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RESOLUTION NO. 55
(Series of 1989)
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO,
REAFFIRMING, WITH CERTAIN EXCEPTIONS, THE FINDING CONTAINED IN
RESOLUTION NO. 39 (SERIES OF 1989) THAT SAVANAH LTD. PARTNERSHIP
IS IN SUBSTANTIAL NON-COMPLIANCE WITH THE CONDITIONS OF APPROVAL
OF THE ASPEN MOUNTAIN SUBDIVISION AND PLANNED UNIT DEVELOPMENT
WHEREAS, the Aspen City Council, by Resolution 39 (Series of
1989) approved October 24, 1989, found that Savanah Ltd. Partner-
ship (hereinafter "Savanah") was in substantial non-compliance
with the conditions of approval for the Aspen Mountain PUD
Subdivision (hereinafter "Aspen Mountain PUD"), all as specified
in Resolution 39 (Series of 1989); and
WHEREAS, Section M of the First Amended and Restated Planned
Unit Development/Subdivision Agreement (hereinafter "Amended PUD
Agreement") establishes procedures for notification of such
findings and, on request, for notice and hearing; and
WHEREAS, subsequent to the adoption of Resolution 39 (Series
of 1989), notice of its adoption was served, a response thereto
received, a hearing date and time established, notice of hearing
served, and a hearing conducted by the City Council on Novem-
ber 28, 1989; and
WHEREAS, subsequent to the hearing, Jay W. Hammond mailed a
letter to Mayor Stirling objecting to certain hearsay testimony
offered by Savanah as to Hammond's representations while City
Engineer which the City Council will include in the record
previously made; and
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF ASPEN THAT, HAVING HAD THE OPPORTUNITY TO CONSIDER THE
EVIDENCE PRESENTED, THE CITY COUNCIL DOES HEREBY FIND:
JURISDICTION
The City Council has satisfied the requirements for notice
and hearing established by Section M of the Amended PUD Agreement
and has jurisdiction to proceed as hereinafter provided.
ADDENDA TO RESOLUTION
Attached hereto and incorporated by this reference are
Addenda A through J, described below, which addenda are incor--
porated herein by reference:
Addendum A:
Addendum B:
Addendum C:
Addendum D:
Addendum E:
Addendum F:
Addendum G:
Addendum H:
Addendum I:
Addendum J:
Council Resolution 39 (Series of 1989)
Section M, Amended PUD Agreement
Relevant Land Use and Building Code Provisions
Documents Constituting the Record
Summary of Hearing Testimony
Excerpts from Approval Record re: Completion
Dates and Assurances of Financing
Excerpts from 1987 Amendments to the Aspen
Mountain Subdivision Application
Excerpts from the Modifications to the 1988
Aspen Mountain Subdivision
Excerpts from the Aspen Mountain PUD Agreement
(1985)
Excerpts from the Amended Aspen Mountain PUD
Agreement (1988)
The contents of each addendum are a true and accurate representa-
tion of the information they purport to contain.
RATIFICATION OF EARLIER FINDINGS
A preponderance of the evidence presented establishes that,
with the two exceptions hereinafter noted, Savanah is in subs tan-
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tial non-compliance with the Amended
specified in Resolution 39 (Series
non-compliance has not been remedied.
follows:
1. The evidence supports Savanah's contention that the
development schedule described for Summit Place in ~A2(b) of the
Amended PUD Agreement was intended to be nonbinding. (Harvey
testimony; September 6, 1988 City Council minutes.)
2. There is substantial evidence to support Savanah's
contention that some of the work authorized by the June 14, 1989
permit (Le., No. 11908) was begun within 120 days of issuance
(Yancey testimony). Consequently, that permit did not expire
pursuant to ~7-141(d) of the Aspen Municipal Code.
PUD Agreement, all as
of 1989) , and the
The two exceptions are as
REPLY TO SAVANAH'S RESPONSE
Savanah offered, in writing and at the hearing, various
arguments and evidence in response to the findings contained in
Resolution 39 (Series of 1989). rrhe City's reply to each is as
follows:
Delays Caused by City's Requests
Savanah contends that delays in its construction were caused
by the City's requests, on two occasions, to cease infrastructure
construction within public rights of way because of public
events. However, the evidence is undisputed that this disruption
caused no delays to work progressing on Lot 1; and Savanah' s
street cut permit was extended past the November 1st deadline to
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allow it to conclude the work. (Gish, Lyman testimony; ~19-54 of
the Municipal Code; notation by Chuck Roth on Permit No. 002630.)
Local Amendments to UBC Not Applicable
Savanah contends that inasmuch as the City had agreed that
the project was to be constructed under the 1988 edition of the
UBC, the local amendments to ~303(d) of the UBC (re: expiration
of permits and requirement that 10% of the value of the entire
project be completed wi thin each 60-day period) did not apply.
However:
1. Yancey admitted he knew there were
expiration timetables in the local amendments.
ny. )
di fferent permit
(Yancey testimo-
2. The May 19, 1989 Gish letter states that the hotel is
being "designed" under the 1988 UBC and will be reviewed under
the 1988 UBC but does not waive any local amendments. (Addendum
to Savanah response.)
3. There was no intention by any City staff to waive
compliance with the local amendments; and, in fact, in their
opinion, they are not authorized to do so. (Gish, Lyman testimo-
ny. )
4. Use of the 1988 edition of the UBC was agreed to only
to impose on this project the higher safety standards contained
in this edition. (Gish testimony.)
5. A developer can consent to construct according to
higher standards than mandated by local regulations, but no City
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'4'administrator, by agreement or otherwise, can waive compliance
with adopted regulations.
The Ten Percent Completion Requirement
Savanah argues that the requirement that 10% of the entire
value of the work be done in each 60-day period has been sat-
isfied, or, in the alternative, is inapplicable because this is a
"fast track" project or, if applied, results in an impossible
conclusion (i.e., that the entire project must be completed
within 20 months).
1. Savanah argues that inasmuch as it has completed 10%,
within each 60 days, of the work permitted, it has satisfied the
requirement. However, the local amendment clearly requires
completion of 10% of the valuation of the entire project (not
just work permitted) and Savanah admits that it has not completed
10% of the entire valuation within each 60-day construction
period. (Lyman, Yancey testimony.)
2. rrhe local amendment does not distinguish between fast
track and other projects. In fact, there are more public policy
reasons to impose the requirement on large projects than small.
(Lyman testimony.)
3. The fact that permits for the entire project have not
issued is not controlling. It is the developer's obligation to
procure necessary permits to complete the project timely.
(Peters comments.)
4. Savanah has historically represented that the Phase I
hotel project would be completed in less than 20 months. The
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1987 and 1988 applications for amendments projected an 18-month
construction schedule (Addenda G and H), as did the Amended PUD
Agreement itself. (October 1988 - lvlarch 1990; ~ A2(a) of the
Amended PUD Agreement; September 6, 1988 Ci ty Council meeting
minutes.) Savanah repeatedly, through the review of its
application for modifications of the Roberts' plan, stated that
the project is slated for completion by Christmas of 1989, or at
the latest March 1990 (Addendum F). In fact, Yancey himself told
the P&Z, on March 22, 1988, that construction would take only 19
months. (Addendum F.)
Delays by Building Officials
Savanah indicated that delays were occasioned by failure of
the City Building Inspector's office to timely review and issue
permits. The contention has not been substantiated:
1. Savanah is incorrect that mechanical/electrical permits
were delayed. No such permits have been applied for. The
subgrade plumbing permi twas issued wi thin a reasonable time
given the nature and complexity of the project. (Lyman testimo-
ny. )
2. Any delay in issuance of the June 14, 1989 permit
(No. 11908) was a matter of hours, only. (Stirling comments.)
3. The Ci ty has, in fact, expedited permit issuance to
Savanah by use of fast tracking and contracting with an indepen-
dent agency for the UBC compliance review. (Peters comments.)
4. Savanah has admitted that none of its construction
delays were caused by acts of City staff or administrators.
(Hughes testimony.)
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Expenditures in Reliance
Savanah has argued that it has spent millions in reliance on
approvals.
However, each act of the City of Aspen authorizing
construction activity specifically conditioned authorization such
that Savanah was to proceed, if at all, at its own risk and no
actions of the City guaranteed that all permits necessary for
construction would issue.
(Lyman affidavit and attachments):
1. Permits which have issued to date have issued pursuant
to ~303(a) of the Uniform Building Code ("fast track") which
reads, in part:
The building official may issue a permit for the
construction of a part of a building or structure
before the entire plans and specifications for the
whole building or structure have been submitted or
approved, provided adequate information and detailed
statements have been filed complying with all pertinent
requirements of this code. The holder of such permit
shall proceed at his own risk without assurance that
the permit for the -entire- bUIlding or structure wi 11 be
granted. (Emphasis added.)
2. Permit 11907 (excavation only) issued April 15, 1988
contains this notation:
"All work at conts'-owner's risk.
No
warranty given nor implied that further permits will be issued or
approvals given."
3. Resolution 11, 1988, Section 2, provides:
The applicant may, at its own risk and subject to the
foregoing, excavate-rn accordance-with the excavation
permit issued by the City of Aspen Building Inspector
on April 15, 1988, provided that the applicant comply
with all financial assurances with regard to the
excavation as set forth in those escrow instructions
dated as of April 14, 1988, between the applicant and
the Financial Department of the City of Aspen, which
instructions are incorporated herein by reference.
(Emphasis added.)
4. Permit 11910 (foundation only) issued October 3, 1988
contains this notation:
"All work at owner's/conts' risk.
No
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warranty given nor implied that further permits will be issued
or/approvals given." Attached to the permit was a copy of the
October 1, 1988 memorandum from the Planning Office that the
department was "only signing off on the building footprint in
issuing the certificate."
5. Permit 11908 (partial superstructure only) issued
June 14, 1989. The contractor, on acceptance of the permit
(Yancey letter dated June 14, 1989), acknowledged that: "It is
understood that the contractor and owner assume all risk and
responsibilities in the acceptance of this permit. By issuance
of this permit, the Building Department makes no assurances that
additional permits will be approved or issued."
Lot 6 Rezoning and Development
with respect to Savanah's obligation to begin demolition and
pursue development approvals (including rezoning by April 1,
1989) for Lot 6, Savanah admits thi s was not done, but offers
various defenses:
1. Savanah argues that the City's only remedy is to
initiate the rezoning itself. The Amended PUD Agreement does not
so provide. It merely permits the City to initiate the rezoning
if it elects to do so. (Amended PUD Agreement, p. 40.)
2. The City did, in fact, initiate proceedings to rezone
Lot 6 in August of 1988, but the action was strongly objected to
by Savanah. Perry Harvey made it clear that Savanah did not want
the land rezoned (with a loss of 42,000 sq. ft. of FAR) unless
and until all approvals and permits were received for the Phase I
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hotel, especially in light of a threatened referendum. (Au-
gust 8, 1988 Council minutes, Addendum F.)
3. Savanah argues that it could not proceed because of the
demolition moratorium. In fact, Savanah was excepted from the
moratorium in September, 1988. (September 6, 1988 Council
minutes. )
4. Savanah next argues that it did not want to proceed and
destroy existing housing. However, the land could have been
rezoned, and the uni ts remain as nonconforming uses. ~vi th no
abatement provisions in the Code, there was nothing to require
their removal; and Savanah was so advised in August of 1988.
(August 8, 1988 Council meeting minutes, Addendum F.)
5. Savanah asserts that the deadlines were waived by City
Council; and subsequently by Alan Richman. City Council did
extend the deadline to May 1, 1988 at Savanah's request.
(March 22, 1989 Harvey letter; March 27, 1989 Ri chman memo to
City Council; April 10, 1989 Council minutes.) However, the
application was in fact not submitted until June, and found
incomplete by the Planning Office. (Amy Margerum testimony.)
with respect to Harvey's testimony that Richman advised him that
the applications for the rezoning and development approvals on
Lot 6 need not be processed:
(a) the evidence is hearsay only and not corrob-
orated; and
(b) Richman could not waive this requirement
wi thout City Counci 1 approval as acknowledged by the
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fact that the matter of an extension to May 1, 1988 had
been submitted to the City Council.
6. Savanah argues that the only interest the City has is
to see the park facilities are completed at the same time as the
Phase I hotel and it may withhold a co if they are not.
consequently, when the land is rezoned, other necessary approvals
obtained, and the facilities constructed, is of no interest to
the City. To the contrary:
(a) The City has an interest in having the land
zoned Public and the required deed restriction
executed (without regard to whether the facilities are
constructed) insuring that a major quid pro quo for the
overall development approval is in fact received.
(Harvey comments, Planning and zoning Commi ssion
Minutes, July 12, 1988, Addendum F.)
(b) Council, at the time the Amended PUD
Agreement was approved, specifically set these
deadlines so that approvals were obtained and
construction for Lot 6 was timely commenced to avoid
"the hotel getting near completion and having the park
issue up in the ai r. " (Counci 1 minutes, Augu st 16,
1988, Addendum F.)
Construction Schedules Not Mandatory; Waived by City Engineers
Savanah contends that the construction schedules established
in TLA2(a) were not intended to be mandatory or, in the alterna-
tive, were waived by failure of City Engineers to object to
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construction schedules showing completion dates outside those
contained in the Amended PUD.
1. The Amended PUD Agreement provides that the approved
project was "subject to all of the requirements, terms and
conditions of the City of Aspen Subdivision and Planned Unit
Development Regulations in effect on May 24, 1988, together with
such other laws, rules and regu lations as are or may become
applicable. . . ." 'l'he Amended PUD Agreement further provides that:
"This Agreement shall be subject to and construed in accordance
with the laws of the State of Colorado and the Municipal Code of
the City of Aspen" (Amended PUD Agreement, pp. 4, 54; Addendum
C.) These regulations require establishment of and compliance
with construction schedules and diligent pursuit of construction.
2. The Amended PUD Agreement speci fically provided that:
"the City intends by its execution of this First Amended PUD
Agreement to require Owner to perform or commit to perform its
obligations hereunder wi thin the time frame contemplated herein
and, otherwi se, as soon hereafter as practical."
(Amended PUD
Agreement, p. 5.)
3. Section 5 of the Amended PUD Agreement provides that
all recitals and written submissions of the applicant are deemed
part of the Agreement. (Amended PUD Agreement, p. 55; Adden-
dum F.) Savanah has repeatedly asserted that the Phase I hotel
would be completed by Christmas 1989, or no later than
March 1990. (Hughes testimony; Addenda F, G, H; ~A2 (a) Amended
PUD Agreement; September 6, City Council Minutes.)
4. Savanah argues that the schedule was intended to be
flexible; and that the reason Savanah has not progressed as
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intended is that it has failed to secure financing.
(Hughes
testimony. )
However, the construction schedules, as drafted,
contain enough leeway for contemplated adju stments wi thin the
deadlines provided.
(September 6, 1989 council minutes.)
The
Agreement and council did not contemplate noncompliance with the
schedules for failure to obtain financin , inasmuch as council
had asked and had repeatedly been assured that financing was
alread~n place!
(Addendum F.)
5. Savanah argues that the construction schedule was
intended to be non-binding.
The history of the construction
schedu Ie elements of the PUD agreements proves otherwi se. The
original PUD agreement with Roberts approved in 1985 (Addendum I)
had a construction schedule, but provided:
"Owner and City mutually acknowledge that exact
construction schedules cannot be submitted at this
time. Owner anticipates that the several components of
the Project will be construed generally in accordance
with the following time frames, which time frames shall
not constitute binding representations or schedules."
(Emphasis added.)
As
is
evident
by
the
city
council
meeting
minutes
of
September 12, 1988
(Addendum F), the open-endedness of this
provisions was objectionable to the council and intended to be
eliminated in the Amended PUD Agreement.
6. with respect to the argument that past and present city
Engineers have waived the deadlines by virtue of having accepted
revised construction schedules:
(a) Savanah's own witness acknowledged that each
Gish and Hammond stated that, in reviewing the sched-
u les ,
they were only concerned with construction
logistics.
(Yancey testimony.)
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(b) Both Gish and Hammond assert that they waived
no construction deadlines and limited their participa-
tion to approving construction activity solely in terms
of construction logistics.
(Gish testimony; Hammond
letter of December 12, 1989.)
Gish testified that any
such extension requested would have been forwarded to
the Planning Office.
(Gish testimony.)
(c) The requ irement that each phase of the PUD
Subdivision be completed according to the agreed
schedule
is di stinct
from
the
requirement
that as a
--
condition of issuing each permit Savanah submit "a
detailed construction schedule" showing, to the satis-
faction of the City Engineer, that disruptive con-
struction activities are scheduled "to minimize impacts
on adjacent properties and lodge uses."
The City
Engineer' s limited function is clearly delineated in
the Amended PUD Agreement.
(Amended PUD Agreement,
pp. 7, 8, 47, Addendum J.)
Savanah's contention that
the only binding construction scheduling is that
incident to the Engineer's approval of a construction
schedule is defeated by a comparison of the original
PUD agreement
(Addendum I)
and the Amended PUD
Agreement (Addendum J).
The 1985 original agreement
contained
the
same
requirement
that
a
detailed
construction schedule be submitted to the City Engineer
(at the time of permit applications), while at the same
time the 1985 agreement provided that the "time frames
shall
not
constitute
binding
representations
or
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schedules."
Engineer's
compliance
there was
(Page 4, Addendum I.) If the purpose of
review and approval was to approve the
with the overall construction timetable,
no need for such provisions in the 1985
agreement.
(d) Savanah itself had an obligation to demon-
strate its progress to the Planning Office every six
months, which it obviously failed to do. (Amended PUD
Agreement, pp. 48, 49).
7. Finally, Savanah contends that only the City Engineer
could initiate a review for non-compliance pursuant to a proce-
dure described in pp. 8, 9 of the Amended PUD Agreement. The
Ci ty Counci 1 di sagrees. Even if applicable (which the Counci 1
disputes), it would not prevent the Council, the final reviewing
agency, from initiating an investigation as the beneficiary of
the terms and conditions of approval, or pursuant to its general
power to enforce compliance with PUD construction schedules as
provided in Section 24-8.20 of the Land Use Code.
Hammond's Letter
The City Council will permit the inclusion of Jay Hammond's
December 12, 1989 letter into the record. This correspondence
was not solicited by the City of Aspen. It is an independent act
by a former employee who objected to the hearsay evidence
concerning his actions and statements. Hammond was, in essence,
offered by Savanah as its witness; certainly Savanah cannot now
object to inclusion of Hammond's statement as to what, in his
opinion, in fact occurred.
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CONCLUSION
The City of Aspen has a legitimate public interest in timely
construction of development projects:
1. to minimize disruption in the areas of construction;
2. to insure that owners are not given unlimited immunity
from regulatory changes; and
3. to guaranty that owners timely provide those agreed to
amenities which directly benefit the public.
The cumulative effect of all the delays in the construction
schedules established for the Aspen Mountain PUD Subdivision
require action by the Aspen City Council.
For each of the
foregoing reasons, the City Council affirms the findings of
non-compliance contained in Resolution 39 (Series of 1989) except
as hereinabove noted.
Adopted by the Aspen City Council at its meeting held
January 17, 1990.
I, Kathryn S. Koch, duly appointed and acting City Clerk, do
certify that the foregoing is a true and accurate copy of that
resolution adopted by the City Council of the City of Aspen, at a
meeting held January 17, 1990.
f!frr~ ' J k_
Kathryn Sf ~h, City Clerk
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CERTIFICATE OF MAILING
I hereby certify that on this ,,23 day of , 1990,
I have served the foregoing Resolution No. 55, ries 0 1989, by
placing copies thereof in the United States ma' l, certified mail,
postage prepaid, and address as follows:
Savanah Ltd. Partnership
1300 17th Street, Suite 1100
Roslyn, VA 22209
Robert W. Hughes, Esq.
Oates, Hughes & Knezevich, P.C.
533 East Hopkins Avenue, Third Floor
Aspen, CO 81611
Perry A. Harvey
Hadid Aspen Holdings, Inc.
600 East Cooper, Suite 200
Aspen, CO 81611
~
A~
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