Agenda Memo

City of Boulder City Council Agenda Item Meeting Date: April 16, 2026 Agenda Title Consideration of a motion to approve a Landlord’s Agreement and Estoppel between the city and Colorado Chautauqua Association's (CCA) lender confirming certain rights of the parties thereto so that the CCA may obtain financing for construction activities, and a supplement to the 2015 CCA Lease to more accurately reflect the leased premises, and authorize the city manager to enter into and sign such agreements in substantially the same forms as set forth in the attachments this Memorandum

Staff Contact • •

Andy Frohardt, Assistant City Attorney III Teresa Taylor Tate, City Attorney

Draft Motion Language Staff requests council consideration of this matter and action in the form of the following motion: Motion to approve a Landlord’s Agreement and Estoppel between the city and Colorado Chautauqua Association's (CCA) lender confirming certain rights of the parties thereto so that the CCA may obtain financing for construction activities, and a supplement to the 2015 CCA Lease to more accurately reflect the leased premises, and authorize the city manager to enter into and sign such agreements in substantially the same forms as set forth in the attachments this Memorandum

Executive Summary For 117 years, the City of Boulder has partnered with the Colorado Chautauqua Association (CCA) and its predecessor the Texas Colorado Chautauqua Association to create and maintain the Colorado Chautauqua. The city and the CCA entered into a “Lease Between the City of Boulder and the Colorado Chautauqua Association,” (the “Lease”) on October 8, 2015, effective as of January 1, 2016, through December 31, 2035. CCA is seeking financing for its construction activities at Chautauqua that requires the parties confirm certain rights through a Landlord’s Agreement and Estoppel (Attachment B). The financing agreement utilizes CCA-owned cottages as collateral for the loan. If CCA defaults on the financing, the lender has the right to take the remaining possessory interest in the lease, thereby entitling it to the proceeds derived from these leased cottages. The city has added terms that ensure the lender, should its rights arise, will continue to operate in accordance with Chatauqua’s historical operations. The city has supported CCA's financing in this manner previously for loans that CCA paid off. Due to CCA’s financing, the lender and title company have required that the leased premises be more accurately defined. The city and CCA have had the intention to revise the legal description attached to the Lease for some time and now, and in preparation for the undergrounding project at Chautauqua, the city and CCA prepared a new survey and cottage lease area map. With a request from the CCA, as a requirement of its financing, as well as from the title company, the city submits the agreed-on supplement to the Lease (Attachment A), for council’s approval. Attachment A includes a 2025 ALTA/NSPS and parcel-specific depictions to more accurately reflect the leased premises There is no need for PRAB, Landmarks Board, OSBT or TAB, to consider Attachment A as it is simply a supplement to the lease to better define the lease premises and does not substantively change the terms of the lease or the leased premises. Attachment B only requires council’s approval.

Council Action Options Option

Outcome

Approve motion language as drafted

If the motion is approved the documents will be signed by the parties and recorded in the Boulder County records.

Define and adopt a modified motion

Council would need to define any modifications or amendments to the draft motion language. Depending

on the modification, it may result in staff having to renegotiate the terms of the documents and bring this item back at a later time. Deny the motion or take no action

If this motion is denied the documents will not be signed and CCA may not receive its well needed financing.

Refer back to staff

If council refers this item back to staff, staff will need specific direction as to what it needs to do in order to obtain council’s approval at a subsequent meeting.

Alignment with City Plans and City Council History Sustainability, Equity and Resilience (SER) Framework and Citywide Strategic Plan Alignment SER Framework Goal Area Responsibly governed. A local government that provides an excellent customer experience, responsibly manages the city’s assets, and makes data-driven decisions informed by community engagement inclusive of those who have been historically excluded from government programs and services. The city organization exemplifies an employer of choice with policies and programs to support employee inclusion and wellbeing. Citywide Strategic Plan Strategy No. 12. Implement organizational and financial best practices to continuously improve asset management, customer experience, and project and program performance. Staff Notes Staff recommends that council approve the supplement to the Lease as it improves the city’s ability to recognize the configuration of the leased premises and, therefore, is better equipped to manage its asset.

Alignment with Additional City Plans N/A

City Council History Council approved the current CCA Lease on October 6, 2015, which was an update of the 2002 lease between the city and CCA. In 2012, the City Council developed a stewardship framework for Chautauqua, including the adoption of Guiding Principles for Place Management and Fiscal Sustainability on December 4, 2012. These Guiding

Principles balance the need to preserve, protect and maintain Chautauqua's historic character with the needs of diverse stakeholders and user groups. The Guiding Principles were expressly incorporated as part of the Lease and have not changed.

Analysis The following highlights the changes to the Lease. • •

Exhibit A to the Lease is supplemented with the documents contained in Attachment A – a 2025 ALTA/NSPS Survey; and Cottage envelopes have been identified within the lease premises, and depictions of the cottage envelopes have been added as Attachment B to the Lease.

The following two items are the main takeaways related to the Landlord’s Agreement and Estoppel: •

•

Lender has the right to take the remaining possessory interest in the lease if CCA defaults entitling it to the proceeds derived from these leased cottages; and City added terms that ensure the lender, should its rights arise, continues to operate in accordance with Chatauqua's historical operations.

The city has supported CCA's financing in this manner previously, of which CCA has paid off.

Equity Analysis N/A

Fiscal Note Estimated Fiscal Impact Narrative Current Year Estimated Fiscal Impact N/A Three-Year Estimated Fiscal Impact N/A

Climate, Resilience, and Sustainability Considerations N/A

Community Engagement N/A

Workplan Considerations N/A

Next Steps for City Council If Attachments A and B are approved by council, staff will request signature and route for the city manager signature.

Accessibility Statement The City of Boulder is committed to digital accessibility. Some content may not be fully accessible due to technical limitations or issues. For alternate formats or accommodations, please visit Accessibility | City of Boulder or contact accessibility@bouldercolorado.gov.

Attachments A – Supplement to Lease Between the City of Boulder and the Colorado Chautauqua Association Dated October 8, 2015 B – Landlord’s Agreement and Estoppel