09-26-2005 CSC LAND LLC MEMORANDUM OF UNDERSTANDINGMEMORANDUM OF UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING is entered into between TOWN
OF AVON ("the Town"), a municipal corporation, and CSC LAND, LLC ("CSC"), a Colorado
limited liability company as of sqk <'&. atP , 2005;
RECITALS
In 1996, the Town Council of the Town adopted Ordinance No. 96-17 establishing
Planned Unit Development zoning and development standards ("PUD") for a project now known
as The Gates at Beaver Creek ("the Project"), which PUD was later amended by Ordinance No. 98-
6 and by Ordinance No. 04-20. In connection with Ordinance No. 04-20 (the "Ordinance"), CSC
and the Town further approved and executed a Development Agreement for the Project (the
"Agreement"). On August 18, 2005, CSC was notified by the Town that a default occurred under
the Agreement as a result of failure of CSC to maintain an active building permit on a schedule that
would result in issuance of a certificate of occupancy within two years of the effective date of the
Ordinance. CSC was further notified of cancellation of the building permit for the Project.
At regular meeting of the Town Council on September 13, 2005, a motion was
passed temporarily reinstating the building permit for a period of 90 days; provided, no
construction shall occur under the permit until guaranteed funding to complete the Project is
demonstrated and an amendment to the Agreement is agreed to by way of zoning amendment.
In connection with the amendment of the Agreement, the areas which will be under
discussion include: 1) agreement to a new construction schedule with significant benchmarks and
milestones of progress, including the erection of steel, without the allowance of exceptions; 2)
confirmation of payment of a separate $100,000 Employee Housing Impact Fee to mitigate the
Project's impact on employee housing needs, apart from a $250,000 cash restoration bond or letter
of credit, the latter bond or letter of credit to be posted upon approval of the zoning amendment by
the Town Council and the same to remain posted until issuance of a certificate of occupancy; 3)
clarification of the type of unit mix (timeshare, fractional ownership and whole ownership; 4) any
need for recalculation of the Timeshare Amenities Fee, based upon the unit mix and projected
financial impacts of the Project; and 5) extension of the vesting period and deadline for completion
of the Project.
UNDERSTANDING OF THE PARTIES
1. CSC will file an application for amendment of the PUD and the Ordinance,
which application will include a summary of the changes it and the Town desire to the Agreement.
That application will be processed by the Town in the normal course, pursuant to provisions of the
Avon Municipal Code, as amended.
2. At the same time, the parties will enter into negotiation of an amendment to the
Agreement, as it relates to the Project, which negotiations will take into consideration the input of
the Planning and Zoning Commission, the Town Council and the public and will be entered into at
the sole and absolute discretion of the Town Council. An amendment to that Agreement will not
DMWEST #6150827 v3
be entered into unless and until the Town Council is satisfied as to deposit of a $250,000 cash
restoration bond, the guarantee of funding sufficient to cover all expenses necessary to complete
the Project and the revised terms of a PUD amendment and adopts an ordinance amending the
PUD and the Ordinance, including those items listed above in the Recitals.
3. If the foregoing conditions are not met within 90 days or by December 13, 2005,
the building permit shall expire. Such 90-day period may be extended in the sole and absolute
discretion of the Town Council to accommodate delays in the normal course of processing the
application during the upcoming holiday season.
4. The Town will reinstate the building permit during the 90-day period (as and if
extended), subject to the condition that no new construction shall occur under the permit until
guaranteed funding to complete the Project is demonstrated and an amendment to the Agreement is
agreed to by way of zoning amendment. CSC may complete the foundation work required to
satisfy express conditions in the building permit per the last inspection and to backfill the entire site
with soil to a depth sufficient to protect the already placed footings from frost.
CSC will reimburse the Town all costs incurred by the Town in association with
the above, including but not limited to legal fees charged by the Town Attorney and any charges
for financial modeling, the same to be paid on an ongoing basis within 30 days of receipt of an
invoice and no less frequently than at the time of filing of the application for amendment and, if the
amendment is approved, before resumption of construction and each inspection.
TOWN OF ON
By.
s
~l
U it
ATTEST
T
APPROVED AS TO
Tow
n Attorney
I
DMWEST #6150827 v3
CSC LAND LLC, a Colorado limited liability company
By: JMJCSC LP, a Texas limited partnership, its manager
By: JMJ129 West, LLC, a Texas limited
liability company, its genera r
By:
`-Timoth . Barton, er
STATE OF TEXAS
COUNTY OF DALLAS
The foregoing instrument was acknowledged before me on this day of
, 2005 by Timothy L. Barton, as manager of JMJ129 West, LLC, a Texas
limite liability company, as general partner of JMJCSC LP, a Texas limited partnership, as
manager of CSC Land LLC, a Colorado limited liability company.
[SEAL] " 1.QQ"nna
Not y Public, State of Texas
JO ANN T1LLUM SMrM
Alatary Public
Sate of Texas
My Commission Expires
July 18, 20tI6
[Signature Page to Memorandum of Understanding]
DMWEST #6150827 v3
CERTIFICATION OF TAX LEVIES for NON-SCHOOL Governments *
* School governments must use forms provided by the Colorado Department of Education (303) 866-6600.
TO: County Commissioners of Eagle County, Colorado. The Board of Directors
(governing board)
of the Avon Metropolitan District hereby certifies the following mill levies to be extended upon the
(name of local government)
GROSSI assessed valuation of $ 148,701,600 Submitted this date: December 13, 2005
PURPOSE LEVY REVENUE
1. General Operating Expenses [This includes
fire pension, unless fire pension levy is voter-
approved; if so, use Line 7 below.] mills $
2. (Minus) Temporary Property Tax Credit/
Temporary Mill Levy Rate Reduction,
39-1-111.5, C.R.S. < > mills $ < >
IF THE CREDIT DOES NOT APPLY TO the General Operating Expenses levy
PLEASE INDICATE HERE THE LEVY TO WHICH THE CREDIT APPLIES
SUBTOTAL mills $
3- General Obligation Bonds and Interest
[Special districts must certify separately for each
debt pursuant to 32-1-1603, C.R.S.; see Page 2 of
this form. If bond levy ended last year, enter date/name]. 3.283 mills $ 488,187
4. Contractual Obligations Approved At
Election mills
5. Capital Expenditures [These revenues are not
subject to the statutory property tax revenue limit if
they are approved by counties and municipalities
through public hearings pursuant to 29-1-301(1.2)
C.R.S. and for special districts though approval from
the Division of Local Government pursuant to 29-1-
302(1.5) C.R.S. or for any entity if approved at
election.] mills $
6. Refunds/Abatements [if the gov't.entity is in more
than one county, the levy must be uniform throughout the
entity's boundaries]. mills
7. Other (specify): mills $
TOTAL 3.283 mills $ 488,187
NOTE: Certification must be carried to three decimal places only.
NOTE: If you certify to more than one county, you must certify the same levy to each county.
NOTE: If your boundaries extend into more than one county, please list all counties here:
Counties:
Contact person:
(print) r
f~7
Signed
Send stye completed copy
Colorado0 l}3v)rIdyl
oi
A
'A
A
j As repprfe&l y County
f
Form DLG'•T0,(rey /a3).--•
`0_
Daytime
phone: (970) 748-4055
Title: Board President
Prm to the Division of Local Government (DLG), Roont 521, 1313 Sherman Street, Denver,
it to the Board(s) of County Cornunissioners. Questions? Call DLG at (303) 866-2156.
in trial certification of valuation; use NETAssessed Valuation to calculate any levy.
Page 1 of 2
CERTIFICATION OF TAX LEVIES, continued
THIS APPLIES ONLY TO TITLE 32, ARTICLE 1 SPECIAL DISTRICTS THAT LEVY TAXES
FOR PAYMENT OF GENERAL OBLIGATION DEBT (32-1-1603 C.R.S.). Special Districts must
certify separate mill levies and revenues to the Board of County Commissioners, one each for the funding
requirements of each debt (32-1-1603, C.R.S.) Use additional pages as necessary. Total of all levies should
be recorded on Page 1, Line 3.
CERTIFY A SEPARATE MILL LEVY FOR EACH BOND OR CONTRACT:
BONDS:
1. Purpose of Issue:
Water System
Series:
Avon Metropolitan District G. O. Refunding Bonds, Series 2001
Date of Issue:
February 1, 2001
Coupon Rate:
4.00% - 4.20%
Maturity Date:
November 1, 2010
Levy:
3.283
Revenue:
488.187
2. Purpose of Issue:
Series:
Date of Issue:
Coupon Rate:
Maturity Date:
Levy:
Revenue:
CONTRACTS:
3. Purpose of Contract:
Title:
Date:
Principal Amount:
Maturity Date:
Levv:
Revenue:
4. Purpose of Contract:
Title:
Date:
Principal Amount:
Maturity Date:
Levy:
Revenue:
Form DLG 70 (rev 7/03) Page 2 of 2
CERTIFICATION OF TAX LEVIES for NON-SCHOOL Governments X
* School governments must use.forms provided by the Colorado Department of Education (303) 866-6600.
TO: County Commissioners of Eagle County, Colorado. The Town Council
(governing board)
of the Town of Avon hereby certifies the following mill levies to be extended upon the
(name of local government)
GROSSI assessed valuation of $ 168,906,640 Submitted this date: December 13, 2005
PURPOSE LEVY REVENUE
1. General Operating Expenses [This includes
fire pension, unless fire pension levy is voter-
approved; if so, use Line 7 below.] 8.956 mills $ 1,512,728
2. (Minus) Temporary Property Tax Credit/
Temporary Mill Levy Rate Reduction,
39-1-111.5, C.R.S. < > mills $ < >
IF THE CREDIT DOES NOT APPLY TO the General Operating Expenses levy
PLEASE INDICATE HERE THE LEVY TO WHICH THE CREDIT APPLIES
SUBTOTAL
8.956 mills
$ 1,512,728
'
General Obligation Bonds and Interest
[Special districts must certify separately for each
debt pursuant to 32-1-1603, C.R.S.; see Page 2 of
this form. If bond levy ended last year, enter date/name].
4.383 mills
$ 740,318
4.
Contractual Obligations Approved At
Election
mills
$
5.
Capital Expenditures [These revenues are not
subject to the statutory property tax revenue limit if
they are approved by counties and municipalities
through public hearings pursuant to 29-1-30](1.2)
C.R.S. and for special districts though approval from
the Division of Local Government pursuant to 29-1-
302(1.5) C.R.S. or for any entity if approved at
election.]
mills
$
6.
Refunds/Abatements [if the gov't.entity is in more
than one county, the levy must be uniform throughout the
entity's boundaries].
m111S
$
7.
Other (specify):
mills
$
TOTAL
13.339 mills
$ 2,253,046
NOTE: Certification must be carried to three decimal places only.
NOTE: If you certify to more than one county, you must certify the same levy to each county.
NOTE: If your boundaries extend into more than one county, please list all counties here:
Counties:
Contact person: Daytime
(print) tt;C vVright phone: (970) 748-4055
Signed: Title: Mayor
Send one completed copy oft/iis forrnt,ao the DivisiJ of Local Government (DLG), Room 521, 1313 Sherman Street, Denver,
Colorado 8203 vhettyou'submit it 1. the Board(s) of County Commissioners. Questions? Call DLG at (303) 866-2156.
I As reported by County Assessor in ` mal certification of valuation; use NET Assessed Valuation to calculate any levy.
Form DLG 70 (reb,7/03); - Page 1 of 2
CERTIFICATION OF TAX LEVIES, continued
THIS APPLIES ONLY TO TITLE 32, ARTICLE 1 SPECIAL DISTRICTS THAT LEVY TAXES
FOR PAYMENT OF GENERAL OBLIGATION DEBT (32-1-1603 C.R.S.). Special Districts must
certify separate mill levies and revenues to the Board of County Commissioners, one each for the funding
requirements of each debt (32-1-1603, C.R.S.) Use additional pages as necessary. Total of all levies should
be recorded on Page 1, Line 3.
CERTIFY A SEPARATE MILL LEVY FOR EACH BOND OR CONTRACT:
BONDS:
1. Purpose of Issue:
Series:
Date of Issue:
Coupon Rate:
Maturity Date:
Levy:
Revenue:
2. Purpose of Issue:
Series:
Date of Issue:
Coupon Rate:
Maturity Date:
Levy:
Revenue:
CONTRACTS:
3. Purpose of Contract:
Title:
Date:
Principal Amount:
Maturity Date:
Levy:
Revenue:
4. Purpose of Contract:
Title:
Date:
Principal Amount:
Maturity Date:
Levy:
Revenue:
Form DLG 70 (rev 7/03) Page 2 of 2