of a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H- 2, Permitted and Conditional Uses; Basement or Garden Level, and 12- 7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06-0081 and PEC06- 0082). Applicant: Vail Resorts Development Company, represented by Braun Associates, Inc. Planner: Warren Campbell I. SUMMARY The applicant, Vail Resorts Development Company, represented by Braun Associates, Inc., is requesting a final review of a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H- 2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision. Upon review of these requests, staff is recommending that the Planning and Environmental Commission approves, with conditions the major exterior alteration and conditional use permit applications. II. DESCRIPTION OF THE REQUEST The Ritz-Carlton Residences amended proposal is comprised of two (2) different development review applications. Each application is intended to facilitate the redevelopment proposal. The development applications include: • A maior exterior alteration application for the conversion of 41 whole ownership dwelling units into forty-five (45) fractional fee club units and creation of a new dwelling unit, bringing the approved 111 multiple-family dwelling unit structure to a total of 71 dwelling units and 45 fractional fee club units for a total of 116 units; and 1 Attachment A a • A conditional use permit application for "lodge rooms or dwelling units" located on the basement or garden level and the first floor or street level of the structure to allow for one (1) additional units bringing the total number of units granted a conditional use permit to 25. These proposed changes do not alter the bulk, mass, or articulation of the currently approved structure. The only exterior changes will be to several windows and decks location on the eastern wing facade. A vicinity map identifying the location of the development site has been attached for reference (Attachment A). A reduced set of plans dated September 9, 2006, showing the changes in clouded areas, are attached for reference (Attachment B). The key elements of the amended proposal include: • An additional five (5) dwelling units to the approved 111 multiple- family dwelling unit condominium structure; • An additional 4,000 square feet of GRFA bringing the total GRFA of the structure to 235,241 square feet; • A change to the configuration of the two locations within the structure identified for future commercial/retail use. The proposed change results in an increase in commercial/retail area from the approved 2,653 square feet to the proposed 3,597 square feet; and • Minor changes to the roof plan which increase the average height from 65.8 feet to 65.9 feet. III. BACKGROUND The subject development site includes several parcels of land currently used for the Marriott Hotel, the parking structure for the Marriott Hotel, the Gore Creek Residences, and the West Day Lot parking area. On December 13, 2004, the Planning and Environmental Commission approved a minor subdivision establishing the West Day Subdivision which is comprised of three parcels. The approval and recording of the West Day Subdivision was the culmination of the review of the Gore Creek residences during which it was agreed that the three lots comprising the West Day Subdivision would be tied together for zoning purposes. A note was placed upon the West Day Subdivision which states the following: "For the purposes of zoning, Lots 1, 2, and 3, created by this subdivision are to be treated as one development site. Development standards shall be based upon the improvements and land area of the combined area of Lots 1, 2, and 3." As a part of the approval of the West Day Subdivision, a spreadsheet identifying the development potential for each of the three parcels was approved in conjunction with the minor subdivision. That spreadsheet, was entitled, "West Day Lot/Marriott Hotel/Gore Creek Place Approved Development Plan/Development Allocations", and dated December 6, 2004. Staff has updated the "West Day Lot/Marriott Hotel/Gore Creek Place Approved 2 Development Plan/Development Allocations" spreadsheet to reflect the development potential to be utilized by the proposed Ritz-Carlton Residences, dated December 11, 2006, which is attached for reference (Attachment C). West Day Lot/Ritz-Carlton Residences History (Lot 2 of the West Day Subdivision) The western portion of the site (the Morcus Subdivision), known as the "West Day Lot", was regraded and used for Vail Resorts employee parking. Prior to the rezoning of this parcel to Lionshead Mixed Use 1 in 1999, the property was zoned Parking District. On November 28, 2005, the Planning and Environmental Commission approved a major exterior alteration application and conditional use permit application to facilitate the development of a 107 dwelling unit multiple-family structure on Lot 2 of the West Day Subdivision. The approval included a 112 feet tall architectural landmark tower. This approval was granted after several public work session hearings on August 22, September 12, 26, October 10, 24, November 2, and 14, 2005. On May 8, 2006, the Planning and Environmental Commission approved an amendment to the approved major exterior alteration application and conditional use permit to increase the number of dwelling units from 107 to 111 and the number of dwelling units granted a conditional use from 22 to 24. IV. ROLES OF THE REVIEWING BOARDS The purpose of this section of the memorandum is to clarify the responsibilities of the Design Review Board, Planning and Environmental Commission, Town Council, and Staff on the various applications submitted on behalf of Vail Resorts Development Company. A. Exterior Alteration/Modification in the Lionshead Mixed-Use I zone district Order of Review: Generally, applications will be reviewed first by the Planning and Environmental Commission for impacts of use/development and then by the Design Review Board for compliance of proposed buildings and site planning. Planning and Environmental Commission: Action: The Planning and Environmental Commission is responsible for final approval/denial of a Major/Minor Exterior Alteration. The Planning and Environmental Commission shall review the proposal for compliance with the adopted criteria. The Planning and Environmental Commission's approval "shall constitute approval of the basic form and location of improvements including siting, building setbacks, height, building bulk and mass, site improvements and landscaping." Design Review Board: 3 r t Action: The Design Review Board has no review authority on a Major or Minor Exterior Alteration, but must review any accompanying Design Review Board application. Staff.• The staff is responsible for ensuring that all submittal requirements are provided and plans conform to the technical requirements of the Zoning Regulations. The staff also advises the applicant as to compliance with the design guidelines. Staff provides a staff memo containing background on the property and provides a staff evaluation of the project with respect to the required criteria and findings, and a recommendation on approval, approval with conditions, or denial. Staff also facilitates the review process. Town Council: Actions of Design Review -Board or Planning and Environmental Commission may be appealed to the Town Council or by the Town Council. Town Council evaluates whether or not the Planning and Environmental Commission or Design Review Board erred with approvals or denials and can uphold, uphold with modifications, or overturn the board's decision. B. Conditional Use Permit (CUPS Order of Review: Generally, applications will be reviewed first by the Planning and Environmental Commission for acceptability of use and then by the Design Review Board for compliance of proposed buildings and site planning. Planning and Environmental Commission: Action: The Planning and Environmental Commission is responsible for final approval/denial of CUP. The Planning and Environmental Commission shall review the request for compliance with the adopted conditional use permit criteria and make findings of fact with regard to the project's compliance. Design Review Board: Action: The Design Review Board has no review authority on a CUP, but must review any accompanying Design Review Board application. Staff.• The staff is responsible for ensuring that all submittal requirements are provided and plans conform to the technical requirements of the Zoning Regulations. The staff also advises the applicant as to compliance with the design guidelines. Staff provides a staff memo containing background on the property and provides a staff evaluation of the project with respect to the required criteria and findings, and a recommendation on approval, approval with conditions, or denial. Staff also facilitates the review process. Town Council: 4 Actions of Design Review Board or Planning and Environmental Commission may be appealed to the Town Council or by the Town Council. Town Council evaluates whether or not the Planning and Environmental Commission or Design Review Board erred with approvals or denials and can uphold, uphold with modifications, or overturn the board's decision. V. APPLICABLE PLANNING DOCUMENTS This portion of the memorandum was removed as it was fully discussed and elaborated at the November 28, 2005, PEC public hearing and made a part of the record. This portion of the memorandum from November 28, 2005 is available upon request from the Community Development Department staff. VI. ZONING ANALYSIS Address/Legal Description: 720 and 728, West Lionshead Circle, and 825 West Forest Road/Lots 1, 2, 3, West Day Subdivision Parcel Size: 6.82 acre (297,165 sq. ft.) Zoning: Lionshead Mixed Use 1 Land Use Designation: Resort Accommodations and Services The West Day Lot Development is comprised of three parcels which include the existing Marriott Hotel and the 16 Gore Creek Place Residences, and the proposed Ritz-Carlton Residences. As was stated previously in the memorandum, these three parcels are tied together and treated as one large development site by the recorded plat, for zoning purposes. Below is a zoning analysis which incorporates all three parcels and the developments which exist, are under construction, and are proposed on the three lots. This analysis will become a part of the Approved Development Plan for the three parcels included within the West Day Lot Development Site. Development Standard Allowed Existina Proposed Land Uses: Lot 1 - Marriot Hotel Lot 2 -West Day Lot and Marriott Hotel Parking Structure Lot 3 -Gore Creek Residences Lot Area: 10,000 sq. ft. 297,165 sq. ft. 297,165 sq. ft. Setbacks All Sides: 10 ft. 10 ft. 10 ft. Building Height: 71 ft. avg. 70 ft. avg. 58.9 ft. avg. 82.5 ft. max 80.5 ft. max 82.5 ft. max Density: 238 DUs (35/ac.) 51 DU (7.5/ac.) 122 DU (24.5/ac.) Unlimited AUs 276 AU 45 FFU 276 AU GRFA: 742,912 sq. ft. 213,239 sq. ft. 448,390 sq. ft. 5 Site Coverage: 208,015 sq. ft. 148,076 sq. ft. 204,344 sq. ft. (70%) (49.8%) (68.8%) Landscape Area: 59,433 sq. ft. (20%) 139,713 sq. ft. (41%) 108,551 sq. ft. (36.5%) Parking: 162 (1.4/DU) 439 spaces 500 spaces 276 (0.7/AU) The following analysis is performed solely on the site proposed to be the location of the Ritz-Carlton Residences. Address/Legal Description: 728 West Lionshead Circle/Lot 2 West Day Subdivision Parcel Size: 2.399 acre (104,500 sq. ft.) Zoning: Lionshead Mixed Use 1 Land Use Designation: Resort Accommodations and Services Development Standard Allowed Existing Proposed Land Uses: Lot 2 -West Day Lot and Marriott Hotel Parking Structure Lot Area: 10,000 sq. ft. 104,500 sq. ft. 104,500 sq. ft. Setbacks All Sides: 10 ft. NA 10 ft. Building Height: 71 ft. avg. NA 65.9 ft. avg. 82.5 ft. max 82.5 ft. max Density: 83 DUs (35/ac.) NA 71 DU (48.4/ac.) Unlimited AUs 45 FFU GRFA: 261,250 sq. ft. NA 235,241 sq. ft. Site Coverage: 73,150 sq. ft. NA 78,870 sq. ft. (70%) (75.5%) Landscape Area: 20,900 sq. ft. (20%) NA 15,519 sq. ft. (14.8%) Softscape: 16,720 sq. ft. (80%) 11,339 sq. ft. (54.3%) Hardscape: 4,180 sq. ft. (20%) 15,703 sq. ft. (75.1 Parking: 99.4 (1.4/DU) NA 384 spaces* 31.5 (0.7/FFU) 12.0 (1/300sq. ft. retail) Loading 3 berths NA 3 berths * Of the parking 384 parking spaces proposed, 143 spaces will serve the Ritz-Carlton Residences and 208 will serve as replacement spaces for the Marriott Hotel. There are a total of 33 surplus spaces provided in the Ritz Carlton parking structure. 6 VII. SURROUNDING LAND USES AND ZONING Land Use Zoning North: Residential Lionshead Mixed Use 1 District South: Open Space Natural Area Preservation District East: Residential Lionshead Mixed Use 1 District West: Public Utility General Use District VIII. MAJOR EXTERIOR ALTERATION REVIEW CRITERIA Section 12-7H-8, Compliance Burden, Vail Town Code, outlines the review criteria for major exterior alteration applications proposed within the Lionshead Mixed Use 1 (LMU-1) zone district. According to Section 12-7H-8, Vail Town Code, a major exterior alteration shall be reviewed for compliance with the following criteria: 1. That the proposed major exterior alteration is in compliance with the purposes of the Lionshead Mixed Use 1 zone district; Staff Response: The purposes of the Lionshead Mixed Use 1 zone district are stated in Section 12-7H-1, Purpose, Vail Town Code. As stated, the Lionshead Mixed Use 1 zone district is intended to provide sites within the area of Lionshead for a mixture of multiple-family dwellings, hotels, fractional fee clubs, restaurants, skier services and commercial/retail establishments. The development standards prescribed for the district were established to provide incentives for development in accordance with the goals and objectives of the Lionshead Redevelopment Master Plan. In reviewing the proposed amendment to the Ritz-Carlton Residences project for compliance with the expressed purposes of the Lionshead Mixed Use 1 zone district, staff finds that the major exterior alteration application complies with the intent of the zone district. The applicant is proposing to develop 71 dwelling units and 45 fractional fee club unit (five more additional from previous approval for a total of 116 units) condominium project and is leaving two areas, totaling 3,597 square feet, which is 944 square feet greater than the currently approved plan, available for commercial/retail uses. As the Town and the applicant are currently involved in a master planning effort for West Lionshead and the potential for a new ski lift, the applicant has chosen to leave these two potential areas available for future commercial/retail usage. Please see sheet A101 of the attached reduced plans for exact locations. Each of these proposed uses comply with the stated purpose of the Lionshead Mixed Use 1 zone district. Emplovee Housing Reauirements As indicated in a number of the goals and objectives of the Town's Master Plans, providing affordable housing for employees is a critical issue which should be addressed through the planning process for special development district proposals. In reviewing the proposal for employee housing needs, staff relied on the Town of Vail Employee Housing 7 f Report. This report has been used by the staff in the past to evaluate employee housing needs. The guidelines contained within the report were used most recently in the review of the Austria Haus, Marriott, Four Seasons, Manor Vail Lodge, and Special Development District No. 6 - Vail Village Inn development proposals. The Employee Housing Report was prepared for the Town by the consulting firm Rosall, Remmen and Cares. The report provides the recommended ranges of employee housing units needed based on the type of use and the amount of floor area dedicated to each use. Utilizing the guidelines prescribed in the Employee Housing Report, staff analyzed the incremental increase of employees (square footage per use) that results from the redevelopment. In previous memorandums staff has discussed how the Town of Vail reached its "employee generation" assessment numbers. Staff will make available this description upon request. Proposed Project Emplovee Generation Calculations -Middle of Range a) Multi-Family (Dwelling Units) 71 new units proposed @ (0.4/unit) = 28.4 employees b) Fractional Fee Club Unit 45 new units proposed @ (0.75/unit) = 33.8 employees c) Retail and Service Commercial 3,597 sq. ft. @ (5.0/1000 sq. ft.) = 18.0 employees 80.2 employees x.15 12.0 employees According to the calculations above, the applicant must establish 12 new deed-restricted employee beds ("pillows"). This amendment increased the number of employee beds required from nine to 12. The applicants are proposing to provide the required deed-restricted employee housing units off-site through the future construction of an employee housing/office facility on the North Day Lot. The applicant has agreed that the units will be provided prior to requesting a Temporary Certificate of Occupancy for the project. The applicant will deed restrict the units under the appropriate deed restrictions depending upon which zone district the property is located in. In the previous meeting, the Commission asked for greater detail on how a "bed" will be defined in regards to the deed restricting of units. For example if the applicant constructed a unit containing three bedrooms this could potentially count as six employee "beds". 8 e Staff believes that the proposed amended major exterior alteration is in compliance with the purposes of the Lionshead Mixed Use 1 zone district as demonstrated by the discussion above. 2. That the proposal is consistent with applicable elements of the Lionshead Redevelopment Master Plan; Staff Response: Chapter 5 of the Lionshead Redevelopment Master Plan outlines the possible land uses which should be constructed on the West Day Lot. According to Section 5.17, in part, the West Day Lot is identified as, the most appropriate for ahigher--end fee simple or fractional fee development." Staff believes that the proposed amendment to the major exterior alteration for the Ritz-Carlton Residences to convert 41 of the approved dwelling units to 45 fractional fee club units is consistent with the applicable elements of the Lionshead Redevelopment Master Plan. In addition, staff believes that this change will significantly increase the likelihood of warm beds within the project. 3. That the proposal does not otherwise have a significant negative effect on the character of the neighborhood; and, Staff Response: Staff has reviewed the proposed amended Ritz-Carlton Residences project in an attempt to identify any significant negative impacts that may be created on the character of the neighborhood as a result of the conversion of 41 dwelling units to 45 fractional fee club units and the addition of one dwelling unit on the garden level. Staff believes that the proposed amended major exterior alteration will not result in any significant negative effects on the character of the neighborhood as the only visible change will be the relocation of several windows and decks on the exterior facade of eastern wing of the structure. 4. That the proposal substantially complies with other applicable elements of the Vail Comprehensive Plan. Staff Response: Staff has reviewed the Vail Comprehensive Plan to determine which elements of the Plan apply to the review of the amended Ritz-Carlton Residences project. Upon review of the Plan, staff has determined that the following elements of the Plan apply: • Transportation Master Plan (adopted 1993) • Comprehensive Open Lands Plan (adopted 1994) • Lionshead Redevelopment Master Plan (adopted 1998) • Art in Public Places Strategic Plan (adopted 2001) 9 t Overall, staff believes that the applicant has proven by a preponderance of the evidence that the proposed amended exterior alteration or new development is in compliance with the purposes of the Lionshead Mixed Use 1 zone district, that the proposal is consistent with applicable elements of the Lionshead Redevelopment Master Plan and that the proposal does not otherwise have a significant negative effect on the character of the neighborhood, and that the proposal substantially complies with other applicable elements of the Vail Comprehensive Plan. Should the Planning and Environmental Commission choose to approve the amended major exterior alteration application; staff recommends that the Commission makes the following finding as part of the motion: "Pursuant to Section 12-7H-8, Compliance Burden, Vail Town Code, the applicant. has proven by a preponderance of the evidence before the Planning and Environmental Commission and the Design Review Board that the proposed major exterior alteration is in compliance with the purposes of the Lionshead Mixed Use 1 zone district, that the proposal is consistent with applicable elements of the Lionshead Redevelopment Master Plan and that the proposal does not otherwise have a significant negative effect on the character of the neighborhood, and that the proposal substantially complies with other applicable elements of the Vail Comprehensive Plan. " IX. CONDITIONAL USE PERMIT REVIEW CRITERIA As previously discussed in Section II of this memorandum, the applicant is requesting approval of an amended conditional use permit application, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, to construct dwelling units within the Garden Level and on the First Floor of the proposed structure, subject to the issuance of a conditional use permit in accordance with the provisions outlined in Chapter 16, Conditional Use Permits, Vail Town Code. Section 12-16-6, Criteria; Findings, Vail Town Code, outlines the review criteria for conditional uses permit requests proposed within the Lionshead Mixed Use 1 (LMU-1) zone district. According to Section 12-16-6, Vail Town Code, the Planning and Environmental Commission shall consider the following factors with respect to the proposed use: 1. Relationship and impact of the use on development objectives of the town. Staff Response: The proposed 45 fractional fee club units will be created by converting 41 of the currently approved whole ownership dwelling units located within the eastern wing (adjacent to the Marriott) on floors one through six. The new dwelling unit is located on the garden level along the western wing. The fractional fee club units located on the first floor (6 units) and the new 10 dwelling unit located in the garden level require the issuance of a conditional use permit, per Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code. The six fractional fee club units on the first floor that require a conditional use permit were previously granted a conditional use permit when they were dwelling units. Therefore there is a net increase in the number of units requesting a conditional use permit from 24 to 25 units due to the proposed conversion of six dwelling units to six fractional fee club units. The Lionshead Mixed Use 1 zone district allows for dwelling units on the garden level and first floor as a conditional use in order to allow for each individual site and circumstances to be reviewed for the appropriateness of . the use. Typically, retail uses are preferred on the garden level and first floor of a structure in Lionshead. However, the grade of the Ritz-Carlton Residences site, surrounding land uses, and the lack of pedestrian activity make retail a land use which is not appropriate nor likely successful within the project. In addition, Section 5.17 of the Lionshead Redevelopment Master Plan identifies the site of the proposed Ritz-Carlton Residences as "appropriate for ahigher--end fee simple"development. 2. Effect of the use on light and air, distribution of population, transportation facilities, utilities, schools, parks and recreation facilities, and other public facilities and public facilities needs. Staff Response: The proposed amended conditional use permit as described in the criterion above will have little, if any, negative impact on the above-described criteria. The proposed dwelling units are allowed with the zone district and are not likely to significantly effect the distribution of population, negatively impact schools, utilities, parks, etc, or put a strain on existing public facilities. 3. Effect upon traffic, with particular reference to congestion, automotive and pedestrian safety and convenience, traffic flow and control, access, maneuverability, and removal of snow from the streets and parking areas. Staff Response: The proposed development of the Ritz-Carlton Residences will more likely result in significant positive improvements to the above-described criteria rather than result in negative effects. For example, automotive and pedestrian safety will be improved due to the construction of streetscape improvements to the South Frontage Road and removal of snow from streets and parking areas will be improved due to the proposed snowmelt system on the access drive between the Marriott and the Ritz-Carlton Residences and the construction of the underground parking structure. 11 4. Effect upon the character of the area in which the proposed use is to be located, including the scale and bulk of the proposed use in relation to surrounding uses. Staff Resaonse: The proposed amendments to the conditional use permit include minor changes to the exterior facade of the eastern wing of the structure as discussed earlier in this memorandum. The currently approved structure is being constructed in conformance with the development standards and design guidelines established for the Lionshead Mixed Use 1 zone district. That said, a considerable amount of time has been spent to date to ensure that the development as a whole will have a positive overall effect upon the character of the area. Also, as discussed in Section VIII of this memorandum, the overall development of the Ritz-Carlton Residences complies with the goals and objectives specifically stated in the Lionshead Redevelopment Master Plan. Should the Planning and Environmental Commission choose to approve the application, staff recommends that the Commission make the following findings before granting a conditional use permit: 1. That the proposed location of the use is in accordance with the purposes of the Zoning Regulations and the purposes of the Lionshead Mixed Use 1 zone district. 2. That the proposed location of the use and the conditions under which it would be operated or maintained will not be detrimental to the public health, safety, or welfare, or materially injurious to properties or improvements in the vicinity. 3. That the proposed use complies with each of the applicable provisions of the Zoning Regulations. X. STAFF RECOMMENDATION Maior Exterior Alteration The Community Development Department recommends that the Planning and Environmental Commission approves, with conditions, the request for a final review a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional dwelling unit (total of 116 units), located at 728 West Lionshead Circle/Lot 2, West Day Subdivision. Staff's recommendation is based upon the review of the major exterior alteration review criteria outlined in Section VIII of this memorandum and the evidence and testimony presented at the public hearing. Should the Planning and Environmental Commission choose to approve the application as recommended, staff recommends that the Commission makes the following finding as part of the motion: 12 "Pursuant to Section 72-7H-8, Compliance Burden, Vail Town Code, the applicant has proven by a preponderance of fhe evidence before the Planning and Environmental Commission and the Design Review Board that the proposed major exterior alteration is in compliance with the purposes of the Lionshead Mixed Use 7 zone district, that the proposal is consistent with applicable elements of the Lionshead Redevelopment Master Plan and that the proposal does not otherwise have a significant negative effect on fhe character of the neighborhood, and that the proposal substantially complies with ofher applicable elements of the Vail Comprehensive Plan." Staff has included the complete list of conditions applied to the May 8, 2006, Planning and Environmental Commission approval of the Ritz-Carlton with changes made only where applicable to address the proposed amendment. Should the Planning and Environmental Commission choose to approve the amended major exterior alteration as submitted by the applicant, staff recommends that the following conditions be placed on the approval: For Design Review 1) That the Developer submits a complete application to the Town of Vail Community Development Department for the final review and approval of the proposed development plan by the Town of Vail Design Review Board, prior to making an application for the issuance of a building permit for any of the Ritz- Carlton Residences improvements. Prior to Submitting for Building Permits 2) That the Developer submits a Construction Staging Plan to the Town of Vail Community Development Department for the review and approval of the proposed staging plan by the Town of Vail Public Works Department, prior to the issuance of a building permit for the Ritz-Carlton Residences improvements. 3) That the Developer prepares aRitz-Carlton Residences Site Art in Public Places Plan. for input and comment by the Town of Vail Art in Public Places Board, prior to the issuance of a building permit for the Ritz-Carlton Residences site improvements. Subject to the above input and comment by the Art in Public places Board, Vail Associates will determine the type and location of the art to be provided. Said Plan shall include the funding for a minimum of $100,000.00 in public art improvements to be developed in conjunction with the Ritz-Carlton Residences site. The implementation of the Plan will be reasonably incorporated by Vail Associates into the Ritz-Carlton Residences construction schedule in accordance with generally prevailing construction practices. 4) That the Developer submits a complete set of civil engineered drawings of the Approved Development Plans including the required off site improvements, to the Town of Vail Community Development Department for review and approval of the drawings, prior to making application for the issuance of a building permit for the Ritz-Carlton Residences improvements. 13 r Prior to Reauestina a Temoorarv Certificate of Occuoancv 5) That the Developer provides deed-restricted employee housing that complies with the Town of Vail Employee Housing requirements (Chapter 12-13) 12 employees, and that said restrictions shall be made available for occupancy, prior to the issuance of a temporary certificate of occupancy for the Ritz- Carlton Residences improvements. In addition, the deed-restrictions shall be legally executed by the Developer and duly recorded with the Eagle County Clerk & Recorder's Office, prior to the issuance of a temporary certificate of occupancy for the Ritz-Carlton Residences improvements The Developer may provide required employee housing on an interim basis, not to exceed four (4) years (November 28, 2008) except that ultimately the Developer will be required to furnish permanent facilities for the Ritz-Carlton Residences employee housing requirements. The portion of this amended Ritz-Carlton Residences approved on December 11, 2006, shall be subject to Ordinance 26, Series 2006, and shall be subject to the pending employee housing regulations in whatever form they are finally adopted; provided, however, that if the Town fails to adopt the pending employee housing regulations by April 15, 2007, this Ordinance shall not apply to such development applications 6) That the Developer shall be assessed a transportation impact fee in the amount of $5,000 per increased vehicle trip in the peak hour generated (56 trips), or $280,000, and a fee of $6,500 for the increased peak hour vehicle trips (4 trips) or $26,000, created by the amendment to convert 41 dwelling units to 45 Fractional fee club units and add one (1) additional dwelling unit, as a result of the Ritz-Carlton Residences improvements. The total fee of $306,000 shall be paid in full by the Developer prior to the issuance of a temporary certificate of occupancy or certificate of occupancy for the Ritz- Carlton Residences improvements. At the sole discretion of the Town of Vail Public Works Director, said fee may be waived in full, or part, based upon the completion of certain off-site improvements. If the improvements as shown on the plans entitled "The Ritz-Carlton Residences (based on CDOT requirements)", dated October 21, 2005, and as approved on November 28, 2005, by the PEC are constructed and completed by the Developer, said fee shall be waived in full by the Town. Conditional Use Permit The Community Development Department recommends that the Planning and Environmental Commission approves the request for a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Levef, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 1 additional multi-family residential dwelling units (total of 25 dwelling units) on the garden level or first floor of the proposed structure, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision. Staff's recommendation is based upon the review of the conditional use permit review criteria outlined in Section IX of this memorandum and the evidence and testimony presented at the public hearing. 14 Should the Planning and Environmental Commission choose to approve the applications as recommended by staff, the Commission must make the following findings before granting the conditional use permits: 1. That the proposed location of the use is in accordance with the purposes of the Zoning Regulations and the purposes of the Lionshead Mixed Use 1 zone district. 2. That the proposed location of the use and the conditions under which it would be operated or maintained will not be detrimental to the public health, safety, or welfare, or materially injurious to properties or improvements in the vicinity. 3. That the proposed use complies with each of the applicable provisions of the Zoning Regulations. 15 MEDIA ADVISORY December 19, 2006 Contact: Corey Swisher, 479-2106 Town Manager's Office VAIL TOWN COUNCIL HIGHLIGHTS FOR DECEMBER 19 Work Session Briefs Council members present: Foley, Gordon, Hitt, Logan, Newbury, Slifer, Moffet Not present: Hitt Moffet announced Hitt's health was improving and the Mayor Pro Tem would soon be released fromthe hospital. --Interviews for the Commission on Special Events (CSE) and Vail Local Marketing District Advisory Council (VLMDAC) boards. Please see evening session highlights. --Planning and Environmental Commission (PEC) /Design Review Board (DRB) Update During a review of the most recent meetings of the PEC and DRB, Chief Planner George Rather answered questions regarding the latest proposals to go before the two boards. Rather discussed the possible relocation of Checkpoint Charlie as it relates to the town's Streetscape Master Plan. Logan moved to call up Item No. 7 of the December 11, 2006 PEC Meeting (A request for a final review of a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Fbor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06-0081 and PEC06-0082)) with Foley seconding. The purpose of the call up is to reevaluate employee housing requirements placed upon the project. The motion passed unanimousy, 6-0. No specific DRB items were discussed. For more information, contact George Rather at 479-2145. --Windmill Event Art in Public Places (AIPP) Coordinator Leslie Fordham provided an update on a proposed event that will promote cultural tourism and bring greater awareness of the visual arts in Vail. If the $94,500 project is approved by Council, environmental artist Patrick Marold explained he would install 3,000 miniature light-generating windmills on the Vail Golf Course for one month, beginning March 16, 2007. Each windmill is attached to an eight foot high post and would respond to the wind's behavior. Marold envisions that the g?owing lights, placed in a field of snow, would create a sense of mystery and wonder. Besides providing a unique visual experience, Marold said he wants to bring attention to renewable energy sources and the power of nature. The twinkling lights would be visible from the frontage road and I-70. Following the installation, AIPP would encourage people to walkthough the windmill field; possible nighttime sleigh rides through the site would also be arranged. Fordham said the project has the support of the Vail Recreation District (Vail Golf Club operator). Also, the Vail Symposium has offered to lend support in organizing an artist speaker evening and a4ttachment B i THIS ITEM MAY EFFECT YOUR PROPERTY PUBLIC NOTICE NOTICE IS HEREBY GIVEN that the Town Council of the Town of Vail will hold a public hearing in accordance with Section 12-3-3, Vail Town Code, on Tuesday, January 16, 2007, at 6:00 PM in the Town of Vail Municipal Building, in consideration of: ITEM/TOPIC: An appeal, pursuant to Section 12-3-3, Appeals, Vail Town Code, of the Town of Vail Planning and Environmental Commission's approval, with conditions, of an a major exterior alteration, pursuant to Section 12-7H-7, Exterior Alterations or Modifications, Vail Town Code, and a final review of a conditional use permit, pursuant to Section 12-7H-2, Permitted and Conditional Uses; Basement or Garden Level, and 12-7H-3, Permitted and Conditional Uses; First Floor on Street Level, Vail Town Code, to allow for the development of 45 fractional fee club units and one additional residential dwelling unit, located at 728 West Lionshead Circle/Lot 2, West Day Subdivision, and setting forth details in regard thereto. (Ritz-Carlton Residences) (PEC06-0081 and PEC06-0082). Appellant: Vail Town Council Planner: Warren Campbell The applications and information about the proposals are available for public inspection during regular office hours at the Town of Vail Community Development Department, 75 South Frontage Road. The public is invited to attend project orientation and the site visits that precede the public hearing in the Town of Vail Community Development Department. Please call (970) 479-2138 for additional information. Sign language interpretation is available upon request with 24-hour notification. Please call (970) 479-2356, Telephone for the Hearing Impaired, for information. Attachment C VAIL REINVESTMENT AUTHORITY (VRA) MEETING AGENDA 3:25 P.M., TUESDAY, JANUARY 16, 2007 VAIL TOWN COUNCIL CHAMBERS 75 S. Frontage Road W. Vail, CO 81657 1. ITEM/TOPIC: Resolution Number 1, Series 2007. A resolution declaring the intent of the Vail Reinvestment Authority to acquire certain property for the specified public purpose of redevelopment in conformance with the Crossroads Reinvestment Plan, for good faith negotiations to acquire said property, and authorization to initiate an action in eminent domain to acquire said property in the event good faith negotiations do not result in an agreement to acquire said property. (10 min.) ACTION REQUESTED OF AUTHORITY: Approve, approve with amendments, or deny Resolution No. 1, Series of 2007. BACKGROUND: The Crossroads Reinvestment Plan authorizes actions by the Vail Reinvestment Authority to redevelop the area designated as the Crossroads Reinvestment Area. Redevelopment of the Crossroads Reinvestment Area is necessary to alleviate those conditions of blight found in the Crossroads Reinvestment Study. The Vail Reinvestment Authority has determined that it is necessary to acquire the Property, and that, in the event that good faith negotiations do not result in voluntary acquisition of unencumbered fee title to the Property, it is necessary that the Vail Reinvestment Authority acquire said Property through the use of the power of eminent domain as authorized by the Crossroads Reinvestment Plan, and in Article II, Section 15 of the Constitution of the State of Colorado and in C.R.S. 38-1-101, et seq., and 38-7-101, et seq. the Vail Reinvestment Authority has secured the consents of the affected owners to the exercise of eminent domain, as required under the Plan, pursuant to the terms of a "Crossroads Reinvestment Agreement" made among those parties as of or prior to the rendering of this Resolution. STAFF RECOMMENDATION: Approve Resolution No. 2, Series of 2007. 2. ITEM/TOPIC: Resolution Number 2, Series 2007. A resolution of the Vail Reinvestment Authority approving the Crossroads reinvestment agreement; and setting forth details in regard thereto. (10 min.) ACTION REQUESTED OF AUTHORITY: Approve, approve with amendments, or deny Resolution No. 2, Series of 2007. BACKGROUND: An urban renewal plan, entitled the "Crossroads Reinvestment Plan," (the "Plan") was duly and regularly approved by the Town Council of the Town pursuant to a hearing held and action taken by Resolution No. 24, Series of 2006, on December 19, 2006. The Plan authorizes the Authority to act in furtherance of the redevelopment of the property described as Lot P, Block 5D, Vail Village Filing 1 (the "Property"). In furtherance of the Plan, the Authority intends to exercise its eminent domain powers to acquire the Property for purposes of extinguishing and removing those Covenants which may interfere with the redevelopment of the Property in accordance with Town of Vail Ordinance No. 5, Series of 2006 establishing Special Development District No. 39, Crossroads (the "Ordinance"). The Authority has negotiated and wishes to enter into the Crossroads Reinvestment Agreement (the "Agreement) with the Property owner to carry out the purposes set forth in the Plan, Ordinance and the Agreement. STAFF RECOMMENDATION: Approve Resolution No. 2, Series of 2007. 3. ITEM/TOPIC: Adjournment. (3:45 p.m.) Sign language interpretation available upon request with 48-hour notification. Please call 479-2106 voice or 479-2356 TDD for information. Vail Reinvestment Authority RESOLUTION NO. 1 Series of 2007 A RESOLUTION DECLARING THE INTENT OF THE VAIL REINVESTMENT AUTHORITY TO ACQUIRE CERTAIN PROPERTY FOR THE SPECIFIED PUBLIC PURPOSE OF REDEVELOPMENT IN CONFORMANCE WITH THE CROSSROADS REINVESTMENT PLAN, FOR GOOD FAITH NEGOTIATIONS TO ACQUIRE SAID PROPERTY, AND AUTHORIZATION TO INITIATE AN ACTION IN EMINENT DOMAIN TO ACQUIRE SAID PROPERTY IN THE EVENT GOOD FAITH NEGOTIATIONS DO NOT RESULT IN AN AGREEMENT TO ACQUIRE SAID PROPERTY. WHEREAS, the Town Council of the Town of Vail adopted the Crossroads Reinvestment Plan on December 19, 2006; and WHEREAS, the Crossroads Reinvestment Plan (the "Plan"} authorizes actions by the Vail Reinvestment Authority to redevelop the area designated as the Crossroads Reinvestment Area; and WHEREAS, redevel~y~~~ent of the Crossroads Reinvestment Area (the "Project") is necessary to alleviate those conditions of blight found in the Crossroads Reinvestment Study; and WHEREAS, acquisition of the Property described in Exhibit A attached hereto and incorporated herein by this reference (hereinafter the "Propert}~'), is necessary for the completion of said Project; and WHEREAS, the Vail Reinvestment Authority has determined that it is necessary to acquire the Property, and that, in the event that good faith negotiations do not result in voluntary acquisition of unencumbered fee title to the Property, it is necessary that the Vail Reinvestment Authority acquire said Property through the use of the power of eminent domain as authorized by the Crossroads Reinvestment Plan, and in Article II, Section 1 S of the Constitution of the State of Colorado and in C.R.S. 38-1-101, et seq., and 38-7-101, et seq.; and WHEREAS, the Vail Reinvestment Authority has secured the consents of the affected owners to the exercise of eminent domain, as required under the Plan, pursuant to the terms of a "Crossroads Reinvestment Agreement" made among those parties as of or prior to the rendering of this Resolution (which terms require good faith negotiations in the first instance to complete the acquisition voluntarily). NOW, THEREFORE, BE IT RESOLVED by the Vail Reinvestment Authority, that: Resolution No. 1, Series 2007 1. The Vail Reinvestment Authority hereby finds that it is necessary to acquire the Property described in Exhibit A hereto to achieve the goals of the Crossroads Reinvestment Plan. 2. The Vail Reinvestment Authority does hereby declare its intent to acquire unencumbered fee title to the Property described in Exhibit A hereto from their owners and all others having an interest therein. 3. The Vail Reinvestment Authority specifically authorizes that negotiations between the Vail Reinvestment Authority and the owners of the Property occur in good faith, but in the event such negotiations are unsuccessful, acquisition of the unencumbered fee title to the Property from the. record owners thereof and all other parties having an interest therein, through use of the Authority's powers of eminent domain granted by the Constitution of the State of Colorado, by the Statutes of the State of Colorado, and the Crossroads Reinvestment Plan is hereby authorized. 4. A copy of this Resolution shall be forwarded to the record owners of the Property and all parties who may have an interest in the Property. INTRODUCED, READ AND ADOPTED by a vote of For and Against at a regular meeting of the Vail Reinvestment Authority on January 16, 2007, at o'clock p.m. at Vail Municipal Building, 75 South Frontage Road, Vail, Colorado. Rodney Slifer, Chair ATTEST: Stan Zemler, Secretary/Executive Director Resolution No. 1, Series 2007 2 Exhibit A Legal Description (Crossroads Property) Lot P, Block SD, Vail Village Filing 1. Also referred to as 141 and 143 Meadow Drive, Vail, Colorado Resolution No. 1, Series 2007 A-1 VAIL REINVESTMENT AUTHORITY RESOLUTION N0.2 Series of 2007 A RESOLUTION OF THE VAIL REINVESTMENT AUTHORITY APPROVING THE CROSSROADS REINVESTMENT AGREEMENT; AND SETTING FORTH DETAILS IN REGARD THERETO. WHEREAS, the Vail Reinvestment Authority (the "Authority") is a body corporate and has been duly created, organized, established and authorized to exercise its powers as an urban renewal authority within the Town of Vail, Colorado (the "Town"), all under and pursuant to the Colorado Urban Renewal Law, C.R.S. § 31-25-101 et seq. (the "Act"); and WHEREAS, an urban renewal plan, entitled the "Crossroads Reinvestment Plan," (the "Plan"} was duly and regularly approved by the Town Council of the Town pursuant to a hearing held and action taken by Resolution No. 24, Series of 2006, on December 19, 2006; and WHEREAS, the Plan authorizes the Authority to act in furtherance of the redevelopment of the property described as Lot P, Block 5D, Vail Village Filing 1 (the "Property"); and WHEREAS, the Authority has the power to acquire and convey the Property pursuant to the Act and the Plan; and WHEREAS, in furtherance of the Plan, the Authority intends to exercise its eminent domain powers to acquire the Property for purposes of extinguishing and removing those Covenants which may interfere with the redevelopment of the Property in accordance Town of Vail Ordinance No. 5, Series of 2006 establishing Special Development District No. 39, Crossroads (the "Ordinance"); and WHEREAS, the Authority has negotiated and wishes to enter into the Crossroads Reinvestment Agreement (the "Agreement) with the Property owner to carry out the purposes set forth in the Plan, Ordinance and the Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE VAIL REINVESTMENT AUTHORITY AS FOLLOWS: Section 1. The Agreement is hereby approved and the Executive Director of the Authority, Stanley B. Zemler, is hereby authorized to execute and deliver the Agreement on behalf of the Authority, with the Agreement to be made in substantial conformity with the form attached hereto as Exhibit A and incorporated herein by this reference. Resolution No. 2, Series 2007 i Section 2. This Resolution sha{I take effect immediately upon its passage. iNTRODUGED, READ, APPROVED AND ADOPTED this 16th day of ,fanuary, 2007. Rodney Slifer, Chair ATTEST: Stan Zemler, Secretary/Executive Director Resolution No. 10, Series 2006 2 CROSSROADS REINVESTMENT AGREEMENT THIS CROSSROADS REINVESTMENT AGREEMENT ("Agreement") is made as of the day of , 2007, by and among the VAIL REINVESTMENT AUTHORITY, a body corporate duly organized and existing as an urban renewal authority under the laws of the State of Colorado (the "Authority"), SOLARIS PROPERTY OWNER, LLC, a Colorado limited liability company, CROSSROADS EAST ONE, LLC, a Colorado limited liability company, CROSSROADS 2E, LLC, a Colorado limited liability company, KNOBEL CHILDREN'S INVESTMENT TRUST 1996, and SPRADDLE CREEK, LLC, a Colorado limited liability company, (collectively, and together with their successors and assigns, "Crossroads") Recitals: A. The Authority is a body corporate and has been duly created, organized, established and authorized to exercise its powers as an urban renewal authority within the Town of Vail, Colorado ("Town"), all under and pursuant to the Colorado Urban Renewal Law, C.R.S. § 31-25-101 et seq. (the"Act"). B. An urban renewal plan, entitled the "Crossroads Reinvestment Plan," was duly and regularly approved by the Town Council of the Town pursuant to a hearing held and action taken by Resolution No. 24, Series of 2006, on December 19, 2006 (as from time to time amended in accordance with the Act, the "Plan"). C. The Plan authorizes actions by the Authority in furtherance of the redevelopment of the site owned by Crossroads and described as Lot P, Block SD, Vail Village Filing 1 and portrayed in Figure 1 attached hereto (being hereby defined as the "Property"). D. Crossroads is proposing to redevelop the Property as a mixed use project in conformance with the requirements of Special Development District No. 39 and as approved for redevelopment through the adoption of Town of Vail Ordinance No. 5, Series of 2006 (the "Project"), and has secured certain of, and is in the process of securing the remainder of, the various development approvals from the Town that are requisite to undertaking the Project. However, the Property is encumbered by certain use restrictions and other limitations arising under the Protective Covenants for Vail Village, First Filing, as originally recorded in the real property records for Eagle County, Colorado (the "Records") on August 10, 1962, in Book 174 at Page 179, and as subsequently amended, (collectively, the "Covenants"). The Covenants contain use restrictions and other limiting provisions that may proscribe or conflict with the development of the Project or the Property, or its use and enjoyment for its intended purposes. E. Pursuant to the Plan and the Act, the Authority has the power of eminent domain to acquire and convey to Crossroads, or another qualified purchaser, the Property at fair value. In furtherance of the Plan, the Authority intends to exercise its eminent domain powers, to acquire the Property for purposes of extinguishing and removing those Covenants which obstruct the redevelopment of the Property. F. Under the terms of the Plan, the Authority may exercise its powers of eminent domain only with the consent of the owner of any fee interest to be condemned, which in this case is Crossroads as the fee owner of the Property. Crossroads has determined to provide its consent. NOW, THEREFORE, in consideration of the above premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Authoritv's Acauisition Efforts. (a) The Authority will offer to purchase the unencumbered fee interest, free of all covenants and restrictions, in the Property from Crossroads for a total compensation of ONE HUNDRED SIXTY MILLION AND NO/100 ($160,000,000.00) (Purchase Price). In the event that Crossroads rejects the Authority's offer or is unable to convey unencumbered fee title free of all covenants and restrictions, the Authority will commence an Eminent Domain Proceeding in the District Court and will prosecute the proceeding to completion using all good faith efforts. The Authority will use good faith efforts to commence any such Eminent Domain Proceeding by not later than April 1, 2407, and to obtain an order vesting title to the Property in the Authority. (b) Nothing in this Agreement will be construed as prohibiting or infringing upon the Authority's ability to exercise its lawful power of eminent domain. 2. Disclaimer. The Authority makes no representation or warranty that it will prevail in the Eminent Domain Proceeding; provided, however, that nothing in this paragraph will negate or impair the Authority's obligations under the other provisions of this Agreement in connection with the Eminent Domain Proceeding. Notwithstanding any other provision of this Agreement to the contrary, Crossroads will not be liable to the Authority or any other party for any Eminent Domain Costs or any other costs, expenses, judgments, damages or liabilities arising from any act, omission or conduct of the Authority which is in violation of the Authority's obligations under this Agreement. 3. Stipulation of Credit. In the Eminent Domain Proceeding, Crossroads and the Authority will mutually stipulate to the District Court that Crossroads, by virtue of this Agreement, is receiving adequate credit and protection from the Authority for securing the payment to Crossroads of any compensation adjudicated in favor of Crossroads in the Eminent Domain Proceeding, and, as necessary, will correspondingly waive rights to receive that adjudicated compensation from the District Court pursuant to C.R.S. § 38-1-112, provided the payment of the same into the District Court is not required. If, not withstanding such stipulation, the District Court requires that such compensation be deposited in its registry, then Crossroads will pay the same as part of the Eminent Domain Costs (hereinafter defined). The parties will also stipulate in the Eminent Domain Proceeding that the fair market value of the Property equals the Purchase Price (defined below) for purposes of avoiding any need for appraisals. 4. Resale Procedure. Upon initiation of the Eminent Domain Proceeding, the Authority will forthwith, pursuant to C.R.S. § 31-25-106(2), invite proposals for the acquisition and redevelopment of the Property, which proposals must be submitted within two (2) weeks after the initial publication of the invitation, and promptly make a determination of a qualified proposal that it will accept. In order to qualify for acceptance and approval of the Authority, any responsive proposal must demonstrate that the party responding as the proposed purchaser (the "Respondent") satisfies the following conditions (the "Qualification Conditions"): (a) The Respondent (by itself of together with its affiliates) must have experience and expertise in developing and operating real estate developments in the State of Colorado, and especially in the Vail Valley. (b) The Respondent and/or its affiliates maintain significant business ties in the Town of Vail, including an active ongoing business that is not limited to real property ownership, development and/or management, and owns other development projects or sites within the Town. (c) The Respondent has prepared and submitted to the Town, by the date specified for delivery of proposals, a site plan, detailed and comprehensive architectural renderings, design drawings, and engineering, drainage, landscaping and other development plans governing a proposed development project on the Property (collectively "Plans"), which Plans must satisfy all applicable development application and submission standards and requirements of the Town, must conform to existing zoning for the Property, and must be sufficiently complete on their face such that the Town, under its prevailing regulations, practices and procedures, could accept and adopt the Plans as a final plan approval. (d) If the Respondent is other than Crossroads, then the Respondent, as part of its y~.,YOSaI, must contemporaneously deposit with the Authority an amount in cash equal to one hundred sixty million and no/100 dollars ($160,000,000.00), which the Authority hereby stipulates and agrees is the fair value of the Property, and which will constitute the required purchase price under any proposal from any Respondent that the Authority proposes to accept (the "Purchase Price"). As compensation for its ownership interests in the Property, Crossroads, as a Respondent, will receive full credit for such Purchase Price, and if a proposal from a third-party Respondent is accepted, the resulting Purchase Price thus paid by the third-party Respondent will be immediately remitted to Crossroads by the Authority upon acceptance of the third-party proposal. In no event may the Authority convey the Property, or any interest therein, to any third party unless the requisite Purchase Price is paid in cash to Crossroads as set forth above. The Authority also acknowledges and agrees that Crossroads satisfies all of the Qualification { ~eie Conditions under paragraphs (a) through ,(above, inclusive. 5. Eminent Domain Costs. Crossroads will reimburse the Authority for all reasonable costs and expenses incurred by the Authority during the term of this Agreement in the Proceedings, including attorneys' fees, court fees and charges, travel costs, reimbursable respondent costs (if any), and any amounts required to be deposited with the District Court. Such reimbursement will be made by Crossroads within thirty (30) days after receipt of an i' invoice therefor from the Authority, which invoice must be supported by paid receipts and other documentation reasonably substantiating the applicable sums incurred and subject to reimbursement. However, in the case of any amounts required to be deposited with the District Court in connection with the Eminent Domain Proceeding, Crossroads will make such reimbursement within any shorter period of time that such deposit is required by the District Court. Notwithstanding any implications to the contrary in the foregoing provisions, Crossroads will not be obligated to reimburse, and will not have any liability for, any Eminent Domain Costs which are incurred by the Authority as a result of or in connection with any violation of the Authority's obligations under this Agreement. 6. Consent. As required by the Plan, Crossroads hereby consents to the condemnation by the Authority of Crossroads' interest in the Property. Upon any termination of this Agreement, at Crossroads' election this consent will become null and void. 7. Refection of Crossroads. If a third party other than Crossroads is accepted by the Authority as the successful Respondent pursuant to paragraph 4 above, the Authority will, within thirty (30) days after such acceptance, reimburse Crossroads for all monies previously advanced by Crossroads under this Agreement, including, without limitation, the Eminent Domain Costs and any and all amounts deposited with the District Court (except to the extent those deposited amounts are remitted directly to Crossroads), together with interest on all such amounts from the date advanced by Crossroads to the date reimbursed by the Authority at the prime rate of interest then in effect, as announced from time to time by the Wall Street Journal. plus 2% per annum. 8. Condition of Title. Upon its acquisition of fee title to the Property, the Authority will provide to Crossroads a current title insurance commitment for insuring title to the Property in Crossroads (the "Title Commitment"), to be issued by Land Title Guarantee Company, from its offices in Vail, Colorado, and on its own behalf and as agent for Chicago Title Insurance Company (the "Title Company"). The Title Commitment will provide for insurance in the amount of the Purchase Price set forth in this Agreement and will commit the Title Company to issue a 1992 extended coverage ALTA Owner's Title Policy in favor of Crossroads as the insured, subject only to general real property taxes not yet due and payable, and any other title matters within the "Permitted Exceptions" hereinafter defined (the "Title Policy"). 9. Closing. If Crossroads is accepted by the Authority as the successful Respondent pursuant to paragraph 4 above, then the Authority and Crossroads will proceed to conduct a closing for Crossroads' acquisition of the Property from the Authority on a mutually agreeable date not more than ten (10) days after the Authority's acceptance of Crossroads as the :successful Rspondent (the "Closing"). The Closing will be conducted through the Title Company, at its Vail, Colorado office. The Title Company will fi<rnish all requisite closing and escrow services for the completion of the Closing, and all required Closing deliveries will be made by depositing the same with the Title Company. At Closing, the following will occur, each being a condition precedent to the others and all being considered as occurring simultaneously: (a) The Authority will duly execute, acknowledge and deliver a special warranty deed conveying the Property to Crossroads, with a warranty of title that the Property is r free and clear of any liens, encumbrances or other title matters arising by, through or under the Authority, subject only to the Covenants Modifications, if any (the title matters and exceptions then affecting the Property that will not cause a breach of such warranty of title are sometimes referred to herein as the "Permitted Exceptions"). (b) Crossroads will receive full credit for the Purchase Price, as set forth in paragraph 4~d above, and will_not be required to pay_the_Purchase Price_to the Authority. Dele Any prior deposit by Crossroads into the registry of the District Court of the compensation owing to Crossroads in connection with the Eminent Domain Proceeding, as set forth in paragraph 3 above, will be and remain payable solely to Crossroads. (c) The parties will execute settlement sheets (including customary prorations in accordance with local practice for commercial property transactions) and such other closing agreements and documents as maybe necessary or appropriate to complete the Closing in accordance with prevailing Colorado real estate practices for acquisitions of commercial properties, and as otherwise may be required to implement and carry out the intent of this Agreement. (d) The Title Company will record the special warranty deed in the Records. Crossroads will pay for the cost of such recording, but no documentary fee shall be payable because, as provided by statute, the consideration changing hands is less than $500 (and the face of the special warranty deed will recite the foregoing). (e) The Authority will cause the Title Company to issue the Title Policy to Crossroads, or to commit unconditionally to so issue the Title Policy promptly following Closing. 10. DEVELOPMENT PROJECT (a) If it is selected Crossroads is the Respondent selected pursuant to the process described in Section 4 above, it shall expeditiously commence construction on the Project in conformance with the Plan and the requirements of Special Development District No. 39 as approved by the adoption of Town of Vail Ordinance No. 5, Series of 2006. (b) Crossroads shall commence on-site construction activities no later than the dates set forth in Town of Vail Ordinance No. 5, Series of 2006. (c) The Project shall be constructed in accordance with the Plan and the requirements of Special Development District No. 39 as approved by the adoption of Town of Vail Ordinance No. 5, Series of 2006 1 1. Representations and Warranties by Crossroads. Crossroads represents and warrants that: (a) Crossroads is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Colorado, has the inherent power necessary to enter into this Agreement, and has duly authorized the execution, delivery and performance of this Agreement by Crossroads pursuant to all requisite legal action. 1, (b) The consummation of the transactions contemplated by this Agreement will not violate any provisions of the governing documents of Crossroads or constitute a default or result in the breach of any term or provision of any contract or agreement to which Crossroads is a party or by which it is bound. (c) There is no pending or, to Crossroads' knowledge, threatened litigation or legal proceeding contesting the power or authority of Crossroads to proceed with the transactions under this Agreement, or the development of the Project. 12. Reuresentations and Warranties of the Authority. The Authority represents and warrants that: (a) The Authority is an urban renewal authority duly organized and validly existing under the laws of the State of Colorado. (b) The Authority has the inherent power and authority to enter into and has taken all actions required to authorize its making of this Agreement and to carry out its obligations hereunder, including compliance with the publication requirements of C.R.S. § 31-25-106(2}. (c) There is no pending, or to the Authority's knowledge, threatened litigation or proceeding which may contest the power or authority of the Authority or its officials to enter into or consummate the transactions contemplated by this Agreement, or the Authority's performance and observance of its obligations hereunder. (d) The execution and delivery of this Agreement and the documents required hereunder, the Authority's performance and observance of its obligations hereunder, and the consummation of the transactions contemplated by this Agreement will not (i) conflict with or contravene any law, order, rule or regulation applicable to the Authority or to the Authority's governing documents, (ii) result in the breach of any of the terms or provisions of or cause a default under any agreement or other instrument to which the Authority is a party or by which it may be bound or affected, or (iii) permit any party to terminate any such agreement or instrument or to accelerate the maturity of any indebtedness or other obligation of the Authority. 13. Liability Insurance. Crossroads will maintain commercial general liability insurance against all claims for personal injury, death or property damage occurring upon or in the Property during any period that the Authority is in ownership of the Property, with such coverage to have a single occurrence limit of not less than Two Million Dollars ($2,000,000) and an aggregate available limit from time to time of not less than Two Million Dollars ($2,000,000). This liability insurance coverage will name the Authority as an additional insured, will be placed with a good and solvent insurance company which is authorized to do business in the State of Colorado (and in any case with a rating of not less than A+ as established by Best and Company), and will require the insurer to give at least thirty (30) days' prior written notice to the Authority before any cancellation of or material reduction in caverage. Crossroads will provide a certified copy of the required policy of liability insurance to the Authority upon request. 14. Authority Covenants. In connection with the ownership of the Property and the undertaking of the Project, the Authority covenants and agrees as follows: . y (a) During any period that the Authority is in ownership of the Property, the Authority will not take or authorize any action that causes any physical damage or alteration affecting the Property, or the occurrence of any personal injury or property damage suffered by any party upon the Property; will not take or authorize any action or engage in or authorize any course of conduct that causes any impairment of any easements, appurtenances, privileges, licenses or rights benefitting the Property, or that gives rise to a violation of any applicable law, ordinance, rule or regulation with respect to the Property, or any change in or impairment of zoning, platting or other land use entitlements related to the Property; and will not grant, cause or suffer the establishment of any lien or encumbrance against or other interest in the Property in favor of any third party that arises by, through or under the Authority (provided that the foregoing is subject to and does not limit the Authority's obligations to Crossroads under the other provisions of this Agreement). 1S. Indemnity and Responsibility. (a) Crossroads will indemnify and defend the Authority and its officers and ~~~~~,loyees against costs and expenses, including reasonable attorneys' fees, and losses and liabilities which are suffered or incurred by the Authority and which are caused by or arise from any breach by Crossroads of its obligations under this Agreement, or any negligence or willful misconduct of Crossroads, or its contractors or agents, that occurs in connection with the transactions under this Agreement. (b) The Authority will be responsible for, and to the extent permitted bylaw will reimburse Crossroads for all costs and expenses, including reasonable attorneys' fees, and losses and liabilities incurred by Crossroads that are caused by or arise from any breach by the Authority of its obligations under this Agreement, or any negligence or willful misconduct of the Authority, or its contractors or agents, that occurs in connection with the transactions under this Agreement. 16. Default; Remedies. (a) A "Default" by either party hereunder shall mean the failure of that party to observe or perform any covenant, obligation or agreement of such party under this Agreement, or the existence or occurrence of any circumstance which causes any representation or warranty made by such party in this Agreement to be false or misleading in any material respect, provided such party does not cure such failure or circumstance within ten (10) days after the other party hereto gives written notice thereof (provided that this cure period will not apply to any such failure or circumstance which is not susceptible of being cured). (b) If any Default by the Authority occurs and is continuing hereunder, Crossroads may (i) seek damages at law for actual out-of-pocket expenses, but not consequential damages, lost profits or punitive damages or (iii) elect to terminate this Agreement. (c) If any Event of Default by Crossroads occurs and is continuing hereunder, the Authority may (i} seek any available remedy at law; (ii) seek enforcement of Developer's obligations hereunder by any equitable remedies, such as specific performance or injunction; or (iii) elect to terminate this Agreement; however, the Authority may not so terminate 1 this Agreement (i) if termination would prejudice the interests of the Authority or Crossroads in any pending Proceeding, or (ii) if the Authority has acquired fee title to the Property. 17. Term: Effect of Termination. Unless sooner terminated in accordance with the other provisions hereof, this Agreement will have a term expiring upon, and will terminate upon, the completion of the Closing in accordance with the terms hereof, or the Authority's acceptance of a third party as the successful Respondent in accordance with the terms hereof, as applicable. Upon any termination of this Agreement, the parties shall be released from all further obligations and duties hereunder, with the exception of any such obligation or duty or any breach thereof that accrues prior to the termination and remains undischarged or uncured, or that by its terms or nature is intended to be performed after termination. Furthermore, the foregoing will not be construed to limit the rights and remedies available to the non-defaulting party under any circumstance where this Agreement is terminated because of a default. The provisions of this Agreement will survive Closing and delivery of the deed in order to effectuate the foregoing. 18. Notices. Any notice required or permitted under the terms of this Agreement shall be in writing, may be given by the parties hereto or such parties' respective legal counsel, and shall be deemed given and received (i) when hand delivered to the intended recipient, by whatever means; (ii) three (3) business days after the same is deposited in the United States mails, with adequate postage prepaid, and sent by registered or certified mail, with return receipt requested; (iii) one (1) business day after the same is deposited with an overnight courier service of national or international reputation having a delivery area encompassing the address of the intended recipient, with the delivery charges prepaid; or (iv) when received via facsimile on the intended recipient's facsimile facilities accessed by the applicable telephone number set forth below (provided such facsimile delivery and receipt is confirmed on the facsimile facilities of the noticing party). Any notice under clause (i), (ii) or (iii) above shall be delivered or mailed, as the case maybe, to the appropriate address set forth below. If to Crossroads: Crossroads/Solaris Attn: Reed Weily 143 East Meadow Drive, Suite 400 Vail, Colorado 81657 P: 970.479.7566 F: 970.479.6666 If to the Authority: Stanley Zemler Executive Director Vail Reinvestment Authority 75 South Frontage Road Vail, CO 81657 (970) 479-2100 Fax: (970) 479-2157 Either party may change its addresses and/or fax numbers for notices pursuant to a written notice which is given in accordance with the terms hereof. 19. Limitations on Assi~nrnent. (a) Crossroads will not assign its rights or delegate its duties and obligations pursuant to this Agreement without the prior written consent of the Authority, and any purported assignment without the consent of the Authority will be null and void; provided, however, that Crossroads may at any time assign its rights and delegate its obligations under this Agreement to any of its affiliates (which shall mean any entity that by virtue of direct or indirect majority ownership interests is controlled by, controls, or is under common control with Crossroads). (b) The Authority may not assign any of its rights or delegate any of its obligations under this Agreement to any other party without the prior written consent of Crossroads, and any purported assignment or delegation without the consent of Crossroads will be null and void. 20. Conflicts of Interest. The Authority will not allow, and except as disclosed in writing to the Authority, Crossroads will not knowingly permit, any of the following persons to have any interest, direct or indirect, in this Agreement: a member of the governing body of the Authority or of the Town; an employee of the Authority or the Town who exercises responsibility concerning the Project; or an individual or firm retained by the Town or the Authority who has performed consulting or other professional services in connection with the Project. The Authority will not allow and Crossroads will not knowingly permit any of the above persons or entities to participate in any decision relating to this Agreement that affects his or her personal interest or the interest of any corporation, partnership or association in which he or she is directly or indirectly interested. 21. Attornevs' Fees. In the event any legal proceeding arises out of this Agreement and is prosecuted to final judgment, the prevailing party shall be entitled to recover from the other party all of the prevailing party's costs and expenses incurred in connection therewith, including reasonable attorneys' fees (and any presiding court will be bound to make this award}. Should the application of this provision in any circumstance prove to conflict with any other provision of this Agreement for the allocation of attorneys' fees, this provision shall be controlling. i• 22. Waiver. No failure by either party hereto to insist upon the strict performance of any covenant, duty, agreement or condition of this Agreement, or to exercise any right or remedy consequent upon a breach of this Agreement, will constitute a waiver of any such breach or of such or any other covenant, agreement, term or condition. Either party by giving notice to the other party may, but will not be required to, waive any of its rights or any conditions to any of its obligations hereunder. No waiver will affect or alter the remainder of this Agreement, but each and every other covenant, agreement, term and condition of this Agreement will continue in full force and effect with respect to any other then existing or subsequent breach. 23. Titles of Sections. Any titles of the several parts and sections of this Agreement are inserted for convenience of reference only and will be disregarded in construing or interpreting any of its provisions. 24. Authority Not A Partner; Crossroads Not Authoritv's Agent. Notwithstanding any language in this Agreement or any other agreement, representation or warranty to the contrary, the Authority will not be deemed or constitute a partner or joint venturer of Crossroads, Crossroads will not be the agent of the Authority, and the Authority will not be responsible for any debt or liability of Crossroads. 25. Anblicable Law. The laws of the State of Colorado will govern the int~~Y~etation and enforcement of this Agreement. 26. Bindins Effect. This Agreement will be binding on and inure to the benefit of the parties hereto, and their successors and assigns, subject to the limitations on assignment of this Agreement set forth in paragraph 19. 27. Further Assurances. The parties hereto agree to execute such documents, and take such action, as will be reasonably requested by the other party hereto to confirm or clarify the intent of the provisions hereof and to effectuate the agreements herein contained and the intent hereof. 28. Time of Essence. Time is of the essence of this Agreement. The parties will make every reasonable effort to expedite the subject matters hereof and acknowledge that the successful performance of this Agreement requires their continued cooperation. 29. Severability_ . If any provision, covenant, agreement or portion of this Agreement, or its application to any person, entity or property, is held invalid, such invalidity will not affect the application or validity of any other provisions, covenants or portions of this Agreement and, to that end, any provisions, covenants, agreements or portions of this Agreement are declared to be severable. 30. Counteroarts. This Agreement may be executed in counterparts, each of which will be an original and all of which will constitute one and the same instrument. 31. Non-Liability of Authority Officials and Emnlovees. No council member, commissioner, board member, official, employee, agent or consultant of the Authority or the .t Town will be personally liable to Crossroads for any breach or default by the Authority or for any amount that may become due to Crossroads under the terms of this Agreement. 32. Jointly Drafted: Rules of Construction. The parties hereto agree that this Agreement was jointly drafted, and, therefore waive the application of any law, regulation, holding, or rule of construction providing that ambiguities in an agreement or other document will be construed against the party drafting such agreement or document. [Balance of page intentionally left blank] IN WITNESS WHEREOF, Crossroads and the Authority have made this Agreement as of the day, month and year first above written. VAIL REINVESTMENT AUTHORITY By: Name: Title: ATTEST: Secretary [Signature blocks continue on following page] y CROSSROADS EAST ONE, LLC, a Colorado limited liability company By: Narne: Title: SOLARIS PROPERTY OWNER, LLC, a Colorado limited liability company By: Name: Title: CROSSROADS 2E, LLC, a Colorado limited liability company By: Name: Title: KNOBEL CHILDREN'S INVESTMENT 1996 By: Name: Title: SPRADDLE CREEK, LLC, a Colorado limited liability company By: Name: Title: r FIGURE 1 MAP OF PLAN AREA - , a.~,~, Crosslroads . r ~ Lot P, Block 5t7 Veil Village Filinig 1 ~ ~ ' ~;3 aC ° - - Subs ct Site4: ~i', - t ~ ~ ~ - . - , , ~ < ~r _ ~ w ~ i ~ ~ ~ Y ~ ~ ~ ~ ~ ! d t ! r. ~ i ~ ~ ' ~ h. • r ~ v~ _ "'n prsA Sewn. A~'e re a*i.zmaMaai ~ ~ V J 1 / Department of Police OF TO: TOV Council FROM: Steve Wright DATE: January 8, 2007 SUBJECT: Off-Highway Vehicles Town staff is seeking dialog with Council regarding use of off-highway vehicles within the Village and Lionshead areas of the Town of Vail. The TOV has purchased two off-highway vehicles for use in the parking structures in winter months and to assist landscape crews in the summer. Vail Resorts also owns one such vehicle to assist in mountain operations. According to Colorado Revised Statutes, municipalities may authorize use of off-highway vehicles on town streets by passage of resolution or ordinance. Does Council wish to consider use of off-highway vehicles within the town? If Council is interested in authorizing use of off-highway vehicles, staff will prepare proposals for Council consideration. Attached is a picture of an off-highway vehicle and a map of the proposed operating area. 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A II - i~ yrt,r, ~ HARDEST WORKING', FEATURES SMOOTHEST RIDING FEATURES M ~ + d J ~ k---z_ ~ Lock & Ride'" cargo system. ~ Polans independent rear suspension. a e f._ u } ~t~ ~ Lar e 1500 Ib. a load. s. ? ~ ~ - y 9 P Y ~ Industry-leading 9.0 In. suspension travel. y r ~ - ~ Strong 1000 Ib. cargo capacity. ~ High 11 In. ground clearance. `4{ _ ~ Large 13 cu. Ft. cargo volume. ~ Electronic locking rear differential. z, ~r, . 1 : ~ . ~ Class-leading 1500 Ib. towing capaaty. Y Optronal 5 eedKe Z' ~ ~ t + p y"" system for top speed control. ^;~t" ~k= ,;-,~=f' ~ `'h° ~ ~ Industry-leading 41 mph top speed. ~ Excluskve On-Demand true 4-wheel drive. iittp://www.polarisindustries.com/en-us/Ranger/Models2007/RANGER4x4/ 1 /9/2007 ,r ~ ~ , a f \ ~ I \ ~ ~ ~eti as a e a - ~ i n - - Town Boundary :e~ , • ~ i ~ ~ ~ ~ - ~ - l - Ali" , ~ ~ - ~ ~ ~ ~ I r~ ~j i ~,r . .ate- _ ~ _ is ~l _ ~1 1 - ~ _ ~ 1 4 fy ~ . a ~ I l.J ~ Feet n y i 0 250 500 1,000 Hp L=='•; Miles 8 ~ 0 0.25 D.5 ~~~y~~a ~ ~s~ i~ This map was created by the Tawn of Vail GIS workgmup. Use of this map should be (or generzl purposes only. The Town of Vail does not warrant the accuracy of the Information contained herein L' (where shown, parcel line work is approximate) 10'rV'YpF }plL MEMORANDUM TO: Town Council FROM: Community Development Department DATE: January 16, 2007 SUBJECT: Lionshead Parking Structure Request for Proposals Staff: Stan Zemler and Russ Forrest I. PURPOSE The purpose of the evening meeting with the Vail Town Council (Council) is to: • Request budget authorization for $35,000 to perform a financial critique on the two development proposals for the Lionshead Parking Structure and to authorize staff to engage Economic Planning Systems to complete that critique. II. BACKGROUND A. Goals The Town of Vail (Town) owns and operates an 1,150 space parking structure and an unimproved charter bus parking lot, located at 395 South Frontage Road in Vail, Colorado (See Section 7 of RFP). This site is 6.3 acres in size and is located in the Lionshead Redevelopment Master Plan area, one of two pedestrian retail areas in Vail. In addition, this site is included in the Lionshead Urban Renewal area. A draft master plan for the parking structure was completed during the process of considering a conference center; the Town identified at that time, the following needs for the site: • The existing parking structure needs both capital and operational improvements to maintain its effectiveness in the future, • The Town currently needs 400-500 additional public parking spaces to minimize overflow parking on the Frontage Road for 15 days per winter season, • Redevelopment of the parking structure should include retail development on the south side of the parking structure as called for in the Lionshead Redevelopment Master Plan, • Pedestrian access needs to be improved between the parking structure and the Lionshead retail area, and • Improve the Lionshead Information Center. In the last year, private developers have approached the Town of Vail and proposed redevelopment of the site to accommodate both public and private uses. To ensure a fair and equitable process, the Vail Town Council directed 1 that a "Request for Proposals" be issued to solicit development proposals that meet the project goals of the Town for this site. The RFP seeks qualified developers who can develop the Lionshead parking structure consistent with the project goals of this RFP stated below. The following are project goals for any developer considering submitting a proposal: A. Development proposals shall comply with the Lionshead Redevelopment Master Plan (See http:l/www.vaiiaov.com/does/dl forms/li~nshead master plan 01 2006.pdf ) and be consistent with Lionshead Mixed Use 1 Zoning (See http://www.sterlinacodifiers.com/CO/Nail/ for Title 12 in the Vail Town Code). B. Development proposals consistent with the Lionshead Redevelopment Master Plan and the Lionshead Mixed Use 1 Zone District shall help pay for the public improvements. A strong preference is given to uses that generate "hot beds" such as accommodation units (hotels) and Employee Housing Units. Parking generated by private development shall be provided and paid for by the developer. C. Meeting/event/conferencefaeilities accessory to hotel and lodging uses. D. The Town anticipates extensive improvements to the Lionshead parking structure in the near future. Creation of a new public parking structure, paid for through the redevelopment of the site, should include a minimum of 1150 public parking spaces that would improve the operational performance of the structure compared to current operation (See 2005 Walker Parking Study in Attachment B). The Town is assuming that it would continue to own and operate public parking in Lionshead. E. Creation of new public parking in excess of the 1,150 existing spaces on the site based on circulation viability. F. Creation of a new Lionshead information center with public restrooms. G. Redevelopment of the Lionshead Annex with consideration given to the relocation of a Youth Recreation Center and the Colorado Mental Health offices. H. Improvement of the pedestrian, -transit, and vehicular circulation between the parking structure and the Lionshead retail mall. I. Provide loading and delivery for uses created on-site which can also be used by adjacent Lionshead retail uses. J. Improve hotel shuttle bus circulation which currently drops guests at the southwest corner of the Lionshead parking structure. The Town is interested in siting a Lionshead transit facility to accommodate 5 buses for regional bus traffic. The parking structure area is one of the locations under consideration for that use (See Draft Master Plan for Parking Structure). K. Creation of a retail connection along the south side of the project site that is consistent with the Lionshead Redevelopment Master Plan. L. Frontage Road improvements consistent with the Lionshead Redevelopment Master Plan and acceptable to the Colorado Department of Transportation. M. Other public amenities that would augment the vitality and economic impact of the development. N. Use of the U.S. Green Building Council's LEED Green Building Rating System, or a comparable alternative, to guide project design. Attachment A includes the Executive Summary for Both Teams. It should be noted that proposed schedule changes are proposed below. 2 B. Projected Costs for Maintaining the Lionshead parking structure and other associated improvements The Lionshead parking structure was built in 1980 and is projected to have 25 years more of life before major reconstruction is required. However, significant capital investments will be required to reach the 25 years. Necessary improvements to the Lionshead parking structure can be placed in the following categories: Structural/Capital Maintenance: • Repair all the stairs and stairways: $350,000 due next couple of years • Ongoing expansion joint work: $50,000/yr * • Top deck slab: re-topping within the next eight years: $2,500,000 • Salt penetration repairs: $150,000 due next couple of years * • Water infiltration repairs: $250,000 within 5 years • Painting/lighting/system maintenance: $150,000/yr * • Parking equipment replacement: now $300,000, also every 5-7 years, will request for 2007 Operational: The current structure does not function well as designed: • Install pay on foot stations: $200,000 • Provide another exit to East Lionshead Circle: $750,000 • Convert the garage to one-way circulation and lose 100 spots: cost to replace the 100 spots: $3,500,000 • Roadway improvements for better ingress/egress: $3,000,000 Code/regulatory: Required improvements to meet current codes will be required with any enhancement or remodel. • Elevator to meet ADA: $400,000 a piece • Sprinkler and detection systems: $1,000,000 • Increase ventilation on certain levels: $350,000 • Egress and proper emergency access issues: $150,000 Enhancements: Keeping up with the customer expectations, matching the new neighborhood and keeping the Vail experience. • Bathrooms: $500,000 • Information booth: $900,000 • Auxiliary building; $1,700,000 • Heated entry stairs: $1,000,000 verses $300,000 • Elevators: See above • streetscape: $1,000,000 • New heated streetscape entry/bus plaza: $3,000,000 Expansion: We have stated the need to expand the supply by 400 spaces. • 400 new spaces: $12,000,000 Currently, some of the structural and capital maintenance issues are budgeted over the next 5 years Operational issues are not budgeted except the possibility of roadway improvements using Tax Increment Financing (TIF) funds. Enhancements are not budgeted except to use TIF funds for streetscape and entry plaza. 3 M The conference center, if approved, would have addressed all these issues with the exception of the topping slab, one-way circulation, the information booth and expanded capacity by only 250 spaces verses 400 spaces. The revised capital budgets for 2007-2010 will need to reflect increased costs to take care of the shortcomings. C. Criteria for a Final Selection On September 5, 2006 the Council approved the following criteria (which is based on the original goals of the RFP). Reaulatorv Criteria • Compliance with Lionshead Mixed Use Zoning, • Conformance to design guidelines in the Lionshead Redevelopment Master Plan, • Compliance with affordable housing policy. Circulation and Parkina • Replacement of existing parking without affecting parking availability in the ski season, • Mitigation of lost parking during the construction of the parking facility, • Number of additional public parking spaces (beyond 1,150 spaces) provided upon completion of construction, • Provide for loading and delivery for the site and surrounding area, • Provide for mass transit access to the Lionshead area, • Enhance circulation for pedestrians and vehicles, • Provide necessary improvements to Frontage Road in compliance with CDOT standards. Uses • Number of "live beds" and degree to which they provide diversity to the Vail bed base, • Provide retail opportunities on East Lionshead Circle which complement existing retail areas, • Provide public amenities: recreation, entertainment, event/meeting facilities proposed on the site, • Provide a new Lionshead information center, • Consideration of the relocation for the Youth Recreation Center, Colorado Mental Health, and other tenant uses. Financial Considerations • Financial return to the Town through lease payments, air rights purchase or other payments, • Town's financial commitment for construction and maintenance of public improvements, • Financial viability of the project, • Financial capability of the developer to construct and operate the project, • Financial guarantees for timely completion. 4 Environmental/Carrvino Capacity • Overall environmental sensitivity and ability to achieve an established environmental certification for the design and construction of the facility, • Overall innovation and creativity. Leaal • Ownership structure for the parking facilities and private improvements, • Contractual arrangements necessary for joint ownership and operation of public amenities, • Assurance of completion and operational commitments. Staff and consultants will review the proposals and make a recommendation to Council regarding the extent to which each proposal meets the criteria. The Council will make a final decision in its sole judgment as to which proposal is in the best interests of the Town. The Council will reserve the right to reject all proposals. III. ACTION REQUESTED FROM COUNCIL A. Scope of Service for a Financial Critique/Analysis of the two development proposals On November 21, 2006, the Council received input from the public and requested the proposals be reviewed and critiqued by a financial expert who could review the viability of the proposals, the proposed public benefits and risks of each proposal. To ensure that a final product meets with the Council's goals for this review, staff prepared a request for proposals with a scope of services (see attachment A). Staff used the Urban Land Institute database which includes most of the top investment bankers, financial consultants, and developers to create a mailing list for the RFP. Staff received three proposals from this RFP from: • Economic Research Associates • Economic & Planning Systems, and • HVS After meeting with the designated Council members for the RFP it is staffs recommendation to engage Economic & Planning Systems (EPS) for this task. The rational for recommending EPS includes: 1. Qualifications: EPS brought three skill sets together for the project including: a. Ability to analyze the value of the public benefits and costs and provide consultations on financial tools and guarantees to ensure the Town receives the best possible, yet fair, deal from a chosen developer. EPS specializes in providing consultation on public private deals and has done many such projects in the past. 5 b. EPS has engaged a real estate attorney/developer (Jim Mulligan to evaluate the deal and the financing behind it. He has worked on developing the financing and the development agreement in many large developments. The Vail Housing Authority (Housing Authority) has worked with him on Middle Creek. Although expensive, he was effective in developing a very beneficial development agreement for the Housing Authority and the Town. His time and cost will be capped in this scope of service. c. EPS has three options for a consultant that specializes in market demand for hotel brands. EPS is in the process, at staff request, of ensuring that they would not have a conflict or an active business interest with either of the development companies. Each of these resources have significant experience in evaluating the market demand and impact of different hotel brands. 2. Competitive Price: EPS `s cost for this scope will not exceed $35,000. HVS was also at $35,000 and ERA was at $50,000. 3. Conflict of Interest: HVS may have a conflict of interest in that they worked on the OPN proposal out of their Dallas office. East West has expressed concern about a conflict with HVS. The other two developers have no known conflicts. Staff is requesting that the Council make a motion to engage EPS and to authorize $35,000 for the completion of the scope of work outlined in Attachment A. IV. SCHEDULE OF PROPOSED NEXT STEPS The following is a series of next steps with several opportunities for public input and involvement. January 5, 2007 Development teams will respond by this date to final questions from the Council and staff. Questions for example (but not limited to the following) include: i 1. Identifying where off-site employee housing ~I would be located. 2. Providing documentation on how dwelling units or dwelling unit lock-offs would be managed in a rental pool. 3. Providing information on how completion of construction of public parking would be guaranteed on-time and then how completion of the overall project would be guaranteed. 4. Providing additional documentation on how any financial subsidy required for the civic center use would be addressed by the developer. 6 5. Any additional ideas to address the comments from the Council and the public. No additional information will be accepted by the developers after this date unless specifically required by the financial analyst chosen by the Town to critique the two proposa?. February 6, 2007 Preliminary draft of 2~d appraisal is complete February 20, 2007 Presentation of appraisals, financial analysis, and staff recommendation to the Vail Town Council. ATTACHMENT A: RFP for a financial critique ATTACHMENT B: EPS proposals ATTACHMENT C: Updated responses to proposals (Also refer to TOV web site at www.vailpov.com) F:\cdev\COt1NCIL\MEMOS\06\LionsheadParking Structure Council Memo 120506.doc 7 Town of Vail Request for Proposals A financial critique and analysis of two proposals to redevelop the existing Lionshead parking structure in Vail, Colorado, as a mixed use development providing over 1150 public parking spaces December 6, 2006 1. BACKGROUND In May 2006, the Town of Vail issued a request for proposals for qualified development teams to propose amixed-use plan for redevelopment of the Town of Vail owned Lionshead parking structure. The Town of Vail owns and operates an 1150 space parking structure and an unimproved charter bus parking lot located at 395 South Frontage Road in Vail, Colorado. This site is 6.6 acres in size and is located in the Lionshead Redevelopment Master Plan Area which is one of two pedestrian-oriented retail areas in Vail. In addition, this site is included in the Lionshead Urban Renewal Area. Lionshead is currently experiencing a major redevelopment with the new Arrabelle mixed-use project as well as redevelopment of several surrounding condominium projects. Lionshead is at the heart of Vail's $1 billion renewal. In the last year, private developers have approached the Town of Vail and proposed redevelopment of the Lionshead parking structure to accommodate both public and private uses. To ensure a fair and equitable process, the Town issued a "Request for Proposals" to solicit development proposals which meet the project goals of the Town for this site. In September of this year two developers, East West Partners and Open Hospitality Parnters/Hillwood submitted proposals to the attached RFP. This Request for Proposals seeks a qualified financial analyst to critique and analyze the two development proposals. 2. PROJECT GOALS: The attached RFP for the development of the project includes the overall goals of the project. The following are project goals for a financial critique of the two proposals: A. Review the financial capability of the two developers to determine if they have the financial capability to complete their respective proposals. B. Evaluate the proposed financing structure to determine its overall ability to be financed. C. Critique and evaluate, using independent verification, the feasibility of the public benefits that are being proposed. D. Provide a side by side comparison of the financial benefits of each teams public benefit. 8 E. Identify other opportunities to further maximize the public benefit either through alternative financing or through other mechanisms to eliminate risk to the Town in executing this public private partnership. 3. PROJECT REPORT A. Submit a confidential written report regarding your findings to Town Council addressing each of the Project Goals on February 1, 2007. B. Provide an oral summary of the findings to Town Council on February 6, 2007. 3. MINIMUM Ql.lAl_IFICATION T(1 SUBMIT A PROPOSAL The Town is accepting proposals to perform a financial critique and analysis of the two developers proposing to redevelop the Lionshead Parking Structure. A "Respondent" to this RFP must satisfy the following conditions (the "Qualification Conditions"): • The Respondent (by itself or together with its affiliates) must have first-class experience and expertise in developing and analyzing the financial feasibility of public/private projects. • Have a proven ability to analyze and critique the financing for a large multi- million public-private deal in the market place. 4. SUBMITTAL REQUIREMENTS Please submit in writing the following: A. Statement of Qualification: Provide a statement of qualification that describes the team to be involved in the financial analysis. This statement should include similar projects and references from those same projects. Other specific information shall include: 1) Identify the specific individuals and their qualifications that will be involved in this project; 2) Highlight strengths of team; 3) Describe team's expertise as it pertains to the delivery of a financial analysis. 4) Provide a list of previous projects which are similar to the scope of service requested in this RFP and references for those projects. B. Cost Estimate for a financial analysis and critique of each proposal. This cost estimate should include the following scope of work: A. Review the financial capability of the two developers to determine if they have the financial capability to complete their respective proposals. B. Evaluate the proposed financing structure to determine its overall ability to be financed. 9 C. Evaluate the financial guarantee that is being offered to ensure completion of the project on time. D. Critique and evaluate, using independent verification, the feasibility of the public benefits that are being proposed. E. Provide a side by side comparison of the financial benefits of each team's public benefit. F. Identify any direct or indirect financial risks to the Town of Vail poised by either proposal. G. Identify other opportunities to further maximize the public benefit either through alternative financing or through other mechanisms to eliminate risk to the Town in executing this public private partnership. The selected financial consultant will be provided the proposals submitted by both teams and a preliminary financial comparison of both teams prepared by Town staff. All respondents shall provide 5 copies of their qualifications and cost proposal by 5:00 p.m. on December 29, 2006. The proposals shall include the cost, methodology, and time frame to complete the above mentioned tasks along with a date for final delivery. All correspondence and questions should be directed to: Russell Forrest Director Community Development Department 75 Frontage Rd Vail, CO 81657 970-479-2146 Email: rforrest@vailgov.com 5. SCHEDULE: RFP Issued December 6, 2006 Proposal submittal due by 5:00 p.m. on: December 29th, 2006 Candidate Selection January 5, 2006 Desired Time for Report February 1, 2006 Dates are subject to change. Active candidates will be notified via email or in writing of any date or time changes. 6. GENERAL CONDITIONS Limitations and Award: This RFP does not commit the Town of Vail to award or contract, nor to pay any costs incurred in the preparation and submission of qualifications in anticipation of a contract. The Town of Vail reserves the right to accept or reject all or any submittal received as a result of this request, to negotiate with all qualified sources, or to cancel all or part of the RFP. After a priority listing of the final firms is established, the Town of Vail will negotiate a contract with the first priority firm. If negotiations cannot be successfully completed with the first priority firm, negotiations will be formally terminated and will be initiated with the second most qualified firm and, likewise, with the remaining firms. 10 Selection: Initial evaluation will be based upon the qualifications of the applicant. The Town of Vail reserves the right to not interview, and to make final consultant selection based upon the qualification statements and cost estimate. Eaual Employment Opportunity: The se{ected consultant wilt not discriminate against any emp{oyee or applicant for employment because of race, co{or, religion, sex, or national origin. F:\cdev\RUSS\Projects\Lionshead Parking RFP\RFPs\FinancialRFP.doc F:\cdev\RUSS\Projects\Lionshead Parking RFP\RFPs\FinancialRFP.doc MEMORANDUM TO: Town Council FROM: Community Development Department DATE: January 16, 2007 SUBJECT: Lionshead Parking Structure Request for Proposals Staff: Stan Zemler and Russ Forrest I. PURPOSE The purpose of the evening meeting with the Vail Town Council (Council) is to: • Request budget authorization for $35,000 to perform a financial critique on the two development proposals for the Lionshead Parking Structure and to authorize staff to engage Economic Planning Systems to complete that critique. II. BACKGROUND A. Goals The Town of Vail (Town) owns and operates an 1,150 space parking structure and an unimproved charter bus parking lot, located at 395 South Frontage Road in Vail, Colorado (See Section 7 of RFP). This site is 6.3 acres in size and is located in the Lionshead Redevelopment Master Plan area, one of two pedestrian retail areas in Vail. In addition, this site is included in the Lionshead Urban Renewal area. A draft master plan for the parking structure was completed during the process of considering a conference center; the Town identified at that time, the following needs for the site: • The existing parking structure needs both capital and operational improvements to maintain its effectiveness in the future, • The Town currently needs 400-500 additional public parking spaces to minimize overflow parking on the Frontage Road for 15 days per winter season, • Redevelopment of the parking structure should include retail development on the south side of the parking structure as called for in the Lionshead Redevelopment Master Plan, • Pedestrian access needs to be improved between the parking structure and the Lionshead retail area, and • Improve the Lionshead Information Center. In the last year, private developers have approached the Town of Vail and proposed redevelopment of the site to accommodate both public and private uses. To ensure a fair and equitable process, the Vail Town Council directed 1 that a "Request for Proposals" be issued to solicit development proposals that meet the project goals of the Town for this site. The RFP seeks qualified developers who can develop the Lionshead parking structure consistent with the project goals of this RFP stated below. The following are project goals for any developer considering submitting a proposal: A. Development proposals shall comply with the Lionshead Redevelopment Master Plan (See http://www.vailaov.com/does/dl formsJlionshead master plan 01 2006.odf ) and be consistent with Lionshead Mixed Use 1 Zoning (See http://www.sterlinacodifiers.com/CO/Nail/for Title 12 in the Vail Town Code). B. Development proposals consistent with the Lionshead Redevelopment Master Plan and the Lionshead Mixed Use 1 Zone District shall help pay for the public improvements. A strong preference is given to uses that generate "hot beds" such as accommodation units (hotels) and Employee Housing Units. Parking generated by private development shall be provided and paid for by the developer. C. Meeting/event/conference facilities accessory to hotel and lodging uses. D. The Town anticipates extensive improvements to the Lionshead parking structure in the near future. Creation of a new public parking structure, paid for through the redevelopment of the site, should include a minimum of 1150 public parking spaces that would improve the operational performance of the structure compared to current operation (See 2005 Walker Parking Study in Attachment B). The Town is assuming that it would continue to own and operate public parking in Lionshead. E. Creation of new public parking in excess of the 1,150 existing spaces on the site based on circulation viability. F. Creation of a new Lionshead information center with public restrooms. G. Redevelopment of the Lionshead Annex with consideration given to the relocation of a Youth Recreation Center and the Colorado Mental Health offices. H. Improvement of the pedestrian, transit, and vehicular circulation between the parking structure and the Lionshead retail mall. I. Provide loading and delivery for uses created on-site which can also be used by adjacent Lionshead retail uses. J. Improve hotel shuttle bus circulation which currently drops guests at the southwest corner of the Lionshead parking structure. The Town is interested in siting a Lionshead transit facility to accommodate 5 buses for regional bus traffic. The parking structure area is one of the locations under consideration for that use (See Draft Master Plan for Parking Structure). K. Creation of a retail connection along the south side of the project site that is consistent with the Lionshead Redevelopment Master Plan. L. Frontage Road improvements consistent with the Lionshead Redevelopment Master Plan and acceptable to the Colorado Department of Transportation. M. Other public amenities that would augment the vitality and economic impact of the development. N. Use of the U.S. Green Building Council's LEED Green Building Rating System, or a comparable alternative, to guide project design. Attachment A includes the Executive Summary for Both Teams. It should be noted that proposed schedule changes are proposed below. 2 B. Projected Costs for Maintaining the Lionshead parking structure and other associated improvements The Lionshead parking structure was built in 1980 and is projected to have 25 years more of life before major reconstruction is required. However, significant capital investments will be required to reach the 25 years. Necessary improvements to the Lionshead parking structure can be placed in the following categories: StructuraUCapital Maintenance: • Repair all the stairs and stairways: $350,000 due next couple of years • Ongoing expansion joint work: $50,000/yr • Top deck slab: re-topping within the next eight years: $2,500,000 • Salt penetration repairs: $150,000 due next couple of .years • Water infiltration repairs: $250,000 within 5 years • Painting/lighting/system maintenance: $150,000/yr • Parking equipment replacement: now $300,000, also every 5-7 years, will request for 2007 Operational: The current structure does not function well as designed: • Install pay on foot stations: $200,000 • Provide another exit to East Lionshead Circle: $750,000 • Convert the garage to one-way circulation and lose 100 spots: cost to replace the 100 spots: $3,500,000 • Roadway improvements for better ingress/egress: $3,000,000 Code/regulatory: Required improvements to meet current codes will be required with any enhancement or remodel. • Elevator to meet ADA: $400,000 a piece • Sprinkler and detection systems: $1,000,000 • Increase ventilation on certain levels: $350,000 • Egress and proper emergency access issues: $150,000 Enhancements: Keeping up with the customer expectations, matching the new neighborhood and keeping the Vail experience. • Bathrooms: $500,000 • Information booth: $900,000 • Auxiliary building: $1,700,000 • Heated entry stairs: $1,000,000 verses $300,000 • Elevators: See above • streetscape: $1,000,000 • New heated streetscape entry/bus plaza: $3,000,000 Expansion: We have stated the need to expand the supply by 400 spaces. • 400 new spaces: $12,000,000 Currently, some of the structural and capital maintenance issues are budgeted over the next 5 years Operational issues are not budgeted except the possibility of roadway improvements using Tax Increment Financing (TIF) funds. Enhancements are not budgeted except to use TIF funds for streetscape and entry plaza. 3 The conference center, if approved, would have addressed all these issues with the exception of the topping slab, one-way circulation, the information booth and expanded capacity by only 250 spaces verses 400 spaces. The revised capital budgets for 2007-2010 will need to reflect increased costs to take care of the shortcomings. C. Criteria for a Final Selection On September 5, 2006 the Council approved the following criteria (which is based on the original goals of the RFP). Reaulatorv Criteria • Compliance with Lionshead Mixed Use Zoning, • Conformance to design guidelines in the Lionshead Redevelopment Master Plan, • Compliance with affordable housing policy. Circulation and Parkina • Replacement of existing parking without affecting parking availability in the ski season, • Mitigation of lost parking during the construction of the parking facility, • Number of additional public parking spaces (beyond 1,150 spaces) provided upon completion of construction, • Provide for loading and delivery for the site and surrounding area, • Provide for mass transit access to the Lionshead area, • Enhance circulation for pedestrians and vehicles, • Provide necessary improvements to Frontage Road in compliance with CDOT standards. Uses • Number of "live beds" and degree to which they provide diversity to the Vail bed base, • Provide retail opportunities on East Lionshead Circle which complement existing retail areas, • Provide public amenities: recreation, entertainment, event/meeting facilities proposed on the site, • Provide a new Lionshead information center, • Consideration of the relocation for the Youth Recreation Center, Colorado Mental Health, and other tenant uses. Financial Considerations • Financial return to the Town through lease payments, air rights purchase or other payments, • Town's financial commitment for construction and maintenance of public improvements, • Financial viability of the project, • Financial capability of the developer to construct and operate the project, • Financial guarantees for timely completion. 4 Environmental/Carrvina Caoacity • Overall environmental sensitivity and ability to achieve an established environmental certification for the design and construction of the facility, • Overall innovation and creativity. Leaal • Ownership structure for the parking facilities and private improvements, • Contractual arrangements necessary for joint ownership and operation of public amenities, • Assurance of completion and operational commitments. Staff and consultants will review the proposals and make a recommendation to Council regarding the extent to which each proposal meets the criteria. The Council will make a final decision in its sole judgment as to which proposal is in the best interests of the Town. The Council will reserve the right to reject all proposals. III. ACTION REQUESTED FROM COUNCIL A. Scope of Service for a Financial Critique/Analysis of the two development proposals On November 21, 2006, the Council received input from the public and requested the proposals be reviewed and critiqued by a financial expert who could review the viability of the proposals, the proposed public benefits and risks of each proposal. To ensure that a final product meets with the Council's goals for this review, staff prepared a request for proposals with a scope of services (see attachment A). Staff used the Urban Land Institute database which includes most of the top investment bankers, financial consultants, and developers to ~ create a mailing list for the RFP. Staff received three proposals from this RFP from: • Economic Research Associates • Economic & Planning Systems, and • HVS After meeting with the designated Council members for the RFP it is staffs recommendation to engage Economic & Planning Systems (EPS) for this task. The rational for recommending EPS includes: 1. Qualifications: EPS brought three skill sets together for the project including: a. Ability to analyze the value of the public benefits and costs and provide consultations on financial tools and guarantees to ensure the Town receives the best possible, yet fair, deal from a chosen developer. EPS specializes in providing consultation on public private deals and has done many such projects in the past. 5 b. EPS has engaged a real estate attorney/developer (Jim Mulligan to evaluate the deal and the financing behind it. He has worked on developing the financing and the development agreement in many large developments. The Vail Housing Authority (Housing Authority) has worked with him on Middle Creek. Although expensive, he was effective in developing a very beneficial development agreement for the Housing Authority and the Town. His time and cost will be capped in this scope of service. c. EPS has three options for a consultant that specializes in market demand for hotel brands. EPS is in the process, at staff request, of ensuring that they would not have a conflict or an active business interest with either of the development companies. Each of these resources have significant experience in evaluating the market demand and impact of different hotel brands. 2. Competitive Price: EPS `s cost for this scope will not exceed $35,000. HVS was also at $35,000 and ERA was at $50,000. 3. Conflict of Interest: HVS may have a conflict of interest in that they worked on the OPN proposal out of their Dallas office. East West has expressed concern about a conflict with HVS. The other two developers have no known conflicts. Staff is requesting that the Council make a motion to engage EPS and to authorize $35,000 for the completion of the scope of work outlined in Attachment A. IV. SCHEDULE OF PROPOSED NEXT STEPS The following is a series of next steps with several opportunities for public input and involvement. January 5, 2007 Development teams will respond by this date to final questions from the Council and staff. Questions for example (but not limited to the following) include: 1. Identifying where off-site employee housing would be located. 2. Providing documentation on how dwelling units or dwelling unit lock-offs would be managed in a rental pool. 3. Providing information on how completion of construction of public parking would be guaranteed on-time and then how completion of the overall project would be guaranteed. 4. Providing additional documentation on how any financial subsidy required for the civic center use would be addressed by the developer. 6 5. Any additional ideas to address the comments from the Council and the public. No additional information will be accepted by the developers after this date unless specifically required by the financial analyst chosen by the Town to critique the two proposal. February 6, 2007 Preliminary draft of 2"d appraisal is complete February 20, 2007 Presentation of appraisals, financial analysis, and staff recommendation to the Vail Town Council. ATTACHMENT A: RFP for a financial critique ATTACHMENT B: EPS proposals ATTACHMENT C: Updated responses to proposals (Also refer to TOV web site at www.vailgov.com) F:\cdev\COUNCIL\MEMOS\06\LionsheadParking Structure Council Memo 120506.doc 7 Town of Vail Request for Proposals A financial critique and analysis of two proposals to redevelop the existing Lionshead parking structure in Vail, Colorado, as a mixed use development providing over 1150 public parking spaces December 6, 2006 1. BACKGROUND In May 2006, the Town of Vail issued a request for proposals for qualified development teams to propose amixed-use plan for redevelopment of the Town of Vail owned Lionshead parking structure. The Town of Vail owns and operates an 1150 space parking structure and an unimproved charter bus parking lot located at 395 South Frontage Road in Vaii, Colorado. This site is 6.6 acres in size and is located in the Lionshead Redevelopment Master Plan Area which is one of two pedestrian-oriented retail areas in Vail. In addition, this site is included in the Lionshead Urban Renewal Area. Lionshead is currently experiencing a major redevelopment with the new Arrabelle mixed-use project as well as redevelopment of several surrounding condominium projects. Lionshead is at the heart of Vail's $1 billion renewal. In the last year, private developers have approached the Town of Vail and proposed redevelopment of the Lionshead parking structure to accommodate both public and private uses. To ensure a fair and equitable process, the Town issued a "Request for Proposals" to solicit development proposals which meet the project goals of the Town for this site. In September of this year two developers, East West Partners and Open Hospitality Parnters/Hillwood submitted proposals to the attached RFP. This Request for Proposals seeks a qualified financial analyst to critique and analyze the two development proposals. 2. PROJECT GOALS: The attached RFP for the development of the project includes the overall goals of the project. The following are project goals for a financial critique of the two proposals: A. Review the financial capability of the two developers to determine if they have the financial capability to complete their respective proposals. B. Evaluate the proposed financing structure to determine its overall ability to be financed. C. Critique and evaluate, using independent verification, the feasibility of the public benefits that are being proposed. D. Provide a side by side comparison of the financial benefits of each teams public benefit. 8 E. Identify other opportunities to further maximize the public benefit either through alternative financing or through other mechanisms to eliminate risk to the Town in executing this public private partnership. 3. PROJECT REPORT A. Submit a confidential written report regarding your findings to Town Council addressing each of the Project Goals on February 1, 2007. B. Provide an oral summary of the findings to Town Council on February 6, 2007. 3. MINIMUM QUALIFICATION TO SUBMIT A PROPOSAL The Town is accepting proposals to perform a financial critique and analysis of the two developers proposing to redevelop the Lionshead Parking Structure. A "Respondent" to this RFP must satisfy the following conditions (the "Qualification Conditions"): • The Respondent (by itself or together with its affiliates) must have first-class experience and expertise in developing and analyzing the financial feasibility of public/private projects. • Have a proven ability to analyze and critique the financing for a large multi- million public-private deal in the market place. 4. SUBMITTAL REQUIREMENTS Please submit in writing the following: A. Statement of Qualification: Provide a statement of qualification that describes the team to be involved in the financial analysis. This statement should include similar projects and references from those same projects. Other specific information shall include: 1) Identify the specific individuals and their qualifications that will be involved in this project; 2} Highlight strengths of team; 3) Describe team's expertise as it pertains to the delivery of a financial analysis. 4} Provide a list of previous projects which are similar to the scope of service requested in this RFP and references for those projects. B. Cost Estimate for a financial analysis and critique of each proposal. This cost estimate should include the following scope of work: A. Review the financial capability of the two developers to determine if they have the financial capability to complete their respective proposals. B. Evaluate the proposed financing structure to determine its overall ability to be financed. 9 C. Evaluate the financial guarantee that is being offered to ensure completion of the project on time. D. Critique and evaluate, using independent verification, the feasibility of the public benefits that are being proposed. E. Provide a side by side comparison of the financial benefits of each team's public benefit. F. Identify any direct or indirect financial risks to the Town of Vail poised by either proposal. G. Identify other opportunities to further maximize the public benefit either through alternative financing or through other mechanisms to eliminate risk to the Town in executing this public private partnership. The selected financial consultant will be provided the proposals submitted by both teams and a preliminary financial comparison of both teams prepared by Town staff. All respondents shall provide 5 copies of their qualifications and cost proposal by 5:00 p.m. on December 29, 2006. The proposals shall include the cost, methodology, and time frame to complete the above mentioned tasks along with a date for final delivery. All correspondence and questions should be directed to: Russell Forrest Director Community Development Department 75 Frontage Rd Vail, CO 81657 970-479-2146 Email: rforrest@vailgov.com 5. SCHEDULE: RFP Issued December 6, 2006 Proposal submittal due by 5:00 p.m. on: December 29th, 2006 Candidate Selection January 5, 2006 Desired Time for Report February 1, 2006 Dates are subject to change. Active candidates will be notified via email or in writing of any date or time changes. 6. GENERAL CONDITIONS Limitations and Award: This RFP does not commit the Town of Vail to award or contract, nor to pay any costs incurred in the preparation and submission of qualifications in anticipation of a contract. The Town of Vail reserves the right to accept or reject all or any submittal received as a result of this request, to negotiate with all qualified sources, or to cancel all or part of the RFP. After a priority listing of the final firms is established, the Town of Vail will negotiate a contract with the first priority firm. If negotiations cannot be successfully completed with the first priority firm, negotiations will be formally terminated and will be initiated with the second most qualified firm and, likewise, with the remaining firms. io Selection: Initial evaluation wil{ be based upon the qualifications of the applicant. The Town of Vail reserves the right to not interview, and to make final consultant selection based upon the qualification statements and cost estimate. Eaual Emalovment Ogaortunity: The selected consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. F:\cdev\RUSS\Projects\Lionshead Parking RFP\RFPs\FinancialRFP.doc F:\cdev\RUSS\Projects\Lionshead Parking RFP\RFPs\FinancialRFP.doc 11 i... Attachment B E~~ ~,tr Economic Planning Systems Public Firtarvice Real Estate Economics Regional Economics Land Use Policy PROPOSAL TOWN OF VAIL LIONSHEAD EVALUATION Prepared for: Town of Vail Prepared by: Economic & Planning Systems, Inc. December 29, 2006 EPS #16896 DEN V E R B E R K E L E Y S A C R A M E N 7 0 730 Seventeenth Street, Suite u30 phone: 303-G23-35~; phone: 6R)-841-9190 phone: 916-649-8010 Denver, CO 80202-351] fax: 303-623-9049 fax: 510-841-9208 faa: 916-649-2070 www.epsys.coni ~ Economic Planning Systems Public Finance Real Estate Economics Regional Economics Lnnd Use Policy December 29, 2006 Mr. Russell Forrest, Director Community Development Department Town of Vail 75 Frontage Road Vail, CO 81657 Subject: Financial Analysis of Redevelopment Proposals; EPS #16896 Dear Russ: Thank you for inviting Economic & Planning Systems (EPS) to submit a proposal to evaluate the proposals for the redevelopment of the Lionshead parking structure. We are very interested in working with you and other members of the Vail staff and Town Council to provide an objective analysis of the Towri s options. To supplement the analysis, we have asked Jim Mulligan of Fairfield and Woods to join our team. This proposal provides an overview of the team members, our approach, the scope of work, and budget for the study. In addition, we have included a set of qualifications describing previous projects relevant to proposal evaluation and developer selection. EPS is afull-service real estate economics consulting firm with over 50 professional staff in our Berkeley, Sacramento, and Denver offices. Founded in 1983, the firm has abroad- based practice in the economics and financial feasibility of real estate projects, including market analysis, financial feasibility, and public financing. Each of the three Managing Principals has over twenty-five years of experience in the field. The firm has worked successfully with a wide range of public and private sector clients and has established a reputation for both creativity and rigor in resolving complex real estate development issues. Jim Mulligan is the Director of Fairfield and Woods, aDenver-based law firm. The firm is frequently retained to evaluate the capability of developers to execute complex, mixed use developments involving private and public financing and capital formation. EPS will be the prime consultant and provide project management and coordination. Dan Guimond, principal and manager of the Denver office, will be the Principal-in- Chargefor the project. Dan has over 25 years experience with a focus on redevelopment projects and public financing strategies. James Musbach, Managing Principal, will be a senior advisor addressing public and private financing feasibility. Andy Knudtsen will be the project manager. Andy has completed numerous market, feasibility, and financing studies including projects in other high cost mountain community and resort settings. His work includes developing strategies to identify and close gaps using public financing tools. DEN V E R B E R K E L E Y S A C R A M ENT O 730 Seventeen di Strcct, Suite (30 phone: 303-023-355- phone: 510-841-9190 phune: 910-649-8010 Denver, CO 50202-3511 fax: 303-623-9049 fax: SIU-541-9305 fax: 916-649-2070 ~a~ww.epsys.com Mr. Russell Fo~•rest ' December 28, 2006 Page 2 Following this letter is our proposed scope of services, budget, schedule, and qualifications for both firms. Please view this proposal as a starting point for discussion. We look forward to the opportunity to work with you on this project and are willing to modify the project scope and level of effort to meet your needs. Sincerely, ECONOMIC & PLANNING SYSTEMS, INC. Daniel R. Guimond Principal - , ~ ~ Economic Planning Systems Public Finance Real Estate Economics - Regional Economics Land Use Policy PROPOSAL PROPOSAL PROJECT APPROACH The Town of Vail is in the process of selecting a team to redevelop the Lionshead parking structure and create amulti-use facility with extensive public benefit. At this time, the Town is considering proposals from two teams, East West Partners and Open Hospitality Partners/Hillwood. The Town Council will use a number of factors to select the superior project and recognizes that the financial terms and capabilities of each proposer will be a critical element in the evaluation. The Economic & Planning Systems (EPS) team is highly qualified to assist the Town with this effort. As a land economics firm, EPS has prepared real estate market and feasibility analysis for a diversity of real estate development projects. We provide a realistic assessment of project feasibility, testing a range of assumptions such as project financing, partnership options, disposition strategies, and measures of financial return. EPS provides market and feasibility information for a wide variety of applications. In addition to private sector clients, EPS frequently contracts with public sector entities, such as the Town of Vail, to structure public-private partnerships, which include feasibility and financing strategies. James M. Mulligan s practice emphasizes virtually all aspects of commercial and residential real estate, including urban, resort and mixed use developments. He has represented public and private entities in the structuring of tax-exempt and taxable bond issues for large scale real estate developments. He is skilled in the formation and evaluation of traditional and non-traditional private financing, special district financing, tax increment financing, parking structure financing and other public, private and public-private financing structures. He brings an understanding of the relationship between fee title, leasehold estates and combinations thereof in order to allow for the targeted utilization of financing to the respective uses and ownerships. In addition to national expertise, both EPS and Fairfield and Woods provide a local knowledge of the Town of Vail. Both firms have worked with the Town staff on recent projects (Timber Ridge and Middle Creek) and have an excellent understanding of the local context. PROPOSAL SCOPE OF WORK The Scope of Work below delineates the specific tasks to be completed to provide the Town with a thorough understanding of the financial terms and conditions, levels of risk, and community benefits of each proposal The scope of work reflects the breadth of expertise of EPS as well as Fairfield and Woods regarding real estate development, feasibility analysis, public and private financing structures, as well as our collective knowledge of successful public-private real estate development from experience with communities throughout the United States. n TASK 1: PROJECT INITIATION The EPS team will begin the study with a project start-up meeting with Town staff to review the work program and define the deliverables. We will also use the opportunity to gain an understanding of the background for the selection process and any specific issues related to the two proposals that warrant additional consideration. TASK 2: DEVELOPMENT PROGRAM EPS will summarize the development program for each proposal and quantify the uses and elements within each, such as the scale of commercial uses, number and type of dwelling units, size of conference and hotel facilities, extent of areas dedicated for transportation uses, etc. The project summaries will include information concerning the amount of development by use, which drive cost and revenue assumptions. Using this information, the consultant team will be able to compare assumptions regarding costs and revenues and identify any aggressive assumptions that expose the project to unnecessary risk. TASK 3 EVALUATION OF PROJECT PERFORMANCE EPS will construct a pro forma for each proposal that identifies each element within the project and the associated costs and revenues. The pro forma will be partitioned to enable the Town to understand the financial performance of each element. It is likely that some elements will require subsidies while others will generate net revenues. The pro forma will identify the magnitude of subsidy or revenue for each and summarized to help the Town understand the financial differences of the proposals. The pro forma will also be used to measure the rate of return for each project using standard financial measures of return including cash flow, internal rate of return (IRR), and net present value (NPV). EPS will evaluate the rates of return and compare them to an industry standard for public private partnerships; based on the extensive work EPS has completed addressing this issue. 1 Town of Vail Lionshead Evaluation Proposal December 29, 2006 EPS will summarize the results of these analyses in a side-by-side comparison to illustrate the financial differences between proposals. More importantly, EPS will address the significance of the differences to help the Town develop focus and clarity as it weighs a number of factors in its final selection. TASK 4: EVALUATION OF PUBLIC BENEFITS The Town is highly interested in the level of investment in public benefit provided by each proposal. Building on the work completed in Task 2, EPS will ensure that each element within the overall program that could be considered a public benefit is identified and quantified to the extent possible. Two critical issues that will impact the final decision is the extent of public benefit as well as the degree of risk associated with each. EPS will evaluate the proceeds needed to construct the public improvements and the assumptions used by the two finalists to derive the necessary revenue. The factors EPS will isolate include value of public benefit and the likelihood that the developer can deliver the public benefit, based on the developer's proposed terms. Similar to the results from Task 2, EPS will provide aside-by-side summary of each team s public benefits. In addition to an itemized list documenting the dollar value of each element within the overall public benefit package, EPS will identify any undue risk associated with a specific benefit, if assumptions used to estimate revenues are unusually optimistic about financing conditions or market trends. TASK 5: ASSESSMENT OF DEVELOPER'S FINANCIAL CAPABILITY The financial capability of the developers will, in part and in addition to a review of their balance sheets and relevant experience, be dependant on the financial structure that is employed to capitalize and finance the proposed development, as well as the capital sources, both debt and equity, that are employed, both private and public in character. Accordingly, the following matters or issues together with the identified information, will need to be reviewed and understood in order to arrive at a clear understanding of the capability capacity of the respective developers to accomplish the proposed redevelopment. Based on the willingness of each proposer to provide the information required to evaluate their ability, the consultant team will complete the following tasks: ¦ Evaluate the pro forma for the proposed redevelopment, focusing on the sources and uses of capital. The proposers will be required to provide a comprehensive list of sources and uses, with detailed identification and justification. ¦ The consultant team will interview a contact person within each source who can verify the level of involvement and commitment. The consultant team will confirm that the information gained from the interviews match the respective pro forma amounts for each such source. 2 Town of Vail Lionshead Evaluation . Proposal December 29, 2006 ¦ The team will specify the extent of public funding anticipated, whether direct grants, loans or conduit financings, together with respective amounts and scheduled deployment that is matched to the pro forma and source and uses schedules. ¦ The team will review each source of funding (credit enhancement or direct) that is expected to back project completion and other guarantees required to assure completion of the proposed project and protection of TOV's exposure regarding the project. ¦ Detailed and current financial statements must be provided for each proposal which delineate the expected commitment of capital from the assets described in the financial statements and committed to the project, and justified to the pro forma and the sources and uses schedules provided above. ¦ Based on previous projects of similar scope and complexity identified by each proposer, the team will interview references of each of the sources of capital (debt and equity) utilized in each of the previous project as identified. ¦ The team will evaluate the proposed scheme of ownership of all elements in the project, both during the development and following its completion, and how each of those ownerships are to be acquired, transferred and capitalized. Depending on the specific developer and specific proposal, there may need to be further information required in order to properly understand and critique their capability to perform in accordance with their proposal. TASK 6: CONCLUSIONS AND RECOMMENDATIONS EPS will incorporate the findings from each of the previous tasks into a high level decision support memorandum with additional technical documents to address confidentiality issues. The deliverable will consist primarily of tables and charts that summarize the financial terms associated with each proposal. For the public presentation EPS will provide a PowerPoint program which can be posted to the Towri s website with the goal of making the financial aspect of the selection more transparent to the community. A qualitative analysis will be included that will supplement the financial analysis and will address opportunities for the Town to improve its position relative to each proposal. It is assumed that the Town could modify terms in negotiations that follow selection. Specific issues to be addressed include modifications to the financing structure (with an emphasis on public financing tools); ways to minimize risk to the Town; and opportunities to increase the public benefit. 3 Town of Vail Lionshead Evaluation Proposal December 29, 2006 BUDGET Given the nature of this project and its relatively short timeframe, EPS and Fairfield and Woods propose to work on a time and materials basis, with an initial upset limit of $35,000. The expected cost for EPS ranges from $15,000 to $25,000. For Fairfield and Woods, the cost will range from $5,000 to $10,000. Depending on the level of detail and complexity of the material to be provided, the cost could be as low as $20,000, but will not exceed $35,000. 4 _ f _4 k ~ Economic Planning Systems Public Finance Real Estate Economics Regional Economics Land Use Policy FIRM EXPERIENCE ABOUT ECONOMIC & PLANNING SYSTEMS The Firm Economic & Planning Systems (EPS) is a land economics consulting firm experienced in the full spectrum of services related to real estate development market analysis, public/private partnerships, and the financing of government services and public infrastructure. Guiding Principle EPS was founded on the principle that real estate development and land use-related public policy should be built upon realistic assessment of market forces and economic trends, feasible implementation measures, and recognition of public policy objectives, including provisions for required public facilities and services. Areas of Expertise Real Estate Market and Feasibility Analysis • Public Finance • Fiscal Impact Analysis • Economic Impact Analysis • Reuse, Revitalization, and Redevelopment • Housing Development Feasibility and Policy • Regional Economics and Industry Analysis • Land Use Planning and Growth Management • Open Space and Resource Conservation • Government Organization • Transportation Planning and Analysis Clients Served Since 1983, EPS has provided consulting services to hundreds of public and private sector clients throughout the United States. Clients include cities, counties, special districts, multi-jurisdictional authorities, property owners, developers, financial institutions, and land use attorneys. Staff Capabilities Each of the firm s three Managing Principals has over twenty-five years of professional experience providing a broad range of economics consulting services. The professional staff includes specialists in public finance, real estate development, land use and transportation planning, government organization, and computer applications. The firm excels in preparing concise analyses that disclose risks and impacts, support decision making, and provide solutions to real estate development and land use-related issues. Office Locations Denver, Colorado and Berkeley and Sacramento, California EPS Web Site www.epsys.com REAL ESTATE MARKET AND FEASIBILITY ANALYSIS PROJECT PROFILES Austin Developer Selection Austin, Texas Robert Mueller Airport was closed in May 1999, with the transfer of airport activities to the former Bergstrom Air Force Base. The Robert Mueller Airport facility is comprised of 711 acres of land located in Central Austin along I-35, the City's major north-south transportation corridor. The City of Austin has experienced rapid growth in research- and technology-based industry, and has sought the creation of a viable mixed use development at the former airport that would provide jobs, housing, and economic activity. EPS served as the lead economist for amulti-disciplinary team to create a master development plan for the site, which maximizes site disposition revenue while accomplishing the community's reuse goals. EPS's roles included market analysis, financial feasibility analysis, development of a financing strategy, and development of strategic implementation measures. The airport has become one of Austin s premier development opportunities that promise to bolster the surrounding community and contribute to Austin's economic growth. EPS assisted the City in conducting a developer solicitation process, including the drafting of a Request for Qualifications and a Request for Business Plan, evaluation of responses, and facilitation of a selection by a committee appointed by the City Council. We subsequently assisted in the drafting and negotiation of an Exclusive Negotiation Agreement with the selected developer, Catellus Development Corporation. EPS was also selected by the City to serve as lead negotiator of the business terms of the disposition agreement. Port of SF Pier 30/32 Negotiation Support San Francisco, California The Port of San Francisco was seeking to develop a major mixed use project, anchored by an international passenger cruise ship terminal, on a scenic waterfront site near downtown San Francisco. The site is located along the waterfront midway between the San Francisco Bay Bridge and the new Giants baseball stadium. Working for the Port in support of its developer negotiations, EPS evaluated the market and financial feasibility of proposed development concepts for the Port property, reviewed the developers' financial proposals, evaluated methods for utilizing public financing for a portion of the project, recommended negotiating principles and business terms, and managed the efforts of several subconsultants in various technical specialties. 1 Treasure Island Reuse Plan and Feasibility Analysis San Francisco, California ' In collaboration with ROMA Design Group and other team members, EPS evaluated the reuse potential of a major military industrial facility on Treasure Island in San Francisco, California. EPS was responsible for developing a detailed operations and cash flow forecast and feasibility analysis, testing the fiscal implications for the City, and identifying market opportunities for reuse of the 400-acre site. As follow-up to our effort on the Treasure Island Reuse Plan, the Mayor's Office/Treasure Island Project required assistance in evaluating a developer proposal for the redevelopment of over 1,000 existing housing units on Treasure Island. EPS analyzed the developer proposal for completeness, accuracy, and reasonableness of assumptions as well as financial risks and returns to the City and the developer. Based on this analysis, EPS provided recommendations and ongoing negotiation support to the Mayor's Office. Alameda Base Reuse Negotiations Alameda, California The former Naval Air Station (NAS) at Alameda includes over 2,000 buildings and 1,700 acres of land that will become integrated with the City of Alameda. The reuse of this property is planned to occur through the adaptive reuse of existing assets and new development of residential, research/development (R&D), office, light industrial, and recreational land uses. At buildout, the Reuse Plan is projected to create 17,100 jobs, 2,700 dwelling units, and support a population of 6,600. The City of Alameda retained EPS to provide support to the City in negotiations with the United States Navy to facilitate the transfer of the Alameda Naval Air Station (NAS) including the Alameda Point Community Partners (APCP) master plan area and the Northwest Territory. EPS was responsible for developing and updating the project pro forma that informed ongoing discussions with the Navy. In addition, EPS provided technical and strategic support to the City regarding key economic issues including market values, absorption rates, phasing, intensification and modification of land uses, fiscal mitigation, alternative financing mechanisms, public improvements, and infrastructure requirements and costs. 2 Mesa del Sol Market and Financial Analysis Albuquerque, New Mexico Mesa del Sol is a planned 9,000 acre project under development by Forest City Covington, master developer on a state land parcel in the City of Albuquerque. The infill development project is planned as a traditional neighborhood development (TND) by Calthorpe Associates with a potential buildout of 31,500 housing units and 20 million square feet of nonresidential space over the next 30 years. EPS was the primary economic consultant on the project planning team responsible for market analysis, development programming and financing, fiscal impact analysis, and economic development strategies. The most significant challenge is determining the public finance approach to build the required infrastructure and facilities to support the new urbanist development. EPS has developed a detailed project financial model to evaluate alternative public financing approaches to be used to negotiate a development agreement that addresses the City's "no net expense" requirement under the Planned Communities Criteria. Cherokee Gates TOD Market and Feasibility Analysis Denver, Colorado The former Gates Rubber Company manufacturing facilities are situated on a 50-acre brownfields redevelopment site located at the convergence of two light rail lines, three miles south of downtown Denver. The Cherokee Gates property plus the adjacent 15 acre RTD light rail station are planned as a major transit oriented development project. The master developer, Cherokee Denver, LLC, engaged EPS to conduct market and financial feasibility studies for the project to determine the most marketable development program and to estimate potential levels of tax increment financing available to the project. The key issue was to balance the conflicting goals of higher density TOD and regional retail development to generate the sales tax revenues needed to support the TIF required to cover the costs of redevelopment and environmental cleanup. EPS conducted a detailed market study to identify the type of retail uses and specific anchor tenants that could be attracted to the site. The recommended development program includes 2,500 housing units, 925,000 square feet of retail space, and 800,000 square feet of office space. A project financial model was developed to refine the overall development program, quantify financial returns and equity requirements, as well as to quantify the need for, and level of, the tax increment financing funding available to the project. 3 Downtown Redevelopment Financing Study Los Alamos, New Mexico EPS conducted a financial analysis to evaluate redevelopment options fora 15-acre downtown site in this affluent research lab community of 18,000 residents. The redevelopment site is owned by the County and the School District and contains old military style warehouse buildings used for administration, maintenance and storage uses. The redevelopment plan proposes the redevelopment of the maintenance and storage uses on a land transfer parcel that the Los Alamos County School District will receive from the Los Alamos National Labs at no cost. The study tested the financial feasibility of alternative ways to relocate and reconstruct the maintenance facilities in order to make the downtown land available for a retail redevelopment project. EPS evaluated a number of financing tools and recommended a financing structure involving the school district, the County, and the Boyer Group, a private developer. The school district would receive lease payments from the County to satisfy their need for ongoing revenues for operations. The County would generate its lease payments through TIF and a proposed PIF on the new retail project. In addition, both entities would receive property taxes and gross receipt taxes from the redevelopment project to help defer a portion of the replacement facility construction costs. 4 FAIRFIELD AND WOODS, p.C. ATTORNEYS AND COUNSELORS AT LAW Wells Fargo Center, Suite 2400 1700 Lincoln Street Denver, Colorado 80203-4524 Telephone: (303) 830-2400 Facsimile: (303) 830-1033 www. fwlaw. com Fairfield and Woods, P.C. (the "Firm") is a Denver-based commercial law firm that has represented private, non-profit and public sector clients in Denver and throughout the Rocky Mountain Region since 1934. Since inception, its core competency has been real estate. Over the years the firm has grown, continuing its real estate focus and adding expertise in most all aspects of commercial law, including private and public financing, capital formation, corporate, employment, tax, commercial contracts, restructures and work-outs, litigation, and all aspects of the formation and the operation of businesses, both private and public. With real estate as its core, the Firm has experience and expertise in all forms of real estate ownership and ventures (public, private and public/private), whether regarding raw or improved land or buildings. The Firm is also well versed with regard to related property rights that may be fee simple interests, easements, licenses, rights-of--way, deed restrictions, ground or improved leaseholds, common interest community regimes, or other severed or joint rights below, at or above the surface of the real property. The attorneys and paraprofessionals at the Firm provide a full range of legal and paralegal expertise regarding the acquisition, land use, entitlement, development (both infrastructure and vertical improvements), finance, construction, management, marketing, operation and disposition of all forms and uses of real property. The Firm's attorneys have represented, and continue to represent, public and private owners, developers, investors, lenders and joint venture partners in these activities. In the public arena, the Firm's attoilieys have structured, negotiated, drafted and implemented Intergovenlmental Agreements ("IGAs") of all kinds, whether as loose consortium & plamiing IGAs or as separate entity IGAs under state law. All forms of special districts and related public improvement entities have been formed, and are represented, by the Firm, along with related public financing tools and credit facilities. In addition, the Firm's attorneys have represented public and private entities in both separate and joint developments that include aspects of private and public use, benefit, financing and ownership. The spectrum of the Firm's work in .this area includes: urban renewal areas and plans, with tax increment financing vehicles; affordable housing programs, projects and financings, including Low Income Housing Tax Credit projects and programs and Inclusionary Housing Ordinance -compliant projects; sale-leaseback projects and certificate of participation financings; most all forms of public financing projects and related bond issuances; civic and open space projects; New Market Tax Credit mixed-use projects and programs; and public agency buildings and improvements. Additionally, the firm has executed single and nuxed-use projects that involve the public and private sectors in the ownership, development, financing (private and public; taxable and tax-exempt) and operation of these types of projects. Jim Mulligan will be lead counsel for the Firm and team in this effort, with principal legal support within the Firm from Rita Connerly and Jennifer Lufman. Their experience is further described in the included response. Mr. Mulligan has represented public and private developers in several multi-layered and financed projects involving public and private ownerships, financings and other interests. Included are brief descriptions of several relevant projects and programs in which Mr. Mulligan has been involved for the public or private owner, developer, lender, investor or other party interested in the transaction, project or program. Moreover, his resume describes his other relevant experience and expertise. One-Page Firm description (00327106).DOC FAIRFIELD AND WOODS, P.C. ATTORNEYS AND COUNSELORS AT LAW SAMPLE PROJECTS AND TRANSACTIONS James M. Mulligan, Director • Vail Housing Authority. Represented Vail Housing Authority as special counsel regarding the negotiation and structuring of the Middle Creek Village affordable housing development, including the structuring of the lease and finance aspects of this complex development venture between the Authority and a private developer. • Kevstone Resort. Represent a development venture between the project developer and Ralston Purina Company, then owner of the Keystone Resort, for the development and sale of several residential projects within the Keystone Resort. • ITT Sheraton. Regional counsel to this international hotel company in its development, financing, ownership and management of corporate owned and franchised hotels in the Rocky Mountain Region, including urban, suburban and resort properties. • Central Platte Vallev. As consultant to the City of Denver, was selected to develop implementation plan for this urban redevelopment area which set the course for its current and future development. Conducted extensive research, prepared a public/private financing source book for City and chaired a panel of national experts to provide structure and direction of the legal, financial and management aspects of a coordinated plan. • Mixed-Use Development. Represents several clients in their current development and redevelopment activity in the front range and resort areas of Colorado. Recent developments include: the development of layered financing for retail/residential mixed-use prof ects in Summit and Eagle counties; the entitlement and redevelopment of a school site in downtown Golden into amixed-use retail/office/residential development with structured parking; the structuring of the Denver Dry and Mercantile Square redevelopments in downtown Denver; and the acquisition, development and lease-up of several larger office/retail complexes in the South Suburban and Boulder corridor markets. Represented a national developer in its acquisition and development of a major mixed-use property in the heart of lower downtown Denver, on the 16th Street Mall, and represented the owner of a large tract of land adjacent to Denver International Airport regarding its planning and development. • Mortgage Lending Practice. As prior legal counsel to Colorado Mortgage Lenders Association, represented this private trade association regarding state and federal industry issues affecting the financing of real estate, related legislation and regulatory issues. • Tax-Exempt and Taxable Bond Issues. Represented public and private entities in the structuring oftax-exempt and taxable bond issues in connection with the financing of large, mixed-use real estate developments including, in combination with traditional and non-traditional private financing, special district financing, tax increment financing, low income housing, historic and new market tax credit financings, parking structure financing and other public, private and public-private development and redevelopment efforts. These projects include fee title, leasehold estates and combinations thereof in order to allow for the targeted utilization of financing to the respective uses and ownerships. • Colorado Housing and Finance Authority (CHFAI. Assisted with legislation to expand authority of Colorado Housing and Finance Authority into economic development and venture capital areas. Advised organization in structuring statewide multi-family housing acquisition program and its Housing Opportunity Fund. • Affordable Housing. Representing public and private ventures to structure affordable housing and mixed-use projects (using public/private financings, tax credit equity, TIF and other non-traditional capital structures) in the Rocky Mountain region, including Adams, Arapahoe, Denver, Douglas, Eagle, El Paso, Garfield, Grand, Larimer, Pitkin, San Miguel, and Summit County areas of Colorado, as well as Phoenix, Arizona, Salt Lake City, Utah and Las Vegas, Nevada. Initiated, structured, negotiated and represented the purchaser (state housing financing agency) in the first bulk purchase of affordable housing from RTC in the nation. Formed and represent first Mutual Housing Association with HOPE II project funds in the Rocky Mountain region. Crafted deed and ground lease restricted programs for the development, preservation, sale and resale of affordable housing product within mixed-income and mixed-use communities. • Larimer Spuare. Represented a major financial institution in its financing of Trizec's ownership of this historic redevelopment project in lower downtown Denver. • Republic Plaza. Advised the ownership's transaction team with regard to certain Colorado real estate aspects of this multi-faceted sale and leaseback transaction. This involved a 1.5 million sq. ft. commercial office building valued in excess of $200 million. • Opus U.S. Corp. Colorado legal counsel for this national development company's activities in this region, through its regional division, Opus Northwest, LLC. The company's focus is on the development, construction, lease-up, financing and sale of large-scale commercial properties and high-rise multi-family condominium communities. • Forest Citv Enterprises. Currently represent Forest City with certain aspects of its redevelopment of the former Stapleton Intenlational Airport in Denver, including the structuring and implementation of a transfer assessment to fund ongoing sustainability efforts within this new master-planned community, targeting affordable housing anal other community efforts. Previously, legal counsel to this national developer in a 1987 proposed public/private venture with the State of Colorado (State Land Board) to develop a 15,000-acre planned community. k 1 ~ - S t~-aLy4~~ Y ~ ~ Economic Planning Systems Public Finance Real Estate Economics Regional Economics Land Use Policy REFERENCES REFERENCES Austin Developer Selection Sue Edwards Director Economic and Growth Redevelopment Services City of Austin (512) 974-7820 Cherokee Gates TOD Market and Feasibility Analysis Ferdinand Belz President Cherokee Denver, LLC (303) 689-1475 Mesa del Sol Market and Financial Analysis James Chrisman Vice President Development Forest City Stapleton, Inc. (303) 382-1800 i; ~ r Y ~ Economic Planning Systems Public Pinance Real Estate Economics Regional Economics Land Use Policy SELECTED RESUMES E . • ~ Economic Planning Systems Public Finance Real Estate Economics Regional Economics Land Use Policy JAMES R. MUSBACH Background James Musbach is a real estate economist with broad experience providing strategic advice to public and private clients on the economic and financial dimensions of land use and real estate development. He has particular expertise in complex, large scale urban reuse and redevelopment projects, and in the negotiation of public/private development and financing agreements. In over 20 years of professional experience he has managed a wide variety of consulting projects throughout the United States. Mr. Musbach is a Managing Principal of Economic & Planning Systems, Inc., an urban economics consulting firm with offices in Berkeley, Sacramento, and Denver. The firm serves public and private sector clients throughout the United States. Expertise Real Estate Market and Financial Feasibility Analysis -James Musbach has conducted real estate market and financial feasibility analyses for private real estate development projects, property disposition strategies, downtown revitalization and redevelopment programs, military base reuse strategies, and the identification of land use policies in the context of General and Specific Plans. He has expertise in forecasting the demand for residential, retail/commercial, hotel, office, and industrial uses, and analyzing project returns, residual land values and other financial parameters under a range of project and financing assumptions. Public/Private Financial and Transaction Negotiations - Mr. Musbach has played a lead role in numerous real estate financing and transaction negotiations involving public and private participants, providing analytical support, strategic direction, and direct negotiation. These negotiations have resulted in development agreements, public/private financing plans, owner participation agreements, land lease and sale agreements, and development and disposition agreements. Public Finance - Mr. Musbach has developed strategic financing programs using the full range of public and private resources to accomplish implementation of numerous complex real estate projects. He has developed financing programs in conjunction with revitalization strategies; specific plans and development master plans; military base reuse projects; redevelopment of former airports, railyards and port facilities; and other complex urban development projects throughout the country. DEN V E R B E R K E L E Y S A C R A M E N T O 30 Seventeenth Street, Suite 630 phone; >U3-623-355' phone: 51U-841-9190 phone: 916-649-8U 111 Denver,C'O 80202-3511 fax: 303-623-9049 fax: 510-841-9208 fax: 916-649-2070 www.epsys.com JAMES R MUSBACH . ECONOMIC ~ PLANNING SYSTEMS PAGE 2 Land Use Planning -James Musbach has extensive experience in land use policy analysis and the preparation of General and Specific Plans. Mr. Musbach's involvement has included market, fiscal, jobs/housing, land use/transportation, growth management, economic development and public facilities analyses as they relate to alternative plan policies. Papers Mr. Musbach is a frequent speaker and writer on subjects related to urban development policy and land economics. He has authored the following: • "Acing the Base: Base Reuse in the San Francisco Bay Area Offers a Laboratory to Test New Approaches to Public/Private Development", (Urban Land, September, 2003) • "Financing Multiple Owner Master Plans" (Urban Land July 1993) • "Principles of Sustainable Urban Development: A Working Definition for Creating Vital Communities" • "Economic Imperatives and Policy Implications for Livable Communities" • "Financing Master Plans: Lessons from California Specific Plans" • "Spontaneous Research Districts: Universities in Local Economic Development" • "The Use of Master Developers: Outsourcing Base Reuse" (EconornicDevelopment Connnentan~, Fall 1999) • "The Business and Industrial Park Development Handbook" Urban Land Institute, 1999 (Chapter on Feasibility Analysis) Employment 1987-Present Managing Principal, Economic and Planning Systems, Inc. 1980-1987 Vice President and Senior Economist, Gruen Gruen + Associates Education Masters of City and Regional Planning degree (emphasis in land economics and real estate), 1980 from UG $erkeley. Bachelor of Arts in Urban Studies and Public Policy with highest honors from San Diego State University, 1978. Affiliations Lambda Alpha International, Golden Gate Chapter (Co-chair, program Committee, 2002-2003) Urban Land Institute, Full Member, (Vice-chair, San Francisco District Council, 2001) Congress for the New Urbanism (Charter Member) Economic Planning Systems Public Finance Real Esta [e Economics Regional Economics Land Use Policy DANIEL R. GUIMOND Background Dan Guimond is an economist and planner with 27 years experience in economic and financial analysis and development planning for the public and private sectors. His activities on both land use and transportation-related projects include market and financial analyses, economic development and impact analyses, and implementation and capital improvements programming. Mr. Guimond is a Principal with Economic & Planning Systems, an urban economics firm with offices in Denver, Colorado and Berkeley and Sacramento, California. Expertise RedeveloUment -Dan Guimond has extensive project experience with redevelopment projects, including large scale sites such as former military bases, and small scale infill sites in downtown TOD and resort settings. His experience includes project management, evaluation of potentials, development strategies, public and private financing, and developer selection and negotiation. Economic Development - Mr. Guimond has advised cities, counties, state, and federal agencies on a range of economic development issues including preparation of economic development plans and strategies, capital improvement programs, fiscal impact analyses, and project development feasibility and funding. Specific project feasibility studies have addressed ski resort development and expansion, convention and conference centers, golf courses, and recreation facilities. Downtown Development -Dan Guimond has been the director or principal analyst on over 25 projects concerning downtown development, urban revitalization, and historic preservation. These assignments addressed the economic, land use, and financial aspects of development including market analysis and determination of retail, residential and other development potentials; overall development strategy; specific project feasibility; financing; and implementation strategies. He has also been an economic consultant to the National Main Street Center of the National Trust for Historic Preservation in small communities in six states. Retail Analvsis - Mr. Guimond has specialized in retail market analysis, including market studies for neighborhood and regional shopping centers, department stores, discounters, and grocery store chains. For the public sector, he has conducted city-wide and district specific retail development strategies. He as also evaluated the impacts of new retail facilities on the existing retail DEN V E R B E R K E L E Y S A C R A M E N T O 73u Seventeenth St~eet,Suiteo.U phone: 3Uj-623-3551 phone: X10-841-9190 phone: 976-649-5010 Denver,CO 50202-3511 fax: 303-623-9049 fax: 510-541-9208 fax: 916-649 2070 www.cps}~s.com DANIEL R. GUIMOND . ECONOMIC ~ PLANNING SYSTEMS PAGE 2 locations and measured the economic and financial benefits of new developments. Mr. Guimond has also developed financing programs and incentive packages for new retail and redevelopment projects. Community and Reeional Planning -Dan Guimond has extensive experience in land use policy analysis and the preparation of comprehensive plans and capital improvement programs at the local and regional level. He has been at the forefront of regional growth management efforts including the analysis of alternative urban forms and preparation of integrated regional growth and transportation plans for metropolitan planning organizations and councils of government. Transportation - Mr. Guimond has provided economic consulting services on all phases of transit and highway projects including major investment studies, environmental impact studies, preliminary engineering, and financing plans and programs. He has specialized in the land use/transportation relationship, examining a range of issues including alternative alignments, station locations, and potentials for economic development, transit-oriented development, and joint development. Tourism-oriented transportation projects include tourist trolleys and scenic byway plans. He has also focused on transportation investment policy including developing decision support systems for allocating financial resources based on outcomes and results. He has also developed special district financing plans and conducted benefit studies for other transportation improvements. Employment 1999-Present Principal, Economic & Planning Systems, Inc. 1997-1999 Principal, In Motion, Inc. 1993-1997 Vice President, BRW Inc. 1978-1992 Vice President, Hammer Siler, George Associates 1976-1978 Planner, Jefferson County Planning Department Education M.A., Urban Geography, University of Colorado, 1976 B.A., Political Science, University of Colorado, 1972 Affiliations American Institute of Certified Planners National Trust for Historic Preservation International Downtown Association Denver Planning Board, 1992 to 2005 _ ~ Economic Planning Systems Public Finnnce Rea! Estate Economics Regional Economics Land Use Policy ANDREW M. KNUDTSEN, AICP Background Andrew Knudtsen is a planning and development professional with extensive experience in the areas of real estate feasibility analysis, market assessment, land use planning, and public-private partnerships. Expertise Public Financing Strate~ies_ - Mr. Knudtsen has extensive project experience developing financing strategies that externalize infrastructure costs using public revenue streams. His work has involved a range of funding tools in a variety of applications, such as special districts/metro districts, downtown development authorities, and urban renewal authorities. In addition to providing economic modeling for proposed projects, he has provided analysis of public policy to identify optimal funding sources. Economic Feasibility Analysis -Andrew Knudtsen has extensive expertise in evaluating project feasibility for commercial and residential developments. He has quantified economic viability based on detailed pro forma analysis reflecting projected market conditions. Market Assessment - Mr. Knudtsen provides a depth of experience related to evaluating market demand, at both the regional and site-specific levels. His experience includes market evaluations that address projected demand for large scale and niche projects, documenting the net market demand for a range of uses. He has completed numerous market studies and is skilled in assessing demand and supply, and estimating capture and absorption rates. Fiscal Impact Assessment -Andrew Knudsen has built economic models designed to estimate the economic impacts to local government under various growth scenarios. His work includes economic and demographic growth projections that are used to quantify the costs and revenues attributable to development. His work has identified the surplus or deficit likely to occur under various modeling assumptions. Public Policy - Mr. Knudtsen has worked extensively with elected officials and community representatives regarding policy evaluation and implementation. His work is geared to providing a basis for public officials to make informed policy decisions. Employment 2006-Present Senior Vice President, Economic & Planning Systems, Inc. 2004-2006 Vice President, Economic & Planning Systems, Inc. 2001-2004 Senior Associate, Economic & Planning Systems, Inc. 1998-2001 Principal, The Housing Collaborative, LLC 1994-1998 Housing Planner, Town of Vail D E N V E R B E R K E L E Y S A C R A M ENT O 73U Seventeenth Street, Suite 630 phone: 303-623-3551 p6ui~e: 5ll)-841-9190 phone: 916-647-8010 Denver, CO 30202-3511 fax: 303-623-9049 - fax: 510-841-9208 fas: 916-649-2070 wv,~w.epsys.co~n ANDREW M. KNUDTSEN " ECONOMIC F~ PLANNING SYSTEMS PAGE 2 1990-1994 Senior Planner, Town of Vail 1988-1990 Planning Associate, City of Boulder Education Courses in real estate investment analysis, Commercial Investment Real Estate Institute 1996 through 2005 Bachelors of Environmental Design, Magna Cum Laude, Univ. of Colorado, 1987 Affiliations State of Colorado Governor's Blue Ribbon Affordable Housing Panel Fannie Mae Western Regional Advisory Council American Institute of Certified Planners t._ _ Economic Planning Systems Public Finance Real Estate Economics Regional Economics Land Use Policy NICOLE MONROE LAYMAN, AICP Background Nicole Monroe Layman has extensive academic and professional experience in the areas of public finance and fiscal impact, urban revitalization and redevelopment, and economic development. Her broad background enables her to perform a variety of economic and policy analyses. Expertise Real Estate Market and Financial Feasibility Analysis - Ms. Monroe Layman has experience analyzing market and financial feasibility of residential, retail, office, and industrial development. Project experience includes the financial feasibility of private real estate development projects, public-private development projects, and military base reuse plans. Economic Development -Nicole Monroe Layman has substantial experience assisting state agencies and local governments with economic development issues. Her experience includes fiscal impact and cost/benefit analyses as well as project feasibility and ftmding for a variety of projects ranging from downtown redevelopment to large-scale industrial development. Public Finance and Fiscal Imvact - Ms. Monroe Layman has completed extensive cost/benefit and fiscal impact studies for a variety of projects, involving public and private partnerships. These studies have included the analysis of assessment formulas, tax increment generation, sales tax projections, and other local expenditures and revenues associated with development. Land Use Planning -Nicole Monroe Layman has conducted research and built models designed to estimate the impact of demographic, economic, and development growth trends on housing needs and the consistency and effectiveness of proposed land use policy changes. Urban Revitalization and Redevelot~ment - Ms. Monroe Layman has analyzed alternatives and proposed financial structures for redevelopment projects. She has also collaborated with local organizations to develop attraction strategies and marketing materials. Employment 2006-present Vice President, Economic & Planning Systems, Inc. 2003-2006 Senior Associate, Economic & Planning Systems, Inc. 2000-2003 Associate, Economic & Planning Systems, Inc. 1999-2000 Business Development Rep., Ohio Department of Development 1997-1999 Tax Incentive Specialist, Ohio Department of Development D E N V E R BERKELEY S A C R A M E N T O TO Seventeenth Sweet, Suite 630 phuue: 303-623 353; phone: 710 841-9i90 phunc~: J16-o-{y-bOIU Denver, GO 50202-3511 fax: 303-623-9049 fax: 510-841-9208 fax: 91C-649-2070 www.epsys.com NICOLE MONROE LAWMAN ECONOMIC ~ PLANNING SYSTEMS ' PAGE 2 Education Masters Degree, City and Regional Planning, Ohio State University, 1997 Bachelors of Arts Degree, Urban and Regional Planning, Miami University, 1995 Affiliations American Institute of Certified Planners American Planning Association National Development Council Fairfield and Woods, P.C. James M. Mulligan, Director 303.830-2400 jmulligan@fwlaw.com James M. Mulligan's practice emphasizes virtually all Practice Areas aspects of commercial and residential real estate, Real Estate including urban, resort and mixed use developments, Business acid Corporate with an additional focus in the structured financing and Banking and Finance corporate areas of practice. Mr. Mulligan represents Institutions public, private and institutional investors, developers, Lending lenders, owners and owner associations, managers, Entrepreneurs and Closely brokers, contractors, and federal, state and local Held Businesses political subdivisions with regard to all forms of real Reorganizations, Workouts, estate ownership, land use, development, leasing, And Bankruptcy management and joint ventures of all kinds, public/ private redevelopment prof ects (including historic Education designations, tax-increment financed projects, tax- J.D. 1974, University of credit structures and taxable and tax-exempt bond Denver issues), planned communities and B.A. 1969, University of acquisition/disposition transactions. Mr. Mulligan has Massachusetts represented the real estate development and finance industry in Colorado and throughout the Rocky Bar Admissions Mountain region on many of its issues, related District of Colorado -1975 legislation and regulatory concerns. He has been Colorado -1975 appointed Special Deputy Attorney General representing the Colorado Division of Housing in its housing fmance transactions. Mr. Mulligan has chaired the Colorado Bar Association's Real Estate Section, Colorado's Gubernatorial Unified Housing. Task Force, and several Downtown Denver Task Forces. He has authored and lectured extensively in the areas of real estate development, finance, planned communities, public- private ventures and affordable housing. He has been or is on the Board of the National Association of Office and Industrial Properties -Colorado Chapter (2006 President-Elect), the Metro Denver Economic Development Corp., the Aurora Economic Development Council (2006 Chair-Elect), Downtown Denver Partnership's Denver Civic Ventures, the Southeast Business Partnership, and the Colorado Association for Commerce and Industry. CIVIC AND COMMUNITY ACTIVITIES • Board Member Metro Denver Economic Development Corp. (2004-present) • Board member of Aurora Economic Deve'opment Council (2002-present; 2006 Chair- Elect) • Board member of The National Association of Industrial and Office Properties [NAIOP] (2000 -present; 2006 President-Elect) • Board member, Colorado Housing Council (1986-present; Chairman - 1987, 1988, 1994, 1999) • Member, University of Colorado Real Estate Council's Executive Committee (1999- present) • Executive Committee, Urban Land Institute's Rocky Mountain District Council (2002- present) • Chairman, Mayor's updated (1995/96) Downtown Housing Task Team (1995 - 1996) • Board Member, :Downtown Denver Resiiients Organization (199.5-1998) + Board Member, Boys & Girls Clubs of Metro Denver (1994-present) • Memmber (former Chairman) of Center City Housing Council (192 - 1994 ~ 2.000-2002) • Chairman, The Mayor's Downtown Denver Housing Task Team (1991-92) • Board Member, "the Downtown Denver Partnership/Denver Civic Ventures (1991-1994) • Board Member, Colorado Association of Realtors Housing Opportunity Foundation (CARHOF) (1991-1994) • Chairman, The Denver Partnership, Capital Formation Committee (1990-1993) • Chairman, Telluride Regional Housing Task. Force (1990) • Member, Denver Partnership's Economic Development Committee (1989) • Chairnan, Governor's Unified Housing Task Force (1988) • Chairnan, Colorado Association of Commerce and li~dustry's (CACI's) "50 for Colorado" housing Team (1988) • Chairman, Governor's Search Group for Director of Regulatory Agencies (1987) • Member, Governor's Search Group for Director of Natural Resources {1987) • Chairman, Governor's Small Business Capital Access Task Force Subcommittee (1987) • Member, CACI's "Blueprint for Colorado" Drafting Team (1986-87; again, regarding growth issues, in 2000-2001) • Chairman, Lawyer/REALTOR I1lterprofessional Committee (1985-86) • Chairnan, Colorado Bar Association's Real Estate Section (1984-85) • Chairman; Colorado Bar Association, Real Estate I:egislative Committee (1982-84) WRITING and TEACHING ACTIVITIES Authored or co-authored various publications, and taught on several topics, including: • "Building Area's FasTracks - TOD's [Mixed-Use Development]" (2005) Colorado Real Estate Journal • "Denver's Land Market" (2004) -Colorado Real Estate Journal • "Legal & Policy Issues Affecting Affordable Housing in Denver" (2001) Colorado Real Estate Journal • "Laying a Growth Management Foundation in Colorado" (2001) Rocky Mountain News • "Synthetic Leases and Other Real Estate Financing Tools" (1998) for Colorado Real Estate Journal • "Real Estate Finance" and "Real Estate Development" for Denver University Law School (1983-present) • "Condominium Law and Practice" for several Professional Association & D.U. Law September 1997, Vol, 26, No. 9, p. 111 • "Colorado Condominium Conversion-An Update" (1997) Colorado Real Estate Journal • "Putting a Roof Over the Middle Class" (1996) Colorado Real Estate Journal • "CIOA is Coming" (1992) for Continuing Legal Education in Colorado, Inc. • "Affordable Housing in Colorado's Mountain Resort Communities" (1996) -Rocky Mountain Land Use Institute • "Real Estate Joint Venture Work-Outs with Financial Institutions" (1988) for U.S. Savings League; • "The Securitization of Commercial Real Estate" (1987) for Professional Education Institute • "Symposium of Condominium Law & Practice" -Colorado Lawyer, November 1982 (still primary citation source for condominium law in the Colorado Revised Statutes) AFFILIATIONS PROFESSIONAL Denver, Colorado and American Bar Associations Colorado Mortgage Lenders Association NAIOP Community Associations Institute Colorado Housing Council Mortgage Bankers Association of America Colorado Affordable Housing Partnership CMC & COMMUNITY The Downtown Denver Partnership MDEDC and Metro Denver Chamber Boys & Girls Clubs of Metro Denver, Inc. Colorado Association of Commerce & Industry Lower Downtown District, Inc. Southeast Business Partnership Aurora Economic Development Council Rita M. Connerly Of Counsel 303.894.4411 ronnerly@fwlaw.com Ms. Connerly practices in the areas of real estate Education development and municipal law. She actively J.D. 1990, University of Denver; represents developers during the local land use B.A. 1987, Political Science and process, working closely with federal, state and Sociology, with honors, local govennments, mineral interest owners and University of Denver neighborhood associations to secure support for and timely approval of residential, commercial and Professional Affiliatioizs mixed-use land use applications. Her practice Denver Bar Association encompasses all aspects of land use and real estate Adams County Bar Association development including zoning, title review, Douglas Coztinty Bar Association purchase and sale agreements, land leases, Adams County Economic development agreements and the drafting of Development covenants, easements and construction documents. Immediately prior to joining Fairfield and Woods, Bar Admissions Ms. Coimerly served as In-House Corporate Colorado -1990 Counsel, responsible for securing land use Tent1~ Circuit - 1991 entitlements, for a national land development company that she continues to represent. Ms. Connerly's practice is also focused on the representation of local governments and special districts. She worked in the Adams County Attorney's office, ultimately serving as the Adams County Attorney and as General Counsel for Front Range Airport Authority. Ms. Connerly is experienced in the creation, representation and management of special districts. She has provided day-to-day legal advice to elected officials and department directors on a full range of public sector law issues. She has represented clients in local, state, federal and administrative proceedings and has successfully argued before both the Colorado Court of Appeals and the Colorado Supreme Court. Fairfield and Woods, P.C. Jennifer L. Lufman, Of Counsel 303-830-2400 jlufman@fwlaw.com Ms. Lufman focuses her practice in all facets of commercial real estate law and represents both entrepreneurial and institutional clients in Colorado and elsewhere in the United States. Her clients have included chain and big box retailers, residential home builders, mountain and beach resort developers, casinos and utility companies. Ms. Lufman's finance and lending experience involves the representation of both lenders and borrowers in connection with secured and unsecured loans. Ms. Lufman has also advised commercial borrowers in bond financing, complex private equity and lending finance arrangements and operating lines of credit. She has represented clients in the areas of residential and mixed-use common interest community development, commercial and residential resort development, general land use matters, retail leasing, condemnation, foreclosure, recreational property law, corporate entity creation and maintenance, the purchase and sale of businesses through asset and stock transactions, and corporate reorganizations. Ms. Lufman is a member of the National Association of Office and Industrial Properties - Colorado Chapter; the Community Relations Committee of the National Association of Office and Industrial Properties -Colorado Chapter; Commercial Real Estate Women - Denver; and Women in Real Estate. a i ~ ' . ~ . S . ~ ~ . Staufer Commercial, _ L. L. C. _ 100 East Meadow Drive #31 - The Mayor and Town Council `fail, Colorado S 165 7 ~ Town of Vail ~ • Vail, Colorado 81657 January 4, 2007 ~ - • 'Mayor Rod Slifer and' Members of the Town Council, When, 20 years ago, the Town o£ Vail wanted to move the Ski Museum; Y was required to deed to the Town of Vail 4000 square feet of space in Phase V to be occupied by the Skl Museum. In addition, I was required to make a cash contribution of $ 75,000 for.the cost of moving the Ski Museum into my building. The Commercial Spacetaken over by the Town was about 50 % of all the Commercial Space in the building. When the Ski Museum decided that they would prefer the , Transportation Center as a location, ~ was asked whether it would be. acceptable to me if . the space was used for an office for the Vail Convention and Visitors Bureau. At the time I agreed~to the change:. It is my understanding that the VVTCB is now vacating Zhe premises. ' I doubt. whether the Ski Museum at this time would be willing to move,into the space which I had to provide for them. Any other uses would be•against the original agreement that I had with the Town of Vail. Looking at the requirements put on other developers of late, in terms of percentages of the overall development, I suggest that the $ 75,000 is in line with present conditions and _ ~ that the space, if not used by the Ski Museum, should revert back to me. Keep in mind that $ 75;000 represented 10% of the cost of the overall project. I would find it hard to believe that there is a single developer that was willing to give 10 % of his development to the Town: . Yours truly, r use St er ~ . ' Phone (970} 476-5450 Fax (970} 476-5461 joestauferQearthlink.net Prinrc~3 on WO'%~ poac amsumcr w~.rarc CO N~,~l~C ~p~~,~, ~ ~pCj,~SiOU~R.Y xd~b r- _ '~~t ~uc~~ `T~ sP~~c to ~ ~~ou~ - _ ~ >te~ P~ P~fNY Yom. ~~ow : r 5 w~ut oa ~w ~tv~-?' - ~ ~a~ - - - ~ _ t-~-~ ~.eruil,~f~ (~~Z _ IC..~~rnlIANQ~z_~~,vil rz.~so/~.~-~. Ga ~ _ 123 rKl Se.aLPsu-o G'sGacve~to @ ,ay-TG~-aaAf. ,~/fT g ?'a~~ ~z~ - - G-CY.LA~ lD ~G~~~'--' Coss - . f~ F~ .s~ yG~ t'rr-l ~ L $o ~f o Mu.`~ 5 a~ G Alc. c,c, N LOV Se. C~¢r.~y Sy - ~Jt. Co, ~a 1y~4 _ _ - ~Wl~ ~j ~I~0.Ly "}~Y~q)~jv/'ne.~l f ~lw L.e._C.e Pn 2~[. j ~nn~kiwM~C -F+~_ - ~c_1~_- _ l/~` ~~zvv~-~/ I `1~3 ~gp~ Gu- Lrv. Vag ~ _ - ~ - - - - I _ - 7Y~}V/l/('.V.N( Je~_^ ~ ~~l lWti . - . . ya/ "r/1-~(i~0 ~ ~ a - - - 1A1yI n - _ ~ ~ l,I~y~ `'f~ll//'~ ~~'Cdr,~i l ~~e~'~rt~~=~f~'-~1~/ l ` 4 ' ab - - - - - - - - - [ T - - - - nlb~.• ~•W(,fct, ~}Q,~.¢W/ (.vlt~d'C QI.D Ct6lt I! lx, ~ _ roVtelle ?Lohelc(n ryilcobekth~vGitlarcHl~-sc vRil 1 e1JPr G'R, i b /~ew,~rt'" s Q ~ u-c~ f~ ~ P ~w,~t, Hey V - - - - ~t~-• - _ - - _ - _ - - . Nome E"ma: ~ W ~,e+~ ~a lrJou L ~ ? - ~ - - - 1 - - '4 - - - - i - - - - l_ - - - - ~ - _ r _ R t - N{"'~~?t,.DC"~ Q~.D¢`~4``~~+4~~4c~r~r~aYs.c,4~ _ (L_'__ _ QUV11?~lt~'_~"_i1F~~cQ/_~- WS_BdJV1~(g~!?=~"Yrf~~~j_ - ~~L~~41--- - - - ~IWL ~ - - - - s tl!~s~h j G, r~ t~ . ~ ~l ~bC.~u~ . U,~cat,~ y. CJ A. How this will Impact me as a Vail resident a. Like many others in this room, I lived here for a long time, I love this place, I am raising my family here -wife and 2 sons b. I've Worked hard to get here and provide a good life for my family c. Now, with this new proposal,you could be taking away dreams of ours and the dreams of many Vail residances d. If I, or any other Vail family wants to improve our own housing situation,these are the very people you want here, the people that live and work and own homes here, we must either (1) devote 30% to employee housing, which few will want do or (2) pay prohibitive fee - drastiacly increaseing the cost of construction. This could force many current locals down valley e. I bought a vacant lot last year with the hope of building a new residence - I will not be able to do it under this new proposal. f. In fact, if this goes into effect, It will probably devalue that land that I paid hard earned money for so I could build a single family home. I do not want to be a landloard for the rest of my days, especially with young children. B. How this will Impact me as a Vail businessman g. As you may know, I have made my living building homes in Vail. h. This proposal will put me out of business in Vail. i. I cannot take the risk of developing a property that contains 30% of its footage dedicated to a deed restricked EHU because many buyers do not want to be landlords and the "pay in lieu" would make a home prohibitively expensive for me to compete with existing homes j. If I cannot afford to do business, Vail will lose the RETT tax on the propertys that I buy, the permit fees for the homes I build, the locals associated with the building of a new home wont get that work and Vail wont get the RETT with the sale of that new home k. AND, Vail will not gain any new housing units (or equivalent fees) so the housing situation will remain the same 1. This will be a "lose-lose", I will lose, Vail will lose, affordable housing will lose and, since more then half of the homes that I have built have been for Vail employees, they also will lose C. The need for new housing is due largely to the jobs from the Billion Renewal and "Next Wave" anticipated development, not homeowners m. We were told last week that Vail is currently meeting its 30% housing goal but that there will 1154 new employees from approved projects (Arrabelle, Vail Plaza, Solaris, One Willow, 4 Seasons) and 1627 new employees from the "Next Wave" development. n. Those employees are largely due to big, commercial projects -not single family homes o. It is unfair to shift the burden of housing those employees to such a small percentage of our community-Future residential development and those of us who want to improve our own homes D. There is a need for Affordable Housing but it should be a community-wide responsibility and solicitation p. Rather than a proposal that would stifle future development -especially home building -and maybe result in no appreciable increase in affordable housing, there should be a dependable solution that involves the entire community. q. Already, some of the projected needs may have been solved by the just announced redevelopment of Timber Ridge thats in association with the Lionshead parking structure,I know thats not a done deal but it seems promising r. There are also potential monies available from the Convention Center funds, new tax revenues that will be generated from all this redevelopment or from shifting some or all of the RETT funds (which generates $6M to $7M/yr) Buy the way,I belive the RETT was was orignally dedicated for open space and I think you've got most of whats left s. If those monies are not available for some reason that I don't know of or are not sufficient, then the entire community should shoulder the responsibility through a community-wide tax. I realize that some of these options could require a vote from our citizens and I think there would be wide support t. AND, if a funding source was identified, it could be used to perchuse free markets and finance bonds which would allow the Town to immediately tackle this problem rather than have to wait to see if this current proposal ends up haveing a negative economic impact. E. I request that rather than this proposal, which targets a specific group of new and future development; that we address this issue with more of a community- wide approch. This prodlem has been going on for a long time and we are all responsible for it. c<<t~.an ~ s of Single Family Homes Owned by Size of Residence r 45 0 42% 40% ~ ~ 37% ~ - 35% - 30% 26% _ ~ ? Locals 4 Out-of-area owners 25% 20%20% , 20% 18% - - - _ 15% 10 /o ° , 5% 1% 0% I Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage NOTE: "Locals" bars add to 100%; "Out-of-area" bars add to 100% j ,J of Homes Owned by Size of Residence 60° o _ . _ i i E 41% f 40% 36% ? Locals Out-of-area owners F 30% 27% ~ 20% 13%15% 10% mm _ 6% 5% 3% 2% 1 % 2% r ~ ~ Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage NOTE: "Locals" bars add to 100%; "Out-of-area" bars add to 100% Local Vail Ownership by Size of Single Family Homes 60% _ _ 52% 50% 46% c m ; N 40% 37% 35% ~ 34% 24% a~ ~ 20% O o 3 0% I I ~ I I Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage Local Vail Ownership (Condominiums and Single Family Homes) 40% M . 38%"_ _ _ _ . 35% y _ 34% ~_T 34%~ 30% 28% 29% _ ~ 25% N 25% - > 20% a ~ I O 0 10% 5% - Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage *Very few condos over 3,000 square feet (55 total) -single family home influence beyond this point (551 total) Local Vail Ownership by Size of Condominium 40% _ . . 38%..._ 35% 30% c ~ 26% ~ 25% Q! 20% > 20% 15% ~ 13% O - 10% - 5% 0% Under 1,000 sq ft 1,000 to 2,000 2,000 to 3,000 3,000 or more Square Footage Memo from the Vail Local Housing Authority Date: January 11`h, 2007 To: The Vail Town Council and the Vail local residential, business, and development community Regarding: The advancement of employee and affordable housing for the Vail Resort Community Executive Summary: In regards to the current public debate regarding affordable/employee housing within the Town of Vail, the Vail Local Housing Authority supports: • Codifying commercial linkage • Codifying inclusionary zoning • Providing appropriate exemptions for single family or very low density residential developments. • Utilization of the following implementation tools: o On-site mitigation (with qualitative standards) o Off-site mitigation (with qualitative standards) o Pay-in-lieu at $125,000 per employee to be housed (preferred initial option) • Provision for development incentives to reward creation of deed restricted affordable housing • Provision for a housing credit system • Pursuit of affordable/ employee housing options outside TOV boundaries • Establish permanent funding source(s) for affordable housing As members of the Vail Resort Community, and as the board duly appointed and tasked by the Vail Town Council to pursue these vital interests of affordable local housing, the VLHA emphatically supports a robust ongoing dialog regarding the short and long range provision of quality affordable local housing so important to the Vail Resort Community. Before articulating our position on the most pressing policy matters in this discussion, the VLHA strongly encourages all the stakeholders in this crucial issue to remember and consider the following: • It is vital that the strong desire to come to resolution on these issues does not result in insufficient dialog, inadequate negotiation, or incomplete communication between all the involved parties. Specifically, it is crucial that undue haste in making decisions (even when motivated by a sincere desire for forward progress) does not result in the loss of any potential tools that may help achieve the Town's long range housing goals. This being said, the VLHA encourages all parties to work on these issues with great purpose and all due diligence. • The VLHA believes in the strength of the market as the primary force in ensuring the long range quality and sustainability of the Vail Resort Community. However, we also recognize that there are crucial elements in every community where market forces are not sufficient to ensure this ongoing health and balance. In such instances, it is both the ability and responsibility of the empowered governmental entities to enact and enforce the necessary regulatory provisions to provide this health and balance. The matter of quality affordable local housing is one such issue. • While endorsing the use of fair and well-structured regulatory mechanisms to accomplish the Town of Vail's housing goals, the VLHA encourages the inclusion of appropriate exemptions or limitations that protects the ability of the individual property owner to achieve homeownership and personal financial growth as residents of our community. A specific example of this is detailed herein. • Underlying all the above, the VLHA believes that the well-executed creation and security of quality local affordable housing is absolutely essential to both the short and long term health and viability of the Vail Resort Community. We affirm the desire of many to see a diverse, sustainable local residential community, but we emphatically stress that the provision of quality employee housing for our local business community is paramount to Vail's economic future and standing as a world class resort destination. Consistent with the above, the VLHA: • Supports the creation and codification of Commercial Linkage and Inclusionary Zoning as the two principle regulatory tools for meeting the Town of Vail's housing goals. o Important clarification: Inclusionary zoning, as the regulatory mechanism impacting residential development, should include all residential developments in a broad sense. This includes not only pure dwelling units, but also commercially managed fee simple units, fractional fee units, lodging units, and the like. o All deed-restricted local/ affordable housir.~g units should be exempt from these requirements o There should be a limited exemption for individual private property owners who desire to build, rebuilt, or expand their homes for either pe-rsonal occupation or financial growth. One possible mechanism, for example, would be to exempt from the proposed regulations the first 4,000 square feet of NEW residential floor space. This exemption would not constitute an entitlement of additional development rights, but only would apply to residential creation or expansion already permitted under the TOV's existing codes. Additionally, this exemption would be limited to a single application per development parcel, NOT applicable on a multiplied basis to units within a multi- family or lodging unit development parcel. o If the Town of Vail believed further exemptions to be necessary, a potential option could be to exempt all development on parcels zoned for less than three units. • Encourages the Vail Town Council to give all due consideration to the final inclusionary zoning and commercial linkage percentages. The VLHA believes the currently proposed inclusionary zoning percentage of 30% is likely too high. The final percentage should represent not only the Town of Vail's housing goals but also a fair representation of the employee generation impact caused by residential developments within the town. • Supports providing the options of on-site mitigation, off-site mitigation, and pay-in-lieu as implementation tools for commercial linkage and inclusionary zoning requirements • Recommends that pay-in-lieu should be the initially preferred mitigation alternative, as this mechanism provides the town with the greatest flexibility in the type, location, and density of affordable local housing units. While pay-in-lieu does place the burden of housing unit delivery on the Town of Vail, the town will benefit from an economy of scale, and the town has demonstrated it's ability to create strong and dynamic housing communities such as the Vail Commons and North Trail Townhomes • Strongly recommends that all on-site and off-site mitigation options include qualitative design standards reflective of the Town of Vail's architecture acid quality of life. • Supports a reduction in the currently proposed pay-in-lieu fee of $178,000 per employee to be housed. The eventual agreed upon pay-in-lieu figure should: o Fairly represent the typical cost of an on-si.te housing unit to a developer, PLUS a premium representing the developers savings in time, design, and other unit delivery factors. (NOTE: The calculated typical cost is NOT the total cost to deliver a unit, but the differential between the units delivery cost and its reduced market value as a deed restricted EHU. In other words, an on-site EHU will still produce a revenue stream, just not a full market revenue stream) o Be an adjustable figure tied to strong local economic benchmark o Based on the above principles and previous research undertaken by the VLHA, we recommend apay- in-lieu fee of 125,000 dollars per employee to be housed. • Recommends that the Town of Vail provide density and other zoning incentives to enhance the successful implementation of both inclusionary zoning and commercial linkage requirements. Incentives could include consideration of site coverage, height, density, and the like. Such measures have precedent in the Town of Vail (see the Lionshead Master Plan), and will incentivize on-site (and perhaps to a lesser extent off-site) fulfillment of a projects housing obligations. • Recommends the creation of an `employee housing credit system' that will also increase the success of the commercial linkage and inclusionary zoning requirements. Such a system would allow a developer to build or purchase deed-restricted housing units and `bank' them in advance of a future development project. • Recommends pursuing employee housing options outside the boundaries of the Town of Vail. Such opportunities should: o Be `well-located' in proximity to the Town of Vail and public transportation nodes. o Include appropriate mitigation rate increases. For example, if the inclusionary zoning rate within the Town of Vail was `X' percent, the rate for such externally located projects maybe `X+Y' percent. • Recommends that the Vail Town Council explore utilization of alternative tools to secure a dedicated housing funding source, such as sales tax, property tax, lodging tax, or the re-allocation of RETT. • Reminds all involved parties that even with the goal of housing 30% of our employees within the Town of Vail, this still leaves 70% who must commute into the town. As such, the VLHA strongly encourages the Town of Vail to work with Eagle County and our sister Eagle County municipalities to provide improved, affordable, and new public transit opportunities. Finally, the VLHA restates is recommendation that all necessary due diligence and negotiation take place on these vitally important measures to the health, viability, and long term sustainability of the Vail Resort Community. of Homes Owned by Size of Residence 60% _ .,..M... 50% - - 48% - 41% 0 40 0 36%._._...._._ ? Locals Out-of-area owners 20% _ _ . _ 13%15% 6% 5% ~ 3% 2% 1 % 2% ~ I I I ~ L.~ W _ ~ _ _ 0% Under 1, 000 1, 000 to 2, 000 2, 000 to 3, 000 3, 000 to 4, 000 4, 000 to 5, 000 Over 5, 000 sq ft Square Footage NOTE: "Locals" bars add to 100%; "Out-of-area" bars add to 100% Local Vail Ownership by Size of Single Family Homes 60% _ _ . _ 52% 46% - . - - 50% - - c a~ ~ 40% - - 37%-__.- ~ 34% 35% ~ 30% ~ 24% a~ ~ 20% O 0 10 0 - _ 0% Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage of Single Family Homes Owned by Size of Residence 45% 42%~ 40% _ _ . 37% 35% . _ _ 30% _ ~ ? Locals _ 26% Out-of-area owners 25% - _ . _ _ 20%20% 20% 18%-' 15% 10%10% 5% o _ _ 5 /0 2% _ 1% 0 % 1 t `~w ~ Under 1, 000 1, 000 to 2, 000 2, 000 to 3, 000 3, 000 to 4, 000 4, 000 to 5, 000 Over 5, 000 sq ft Square Footage NOTE; "Locals'° bars add to 100%; "Out-of-area" bars add to 100% Local Vail Ownership (Condominiums and Single Family Homes) 40% 38% _ ~ _ _ 35% - - 34%_ _ _34% o cn o 30 /o o /o 28 /0 9 - - . _ c 25% ~ 25% _ . Q_ . ~ 20% _ .n N o 15 /o ~ - O 5 % _ - 0% ~ - - ~ ~ - Under 1,000 1,000 to 2,000 2,000 to 3,000 3,000 to 4,000 4,000 to 5,000 Over 5,000 sq ft Square Footage *Very few condos over 3,000 square feet (55 total) -single family home influence beyond this point (551 total) Local Vail Ownership by Size of Condominium 40% 38% ~ v . 35% - - _ _ . _ _ _ _ ~ . 30% _ _ , c ~ 26% ~ 25% - _ 0_ 20% ~ 20% 3 .n ~ 15% ~ 13% O 10% 3 0% Under 1,000 sq ft 1,000 to 2,000 2,000 to 3,000 3,000 or more Square Footage