HomeMy WebLinkAbout2021-14 VLHA Omnibus Amendment Middle Creek Lot 3 i
DocuSign Envelope ID!BC296FOB-24E4-4D12-97A3-108481798FD8
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RESOLUTION NO. 14
Series of 2021
A RESOLUTION APPROVING OMNIBUS AMENDMENT TO LEGAL DESCRIPTION
RELATING TO LOT 3 MIDDLE CREEK VILLAGE
WHEREAS, the Vail Local Housing Authority (the "VLHA") desires to approve the
Omnibus Amendment (the "Amendment"), in the form attached hereto as Exhibit A and
made a part hereof by this reference
NOW THEREFORE, BE IT RESOLVED BY THE VAIL LOCAL HOUSING
AUTHORITY THAT:
I Section 1. The VLHA hereby approves the Amendment in substantially the same
form as attached hereto as Exhibit A, and in a form approved by the Town Attorney, and
authorizes the Chairman of the VLHA to execute the Amendment on behalf of the VLHA .
Section 2. This Resolution shall take effect immediately upon its passage.
release of the Middle Creek security deposit in the amount of$340,000 to Coughlin.
Section 4. This resolution shall take effect immediately upon its passage.
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INTRODUCED, PASSED AND ADOPTED this 24th day of August 2021.
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cuSigned by:S Lindstrom
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5� ... p %yail Local Housing Authority
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ATTEST: SEAL O
DocuSigned by: =O O
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Secre ary 3A396EgF546
VLHA Resolution No. , Series of 2021
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
OMNIBUS AMENDMENT TO LEGAL DESCRIPTION
RELATING TO LOT 3 MIDDLE CREEK VILLAGE
This OMNIBUS AMENDMENT, dated as of [], 2021 (this "Amendment"), is by
and between Town of Vail, Colorado, a home rule municipality (the "Town"), the Vail Local
Housing Authority("VLHA"), a local housing authority formed pursuant to the Colorado Housing
Authority law, C.R.S. Section 29-4-201 et seq., Coughlin & Company, Inc., a Colorado
corporation ("Coughlin"), and Middle Creek Village, LLC, a Colorado limited liability company
("Middle Creek" and together with the Town, VLHA, and Coughlin, the "Parties").
RECITALS
WHEREAS, the Town of Vail, Colorado, a home rule municipality (the "Town"), the Vail Local
Housing Authority ("VLHA"), a local housing authority formed pursuant to the Colorado
Housing Authority law, C.R.S. Section 29-4-201 et seq., Coughlin & Company, Inc., a Colorado
corporation ("Coughlin") and the Middle Creek Village, LLC, a Colorado limited liability
company ("Middle Creek" and together with the Town, VLHA, and Coughlin, the "Parties"),
have previously executed and delivered various agreements with respect to the development of
multi-family rental housing in Middle Creek Village (the "Development"); and
WHEREAS, construction of improvements in the Development commenced in 2005; and
WHEREAS, at the time of the commencement of the construction of the Development, the
property on which the Development was located was described as Lot 1, Middle Creek
Subdivision According to the Plat Recorded July 17, 2003, under Reception No. 840623; and
WHEREAS, subsequent to the construction of the Development, the Town submitted a plat to re-
subdivide the property into two parcels, with the original parcel now described as Lot 1,
Amended Final Plat Middle Creek Subdivision, a Resubdivision of Lot 1 According to the Plat
thereof Recorded July 1, 2020, under Reception No. 202010000 ("Amended Lot 1") and the
second parcel now described as Lot 3, Amended Final Plat Middle Creek Subdivision, a
Resubdivision of Lot 1, County of Eagle, State of Colorado ("Lot 3"); and
WHEREAS, the Town has determined to construct public improvements of the Town on Lot 3;
and
WHEREAS, in order to construct such improvements and remove encumbrances on the title to
Lot 3, it is necessary to revise the legal description to certain agreements described herein to
reflect the amended legal description relating to Lot 1; and
WHEREAS, Parties agree to amend the legal description in the agreements indicated herein to
apply only to Amended Lot 1 and not Lot 3.
NOW THEREFORE, THE PARTIES, FOR GOOD AND VALUABLE CONSIDERATION, the
receipt and sufficiency of which is hereby acknowledged by the Parties, agree as follows:
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
Section 1. Amendments. The legal description attached to the following agreements
(collectively, the "Prior Agreements") shall be amended to Lot 1, Amended Final Plat Middle
Creek Subdivision, a Resubdivision of Lot 1 According to the Plat thereof Recorded July 1,
2020, under Reception No. 202010000:
1. Land Lease Agreement(For Leasehold Improvement)between the Town of Vail,
Colorado (through its Housing Authority as Special Agent) and Coughlin & Company,
Inc., recorded on January 18, 2002, at Reception No. 783202
2. Notice of Non-Liability (Fee Ownership with Leasehold Estate) executed by the Town of
Vail on January 15, 2002, and recorded at Reception No. 783203.
3. Assignment and Assumption Agreement between Coughlin and Middle Creek dated as of
February 1, 2002 and recorded on July 18, 2003 at Reception No. 840929.
4. First amendment to Land Lease Agreement between the Town, VLHA and Coughlin
recorded on July 18, 2003, at Reception No. 840931.
5. Master Deed Restriction Agreement for the Occupancy of Units at Middle Creek Village
between the Town, VLHA and Coughlin dated January 2002 and recorded on January 18,
2002 at Reception No. 783204.
6. First Amendment to Master Deed Restriction Agreement between the Town, VLHA and
Coughlin dated June 2003 and recorded July 18, 2003 at Reception No. 840930.
Section 2. Prior Agreements. Except as specifically provided herein, the Prior Agreements
shall remain in full force and effect.
Section 3. Recitals. The Recitals set forth in this Amendment are hereby incorporated by
this reference and made a part of this Amendment.
Section 4. Section Headings. All section headings contained herein are for convenience of
reference only and are not intended to define or limit the scope of any provision of this
Amendment.
Section 5. Execution. This Amendment may be executed in any number of counterparts,
each of which shall be deemed to be an original but all together shall constitute but one and the
same.
Section 6. Governing Law. This Amendment shall be governed by and construed in
accordance with the law of the State of Colorado.
Section 7. Electronic Storage and Execution. The parties hereto agree that the transaction
described herein may be conducted and related documents may be stored by electronic means.
Copies, telecopies, facsimiles, electronic files and other reproductions of original executed
documents shall be deemed to be authentic and valid counterparts of such original documents for
all purposes, including the filing of any claim, action or suit in the appropriate court of law.
Without limiting the foregoing, the parties agree that in the event that any individual or
individuals who are authorized to execute or consent to this Amendment are not able to be
physically present to manually sign this Amendment or any supplement or consent relating
2
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
thereto, that such individual or individuals are hereby authorized to execute this the same
electronically via facsimile or email signature. This agreement by the parties to use electronic
signatures is made pursuant to Article 71.3 of Title 24, C.R.S., also known as the Uniform
Electronic Transactions Act. Any electronic signature so affixed to this Amendment or any
supplement or consent relating thereto shall carry the full legal force and effect of any original,
handwritten signature.
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DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
IN WITNESS WHEREOF, this Amendment is executed by their respective officers
thereunto duly authorized, all as of the day and year first above written.
THE TOWN OF VAIL, COLORADO
By:
Mayor
[SEAL]
ATTEST:
Town Clerk
THE TOWN OF VAIL LOCAL HOUSING
AUTHORITY
By:
Chair
ATTEST:
Town Clerk
COUGHLIN & COMPANY, INC.,
A Colorado corporation
By:
Executive Vice President
4
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
MIDDLE CREEK VILLAGE, LLC, a
Colorado limited liability company
By:
Vice President
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DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL, )
The foregoing instrument was acknowledged before me this day of , 2021,
by Dave Chapin and Tammy Nagel, as Mayor and Town Clerk,respectively, of the Town of Vail,
Colorado
WITNESS my hand and official seal.
(SEAL)
Notary Public
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of 2021,
by , as Chair of the Town of Vail Local Housing Authority, Colorado
WITNESS my hand and official seal.
(SEAL)
Notary Public
6
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL, )
The foregoing instrument was acknowledged before me this day of , 2021,
by , as Manager and Executive Vice President, of Coughlin& Company, Inc.,
a Colorado corporation
WITNESS my hand and official seal.
(SEAL)
Notary Public
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of 2021,
by as Chair of Middle Creek Village, LLC, a Colorado limited liability company
WITNESS my hand and official seal.
(SEAL)
Notary Public
7
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
OMNIBUS AMENDMENT TO LEGAL DESCRIPTION
RELATING TO LOT 3 MIDDLE CREEK VILLAGE
This OMNIBUS AMENDMENT, dated as of [], 2021 (this "Amendment"), is by
and between Town of Vail, Colorado, a home rule municipality (the "Town"), the Vail Local
Housing Authority("VLHA"), a local housing authority formed pursuant to the Colorado Housing
Authority law, C.R.S. Section 29-4-201 et seq., Coughlin & Company, Inc., a Colorado
corporation ("Coughlin"), and Middle Creek Village, LLC, a Colorado limited liability company
("Middle Creek" and together with the Town, VLHA, and Coughlin, the "Parties").
RECITALS
WHEREAS, the Town of Vail, Colorado, a home rule municipality (the "Town"), the Vail Local
Housing Authority ("VLHA"), a local housing authority formed pursuant to the Colorado
Housing Authority law, C.R.S. Section 29-4-201 et seq., Coughlin & Company, Inc., a Colorado
corporation ("Coughlin") and the Middle Creek Village, LLC, a Colorado limited liability
company ("Middle Creek" and together with the Town, VLHA, and Coughlin, the "Parties"),
have previously executed and delivered various agreements with respect to the development of
multi-family rental housing in Middle Creek Village (the "Development"); and
WHEREAS, construction of improvements in the Development commenced in 2005; and
WHEREAS, at the time of the commencement of the construction of the Development, the
property on which the Development was located was described as Lot 1, Middle Creek
Subdivision According to the Plat Recorded July 17, 2003, under Reception No. 840623; and
WHEREAS, subsequent to the construction of the Development, the Town submitted a plat to re-
subdivide the property into two parcels, with the original parcel now described as Lot 1,
Amended Final Plat Middle Creek Subdivision, a Resubdivision of Lot 1 According to the Plat
thereof Recorded July 1, 2020, under Reception No. 202010000 ("Amended Lot 1") and the
second parcel now described as Lot 3, Amended Final Plat Middle Creek Subdivision, a
Resubdivision of Lot 1, County of Eagle, State of Colorado ("Lot 3"); and
WHEREAS, the Town has determined to construct public improvements of the Town on Lot 3;
and
WHEREAS, in order to construct such improvements and remove encumbrances on the title to
Lot 3, it is necessary to revise the legal description to certain agreements described herein to
reflect the amended legal description relating to Lot 1; and
WHEREAS, Parties agree to amend the legal description in the agreements indicated herein to
apply only to Amended Lot 1 and not Lot 3.
NOW THEREFORE, THE PARTIES, FOR GOOD AND VALUABLE CONSIDERATION, the
receipt and sufficiency of which is hereby acknowledged by the Parties, agree as follows:
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
Section 1. Amendments. The legal description attached to the following agreements
(collectively, the "Prior Agreements") shall be amended to Lot 1, Amended Final Plat Middle
Creek Subdivision, a Resubdivision of Lot 1 According to the Plat thereof Recorded July 1,
2020, under Reception No. 202010000:
1. Land Lease Agreement(For Leasehold Improvement)between the Town of Vail,
Colorado (through its Housing Authority as Special Agent) and Coughlin & Company,
Inc., recorded on January 18, 2002, at Reception No. 783202
2. Notice of Non-Liability (Fee Ownership with Leasehold Estate) executed by the Town of
Vail on January 15, 2002, and recorded at Reception No. 783203.
3. Assignment and Assumption Agreement between Coughlin and Middle Creek dated as of
February 1, 2002 and recorded on July 18, 2003 at Reception No. 840929.
4. First amendment to Land Lease Agreement between the Town, VLHA and Coughlin
recorded on July 18, 2003, at Reception No. 840931.
5. Master Deed Restriction Agreement for the Occupancy of Units at Middle Creek Village
between the Town, VLHA and Coughlin dated January 2002 and recorded on January 18,
2002 at Reception No. 783204.
6. First Amendment to Master Deed Restriction Agreement between the Town, VLHA and
Coughlin dated June 2003 and recorded July 18, 2003 at Reception No. 840930.
Section 2. Prior Agreements. Except as specifically provided herein, the Prior Agreements
shall remain in full force and effect.
Section 3. Recitals. The Recitals set forth in this Amendment are hereby incorporated by
this reference and made a part of this Amendment.
Section 4. Section Headings. All section headings contained herein are for convenience of
reference only and are not intended to define or limit the scope of any provision of this
Amendment.
Section 5. Execution. This Amendment may be executed in any number of counterparts,
each of which shall be deemed to be an original but all together shall constitute but one and the
same.
Section 6. Governing Law. This Amendment shall be governed by and construed in
accordance with the law of the State of Colorado.
Section 7. Electronic Storage and Execution. The parties hereto agree that the transaction
described herein may be conducted and related documents may be stored by electronic means.
Copies, telecopies, facsimiles, electronic files and other reproductions of original executed
documents shall be deemed to be authentic and valid counterparts of such original documents for
all purposes, including the filing of any claim, action or suit in the appropriate court of law.
Without limiting the foregoing, the parties agree that in the event that any individual or
individuals who are authorized to execute or consent to this Amendment are not able to be
physically present to manually sign this Amendment or any supplement or consent relating
2
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
thereto, that such individual or individuals are hereby authorized to execute this the same
electronically via facsimile or email signature. This agreement by the parties to use electronic
signatures is made pursuant to Article 71.3 of Title 24, C.R.S., also known as the Uniform
Electronic Transactions Act. Any electronic signature so affixed to this Amendment or any
supplement or consent relating thereto shall carry the full legal force and effect of any original,
handwritten signature.
3
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
IN WITNESS WHEREOF, this Amendment is executed by their respective officers
thereunto duly authorized, all as of the day and year first above written.
THE TOWN OF VAIL, COLORADO
By:
Mayor
[SEAL]
ATTEST:
Town Clerk
THE TOWN OF VAIL LOCAL HOUSING
AUTHORITY
By:
Chair
ATTEST:
Town Clerk
COUGHLIN& COMPANY, INC.,
A Colorado corporation
By:
Executive Vice President
4
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
MIDDLE CREEK VILLAGE, LLC, a
Colorado limited liability company
By:
Vice President
5
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of , 2021,
by Dave Chapin and Tammy Nagel, as Mayor and Town Clerk, respectively, of the Town of Vail,
Colorado
WITNESS my hand and official seal.
(SEAL)
Notary Public
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of 2021,
by , as Chair of the Town of Vail Local Housing Authority, Colorado
WITNESS my hand and official seal.
(SEAL)
Notary Public
6
DocuSign Envelope ID: BC296FOB-24E4-4D12-97A3-108481798FD8
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of , 2021,
by , as Manager and Executive Vice President, of Coughlin& Company, Inc.,
a Colorado corporation
WITNESS my hand and official seal.
(SEAL)
Notary Public
STATE OF COLORADO )
COUNTY OF EAGLE ) SS.
TOWN OF VAIL )
The foregoing instrument was acknowledged before me this day of 2021,
by as Chair of Middle Creek Village, LLC, a Colorado limited liability company
WITNESS my hand and official seal.
(SEAL)
Notary Public
7