GRAND COLORADO ON PEAK 8 BRECKENRIDGE, COLORADO

GRAND COLORADO ON PEAK 8

BRECKENRIDGE, COLORADO

COLORADO DISCLOSURE DOCUMENT

THE STATE OF COLORADO HAS NOT PREPARED OR

ISSUED THIS DOCUMENT NOR HAS IT PASSED ON

THE MERITS OF THE SUBDIVISION DESCRIBED HEREIN

Table of Contents

1. DEVELOPER AND SUBDIVISION LOTS OR UNITS. Rule S-23 (a)………………... 1

2. EXPLANATION OF THE TYPE OF OWNERSHIP OR OCCUPANCY RIGHTS

BEING OFFERED. Rule S-23 (b)……………………………………………………………. 1

3. AMENITIES AND ACCOMMODATIONS. Rule S-23 (c)………………………………2

4. JUDGMENTS AND ADMINISTRATIVE ORDERS MATERIAL TO THE

SUBDIVISION PLAN. Rule S-23 (e)………………………………………………………… 3

5. TAXES OR SPECIAL ASSESSMENTS. Rule S-23 (f)………………………………….. 3

6. STATEMENT REGARDING SALES BY BROKERS. Rule S-23 (g)………………….. 4

7. PROMISED FACILITIES, ROAD ACCESS, SEWAGE DISPOSAL AND PUBLIC

FACILITIES IN THE SUBDIVISION. Rule S-23 (m)……………………………………… 4

8. HOMEOWNERS OR SIMILAR ASSOCIATION. Rule S-23(n)……………………….. 5

9. TIMESHARE PROJECT. Rule S-23(o)…………………………………………………... 6

10. EXTERNAL EXCHANGE PROGRAM. Rule S-24……………………………………. 8

11. GRAND COLORADO ON PEAK 8 CLUB MEMBERSHIP ELIGIBILITY AND

BENEFITS

………………………………………………………………………………………………..…11

12. EXPANSION AND DEVELOPMENT RIGHTS………………………………………..11

13. RESTRICTIONS ON RENTAL AND RESALE; EXPECTATIONS OF TAX

TREATMENT………………………………………………………………………………… 11

GRAND COLORADO ON PEAK 8

BRECKENRIDGE, COLORADO

COLORADO DISCLOSURE DOCUMENT

THE STATE OF COLORADO HAS NOT PREPARED OR

ISSUED THIS DOCUMENT NOR HAS IT PASSED ON

THE MERITS OF THE SUBDIVISION DESCRIBED HEREIN

The following disclosures are provided to you in connection with the purchase of property from Peak 8

Properties, LLC, Colorado limited liability company (the “Developer”).

1. NAME AND ADDRESS OF THE DEVELOPER AND OF THE SUBDIVISION LOTS OR UNITS.

Rule S-23 (a).

Name and address of the Developer:

Peak 8 Properties, LLC, a Colorado limited liability company

100 S. Main Street

Breckenridge, CO 80424

Name and address of Subdivision:

Grand Colorado on Peak 8

1627 Ski Hill Road

Breckenridge, Summit County, Colorado

(referred to herein as, the “Resort”)

2. AN EXPLANATION OF THE TYPE OF OWNERSHIP OR OCCUPANCY RIGHTS BEING

OFFERED. Rule S-23 (b).

Purchasers will acquire an undivided 1/52nd fee ownership interest with use restricted to one week per such

interest (referred to as a “Vacation Estate” or “Vacation Week”) in a specific condominium unit, which will be one

of up to 150 units that the Developer is constructing at the base of Peak 8 of the Breckenridge Ski Area. Any of

those units dedicated by the Developer to timeshare use is called a “Vacation Unit,” and the Vacation Units will be

part of the larger, existing condominium project (the “Condominium Development”) that includes the Vacation

Units, residential and commercial units, more particularly set forth in the Condominium Declaration and Plan of

Vacation Ownership for Grand Colorado on Peak 8 (the "Declaration") which the Developer will record in the real

property records of Summit County, Colorado.

An alternating Vacation Estate will also be offered in some or all of the Vacation Units. An alternating

Vacation Estate is basically an every other year use of one such one week use. The "E" distinction in a legal

description indicates the use of all even numbered years and the "O" distinction indicates use of the odd numbered

years. For the definition of alternating Vacation Estates see the Declaration. The length of interest being offered is a

Seven Consecutive Day period beginning 4:00 p.m. Friday, Saturday or Sunday until 10:00 a.m. the following

Friday, Saturday or Sunday. The time share periods or use of property is defined in Article 22 of the Declaration and

basically says that Vacation Week 1 is the 7 consecutive days commencing on the first Saturday or Sunday of each

calendar year. Vacation Week 2 is the seven day period next succeeding in each such year and so forth up to

Vacation Week 52.

The undivided interests in fee simple of the particular condominium units being offered are "time-span

estates" as that term is defined in Colorado Revised Statutes ("C.R.S.") 38-33-110(8). Time-span estate means a

combination of the following two elements:

(a) An undivided interest in a present estate in fee simple in a unit, the magnitude of the interest

having been established by the time of the creation of the time-span estate either by the project instruments or by the

deed conveying the time-span estate; and

(b) An exclusive right to possession and occupancy of the unit during an annually recurring period of

time defined and established by a recorded schedule set forth or referred to in the deed conveying the time-span

estate.

Grand Colorado on Peak 8 Owners Association, Inc., a Colorado nonprofit corporation (the “Association”),

will administer the operation and maintenance of the Resort and Condominium Development in accordance with the

Association Articles of Incorporation, Association Bylaws and Association Rules and Regulations (“Association

Rules and Regulations”). “Grand Colorado on Peak 8 Club” (the "Club") is a service name given to the variety of

reservation, use and other rights and services and other benefits made available to eligible Vacation Owners by Peak

Resorts Management, LLC, a Colorado limited liability company, d/b/a Breckenridge Grand Vacations

("Manager"), an affiliate of Declarant, in accordance with Grand Colorado on Peak 8 Club Membership Plan and

Rules and Regulations, as established and modified by the Manager from time to time (the “Club Rules”).

Purchasers should refer to the Association Rules and Regulations and the Club Rules for further information

regarding the Club, Club membership and available membership benefits.

3. DISCLOSURE REGARDING AMENITIES AND ACCOMMODATIONS. Rule S-23 (c).

The 150 Vacation Units are comprised of 59 one-bedroom units and 91 studio units, which may be

configured as two, three or four-bedroom Vacation Units. Some Vacation Units may be arranged to allow

individual bedrooms to be locked-off with access from common corridors. The estimated completion date of

construction of all the Vacation Units is May, 2018.

On-site amenities and recreational facilities consist of:

 Underground parking. While in residence, Owners, renters, and exchange guests will have the

right to use one parking space per bedroom reserved.

 Indoor/outdoor swimming pool (approximately 1,200 square feet).

 Indoor kids pool (approximately 300 square feet).

 Indoor hot tub (approximately 90 square feet).

 Four outdoor hot tubs (approximately 110, 130, 140 and 150 square feet, respectively).

 Outdoor kids pool (approximately 250 square feet).

 Access to the aquatics facilities, which includes locker rooms and pool seating, located in the

Condominium Development.

 Ski storage locker room.

 Fitness Center.

 Barbeque area.

 Guest drop-off area.

 Central lobby area with reception desk.

 Restaurant, patio and lobby bar area.

 Four private movie theaters with capacities of 8-12 people each.

 Family fun center with arcade games.

 Day use lunch room

 Business center

Initial services as described above have been determined by the Developer. Future service levels and

amenities will be funded through the annual homeowners dues and will be determined by the Association. Under

the terms of the Declaration, the Association and Managing Agent reserve the right to create, revise, amend and

remove restrictions, prohibitions, rules and regulations regarding the use by the Vacation Owners, renters, exchange

program participants and guests of the Condominium Development or any amenities, including clubs, spas or other

services.

In addition to the above described amenities, the Condominium Development currently includes 4 to 10

commercial condominium units. These units include spaces to be operated as a sundries shop, a restaurant open to

the general public, a lobby bar and lounge area, a day spa open to the general public, a locker room/first aid unit,

front desk, concierge desk, sales center, sales kiosk areas and management offices and other retail operations. The

uses of the commercial units are subject to change at the discretion of the owners of those units, but subject to

certain use restrictions set forth in the restrictive covenants governing the Condominium Development and the

Breckenridge Mountain Master Association.

4. A GENERAL DESCRIPTION OF ALL JUDGMENTS AND ADMINISTRATIVE ORDERS

ISSUED AGAINST THE SELLER, DEVELOPER, HOMEOWNERS’ ASSOCIATION OR MANAGING

ENTITY, WHICH ARE MATERIAL TO THE SUBDIVISION PLAN. Rule S-23 (e).

None.

5. ANY TAXES OR SPECIAL ASSESSMENTS, EXISTING OR PROPOSED, TO WHICH THE

PURCHASER MAY BE SUBJECT OR WHICH ARE UNPAID AT THE TIME OF CONTRACTING,

INCLUDING OBLIGATIONS TO SPECIAL TAXING AUTHORITIES OR DISTRICTS. Rule S-23 (f).

The Vacation Units will be subject to real property and personal property taxes imposed by Summit County

and the Town of Breckenridge. In addition, the Condominium Development is included in the following districts,

each of which is funded through ad valorem real estate taxes and empowered to levy special assessments against the

Vacation Units.

 Red White and Blue Metropolitan District

 Upper Blue Sanitation District

 Middle Park Water Conservancy District

 Summit County Library District

 Health Services District

 Colorado Mountain College District

 Colorado River Conservation District

 Summit School District RE-1

The Association may approve regular and special assessments against the Units and Vacation Units to fund

expenses and reserves required to maintain the Condominium Development common areas, all in accordance with

the Declaration and the Bylaws of the Association.

Finally, the Breckenridge Mountain Master Association, a Colorado nonprofit corporation (the “Master

Association”), may also levy assessments against the Units and Vacation Units in accordance with the Breckenridge

Mountain Master Declaration recorded in Summit County on September 18, 2002, at Reception No. 696212 and

amended September 27, 2013 under Reception No. 1037823, as amended and supplemented from time to time, (the

“Master Association Declaration”). These assessments include the Master Association’s imposition of a real estate

transfer assessment in connection with all conveyances of real property in Breckenridge, including the Vacation

Estates, in the amount of 1.0% of the consideration paid for the property. In addition, the Town of Breckenridge,

Colorado imposes a real estate transfer assessment in connection with all conveyances of real property in

Breckenridge, including the Vacation Estates, in the amount of 1.0% of the consideration paid for the property.

Each buyer of a Vacation Estate will be charged for this assessment at the closing of the purchase.

To the best of the Developer’s knowledge, no special assessments or additional taxes are proposed by the

Master Association or the Association, the Town of Breckenridge or Summit County, or except as listed above,

taxing districts, special districts or other governmental entity. The Developer will pay the costs of construction of

the Vacation Units and amenities, and those costs may not be levied as special assessments against the Vacation

Owners or other members of the Association under the terms and limitations of the Declaration.

To the best of the Developer’s knowledge, none of the taxing districts has defaulted on any obligation, nor

has it filed for bankruptcy protection, nor are such actions pending. Purchasers of Vacation Estates may receive a

copy of the most recent audited financial statements of the special districts from the administrative offices for the

special districts upon request. No person affiliated with the Developer has direct or indirect control of any of the

special districts. Neither the Developer nor any financially interested person affiliated with the Developer has any

financial interest in, nor will he or she potentially derive any income or profit from, any of the special districts. No

such person has any right to borrow or authorize borrowing from any special district.

The Developer is not in default on payment of any of its obligations to the special districts. To the best of

the Developer’s knowledge, the Association is not in default in payment of any obligation to the districts for service

fees.

6. STATEMENT REGARDING SALES BY BROKERS. Rule S-23 (g).

Peak 8 Properties, LLC is the exclusive listing real estate agent for Developer for the Condominium

Development. All sales of Vacation Estates at Grand Colorado on Peak 8 in Colorado will be effected by brokers

and salesmen licensed by the State of Colorado unless specifically exempted pursuant to C.R.S. 12-61-101(4).

Vacation Estates at Grand Colorado on Peak 8 are currently offered under an exclusive right to sell listing with Peak

8 Properties, LLC, Dave Stroeve, Broker, 100 S. Main Street, 2nd Floor, P.O. Box 6879, Breckenridge, Colorado

80424.

7. THE PROVISIONS FOR AND AVAILABILITY OF LEGAL ACCESS, ROADS, SEWAGE

DISPOSAL, PUBLIC UTILITIES, INCLUDING WATER, ELECTRICITY, GAS, TELEPHONE AND

OTHER PROMISED FACILITIES IN THE SUBDIVISION, AND WHETHER THESE ARE TO BE AN

EXPENSE OF THE DEVELOPER, THE PURCHASER OR A THIRD PARTY. Rule S-23 (m).

The Vacation Units will be constructed and legally established as condominium units in accordance with all

requirements for land use approvals under the laws of the State of Colorado, and the regulations of Summit County,

the Town of Breckenridge, and the Master Association. Legal access to the Condominium Development is available

by means of Ski Hill Road, and from Ski Hill Road access to the Vacation Units is available by virtue of the right of

the Vacation Owners to use the General Common Elements, the Limited Common Elements, as provided in the

Condominium Declaration. All utilities and services including water, sanitary sewer, electricity, natural gas,

telephone and cable television will be installed and available to each Vacation Unit before the deed to any Vacation

Estate in the Vacation Unit is delivered to any purchaser. The Developer will pay all tap fees for utilities. There

will be no further expense to purchasers of Vacation Units to bring utilities to the Condominium Development or to

any of the individual Vacation Units. Purchasers will pay utility usage charges through assessment charges by the

Association.

The following list describes the type of service provided and the name of the respective provider of such

service. No service contracts have been signed at this time. Those services marked with an asterisk (*) are subject

to change:

Service

Service Provider

Cable *

Direct TV

Natural Gas

Xcel Energy of Colorado

Electricity

Xcel Energy of Colorado

Telephone *

CenturyLink via Association PBX system

Water

Town of Breckenridge

Sanitary Sewer

Upper Blue Sanitation District

Solid Waste Disposal *

Waste Management of Colorado

Fire Protection

Red White and Blue Metropolitan District

Police Protection

Town of Breckenridge

Snow Removal

Master Association

8. IF THE SUBDIVISION HAS A HOMEOWNERS OR SIMILAR ASSOCIATION. Rule S-23(n).

i. Whether membership in such association is mandatory.

All Vacation Owners are mandatory members of the Association. The Association is responsible for the

management, administration, and operation of the Condominium Development, including maintenance of all

common areas serving the Condominium Development, the maintenance, operation and administration of the

vacation ownership regime for the Vacation Units, including reservations and housekeeping; and for the

maintenance, repair and replacement as needed of all furniture, fixtures and equipment in the Vacation Units.

The Association has the right to propose special assessments as provided in the Declaration, Articles of

Incorporation, Bylaws, rules and regulations and all amendments and supplements thereto, which govern the

Association. The Association operates from a budget approved by the Board of Directors of the Association.

Budgets are adopted annually by the Association based on the anticipated expenses required for the operation of the

Association.

The Master Association has the right to propose special assessments as provided in the Master Association

Declaration and other documents governing the administration of the Master Association.

ii. An estimate of association dues and fees, which are the responsibility respectively of the

purchaser and the Developer.

A copy of the annual budget and estimated assessments for the Association for 2016 and 2017 is attached

hereto as Exhibit A. The obligation for payment of assessments due for the year of closing will be determined by

agreement between the Developer and the Vacation Estate purchaser at the time a purchase contract is signed. The

Developer will be responsible for all assessments, if any, accruing prior to closing, while the purchaser will be

responsible for all assessments accruing subsequent to closing. The Developer is obligated to pay assessments for

all unsold interests in the same manner as all other owners.

iii. A description of the services provided by the association.

The Association is responsible for the operation and administration of the Condominium Development,

including the maintenance, repair and administration of all structure and mechanical components of the

Condominium Development generally, as well as all furniture, fixtures and equipment located within each of the

Vacation Units. The Association is responsible for all reservation, reception and departure services and systems and

the supervision of all housekeeping services for Vacation Units.

iv. Whether the Developer has voting control of the association and the manner in which

such control can or will be transferred.

The Developer, as the Declarant according to the Declaration, will have a period of control of the

Association. Please read Article 7, Section 7.5 of the Declaration for a full description of such period of control.

Basically, the Developer shall have the power to appoint and remove members of the Board and Officers of the

Association as permitted by C.R.S.§ 38-33.3-303. This period of Declarant control shall terminate no later than the

earlier of: (1) sixty days after conveyance of 75% of the Units that may be created to Unit Owners, (2) two years

after the last conveyance of a Unit by the Declarant; or (3) two years after any right to add new Units was last

exercised. Of course, the Declarant may voluntarily surrender the right to appoint and remove officers and members

of the Board before any of the above. The current Board of the Association is Michael A. Dudick, Robert A.

Millisor, and Nick Doran.

v. Whether the Developer has any financial interest or will potentially derive any income or

profit from such association, including the Developer’s right to borrow or authorize borrowing from the

association.

The Developer has no direct financial interest in the Association or the Master Association, nor will it

potentially derive any income or profit from any of those associations. The Developer has no right to borrow or

authorize borrowing from the Association or the Master Association.

The Board of Directors of the Association is responsible for collecting and disbursing funds of the

Association. The Manager, pursuant to the Management Agreement, will be delegated the authority to hold funds of

the Association and to disburse those funds in accordance with the Management Agreement.

However, while Manager, a wholly owned subsidiary of Peak 7, LLC, does manage the Association for a

profit, it cannot borrow money from the Association in this capacity either. According to the Association Bylaws,

only an officer of the Association may sign checks or otherwise disburse funds of the Association, thus, Michael A.

Dudick, Robert A. Millisor and Nick Doran do sign checks on behalf of the Association. Please see the Management

Agreement attached as Exhibit B, for further details concerning the management and control of the Association.

Developer, in every contract for sale, is obligated to provide you, the purchaser, with the written "statement of

assessments" pursuant to C.R.S.§ 38-33.3-316(8) upon request.

9. TIMESHARE PROJECT. Rule S-23(o).

i. A description of the timeshare units including the number of timeshare units, the length

and number of Vacation Estates in each unit, and the timeshare periods constituting the Plan of Vacation

Ownership.

A total of one hundred fifty (150) Vacation Units may be committed to the Plan of Vacation Ownership.

The Developer will determine which condominium units are committed to the Plan of Vacation Ownership. All

condominium units in which a Vacation Estate has been conveyed shall be committed to the Plan of Vacation

Ownership.

The undivided interests in the units will be sold in 1/52nd undivided interests with use restricted to one

week per such interest. An alternating Vacation Estate will also be offered in some or all of the units. An alternating

Vacation Estate is basically an every other year use of one such one week use. The "E" distinction in a legal

description indicates the use of all even numbered years and the "0" distinction indicates use of the odd numbered

years. For the definition of alternating Vacation Estates see the Declaration. The length of interest being offered is a

Seven Consecutive Day period beginning 4:00 p.m. Friday, Saturday or Sunday until 10:00 a.m. the following

Friday, Saturday or Sunday. The time share periods or use of property is defined in Article 22, Section 22.2 of the

attached Declaration and basically says that Vacation Week 1 is the 7 consecutive days commencing on the first

Saturday or Sunday of each calendar year. Vacation Week 2 is the seven day period next succeeding in each such

year and so forth up to Vacation Week 52.

Use of the Vacation Estates will be governed by the Club Rules. Please see the Club Rules for further

information regarding the Club and reservation procedures.

ii. The name and business address of the managing entity under the Plan of Vacation

Ownership, a description of the services that the managing entity will provide, and a statement as to

whether the Developer has any financial interest in or will potentially derive any income or profit from

such managing entity, and the manner, if any, by which the purchaser or Developer may change the

managing entity or transfer the control of the managing entity.

The Association is under contract with the Manager, Peak Resorts Management, LLC d/b/a Breckenridge

Grand Vacations, a Colorado limited liability company, to provide reservation and management services (the

“Management Agreement”). The Manager’s office is currently located at 100 South Main Street, Breckenridge,

Colorado 80424.

Michael C. Millisor, Robert A. Millisor and Michael A. Dudick are involved in full time operation of the

Manager’s business and supervise its day-to-day activities. The management company is operated for profit. It is

therefore expected that Manager will receive a profit in connection with property management services to be

provided to the Association. The Manager is a wholly owned subsidiary by Peak 7, LLC. Peak 7, LLC is owned by

Michael Millisor, Robert Millisor and Michael Dudick. The initial term of the Management Agreement is 10 years

subject to renewal and termination for cause by the Association.

iii. An estimate of the dues, maintenance fees (referred to herein as “homeowners dues”),

real property taxes and similar periodic expenses which are the responsibility respectively of the purchaser

and the Developer and a general statement of the conditions under which future changes or additions may

be imposed. Such estimate will include a statement as to whether a maintenance reserve fund has been or

will be established, the manner in which such reserve fund is financed if not cash funded, an accounting of

any outstanding obligations either in favor of or against the fund, the Developer’s right to borrow or

authorize borrowing from the fund, and the method of periodic accounting which will be provided to the

purchaser.

Estimates of the homeowners dues, ad valorem property taxes and similar periodic expenses for the

Vacation Units are set forth in the budget for 2016 and 2017 attached as Exhibit A and provided to purchasers of

Vacation Estates together with this disclosure document. The budget for the Association is modified annually by the

Executive Board, subject to any required vote of the members of the Association. Assessments for common

expenses are allocated among the Association members based upon the respective assessment percentages allocated

to each Vacation Unit, as set forth in the Declaration.

Each Vacation Owner that acquires a Vacation Estate directly from Peak 8 Properties, LLC, or its

authorized agent, is automatically a member of Grand Colorado on Peak 8 Club with respect to that Vacation Estate.

Vacation Owners that acquire a Vacation Estate from a party other than Peak 8 Properties, LLC or its authorized

agent must pay a Resale Initiation Fee in the amount of $20,000.00 as a condition to becoming a Club member with

respect to that Vacation Estate. Vacation Owners are not subject to initial or ongoing Club membership dues, except

for payment of the Resale Initiation Fee, if required.

As set forth in the Declaration, the Association has a lien right against each Vacation Estate, as applicable,

for any unpaid assessments under the Declaration and Plan of Vacation Ownership. The lien continues in effect

until all sums secured by the lien have been fully paid or until such time as is otherwise provided by applicable law.

All such liens may be foreclosed by suit brought in the name of the lienholder in the same manner as a foreclosure

of a mortgage on real property. Foreclosure may result in loss of ownership of the Vacation Estate. The

Association may also sue to recover a money judgment against a Vacation Owner for unpaid homeowners dues

without waiving any claim of lien.

Upon commencement of assessments against the Vacation Units, the Association will create a reserve fund

to provide for the repair and replacement of furniture, fixtures and equipment in the Vacation Units, and to

supplement the Association’s existing reserve for structural components of the common areas administered or

managed by the Association.

Assessments and reserve funds for the Vacation Units are deposited into separate accounts controlled by

the Manager and will not be commingled by the Manager with funds held for the benefit of other unrelated owners’

associations or its own funds. The Manager must account to the Association for the receipt and disbursement of all

Association funds. The Developer has no right to borrow from the operating or reserve funds, nor may the

Developer authorize borrowing from the funds by any other party.

Reserve funds for the Association are budgeted as part of the annual homeowners dues and are cash

funded.

The Association will report to the Vacation Owners and the other owners of condominium units in the

Condominium Development on the financial affairs of the Association at the annual meeting of the Association. In

addition, the Association will send copies of proposed annual budgets to all Vacation Owners. The Vacation

Owners may also inspect financial records of the Association.

iv. A description of insurance coverage provided for the benefit of purchaser.

The Association carries insurance coverage for general liability, casualty, and fidelity risks pursuant to the

Declaration and applicable law in such amounts as to provide reasonable and cost-effective protection for the

Vacation Owners and other members in the Association in the event of loss. The amounts of such coverage will be

determined by the Association Board of Directors and applicable law. The following are the coverages currently in

effect for the Condominium Development:

General Liability: $1 million per occurrence

$2 million aggregate

Casualty: Full replacement cost for all improvements, furnishings, fixtures and equipment

Fidelity: Not less than $50,000

v. The mechanic’s lien laws of Colorado may authorize enforcement of a lien by selling the

entire unit committed to vacation ownership or the entire project.

Upon the sale of each Vacation Estate by the Developer, protection against any mechanic’s lien claims for

work on the Vacation Unit before the sale will be provided to the Vacation Owner through title insurance. Under

the terms of the Condominium Declaration, no owner of any condominium unit in the Condominium Development

is authorized to encumber the general common elements or any other condominium unit in the Condominium

Development with any mechanic’s lien.

10. EXTERNAL EXCHANGE PROGRAM. Rule S-24.

i. Interval International. The information provided in this Section is intended to provide only

general information with respect to the Resort’s participation in the exchange program with Interval International,

Inc. (“Interval”). More specific information regarding the exchange program is provided to you by Interval in the

Interval Buyer’s Guide and the Interval Resort Directory (collectively, the “Interval Disclosure Package”) and in the

Association rules and regulations.

In order to increase the range of options available to Vacation Owners, the Developer has arranged for an

“External Exchange Program.” This program currently consists exclusively of an exchange agreement between

Developer and Interval, as the “External Exchange Company,” under which Developer is a “corporate member” on

behalf of all Vacation Owners (the “Interval Affiliation Agreement”). The Interval Affiliation Agreement allows

Club members to exchange timeshare privileges with resorts that participate in the Interval exchange network.

All external exchange requests will be submitted by Vacation Owners to Developer in accordance with the

Association rules and regulations. The purchaser’s participation in the External Exchange Program is voluntary, and

the use of the External Exchange Program is subject to the availability of other timeshare interests in the exchange

network, and to the rules, regulations, terms, and other restrictions set by Interval from time to time. The

exchanging Vacation Owner will be charged Interval’s published fee to confirm an external exchange.

Developer’s current Interval Affiliation Agreement with Interval expires on December 31, 2020.

Neither Developer nor Interval is obligated to extend or renew the Interval Affiliation Agreement for any

particular length of time, and neither has made any commitment to do so. Upon termination or expiration of

the Interval Affiliation Agreement, Developer, subject to its reasonable business judgment as to availability,

economic feasibility, and the best interests of the Vacation Owners as a whole, may enter into another

agreement of short or long duration with Interval or with another External Exchange Company so that

Vacation Owners will have the opportunity to avail themselves of an External Exchange Program. There can

be no assurance, however, that Developer will do so or will be successful in doing so.

a. The name and business address of the exchange company. S-24 (a).

Interval International, Inc.

6262 Sunset Drive

Miami, Florida 33143

b. Whether the purchaser’s contract with the exchange program is separate and distinct

from the purchaser’s contract with the time share developer. S-24 (b).

Each purchaser of a Vacation Estate desiring to be a member of the exchange program must separately

contract with Interval International.

c. Whether the purchaser’s participation in the exchange program is dependent upon the

developer’s continued affiliation with the exchange program. S-24(c).

Although the Developer has entered into a multi-year corporate membership agreement with Interval with

respect to the offering of exchange services, the Developer reserves the right, in its sole discretion, to change its

affiliation to another exchange company at a future date, and any such change will not be deemed a material change.

The participation by a Vacation Owner in Interval’s External Exchange Program is dependent on the Developer’s

continued affiliation with Interval’s External Exchange Program.

d. Whether or not the purchaser’s participation in the exchange program is voluntary. S-24

(d).

The Vacation Estate purchaser’s eligibility to participate in the External Exchange Program is automatic;

however, actual participation in the External Exchange Program is voluntary. The use of such exchange program is

subject to availability of other timeshare interests in the Interval exchange network, and rules, regulations, terms,

and other restrictions (including transaction fees) that may be set by Interval from time to time.

e. The specific terms and conditions of the purchaser’s contractual relationship with the

exchange program and procedure by which changes, if any, may be made in the terms and conditions of

such contractual relationship. S-24 (e).

More specific terms of the contractual relationship of Developer with Interval are provided in the Interval

Disclosure Package.

f. The procedure for applying for such exchanges. S-24 (f).

The terms and conditions for applying for exchanges are set forth in the Interval Disclosure Package, as it

may be changed from time to time by Interval in its sole discretion, and by the Developer in its sole discretion.

Vacation Owners will be provided written notice of any such changes.

g. A complete description of all limitations, restrictions, accrual rights, or priorities

employed in the operation of the exchange program, including but not limited to limitations on exchanges

based on seasonability, unit size, or levels of occupancy; and if the limitations, restrictions or priorities are

not applied uniformly by the exchange program, a complete description of the manner of their application.

S-24 (o).

Interval assigns a priority to each exchange request based upon a number of factors, as determined by

Interval with respect to each resort. More specifics with respect to these factors are provided in the Interval

Disclosure Package.

h. Whether exchanges are arranged on a space-available basis or whether guarantees of

fulfillment of specific requests for exchange are made by the exchanging company. S-24 (h).

All exchange requests will be submitted by Vacation Owners to Interval in accordance with the rules,

regulations, terms and conditions set by Interval from time to time. Interval does not guarantee fulfillment of a

specific request for exchange privileges at a participating resort.

i. Whether and under what conditions, a purchaser may, in dealing with the exchange

program lose the use and occupancy of the time share period, in any properly applied for exchange without

being offered substitute accommodations by the exchange program. S-24 (i).

Interval has no obligation to provide a Vacation Owner depositing a pre-reserved week in a Vacation Unit

with exchange accommodations in a subsequent year if: (a) the Vacation Owner fails to submit a valid exchange

request listing travel dates no later than 24 months after the commencement date of the deposited week; or (b) the

Vacation Owner’s requested accommodations are not available and any alternative accommodations offered by

Interval are not accepted by the Vacation Owner.

j. The fees for participation in the exchange program, whether the fees may be altered and

the method of any altering. S-24 (j).

The present cost of the Interval annual membership is $89.00. A Vacation Owner must separately pay

Interval’s published fee to confirm an external exchange. The External Exchange Program is a standard service

offered by Interval.

Additionally, fees, if any, charged by resorts participating in Interval’s External Exchange Program for the

use of facilities and amenities are determined and levied by each member resort. Such fees are the responsibility of

the individual Vacation Owner using those facilities and amenities in the exchange. These fees may vary from

resort to resort and are subject to change without notice.

k. The name and location of each accommodation or facility, including the time sharing

plans participating in the exchange program. S-24 (k).

Each purchaser of a Vacation Estate participating in the External Exchange Program will be provided with

a current Interval Resort Directory, which lists the resorts participating in the Interval External Exchange Program.

l. Termination of Interval Affiliation Agreement by the Association.

Any agreement with Interval will be by means of the Interval Affiliation Agreement by and between

Interval and Developer.

m. Interval Disclosures

See the Interval International, Inc. Buyer’s Disclosure Guide.

11. GRAND COLORADO ON PEAK 8 CLUB MEMBERSHIP ELIGIBILITY AND BENEFITS

Grand Colorado on Peak 8 Club provides to its members additional resort privileges, bonus time, Club

points, reservation priority and other benefits made available by Manager, subject to the Club Rules, as established

and modified by the Manager from time to time. Club members also enjoy the ability to maximize the use of their

Vacation Week through Manager's proprietary points club overlay that allows use of Vacation Weeks in increments

of as few as two days in different seasons and in different Unit types than the Vacation Estate acquired by the

Purchaser. Club Members are also entitled to day use of the Project including use of all Project amenities including

fitness center, pools, hot tubs and common area parking, as well as on-site parking, subject to availability and solely

in accordance with Club Rules, as promulgated and amended by Manager, in its sole discretion, from time to time.

Bonus Time use is also available during any time not reserved 14 days in advance of the date of desired check-in.

Club membership with respect to a specific Vacation Estate is automatically available to Purchasers who acquire the

Vacation Estate from Declarant or its authorized agent, or to other Purchasers upon payment of the Resale Initiation

Fee; however, such Club membership automatically terminates with respect to such Vacation Estate upon the sale of

the Vacation Estate to a third party.

12. EXPANSION AND DEVELOPMENT RIGHTS.

The Developer has the right to enlarge and supplement the Project pursuant to Article 16 of the

Declaration. The Developer may add up to 120 Vacation Units as part of the Project. This right to expand will

expire 30 years from the recording of the Declaration.

13. RESTRICTIONS ON RENTAL AND RESALE; EXPECTATIONS OF TAX TREATMENT.

Any permitted sale of a Vacation Estate between a Vacation Owner and a bona fide third party shall be

deemed to contain a provision requiring that any sums due to the Association as assessments must be paid in full as

a condition of closing of the sale. Any lease or rental agreement shall be deemed to contain a provision requiring

that any sums due to the Association as assessments must be deducted from the gross rentals and paid directly to the

Association. The Developer has a 60-day right of first refusal that runs with the land to purchase any Vacation

Estate that is offered for resale, transferred or hypothecated at any time on the same terms and conditions as those

offered by any bona fide third party, including financing. Please refer to the Declaration for a detailed description of

all of these restrictions and controls.

The Developer has no obligation to assist Vacation Owners in the resale of Vacation Estates or to provide

financing for any such resale.

The expectation of deriving any rental or other revenue, profit or gain should not be a consideration in the

decision to purchase a Vacation Estate.

Generally, a Vacation Owner should expect substantial competition from the Developer in the event the

Vacation Owner desires to resell or rent a Vacation Estate. In this regard, Vacation Owners should not

expect any established resale or rental market. Furthermore, any Vacation Owner who attempts to rent a

Vacation Unit to a third party will experience considerable competition from resort hotels in or near the

Condominium Development (including those owned or operated by Breckenridge Grand Vacations) and from

the Developer, who will be renting its unsold inventory of Vacation Estates.

Anticipated tax benefits or the expectation of any particular tax treatment should not be a consideration in

the decision to purchase a Vacation Estate.

A-1

Exhibit A

Budget for Grand Colorado on Peak 8 Owners Association, Inc.

See attached.

B-1

Exhibit B

Management Agreement

See attached.