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HomeMy WebLinkAboutR07-108 West End PUD Approval Commissioner I~ moved adoption of the following Resolution: BOARD OF COUNTY CO~IISSIONERS COUNTY OF EAGLE, STATE OF COLORADO RESOLUTION NO. 2007 - I oct APPRO V AL OF THE WEST END PLANNED UNIT DEVELOPMENT SKETCHlPRELIMINARY PLAN AND ZONE CHANGE FILE NO. PDSP-00025; ZC-00087 WHEREAS, on or about May 21 st , 2007, the County of Eagle, State of Colorado, accepted for filing an application submitted by Midtown Group, LLC (hereinafter "Applicant") for approval of a Planned Unit Development Sketch/Preliminary Plan and Zone Change for the West End Planned Unit Development, File No. PDSP-00025 and ZC-00087; and, WHEREAS, the Applicant requested approval of the West End PUD Guide (the "Sketch/Preliminary Plan") and Zone Change which would allow the creation of a mixed use PUD on approximately 5.4 acres (5.4 total: 3.44 ac on "Havener" parcel; 1.96 ac on "Kemp" parcel) in Edwards (see attached Exhibit "A"); and WHEREAS, the applicant wishes to create a mixed use PUD which is comprised of 113 free- market residences with an additional 72, onsite local residents/employees housing units. As part of the PUD Guide, the residential dwelling units/uses may include apartments, condominiums and/or townhomes. New residential units are proposed at grade and above commercial space, with the proposed parking for residential units provided in underground parking structures. In addition to the residential component of this PUD, the applicant proposed 85,000 sq. ft. of commercial retail/office space on first and second levels of the proposed development. Proposed commercial uses include but are not limited to the following: restaurants; one drive-thru business (as indicated on attached site plan); common retail establishments; office and professional services; health-related services; and service oriented establishments such as a tailor, photography studio or dry-cleaning facility (pick-up only); and WHEREAS, the existing, underlying properties are currently zoned Residential Suburban Low Density (Havener); Commercial General (Kemp) Zone Districts, prior to this zone change approval for Planned Unit Development (PUD); and WHEREAS, the development will occur within one (I) planning area, and is slated for development in one ( I) phase; and WHEREAS, attached to this resolution is the approved West End PUD Guide (Exhibit "B"); and Page 1 of 10 WHEREAS, in addition to the combined Sketch and Preliminary Plan and Zone Change a 1041 (1041-0070) was also approved and permitted an extension of water and sewer lines into the properties; and WHEREAS, notice of the combined PUD Sketch/Preliminary Plan and Zone Change was given to all proper agencies and departments as required by the Eagle County Land Use Regulations, Section 5- 210.E; and WHEREAS, at its public hearing(s) held July II th, 2007; and August 1st, 2007; the Eagle County Planning Commission, based upon its findings, recommended APPRO V AL with conditions of the proposed PUD Sketch/Preliminary Plan and APPROVAL of the companion Zone Change; and WHEREAS, two (2) public hearings were held by the Board of County Commissioners (hereinafter "the Board") of the County of Eagle, State of Colorado, on August 14th, 2007 and September 11 th, 2007 in order to carefully consider this PUD Sketch/Preliminary Plan and Zone Change application and based upon the findings, APPROVED with conditions the proposed PUD Sketch/Preliminary Plan; and WHEREAS, based on the evidence, testimony, exhibits, and study of the Master Plan for the unincorporated areas of Eagle County, comments of the Eagle County Department of Community Development, comments of public officials and agencies, the recommendation of the Planning Commission, and comments from all interested parties, the Board of County Commissioners of the County of Eagle, State of Colorado, finds as follows: 1. That proper publication and public notice was provided as required by law for the hearings before the Planning Commission and the Board. 2. Pursuant to Eagle County lAnd Use Regulations Section 5-240.F.3.e. Standards for the review of a Sketch and Preliminary Plan for PUD: (1) Unified ownership or control. The title to all land that is part of this PUD IS owned or controlled by one (I) person and/or entity. (2) Uses. The uses that may be developed in the PUD ARE uses that are designated as uses that are allowed, allowed as a special use or allowed as a limited use in either Table 3-320, "Commercial and Industrial Zone Districts Use Schedule" or Table 3-300, "Residential, Agricultural and Resource Zone Districts Use Schedule". The majority of residential uses ARE uses allowed in the Residential Suburban Low Density (RSL) zone district; however, the commercial/industrial uses ARE NOT currently permitted in the underlying RSL zone district. The majority of commercial uses ARE uses allowed in the Commercial General (CG) zone district. An itemized list of all Variations for the Board's consideration has been submitted, analyzed and APPROVED; the current use variations were decidedly acceptable. (3) Dimensional Limitations. The dimensional limitations that shall apply to the PUD ARE NOT those specified under the existing zoning; however, the Board of County Commissioners has APPROVED the Variations for this Preliminary Plan. Page 2 of 10 (4) Off-Street Parking and Loading. Given the size of the subject property, it is likely that the applicant HAS demonstrated that off-street parking and loading provided in the PUD CAN sufficiently comply with the standards of Article 4, Division I, Off-Street Parking and Loading Standards, with an approved reduction in the standards. (5) lAndscaping. It HAS been sufficiently demonstrated that landscaping provided in the PUD can comply with the standards of Article 4, Division 2, LandscaIJing and Illumination Standards. (6) Signs. The sign standards applicable to the PUD ARE as specified in Article 4, Division 3, Sign Regulations. In addition, a Comprehensive Sign Plan WAS submitted with the Sketch/Preliminary Plan application. (7) Adequate Facilities. The Applicant HAS demonstrated that the development proposed in this Sketch/Preliminary Plan for PUD will be provided adequate facilities for solid waste disposal. The applicant HAS demonstrated that the development proposed in the Sketch/Preliminary Plan for PUD will have adequate facilities for potable water and sewage disposal. Further, the applicant HAS obtained 1041 approval for the proposed infrastructure prior to Sketch/Preliminary Plan approval. It HAS BEEN demonstrated that the proposed PUD will be conveniently located in relation to schools, police and fire protection, and emergency medical services. (8) Improvements. It HAS NOT been demonstrated that the improvements standards applicable to the development will be as specified in Article 4, Division 6, Improvements Standards regarding: (a) Safe, Efficient Access; (b) Internal Pathways; (c) Emergency Vehicles; (d) Principal Access Points; (e) Snow Storage; however, this finding HAS BEEN found positive with the approval of all of the proposed Variations and/or deviations, by the Board of County Commissioners with this Sketch/Preliminary Plan. (9) Compatibility with Surrounding lAnd Uses. All aspects of the development proposed for the PUD ARE sufficiently compatible with the character of surrounding land uses. (10) Consistent with Master Plan. The proposed Sketch/Preliminary Plan IS sufficiently consistent with all stated purposes, goals, objectives and policies of applicable master plans. (11) Phasing. A phasing plan IS NOT necessary for this development (as it will be developed in one (1) phase, and has been included with the Sketch/Preliminary Plan. (12) Common Recreation and Open Space. The PUD HAS sufficiently demonstrated that the proposed development will comply with the common recreation and open space standards with respect to: (a) Minimum area; (b) Improvements required; (c) Continuing use and maintenance; or (d) Organization. (13) Natural Resource Protection. The PUD DOES demonstrate that the recommendations made by the applicable analysis documents available at the time the application was submitted, as well as the recommendations of referral agencies as specified in Article 4, Division 4, Natural Resource Protection Standards, have been considered in the design. Page 3 of 10 3. Pursuant to Eagle County lAnd Use Regulations Section 5-280.B.3.e. Standards for the review of a Sketch/Preliminary Plan for Subdivision: (1) Consistency with Comprehensive Plan. The proposed Sketch/Preliminary Plan IS sufficiently consistent with stated purposes, goals, objectives and policies of applicable master plans. (2) Consistency with Land Use Regulations. The Applicant HAS NOT fully demonstrated that the proposed subdivision fully complies with all of the standards of this Section and all other provisions of these Land Use Regulations, including, but not limited to, the applicable standards of Article 3, Zone Districts, and Article 4, Site Development Standards; however, this finding HAS BEEN found positive with the approval of all of the proposed Variations and/or deviations permitted with the PUD process, by the Board of County Commissioners with this Sketch/Preliminary Plan (3) Spatial Pattern Shall Be Efficient. The proposed subdivision IS located and designed to avoid creating spatial patterns that cause inefficiencies in the delivery of public services, or require duplication or premature extension of public facilities, or result in a "leapfrog" pattern of development. (a) Utility and Road Extension: Proposed utility extensions ARE consistent with the utility's service plan or that County approval of a service plan amendment will be given; or that road extensions are consistent with the Eagle County Road Capital Improvements Plan. (b) Serve Ultimate Population: Utility lines WILL be sized to serve the planned ultimate population of the service area to avoid future land disruption to upgrade under-sized lines. (c) Coordinate Utility Extensions: The entire range of necessary facilities CAN be provided, rather than incrementally extending a single service into an otherwise un-served area. (4) Suitability for Development. The property to be subdivided IS suitable for development, considering its topography, environmental resources and natural or human made hazards that may affect the potential development of the property, and existing and probable future public improvements to the area. (5) Compatibility with Surrounding Uses. The proposed subdivision IS sufficiently compatible with the character of existing land uses in the area and SHALL NOT adversely affect the future development of the surrounding area. 4. Pursuant to Eagle County Land Use Regulations Section 5-230.D. Standards for the review of a Zone Change: (1) Consistent with Comprehensive Plan. The proposed amendment DOES consider the purposes and intents of the Comprehensive Plan, all ancillary County adopted Specialty and Community Plan documents, and IS sufficiently consistent with all relevant goals, policies, implementation strategies and Future Land Use Map designations. Page 4 of 10 (2) Compatible with surrounding uses. The proposal provides ARE sufficiently compatible with the type, intensity, character and scale of existing and permissible land uses surrounding the subject property. The dimensional limitations of the proposed zone district, when applied, DO result in development that will be harmonious with the physical character of existing neighborhood(s) surrounding the subject property. (3) Public Benefit. The proposal DOES sufficiently address a demonstrated community need or otherwise results in one or more particular public benefit that offset the impacts of the proposed uses requested, including but not limited to: affordable local resident housing; childcare facilities; multi-modal transportation, public recreational opportunities; and infrastructure improvements. (4) Change of Circumstances. The proposal DOES sufficiently address or respond to a beneficial material change that has occurred to the immediate neighborhood or to the greater Eagle County community. (5) Adequate Infrastructure. The property subject to the proposal IS sufficiently served by adequate roads, water, sewer and other public use facilities. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of the County of Eagle, State of Colorado: THAT, the PUD SketchlPreliminary Plan for the West End PUD, File No. PDSP-00025 be, and is hereby approved with the following conditions: 1. All material representations the Applicant has made in this application, including but not limited to representations in the West End Housing Plan, the West End PUD Guide, this West End PUD Agreement, and in public hearings shall be adhered to and considered conditions of approval. Specific representations shall prevail over general representations, and representations in the West PUD Guide, West End PUD Agreement, and West End Housing Plan shall govern over oral representations, with that order of priority should any conflicting representations exist. 2. All building exteriors must utilize non-reflective finish materials (other than windows) and colors designed for consistency with the surrounding natural landscape; bright finish colors are prohibited. Final architectural designs shall minimize massing through articulation and visual breaks. The North-East comer of Building 2 and the North-West corner of Building 1 (those corners facing the interior main courtyard) shall be open-air style (similar to retractable entrance at Ray's in Edward's Crossing) on the first floor commercial if leased to restaurants and similar uses. Final materials, colors, architecture, and site plans, including parking, shall be subject to review and approval by the Board of County Commissioners of Eagle County (the "BoCC") at the hearing for Final Plat, such approval not to be unreasonably withheld. BoCC approval for final materials, colors, architecture, site, and parking plans may be modified with the agreement of Eagle County Community Development Staff. Any such modification must preserve the general intent of the original approval. Page 5 of 10 3. The Applicant must obtain all offsite easements that Eagle County deems necessary regarding the Eagle River Preserve prior to scheduling a hearing for Final Plat approval by the BoCC. 4. The property line between the Kemp parcel and Eagle River Preserve must be resolved to the satisfaction of Eagle County prior to scheduling a hearing for Final Plat approval by the BoCC and prior to recording the Master Covenant for Sale and Occupancy of Eagle County Housing. 5. Trail construction plans (for the Eco Trail running parallel to HWY 6 from The West End development to the intersection of Hwy 6 and Edwards Spur Rd.) shall be included with the construction drawings required for Final Plat. The plans shall specify the type and thickness of materials to be used for the path. These materials must be approved by ECO Trails prior to scheduling a hearing for Final Plat approval by the BoCC. 6. A dust suppression plan must be prepared by the Applicant and approved by the Eagle County Environmental Health Department prior to obtaining a grading permit. The plan shall be kept onsite and implemented at all times during construction. The plan must identify who can be contacted to abate dust issues, and the responsible individual must be available on 24-hour call, 7-days per week. Abatement must occur immediately upon written or oral notification or a fine of $500 per day will be imposed. The Applicant or its agents shall maintain dust suppression equipment on site at all times. Eagle County has the right, in its sole discretion, to suspend any activity, including grading, pending suppression of dust that obscures or reduces visibility on adjacent public roads. 7. The Applicant shall prepare a storm water management plan approved by the Eagle County Engineering and Environmental Health Departments prior to obtaining a grading permit; 8. The Applicant shall construct a bus pull-off and a shelter on the north side of Highway 6. The pull-off shall be constructed according to AASHTO standards and the shelter to reasonable specifications provided by ECO Transit. In addition, the Applicant shall improve the existing transit stop on the South side of Hwy 6. These improvements must include, but are not limited to, a bus-shelter expansion and an improved bus pull off, not to exceed $25,000. 9. The Applicant shall design the roundabout at the entrance to the Eagle River Preserve. This design shall be approved by the Eagle County Engineering Department. The design shall reflect the roundabout be constructed in two phases. In the first phase, the plans shall call for a one-lane roundabout to include all utility relocation to support the future two-lane roundabout. The Applicant shall pay for all construction costs associated with first phase, one-lane roundabout. In the second phase, the roundabout shall be expanded outward to a two-lane roundabout. With the exception of the initial design costs, the Applicant shall not pay for any second-phase costs, including any costs for right-of-way acquisition or utility relocation. If the Applicant must relocate utilities during the first phase of construction, the Applicant shall relocate all such utilities in a manner that does not require further relocation during the second phase of construction; such relation costs shall be reasonable. The Applicant shall pay for all utility relocation required for the first phase. Eagle County will apply for the CDOT access permit, but the Applicant shall be named as the permittee. The roundabout shall be fully constructed prior to expiration of the Colorado Department of Transporation's temporary access permit. The Applicant shall maintain pedestrian access and landscaping constructed as part of this paragraph to Page 6 of 10 Eagle County's satisfaction for so long as a government entity does not provide for maintenance of similar properties throughout the Edwards area. 10. Within 30-days of building permit issuance, the Applicant shall escrow $150,000 with Eagle County, or provide an alternative form of collateral approved by the Eagle County Attorney's Office including bond collateral, for construction of an at-grade pedestrian crosswalk servicing the bus shelters on the North and South side of Highway 6 or other such traffic improvements as Eagle County deems appropriate in its sole discretion if an at-grade crosswalk is not approved. If the Applicant receives approval from the Colorado Department of Transportation for an at-grade pedestrian crosswalk, the Applicant shall design and construct this crosswalk, drawing down the above-mentioned escrow or collateral, including all required traffic signals, medians, and landscaping; such design shall be subject to County approval, approval not to be unreasonably withheld. Should such an at-grade crosswalk be completed prior to Temporary Certificate of Occupancy, consistent with the approved plans and to Eagle County's reasonable satisfaction, any unspent amount from the $150,000 escrow or collateral shall be refunded to the Applicant. If the crosswalk is not constructed prior to TCO or within two years of issuance of preliminary plan approval, then the $150,000 shall be paid to Eagle County, which may spend that amount on traffic improvements in Edwards in its discretion. The Applicant shall maintain pedestrian access and landscaping constructed as part of this paragraph to Eagle County's satisfaction for so long as a government entity does not provide for maintenance of similar properties throughout the Edwards area. 11. Applicant agrees to comply with the West End Housing Plan attached hereto. Compliance with this plan satisfies the Applicant's obligation to build Local Resident Housing, as defined therein. The initial sales prices of the affordable housing units in the Applicant's housing plan shall reflect AMI levels for the year or quarter (as available) in which certificate of occupancy for the respective unit is issued. These initial sales prices shall be determined pursuant to the Department of Housing AMI data, adjusted for Eagle County. Presales may be adjusted to reflect AMI levels at the time of issuance of Certificate of Occupancy. HOA fee structure shall be subject to review and approval by the County Attorney or Housing Director, such approval not to be unreasonably withheld, conditioned or delayed. 12. The design and implementation for contouring and landscaping of the Eagle River Preserve shall be subject to Eagle County's review and approval, not to exceed $250,000; the Applicant shall pay for all such reasonable design and landscaping. Eagle County will assist in acquiring fill dirt needed for The West End-Eagle River Preserve improvements. 13. The Applicant agrees to participate in an assessment administered by the Edwards Area Metro District, or other appropriate agency, based on gross sales revenue in an amount and timeframe set by the Edwards Area Metro District. This amount shall not exceed .5% (50 basis points) of total gross sales on The West End retail and services (excluding office), unless merchants representing 75 percent of gross sales revenue in the Edwards "Core" area, as defined by July 2007 Edwards Civic Improvement Workshop, agree or are required to participate, in which event no percentage limit shall apply. Monies from this assessment shall be allocated exclusively to off-site, multi-modal transportation improvements in the greater Edwards Metro area. Page 7 of 10 14. All conditions and PUD terms shall apply to any assigns and successors in interest to the. Applicant; all conditions and PUD terms shall be interpreted expansively to the benefit of Eagle County and its citizens. 15. No hotels, motels, fractional-fee estates, vacation clubs, or other short-term occupancy arrangements on a fee basis shall be allowed. 16. Banks shall be limited to a total of 10,000 square feet on the ground floor; no more than 2 banks are permitted. Real estate offices shall be limited to a total of 9,000 square feet on the ground floor. No more than 3 real estate offices-one per building and each no more than 3,000 feet on the ground floor-shall be permitted. 17. All fees shall be paid by the Applicant at the time of building permit, unless otherwise expressly provided in Eagle County's Land Use Regulations. All road impact fees generated by the affordable housing reflected in the Applicant's Housing Plan shall be waived. 18. The Applicant's declaration of covenants, conditions, and rules ("CCRs") shall be recorded at the time of Final Plat approval; the CCRs shall be reviewed by the Eagle County Attorney's Office at the hearing for Final Plat. THAT, the Zone Change for the West End PUD, File No. ZC-00087 be, and is also hereby approved. THAT, the Sketch/ Preliminary Plan including all attached Exhibits, submitted under this application and hereby approved, does constitute a "site specific development plan" as that phrase is defined and used in c.R.S. Section 24-68-101, et seq., creating rights as provided under Colorado law. THA T the Board further finds, determines and declares that this Resolution is necessary for the health, safety and welfare of the inhabitants of the County of Eagle, State of Colorado. THA T, the Board of County Commissioners directs the Department of Community Development to provide a copy of this Resolution to the Applicant. MOVED, READ AND ADOPTED by the Board of County g~p~m~s~ners of the County of Eagle, State of Colorado, at its regular meeting held this ~ day of ~ , 2007, nunc pro tunc to the 11 th day of September, 2007. ATTEST: BY: ~;:. Clerk to the Board of County Commissioners Page 8 of 10 Commissioner l~ seconded adoption of the foregoing resolution. The roll having heen called, the vote was as fo ows: Commissioner Arn M. Menconi Commissioner Sara J. Fisher Commissioner Peter F. Runyon ~ ~ P-/D vote of the Board of County Commissioner of the This Resolution passed by County of Eagle, State of Colorado. Page 9 of 10 LEGAL DESCRIPTION. WEST END FILING NO.1 (EXCLUDES KEMP PROPERTY LINE AGREEMENT PARCEL) A PARCEL OF LAND LOCATED IN THE EAST HALF OF SECTION 5, TOWNSHIP 5 SOUTH, RANGE 82 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF EAGLE, ST ATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 5 AND CONSIDERING THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5 TO BEAR SOUTH 89043'32" EAST WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO; THENCE NORTH 89043'32" WEST, ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER OF SECTION 5, A DISTANCE OF 1370.99 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 02001'41" WEST, A DISTANCE OF 403.75 FEET; THENCE SOUTH 69056'03" WEST, A DISTANCE OF 163.57 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF US HIGHWAY 6, SAID POINT BEING A POINT ON A CURVE; THENCE ALONG SAID NORTHERLY RIGHT OF WAY LINE, ALONG THE ARC OF A NON- TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 11039'46", A RADIUS OF 2915.00 FEET, AN ARC LENGTH OF 593.36 FEET, THE CHORD OF WHICH BEARS NORTH 59041 '24" WEST TO THE SOUTHEASTERLY CORNER OF THAT PARCEL OF LAND DESCRIBED IN DEED RECORDED IN BOOK 485 AT PAGE 726 IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE NORTH 0 1 029'41 " EAST, ALONG THE EASTERLY LINE OF SAID PARCEL, A DISTANCE OF 163.96 FEET TO A POINT ON THE NORTH LINE OF SAID SOUTHEAST QUARTER; THENCE CONTINUING NORTH 01029'41" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 20.33 FEET TO THE WESTERLY END OF THE PROPERTY LINE DESCRIBED IN PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE ALONG SAID PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, THE FOLLOWING FIVE (5) COURSES: 1. SOUTH 87032'45" EAST, A DISTANCE OF 56.61 FEET; 2. SOUTH 89009'51" EAST, A DISTANCE OF 97.26 FEET; 3. SOUTH 88017'33" EAST, A DISTANCE OF 229.33 FEET; 4. SOUTH 87016'09" EAST, A DISTANCE OF 87.15 FEET; 5. SOUTH 01059'39" WEST, A DISTANCE OF 7.75 FEET TO A POINT ON SAID NORTH LINE OF THE SOUTHEAST QUARTER OF SECTION 5; THENCE SOUTH 89043'32" EAST ALONG SAID NORTH LINE, A DISTANCE OF 204.67 FEET TO THE POINT OF BEGINNING; CONTAINING A CALCULATED AREA OF 229,518 SQUARE FEET, OR 5.269 ACRES, MORE OR LESS. West End PUD PDSP-00025; ZC-00087 EXHIBIT A o 0.035 0.07 I I I I I I 0.14 Miles I I Q Use of this map should be for general and ~..' : informational purposes only. Eagle County does not warrant the accuracy of the data contained herein. EAGLE COUNTY The West End Edwards, CO The West End PUD Guide October 30, 2007 The West End PUD Guide, including all Exhibits attached hereto, constitutes a site-specific development plan within the meaning of C.R.S. Section 24-68- 102 and Section 5-2500 of the Eagle County Land Use Regulations. Applicant/Owner Rep: Brian W. Bair, Partner Midtown Group 357 S. McCaslin Blvd., Suite 234 Louisville, CO 80027 303.926.4949 phone 303.926.4948 fax brian@midtownqrouP.net The West End - PUD Guide EXHIBIT I .~ 10/30/07 The West End Edwards, CO Preliminary Plan Table of Contents 1. Intent 2. Purpose of PUD Guidelines 3. Incorporation of Preliminary Plan 4. Authority of Enforcement 5. Conflict 6. Permitted Uses 7. Land Use Summary and Dimensional Standards 8. Development Standards 9. Recreation and Open Space 10. Impact Control 11. Amendments to the PUD Guide 12. Property Owner Association 13. Definitions 14. Master Exhibit List The West End - PUD Guide 1 0/23/07 The West End Edwards, CO Preliminary Plan 1. Intent The West End redevelopment project is located along Hwy 6 on the south side of the highway, just west of the Edwards Spur Rd., in Edwards CO, which property is legally described on Master Exhibit A, attached hereto and incorporated herein by reference. The development is a mixed-use project that consists of commercial and residential uses that are consistent with similar developments in the Edwards commercial core and the Vail Valley. The overall vision is to create and maintain a pedestrian friendly environment with a range of ground and second floor commercial and retail uses needed to provide services and shopping for local residents and visitors alike. The residential units that occupy the upper floors of the buildings provide much needed "in town" housing within walking distance to open space, transit service, shopping, and the wide range of services and amenities available to the Edwards community. At a pedestrian scale, the project consists of lively streets with appealing storefronts, ample sidewalks, street furniture, landscaping and on street parking that creates a vibrant and convenient place for residents and visitors to interact, work, dine and shop. The buildings are carefully articulated and stepped back as to create proper massing and movement. The building design allows for numerous balconies projecting from the residential units as well as several large plazas outside the retail and office and along the open space. The Plazas are a unique place for pedestrian activity and gathering as well as the viewing of, and access to, the Eagle River Preserve Open Space. Parking for the various uses is provided both at grade along the frontage of the commercial and in underground parking structures with convenient access to the buildings and pedestrian areas. 2. Purpose of PUD Guidelines The purpose of the West End PUD Guide together with the West End Housing Plan, the West End PUD Agreement, and the Master Covenant for the Occupancy and Resale of Eagle County Housing (the "Master Covenant") is to ensure the orderly use and development of the property in accordance with the standards, restrictions and regulations that govern the use of land within The West End Planned Unit Development (PUD). The West End Housing Plan is attached as Master Exhibit B, the PUD Agreement is attached as Master Exhibit g, the Master Covenant is attached as Master Exhibit D; all Exhibits are incorporated herein by this reference. This guide replaces the standard zoning provisions of Eagle County in order to allow for Site-specific flexibility and restrictions that are more appropriate to the location and the mixed-use character of the development. 3. Incorporation of Preliminary Plan The Site Plan for The West End PUD, as approved at Preliminary Plan, and the Preliminary Plan Application defining the density and land use within the PUD shall be used collectively as a general guide to the development of the PUD. The Site Plan is attached as Master Exhibit E, and incorporated herein by this reference. 4. Authoritv and Enforcement Authority for these guidelines is found within Section 5-240 of the Eagle County Land Use Regulations. The Board of County Commissioners of Eagle County, Colorado, or any Owner shall have the right to enforce, by any proceeding at law or in equity, all restrictions, conditions, reservations, liens and charges now or hereafter imposed by the provisions of these Guidelines. Failure by the Board of County Commissioners of Eagle County, Colorado, or by an Owner, to enforce any restriction herein contained shall in no event be deemed a waiver of the right to do so thereafter. 5. Conflict The specific provisions of this guide shall prevail and govern the use of lands within The West End PUD, however, where the provisions of the Guide do not specifically address a subject the provisions of the Eagle County Land Use Regulations shall prevail. In cases of dispute or ambiguity, the Community Development Director shall act to interpret. Such an interpretation shall be considered a final decision and may be appealed to the Board of County Commissioners of Eagle County pursuant to Section 5-2400 of the Eagle County Land Use Regulations. The West End - PUD Guide 2 10/23/07 The West End Edwards, CO Preliminary Plan 6. Permitted Uses .- C\J en- The following mix of uses shall be allowed in all buildings ..-- !:9- !:9- llJ - 1 sl floor - commercial & residential ..-- C\J (t) 2nd floor - commercial & residential 0> 0> 0> C C c Above 2nd floor - residential '6 '6 '5 '5 'S 'S llJ llJ llJ Residential Uses, Home Uses and Accommodations 81 82 83 Note s Dwelling Units - Apartments, town homes or condominiums R R R Local Resident & Workforce Housing R R R 1 Accessory Buildings and Uses R R R Home Business S S S Home Occupation R R R Plazas and Open Space as shown on the approved PUD Landscape Plan R R R I Public Facilities, Utilities and Institutional Uses Community or Public Administration Building\Use R R R Library or reading room R R R Plazas and Open Space as shown on the approved PUD Landscape Plan R R R Educational Facility R R R Satellite Dishes (to be located on rooftop of buildings only) R R R Conference Center or Meeting Hall R R R Private postal station or facility R R R I Commercial Uses and Personal Services Retail Uses R R R Offices, business and professional R R R Banks (limited to 2 banks total, for a total of 10,000 square feet combined, located R R R on 1 sl floor. No limit on the number of banks or square footage on the 2nd floor) Financial SeNices R R R Real Estate Sales Office (Limited to 1 per Building on 1 sl floor. No limit on 2nd floor) R R R 7 Medical or Dental Clinic, including chiropractic and acupuncture R R R Elder or Child Care (overnight facilities not allowed) R R R Emergency Care Facilities L L L Emergency Pet Care Facilities (boarding/kennel not allowed) L L L Restaurant (including outdoor seating per Master Exhibit F) R R R 5 Restaurant with drive through or drive-up N N S 8 Night Club, Bar or Tavern (including outdoor seating per Master Exhibit F) R R R 6 Micro Brewery (including outdoor seating per Master Exhibit F) R R R Private Club (including outdoor seating per Master Exhibit F) R R R Pharmacy R R R Convenience Store R R R The West End" PUD Guide 3 1 0/23/07 The West End Edwards, CO Preliminary Plan Indoor Amusement, Recreation or Theater R R R Computer Sales and Service R R R Low Power Wireless Communication Equipment R R R 4 Storaae Space, as an accessory use to existina businesses or residences R R R Service Oriented Uses such as; Tailor, Shoe Repair, Leather Repair, Salons & R R R Tanning, Photography & Art Studios, Personal Adornment, Laundry & Dry Cleaning (no on site dry cleaning facilities) Print Shop or publishina L L L 2 Food or Beverage Store or Bakery (including outdoor seating per Master Exhibit F) R R R Liquor Store, Wine Shop & Storage R R R Flea Market, Farmers Market L L L Drive-Through and Drive-Up Facilities N N R I Recreational Uses Plaza's and Open Space and shown on approved PUD Landscape Plan R R R Public Trail connections and/or Trails as shown on approved PUD Landscape Plan R R R Recreation Center R R R Health Club or Spa- Public or Private R R R Hot Tub or Spa- Private R R R Indoor or Rooftop Swimmina Pool- Private R R R Outdoor Swimming Pool- Private S S S Temporary Uses Temporary Building or Use L L L Construction offices R R R 3 Sales offices R R R 3 Note 1: In accordance with The Housing Plan and the Master Covenant as shown in Master Exhibits Band D. Amendments to the Housing Plan do not trigger the PUD Amendment process. Note 2: Limited to the ground level and must be approved in writing by the Home Owner's Association. All production activity, if allowed, must be conducted inside the building. Note 3: Requires review through the building permit approval process. Note 4: Must be concealed in towers or located on rooftops of the buildings and must be approved in writing by the Design Review Committee prior to installation. Note 5: A maximum of 9,000 square feet of sit down restaurant space per building is allowed. Note 6: Nightclubs only may not open earlier than 4pm. Note 7: Real Estate Sales offices are limited to one (1) per building with a maximum of 3,000 square feet per building. No limit on upper floors. Note 8: Restaurants with drive through or drive-up must include indoor seating 7. Preliminary Land Use Summary and Dimensional Standards PRELIMINARY LAND USE SUMMARY Commercial- Retail & Office Up to 85,000 square feet (leasable) Residential Up to 185 dwelling units Local Resident & Workforce Housing In accordance with the Housing Plan (Master Exhibit B) The West End - PUD Guide 4 10/23/07 The West End Edwards, CO Preliminary Plan BUILDING SETBACK AND HEIGHT LIMITATIONS Minimum Building Setback from Property Line 1 2 3 I 10 feet I Maximum Building Height Building 1 4 I 65 feet I Maximum Building Height Building 2 4 I 65 feet I Maximum Building Height Building 34 60 feet Maximum Number of Stories 5 2 Balconies shall not be enclosed and may extend, via cantilevers, beyond the building face to a maximum of 8 (eight) feet, but not more than 5' (five) feet into the 10' (ten) foot Building setback. Architectural features such as cornices, light fixtures and other decorative elements may encroach into building setbacks a maximum of two feet. Excludes retaining walls, vehicle drives, parking and landscaping areas Stair towers and architectural features that provide a focal point due to their height and character may have a maximum height of 75 feet. 3 4 8. Preliminary Development Standards Parking - Off-street parking and loading standards for The West End PUD comply with the Eagle County Land Use Regulations, unless otherwise specified in this PUD Guide. A parking plan, drawn to scale and indicating how the off-street parking and loading requirements shall accompany the application for a building permit. Minimum Off-Street Parking Standards- The following are the minimum parking standards for The West End. Additional underground parking is allowed at the sole discretion of The West End and does not require the approval of Eaqle County. Land Use Parking Standard 1.75 spaces located in underground parking garage per a. Market Rate dwelling units4 unit- All residential parking shall be directed to dedicated residential spaces in the underground parking garages only. A minimum of (1) one parking space shall be assigned to each residential unit. Tandem Parking (1) spaces shall be allowed and shall count as two (2) parkinQ spaces. 1.25 spaces located in underground parking garage per b. Workforce dwelling units4 unit. All residential parking shall be directed to dedicated residential spaces in the underground parking garages only. At least (1) one parking space shall be assigned to each residential unit. Tandem Parking (1) spaces shall be allowed and shall count as two (2) parking spaces. c. Retail, Service Commercial and Office 2&3 1 space per 350 sq. ft. office/sales area, plus 1 space per 600 sq. ft. of studio/shop area. Parking spaces for all commercial uses shall consist of a mix of surface parking spaces and underground parking spaces as shown on the approved Site Plan The West End - PUD Guide 5 10/23/07 The West End Edwards, CO Preliminary Plan Restaurant, Night Club, Tavern or Ba(&3 Auditorium and public assembly areas2 1 space per 4 seats. Outdoor seating areas do not re uire additional arkin . 1 space per 150 sq. ft. of floor area use for seating or assembl 1 space per 350 sq. ft. of floor area 1 space per 2,000 sq. ft floor area At least one (1) off-street loading area shall be provided Public and health facilities Storage Buildings with greater than 10,000 square feet of commercial floor area (1) Tandem parking is permitted for below grade residential and shall count as two parking spaces. (2) Net leasable floor area includes only those areas that are designed to be leased to a tenant and occupied for commercial, retail or office purposes, exclusive of any area dedicated to foyers, bathrooms, stairways, circulation corridors, kitchens, mechanical areas and storage areas used solely by tenants on the site. (3) Employee parking is restricted to designated Employee Parking Areas as stated in the CCR's and Tenant Leases (4) The Minimum number of dedicated spaces may not be transferred or conveyed separate from the designated dwelling unit. All residential spaces provided herein shall be dedicated, unless otherwise agreed by th~g()I!lI!l~Qityp~y~I9.PI!l~QtpiT~~t()r'm Note: Compact Car Spaces: Up to 30% of the total parking spaces re allowed for compact cars. Such spaces shall be clearl si ned for com act cars onl and marked with double ellow stri in . PARKING BREAKDOWN RESIDENTIAL MARKET RATE 1.75 per/D.U. 113 UNITS 198 SPACES WORK FORCE 1.25 per/D.U. 72 UNITS 90 SPACES TOTAL RESIDENTIAL 288 SPACES COMMERCIAL(1 ) RETAIL 1 SPACE PER 350 SF 54,000 154 SPACES OFFICE 1 SPACE PER 350 SF 26,000 74 SPACES TOTAL COMMERCIAL 80,000 228 SPACES TOTAL MINIMUM REQUIRED (PER PUD) 516 SPACES Accessible Parking Spaces Commercial On-Grade 4 (Van) 1 Garage 4 (Van) 1 Total 10 Residential Building 1 1 (Van) 1 Building 2 1 (Van) 1 Building 3 1 (Van) 1 Total 6 TOTAL ON SITE 16 Note: Accessible parking spaces are included in the Total Parking On Site number above. The total number of residential units is subject to change, but will not exceed 185 units. The total commercial Square Foot Area is subject to change but will not exceed 85,000 leasable. The Multipliers as shown above shall not change. The West End - PUD Guide 6 10/23/07 The West End Edwards, CO Preliminary Plan Loading Areas 1 Dedicated Loading Building 1 Area 1 Dedicated Loading BuildinQ 2 Area 1 Dedicated Loading Building 3 Area Landscaping The overall intent of the Landscape Plan is to complement and enhance the appearance and appeal of the site and buildings by introducing shade and color with trees, shrubs, ground cover and flowers. Informal gardens, pedestrian plazas, hardscape areas, and water or fire pit features are an integral part of the landscape. In addition, a landscape buffer to be constructed by the County on the Eagle River Preserve adjacent to The West End provides a natural buffer zone as well as a trail spur connection for public use from The West End to the Eagle River Preserve. The West End Landscape Plan- Organically-shaped pedestrian plazas are enclosed within natural landscaping to soften the paved areas between buildings and form a variety of inviting outdoor spaces for people to gather. Strategically-located planting beds and flower boxes add color during the summer months including species that require minimum irrigation with the exception of some perennials and annuals. Paving patterns delineate pedestrian walkways and plazas, creating interest and further activating outdoor areas adjacent to the retail spaces. Built-in benches surround pleasant water features within the plazas to create peaceful seating areas. Sculptures and other public art serve as focal points within the plazas, helping to define the identity of The West End project. The Landscape Plan for The West End is attached to this PUD as Master Exhibit G. Lighting The objectives of this section are to provide the parameters for outdoor lighting at The West End. A. Energy and resource conservation. B. Minimize glare, obtrusive light and artificial sky glow by limiting outdoor lighting that is misdirected, excessive or unnecessary. C. To minimize light pollution and light trespass beyond the property's boundary. D. Use of outdoor lighting for nighttime safety, utility, security and commerce. E. Curtail and reverse the degradation of the nighttime visual environment and the night sky. F. In building facade, sign and retail applications, use lighting to create visual hierarchy, which facilitates circulation and way finding. G. Eliminate glare towards Highway 6 and adjacent properties. H. Corroboration of minimum lighting levels specified in the PUD with a lighting point by point calculation photometric plan, and preparation of light fixture cut sheets as part of the building permit application. All outdoors lighting fixtures shall be installed in conformance with the provisions of this PUD Guide, the building code, the electrical code and the authorizing jurisdiction as applicable and under appropriate permit and inspection. The West End - PUD Guide 7 10/23/07 The West End Edwards, CO Preliminary Plan 1. Standards: a. All exterior lighting above 30w must provide cutoff shields to direct illumination downward and shall not cast glare directly onto adjacent properties. All exterior lighting above 70w must provide full cutoff shields and direct illumination downward. Partly shielded or unshielded luminaires are not permitted. All shields must be permanently affixed. b. White light is the preferred light source for exterior illumination. Induction, metal halide, LED and fluorescent can be considered depending upon the filtering, shielding, height and number of sources. c. Lighting mounted on poles or buildings for illumination of public ways and parking lots must be full cutoff, downcast and 20 feet or less in height. d. Outdoor lighting used for decorative effects, (building illumination, flag and monument lighting, illumination of trees, bushes and similar landscape features must be located, aimed or shielded so as to minimize stray light trespassing beyond the property's boundary. e. All illumination of the building entrances shall be downcast with concealed luminaries. All canopy lighting must be fully shielded. However, indirect up light is permitted under an opaque canopy provided that no lamp or vertical element of a lens or diffuser is visible from beyond the canopy and such that no direct up light is emitted beyond the opaque canopy. 2. Recommended lighting for externally illuminated signs: a. Externally illuminated signs may be lit from the top down and be fully shielded, or internally illuminated. Exception: Signs not taller than 10 feet above grade may be illuminated by landscape lighting that complies with these lighting standards. 3. Prohibited Lighting: a. Mercury vapor, low-pressure sodium, and high-pressure sodium sources. b. Searchlight style lights or aerial laser lights. c. Blinking, tracing or flashing lights. d. High Intensity Discharge (HID) floodlighting. 4. Exempt Lighting: a. Temporary lighting for theatrical and performance areas. b. Roadway Illumination c. Code required lighting for stairs, steps and ramps. d. Temporary Holiday lighting. Holiday lighting is allowed October through March. e. Interior lighting. f. When there is only one luminaire for the site g. When in the opinion of the authority, reduced lighting levels at a given location will cause unacceptable increase risk and design levels must be maintained. 5. Lighting controls: a. Lighting levels for non-residential properties shall be turned off or reduced by at least 50% beginning at midnight or close of business and continuing until dawn or start of business, which ever is sooner. The reduction shall be determined as an overall average for the site. When possible the lighting system should be turned off. Signs The West End Sign Plan shall be recorded and made available in the Eagle County Clerk and Recorder's Office. The West End Sign Plan designates the number and size of the signs and specifies the design, color scheme and lighting specs that shall be reviewed and approved by The West End Design Review Committee prior to installation. The West End Sign Plan shall act as the official control document for signage, and shall supersede the provisions as set forth in the Eagle County Land Use Regulations. Eagle County Sign Permits are not The West End - PUD Guide 8 10/23/07 The West End Edwards, CO Preliminary Plan required for signs at The West End. The Sign Plan and all changes shall be approved by the EC Community Development Director prior to implementation and changes to the Sign Plan do not trigger an Amendment of this PUD Guide. Eagle County shall have 10 business days from the date of delivery of the Sign Plan to review the Sign Plan and all amendments. If The West End is not notified in writing within 10 business days from the date of delivery, then the Sign Plan shall be deemed approved by the County. Initial approval and changes to the Sign Plan do not require Board of County Commissioner Approval. Fencing The maximum height for fencing at The West End shall be 5' (five feet) measured vertically from the finished floor level of each building. The West End Design Review Committee shall review and approve the design, location, and color and materials of all fencing prior to installation at The West End. Commercial and Industrial Performance Standards The West End PUD complies with the commercial and industrial performance standards contained within the Eagle County Land Use Regulations. The performance standards shall be applied at the perimeter of The West End property. These performance standards shall not be applied at internal lot lines or condominium ownership boundary lines. The commercial and industrial performance standards are intended to protect people and property from the health and safety hazards associated with excessive noise, vibration, smoke, heat, glare, radiation fumes and water pollution, and from the improper storage of hazardous and non-hazardous materials. 9. Common Open Space Areas The West End Common Open Space Areas are illustrated on the PUD Site and Landscape Plans. The West End is a unique development in the commercial core of Edwards that is located directly adjacent to over 70 acres of public open space (Eagle River Preserve) that includes the Eagle River. (a) Continuina Use and Maintenance All common open space conforms to its intended use, as specified in the PUD. To ensure that all the common open space identified in the PUD will be used as common open space, certain regulations, restrictions and/or covenants are placed on the open space areas to ensure their maintenance and use. (b) Public Trails & Connections All Public Trails onsite shall be maintained through a management entity, association, or nonprofit corporation. (c) Oraanization The common open space shall be maintained through a management entity, association, or nonprofit corporation. Said organization shall manage and maintain all common open space, recreational and facilities that are not dedicated to the public, and will provide for the maintenance, administration and operation of such land and any other land within the PUD not publicly owned, and secure adequate liability insurance on the land. The association or nonprofit corporation shall be established prior to the sale of any lots or units within the PUD. Membership in the association or nonprofit corporation will be mandatory for all landowners within the PUD. 10. Impact Control The following impact restrictions shall apply to The West End PUD: 1. Wood burning devices intended for space heating and conventional wood burning open hearth fireplaces are not permitted. Gas fireplaces and fire pits shall be allowed in public and private areas. The West End - PUD Guide 9 10/23/07 The West End Edwards, CO Preliminary Plan 2. Maintenance a. All public courtyards, plazas and parking areas must be maintained in a clean and litter-free condition. 3. Fencing and/or landscaping must screen solid waste storage areas and trash containers from the highway and adjacent buildings. 4. Onsite snow removal, including trail connections, shall be the responsibility of the management entity, association, or nonprofit corporation. Snow storage areas shall be as delineated on the approved PUD Plan 11. Amendments to the PUD Guide Modification or amendments to this PUD Guide may be necessary from time to time as the development progresses through its lifecycle. In order to allow for such modifications, the PUD Guide specifies two types of modification that may occur - Major and Minor Modifications. They are as follows: 1. Minor Modifications-Minor modifications are those changes which will not alter the original project concept but which may result in minor changes in the design of the PUD. Minor Modifications include, but are not limited to: a. Internal Road Alignment, plazas, and parking locations b. Finished Floor Elevation changes. c. The addition of land uses not previously listed but determined to be similar in nature and impact to the listed uses. d. Modification to the overall site plan for engineering, surveying, or other technical purposes. Upon written request, the Community Development Director may authorize Minor Modifications. The Community Development Director shall act upon and approve any Minor Modification request within 30 days of such request. Any decision by the Community Development Director may be appealed, pursuant to Section 5-2400 of the Regulations, in writing to the Eagle County Board of Commissioners within 30 days of such decision. If not appealed within 30 days of such decision they will be deemed approved. 2. Major Modifications- Major modifications are those changes not considered to be minor modifications, and are changes that could alter the character or land use of a portion of the project. Major modifications shall include: a. Any increase in the total amount of gross floor area or the total number of dwelling units allowed within the PUD. b. Any change in land use designation within the PUD, except as provided for as a Minor Modification. c. Any addition of land into the PUD exceeding 5% of the land area at the time of approval. Major modifications shall be under the authority of the Eagle County Board of Commissioners. The Board shall hear applications for major modifications in public hearing after receiving a recommendation from the Planning Commission. The Board shall approve the modification within a reasonable timeframe if it is found to be consistent with the efficient development of the entire PUD, and does not substantially affect the enjoyment of land abutting the PUD or the public interest. 12. Home Owners Association The Declaration of Covenants, Conditions and Restrictions (the "CCR's") for the West End shall establish a Home Owner's Association to manage all common areas and provide for the maintenance, administration and operation of the common areas, parking lots, roads, trail connections as well as to provide trash and onsite snow removal. The West End. PUD Guide 10 10/23/07 The West End Edwards, CO Preliminary Plan 1. Design Review Committee- The Home Owners Association shall include a Design Review Committee that will be responsible for administering all Design Guidelines, Sign Plan and all other approvals as stated in the PUD Guide. 2. Hazardous Materials Plan- If any of the land uses proposed require the use of hazardous materials, a supplemental Hazardous Materials Contingency Plan shall be required prior to the issuance of a building permit for that type of use. 3. Written approval from the Home Owners Association is required prior to the issuance of any building permit for tenant finish or sign changes after initial occupancy, unless it falls within the guidelines of the CCR's. 13. Definitions The terms used herein shall refer to definitions provided in Article 2, Definitions, Eagle County Land Use Regulations, (the "Definitions"), unless such terms are otherwise specifically defined in this PUD Guide, as those Definitions existed at the time of approval of this PUD Guide. The following shall have the meaning as specific in this PUD Guide: Microbrewerv: A mixed-use commercial operation that processes water, malt, hops and yeast into beer or ale by mashing, cooking and fermenting. The microbrewery shall also include an on site public restaurant or bar that sells the beer and ale produced on site. The maximum brewing capacity for the microbrewery shall be 10,000 barrels per year. A barrel is equivalent to thirty on (31) gallons. The microbrewery use shall not exceed 10,000 square feet of floor area, excluding kitchens and enclosed areas for loading, trash and delivery. Conference Center: A facility used for conference and seminars, with accommodations for sleeping, food preparation and eating, recreation, entertainment, resource facilities and meeting rooms. Clinic. Medical or Dental: An establishment where patients are admitted for examination and treatment on an outpatient basis by one or more physicians, dentists, other medical personnel, psychologists, social workers, and where patients are not usually lodged overnight. Elder or Child Care Facilitv- Any facility operated for the purpose of providing care, protection and guidance to 2 or more individuals during only part of a 24-hour day. This term includes nursery schools, preschools, day care centers for individuals, and other similar uses but excludes public educational facilities or any facility offering care to individuals for a full 24- hour period. Emeraencv Care Facilitv: A facility for examining and treating patients with medical problems on an outpatient basis, including ambulatory care or similar immediate, medical service that generally requires a stay of less than 24 hours. Normal Business Hours apply to this use. Floor Area: Shall mean the sum of the gross horizontal areas of all floors of a building measured from the outside of all exterior walls, including, but not limited to, lofts, stairways, fireplaces, habitable attics, bathrooms, closets, storage areas and areas of basements which are more than 12 inches above ground. Floor area shall exclude cellars, crawl spaces, non-habitable attics, garages or areas designed for parking or loading within the building. Stairways and elevators shall count toward allowable floor area at the rate of one hundred (100) percent of the area of the stairways and elevators on the first level of habitable space and zero (0) percent of the area of the stairways and elevators on each subsequent level. The West End - PUD Guide 11 10/23/07 The West End Edwards, CO 14. Master Exhibit List (Exhibits Follow): . Master Exhibit A - Legal Description of the Property . Master Exhibit B - The West End Housing Plan and WHU Costs . Master Exhibit C - The West End PUD Agreement . Master Exhibit D - The Master Covenant for Occupancy and Resale of Eagle County Housing, and Option to Buy . Master Exhibit E - West End Site Plan, dated 10/11/07 by KTGY Group . Master Exhibit F - Approved Outdoor Seating Areas, dated 7/23/07 . Master Exhibit G - West End Landscape Plan, dated 10/11/07 by Hart Howerton The West End - PUD Guide 10/30/07 LEGAL DESCRIPTION - WEST END FILING NO.1 (EXCLUDES KEMP PROPERTY LINE AGREEMENT PARCEL) A PARCEL OF LAND LOCATED IN THE EAST HALF OF SECTION 5, TOWNSHIP 5 SOUTH, RANGE 82 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF EAGLE, STATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 5 AND CONSIDERING THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5 TO BEAR SOUTH 89043'32" EAST WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO; THENCE NORTH 89043'32" WEST, ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER OF SECTION 5, A DISTANCE OF 1370.99 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 02001 '41" WEST, A DISTANCE OF 403.75 FEET; THENCE SOUTH 69056'03" WEST, A DISTANCE OF 163.57 FEET TO A POINT ON THE NORTHERL Y RIGHT OF WAY LINE OF US HIGHWAY 6, SAID POINT BEING A POINT ON A CURVE; THENCE ALONG SAID NORTHERLY RIGHT OF WAY LINE, ALONG THE ARC OF A NON- TANGENT CURVE TO THE LEFf HAVING A CENTRAL"ANGLE OF 11039'46", A RADIUS OF 2915.00 FEET, AN ARC LENGTH OF 593.36 FEET, THE CHORD OF WHICH BEARS NORTH 59041 '24" WEST TO THE SOUTHEASTERLY CORNER OF THA T PARCEL OF LAND DESCRIBED IN DEED RECORDED IN BOOK 485 AT PAGE 726 IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE NORTH 01029'41" EAST, ALONG THE EASTERLY LINE OF SAID PARCEL, A DISTANCE OF 163.96 FEET TO A POINT ON THE NORTH LINE OF SAID SOUTHEAST QUARTER; THENCE CONTINUING NORTH 0 1 029'41" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 20.33 FEET TO THE WESTERLY END OF THE PROPERTY LINE DESCRIBED IN PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE ALONG SAID PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, THE FOLLOWING FIVE (5) COURSES: 1. SOUTH 87032'45" EAST, A DISTANCE OF 56.61 FEET; 2. SOUTH 89009'51" EAST, A DISTANCE OF 97.26 FEET; 3. SOUTH 88017'33" EAST, A DISTANCE OF 229.33 FEET; 4. SOUTH 87016'09" EAST, A DISTANCE OF 87.15 FEET; 5. SOUTH 01059'39" WEST, A DISTANCE OF 7.75 FEET TO A POINT ON SAID NORTH LINE OF THE SOUTHEAST QUARTER OF SECTION 5; THENCE SOUTH 89043'32" EAST ALONG SAID NORTH LINE, A DISTANCE OF 204.67 FEET TO THE POINT OF BEGINNING; CONTAINING A CALCULATED AREA OF 229,518 SQUARE FEET, OR 5.269 ACRES, MORE OR LESS. The West End Edwards, CO The West End - PUD Guide Master Exhibit B The West End Housing Plan and WHU Costs (see following pages) 10/23/07 THE WEST END HOUSING PLAN The West End Housing Plan (the "Housing Plan"), provided for herein. sets forth the type and number of units, occupancy requirements, sale, transfer and assignment procedures, and price limitations for the West End Deed Restricted Workforce Housing Units (the "WHUs"). This Housing Plan and The Master Covenant For the Occupancy and Resale of Eagle County Housing (the "Master Covenant") govern occupancy and resale of the WHUs. Eagle County (the "County") may. at its discretion. promulgate additional guidelines regarding the WHUs consistent with this Housing Plan. The Housing Plan controls to the extent that any inconsistencies exist. I. Definitions (a) "Qualified Buyers" are (i) natural persons meeting the eligibility requirements as defined in the Local Resident Housing Guidelines, as amended from time to time (the "Guidelines"), and/or (ii) local employers or entities purchasing units for their employees at the County's sole discretion. The County will review and provide verification of the eligibility of all Qualified Buyers to the Declarant in accordance with the Housing Plan. (b) "WHU" is a workforce housing condominium unit located on the Property, which is offered for sale to Qualified Buyers, whose occupancy, sale, assignment, or transfer are limited by the terms of the Housing Plan and this Covenant. "WHU" shall not include commercial or retail space, or any market rate residential units that may be located on the Property. (c) "Owner" is a Qualified Buyer who acquires an ownership interest in a WHU in compliance with the terms and provisions of this Covenant and the Housing Plan. Such person, persons, or entity shall be deemed an "Owner" of a WHU only during the period of such Owner's ownership interest in the relevant WHU and shall be obligated hereunder for the full and complete performance and observance of all restrictions encumbering such WHU as set forth herein during such period. (d) "Property" consists of all condominium units built on the land legally described on Master Exhibit A, attached hereto and incorporated herein by reference, and all appurtenances, improvements, and fixtures associated therewith, commonly known as The West End. The Property is subject to the Master Covenant ("Master Covenant") and the Declaration of Covenants, Conditions, and Restrictions for The West End (the "Declaration"). (e) "Declarant" means BCP-Midtown Investments II, LLC, a Colorado limited liability company, its successors and assigns. (t) Declaration. "West End HOA" means the Home Owner's Association as established by the (g) "AMI" means area median income, as published by the Department of Housing and Urban Development ("HUD"), adjusted for Eagle County, or such similar index as Eagle County uses at the time of sale of a WHU should HUD stop publishing AMI information for Eagle County. II. Material Terms I. Conflict: The specific provisions of this Housing Plan shall control and govern the requirements regarding number and type of WHUs, occupancy requirements for WHUs, sale, transfer and assignment of WHUs, and price appreciation and other re-sale procedures for WHUs. In the case of express conflict between the Housing Plan, the Guidelines, and the Master Covenant, the Master Covenant shall control The West End Housing Plan 777076.6 10/23/07 over the Housing Plan. and both shall control over the Declaration as to the WHU units, and all of the aforementioned documcnts control over the Guidelines. which shall not be recorded. In the case of express conflict between the Guidelines and the Master Covenant. the Master Covenant shall control. 2. Total Square Footage: A minimum of 30% of the total residential square footage, representing a minimum of 72 units, no less than 61.000 sq. ft., shall be sold as deed-restricted condominium units subject to the requirements set forth herein and in the Master Covenant. The final square footage shall be based on the final total square footage as provided for in the building permit issued to Declarant. 3. Location of units: 100% onsite, as depicted in the Preliminary PUD Guide, recorded herewith. 4. Sales Prices & Units: Ranging from 80% AMI to 130% AMI, asp! th~t~me_ ()fiIli!ialsal~ of _ . WHU at issue, not to exceed an average of 115% AMI. The final unit mix may fluctuate based on architectural requirements and final unit square footages. However, the minimum of 30% of the total residential square footage, 72 units, or 61,000 sq. ft. (whichever is greater) and target AMI levels as stated above shall not change without the approval of the County. Any conversion of approved square footage from commercial to residential space shall not decrease the affordable obligation set forth herein. 5. Transfer Fee: All sales of market rate residential units and individual condo-converted commercial unit sales at the Property will include a self-imposed perpetual transfer fee equal to 1.5% of the individual market-rate residential or the condo converted commercial unit sales price, which fee shall be for the benefit of a non-profit entity (the "Non-profit") created for receipt and distribution of those funds. The specific structure and requirements of the transfer fee shall by identified in a restrictive covenant imposed by the Declarant for the benefit of the Non-profit. This restrictive covenant shall be recorded prior to the recording of the Condominium Map, which shall be accomplished at time of plat approval. (a) Definition of WHU Cost: All out of pocket costs allocated or directly incurred in the construction of the WHUs. These costs will include all hard costs, soft costs, and land costs as detailed on Exhibit 1, attached hereto and incorporated herein, plus a development fee of not more than five percent of the total of these costs. (b) Declarant is entitled to recover from the transfer fee the difference between the actual WHU sales price and the 125% AMI sales price (at time of initial sale) plus any construction and sales financing costs allocable to the WHUs. These costs shall be allocable to the WHUs pursuant to Generally Accepted Accounting Principles (GAAP). Declarant may make this recovery only if it provides a summary and total of all costs and all books and records necessary to show that it has incurred costs in excess of 105% of the WHU Cost in excess of 115% AMI. The Declarant may attempt to make this showing on a per unit basis. In making this showing, the Declarant shall pay for a certified public accounting firm chosen by Eagle County to perform all procedures as Eagle County shall deem reasonably necessary to determine WHU Cost. The accounting firm shall report its findings and recommendation to the Eagle County Board of County Commissioners. The Eagle County Board of County Commissioners shall approve the recovery amount, which approval shall not be unreasonably withheld. (c) The transfer fee shall be included in the closing costs each time title to any market rate residential unit or condo-converted commercial unit is transferred. The title company shall forward the transfer fee to the Non-Profit. Up and until recovery of all WHU Costs is complete, the Non-profit shall forward the transfer fee to the Declarant within 3 days of the closing of any market rate residential or condo-converted commercial units. The Declarant shall provide an annual accounting of the transfer fee collected in a form acceptable to the Non-profit. The West End Housing Plan 777076.6 2 10/23/07 ( Deleted: of the I j 6. WHU Unit Mix and Sales Prices: As provided above in paragraph4, the sales prices for the WHUs shall range from 80% AMI to 130% AMI at the time of sale of the said WHU and shall be sold at an overall average of not more than 115% AMI. The preliminary unit mix for the WHUs is shown below and is subject to change with approval of Eagle County's Housing Director, which approval shall not be unreasonably withheld, conditioned. or delayed. AMI Unit Type Approx. Unit SF (2) # Units Est SF Price Per Unit (1) 80% Studio 600 7 4,200 $ 158,000 1 Bedrm 800 6 4,800 $ 181,000 2 Bedrm 950 0 0 $ 203,000 3 Bedrm 1050 0 0 $ 226,000 13 9,000 110% Studio 600 0 0 $ 217,500 1 Bedrm 800 15 12,000 $ 248,000 2 Bedrm 950 0 0 $ 279,500 3 Bedrm 1,050 0 0 $ 310,500 15 12,000 120% Studio 600 0 0 $ 237,000 1 Bedrm 800 3 2,400 $ 271,000 2 Bedrm 950 25 23,750 $ 305,000 3 Bedrm 1,050 4 4,200 $ 339,000 32 30,350 130% Studio 600 0 0 $ 257,000 1 Bedrm 800 0 0 $ 294,000 2 Bedrm 950 10 9,500 $ 330,000 3 Bedrm 1050 2 2,100 $ 367,000 12 11 ,600 Total Units/SF 72 62,950 Notes: (1) Prices shown are derived from the 2007 US Dept of Housing Stats. Final sales prices may be adjusted to the then currrent year (2) Unit square footages are approximate. The final unit square footages wilt range for each unit type. 7. Eligibilitv & Sales Process: (a) Initial Sale: All WHUs shall be listed for sale with the Declarant's chosen listing agent. The Declarant, the listing agent, and the County shall cooperate in good faith to sell the WHUs. The County will review all applications in accordance with the Guidelines and provide verification that the purchaser is a Qualified Buyer prior to the purchaser entering into a contract for sale of a WHU. All purchasers are advised to consult with legal counsel regarding examination of the sales materials and contracts. The retention of such counsel shall be the sole cost of the WHU purchaser. (b) Advertising the Initial Sale: For the initial sale, the WHU shall be sold in the same general manner as the market-rate units and all contracts shall be processed in the order they are received. Prospective purchasers must be pre-qualified by a lender prior to submitting a contract to purchase any WHU. The listing agent and county staff shall be available to assist interested parties with the purchase and procedures and to answer any questions about the process. (c) Purchase & Sale Agreement: The Colorado Real Estate Commission approved fonn, or another form approved by Declarant, shall be used for the initial sale of all WHUs. (d) Sales Commission: Broker commissions shall not exceed 2.0% of the gross sales price for initial sales. The West End Housing Plan 77707f,.6 3 10/23/07 (e) Submittal Requirements for Initial Sale: In conjunction with submitting a purchase and sale agreement for a WHU to the Declarant, the purchaser shall provide documentation to show residency and employment of at least 30 hours per week in Eagle County and all other requirements and documentation as may be set forth in the Guidelines. 8. Eligibilitv Limitations for Purchasing WHUs: Any legal United States resident, working in the County an average of 30 hours per week on an annual basis or earning 75% of his/her income and earnings by working in the County is eligible to purchase WHU at the Property. A WHU Owner, satisfying these criteria, who becomes disabled as determined by a state or federal agency after taking possession of a WHU. shall not lose WHU eligibility. The WHU Owner must, however. provide the West End HOA and the County with all requested documentation. Retirees (age 60 or greater) must prove 75% of their income was derived from employment in the County the five years prior to retirement. 9. Recording the Master Deed Restriction: Any purchaser of a WHU must execute, in a form satisfactory for recording with the Eagle County Clerk & Recorder, a document acknowledging the purchaser's agreement to be bound by (1) the Master Covenant. which shall run with title to each WHU in perpetuity; (2) this Housing Plan; (3) any guidelines enacted by the County relating to the occupancy, sale or transfer of workforce housing; and (4) any other document the County deems reasonably necessary to protect the integrity of the Master Covenant. 10. West End Home Owners Association (HOA): All Owners are required to join the HOA, pay dues, and abide by all rules and regulations as set forth in the West End Homeowner's Association Declaration of Covenants, Conditions, and Restrictions. Residential HOA fees shall be based on the relation of the WHU and free-market units' market value (e.g., a WHU unit valued at $200,000 shall pay no more than 30 percent of the HOA fee of a free market unit valued at $600,000) or some similar methodology designed to maintain the affordability of the WHU units as agreed to by the Eagle County Community Development and Housing Directors. II. Ongoing Management of the WHUs: Ongoing management of the terms of the Master Covenant shall be managed by Eagle County. Eagle County agrees to coordinate with the West End HOA for all matters relating to WHU Owner membership in the HOA. 12. Resale Restrictions: A Colorado licensed real estate broker, employed by or affiliated with County shall act as the transactional broker for all sales subsequent to the initial sale and shall coordinate with the West End HOA. The County shall determine whether a purchaser is a Qualified Buyer. Any person who believes he or she is a Qualified Buyer may ask the County to add their name to a waiting list of persons desiring to purchase a WHU. The County shall maintain such waiting list; such waiting list shall be comprised of the names of all persons who have asked the County to add their names to the list, and all names on the waiting list shall be selected to purchase a WHU pursuant to the criteria provided for in Guidelines or as the Eagle County Housing Director so determines. In no event shall a WHU be sold after the initial sale for an amount in excess of the "Maximum Sales Price" as defined below. (a) Maximum Sales Price. In no event shall the WHU be sold for an amount ("Maximum Sales Price") in excess of Owner's purchase price plus the percentage increase per year (non- compounded) of the average wage for Eagle County as determined by the U.S. Department of Labor. (i) If an Owner owns the WHU for only a portion of a year, the percentage increase shall be prorated quarterly and the Owner shall be given credit through the quarter in which the sale occurs. The West End Housing Plan 17'7076.6 4 10/23/07 (ii) Because there may be a delay in the publication of statistics from the U.S. Department of Labor, the calculation of Maximum Sales Price shall be based upon the most current available data. If data for the year of sale is not available then the Owner shall rely on the most current year's data that is available for purposes of calculating the Maximum Sales Price. (iii) If the U.S. Department of Labor no longer publishes the average wage for Eagle County, the Eagle County Board of County Commissioners shall identify a similar indicator from a reliable source and shall provide notice to all Owners of the change. (iv) Sample calculations and additional information concerning the Maximum Sales Price appear in the Guidelines. (b) NOTHING HEREIN SHALL BE CONSTRUED TO CONSTITUTE A REPRESENTATION OR GUARANTEE BY EAGLE COUNTY THAT ON RESALE THE OWNER SHALL OBTAIN A PARTICULAR PRICE, INCLUDING BUT NOT LIMITED TO THE MAXIMUM SALES PRICE. (c) Computation of Maximum Sales Price: (i) For the purpose of determining the Maximum Sales Price in accordance with this Section, an Owner may add to the amount specified in Paragraph 13a above, the cost of Permitted Capital Improvements as set forth in the Guidelines. (ii) Permitted Capital Improvements shall not increase the owner's base purchase price as except provided for in the Guidelines. (iii) For the purpose of determining the Maximum Sales Price in accordance with this Section, the Owner also may add to the amounts specified in paragraphs 13a, the cost of any permanent improvements constructed or installed as a result of any requirement imposed by any government agency or special assessment by a homeowners association for such permanent improvements, provided that written certification as required by the Guidelines is provided to the County. (iv) In addition to the items identified in paragraph 13a, an Owner may add actual sales costs then in effect to the Maximum Sales Price but only to the extent allowed in the Guidelines. (d) Owner's Closing Costs: Owner shall not permit any prospective buyer to assume any or all of the Owner's customary closing costs nor accept any other consideration which would cause an increase in the purchase price above the bid price so as to induce the Owner to sell to such prospective buyer. 13. Restrictions on Use and Occupancy: (a) Occupancv Requirements: Once a WHU has been purchased, it must continue to be occupied in a manner that is consistent with the Guidelines and the Master Covenant. The purchased WHU must be owner-occupied by a Qualified Buyer, who meets the requirements (in addition to any imposed by the Guidelines) as provided for immediately below. These requirements shall be monitored by Eagle County, which may require veritlcation as provided in Paragraph 14 below or as the Guidelines provide: The West End Housing Plan 777076.6 5 10/23/07 0) An employee, working in Eagle County who works an average of thirty (30) hours per week on an annual basis or earns 75% of his/her income and earnings by working in Eagle County; or (ii) A retired individual, sixty years or older, who has worked a minimum of five years in Eagle County for an average of thirty (30) hours per week on an annual basis. (iii) If title to the WHU vests by descent in a surviving spouse and/or children who are not Qualified Buyers, such surviving spouse and/or children shall have one year to become qualitied. In the event the surviving spouse and/or children are unable to become Qualified Buyers in one year then such WHU shall be listed for sale as provided in Section IV hereof including the payment of specified fees to the County. Ov) If title to the WHU is transferred or vests by descent (other than surviving spouse and children) in individuals and/or entities who are not Qualified Buyers as that term is defined herein ("Non-Qualified Transferee") the WHU shall be immediately listed for sale. a. The Non-Qualified Transferee(s) shall join in any sale, conveyance or transfer of the WHU to a Qualified Buyer and shall execute any and all documents necessary to do so; and b. The Non-Qualified Transferee(s) shall not: I) occupy the WHU; 2) rent all or any part of the WHU, except in strict compliance with applicable guidelines; 3) engage in any other business activity on or in the WHU; 4) sell or otherwise transfer the WHU except in accordance with applicable guidelines or the Master Covenant; or 5) sell or otherwise transfer the WHU for use in a trade or business. (v) In certain limited situations, upon special review and approval, title to WHUs may be held in a trust for the benefit of a natural person who is a Qualified Buyer. The Guidelines set forth the specific rules and regulations authorizing such ownership. (b) Restriction on Ownership of Multiole Prooerties: If at any time the Owner of the WHU also owns any interest alone or in conjunction with others in any developed residential property or dwelling unites). Owner agrees to immediately list said other property or unit for sale and to sell Owner's interest in such property at a sales price comparable to like units or properties in the area in which the property or dwelling unites) are located. In the event said other property or unit has not been sold by Owner within one hundred twenty (120) days of its listing, then Owner hereby agrees to list the WHU for sale pursuant to the provisions of this Housing Plan and the Master Covenant. In the case of an Owner whose business is the construction and sale of residential properties or the purchase and resale of such properties, the properties that constitute inventory in such an Owner's business shall not constitute "other developed residential property" or "dwelling unit(s)" as those terms are used in all applicable guidelines and the Master Covenant. (c) Rental Restrictions: Owner may not rent the WHU for any period of time, except in the case of an approved leave of absence as provided in Paragraph 14(d)(i) below. The requirements of this paragraph shall not preclude the Owner from sharing occupancy of the WHU with non-owners on a rental basis provided Owner continues to meet the obligations contained in this Housing Plan and the Master Covenant. 0) IN NO EVENT SHALL AN OWNER CREATE AN ADDITIONAL DWELLING UNIT AS DEFINED IN THE EAGLE COUNTY LAND USE REGULA nONS, IN OR ON THE WHU. The West End Housing Plan 777076.6 6 10/23/07 (ii) NOTHING HEREIN SHALL BE CONSTRUED TO REQUIRE THE COUNTY TO PROTECT OR INDEMNIFY THE OWNER AGAINST ANY LOSSES ATTRIBUTABLE TO THE RENTAL, INCLUDING (NOT BY WAY OF LIMIT AnON) NON-PAYMENT OF RENT OR DAMAGE TO THE PREMISES; NOR TO REQUIRE THE COUNTY TO OBTAIN A QUALIFIED TENANT FOR THE OWNER IN THE EVENT THAT NONE IS FOUND BY THE OWNER. (d) Change of orimarv residence: If the Owner changes domicile or ceases to utilize the WHU as his or her sole and exclusive place of residence. the WHU will be offered for sale pursuant to the terms of all applicable guidelines and the Master Covenant. Owner shall be deemed to have changed Owner's domicile by becoming a resident elsewhere or accepting permanent employment outside of the County. or residing in the WHU for fewer than 9 months per calendar year. (i) A leave of absence may be granted for one year subject to clear and convincing evidence that shows a reason for leaving and a commitment to return to the Eagle County area. Said evidence shall be in written form presented to Eagle County for review and recommendations 30 days prior to leaving. The leave of absence shall be for one year and may, at the discretion of Eagle County, be extended for one year. but in no event shall it exceed two years. The WHU must be rented during said year or years to residents who comply with the rental requirements established by the Guidelines. After verification and qualification of tenant(s), a copy of the executed lease shall be furnished to the County. 14. Annual Verification: No later than March I of each year the Owner of a WHU shall submit two copies of a sworn affidavit, in a form to be obtained from the County, verifying that the WHU continues to be Owner occupied in accordance with all applicable guidelines, that the Owner has full time (minimum 30 hours per week) employment in the County, and for the previous year earned a minimum of 80% of their income from full time employment in the County. The County may require backup documentation, including but limited to the following: Federal Income Tax returns; last three years returns, audited financial statement, or acceptable documentation to the County and the West End HOA; Verification of employment in the County or proof of work to satisfy the requirement: wage stubs, employer name, address and phone number, or other appropriate documentation; Landlord verification (proof of residency); Valid Colorado driver's license; Pre-qualification letter for a loan from a bank or mortgage company; Deposits for a down payment shall be verified by the holder of such funds; Any co-ownership interests other than joint tenancy in common must be approved by the County and the West End HOA; and Any other documentation which Eagle County or the West End HOA deem necessary, including but not limited to documentation that the Guidelines require. All WHUs must be Owner-occupied and cannot be offered as rental units at any time, except as provided in Paragraph 14 above. If the County or the West End HOA determines that there has been a violation of this Housing Plan, the Guidelines, or the Master Covenant, the Owner of the WHU shall be deemed to be in non-compliance in accordance with the enforcement provisions of the Master Covenant. 15. Permitted Capital Imorovements: Capital improvements are allowed and are at the discretion of the Owner. All improvements must adhere to the West End HOA Guidelines and be consistent with the County's policy on permitting capital improvements for WHUs. The West End Housing Plan 777076.6 7 10/23/07 16. Default: Any breach of any provision of this Housing Plan shall be subject to the default and remedy provisions of the Master Covenant. 17. Foreclosure: In the event of foreclosure or acceptance of a deed in lieu of foreclosure by the holder of a promissory note secured by a first deed of trust on a property, the County shall have the right to exercise a first right of refusal and option to purchase the property and the right to purchase during or after the redemption period as provided in the Master Covenant to the maximum extent provided under Colorado law. 18. Miscellaneous Provisions: All other provisions shall track with the policies of the County as provided for in the Guidelines and all applicable regulations. including the Eagle County Land Use Regulations, except as provided for in the Master Covenant or as mutually agreed to by the County and the Declarant. The West End Housing Plan 77707fl.6 8 10/23/07 . LEGAL DESCRIPTION - WEST END FILING NO.1 (EXCLUDES KEMP PROPERTY LINE AGREEMENT PARCEL) A PARCEL OF LAND LOCATED IN THE EAST HALF OF SECTION 5, TOWNSHIP 5 SOUTH, RANGE 82 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF EAGLE, STATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 5 AND CONSIDERING THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5 TO BEAR SOUTH 89043'32" EAST WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO; THENCE NORTH 89043'32" WEST, ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER OF SECTION 5, A DISTANCE OF 1370.99 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 02001'41" WEST, A DISTANCE OF 403.75 FEET; THENCE SOUTH 69056'03" WEST, A DISTANCE OF 163.57 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF US HIGHWAY 6, SAID POINT BEING A POINT ON A CURVE; THENCE ALONG SAID NORTHERLY RIGHT OF WAY LINE, ALONG THE ARC OF A NON- TANGENT CURVE TO THE LEFf HAVING A CENTRAL ANGLE OF 11039'46", A RADIUS OF 2915.00 FEET, AN ARC LENGTH OF 593.36 FEET, THE CHORD OF WHICH BEARS NORTH 59041 '24" WEST TO THE SOUTHEASTERLY CORNER OF THAT PARCEL OF LAND DESCRIBED IN DEED RECORDED IN BOOK 485 AT PAGE 726 IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE NORTH 01029'41" EAST, ALONG THE EASTERLY LINE OF SAID PARCEL, A DISTANCE OF 163.96 FEET TO A POINT ON THE NORTH LINE OF SAID SOUTHEAST QUARTER; THENCE CONTINUING NORTH 0 I 029'41" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 20.33 FEET TO THE WESTERLY END OF THE PROPERTY LINE DESCRIBED IN PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE ALONG SAID PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, THE FOLLOWING FIVE (5) COURSES: 1. SOUTH 87032'45" EAST, A DISTANCE OF 56.61 FEET; 2. SOUTH 89009'51" EAST, A DISTANCE OF 97.26 FEET; 3. SOUTH 88017'33" EAST, A DISTANCE OF 229.33 FEET; 4. SOUTH 87016'09" EAST, A DISTANCE OF 87.15 FEET; 5. SOUTH 0 I 059'39" WEST, A DISTANCE OF 7.75 FEET TO A POINT ON SAID NORTH LINE OF THE SOUTHEAST QUARTER OF SECTION 5; THENCE SOUTH 89043'32" EAST ALONG SAID NORTH LINE, A DISTANCE OF 204.67 FEET TO THE POINT OF BEGINNING; CONTAINING A CALCULATED AREA OF 229,518 SQUARE FEET, OR 5.269 ACRES, MORE OR LESS. Exhibit 1 WHU Cost (Included Costs): All costs must be market rate and reasonable. 1. LAND ACOUISITION COST 2. CONSTRUCTION COSTS General Construction General Contractor General Conditions/ProHt General Contractor (GC) Fee COC & Builder's Risk Insurance Construction Management Fee 3. SOFT COSTS Architects & Engineering Fees Other Consultant Fees Environmental Reports Permits & Fees Offsite improvements directly related to the project approval; allocation of offsite improvements to WHUs shall be on an impact and usage basis. Title Insurance. General & Administrative (Development Fee) Broker Fee / Marketing Legal Costs Wrap Insurance Soft Cost Contingency 4. FINANCING COSTS Interest During Construction Loan Origination Costs - Senior Loan Origination Costs - Subordinate Broker Fee - Senior Broker Fee - Subordinate Broker Fee - Equity The West End Housing Plan 777076.6 10 10/23/07 The West End Edwards, CO Master Exhibit C The West End PUD Agreement (see following pages) The West End - PUD Guide 10/23/07 PLANNED UNIT DEVELOPMENT AGREEMENT FOR THE WEST END PLANNED UNIT DEVELOPMENT COUNTY OF EAGLE, STATE OF COLORADO AGREEMENT NUMBER: FILE NO. PDSP-00025; ZC-00087 WHEREAS, on or about May 21 st , 2007, the County of Eagle, State of Colorado, accepted for filing an application submitted by Midtown Group, LLC (hereinafter "Applicant") for approval of a Planned Unit Development SketchlPreliminary Plan and Zone Change for the West End Planned Unit Development, File No. PDSP-00025 and ZC-00087; and WHEREAS, the Applicant requested approval of the West End PUD Guide (the "PUD Sketch/Preliminary Plan") and Zone Change that would allow the creation of a mixed use PUD on approximately 5.4 acres (5.4 total: 3.44 ac on "Havener" parcel; 1.96 ac on "Kemp" parcel) in Edwards (see attached Master Exhibit "A"); and WHEREAS, the Applicant has proposed a mixed use PUD, comprised of 113 free- market residences, 72 onsite local resident-employee housing units totaling no less than 61,000 sq. ft., and approximately 85,000 sq. ft. of commercial retail-office space; and WHEREAS, pursuant to Article 5-240.F.3.h items (1) through (4) of the Eagle County Land Use Regulations, the Eagle County Board of Commissioners finds that the following shall set forth the performance section of this Planned Unit Development Agreement. NOW THEREFORE, in consideration for approval ofthe Sketch/Preliminary Plan for PUD, and the promises, covenants, and agreements to be kept and performed by the parties hereto, it is agreed as follows: 1. Previous Representations Binding: All material representations the Applicant has made in this application, including but not limited to representations in the West End Housing Plan, the West End PUD Guide, this West End PUD Agreement, and in public hearings shall be adhered to and considered conditions of approval. Specific representations shall prevail over general representations, and representations in the West PUD Guide, West End PUD Agreement, and West End Housing Plan shall govern over oral representations, with that order of priority should any conflicting representations exist. Page 1 of 7 2. BoCC Site Plan Review At Final Plat And Subsequent Minor Modifications: All building exteriors must utilize non-reflective finish materials (other than windows) and colors designed for consistency with the surrounding natural landscape; bright finish colors are prohibited. Final architectural designs shall minimize massing through articulation and visual breaks. The North-East comer of Building 2 and the North-West comer of Building 1 (those comers facing the interior main courtyard) shall be open-air style (similar to retractable entrance at Ray's in Edward's Crossing) on the first floor commercial if leased to restaurants and similar uses. Final materials, colors, architecture, and site plans, including parking, shall be subject to review and approval by the Board of County Commissioners of Eagle County (the "BoCC") at the hearing for Final Plat, such approval not to be unreasonably withheld. BoCC approval for final materials, colors, architecture, site, and parking plans may be modified with the agreement of Eagle County Community Development Staff. Any such modification must preserve the general intent of the original approval. 3. Offsite Easements: The Applicant must obtain all offsite easements that Eagle County deems necessary regarding the Eagle River Preserve prior to scheduling a hearing for Final Plat approval by the BoCC. 4. Property Line Resolution: The property line between the Kemp parcel and Eagle River Preserve must be resolved to the satisfaction of Eagle County prior to scheduling a hearing for Final Plat approval by the BoCC and prior to recording the Master Covenant for Sale and Occupancy of Eagle County Housing. 5. Trail Construction Obligations: Trail construction plans (for the Eco Trail running parallel to HWY 6 from The West End development to the intersection ofHwy 6 and Edwards Spur Rd.) shall be included with the construction drawings required for Final Plat. The plans shall specify the type and thickness of materials to be used for the path. These materials must be approved by ECO Trails prior to scheduling a hearing for Final Plat approval by the BoCC. 6. Dust Suppression: A dust suppression plan must be prepared by the Applicant and approved by the Eagle County Environmental Health Department prior to obtaining a grading permit. The plan shall be kept onsite and implemented at all times during construction. The plan must identify who can be contacted to abate dust issues, and the responsible individual must be available on 24-hour call, 7-days per week. Abatement must occur immediately upon written or oral notification or a fine of $500 per day will be imposed. The Applicant or its agents shall maintain dust suppression equipment on site at all times. Eagle County has the right, in its sole discretion, to suspend any activity, including grading, pending suppression of dust that obscures or reduces visibility on adjacent public roads. 7. Storm Water Management: The Applicant shall prepare a storm water management plan approved by the Eagle County Engineering and Environmental Health Departments prior to obtaining a grading permit. Page 2 of 7 8. Bus Shelters: The Applicant shall construct a bus pull-off and a shelter on the north side of Highway 6. The pull-off shall be constructed according to AASHTO standards and the shelter to reasonable specifications provided by ECO Transit. In addition, the Applicant shall improve the existing transit stop on the South side ofHwy 6. These improvements must include, but are not limited to, a bus-shelter expansion and an improved bus pull off, not to exceed $25,000. 9. Roundabout: The Applicant shall design the roundabout at the entrance to the Eagle River Preserve. This design shall be approved by the Eagle County Engineering Department. The design shall reflect the roundabout be constructed in two phases. In the first phase, the plans shall call for a one-lane roundabout to include all utility relocation to support the future two-lane roundabout. The Applicant shall pay for all construction costs associated with first phase, one-lane roundabout. In the second phase, the roundabout shall be expanded outward to a two-lane roundabout. With the exception of the initial design costs, the Applicant shall not pay for any second-phase costs, including any costs for right- of-way acquisition or utility relocation. If the Applicant must relocate utilities during the first phase of construction, the Applicant shall relocate all such utilities in a manner that does not require further relocation during the second phase of construction; such relation costs shall be reasonable. The Applicant shall pay for all utility relocation required for the first phase, including any irrigation needed to maintain landscaping within the roundabout. Eagle County will apply for the CDOT access permit, but the Applicant shall be named as the permittee. The roundabout shall be fully constructed prior to expiration of the Colorado Department of Transporation's temporary access permit. The Applicant shall maintain pedestrian access and landscaping constructed as part of this paragraph to Eagle County's satisfaction for so long as a government entity does not provide for maintenance of similar properties throughout the Edwards area. 10. Pedestrian Access: Within 30-days of building permit issuance, the Applicant shall escrow $150,000 with Eagle County, or provide an alternative form of collateral approved by the Eagle County Attorney's Office including bond collateral, for construction of an at-grade pedestrian crosswalk servicing the bus shelters on the North and South sid~ of Highway 6 or other such traffic improvements as Eagle County deems appropriate in its sole discretion if an at -grade crosswalk is not approved. If the Applicant receives approval from the Colorado Department of Transportation for an at-grade pedestrian crosswalk, the Applicant shall design and construct this crosswalk, drawing down the above-mentioned escrow or collateral, including all required traffic signals, medians, and landscaping; such design shall be subject to County approval, approval not to be unreasonably withheld. Should such an at-grade crosswalk be completed prior to Temporary Certificate of Occupancy, consistent with the approved plans and to Eagle County's reasonable satisfaction, any unspent amount from the $150,000 escrow or collateral shall be refunded to the Applicant. If the crosswalk is not constructed prior to TCO or within two years of issuance of preliminary plan approval, then the $150,000 shall be paid to Eagle County, which may spend that amount on traffic improvements in Edwards in its discretion. The Applicant shall maintain pedestrian access and landscaping constructed as part ofthis paragraph to Eagle County's satisfaction for so long as a government entity does not provide for maintenance of similar properties throughout the Edwards area. Page 3 of 7 11. Housing Plan; Sales Prices For Affordable Housing And HOA Dues: The Applicant agrees to comply with the West End Housing Plan attached hereto. Compliance with this plan satisfies the Applicant's obligation to build Local Resident Housing, as defined therein. The initial sales prices of the affordable housing units in the Applicant's housing plan shall reflect AMI levels for the year or quarter (as available) in which certificate of occupancy for the respective unit is issued. These initial sales prices shall be determined pursuant to the Department of Housing AMI data, adjusted for Eagle County. Presales may be adjusted to reflect AMI levels at the time of issuance of Certificate of Occupancy. HOA fee structure shall be subject to review and approval by the County Attorney or Housing Director, such approval not to be unreasonably withheld, conditioned or delayed. 12. Preserve Landscaping: The design and implementation for contouring and landscaping of the Eagle River Preserve shall be subject to Eagle County's review and approval, not to exceed $250,000; the Applicant shall pay for all such reasonable design and landscaping. Eagle County will assist in acquiring fill dirt needed for The West End-Eagle River Preserve improvements. 13. Transportation Sales Revenue Assessment: The Applicant agrees to participate in an assessment administered by the Edwards Area Metro District, or other appropriate agency, based on gross sales revenue in an amount and timeframe set by the Edwards Area Metro District. This amount shall not exceed .5% (50 basis points) oftotal gross sales on The West End retail and services (excluding office), unless merchants representing 75 percent of gross sales revenue in the Edwards "Core" area, as defined by July 2007 Edwards Civic Improvement Workshop, agree or are required to participate, in which event no percentage limit shall apply. Monies from this assessment shall be allocated exclusively to off-site, multi-modal transportation improvements in the greater Edwards Metro area. 14. Application to Successors in Interest: All conditions and PUD terms shall apply to any assigns and successors in interest to the Applicant; all conditions and PUD terms shall be interpreted expansively to the benefit of Eagle County and its citizens. 15. Hotels And Fractional Ownership Prohibited: No hotels, motels, fractional-fee estates, vacation clubs, or other short-term occupancy arrangements on a fee basis shall be allowed. 16. Limitation As To Banks And Real Estate Offices: Banks shall be limited to a total of 10,000 square feet on the ground floor; no more than 2 banks are permitted. Real estate offices shall be limited to a total of9,000 square feet on the ground floor. No more than 3 real estate offices--one per building and each no more than 3,000 feet on the ground floor-shall be permitted. 17. Fees Paid At Time Of Building Permit: All fees shall be paid by the Applicant at the time of building permit, unless otherwise expressly provided in Eagle County's Land Use Regulations. All road impact fees generated by the affordable housing reflected in the Applicant's Housing Plan shall be waived. Page 4 of 7 18. Review of CCRs by Eagle County: The Applicant's declaration of covenants, conditions, and rules ("CCRs") shall be recorded at the time of Final Plat approval; the CCRs shall be reviewed by the Eagle County Attorney's Office at the hearing for Final Plat. 19. General Provisions: The following shall apply to all PUD Improvements, including off-site improvements, set forth in this Agreement and related documents: i. Severability: Each provision of this Agreement and any other related documents shall be interpreted so as to be valid under applicable law. If any provision herein, or related hereto, is found to be invalid by a court of competent jurisdiction, such provision shall be ineffective without invalidating the remaining provisions of such subsection or document. 11. Amendment: The parties hereto agree that this Agreement, and any of the documents related hereto may be amended from time to time. All amendments must be in writing and signed by the BoCC and the Applicant or its successors. 111. Binding on Successors: Pursuant to the foregoing, this Agreement shall inure to the benefit of and be binding on the parties hereto, their respective successors, and assigns. IV. Sole Responsibility of Applicant Prior to County Acceptance: It is further agreed and understood that at all times prior to the completion and acceptance of the off-site PUD Improvements set forth in this Agreement and the SIA by the County, each of said improvements not accepted as complete shall be the sole responsibility and charge of the Applicant. Approval of said improvements by the County shall not be unreasonably withheld, conditioned, or delayed. When it is necessary to allow the general public to utilize the roadways under construction by the Applicant, traffic control and warning devices shall be placed upon such roadways by the Applicant in accordance with the Manual on Uniform Traffic Control Devices for Streets and Highways as prepared by the U.S. Department of Transportation, Federal Highway Administration. v. No Rights To Third Parties: This Agreement conveys no rights to third parties. It does not grant any right to claim damages or to bring any lawsuit, action, or other proceeding against the County or its officers, agents, employees because of any breach hereof or because of any terms, covenants, agreements, or conditions contained herein. VI. Enforcement: At its sole option, the County may enforce provisions of this Agreement and any related documents pursuant to the remedies available under the Eagle County Land Use regulations, as amended from time to time, or as otherwise provided by law. V11. Notice: Notice required pursuant to the terms of this Agreement shall be deemed given on the day that the same is placed in the United States Mail, postage prepaid, certified or registered mail, return receipt requested. The address for notice is as follows: Page 5 of 7 Eagle County Eagle County Attorney's Office P.O. Box 850 500 Broadway Eagle, CO 81631 (970) 328-8685 Applicant Midtown Group 601 Blake Street, 3rd Floor Denver, CO 80202 IN W~EREOF, the parties hereto have executed this Agreement this 180 day of DO ,2007. EAGLE COUNTY DEPARTMENT OF COMMUNITY DEVELOPMENT, Colorado By and Through Its BOARD OF COUNTY COMMISSIONERS By: Clerk to the B id of County Commissioners Applicant: MIDTOWN GROUP, LLC, a Colorado limited liability corporation By: Name Title Page 6 of 7 LEGAL DESCRIPTION. WEST END FILING NO.1 (EXCLUDES KEMP PROPERTY LINE AGREEMENT PARCEL) A PARCEL OF LAND LOCATED IN THE EAST HALF OF SECTION 5, TOWNSHIP 5 SOUTH, RANGE 82 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF EAGLE, STATE OF COLORADO, BEING MORE P ARTICULARL Y DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 5 AND CONSIDERING THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5 TO BEAR SOUTH 89043'32" EAST WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO; THENCE NORTH 89043'32" WEST, ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER OF SECTION 5, A DISTANCE OF 1370.99 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 02001'41" WEST, A DISTANCE OF 403.75 FEET; THENCE SOUTH 69056'03" WEST, A DISTANCE OF 163.57 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF US HIGHWAY 6, SAID POINT BEING A POINT ON A CURVE; THENCE ALONG SAID NORTHERLY RIGHT OF WAY LINE, ALONG THE ARC OF A NON- TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 11039'46", A RADIUS OF 2915.00 FEET, AN ARC LENGTH OF 593.36 FEET, THE CHORD OF WHICH BEARS NORTH 59041 '24" WEST TO THE SOUTHEASTERLY CORNER OF THA T PARCEL OF LAND DESCRIBED IN DEED RECORDED IN BOOK 485 AT PAGE 726 IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE NORTH 01029'41" EAST, ALONG THE EASTERLY LINE OF SAID PARCEL, A DISTANCE OF 163.96 FEET TO A POINT ON THE NORTH LINE OF SAID SOUTHEAST QUARTER; THENCE CONTINUING NORTH 0 I 029'41" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 20.33 FEET TO THE WESTERLY END OF THE PROPERTY LINE DESCRIBED IN PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE ALONG SAID PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, THE FOLLOWING FIVE (5) COURSES: I. SOUTH 87032'45" EAST, A DISTANCE OF 56.61 FEET; 2. SOUTH 89009'51" EAST, A DISTANCE OF 97.26 FEET; 3. SOUTH 88017'33" EAST, A DISTANCE OF 229.33 FEET; 4. SOUTH 87016'09" EAST, A DISTANCE OF 87.15 FEET; 5. SOUTH 01059'39" WEST, A DISTANCE OF 7.75 FEET TO A POINT ON SAID NORTH LINE OF THE SOUTHEAST QUARTER OF SECTION 5; THENCE SOUTH 89043'32" EAST ALONG SAID NORTH LINE, A DISTANCE OF 204.67 FEET TO THE POINT OF BEGINNING; CONTAINING A CALCULATED AREA OF 229,518 SQUARE FEET, OR 5.269 ACRES, MORE OR LESS. The West End Edwards, CO Master Exhibit D The Master Covenant for Occupancy and Resale of Eagle County Housing, and Option to Buy (see following pages) The West End - PUD Guide 10/23/07 MASTER COVENANT FOR THE OCCUPANCY AND RESALE OF EAGLE COUNTY HOUSING IN EVENT OF DEF AUL T OR INITIATION OF FORECLOSURE, NOTICE MUST BE PROVIDED TO THE DECLARANT, THE WEST END HOA, AND THE COUNTY PURSUANT TO THE TERMS OF THIS COVENANT, THE REFERENCED OPTION TO BUY, ATTACHED HERETO AS EXHIBIT I. AND eR.S. 38-38-101 ET. SEQ. THIS MASTER COVENANT FOR OCCUPANCY AND RESALE OF EAGLE COUNTY HOUSING (the "Covenant") is made and entered into this ,~~< '1' day of If'C,l,, ,2007, by BCP- MIDTOWN INVESTMENTS II, LLC, a Colorado limited liability company (together with its successors and assigns "Declarant") and is enforceable by EAGLE COUNTY, COLORADO, or its designee (the "County") as and to the extent set forth herein. RECITALS: This Covenant is made with reference to the following facts: A. Declarant owns the real property legally described in "Master Exhibit A" attached hereto and incorporated herein (the "Real Property"). For the purposes of this Covenant, the Real Property and all appurtenances, improvements, and fixtures associated therewith shall hereinafter be referred to as the "Property" . B. Declarant desires to develop the Real Property for retail, office and residential uses (the "Project") in accordance with and as more particularly described in the West End PUD Guidelines, and the West End PUD Agreement. C. The County has promulgated the Local Resident Housing Guidelines (the "Guidelines") as amended from time to time, which govern development, eligibility and transfer of Local Resident Housing. D. In conjunction with development of the Project, Declarant has committed to provide the greater of 72 units or 30% of the net residential square footage as "WHUs", as that term is defined in this Covenant, in accordance with and as more particularly described in the West End Housing Plan (the "Housing Plan"), which is attached hereto as Master Exhibit B and incorporated herein by reference, and subject to the procedures set forth in the Guidelines. The Project also is planned to include market rate residential units that are not WHUs and are not subject to the restrictions imposed by this Covenant. E. In conjunction with the development of the Project, Declarant will record a Declaration of Covenants, Conditions, and Restrictions (the "Declaration") and a Condominium Map (the "Map") for the Project. The WHU's will be identified on the Map, will be subject to the terms of the Declaration and the restrictions in this Covenant, and will fully satisfy the Project commitments and obligations with respect to the provision of workforce housing units. F. There is a demonstrated need for affordable housing for residents of the County and this Covenant restricting the acquisition and transfer of WHUs to "Qualified Buyers", as defined in this Covenant, supports the health, safety, and welfare of the citizens of the County. G. Declarant wishes to restrict the acquisition or transfer of the WHUs to Qualified Buyers as set forth in the Housing Plan. In addition, the Declarant intends that this Covenant shall constitute a resale restriction setting forth the maximum sales price for which the WHUs may be sold, the amount of appreciation, and the terms and provisions controlling the resale of the WHUs. Finally, by this Covenant, 775087.5 Declarant restricts the WHUs against use and occupancy inconsistent with this Covenant in accordance with the terms of the Housing Plan. NOW, THEREFORE, in consideration of the foregoing, Declarant hereby represents, covenants, and agrees as follows: 1. Definitions: (a) "Qualified Buyers" are (i) natural persons meeting the eligibility requirements as defined in the Guidelines, or (ii) local employers or entities purchasing units for their employees at the County's sole discretion. The County will review and provide verification of the eligibility of all Qualified Buyers to the Declarant in accordance with the Housing Plan. (b) "WHU" is a workforce housing unit located on the Property, which is offered to Qualified Buyers, and whose occupancy, sale, assignment, or transfer are limited by the terms of the Housing Plan and this Covenant. WHUs shall not include commercial or retail space, or any market rate residential units that may be located on the Property. (c) "Owner" is a Qualified Buyer who acquires an ownership interest in a WHV in compliance with the terms and provisions of this Covenant and the Housing Plan. Such person, persons, or entity shall be deemed an Owner of a WHU only during the period of such Owner's ownership interest in the relevant WHU and shall be obligated hereunder for the full and complete performance and observance of all restrictions encumbering such WHU as set forth herein during such period. 2. Development of the WHUs: In connection with development of the Project, Declarant shall provide the greater of 72 units or 30% of the net residential square footage within the Project at final completion (but in any event no less than 61,000 sq. ft.) as WHUs in accordance with the unit mix and sales price provisions of the Housing Plan. Declarant shall record the Map, which shall identify and legally describe each of the WHUs. Recording of the Map shall automatically and without requirement of further action constitute a release of all portions of the Property other than the WHUs designated as such on the Map, such that only the individual WHUs remain encumbered by this Covenant. Until such time as the Map is recorded, this Covenant shall run with and bind the entire Property. Upon Declarant's written request, the County shall promptly execute a written instrument acknowledging the foregoing release, which instrument Declarant may cause to be recorded at any time after recording of the Map. 3. Transfer of Declarant's Rights: Within 30 days after title to all WHU s has been transferred to the initial Qualified Buyers, Declarant shall execute an assignment to the County of all Declarant's rights under this Master Covenant pertaining to the WHVs in such form as approved by the County. Declarant shall transfer no rights under the Declaration. 4. Restrictions on Owner's Use, Occupancy, and Re-Sale of the WHUs: (a) The use and occupancy of the WHUs shall be limited to housing for Qualified Buyers and their families as set forth in the Housing Plan and Guidelines with the following exceptions: (i) A WHU may be held by County in the event of foreclosure or as permitted by this Covenant and the Guidelines. (ii) The WHUs may be held from time to time by certain districts or governmental entities as permitted under a separate intergovernmental agreement with the County. 775087.5 2 (b) Re-Sale of WHU s: In the event that an Owner desires to sell a WHU, the Owner shall sell to a Qualified Buyer and shall comply with and follow the procedures establishing the amount of appreciation and other re-sale procedures as set forth in the Housing Plan. 5. Breach of Covenant for Violation of Use. Occupancy or Transfer Restrictions: (a) Any remedy for a breach of this covenant by an Owner or a Qualified Buyer is specifically enforceable by the County and its Board of County Commissioners, and their respective successors and assigns, as applicable. (b) Sale or Transfer to a non-Oualified Buyer or Violation of Resale Restrictions: (i) If title to a WHU vests in any party who is not a Qualified Buyer (i.e. a non- qualified transferee as that term is defined in the Housing Plan), the terms of this Covenant that may require sale or other relief shall govern. (ii) If a WHU is sold or conveyed in violation of the Housing Plan, the Guidelines or this Covenant, such sale or conveyance shall be void ab initio and shall confer no title whatsoever upon the purported buyer. Each and every conveyance of a WHU, for all purposes, shall be deemed to include, incorporate, and be made subject to the covenants herein contained, even without reference therein to this Covenant. (c) Violation of Use or Occupancy Restrictions: If a violation of this Covenant is discovered, the County shall follow the procedures set forth below and any additional consistent procedures provided for in Eagle County Land Use Regulations in effect at the time of violation: (i) Upon discovery of a violation, the County shall give written notice to the West End HOA. Not less than 15 days after issuing notice to the West End HOA, the County may inspect a WHU between the hours of 8:00 a.m. and 5:00 p.m. Monday through Saturday upon no less than 24 hours written notice to the Owner to investigate such alleged violation. For purposes of this paragraph only, notice of hearing or inspection to the Owner shall be provided by posting notice on the front door of the WHU a minimum of 24 hours in advance of the compliance hearing or inspection. (ii) Upon completion of the hearing and inspection, the County may issue a written finding that there has been a violation of this Covenant or the Guidelines, and that the Owner of the WHU has breached this Covenant. If the Owner does not cure the breach in 60 days, the County may elect to assess penalties against the Owner. Penalties which the County may assess against the Owner include, but shall not be limited to, eliminating resale gain, requiring sale of a WHU, assessing penalties and seeking remedies set forth in the Eagle County Land Use Regulations or the Guidelines then in effect. (iii) In addition to any of the elective remedies enumerated above, in the event of a violation of this Covenant by an Owner, his or her heirs, successors, or assigns, the Maximum Sales Price of a WHU as defined and set forth in the Housing Plan shall, upon the date of such breach as determined by the County cease to increase, and shall remain fixed until the date of cure of said violation. (d) Remedy: If an Owner fails to cure any violation of this Covenant, the Housing Plan, or the Guidelines, the County may pursue any and all available legal action, including, but not limited to, filing a complaint seeking specific performance of this Covenant or a mandatory injunction requiring the sale of a 775087.5 3 WHU by the Owner. The costs of such sale shall be taxed against the proceeds of the sale with the balance being paid to the Owner. 6. Seniority of Covenant: Any interest in or lien upon a WHU acquired by any person or entity shall be subject and subordinate to the covenants and restrictions set forth in this Mater Covenant. 7. Violation of Covenant in the Case of Default Under a Promissory Note or Foreclosure: (a) Owner shall not default in payment or other obligations due or to be performed under a promissory note secured by a first deed of trust encumbering a WHU. Owner must notify the County, in writing, of any notification received from a lender, or its assigns, of past due payments or default in payment or other obligations due or to be performed under a promissory note secured by a first deed of trust, as described herein, within five calendar days of Owner's notification from lender, or its assigns, of said default or past due payments. (b) Upon default by the Owner under the terms and provisions of any deed of trust or mortgage on an Owner's WHU, the County may, in its sole discretion, offer loan counseling or distressed loan services to the Owner, if any of these services are availableAny time after default the County is entitled to require the Owner to sell the WHU to avoid the commencement or continuance of any foreclosure proceeding against the WHU. If the County determines that sale of the WHU is necessary to avoid the foreclosure process, County may require and Owner shall immediately execute a standard listing contract on forms approved by the Colorado Real Estate Commission with the County, providing for a 30- day listing period. At that time, the Owner shall deposit with the County an amount equal to one half percent (Y2 %) of the estimated value of the Unit. If the Owner is unable to pay the one half percent (Y2%) at the time of listing, the same shall be paid at the time of closing at the County's sole discretion. If a sales contract has not been executed within the initial 30-day period, the Owner shall extend the listing period for an additional 180 days, provided such extension does not conflict with the statutory rights of any secured creditors. The County shall promptly advertise the WHU for sale by competitive bid to Qualified Buyers. At the time of closing, the Owner shall pay to the County in addition to the one half percent (Y2%) paid at the time of listing an additional one and one-half percent (1 Y2 %), for a maximum fee of two percent (2%) of the actual sales price. In the event of a listing of the WHU pursuant to this Paragraph 7b, the County is entitled to require the Ownerto accept the highest of any qualified bids which satisfies the Owner's financial or other obligations due under the promissory note secured by a first deed of trust and deed of trust in favor of the County as described herein, and to sell the WHU to such qualified bidder. In accordance with the Guidelines and the Housing Plan, the County may in its sole discretion elect to purchase a WHU under this paragraph 7b for rental or for sale to a Qualified Buyer. Upon default of Owner, as provided in Paragraphs 7a and 7b, the County shall have the right, in its sole discretion, to cure the default or any portion thereof. In such event, the Owner shall be personally liable to the County for past due payments made by the County together with interest thereon at the rate specified in the promissory note secured by the deed of trust, plus one percent (1 %) in addition to the interest rate identified in the promissory note and all actual expenses of the County incurred in curing the default. The Owner shall be required by the County to execute a promissory note on commercially reasonable terms acceptable to County and secured by deed of trust encumbering the WHU in favor of the County for the amounts expended by the County as specified herein, including future advances made for such purposes. The County shall be entitled to all rights and remedies under the deed of trust including the right of foreclosure. The Owner may cure the default and satisfy its obligation to the County under this subparagraph at any time prior to execution of a contract for sale, upon such reasonable terms as specified by the County. Otherwise, Owner's indebtedness to the County shall be satisfied from the Owner's proceeds at closing. 7750H7.5 4 8. Option to Buy; Release and Waiver of Restrictions on WHUs: (a) In the event that a holder of a first deed of trust or mortgage on a WHU becomes the record owner of such WHU by way of a deed in lieu of foreclosure, a public trustee's confirmation deed, or a sheriff's confirmation deed, the County has an Option to Buy such WHU from such record owner. Upon becoming the record owner of such WHU, such person or entity shall provide written notice thereof to the County as provided in the notice requirement set forth in Exhibit 1, Option to Buy, attached hereto. Upon receipt of such notice, the County the right to exercise its Option to Buy as provided in said Exhibit 1. (b) The County agrees to release and waive the deed restrictions and other covenants set forth herein, in favor of the holder of a first deed of trust or mortgage pertaining to a foreclosed WHU, if and . only (i) said holder (including assigns of the holder) of a first deed of trust or mortgage becomes the record owner of a WHU by way of deed in lieu of foreclosure, public trustee's confirmation deed or sheriff's confirmation deed; and (ii) the County fails to exercise its Option to Buy the WHU as set forth in Exhibit 1 hereto and as provided in paragraph 6(d) hereof. At the time a Qualified Buyer acquires the WHU, the County agrees to execute and record a subordination agreement with the holder of a first deed of trust or mortgage, subordinating the County's rights under this Master Covenant, including but not limited to the deed restrictions applicable to the WHU, to said first deed of trust or mortgage. 9. If the County or its assigns exercises the Option to Buy and acquires title to a WHU as set forth in Exhibit 1, the County or its assigns may thereafter sell the WHU to a Qualified Buyer or rent the WHU in accordance with the terms of the Housing Plan or Guidelines. 10. Covenant Runs with the Land. Declarant and all subsequent Owners ofWHUs, and all other parties with an interest in title to the WHUs hereby acknowledge or are deemed to acknowledge by virtue of recordation of the deed by which such Owner takes title to the WHU that this Covenant shall constitute a covenant running with the WHUs, as a burden thereon, and shall be specifically enforceable by the County, its Board of County Commissioners, the West End HOA, and their respective successors and assigns, as applicable, by any appropriate legal action including but not limited to specific performance, injunction, reversion, or eviction. 11. Notices. Any notice, consent, or approval that is required to be given hereunder shall be given by mailing the same, certified mail, return receipt requested, properly addressed and with postage fully prepaid, to any address provided herein or to any subsequent mailing address of the parties indicated below as long as prior written notice of the change of address has been given to the all parties as indicated. Said notices, consents and approvals shall be sent to the following addresses unless otherwise notified in writing: To Declarant: BCP Midtown Investments II, LLC 601 Blake Street, 3rd Floor Denver, CO 80202 To West End HOA: c/o Midtown Group 601 Blake Street, 3rd Floor Denver, CO 80202 To Eagle County: Eagle County Housing Department 775087.5 5 Post Office Box 179 Eagle, CO 81631-0179 and Eagle County Attorney Post Office Box 850 Eagle, CO 81631 To an Owner: To the address set forth in the records of the Eagle County Tax Assessor for purposes of mailing tax bills. 12. Dispute Resolution. There is hereby reserved to the Declarant, the County, the West End HOA, and their respective successors and assigns any and all remedies provided by law for breach of this Covenant or any of its terms. In any dispute, each party shall bear its own costs and fees. The exclusive forum for any dispute resolution shall be the Eagle County District Court. 13. Severability. Whenever possible, each provision of this Covenant and any other related document shall be interpreted in such a manner as to be valid under applicable law; but if any provision of any of the foregoing shall be invalid or prohibited under said applicable law, such provisions shall be ineffective to the extent of such invalidity or prohibition without invalidating the remaining provisions of such documents. 14. Choice of Law. This Covenant and each and every related document are to be governed and construed in accordance with the laws of the State of Colorado. 15. Successors. Except as otherwise provided herein, the provisions and covenants contained herein shall inure to and be binding upon the respective heirs, successors and assigns of the Declarant and the County. 16. Section Headings. Paragraph or section headings within this Covenant are inserted solely for convenience or reference, and are not intended to, and shall not govern, limit or aid in the construction of any terms or provisions contained herein. 17. Waiver. No claim of waiver, consent or acquiescence with respect to any provision of this Covenant shall be valid against the Declarant and the County except on the basis of a written instrument executed by both the Declarant and the County. However, the party for whose benefit a condition is inserted herein shall have the unilateral right to waive such condition. 18. Gender and Number. Whenever the context so required herein, the neuter gender shall include any or all genders and vice versa and the use of the singular shall include the plural and vice versa. 19. Personal Liability. By taking title to any WHU, each Owner agrees that he or she shall be personally liable for compliance with the applicable terms and conditions of this Covenant. 20. Further Actions. The Declarant and the County agree to execute such further documents and take such further actions as may be reasonably required to carry out the provisions and intent of this Covenant or any Covenant or document relating hereto or entered into in connection herewith. 21. Modifications. The Declarant and the County agree that any modifications of this Covenant shall be effective only when made by writings signed by both parties and recorded with the Clerk and Recorder of Eagle County, Colorado. After assignment and assumption of Declarant's rights pursuant to Section 3 of 775087.5 6 this Covenant, the County reserves the right to amend this Covenant unilaterally where deemed necessary to effectuate the purpose and intent of this Covenant, and where such unilateral action does not materially impair an Owner's rights or any lender's rights under this Covenant. The Declarant and the County agree to modify this covenant as necessary to comply with lending requirements imposed by Fannie Mae and other similar lending entities. 20. Perpetuities Savings Clause. If any of the terms, covenants, conditions, restrictions, uses, limitations, obligations or options created by this Covenant or any of its Exhibits shall be unlawful or void for violation of: (a) the rule against perpetuities or some similar statutory provision, (b) the rule restricting restraints on alienation, or (c) any other statutory or common law rules imposing like or similar time limits, then such provision shall continue only for the period of the lives of the current duly elected and seated Eagle County Commissioners, their now living descendants, if any, and the survivor of them, plus twenty- one (21) years. IN WITNESS WHEREOF, the parties hereto have executed this instrument on the day and year above first written. BCP-MIDTOWN INVESTMENTS II, LLC, A Colorado limited liability company: By: Title: STATE OF ) )ss: ) COUNTY OF The foregoing instrument was acknowledged before me this day of ,2007, by as of BCP-Midtown Investments II, LLC. Witness my hand and official seal. My commission expires: Notary Public 775087.5 7 ACCEPT ANCE BY EAGLE COUNTY The Foregoing Deed Restriction Covenant for the Occupancy and Resale of Eagle County Housing and its terms are hereby adopted and declared by Eagle County. EAGLE COUNTY, COLORADO A body corporate and politic by and through its Board of County Commissioners BY~~~~ Arn M. Menconi, C airman ;J..I)O'~ STATE OF COLORADO ) ) ss: COUNTY OF EAGLE ) The foregoing instrumttnt \Vas acknowledged before me this)' '~aay of;: ,0 (~;d-, '--, 2007, by , A~i, ChairnfatyEkg-le 'County Board of County Commissioners. ,.i(l '.<{ l J ( ,,t i , ! I Witness my hand and official seal. My commission expires: /;.' /1 >, ;' " I ( , / i d' 1 ( I /~ C ( i {{ .tft {I Notary Public,.' j #.... NANCY F~ :~lGHT NOTAR'{ PUHLlC STATE OF CO:_ORADO MYC;;;~;;;;';;7"i:;r;;;s 12/18/2010 775087,5 8 EXHIBIT 1 OPTION TO BUY If the holder (or holder's assigns) of a promissory note secured by a first deed of trust on a WHU acquires title to said WHU by deed in lieu of foreclosure or by confirmation deed from the public trustee or sheriff, Eagle County (or its assigns) shall have the option to purchase the Property which shall be exercised in the following manner: A. Notice. The Owner and the holder shall give such notice to the County as is required by law or as required in the Master Covenant. Said notice shall be sent by certified mail, return receipt requested, and addressed as follows: Housing Department Eagle County Post Office Box 179 Eagle, CO 81631 and Eagle County Attorney Post Office Box 850 Eagle, CO 81631 B. Option to buy. The County or its assigns shall have (sixty) 60 days after receipt of notice by Eagle County, as provided for in paragraph A above, of the public trustee's or sheriff's confirmation deed or deed in lieu of foreclosure in which to exercise this Option to Buy. 1. In the event of foreclosure and issuance of a public trustee's or sheriff's confirmation deed, County may exercise its Option to Buy by tendering to the Transferee of such deed or its assigns, in cash or certified funds, the redemption price that would have been required to redeem from such transferee as if the County were the next redemptioner entitled to redeem under Colorado law, and any additional reasonable costs incurred by said transferee during the option period directly related to the foreclosure. 11. In the event of a deed in lieu of foreclosure, the County may exercise its Option to Buy by tendering to the Transferee of the deed in lieu of foreclosure or its assigns, in cash or certified funds, an amount equal to the amount due on the note, secured by the deed of trust or mortgage, and any additional reasonable costs incurred by said transferee during the option period. C. Title. Upon receipt of the option price, the Transferee shall deliver to the County or its assignee a special warranty deed, conveying the subject WHU to the County or its assignee. The Transferee shall 775087.5 9 convey only such title to the subject WHU as the Transferee obtained by way of the foreclosure or by deed in lieu of foreclosure. The Transferee shall not create or participate in the creation of any additional liens or encumbrances against the subject WHU following the Transferee's acquisition of title to the subject WHU. The Transferee shall not be liable for any of the costs of conveyance to the County or its assignee. D. Release. Upon notice to the County of a Transferee's acquisition of title to the subject WHU, the County or its assigns shall have sixty (60) days in which to exercise the option to buy by notifying the Transferee in writing of its intent to exercise the option. In the event that the County does not notify the Transferee in writing of its intent to exercise the option to buy as set forth herein, the County's Option to Buy and the Master Covenant recorded at Reception Number in the records of the Clerk and Recorder of Eagle County, Colorado shall be automatically released only with respect to the WHU which is the subject of said Option to Buy as of the sixty-first day after notice to Eagle County, as provided for above. It is the intent of the County that the Option to Buy and the referenced Master Covenant be terminated automatically upon the failure of the County to provide written notice of its intent to exercise its option to buy to the Transferee, whether such failure is intentional or unintentional, and that such termination will be effected without the necessity of any affirmative action on the part of the Transferee and without the necessity of recording a release of such Master Covenant. It is agreed that this section D shall not result in a release of the Master Covenant from the WHU that are not the subject of foreclosure or deed in lieu of foreclosure and nothing contained herein shall require County to release and waive its ability to enforce the Master Covenant in the event of foreclosure of a lien in second or subsequent position or in the event of a deed in lieu of foreclosure of a lien in second or subsequent position. E. Perpetuities Savings Clause. If any of the terms, covenants, conditions, restrictions, uses, limitations, obligations or options created by this Option to Buy shall be unlawful or void for violation of (1) the rule against perpetuities or some analogous statutory provision, (2) the rule restricting restraints on alienation, or (3) any other statutory or common law rules imposing like or similar time limits, then such provision shall continue only for the period of the lives of the current duly elected and seated Board of County Commissioners of Eagle County, Eagle, Colorado, their now living descendants, if any, and the survivor of them, plus twenty-one (21) years. F. Successors and Assigns. Except as otherwise provided herein, the provisions and covenants contained herein shall inure to and be binding upon the heirs, successors and assigns of the parties hereto. G. Modifications. The parties hereto agree that any modification to this Option to buy shall be effective only when made by writings signed by all parties and recorded with the Clerk and Recorder of Eagle County, Colorado. 775087.5 10 LEGAL DESCRIPTION - WEST END FILING NO.1 (EXCLUDES KEMP PROPERTY LINE AGREEMENT PARCEL) A PARCEL OF LAND LOCATED IN THE EAST HALF OF SECTION 5, TOWNSHIP 5 SOUTH, RANGE 82 WEST OF THE SIXTH PRINCIPAL MERIDIAN, COUNTY OF EAGLE, STATE OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE EAST QUARTER CORNER OF SAID SECTION 5 AND CONSIDERING THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5 TO BEAR SOUTH 89043'32" EAST WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO; THENCE NORTH 89043'32" WEST, ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER OF SECTION 5, A DISTANCE OF 1370.99 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 02001 '41" WEST, A DISTANCE OF 403.75 FEET; THENCE SOUTH 69056'03" WEST, A DISTANCE OF 163.57 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY LINE OF US HIGHWAY 6, SAID POINT BEING A POINT ON A CURVE; THENCE ALONG SAID NORTHERLY RIGHT OF WAY LINE, ALONG THE ARC OF A NON- TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 11039'46", A RADIUS OF 2915.00 FEET, AN ARC LENGTH OF 593.36 FEET, THE CHORD OF WHICH BEARS NORTH 59041 '24" WEST TO THE SOUTHEASTERLY CORNER OF THAT PARCEL OF LAND DESCRIBED IN DEED RECORDED IN BOOK 485 AT PAGE 726 IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE NORTH 01029'41" EAST, ALONG THE EASTERLY LINE OF SAID PARCEL, A DISTANCE OF 163.96 FEET TO A POINT ON THE NORTH LINE OF SAID SOUTHEAST QUARTER; THENCE CONTINUING NORTH 0 I 029'41" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 20.33 FEET TO THE WESTERLY END OF THE PROPERTY LINE DESCRIBED IN PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, IN THE RECORDS OF THE EAGLE COUNTY CLERK AND RECORDER; THENCE ALONG SAID PROPERTY LINE AGREEMENT RECORDED UNDER RECEPTION NO. 200606039, THE FOLLOWING FIVE (5) COURSES: I. SOUTH 87032'45" EAST, A DISTANCE OF 56.61 FEET; 2. SOUTH 89009'51" EAST, A DISTANCE OF 97.26 FEET; 3. SOUTH 88017'33" EAST, A DISTANCE OF 229.33 FEET; 4. SOUTH 87016'09" EAST, A DISTANCE OF 87.15 FEET; 5. SOUTH 01 059'39" WEST, A DISTANCE OF 7.75 FEET TO A POINT ON SAID NORTH LINE OF THE SOUTHEAST QUARTER OF SECTION 5; THENCE SOUTH 89043'32" EAST ALONG SAID NORTH LINE, A DISTANCE OF 204.67 FEET TO THE POINT OF BEGINNING; CONTAINING A CALCULATED AREA OF 229,518 SQUARE FEET, OR 5.269 ACRES, MORE OR LESS. Master Exhibit B: West End Housing Plan and WHU Costs (see following pages) 775087.5 12 The West End Edwards, CO Master Exhibit E West End Site Plan (see following pages) The West End - PUD Guide 10/23/07 ~!f:. ~ aJt~ g :)1_,. 0,0.'. i: i . ~ C::iV? 01~' >- v' 0i~, I-l~:~~ ~I~' ~ o " I \ o 0 Z 0 W ~ o f- ...J (/) 0 wU ~ ~ <( w ~ I 0 ~Ll.J Q. ~ ::::J ,. o ~ ~,. Z ~ o l- e I ~ ~ ~ c( z i ~~ ::::i LU It: a.. 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O' ~'l' '" l O~:lr illlll I o oQ o..~" ZO!::>N~ UJO 01*0 ...J O! 00 lnO<-'~~ UJU z~9 :> . ~::;o ;>jg 05~ UJO! <( t- ~:::l o "':> I '> - ",!Q > < ,,::> ~ 0 ~ ~9 w I z ~ a.. w t- ii') -' <: a.: =:l t- V w l::: :J: v ~I ~! .s The West End Edwards, CO Master Exhibit F Approved outdoor seating areas (see following pages) The West End - PUD Guide 10/23/07 Approved Outdoor Seating Areas Approved commercial outdoor seating area locations are shown below. Outdoor seating areas must be adjacent to commercial space. Seating areas adjacent to retail space that are located on the large plaza facing the Eagle River Preserve shall be limited to 20' (twenty feet) from the ground level exterior base of the building protruding out into the plaza. The south side of Building 1 and the north side of Building 3 (not including the octagon area of Building 3) shall be limited to 10' (ten feet) from the ground level exterior base of the building protruding out into the sidewalk. All other areas as shown on the Exhibit shall be limited to 6' (six feet) from the ground level exterior base of the building protruding out into the sidewalk. All seating areas shall be delineated with approved temporary barriers that can be removed for cleaning, snow removal, etc. All outdoor seating areas and barriers must be approved in writing by The West End Design Review Committee prior to installation and use. t.lJ' '" ,;,y~ -~~Q"-/ t"f .;;,,, CROS~ .fft ~ '. i' ~ .fj if! i~;~1 ~ ~7f.' lANOS(;ArellJr,flI , ......~. N .....~..~__ "........ --.--.... '" , c.', .. ElliHHI Denotes Seating Areas around the Buildings {l' "~ C' eJ' , ?l ,~ ~ The West End Edwards, CO Master Exhibit G West End Landscape Plan (see following pages) The West End - PUD Guide 10/23/07 il I I t i I o I '; E I I ~e- I U(: ~-& f ::~ ~ I ~ ~ I ~ ~ ! ~ 2 ih I ~ S ! ~~ J ~; - I I I I I I I I I I I I I I I I I / I '-__ ____ I -t----- f ~8 ~ d lib. . ill < . 'l: . I Ii I I ' I I' I I f'l ~ i ! Iii! 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