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HomeMy WebLinkAboutbocc.ord.038.2025 AN EMERGENCY ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, APPROVING THE DEED RESTRICTIONS FOR THE ASPEN BASALT AND MOUNTAIN VALLEY MOBILE HOME PARKS AND CONFIRMING PITKIN COUNTY’S CONTRIBUTION TOWARDS THE PARKS OF THREE MILLION TWO HUNDRED FIFTY THOUSAND DOLLARS ORDINANCE NO. 038-2025 RECITALS WHEREAS, pursuant to 30-35-301 C.R.S., the Board of County Commissioners (“BOCC”) of Home Rule Counties is authorized to make and publish ordinances for carrying into effect or discharging the powers and duties conferred upon such counties by law and as seems necessary, and; WHEREAS, pursuant to Section 2.8.2 of the Home Rule Charter (“HRC”), BOCCs are authorized to take official action by Emergency Ordinance for certain matters where action is prescribed pursuant to the Colorado Revised Statutes as amended, and; WHEREAS, Pitkin County has a long history of funding and supporting affordable community housing, and; WHEREAS, to support the acquisition, construction, conservation, conversion, and creation of additional affordable housing, Pitkin County voters approved a new Affordable and Workforce Housing property tax of 1.5 Mils with first collections beginning in 2025, and; WHEREAS, the Pitkin County BOCC wishes to fund the preservation of affordable housing through the application and investment of the housing property tax dollars, and; WHEREAS, contributing towards the preservation of existing housing units and adding a deed restriction to ensure permanent affordability is an allowable use of the property tax, and; WHEREAS, the Pitkin County BOCC recognizes the critical role that mobile home parks play in providing affordable housing options for the local workforce of Pitkin County, and; WHEREAS, the Pitkin County BOCC recognizes that resident ownership of mobile home parks is a proven strategy to preserve long-term housing affordability, improve housing security, and empower residents through cooperative governance, and; WHEREAS, Thistle ROC and the residents of the Aspen Basalt and Mountain Valley Mobile Home Parks (the “Parks”) are currently under contract to purchase the Parks and convert them into resident-owned communities, consistent with the goals of the Colorado Mobile Home Park Act and local affordable housing objectives, and; WHEREAS, local governments, private businesses, and individuals together have committed a total of SIXTEEN MILLION DOLLARS towards the purchase of the Parks, and; Ordinance No. 038-2025 WHEREAS, Pitkin County’s Affordable and Workforce Housing funds were appropriated as part of the 2025 budget appropriation and are available for this purpose, and; WHEREAS, Pitkin County BOCC approved a grant agreement with West Mountain Regional Housing Coalition for the purpose of supporting the tenants of the Aspen Basalt Mobile Home Park and the Mountain Valley Mobile Home Park in purchasing the Parks, and; WHEREAS, the Grant Agreement states that West Mountain Regional Housing Coalition may not release Pitkin County’s funds until the Pitkin County BOCC has reviewed and approved the terms of a deed restriction known as the Affordable Housing Declaration of Restrictive Covenant (the “Deed Restriction”) designed to ensure that the Parks remain as affordable housing options, and; WHEREAS, the Deed Restrictions that will encumber the land of both Parks are attached hereto as Exhibit A and made a part of this Ordinance by this reference, which sets forth the Pitkin County BOCC’s approval to grant THREE MILLION TWO HUNDRED AND FIFTY THOUSAND DOLLARS ($3,250,000.00) to West Mountain Regional Housing Coalition to be used solely for the purposes of supporting the mobile home park tenants in purchasing and owning their Parks, and; WHEREAS, the BOCC finds that adoption of this ordinance is necessary for the immediate preservation of the public health, safety and welfare of the citizens of Pitkin County and therefore declares this ordinance and legislation to be effective immediately pursuant to HRC Section 2.8.2. NOW, THEREFORE, BE IT ORDAINED by the Board of County Commissioners of Pitkin County, Colorado that it hereby adopts an Emergency Ordinance approving the Affordable Housing Declaration of Restrictive Covenants, attached as Exhibit A, that will encumber the lands at the Aspen Basalt Mobile Home Park and the Mountain Valley Mobile Home Park and authorizes the Chair or the Chair’s designee to sign the Ordinance and upon the satisfaction of the County Attorney as to form, execute any other associated documents necessary to complete this matter. Ordinance No. 038-2025 INTRODUCED, READ AND ADOPTED AS AN EMERGENCY ORDINANCE ON THE 25TH DAY OF SEPTEMBER 2025 AND SET FOR CONFIRMATORY PUBLIC HEARING ON THE 8TH DAY OF OCTOBER 2025. NOTICE OF CONFIRMATORY PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE EMERGENCY ORDINANCE PUBLISHED IN THE ASPEN DAILY NEWS ON THE 25TH DAY OF SEPTEMBER 2025. NOTICE OF CONFIRMATORY PUBLIC HEARING AND THE FULL TEXT OF THE EMERGENCY ORDINANCE POSTED ON THE OFFICIAL PITKIN COUNTY WEBSITE www.pitkincounty.com ON THE 25TH DAY OF SEPTEMBER 2025. CONFIRMED AT A CONFIRMATORY PUBLIC HEARING ON THE 8TH DAY OF OCTOBER 2025. POSTED BY TITLE AND SHORT SUMMARY ON THE OFFICIAL PITKIN COUNTY WEBSITE www.pitkincounty.com AFTER ADOPTION, ON THE 16TH DAY OF OCTOBER 2025. PUBLISHED BY TITLE AND SHORT SUMMARY, AFTER CONFIRMATORY PUBLIC HEARING, IN THE ASPEN DAILY NEWS ON THE 16TH DAY OF OCTOBER 2025. ATTEST: BOARD OF COUNTY COMMISSIONERS By _________________________ By: _____________________________ Sam Engen Kelly McNicholas Kury, Chair Clerk to the Board Date: ______________ APPROVED AS TO FORM: MANAGER APPROVAL By:___________________________ By:_________________________________ Richard Neiley, III Jon Peacock, County Manager County Attorney Form Revised 01/15/2025 Sep-26-2025 AFFORDABLE HOUSING DECLARATION OF RESTRICTIVE COVENANT FOR THE ASPEN-BASALT MOBILE HOME PARK, EAGLE COUNTY, COLORADO This Affordable Housing Declaration of Restrictive Covenant for the Aspen-Basalt Mobile Home Park, Eagle County, Colorado (this "Restrictive Covenant") is made as of __________________________, 2025 ("Effective Date"), by Aspen Basalt Homeowner’s, Inc., a Colorado nonprofit corporation, hereinafter referred to as “Declarant.” RECITALS: WHEREAS, Declarant is the owner of that certain real estate located in the County of Eagle, State of Colorado, and legally described in Exhibit A attached hereto and incorporated herein by this reference (the "Property"); and WHEREAS, the following parties have provided grants and loans (collectively, the “Funding”) to the West Mountain Regional Housing Coalition (“West Mountain”) to facilitate Declarant’s purchase of the Property: Board of County Commissioners of Pitkin County, Colorado (“Pitkin County”); Eagle County Housing and Development Authority (“Eagle County”); City of Aspen, Colorado; City of Glenwood Springs, Colorado; Town of Snowmass Village, Colorado, Town of Basalt, Colorado, and the Town of Carbondale, Colorado (collectively, the “Local Governments”); WHEREAS, as a condition of the Funding and pursuant to the Loan Agreement dated as of the Effective Date (the "Loan Agreement"), accompanying Promissory Note (“Note") secured by a Deed of Trust ("Deed of Trust") recorded or to be recorded in the real estate records of the County of Eagle, State of Colorado for the benefit of West Mountain and the Local Governments, Declarant is obligated to provide this Restrictive Covenant. WHEREAS, it is a condition of the Funding and Loan Agreement that the Declarant create a valid and enforceable covenant running with the Property to ensure that the Aspen-Basalt Mobile Home Park Community ("Community") remain a resident-owned manufactured home community dedicated to serving the needs of Owners (defined below) that qualify as both: (a) Local Workforce (as defined herein); and (b) Income Qualified (as defined herein); and further, that the operation of the Community is structured in such a manner to allow for rental rates for the Lots (defined below) within the Community to remain at affordable rates for the residents of the Community; and further, to permit Owners at the time of the execution of this Deed Restriction to remain in the Community without confirmation of their status as Local Workforce and Income Qualified. WHEREAS, each of the Local Governments, or an affiliate of a Local Government, is a member of West Mountain; and to create a consolidated point of enforcement of this Restrictive Covenant, West Mountain shall be the primary entity for monitoring and enforcing this Restrictive Covenant; however, the Local Governments and Donors shall have a separate ability to exercise the rights and restrictions under this Restrictive Covenant in the event West Mountain fails to timely enforce or is unable to enforce any restriction herein for any reason. WHEREAS, Declarant intends, declares and covenants that the regulatory and restrictive Exhibit A covenants set forth herein governing the use of the Community described and provided for herein shall be and are hereby made covenants running with the Property and are intended to be and shall be binding upon the Declarant and all subsequent Owners of Homes within the Community for the stated term of this Restrictive Covenant, unless and until this Restrictive Covenant is released and terminated in the manner hereafter described. NOW, THEREFORE, in consideration of the foregoing Recitals, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Declarant hereby declares that the Property shall hereafter be held, sold, and conveyed, mortgaged, and encumbered subject to the following covenants, restrictions, and conditions, all of which shall be covenants running with the land, and which are for the purposes of ensuring that the Homes or Lots remain available for purchase and lease by such persons as set forth herein and which covenants, restrictions, and conditions shall be binding on all parties having any right, title, or interest in the Property, or any part thereof, and their heirs, successors, and assigns. SECTION 1. DEFINITIONS The following words, when used in this Restrictive Covenant, shall have the following meanings and the use of capitalization or lower-case letters in reference to the following terms shall have no bearing on the meanings of the terms: Area Median Income (“AMI”) means the median annual household income for Eagle County, as adjusted by household size, and published annually by the Colorado Housing Finance Agency (“CHFA”) Employment Area means Eagle, Pitkin and Garfield Counties and that portion of Gunnison County situated within the Roaring Fork River Drainage and including Edwards, Eagle, Gypsum, Vail, the unincorporated No Name area in Garfield County east of Glenwood Springs west to, Parachute, Aspen, Basalt, Carbondale, El Jebel, Glenwood Springs, Marble, Meredith, New Castle, Redstone, Rifle, Snowmass, Snowmass Village and Woody Creek. Home means a manufactured home placed upon a Lot within the Community. HUD means the U.S. Department of Housing and Urban Development. Income Qualified means an annual household income at or below two-hundred percent (200%) of the AMI. Listing Date means the date a Home is first made available for Sale or any subsequent date that the Terms are materially modified in the Sale activities. In the event of a marketing effort listing a Home for Sale, the Listing Date shall be the date of the first marketing of the Home for Sale. Listing Date shall mean, for purposes of a Lot Lease, the date the Lot is made available for lease or, if the Lot was not being marketed for Lease, the date the Declarant receives a bona fide third-party offer to lease the Lot. Local Employer means an employer who provides services primarily in the Employment Area, including the State of Colorado or the United States government. Local Workforce means a person who is a qualified resident working at least 1400 hours per year for, or retired from, Local Employer(s). To qualify as a “retired,” such person must have worked for any Local Employer(s) for the immediate 10 years preceding retirement and be at least 65 years of age. Lot Lease means the leasing of a Lot to an Owner in order for the Owner to place and occupy a Home on the Lot. Lot means a physical lot on which the Homes are placed and which are leased to individuals through Lot Leases. Member means any owner of a cooperative interest in Declarant. Owner means the record owner at any time taking and holding fee simple title to a Home. Owner Occupied means that the Qualified Owner or Owner who resides at the Home a minimum of nine (9) months per calendar year. Priority Period means the first sixty (60) day period following any Listing Date. Qualified Owner means a member of the Local Workforce that is Income Qualified. Right to Purchase Loan means the first right of refusal of West Mountain to acquire the debt or other senior lien position of a Senior Lender in the event such Senior Lender intends to commence a Senior Foreclosure action against the Property. Sale means any proposal for the sale of a Home with an intent to Transfer the Home to a third party where the Home shall remain on the Lot. Sale shall include, but is not limited to, listing a Home for sale on a marketing platform such as Facebook, Craigslist, a multi listing service (MLS), placing a "for sale" sign on or about the Home, soliciting or accepting any bona fide offers to purchase a Home, or any other method for attempting to Transfer a Home to a third-party. Senior Foreclosure means any foreclosure or deed-in-lieu action taken against the Property or Declarant by a Senior Lender. Senior Lender means any lender holding a deed of trust or similar lien position superior to this Restrictive Covenant and the Deed of Trust. Short-Term Rental means any agreement for the leasing, rental, license, use, or any other right of occupancy of a Home for thirty (30) days or less; except, however, does not include a post-closing occupancy agreement of less than thirty (30) days entered pursuant to a contract to buy and sell the Home. Terms means the terms and conditions of a proposed Sale of a Home. For those Sales involving the marketing of a Home for Sale, the Terms shall be the purchase price, time periods and conditions set forth in solicitation materials. For those Sales involving a bona fide third-party offer, the Terms shall be as set forth in the written third-party offer. Transfer or Transferred means any sale, assignment, transfer, or conveyance that is voluntary, involuntary, or by operation of law, of a beneficial ownership interest in a Home and/or Lot. Transfer does not include (i) a lien or other security instrument to secure financing; (ii) conveyance during the Owner’s lifetime to a spouse or for estate planning purposes to a revocable living trust, family limited liability company, or similar entity wholly controlled by an Owner whose lineal descendants, parents, and siblings are the sole and exclusive beneficiaries; and (iii) a transfer of title upon the death of an Owner by devise or descent to any legally recognized heir. In the event of a conveyance under subsections (ii) or (iii) of this definition, the recipient of interest in a Home and/or Lot must, within one hundred eighty (180) days of the transfer, either (a) provide documentation to West Mountain demonstrating that a new resident of the Home is a Qualified Owner, or (b) provide notice to West Mountain of their intent to sell the Home. Such sale must comply with this Restrictive Covenant and be completed within 360 days of the date of transfer, unless West Mountain extends such period for good cause shown. Transferees must comply with all terms of this Restrictive Covenant. SECTION 2. PURPOSE The purpose of this Restrictive Covenant is to provide a method by which the Homes and Lots within the Community remain primarily a resident-owned manufactured home community available on a priority basis dedicated to serving the needs of Owners that qualify as Income Qualified, Local Workforce and that the Homes remain Owner Occupied. A secondary purpose of this Restrictive Covenant is to allow all current residents of the Community to remain in the Community without qualifying as a member of the Local Workforce that is Income Qualified. SECTION 3. RESTRICTIVE COVENANT AND AGREEMENT BINDS THE PROPERTY This Restrictive Covenant shall encumber the Property and constitute covenants running with title to the land as a burden thereon, for benefit of, and enforceable by, West Mountain and its successors and assigns and the Local Governments (the foregoing parties, each a “Beneficiary,” and collectively the “Beneficiaries”) pursuant to Section 5, and this Restrictive Covenant shall bind Declarant, Declarant’s successors and assigns, Declarant’s Members, and all subsequent Owners of a Home within the Community. SECTION 4. RESTRICTIONS 4.1. Sale and Lot Leases. In the event that a Home is Transferred or made available for Sale or a Lot is leased without compliance with this Restrictive Covenant, the Beneficiaries shall have the remedies set forth herein. Except as otherwise provided herein, each and every Transfer of a Home, listing of a Home for Sale or offering of a Lot as available for a Lot Lease, for any and all purposes, shall be deemed to include and incorporate the terms and conditions of this Restrictive Covenant. Further, Declarant shall expressly require in all Lot Leases that the Owner acknowledge it has been provided a copy of, and accepts and agrees to be bound by the terms of, this Restrictive Covenant. 4.2. Records and Inspection. Declarant shall cause to be submitted to West Mountain a report for each calendar year, delivered before each subsequent January 30th, of all Owners residing in the community after the date of these Restrictive Covenants in conformance with any legal requirements regarding privacy. Declarant shall submit any information, documents or certificates requested from time to time by West Mountain with respect to the occupancy and use of any Home in Declarant's possession which West Mountain reasonably deems necessary to substantiate the compliance with the provisions of this Restrictive Covenant. Such information shall be submitted to West Mountain within such reasonable time period as any Beneficiary may establish. 4.3. Sale Opportunity. At all times while this Restrictive Covenant encumbers the Property, in the event an Owner desires to Transfer a Home or places a Home for Sale, the Owner of such Home must, for the Priority Period, only allow individuals that are Qualified Owners to purchase the Home on the Terms. 4.4. Lease Opportunity. At all times while the Restrictive Covenant encumbers the Property, in the event a vacant Lot becomes available for a Lot Lease (without a Home on it), Declarant shall, for the Priority Period, only allow individuals that are Qualified Owners to enter into a Lot Lease on the Terms. 4.5. Priority Period. At the expiration of the Priority Period, provided no Qualified Owner has leased the available Lot or purchased the available Home (each a "Transaction"), or commenced and diligently pursued in good faith a Transaction, in which case, the Priority Period shall be extended until the Transaction is complete, then the Owner can make the Home available for Sale at the same Terms to prospective buyers, or in the case of a Lot for lease, make the Lot available for lease at the same Terms to prospective lessees, that are Income Qualified but are not required to be members of the Local Workforce. In the event the Terms change, the provisions of this Article shall again apply and the Priority Period shall re-commence. A change in Terms sufficient to re-start a Priority Period shall mean a material change, defined to include but not be limited to any reduction in the purchase price from the price last offered during the preceding Priority Period. Non-material modifications to the Terms shall not trigger a new Priority Period. 4.6. Short Term Rental; Owner Occupied; Rental Approval Required. At no time shall a Home or a Lot be used for purposes of a Short-Term Rental. At all times the Homes shall be Owner Occupied as defined above. Long- term rental (i.e. more than 30 days) of Home or Lot is only permitted upon prior approval by the Declarant and West Mountain, and only under hardship or extenuating circumstances, subject to annual review and reauthorization by West Mountain; except, however, unoccupied bedrooms in a Home may be rented as a long-term rental at rates not to exceed those under the West Mountain “Good Deeds” Program Guidelines, as they may be amended, and the Home remains Owner Occupied. 4.7. No Subdivision. The Property shall not be subdivided except upon the approval of West Mountain, and only if the subdivision serves to preserve or enhance affordable housing. 4.8. Right of First Purchase; Right of First Refusal. A. Offer to Beneficiaries. Declarant hereby grants to the Beneficiaries and their respective assigns or designees a right of first purchase of the Property as follows. If, at any time after the date of this Restrictive Covenant, Declarant desires to offer to sell the Property, Declarant before making any other offer or listing on the MLS, shall send the Beneficiaries the proposed sale terms and a proposed contract for the purchase and sale of the Property on such terms. The Beneficiaries or their respective assigns shall have the right, within sixty (60) days of the receipt of the proposed contract and the written notice, to enter a contract to purchase the Property on the terms and conditions set forth in the proposed contract. In the event one or more of the Beneficiaries elects to accept the offer embodied in the contract, such Beneficiary/ies must do so by executing the proposed contract and returning it to Declarant within the sixty (60) day period. B. Not Accepted by Beneficiaries. If none of the Beneficiaries accept the offer embodied in the proposed contract within the sixty (60) day period provided above, then the offer embodied in the proposed contract shall be deemed withdrawn and Declarant shall be free to offer to sell Property to third parties on terms not less favorable than those set forth in the proposed contract. C. New Offer. In the event Declarant shall decide to revise the terms of its offer so that Property shall be offered for sale upon different terms than those contained in any proposed contract previously submitted to West Mountain, or Declarant wishes to accept an offer from a bona fide purchaser upon different terms than those contained in any proposed contract previously submitted to the Beneficiaries, then Declarant shall, before offering Property for sale to others, or accepting any offer from a bona fide purchaser, shall offer to sell Property to the Beneficiaries on such new terms as contained in a new proposed contract for the sale of Property or such part thereof (the “New Offer”), which shall be submitted to the Beneficiaries in accordance with the requirements above. If none of the Beneficiaries accept the New Offer within sixty (60) days after the receipt of the New Offer and the written notice referred to in above, then Declarant shall be free to sell or offer to sell Property or such part thereof to third parties on terms not less favorable to Declarant than those contained in the New Offer. SECTION 5. ENFORCEMENT 5.1. Enforcement of This Covenant. The Declarant hereby grants and assigns to each of the Beneficiaries, acting individually, the right to review and enforce compliance with this Restrictive Covenant. Compliance may be enforced by any Beneficiary by any lawful means, including, without limitation, by specific performance, injunctive relief (e.g. requiring sale of Home), and damages to reimburse enforcing party for its enforcement costs. West Mountain shall be the primary party to enforce this Restrictive Covenant; however, each of the Beneficiaries have the equal right to enforce this Restrictive Covenant in the event West Mountain fails or is unable to do so for any reason by appointing one of the Local Governments to undertake such enforcement pursuant to an Intergovernmental Agreement by and among the Local Governments and West Mountain (the “Intergovernmental Agreement”). Declarant acknowledges and agrees that Eagle County has been initially appointed to such role pursuant to the Intergovernmental Agreement. 5.2. Proceedings. Jurisdiction and venue for a suit enforcing compliance shall be proper and exclusive in Eagle County. As part of any enforcement action on the part of West Mountain, the applicable Owner shall pay all court costs and reasonable legal fees incurred by the enforcing party in connection with these claims, actions, liabilities or judgments, including an amount to pay for the time, if any, of the enforcing party's attorney spent on such claims at the rates generally charged for similar services by private practitioners within the County. 5.3. Transfers in Violation. In the event a Home is sold and/or conveyed without compliance herewith, such sale and/or conveyance shall be wholly null and void and shall convey no title whatsoever upon the purported buyer. Each and every conveyance of a Home, for all purposes, shall be deemed to include and incorporate by this reference, the covenants herein contained, even without reference herein to this Restrictive Covenant. SECTION 6. FORECLOSURE 6.1. Release. Notwithstanding anything herein to the contrary, in the event of a Senior Foreclosure, West Mountain shall release this Restrictive Covenant if: (a) the Note will be repaid in full in connection with such Senior Foreclosure and (b) West Mountain does not exercise its Right to Purchase Loan pursuant to Section 6.2 below. Notwithstanding the foregoing, any and all claims of West Mountain available hereunder against Declarant shall survive any release or termination of this Restrictive Covenant. In addition, at all times, West Mountain shall retain any redemption rights under the Deed of Trust as set forth in Section 6.3 below. 6.2. Right to Purchase Loan Prior to Senior Foreclosure. In the event of a default by Declarant under the Senior Lender's loan documents (a "Default"), prior to commencement of a Senior Foreclosure, such Senior Lender and Declarant must first notify each of the Beneficiaries of the Default and anticipated Senior Foreclosure action ("Foreclosure Notice") and offer each of the Beneficiaries the opportunity to cure such Default by purchasing the Senior Lender's debt position at the amount required to pay off such Senior Lender's loan in full, including principal, interest and any costs or fees set forth in the Senior Lender's deed of trust ("Right to Purchase Loan"). Each of the Beneficiaries shall have thirty (30) days from receipt of the Foreclosure Notice to provide written notice to the Senior Lender of such Beneficiary’s desire to exercise its Right to Purchase Loan and thereafter such Beneficiary shall have 45 days to consummate the acquisition of the Senior Lender's loan. Failure to provide such written notice and/or consummate the acquisition in 45 days shall be deemed a waiver by the Beneficiaries of the foregoing right. 6.3. Redemption Rights. In the event of a Senior Foreclosure, West Mountain and each of the Local Governments and Donors shall be entitled to receive notice of the foreclosure proceedings as is required by law to be given by the public trustee or the sheriff, as applicable, to lienors of the Property that are junior to the Senior Lender's loan (as provided in C.R.S. §38-38-101 et seq., or any succeeding statute). Upon receipt of such notice, West Mountain and each of the Local Governments and Donors shall have a right of redemption, and such other rights as a lienor in foreclosure, as its interest appears, in accordance with Colorado law governing foreclosure. SECTION 7. GENERAL PROVISIONS 7.1. Equal Housing Opportunity. Pursuant to the Fair Housing Act, the Declarant and West Mountain shall not discriminate on the basis of race, creed, color, sex, national origin, familial status or disability in the lease, sale, use or occupancy of a Home or a Lot. 7.2. Severability. Invalidation of any one of the covenants or restrictions contained herein by judgment or Court order shall in no way affect any other provisions, it being the intent of the Declarant and West Mountain that such invalidated provision be severable. 7.3. Term. Except as otherwise provided in this Restrictive Covenant or under Colorado law, the restrictions contained herein shall run with the land and bind the land for a term of ninety-nine (99) years from the date that this Restrictive Covenant is recorded, after which time the terms of this Restrictive Covenant shall be automatically extended for successive periods of ten (10) years except as otherwise provided in this Restrictive Covenant or under Colorado law. 7.4. Amendment; Assignment. This Restrictive Covenant may be amended only by an instrument recorded in the records of Eagle County executed by each of the Beneficiaries and the Declarant. West Mountain has the right to assign this Restrictive Covenant to any other municipality, government entity, or housing nonprofit and any right hereunder without approval of the Declarant. provided, however, that any assignee shall be bound by all terms and conditions of this Restrictive Covenant 7.5. No Third-Party Beneficiaries. This Restrictive Covenant is made and entered into for the sole protection and benefit of West Mountain and the Local Governments and Donors. Except as otherwise specifically provided for herein, no other person, persons, entity, or entities, including, without limitation, prospective buyers of a Home, shall have any right of action with respect to this Restrictive Covenant or right to claim any right or benefit from the terms provided in this Restrictive Covenant or be deemed a third-party beneficiary of this Restrictive Covenant. 7.6. Non-Liability. Each of the Beneficiaries and their respective employees, members, officers and agents shall not be liable to Declarant or any third party by virtue of the exercise or non-exercise of their rights or the performance of their obligations under this Restrictive Covenant. The parties understand and agree that they are relying on, and do not waive or intend to waive by any provision of this Restrictive Covenant, the monetary limitations or any other rights, immunities or protections afforded by the Governmental Immunity Act, CRS §§ 24-10-101, et seq., as they may be amended, or any other limitation, right, immunity or protection otherwise available to the parties. 7.7. Exhibits. All exhibits attached hereto are incorporated herein and by this reference made part hereof. 7.8. Gender and Number. Whenever the context so requires herein, the neutral gender shall include any or all genders and vice versa and use of the singular shall include the plural and vice versa. 7.9. Further Actions. The Declarant and its successors and assigns 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 Restrictive Covenant or any agreement or document relating hereto or entered into in connection herewith. 7.10. Notices. Any notice, consent or approval which is required or permitted 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 party as long as prior written notice of the change of address has been given to the other parties to this Restrictive Covenant. Said notices, consents and approvals shall be sent to the parties hereto at the following addresses unless otherwise notified in writing: To Declarant: Aspen Basalt Homeowner’s, Inc. 1900 Willits Lane, Trailer 16 Basalt, CO 81621 To West Mountain: West Mountain Regional Housing Coalition, Inc. P.O. Box 207 Glenwood Springs, CO 81602 To Pitkin County: Pitkin County c/o Resiliency and Housing 530 E. Main St. 3rd Floor Aspen, CO 81611 To Eagle County: Eagle County c/o Resiliency Department P.O. Box 850 Eagle, CO 81631 To City of Aspen: City of Aspen c/o City Manager 427 Rio Grande Place Aspen, CO 81611 To Town of Snowmass Village: Town of Snowmass Village c/o Town Manager P.O. Box 5010 Snowmass Village, CO 81615 To Town of Basalt: Town of Basalt c/o Town Manager 101 Midland Avenue Basalt, CO 81621 To Town of Carbondale: Town of Carbondale c/o Town Manager 511 Colorado Avenue Carbondale, CO 81623 To City Glenwood Springs: City of Glenwood Springs c/o City Manager 101 W. 8th Street Glenwood Springs, CO 81602 7.11. Choice of Law. This Restrictive Covenant and each and every related document shall be governed and constructed in accordance with the laws of the State of Colorado. 7.12. Successors. 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. 7.13. Headings. Article and Section headings within this Restrictive 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. 7.14. Signatures. Signatures to this Restrictive Covenant may be in counterparts. [Signature page follows] IN WITNESS WHEREOF, the undersigned, being the Declarant herein, has set its hand unto this Restrictive Covenant as of the Effective Date. DECLARANT: Aspen Basalt Homeowner’s, Inc. By: __________________________________ (name) (title) STATE OF ) ) ss COUNTY OF ) The foregoing instrument was acknowledged before me on this day of 2025, by as of Aspen Basalt Homeowner’s, Inc. WITNESS my hand and official seal. My commission expires: Notary Public EXHIBIT A (Legal Description of Property) AFFORDABLE HOUSING DECLARATION OF RESTRICTIVE COVENANT FOR THE MOUNTAIN VALLEY MOBILE HOME PARK, GARFIELD COUNTY, COLORADO This Affordable Housing Declaration of Restrictive Covenant for the Mountain Valley Mobile Home Park, Garfield County, Colorado (this "Restrictive Covenant") is made as of ________________________, 2025 ("Effective Date"), by Mountain Valley MHP Cooperative, Inc., a Colorado nonprofit corporation, hereinafter referred to as “Declarant.” RECITALS: WHEREAS, Declarant is the owner of that certain real estate located in the County of Garfield, State of Colorado, and legally described in Exhibit A attached hereto and incorporated herein by this reference (the "Property"); and WHEREAS, the following parties have provided grants and loans (collectively, the “Funding”) to the West Mountain Regional Housing Coalition (“West Mountain”) to facilitate Declarant’s purchase of the Property: Board of County Commissioners of Pitkin County, Colorado (“Pitkin County”); Eagle County Housing and Development Authority (“Eagle County”); City of Aspen, Colorado; City of Glenwood Springs, Colorado; Town of Snowmass Village, Colorado, Town of Basalt, Colorado, and the Town of Carbondale, Colorado (collectively, the “Local Governments”); WHEREAS, as a condition of the Funding and pursuant to the Loan Agreement dated as of the Effective Date (the "Loan Agreement"), accompanying Promissory Note (“Note") secured by a deed of trust ("Deed of Trust") recorded or to be recorded in the real estate records of the County of Garfield, State of Colorado for the benefit of West Mountain and the Local Governments, Declarant is obligated to provide this Restrictive Covenant. WHEREAS, it is a condition of the Funding and Loan Agreement that the Declarant create a valid and enforceable covenant running with the Property to ensure that the Mountain Valley Mobile Home Park Community ("Community") remain a resident-owned manufactured home community dedicated to serving the needs of Owners (defined below) that qualify as both: (a) Local Workforce (as defined herein); and (b) Income Qualified (as defined herein); and further, that the operation of the Community is structured in such a manner to allow for rental rates for the Lots (defined below) within the Community to remain at affordable rates for the residents of the Community; and further, to permit Owners at the time of the execution of this Deed Restriction to remain in the Community without confirmation of their status as Local Workforce and Income Qualified. WHEREAS, each of the Local Governments, or an affiliate of a Local Government, is a member of West Mountain; and to create a consolidated point of enforcement of this Restrictive Covenant, West Mountain shall be the primary entity for monitoring and enforcing this Restrictive Covenant; however, the Local Governments and Donors shall have a separate ability to exercise the rights and restrictions under this Restrictive Covenant in the event West Mountain fails to timely enforce or is unable to enforce any restriction herein for any reason. WHEREAS, Declarant intends, declares and covenants that the regulatory and restrictive covenants set forth herein governing the use of the Community described and provided for herein shall be and are hereby made covenants running with the Property and are intended to be and shall be binding upon the Declarant and all subsequent Owners of Homes within the Community for the stated term of this Restrictive Covenant, unless and until this Restrictive Covenant is released and terminated in the manner hereafter described. NOW, THEREFORE, in consideration of the foregoing Recitals, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Declarant hereby declares that the Property shall hereafter be held, sold, and conveyed, mortgaged, and encumbered subject to the following covenants, restrictions, and conditions, all of which shall be covenants running with the land, and which are for the purposes of ensuring that the Homes or Lots remain available for purchase and lease by such persons as set forth herein and which covenants, restrictions, and conditions shall be binding on all parties having any right, title, or interest in the Property, or any part thereof, and their heirs, successors, and assigns. SECTION 1. DEFINITIONS The following words, when used in this Restrictive Covenant, shall have the following meanings and the use of capitalization or lower-case letters in reference to the following terms shall have no bearing on the meanings of the terms: Area Median Income (“AMI”) means the median annual household income for Garfield County, as adjusted by household size, and published annually by the Colorado Housing Finance Agency (“CHFA”) Employment Area means Eagle, Pitkin and Garfield Counties and that portion of Gunnison County situated within the Roaring Fork River Drainage and including Edwards, Eagle, Gypsum, Vail, the unincorporated No Name area in Garfield County east of Glenwood Springs west to, Parachute, Aspen, Basalt, Carbondale, El Jebel, Glenwood Springs, Marble, Meredith, New Castle, Redstone, Rifle, Snowmass, Snowmass Village and Woody Creek. Home means a manufactured home placed upon a Lot within the Community. HUD means the U.S. Department of Housing and Urban Development. Income Qualified means an annual household income at or below two-hundred percent (200%) of the AMI. Listing Date means the date a Home is first made available for Sale or any subsequent date that the Terms are materially modified in the Sale activities. In the event of a marketing effort listing a Home for Sale, the Listing Date shall be the date of the first marketing of the Home for Sale. Listing Date shall mean, for purposes of a Lot Lease, the date the Lot is made available for lease or, if the Lot was not being marketed for Lease, the date the Declarant receives a bona fide third-party offer to lease the Lot. Local Employer means an employer who provides services primarily in the Employment Area, including the State of Colorado or the United States government. Local Workforce means a person who is a qualified resident working at least 1400 hours per year for, or retired from, Local Employer(s). To qualify as a “retired,” such person must have worked for any Local Employer(s) for the immediate 10 years preceding retirement and be at least 65 years of age. Lot Lease means the leasing of a Lot to an Owner in order for the Owner to place and occupy a Home on the Lot. Lot means a physical lot on which the Homes are placed and which are leased to individuals through Lot Leases. Member means any owner of a cooperative interest in Declarant. Owner means the record owner at any time taking and holding fee simple title to a Home. Owner Occupied means that the Qualified Owner or Owner who resides at the Home a minimum of nine (9) months per calendar year. Priority Period means the first sixty (60) day period following any Listing Date. Qualified Owner means a member of the Local Workforce that is Income Qualified. Right to Purchase Loan means the first right of refusal of West Mountain to acquire the debt or other senior lien position of a Senior Lender in the event such Senior Lender intends to commence a Senior Foreclosure action against the Property. Sale means any proposal for the sale of a Home with an intent to Transfer the Home to a third party where the Home shall remain on the Lot. Sale shall include, but is not limited to, listing a Home for sale on a marketing platform such as Facebook, Craigslist, a multi listing service (MLS), placing a "for sale" sign on or about the Home, soliciting or accepting any bona fide offers to purchase a Home, or any other method for attempting to Transfer a Home to a third-party. Senior Foreclosure means any foreclosure or deed-in-lieu action taken against the Property or Declarant by a Senior Lender. Senior Lender means any lender holding a deed of trust or similar lien position superior to this Restrictive Covenant and the Deed of Trust. Short-Term Rental means any agreement for the leasing, rental, license, use, or any other right of occupancy of a Home for thirty (30) days or less; except, however, does not include a post-closing occupancy agreement of less than thirty (30) days entered pursuant to a contract to buy and sell the Home. Terms means the terms and conditions of a proposed Sale of a Home. For those Sales involving the marketing of a Home for Sale, the Terms shall be the purchase price, time periods and conditions set forth in solicitation materials. For those Sales involving a bona fide third-party offer, the Terms shall be as set forth in the written third-party offer. Transfer or Transferred means any sale, assignment, transfer, or conveyance that is voluntary, involuntary, or by operation of law, of a beneficial ownership interest in a Home and/or Lot. Transfer does not include (i) a lien or other security instrument to secure financing; (ii) conveyance during the Owner’s lifetime to a spouse or for estate planning purposes to a revocable living trust, family limited liability company, or similar entity wholly controlled by an Owner whose lineal descendants, parents, and siblings are the sole and exclusive beneficiaries; and (iii) a transfer of title upon the death of an Owner by devise or descent to any legally recognized heir. In the event of a conveyance under subsections (ii) or (iii) of this definition, the recipient of interest in a Home and/or Lot must, within one hundred eighty (180) days of the transfer, either (a) provide documentation to West Mountain demonstrating that a new resident of the Home is a Qualified Owner, or (b) provide notice to West Mountain of their intent to sell the Home. Such sale must comply with this Restrictive Covenant and be completed within 360 days of the date of transfer, unless West Mountain extends such period for good cause shown. Transferees must comply with all terms of this Restrictive Covenant. SECTION 2. PURPOSE The purpose of this Restrictive Covenant is to provide a method by which the Homes and Lots within the Community remain primarily a resident-owned manufactured home community available on a priority basis dedicated to serving the needs of Owners that qualify as Income Qualified, Local Workforce and that the Homes remain Owner Occupied. A secondary purpose of this Restrictive Covenant is to allow all current residents of the Community to remain in the Community without qualifying as a member of the Local Workforce that is Income Qualified. SECTION 3. RESTRICTIVE COVENANT AND AGREEMENT BINDS THE PROPERTY This Restrictive Covenant shall encumber the Property and constitute covenants running with title to the land as a burden thereon, for benefit of, and enforceable by, West Mountain and its successors and assigns and the Local Governments (the foregoing parties, each a “Beneficiary,” and collectively the “Beneficiaries”) pursuant to Section 5, and this Restrictive Covenant shall bind Declarant, Declarant’s successors and assigns, Declarant’s Members, and all subsequent Owners of a Home within the Community. SECTION 4. RESTRICTIONS 4.1. Sale and Lot Leases. In the event that a Home is Transferred or made available for Sale or a Lot is leased without compliance with this Restrictive Covenant, the Beneficiaries shall have the remedies set forth herein. Except as otherwise provided herein, each and every Transfer of a Home, listing of a Home for Sale or offering of a Lot as available for a Lot Lease, for any and all purposes, shall be deemed to include and incorporate the terms and conditions of this Restrictive Covenant. Further, Declarant shall expressly require in all Lot Leases that the Owner acknowledge it has been provided a copy of, and accepts and agrees to be bound by the terms of, this Restrictive Covenant. 4.2. Records and Inspection. Declarant shall cause to be submitted to West Mountain a report for each calendar year, delivered before each subsequent January 30th, of all Owners residing in the community after the date of these Restrictive Covenants in conformance with any legal requirements regarding privacy. Declarant shall submit any information, documents or certificates requested from time to time by West Mountain with respect to the occupancy and use of any Home in Declarant's possession which West Mountain reasonably deems necessary to substantiate the compliance with the provisions of this Restrictive Covenant. Such information shall be submitted to West Mountain within such reasonable time period as any Beneficiary may establish. 4.3. Sale Opportunity. At all times while this Restrictive Covenant encumbers the Property, in the event an Owner desires to Transfer a Home or places a Home for Sale, the Owner of such Home must, for the Priority Period, only allow individuals that are Qualified Owners to purchase the Home on the Terms. 4.4. Lease Opportunity. At all times while the Restrictive Covenant encumbers the Property, in the event a vacant Lot becomes available for a Lot Lease (without a Home on it),Declarant shall, for the Priority Period, only allow individuals that are Qualified Owners to enter into a Lot Lease on the Terms. 4.5. Priority Period. At the expiration of the Priority Period, provided no Qualified Owner has leased the available Lot or purchased the available Home (each a "Transaction"), or commenced and diligently pursued in good faith a Transaction, in which case, the Priority Period shall be extended until the Transaction is complete, then the Owner can make the Home available for Sale at the same Terms to prospective buyers or in the case of a Lot for lease, make the Lot available for lease at the same Terms to prospective lessees, that are Income Qualified but are not required to be members of the Local Workforce. In the event the Terms change, the provisions of this Article shall again apply and the Priority Period shall re-commence. A change in Terms sufficient to re-start a Priority Period shall mean a material change, defined to include but not be limited to any reduction in the purchase price from the price last offered during the preceding Priority Period. Non-material modifications to the Terms shall not trigger a new Priority Period. 4.6. Short Term Rental; Owner Occupied; Rental Approval Required. At no time shall a Home or a Lot be used for purposes of a Short-Term Rental. At all times the Homes shall be Owner Occupied as defined above. Long- term rental (i.e. more than 30 days) of Home or Lot is only permitted upon prior approval by the Declarant and West Mountain, and only under hardship or extenuating circumstances, subject to annual review and reauthorization by West Mountain; except, however, unoccupied bedrooms in a Home may be rented as a long-term rental at rates not to exceed those under the West Mountain “Good Deeds” Program Guidelines, as they may be amended, and the Home remains Owner Occupied. 4.7. No Subdivision. The Property shall not be subdivided except upon the approval of West Mountain, and only if the subdivision serves to preserve or enhance affordable housing. 4.8. Right of First Purchase; Right of First Refusal. A. Offer to Beneficiaries. Declarant hereby grants to the Beneficiaries and their respective assigns or designees a right of first purchase of the Property as follows. If, at any time after the date of this Restrictive Covenant, Declarant desires to offer to sell the Property, Declarant before making any other offer or listing on the MLS, shall send the Beneficiaries the proposed sale terms and a proposed contract for the purchase and sale of the Property on such terms. The Beneficiaries or their respective assigns shall have the right, within sixty (60) days of the receipt of the proposed contract and the written notice, to enter a contract to purchase the Property on the terms and conditions set forth in the proposed contract. In the event one or more of the Beneficiaries elects to accept the offer embodied in the contract, such Beneficiary/ies must do so by executing the proposed contract and returning it to Declarant within the sixty (60) day period. B. Not Accepted by Beneficiaries. If none of the Beneficiaries accept the offer embodied in the proposed contract within the sixty (60) day period provided above, then the offer embodied in the proposed contract shall be deemed withdrawn and Declarant shall be free to offer to sell Property to third parties on terms not less favorable than those set forth in the proposed contract. C. New Offer. In the event Declarant shall decide to revise the terms of its offer so that Property shall be offered for sale upon different terms than those contained in any proposed contract previously submitted to West Mountain, or Declarant wishes to accept an offer from a bona fide purchaser upon different terms than those contained in any proposed contract previously submitted to the Beneficiaries, then Declarant shall, before offering Property for sale to others, or accepting any offer from a bona fide purchaser, shall offer to sell Property to the Beneficiaries on such new terms as contained in a new proposed contract for the sale of Property or such part thereof (the “New Offer”), which shall be submitted to the Beneficiaries in accordance with the requirements above. If none of the Beneficiaries accept the New Offer within sixty (60) days after the receipt of the New Offer and the written notice referred to in above, then Declarant shall be free to sell or offer to sell Property or such part thereof to third parties on terms not less favorable to Declarant than those contained in the New Offer. SECTION 5. ENFORCEMENT 5.1. Enforcement of This Covenant. The Declarant hereby grants and assigns to each of the Beneficiaries, acting individually, the right to review and enforce compliance with this Restrictive Covenant. Compliance may be enforced by any Beneficiary by any lawful means, including, without limitation, by specific performance, injunctive relief (e.g. requiring sale of Home), and damages to reimburse enforcing party for its enforcement costs. West Mountain shall be the primary party to enforce this Restrictive Covenant; however, each of the Beneficiaries have the equal right to enforce this Restrictive Covenant in the event West Mountain fails or is unable to do so for any reason by appointing one of the Local Governments to undertake such enforcement pursuant to an Intergovernmental Agreement by and among the Local Governments and West Mountain (the “Intergovernmental Agreement”). Declarant acknowledges and agrees that Eagle County has been initially appointed to such role pursuant to the Intergovernmental Agreement. 5.2. Proceedings. Jurisdiction and venue for a suit enforcing compliance shall be proper and exclusive in Garfield County. As part of any enforcement action on the part of West Mountain, the applicable Owner shall pay all court costs and reasonable legal fees incurred by the enforcing party in connection with these claims, actions, liabilities or judgments, including an amount to pay for the time, if any, of the enforcing party's attorney spent on such claims at the rates generally charged for similar services by private practitioners within the County. 5.3. Transfers in Violation. In the event a Home is sold and/or conveyed without compliance herewith, such sale and/or conveyance shall be wholly null and void and shall convey no title whatsoever upon the purported buyer. Each and every conveyance of a Home, for all purposes, shall be deemed to include and incorporate by this reference, the covenants herein contained, even without reference herein to this Restrictive Covenant. SECTION 6. FORECLOSURE 6.1. Release. Notwithstanding anything herein to the contrary, in the event of a Senior Foreclosure, West Mountain shall release this Restrictive Covenant if: (a) the Note will be repaid in full in connection with such Senior Foreclosure and (b) West Mountain does not exercise its Right to Purchase Loan pursuant to Section 6.2 below. Notwithstanding the foregoing, any and all claims of West Mountain available hereunder against Declarant shall survive any release or termination of this Restrictive Covenant. In addition, at all times, West Mountain shall retain any redemption rights under the Deed of Trust as set forth in Section 6.3 below. 6.2. Right to Purchase Loan Prior to Senior Foreclosure. In the event of a default by Declarant under the Senior Lender's loan documents (a "Default"), prior to commencement of a Senior Foreclosure, such Senior Lender and Declarant must first notify each of the Beneficiaries of the Default and anticipated Senior Foreclosure action ("Foreclosure Notice") and offer each of the Beneficiaries the opportunity to cure such Default by purchasing the Senior Lender's debt position at the amount required to pay off such Senior Lender's loan in full, including principal, interest and any costs or fees set forth in the Senior Lender's deed of trust ("Right to Purchase Loan"). Each of the Beneficiaries shall have thirty (30) days from receipt of the Foreclosure Notice to provide written notice to the Senior Lender of such Beneficiary’s desire to exercise its Right to Purchase Loan and thereafter such Beneficiary shall have 45 days to consummate the acquisition of the Senior Lender's loan. Failure to provide such written notice and/or consummate the acquisition in 45 days shall be deemed a waiver by the Beneficiaries of the foregoing right. 6.3. Redemption Rights. In the event of a Senior Foreclosure, West Mountain and each of the Local Governments and Donors shall be entitled to receive notice of the foreclosure proceedings as is required by law to be given by the public trustee or the sheriff, as applicable, to lienors of the Property that are junior to the Senior Lender's loan (as provided in C.R.S. §38-38-101 et seq., or any succeeding statute). Upon receipt of such notice, West Mountain and each of the Local Governments and Donors shall have a right of redemption, and such other rights as a lienor in foreclosure, as its interest appears, in accordance with Colorado law governing foreclosure. SECTION 7. GENERAL PROVISIONS 7.1. Equal Housing Opportunity. Pursuant to the Fair Housing Act, the Declarant and West Mountain shall not discriminate on the basis of race, creed, color, sex, national origin, familial status or disability in the lease, sale, use or occupancy of a Home or a Lot. 7.2. Severability. Invalidation of any one of the covenants or restrictions contained herein by judgment or Court order shall in no way affect any other provisions, it being the intent of the Declarant and West Mountain that such invalidated provision be severable. 7.3. Term. Except as otherwise provided in this Restrictive Covenant or under Colorado law, the restrictions contained herein shall run with the land and bind the land for a term of ninety-nine (99) years from the date that this Restrictive Covenant is recorded, after which time the terms of this Restrictive Covenant shall be automatically extended for successive periods of ten (10) years except as otherwise provided in this Restrictive Covenant or under Colorado law. 7.4. Amendment; Assignment. This Restrictive Covenant may be amended only by an instrument recorded in the records of Garfield County executed by each of the Beneficiaries and the Declarant. West Mountain has the right to assign this Restrictive Covenant to any other municipality, government entity, or housing nonprofit and any right hereunder without approval of the Declarant. provided, however, that any assignee shall be bound by all terms and conditions of this Restrictive Covenant 7.5. No Third-Party Beneficiaries. This Restrictive Covenant is made and entered into for the sole protection and benefit of West Mountain and the Local Governments and Donors. Except as otherwise specifically provided for herein, no other person, persons, entity, or entities, including, without limitation, prospective buyers of a Home, shall have any right of action with respect to this Restrictive Covenant or right to claim any right or benefit from the terms provided in this Restrictive Covenant or be deemed a third-party beneficiary of this Restrictive Covenant. 7.6. Non-Liability. Each of the Beneficiaries and their respective employees, members, officers and agents shall not be liable to Declarant or any third party by virtue of the exercise or non-exercise of their rights or the performance of their obligations under this Restrictive Covenant. The parties understand and agree that they are relying on, and do not waive or intend to waive by any provision of this Restrictive Covenant, the monetary limitations or any other rights, immunities or protections afforded by the Governmental Immunity Act, CRS §§ 24-10-101, et seq., as they may be amended, or any other limitation, right, immunity or protection otherwise available to the parties. 7.7. Exhibits. All exhibits attached hereto are incorporated herein and by this reference made part hereof. 7.8. Gender and Number. Whenever the context so requires herein, the neutral gender shall include any or all genders and vice versa and use of the singular shall include the plural and vice versa. 7.9. Further Actions. The Declarant and its successors and assigns 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 Restrictive Covenant or any agreement or document relating hereto or entered into in connection herewith. 7.10. Notices. Any notice, consent or approval which is required or permitted 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 party as long as prior written notice of the change of address has been given to the other parties to this Restrictive Covenant. Said notices, consents and approvals shall be sent to the parties hereto at the following addresses unless otherwise notified in writing: To Declarant: Mountain Valley MHP Cooperative, Inc. Madelene Gomez 171 Hwy. 133, Unit C7 Carbondale, CO 81623 c/o JVAM PLLC simon@jvamlaw.com PO 878 Glenwood Springs, CO 81601 To West Mountain: West Mountain Regional Housing Coalition, Inc. P.O. Box 207 Glenwood Springs, CO 81602 To Pitkin County: Pitkin County c/o Resiliency and Housing 530 E. Main St. 3rd Floor Aspen, CO 81611 To Eagle County: Eagle County c/o Resiliency Department P.O. Box 850 Eagle, CO 81631 To City of Aspen: City of Aspen c/o City Manager 427 Rio Grande Place Aspen, CO 81611 To Town of Snowmass Village: Town of Snowmass Village c/o Town Manager P.O. Box 5010 Snowmass Village, CO 81615 To Town of Basalt: Town of Basalt c/o Town Manager 101 Midland Avenue Basalt, CO 81621 To Town of Carbondale: Town of Carbondale c/o Town Manager 511 Colorado Avenue Carbondale, CO 81623 To City Glenwood Springs: City of Glenwood Springs c/o City Manager 101 W. 8th Street Glenwood Springs, CO 81602 7.11. Choice of Law. This Restrictive Covenant and each and every related document shall be governed and constructed in accordance with the laws of the State of Colorado. 7.12. Successors. 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. 7.13. Headings. Article and Section headings within this Restrictive 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. 7.14. Signatures. Signatures to this Restrictive Covenant may be in counterparts. [Signature page follows] IN WITNESS WHEREOF, the undersigned, being the Declarant herein, has set its hand unto this Restrictive Covenant as of the Effective Date. DECLARANT: Mountain Valley MHP Cooperative, Inc By: __________________________________ (name) (title) STATE OF ) ) ss COUNTY OF ) The foregoing instrument was acknowledged before me on this day of 2025, by as of Mountain Valley MHP Cooperative, Inc. WITNESS my hand and official seal. My commission expires: Notary Public EXHIBIT A (Legal Description of Property)