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HomeMy WebLinkAbout1990-01 IGA with Avon and Eagle County Outlining Issues such as Future Public Use and Financing contingencies for the Berry Creek 5tha RESOLUTION No. 1 Series of 1990 A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE TOWN OF AVON, EAGLE COUNTY, AND THE TOWN OF VAIL;,, OUTLINING ISSUES SUCH AS FUTURE PUBLIC USE AND FINANCING CONTINGENCIES FOR THE BERRY CREEK 5TH FILING AND THE MILLER RANCH; AND SETTING FORTH DETAILS IN REGARD THERETO. WHEREAS, the Town of Vail has purchased a parcel of real estate commonly known as the Berry Creek Ranch 5th Filing ("the property"); and WHEREAS, under certain conditions being met, it is the desire of the Town of Vail to sell the property to the County of Eagle, and it is the desire of the County of the County of Eagle to purchase the property from the Town; and WHEREAS, if certain conditions are not met, the County of Eagle will not be obligated to purchase the property from the Town of Vail, but under such tircumstances the County of Eagle and the Town of Avon shall have the right to purchase shares in the property under the terms and conditions set forth in the Intergovernmental Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF VAIL, COLORADO: 1. That the Intergovernmental Agreement attached hereto and made a part hereof by reference between the Town of Vail, the County of Eagle, and the Town of Avon is approved. 2. The Town Manager is authorized to take all steps necessary to execute the Intergovernmental Agreement. 3. This Resolution shall take effect immediately upon its passage. INTRODUCED, READ, APPROVED AND ADOPTED this ATTEST: 2nd day of January 1990. Kent' R. Rose, T9ay r Pamela A. Brandmeyer, Town Clerk a • INTERGOVERNMENTAL AGREEMENT BETWEEN THE COl1NTY OF EAGLE AND TOWN OF AVON AND TOWN OF VAIL TWTS INTERGOVERNMENTAL AGREEMENT is made and entered into this day of 19 by and between the Gounty of Eagle, State of Golorado, a body corporate and politic, by and through its Board of Gounty Commissioners, hereinafter referred to as the "County;" and the Town of Vail, State of Colorado, a municipal corporation, by and through its Town Gouncil; and the Town of Avon, State of Golorado, a municipal corporation, by and through its Tawn Gouncil. RECITALS A. The Town of Vail intends to use its best efforts to purchase the parcel of land commonly referred to as the Berry Creek Subdivision, 5th Filing, and as more specifically described in Exhibit A attached hereto and by this reference made a part hereof {"Berry Creek parcel"). B. in addition, the Town may use its best efforts to purchase the parcel of land commonly referred to as the Miller Ranch located near Edwards, Golorado, and more specifically described in Exhibit B attached hereto and by this reference made a part hereof ("Miller parcel"}. C. Should the Town obtain title to the Berry Creek parcel, the Town wishes to sell and the County wishes to purchase the Berry Creek parcel under the terms and conditions set forth in this Agreement. D. Should the Town obtain title to the Berry Creek parcel and the Miller parcel, the Tawn wishes to sell and the Gounty wishes to purchase both the Berry Creek and the Miller parcels under the terms and conditions set forth in this Agreement. E. This Intergovernmental Agreement is authorized pursuant to Section 29-1-201, et seq., C.R.S. Now, therefore, for and in consideration of the mutual covenants, conditions, and promises contained herein, the parties hereto agree as follows: 1. The Town of Vail agrees to use its best efforts to purchase the Berry Creek parcel upon terms and conditions acceptable to the Town of Vail. r`i • 2. The Town of Uail may use its best efforts to acquire the Miller parcel upon terms and conditions acceptable to the Town of Vail. 3. The County shall hire bond counsel and a financial consultant i;o provide consultation to the parties relating to the financing of the Berry Creek and/or Miller parcels and shall hire a planner to give advice to the parties regarding the planning and development of either the Berry Greek parcel or the Berry Creek and Miller parcels far recreation and employee housing. 4. The Town of Vail shall hire the services of special real estate counsel to provide consultation to the parties regarding the acquisition of the Berry Creek parcel or the Berry Creek and Miller parcels. 5. The parties agree to equally share the Costs of the consultants described in paragraphs 3 and 4 up to the following maximum amounts: Band counsel and financial consultant - $15,000 Land use planner - $7,500 Real estate counsel -- $15,OD0 6. The County shall hold an election in the spring of 1990 ("the election") to place the issue before the registered voters of Eagle County of whether or not to increase the County general fund mill levy in a sufficient amount for the County to purchase the Berry Creek parcel or the Berry Creek and Miller parcels, whichever is applicable, and to develop either the Berry Creek parcel or the Berry Creek and Miller parcels for the purposes of employee/affordable housing and recreation. 7. The County, the Town of Avan, and the Town of Vail agree to cooperate in presenting and explaining the need and rationale for the purchase of the Berry Creek and Berry Creek and Miller parcels and fiar their future development as employee/affordable housing and recreation. 8. If at the election, the registered voters of Eagle County approve an increase in the County general fund mill levy in a sufficient amount for the County to purchase the property and develop the property far employee/affordable hauling and recreational purposes, the County shall purchase the property from the Town of Vail for a purchase price equal to the price paid by the Town of Vail for the Berry Creek parcel or the Berry Creak and Miller parcels, plus loan carrying costs {e.g., loan fees, debt service, etc.) and other direct costs incurred by the Town of Vail to purchase and hold either the Berry Creek parcel or the Berry Creek and Miller parcels. 9. If at the election, the registered voters of Eagle County do not approve an increase in the County general fund mill levy in a sufficient amount for the County 2- 1 ~ ~ to purchase the Berry Creek parcel or the Berry Creek and Miller parcels and develop the property for employee/affordable housing and recreational purposes, then the County shall have na obligation to purchase the Berry Creek parcel or the Berry Creek and filler parcels, from the Town of Vail. However, the County and the Town of Avan may purchase an interest in the Berry Creek parcel or the Berry Creek and Miller parcels, whichever is applicable, as follows: A. If either the County or the Town of Avon wish to purchase the property without contribution from or participation by the other, then the purchasing government shall be obligated to purchase a fifty percent (b0~) interest in the property as a tenant-in-common. B. If both the County and the Town of Avon wish to purchase interests in the property, they shall be obligated to purchase a one-third {1/3) interest each as a tenant-in-common. C. The purchase price to the Town of Avan or the County shall be the appropriate percentage of all costs and expenses the Town of Vail has expended in the purchase, development, and maintenance of the property up to the date and time of purchase, including by way of illustration and oat limitation, purchase price, development costs, all fees paid to design and planning consultants and special legal counsels subsequent to the election, costs of planning, designing, and constructing any improvements on the property, and all finance carrying costs (e.g., loan fees, debt service, etc.). D. If the Town of Avan or the County wish to purchase a share in the property as set forth in this paragraph, they shall do so within five (5) years of the date of the certification of the results of the election, and shall provide the Town of Vail with written notice expressing their intention to do so no later than sixty (50) days prior to the date of the closing of the purchase. Should the Town of Avon or the County fail to purchase any interest in the property within five (5) years of the date of the certification of the election results, the right to do so shall immediately terminate. 10. During any period of time the Town of Vail is the sole owner of the property, it may make all decisions regarding the property, including by illustration and not limitation, financing, maintenance, and development, which it in its sole discretion deems proper. 11. In the event the Berry Creek parcel is owned by more than one (1) government, each owner will appoint two (2) representatives to form a committee to manage and develop the property. No owner shall pledge, sign, or otherwise transfer 3- ar convey its interest in the property without the expressed written consent of all the other owners. No owner shall have the right of partition unless otherwise mutually agreed tv by all owners. No owner shall have the right to sign any petition for an annexation or an annexation election without the mutual consent of all the owners. The committee shall establish bylaws for the management and development of the property and shall have the right, if they deem it in the best interest of the owners, to take all steps necessary to establish a separate entity far the ownership, management, and development of the property. In the event the members of the committee fail to agree as to any question affecting the Berry Creek parcel, the question immediately be submitted far a joint determination by the governing bodies of all owners. 12. In the event the voters fail to approve an increase in the mi11 levy to purchase the Berry Creek parcel, the parties agree to share equally the following costs: A. A bond counsel fee as compensation for providing services directly related to the mill levy election in an amount not to exceed B. A financial advisor fee as compensation for providing advice directly related to the mill levy election in an amount not to exceed C. The costs of holding a mill levy election in an amount not to exceed If the registered voters of Eagle County approve an increase in the mill levy for the purchase and development of the Berry Creek parcel, then all consultation fees which have been set forth in this Agreement, including bond counsel and financial consultants, planner, and real estate counsel fees are set forth in paragraph 5 hereof, and bond counsel and financial advisor fees as set forth in paragraph 12, as well as the cost of the holding of the election shall be paid from the proceeds of the mill levy increase. 13. This Agreement does not and shall not be deemed to confer upon nor grant to any third party any rights to claim damages or to bring any lawsuit, action or other proceedings against either the Town of Vail, the Town of Avan, or the County because of any breach hereof or because of any terms, covenants, agreements, or conditions contained herein. 14. Except as specifically provided otherwise herein, no modification or waiver of this Agreement or of any covenant, condition, or provision herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. 4- 15. This written Agreement embodies the whole agreement between the parties hereto and there are no inducements, promises, terms, conditions, or obligations made or entered into either by the County, the Town of Avon, or the Town of Vail, other than those contained herein. 16. This Agreement shall be binding upon the respective parties hereto, their successors ar assigns, and may not be assigned by any party without the prior written consent of the other respective parties hereto. 17. All agreements and covenants herein are severable, and in the event that any of them shall be held invalid by a court of competent jurisdiction, this Agreement shall be interpreted as if such invalid agreement or covenant were not contained herein. 18. The Town of Avon, the Town of Vail, and the County each individually represent to each other that it possesses the legal ability to enter into this Agreement. In the event that a court of competent jurisdiction determines that either of the parties hereto did not possess the legal ability to enter into this Agreement, this Agreement shall be considered null and void as of the date of such court determination. IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of ATTEST: By: Clerk of the Board of County Commissioners ATTEST: By: 19 By: Pamela A. Brandmeyer, Town Clerk ATTEST: By: Patricia J. Doyle, Town Clerk By: Kent R. Rose, Mayor 75 S. Frontage Road West Vail, CO 81657 303) 479-2100 COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS P. 0. Box 850 Eagle, CO 81631 303) 949-5257 TOWN QF VAIL, STATE OF COLORADO, By and Through Its Town Council TOWN OF AVON, STATE OF COLORADO, By and Through Its Town Council By: Allan Nottingham, Mayor P. 0. Box 975 Avon, CO 81620 303} 949-4280 5-