HomeMy WebLinkAboutcoa.lu.sp.Little Nell Base.1987[a,
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STATEMENT OF EXCEPTION FROM THE FULL SUBDIVISION
PROCESS FOR THE PURPOSE OF SUBDIVIDING
THE LITTLE NELL PROPERTY
WHEREAS, the ASPEN SKIING COMPANY (hereinafter referred to as
"ASC") is the owner of a parcel of real property described on Exhibit
"A", attached hereto and incorporated herein; and
WHEREAS, ASC has entered into that certain "SPA Agreement For
Little Nell Base Development" (hereinafter referred to as the "Precise
Plan") pertaining to the development of a gondola, lift facilities and
lift buildings known as the "West Wing" and a hotel and commercial
project known as the "Little Nell Hotel" and recorded in Book 518 at
Page 464 of the real property records for Pitkin County; and
WHEREAS, ASC has requested an exception from the full subdivision
process for the purpose of subdividing the above -referenced property;
and
WHEREAS, the City Council at its meeting on August 6, 1986,
determined that ASC's request for such subdivision was appropriate and
granted the same, subject however, to the conditions described
hereinafter.
NOW THEREFORE, the City Council of Aspen, Colorado, does determine
that the application for exception from the full subdivision process
for the purpose of subdivision of the property described on attached
Exhibit "A" is proper and hereby grants said subdivision.
PROVIDED, HOWEVER, that the foregoing exception is expressly
conditioned upon:
1. ASC's recording of an amended plat designating the two (2)
lots formed by separating the hotel property from the remainder of the
base area in the approximate vicinity of the eastern edge of Hunter
Street. Said plat shall contain the revised property descriptions.
2. The continuation by ASC, of ownership of the fee simple
interest in both parcels.
3. The compliance by ASC and any successor or assignee with that
certain "SPA Agreement For Little Nell Development" recorded in Book
518 at Page 464 of the Pitkin County real property records.
4. The acknowledgment by ASC that the Little Nell property,
despite its subdivision into two parcels, shall be treated as a single
parcel in any further SPA development, and that no S.P.A. plan
amendment or other development proposal may be submitted which does not
comprehensively address development of the entire property, and which
does not have the consent of all landowners, pursuant to Section
24-7.3(b) of the Municipal Code of the City of Aspen.
S46
-01
DATED this I t5 day of
198
ASPEN SKIING COMPANY, a
Colorado general partnership
By
CITY OF ASPEN, a municipal
corpora io
By '
WILLIAM L. STIRLI �,Mayor
APP�D AS TO FORM:
PAUL J. TADDUN , City Attorney
I. KATHRYN S. KOCH, do hereby certify that the foregoing
Statement of Exception from the Full Subdivision Process for the
Purpose of Subdividing the Little Nell Property was considered and
approved by the Aspen City Council and that the Mayor, Waal'�}, L.
Stirling, was authorized to execute the same on behalf; of.•'.he Aly of
Aspen.
KATHRYN . KOC .,s,City Clerk
STATE OF COLORADO)
) ss.
COUNTY OF PITKIN )
c
Tie foregoing instrument was acknowledged before me this day
� .
Of
1987, by William Stirling as Mayor, aqd Kathryn S.
:.X Ko aS��City lerk of the CITY OF ASPEN, State of Colorado, a municipal
' ,o,corp(pration.
U ro 1 J
WITNESS my hand and official seal.
My commission expires:
Notar Public
STATE OF )
ss.
COUNTY OF ��J
he foregoing instrument was acknowledged bef me this / day
of� 198f, by as
of e ASPEN y SKIING CO PANY, Colorado general partnership.
-� Wi-ideption
WITNESS my hand and official seal.
My commission expires: �s /990
r
Kotary Pu lic
statement/ASC2
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BOOK 518 PAGE 464
SPA AGREEMENT FOR LITTLE NELL BASE DEVELOPMENT
THIS SPA AGREEMENT is made and entered into this �_
day o£ D , 1986, by and between the CITY OF ASPEN,
COLORA O, q municipal corporation and home -rule city
(hereinafter referred to as "City") and the ASPEN SKIING
COMPANY, a Colorado general partnership (hereinafter referred
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to as "Owner"). o
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RECITALS: o y V
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1. The Owner has submitted to the City for approval,
execution and recordation, an SPA Precise Plan for
Development (hereinafter referred to as the "Precise Plan")
pertaining to the development of a gondola, lift facilities
and lift buildings known as the "West Wing" and a hotel and
commercial project known as the "Little Nell Hotel"
(hereinafter collectively referred to as the "Project") on a
tract of land situate within the City of Aspen, Colorado,
legally described on Exhibit "1" attached hereto and
incorporated herein by this reference; and,
2. The Owner has received all requisite development
approvals from the City for the Project except for a Growth
Management Allocation for the new commercial space produced
by the Project which applicant will apply for in August,
1986. The development approvals that the Owner has received
include the following:
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(a) Growth Management Allocation for ninety-two (92)
lodge units for the hotel (approved by City
Council on April 14, 1986),
(b) 8040 Green Line Review approval (approved by P&Z on
March 18, 1986),
(c) Mountain Viewplane Review approval (approved by
P&Z on March 18, 1986),
(d) Conditional Use approval for hotel in the CC
Zone, ski lift and other ski facilities in the
Conservation Zone (approved by P&Z on March 18,
1986),
(e) Change of Use approval for employee housing at
Holiday House (approved by P&Z on March 18, 1986,
and by City Council on April 14, 1986),
(f) SPA Conceptual Plan approval and Precise Plan
approval (approved by P&Z on March 18, 1986 and by
City Council on April 14, 1986),
(g) Rezoning of Conservation Zone to SPA (approved by
P&Z on March 18, 1986 and by City Council on April
28, 1986)
3. The City has fully considered the Precise Plan and
the proposed development and improvement of the lands
therein, and the anticipated benefits and burdens to other
adjoining neighboring properties in the downtown area in
general by reason of the proposed development and improvement
of the lands included in the Precise Plan, all in accordance
with Article VII and other related provisions of the
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AS paiABB
Municipal Code of the City of Aspen, Colorado (hereinafter
referred to as the "Municipal Code")
4. The City has fully considered the Precise Plan and
finds that the Precise Plan submitted by the Owner has met
the standards set forth in Section 24-7.7(a) of the Municipal
Code and further finds that the Owner has met its burden and
has demonstrated the reasonableness and suitability of the
Precise Plan, its conformity to the requirements of Article
VII of the Municipal Code, that the adverse effects of the
proposed development have been minimized to the extent
practicable, and the project complies with the City Council's
intent in originally designating this site with an SPA
overlay, including the reasonable conformance of the Precise
Plan with the approval granted to the Conceptual Plan; and,
5. The City is willing to approve, execute and accept
for recordation the Precise Plan on the agreement of Owner to
the matters hereinafter described, subject to all of the
requirements, terms and conditions of Article VII of the
Municipal Code as presently constituted and such other laws,
rules and regulations as are or may be applicable; and,
6. The City has imposed conditions and requirements in
connection with its approval, execution and acceptance for
recordation of the Precise Plan and such matters are
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ecm 518 ?a, L-467
necessary to protect, promote and enhance the public health,
safety and welfare; and,
7. Under the authority of Article VII of the Municipal
Code, the City is entitled to assurances that the matters
hereinafter agreed to will be faithfully performed by Owner
and Owner's successors and assigns; and,
8. Owner is willing to enter into such agreements
with, and to provide such assurances to, the City.
WITNESSETH:
NOW THEREFORE, in consideration of the premises, the
mutual covenants herein contained, and the approval,
execution, and acceptance of the Precise Plan for recordation
by the City, it is agreed as follows:
I. USE, AREA AND BULK REQUIREMENTS
The Precise Plan attached hereto as Exhibit "2" including all
conditions of approval and representations of the applicant
incorporated within the body of this agreement shall
constitute the development regulations for this parcel of
land. The underlying zones on the parcel upon which an SPA
designation exists shall remain as CC and C as they are
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presently designated on the officially adopted City of Aspen
Zoning Maps as of April 14, 1986.
A. The following area and bulk requirements shall serve as
guidelines to help administer the development of the Project
which is to be built in accordance with the Precise Plan.
1.
Minimum lot area
3,000 sq. ft.
2.
Minimum lot area per dwelling unit
No requirement
3.
Minimum lot width
No requirement
4.
Minimum front yard
26 ft.
5.
Minimum side yard
No requirement
6.
Minimum rear yard
No requirement
7.
Maximum height
40 ft.
8.
Minimum distance between
No requirement
primary and accessory buildings
9.
Percent of open space required
for building site (minimum) *
25%
10.
External floor area ratio
1.93:1 83,265 sq. ft.
(maximum)
(variation)
11.
Internal floor area ratio
No requirement
12.
Off street parking spaces:
internal to the Project building
118
external to the Project building
15 (9 in drop-off
lane; 4 in parallel parking along drop-off island,
and 2 service delivery bays)
13.
Utility/trash service area no less
than 36 ft. in length
(variation)
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* Open space for the parcel shall include all areas
meeting the definition of Section 24-3.7(d) of the
Municipal Code, provided that the requirements of
Subsection 24-3.7(d)(3) shall not apply to this parcel.
B. Uses Permitted. The following uses shall be permitted
in the area governed by the Precise Plan or shall be
conditional uses if so noted:
1. Hotel (conditional)
2. Retail commercial
3. Ski accessory retail to include ski shops, repair,
rental and storage
4. Open use recreation
5. Restaurant and Little Nell apres ski deck
6. Additional retail commercial as specified under
permitted uses in the CC Zone, Section 24-3.2 of
the Municipal Code
7. Ski area administrative offices and ski school
8. Shipping and receiving for hotel and mountain food
service and other mountain operations
9. Storage of materials accessory to the above
10. Cabaret and night club
11. Activities associated with emergency medical
service for treatment of injured skiers
12. Ski lifts and lift buildings (conditional)
13. Mazes and skier milling areas
14. Hotel accessory retail ma 518 ZA-70
II. VARIATIONS FROM THE UNDERLYING ZONE DISTRICT
A. In conjunction with the above set forth use, area and
bulk requirements, the following variations from the
underlying zone district regulations governing the property
shall apply to the project:
1. Use. Hotel protruding into C Zone.
2. Area and Bulk. The trash access and truck dock area
shall be no less than thirty-six (36) feet wide, containing
approximately sixteen hundred (1,600) sq. ft.
The external floor area ratio shall be 1.93:1.
Open space shall be calculated as specified in Section
I.A.(9) of this Agreement.
III. CONSTRUCTION SCHEDULE
A. Owner and City mutually acknowledge that exact
construction schedules cannot be submitted or agreed to at
this time. Owner shall construct the Project in two phases,
the first phase being the construction of the "West Wing" and
gondola with associated buildings and accessory structures,
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and the second phase being the construction of the Little
Nell Hotel. Owner anticipates that the first phase of the
Project shall be commenced on April 15, 1986, and the
estimated completion date of the first phase is December 15,
1986. Owner shall apply for a building permit for the second
phase of the Project no later than thirty-three (33) months
after the GMP submission date of December 2, 1985, which date
is September 2, 1988. Owner anticipates that the Project
will proceed in accordance with the following time frames,
which time frames shall not constitute binding
representations or schedules:
1986 April 15
June 1
June 15
August 1
December 15
No later than
Begin utility relocation at Little Nell
Begin excavation for West Wing and
grading for new lift.
Begin regrading on Little Nell slope.
Begin construction of gondola
terminal. Begin construction of lower
lift terminal for 4A.
Structural work and lift terminal
complete.
September 2, 1988 Begin demolition of Little Nell complex.
January 2, 1989 Hotel framed and roofed.
18 months later Hotel certificate of occupancy.
B. Detailed Construction Schedule. BC�'it 51-8 q l
1. In scheduling and constructing the first phase of
the Project, Owner agrees to provide the City Engineering
Department with plans and schedules as soon as they become
available, and work with the City Engineering Department to
address and alleviate any construction and safety concerns
the City Engineering Department may have.
2. At the time of application for a Building Permit
for demolition of the Little Nell complex and construction of
the Hotel portion of the Project, and as a condition
precedent to the issuance thereof, Owner agrees to provide
the City Engineering Department with a detailed Construction
Schedule for the construction of the hotel, to the
satisfaction of the City Engineer and Chief Building Official
in the exercise of their reasonable discretion, which
Construction Schedule shall address how construction will
best accommodate under the following circumstances:
(a) barricading and provision of pedestrian
protection,
(b) maintenance of adequate public vehicular access
and circulation in the development area,
(c) excavation access and large truck traffic
circulation and staging areas,
(d) disposal of demolition and excavation
materials,
(e) delivery and storage of major construction
materials,
(f) construction equipment access and storage,
(g) contractor vehicle parking,
(h) compliance with City noise regulations,
(i) how circulation will occur and what the base
area will look like during construction,
(1) how Owner shall maintain the barricade
and walkway system throughout the course of
construction, including repairs and removal,
(m) how utility relocations, replacements and
undergrounding shall be scheduled and designed,
(n) limits of excavation, construction easements
and shoring needs, and,
(o) proposed landscaping of areas where demolition
is contemplated without immediate
reconstruction.
3. The detailed Hotel Construction Schedule shall be
verified by the City Engineer and the Chief Building Official
and (if the City so desires) recorded as a supplementary
exhibit hereto.
4. Major amendments to the Hotel Construction Schedule
set forth in Section III.B.2. which, in the view of the City
Engineer, represent a substantial deviation from the original
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Hotel Construction Schedule, shall be processed in accordance
with the procedures established in Section XI hereof, and
shall also be verified by signatures of the City Engineer and
Chief Building Official and (if the City so desires) recorded
as supplementary exhibits hereto.
IV. LANDSCAPING IMPROVEMENTS.
In accordance with Section 24-8.16 of the Municipal
Code, all required landscaping for the Project shall
substantially conform to the Landscape Development Plan. An
Interim Plan, Phase I, has been supplied to the City and will
be made more detailed prior to the issuance of a building
permit for the hotel portion of the Project. as part of
Exhibit "2". The Owner shall file a Final Landscape Plan,
Phase II, which shall be processed as an amendment to the
adopted Precise Plan, and which shall be adopted prior to the
initiation of construction of the second phase of the
Project. The Owner shall implement the Interim Plan, Phase I
in conjunction with the first phase of the Project, and
review the performance of these improvements annually with
the City Council until the Final Landscape Plan, Phase II is
put into effect. The Final Landscape Plan, Phase II will
depict and describe the nature, extent and location of all
plant materials at mature sizes in appropriate relation to
scale, species and size of existing plant material, flower
and shrub bed definition, a plant material schedule with
p�� 518 rz:A T
common and botanical names, sizes and quantities, proposed
treatment of all ground surfaces (e.g., paving, turf, gravel,
terracing, etc.), irrigation water systems, decorative water
features, retaining walls, fencing, benches, site lighting,
and all other agreed -upon landscape features. If Phase II is
built, the Final Landscape Plan, Phase II shall provide that
landscaping will be completed in a logical sequence
commensurate with the staging of improvements as contemplated
in the Construction Schedule, but in no event later than one
(1) year after the date of issuance of the Certificate of
Occupancy for the Hotel portion of the Project. It is the
mutual understanding of the parties that a Certificate of
Occupancy may in fact issue for the Project even though the
landscaping improvements related thereto have not yet been
completed, so long as the portion of the financial guaranty
provided for in Section V hereof which covers the estimated
cost of such unfinished landscaping remains available to the
City pursuant to the terms of said Section V. A listing of
all planting and their costs is included on Exhibit "5".
Financial guarantees will be supplied to the City insuring
the landscaping commitment contained in this paragraph.
Financial guarantees for Phase I will be required prior to
the issuance of a building permit for Phase I. Financial
guarantees for Phase II will be required prior to the
issuance of a building permit for Phase II.
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V. FINANCIAL ASSURANCES.
In order to secure the performance of the construction
and installation of the landscaping improvements and site
improvements described in Sections IV and VIII.A.(1) herein,
and to guarantee one hundred percent (100%) of the current
estimated cost of such improvements, which estimated cost is
approved by the City Engineer to be $536,000.00 for Phase I
and $320,445.00 for Phase II (as such amount may be updated
from time to time as herein provided), Owner shall guarantee
by irrevocable bond, sight draft or letter of commitment or
credit from a financially responsible lender that funds in
the amount of such estimated cost are held by it for the
account of Owner for the construction and installation of the
above -described improvements. Said guaranty for Phase I
shall be delivered to the City prior to the issuance to Owner
of a building permit for the West Wing, and the guaranty for
Phase II shall be delivered to the City prior to the issuance
to Owner of a building permit for the Hotel portion of the
Project. The guarantees shall be in a form acceptable to the
City Attorney and the City Manager, and shall give the City
the unconditional right, upon clear and unequivocal default
by the Owner, to withdraw funds as necessary and upon demand
to partially or fully complete and/or pay for any of such
improvements or pay any outstanding bills for work done
thereon by any party, with any excess guaranty amount to
be applied first to additional administrative or legal
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costs associated with any such default and the repair of any
deterioration in improvements already constructed before the
unused remainder (if any) of such guaranty is released to
Owner. Provided, however that Owner shall be given fourteen
(14) days written notice of default prior to City's ability
to make a call under the letter of credit. As portions of
the required improvements are completed, the City Engineer
shall inspect them, and upon approval and written acceptance,
he shall authorize the release from the guaranty delivered by
Owner of the agreed estimated cost for that portion of the
improvements except that ten percent (10%) of the estimated
cost shall be withheld until all proposed improvements are
completed and approved by the City Engineer. Provided, that
the withheld ten percent (10%) which relates to the
improvements described in Section VIII.A.(1) herein shall be
released by City upon completion and approval by the City
Engineer of all such Section VIII.A.(1) improvements and
regardless of the stage of completion of landscape
improvements described in Section IV above.
Furthermore, Owner hereby agrees to and does hereby
warranty all such improvements to accepted standards of good
workmanship for a period of one (1) year from and after
acceptance thereof in writing by the City. In addition to
this warranty, the Owner shall obtain from its contractors
customary warranties of good workmanship with the City as
beneficiary, with respect to all improvements required by
Sections IV and VIII.A.(1) herein.
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It is the express understanding of the parties that the
procedure set forth in Section XI of this Agreement regarding
non-compliance shall not be required with respect to the
enforcement and implementation of the financial assurances
set forth herein and required by Section [20-16(c)] of the
Municipal Code.
VI. EMPLOYEE HOUSING.
As an inducement to approve the Precise Plan and grant
the Growth Management Allocations necessary for the Project,
Owner has agreed to and does hereby acknowledge its
obligation to provide off -site employee housing for
thirty-four (34) employees generated by the Project.
Accordingly, Owner agrees to house thirty-four (34) employees
by converting and deed restricting seventeen (17) rooms in
the existing Holiday House Lodge located at 127 West Hopkins
Avenue. Employees shall be housed at two (2) employees per
room. Each lodge room shall have a private bath and small
kitchen. Lodge rooms may vary in sizes, but shall average
172 sq. ft. of net living space per employee. The lodge
shall provide a swimming pool, two laundry rooms, ample
storage closets and a small common lobby as on -site
amenities. On -site parking spaces shall be provided at the
rear of the building off the alleyway to serve residents of
the lodge. No less than twelve (12) parking spaces shall be
provided. In addition to the improvements to the lodge
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already made by the Owner, which include painting and
clean-up, and upgrading the mechanical systems, Owner agrees
to add small kitchens to rooms currently without kitchens so
that approximately eleven (11) new kitchens will be added to
the lodge prior to the issuance of a Certificate of Occupancy
for the hotel. All proposed improvements will be reviewed,
itemized, and documented with the City Council or its housing
designee.
Two (2) rooms in the Holiday House shall be deed
restricted at the time the gondola goes into operation.
Fifteen (15) rooms of the Holiday House shall be deed
restricted at the time of the issuance of the Certificate of
Occupancy for the Little Nell Hotel. Rent for the rooms
shall be deed restricted to the low-income rental guidelines
in effect at the time of deed restriction, and may be
adjusted annually according to the annually adopted City
guidelines. Private lodge rooms vary in individual sizes,
but in total the twenty-eight (28) rooms in the lodge contain
9,658 sq. ft. of net living space. Rents for the herein
restricted seventeen (17) rooms, housing up to thirty-four
(34) employees, shall be calculated as follows:
PHASE I:
Four employees (2 rooms) shall be restricted when the gondola
goes into operation.
Rental Formula:
4 (employees) X 172 (average sq. footage X .60 (low income
per employee) guidelines)
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This figure may be amended as the low income rental guidelines are
annually adjusted.
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Thirty employees (15 rooms) shall be restricted when a Certificate
of Occupancy is issued for the hotel.
Rental Formula:
30 (employees) X 172 (average sq. footage X .60 (low income
per employee) guidelines)
This figure may be amended as the low income rental guidelines
are annually adjusted.
Rents shall include all commonly metered or assessed
utilities, management costs and taxes. Employees employed
directly by Owner shall be given first priority to occupy the
units. No rooms shall be rented for a period of less than
thirty (30) days without the permission of the City Council
or its housing designee. If vacancies occur, Owner shall be
permitted to rent to other employees and music students in
accordance with the low-income price and income guidelines
adopted by the City. The City Council or its housing
designee shall have the right to review rents and confirm
employee status prior to and as a condition of employees
occupancy for compliance with adopted City guidelines. The
employee housing to be provided in accordance with this
section shall comply with the housing size, type, income and
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occupancy guidelines of the City of Aspen and the provisions
of Section 24-11.10 of the Municipal Code. The employee
housing commitments described herein shall be performed in
the following manner. Contemporaneously with the execution
of this Agreement, Owner has signed, acknowledged and
delivered into escrow with the Aspen City Clerk a "Dedication
of Real Property to Employee Housing Restrictions and
Guidelines" covering the Holiday House, which Dedication is
to be held by the City Clerk subject to the following
instructions: at the same time that the City issues and
delivers to Owner a valid and effective Certificate of
Occupancy for the Little Nell Hotel, the City Clerk shall and
is hereby authorized, empowered and instructed to record in
the Pitkin County, Colorado real property records the
Dedication covering the fifteen (15) rooms in the Holiday
House. At the time the gondola goes into operation, the City
Clerk shall and is hereby authorized, empowered and
instructed to record in the Pitkin County, Colorado real
property records the Dedication covering the two (2) rooms in
the Holiday House.
Owner agrees to confirm to City the status of title to
the above -described employee housing property as follows: At
the time that Owner applies for a Certificate of Occupancy
for Hotel, Owner shall deliver to the City Attorney a current
Owners' and Encumbrancers' Report issued by a local title
insurance company covering the property, together with either
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a release or a subordination of any monetary liens disclosed
by such Reports as those liens may affect the subject
Dedications. Finally, Owner covenants that from and after
the date hereof any entities lending funds secured by such
employee housing properties shall be given actual notice of
the Dedication requirements contained in this Agreement.
VII. PARKING.
Prior to the issuance of a Certificate of Occupancy for
the Little Nell Hotel, and as a condition precedent thereto,
Owner shall construct 118 subsurface parking spaces for the
Project. The forty-six (46) spaces required to be provided
through approvals granted to the Aspen Mountain Ski Area
Master Plan contained in Resolution No. 85-44 of the Board of
County Commissioners shall be in addition to the one hundred
eighteen (118) spaces required on -site. Owner has expressed
a willingness to consider providing additional parking spaces
if a parking structure is built proximate to the ski lifts.
VIII. SITE IMPROVEMENTS.
A. Owner shall and hereby agrees to accomplish the
following improvements in the Project area.
1. Utility Plan. Owner shall relocate underground all
electrical, telephone and cable television lines, and upgrade
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water and sewer service and fire protection specified on the
Utility Plan attached hereto as Exhibit "3" and incorporated
herein by this reference. The specific cost breakdown of all
items on Exhibit "3" are set forth on Exhibit "4". In
accordance with the Utility Plan, Owner shall construct the
following improvements in the Project area.
(a) Underground Utilities. Owner shall relocate
underground all electrical, telephone and cable television
lines, in accordance with the Utility Plan prior to the
issuance of a Certificate of Occupancy for the hotel.
(b) Water. Owner shall construct or accomplish
the following water system upgrades: abandon the 12" Little
Nell steel line; relocate the 12" DIP connection from the
Hunter Street pumphouse to the one million gallon reservoir;
install a 12" DIP loop in Dean Avenue; relocate booster
pumping facilities to the snowmaking plant; maintain supply
to Aspen Alps via a new 12" DIP line. Owner shall install a
12" fire main in Spring Street. This work will be
accomplished• prior to the issuance of a Certificate of
Occupancy for the West Wing. Owner shall relocate the well
control and treatment facilities from the Hunter Street
pumphouse into the stairwell on Hunter Street. This will be
done prior to the issuance of a Certificate of Occupancy for
the hotel. The pumphouse shall be relocated within two years
of the date of adoption of this Agreement, irrespective of a
hotel Certificate of Occupancy. Plans and specifications for
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all water system improvements shall be subject to the i
approval of the City Water Superintendent in the exercise of
his reasonable discretion, and final acceptance by the City
is conditioned upon submission of final test reports by a
registered civil engineer verifying conformance with approved
plans and specifications.
(c) Sewer. Owner agrees to construct and/or
accomplish the following sewer system upgrades: relocate and
upgrade the 10" main which runs from Spring Street-Ute Avenue
across the maze to Galena Street -Dean Street with a 12" PVC
main in Spring Street to Durant, and then a 15" PVC main in
Durant Street to Galena Street. This work will be
accomplished prior to the issuance of a Certificate of
Occupancy for the West Wing.
(d) Fire Protection. Owner agrees to install a
fire hydrant at the South end of Spring Street and a second
hydrant on Dean Avenue behind the North of Nell building.
This work will be accomplished prior to the issuance of a
Certificate of Occupancy for the West Wing.
(e) Vacate Old Easements; Grant New Easements.
The City agrees to vacate any water, sewer or other utility
reservations at such time as these utilities are either
abandoned or relocated in accordance with the Owner's
commitment set forth herein. Owner agrees to grant any new
easements for relocated utility facilities in accordance with
the location of the utilities as constructed and in place as
may be required by the City Engineering Department.
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2. Sidewalks, Curbs and Gutters. Owner agrees to
provide sidewalks, curbs and gutters in accordance with
Engineering Department requirements, prior to the issuance of
a Certificate of Occupancy for the Hotel.
B. Owner shall and hereby agrees to accomplish the
following dedications and/or improvements in the Project
area:
1. Drainage. Owner shall install and maintain storm
drainage facilities for the storm drainage from the site in
accordance with Rea, Cassens & Associates Storm Water
Drainage Report dated November, 1985. A Final Plan based on
the Rea, Cassens plan will be submitted to the City Engineer
for his review and approval prior to the commencement of
drainage work at the hotel, and necessary drainage facilities
will be installed prior to the issuance of a Certificate of
Occupancy for the hotel.
C. Ski Lifts. Owner agrees to provide and construct the
gondola, the relocated new lift 4A, and associated lift
buildings and ski accessory improvements as indicated on the
Precise Plan. It is the Owner's intention to begin the
construction of these lifts in the Spring of 1986, and have
them operational during the 86-87 ski season.
- 22 -
•
C�
POCK 51.8 PAG-486
IX. OTHER COMMITMENTS BY OWNER
A. Access, Circulation and Parking.
1. Owner agrees to provide an auto -taxi -limo drop off
facility for the needs of the ski area and hotel guests as
specified on the Precise Plan (Exhibit "2"). Owner agrees that
the drop off area will be managed during the ski season. A
landscaped island buffering the drop-off area shall also be
provided, including the pedestrian walkway all as shown on the
Precise Plan. The paving in the pedestrian portion of the
drop-off area shall be complementary to that on the Hunter and
Dean Street malls, and shall be accomplished prior to the issuance
of a Certificate of Occupancy for the hotel.
2. Owner agrees to provide a service yard for the Project
as shown on the Precise Plan. The Owner shall, prior to the
issuance of a Certificate of Occupancy for the hotel, construct a
cul-de-sac at the end of Spring Street to enhance the circulation
of service vehicles and cars in the area as shown on Exhibit "2".
The design of the cul-de-sac shall be coordinated with the City
Engineer (who may consult with the Lodge Improvement District),
whose final approval of all construction plans for the cul de sac
shall be required. The landscape plan to screen the Aspen Alps
from the cul-de-sac shall be implemented by the applicant, and
signage shall be provided according to the plan on file with the
Planning Office prior to the issuance of a Certificate of
Occupancy for the hotel.
- 23 -
Pi 518 mcA87
3. Owner shall provide and construct a pedestrian
easement connecting the Ute Avenue Trail with Dean Street and
a pedestrian easement connecting to Aspen Mountain Road as
shown on the Precise Plan. The Owner shall also provide
signs to prohibit bike riding in the gondola maze area of the
trail. The Owner shall also provide a defined, unpaved trail
from the base area to Aspen Mountain Road for summer hiking
purposes. The Owner shall provide year-round trail easement
to the City of Aspen for the cross country skiing trail
proposed to cross the Little Nell Run, and will accommodate
the needs of said trail in the regrading program, provided
that the trail design and maintenance acknowledge the primacy
of alpine skiing and will not interfere with the needs of the
alpine skiing area. Except for the pedestrian easement
connecting Ute Avenue and Dean Street, the remaining parts of
this paragraph will be accomplished prior to the issuance of
a Certificate of Occupancy for the West Wing.
4. The Owner shall take full responsibility for the
construction and maintenance of all improvements for the
Hunter Street mall shown on the Precise Plan, and Zone I of
the Dean Street mall. The Owner shall participate with its
neighbors in the Lodge Improvement District for that section
of the Dean Street mall labeled as Zone II, provided that if
the District is not underway by the time the rest of the
malls are finally built, the applicant will at least pave
Zone II with materials consistent with that in Zone I and
- 24 -
E
restrict the entrance to the street to authorized vehicle
access only. The Owner shall coordinate all mall and
mall -type improvements with the work of the District to
insure compatibility of materials and design style.
Financial assurances for this work are covered by Section IV
and V of this Agreement.
5. The Owner shall construct the improvements shown on
the Precise Plan in the Hunter Street intersection, including
the paving pattern which designates this corner as the
principal entrance to Aspen Mountain. This work will be
accomplished prior to the issuance of a Certificate of
Occupancy for the hotel. The Owner agrees to remove the
neckdown if required by the City of Aspen.
6. In the event that any municipal improvements or
improvements of a kind contemplated in Section 20-16 of the
Municipal Code of the City of Aspen as amended, become
necessary or desirable to the area of the above described
property, Owner agrees to join upon the demand therefor by
the City any special improvement district, urban renewal
district, or downtown development district formed for the
construction of such improvements, including without
limitations signage, drainage, underground utilities, paved
streets and alleys, planting, curbs, gutters, sidewalks,
streets, lights, traffic circulation, trails, recreation
facilities, parking, etc. in the area of the above described
- 25 -
• o lA. 1 Q nn.A89,
property; however, in view of the public improvements to be
provided under this Agreement, the Owner reserves the right
to contest the scope of the improvement district and '.ne
reasonableness of any assessments or assessment formula
imposed against the property by the district.
7. The Owner expresses its willingness to evaluate the
results of the Transit Development Plan as it is adopted by
the City of Aspen, and incorporate those results in the
Precise Plan if the results are timely and appropriate.
Owner has expressed a willingness to provide a shuttle
service between the 1A base area and the Nell base area
through RFTA if a need is demonstrated for that service.
Owner commits to provide a taxi/auto drop off facility at the
base of Lift 1A by the beginning of the 1986/87 ski season.
Owner also agrees that in conjunction with operation of the
hotel, the following auto disincentive techniques will be
provided:
(a) courtesy vans for hotel guests,
(b) valet parking during peak use periods, and
(c) employee shuttles to and from work for those
employees who live beyond walking distance.
B. Building Design.
1. Owner agrees that the hotel will be built as shown
on the Precise Plan as Exhibit "2", and per detail elevation
- 26 -
0
pcois 518 �rryy Pn( ' i(+j,BO
and renderings on file with the Planning Office
2. Owner agrees that the base lift, lift buildings and
storage areas for the gondola shall be designed, located and
constructed in accordance with the criteria set forth on the
Precise Plan and on file with the Planning Office.
3. Substantial change in design of the hotel or
gondola building shall require conditional use review by the
Planning and Zoning Commission.
C. Miscellaneous Technical Issues:
1. Owner agrees to comply with the requirements of the
following geologic studies by Chen and Associates:
(a) Preliminary Engineering Geologic
Investigation, Little Nell Base Development, Job No.
1-990-85, November 4, 1985.
(b) Preliminary Geotechnical Study Phase II,
Interim Report, Foundation Considerations and Preliminary
Evaluation of Proposed Site Grading, Little Nell Base
Development, Job No. 1-1122-85, November 27, 1985.
(c) Soil and Foundation Study, Proposed Earth
Covered Retail Sales Area and Ski Lift Terminal, Little Nell
Base Development, Job No. 1-112-86, March 14, 1986.
- 27 -
shall be allowed in hotel rooms, and only one wood burning
fireplace shall be placed in the main hotel lobby. Further,
air handling facilities shall be designed to satisfy concerns
of the Environmental Health Department in the underground
parking structure to eliminate buildup of air contaminants.
5. Owner agrees that the rezoning expressed in
Ordinance No. 53, Series of 1986, is conditioned upon Owner
receiving a Building Permit for the hotel within the alloted
time. In the event the Growth Management Allocation for the
Project shall expire, the boundary of the SPA shall be its
configuration prior to the adoption of Ordinance No. 53,
Series of 1986.
6. The Owner shall submit an application to Pitkin
County for an excavation permit for the regrading work which
will affect Aspen Mountain Road. Affected portions of the
Road shall be reconstructed at the applicant's expense at a
grade not to exceed fourteen percent (14%), and to include
any drainage facilities consistent with the Rea Cassens
Report which the County Engineer may require.
7. The UBC life, health and safety problems identified
by the Chief Building Official in his memo dated January 6,
1986, shall be corrected in the final building plans to be
submitted for each phase of the Project.
• 0
The Owner shall complete the additional soils and
hydrology studies recommended by Chen in their three already
completed studies, and provide these studies to the City
Engineer, whose recommendations as to construction practices
shall be followed by the Owner. The final structural design
and grading plan shall be certified by the geotechnical
engineer as not impacting slope stability and surface
hydrology to the detriment of this Project or its neighbors.
The Owner hereby commits to participation in the ongoing
geologic hazard and mud flow risk study for the upslope areas
of Aspen Mountain, and to engineering design and mitigation
construction in those areas of the mountain under their
control via direct ownership, leasehold or other usage
agreement.
2. Owner agrees to implement grading plans in
substantial conformance with those submitted. Final grading
plans must be approved by the City Engineer.
3. Owner commits to provide lift service on Little
Nell for special events, ski instructions and secondary
access to Lift 5 by relocating the current Little Nell lift
(Lift 4). Conditions for the present operation of Lift 4 are
more fully set forth in Alan Richman's letter of March 18,
1986, attached hereto as Exhibit "6".
4. Owner agrees that only gas log type fireplaces
It
shall be allowed in hotel rooms, and only one wood burning
fireplace shall be placed in the main hotel lobby. Further,
air handling facilities shall be designed to satisfy concerns
of the Environmental Health Department in the underground
parking structure to eliminate buildup of air contaminants.
S. Owner agrees that the rezoning expressed in
Ordinance No. 53, Series of 1986, is conditioned upon Owner
receiving a Building Permit for the hotel within the alloted
time. In the event the Growth Management Allocation for the
Project shall expire, the boundary of the SPA shall be its
configuration prior to the adoption of Ordinance No. 53,
Series of 1986.
6. The Owner shall submit an application to Pitkin
County for an excavation permit for the regrading work which
will affect Aspen Mountain Road. Affected portions of the
Road shall be reconstructed at the applicant's expense at a
grade not to exceed fourteen percent (14€), and to include
any drainage facilities consistent with the Rea Cassens
Report which the County Engineer may require.
7. The UBC life, health and safety problems identified
by the Chief Building Official in his memo dated January 6,
1986, shall be corrected in the final building plans to be
submitted for each phase of the Project.
- 29 -
0 6
518 49,13
na
8. Owner hereby guarantees that the building to be
constructed beneath the gondola terminal (hotel west wing)
and all other commercial or office areas will not be occupied
as administrative offices, retail spaces or any other
commercial use until necessary commercial development
allotments are received. The space shall not be provided
with plumbing or electrical fixtures, light and ventilation,
or otherwise made ready for commercial occupancy as
determined in the sole discretion of the Building Inspector
until commercial allotments have been granted by resolution
of the Aspen City Council. The building plans for the West
Wing will not show the space as habitable space. Revised
building plans shall be submitted if GMP allotments are
secured.
9. In the event that the Tippler boundary dispute
which involves ownership of land including a portion of the
Tippler deck shall be resolved in the Owner's favor and the
Owner shall determine that the land be retained in their
ownership, the Owner shall process a minor amendment to the
Precise Plan to include said land in the project boundary.
10. Owner commits that a commercial trash compactor
shall be included in the hotel service area to service the
hotel and mountain restaurants.
- 30 -
D. Easements.
Owner shall execute and deliver to City such documents
requested by City as may be reasonably necessary to carry out
and effectuate the terms and conditions of this Agreement,
including documents granting to City all utility easements,
easements for public trails or rights -of -way described or
depicted on the Precise Plan. Provided however, that the
easement for a public trail at the base of the gondola which
will connect the Dean Street Trail and the Ute Avenue Trail
will be an undefined floating easement. The trail easement
must, however, reasonably connect the trail system.
X. PERMANENT CARE AND MAINTENANCE OF LANDSCAPING
Owner agrees that it shall be the perpetual
responsibility of the Owner or Owners from time to time of
the lands described within the Precise Plan to design,
maintain, care for, and replace when necessary, trees,
shrubs, plants, and other landscaping features which may be
planted or otherwise incorporated in the Project. Owner, in
its discretion, may change or modify the landscaping in the
Project provided the overall design of the landscaping
provided is consistent with or an improvement on the
landscaping initially provided for the Project.
- 31 -
C
U
XI. NON-COMPLIANCE AND REQUEST FOR AMENDMENTS OR
EXTENSIONS BY OWNER.
In the event that the City Council determines that the
Owner is not acting in substantial compliance with the terms
of this Agreement, the City Council shall notify the Owner in
writing specifying the alleged non-compliance and asking that
the Owner remedy the alleged non-compliance within such
reasonable time as the City Council may determine, but not
less than forty-five (45) days. If City Council determines
that Owner has not complied within such time, the City
Council may issue and serve upon the Owner a written order
specifying the alleged non-compliance and requiring the Owner
to remedy the same within thirty (30) days. Within twenty
(20) days of the receipt of such order, the Owner may file
with the City Council either a notice advising the City
Council that it is in compliance or a written petition
requesting a hearing to determine any one or both of the
following matters:
(a) Whether the alleged non-compliance exists or did
exist, or
(b) Whether a variance, extension of time or amendment
to this Agreement should be granted with respect to any such
non-compliance which is determined to exist.
Upon the receipt of such petition, the City Council
- 32 -
eoa51.8
shall promptly schedule a hearing to consider the matters set
forth in the cease and desist order and in the petition. The
hearing shall be convened and conducted pursuant to the
procedures normally established by the City Council for other
hearings. If the City Council determines by a preponderance
of the evidence that a non-compliance exists which has not
been remedied, it may issue such orders as may be
appropriate; provided, however, no order terminating any
approval granted herein shall be issued without a finding of
the City Council that substantial evidence warrants such
action and affording the Owner a reasonable time to remedy
such non-compliance. A final determination of non-compliance
which has not been remedied or for which no variance has been
granted may, at the option of the City Council, and upon
written notice to the Owner, terminate any of the approvals
contained herein which are reasonably related to the
requirement(s) with which Owner has failed to comply.
Alternatively, the City Council may grant such variances,
extensions of time or amendments to this Agreement as it may
deem appropriate under the circumstances.
In addition to the foregoing, the Owner or its
successors or assigns may, on its own initiative, petition
the City Council for a variance, an amendment to this
Agreement or an extension of one or more of the time periods
required for performance under the Constructions Schedules or
otherwise. The City Council may grant such variances,
- 33 -
A
amendments to this Agreement, or extensions of time as it may
deem appropriate under the circumstances. The parties
expressly acknowledge and agree that the City Council shall
not unreasonably refuse to extend the time periods for
performance indicated in Section III.B. of the Construction
Schedules if Owner demonstrates by a preponderance of the
evidence that the reasons for the delay(s) which necessitate
said extension(s) are beyond the control of the Owner,
despite good faith efforts on its part to perform in a timely
manner.
XII. GENERAL PROVISIONS.
A. Notice. Notices to be given to the parties to this
Agreement shall be deemed given if personally delivered or if
deposited in the United States Mail to the parties by
registered or certified mail at the addresses indicated
below, or at such other addresses as may be substituted upon
written notice by the parties or their successors or assigns:
City of Aspen: City Manager
130 South Galena Street
Aspen, Colorado 81611
Owner: Aspen Skiing Company
Attention: Jerry Blann
P.O. Box 1248
Aspen, Colorado 81612
- 34 -
with a copy to: Gideon I. Kaufman
315 E. Hyman, Suite 305
Aspen, Colorado 81611
B. Binding Clause. The provisions hereof shall run with
and constitute a burden upon the title to the subject
property, and shall be binding upon and shall inure to the
benefit of the Owner and the City and their respective heirs,
personal representatives, successors and assigns.
C. Applicable Law. 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.
D. Severability. If any of the provisions of this
Agreement or any paragraph, sentence, clause, phrase, word or
section or the application thereof in any circumstances is
invalidated, such invalidity shall not affect the validity of
any such provision, paragraph, sentence, clause, phrase, word
or section under any other circumstances shall not be
affected thereby.
E. Incorporation of Recitals and Written Submittals. The
City and Owner hereby stipulate and agree that the "recitals"
preceding this Agreement, and all of the written submittals
(as amended and presently effective) made by Owner to City
throughout the course of the Little Nell Hotel SPA approval
- 35 -
• i
eooK 51-8 ,'Aa 4f)
process, shall be deemed to be part of this Agreement and to
be incorporated herein by this reference.
F. Entire Agreement; Amendment. This Agreement contains
the entire understanding and agreement between the parties
herein with respect to the transactions contemplated
hereunder and may be altered or amended from time to time
only by written instrument executed by each of the parties
hereto.
G. Acceptance of SPA Precise Plan; Ratification by Owner.
Upon execution of this Agreement by all parties hereto, the
City agrees to approve and execute the SPA Precise Plan for
the Little Nell Hotel, and to accept the same for recordation
in the Recording Office of Pitkin County, Colorado, upon
payment of the recordation fee and costs to the City by
Owner. For its part, Owner hereby ratifies and confirms each
and every representation set forth in the Plan, and made in
the course of submittals and hearings (as amended and
presently effective), upon which approvals granted may have
been based.
IN WITNESS WHEREOF, the parties have hereunto set their
hands and sells the day and year first above written.
X 1 G F '{S,,
CITY:.�s THE CITY OF ASPEN, COLORADO
E� = a municipal rporation
a- gy
Kathryn ch, City Clerk William Stirlincf, Mayor
- 36 -
AL
APPROVED(IAS �TO FORM:
Paul J. Taddune, City Attorney
ASPEN SKIING COMPANY, a Colorado
general partnership
By v
STATE OF COLORADO)
) ss.
COUNTY OF PITKIN )
nx 518 0
The foregoing instrument was acknowledged before me
tliis� day of 1986, by William Stirling
v t-- Q1AR4s Mayor, and Kathryn Roch as City Clerk of the City of
��,- ,spep, State of Colorado, a municipal corporation.
U WITNESS my hand and offic;al 1.
My Commission expires:
0 . C
NotarffJ Public
STATE OF �d�
ss.
COUNTY OF
The foregoing instrument was acknowledged be ore me
this ;3 day of�, 1986, by Aw
s� 0�'ff the Aspen S iin Company, a Colorado
g partnership. EX3
iLY- o WITNESS my hand and official seal. $
rl' :My Commission expires: �I
nF CO�J
Notary Public
spa agreement/ASC2
- 37 -
A
0
Exhibit 1 0
Alpine Surveys
414 North Mill Street
Post Office Box 1730
Aspen, Colorado 81612
303 925 2688
April 3, 1986
Job No. 85-121
REVISED DESCRIPTION OF ENTIRE LITTLE NELL S.P.A.
(This description supersedes that of February 24, 1986)
A PARCEL OF LAND SITUATED IN THE CITY OF ASPEN, PITKIN
COUNTY, COLORADO, MORE FULLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF BLOCK 102 IN SAID
CITY OF ASPEN;
THENCE S 75009'11" E 220.00 FEET ALONG THE NORTHERLY
LINE OF SAID BLOCK 102 TO A POINT 10.00 FEET EASTERLY
OF THE NORTHWEST CORNER OF LOT H OF SAID BLOCK 102;
THENCE S 14050'49" W 241.76 FEET TO A POINT HALFWAY
BETWEEN THE NORTHERLY LINE OF WATERS AVENUE AND THE
SOUTHERLY LINE OF UTE AVENUE;
THENCE N 75009'11" W 29.34 FEET ALONG SAID HALFWAY
LINE TO THE INTERSECTION WITH THE NORTHERLY LINE OF LOT
21, UTE ADDITION;
THENCE N 38035'40" W 16.98 FEET ALONG SAID NORTHERLY
LINE OF LOT 21 TO THE NORTHWEST CORNER OF SAID LOT 21;
THENCE S 45021'00" W 124.28 FEET ALONG THE WESTERLY
LINE OF SAID LOT 21 TO THE SOUTHWEST CORNER OF LOT 21,
UTE ADDITION, SAID CORNER BEING ALSO A POINT ON LINE 1-9
OF THE ORIGINAL ASPEN TOWNSITE;
THENCE N 75009'11" W 50.00 FEET;
THENCE N 14050'49" E 51.30 FEET;
THENCE N 30009'11" W 34.00 FEET;
THENCE N 75009'11" W 235.35 FEET;
THENCE N 15030'00" E 126.67 FEET TO A POINT ON LINE 8-9
OF THE ORIGINAL ASPEN TOWNSITE;
THENCE N 74023'18" E 13.11 FEET ALONG LINE 8-9 TO CORNER
NO. 9 OF THE ORIGINAL ASPEN TOWNSITE;
THENCE S 40001'52" E 52.02 FEET ALONG LINE 1-9;
THENCE S 75009'11" E 4.92 FEET TO A POINT ON THE WESTERLY
LINE OF LOT R, BLOCK 98, CITY OF ASPEN;
THENCE N 14050'49" E 10.00 FEET ALONG SAID WESTERLY LINE
OF LOT R TO A POINT ON THE SOUTHERLY LINE OF DEAN AVENUE;
THENCE S 75009'11" E 60.24 FEET ALONG SAID SOUTHERLY
LINE TO A POINT ON THE WESTERLY LINE OF VACATED HUNTER
STREET;
THENCE N 14050'49" E 50.00 FEET ALONG SAID WESTERLY LINE
TO THE SOUTHEAST CORNER OF LOT I, BLOCK 97, CITY OF ASPEN;
0 Exhibit 1 i
2 �'-I
Page
Job No. 85-121
Revised Description of Entire Little Nell S.P.A.
April 3, 1986
THENCE S 75009'11" E 75.00 FEET TO THE SOUTHWEST CORNER
OF LOT A, BLOCK 102, CITY OF ASPEN;
THENCE N 14050'49" E 100.00 FEET ALONG THE WESTERLY LINE
OF SAID LOT A TO THE POINT OF BEGINNING;
CONTAINING 88,567 SQUARE FEET, MORE OR LESS.
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pm�n 51_ 8 f,%_ 513
EXHIBIT 4
Little Nell Base Development SPA Agreement
Site Utility Costs
Phase 1:
Water $ 207,100
Sanitary Sewer 69,500
Electric 125,400
Telephone — 15,600
Phase 1 Subtotal $ 417,600
Phase 2:
Water $ 45,000
Total $ 462,600
Bom 51.8 rev- 51.4
EXHIBIT 5
Little Nell Base Development SPA Agreement
Landscape and Paving Costs
Zone 1: Planting, paving, irrigation
and street furniture
19,250 sf 0 $15.00/sf $ 288,750
Zone 2: Special finish concrete
8,750 sf ® $3.50/sf 30,625
Zone 3: 10 trees @ $500 ea. _ $5,000
3,000 sf of sod or ground
cover and irrigation
$1.75/sf = 5,250
10,250
Zone 4: 25 trees ® $500 ea. = $12,500
75 shrubs 0 $25 ea. = 1,875
3,000 sf of irrigation
® $1.50 sf = 4,500
1,920 sf of sidewalk
® $3.50/sf = 6,720
700 if of curb and gutter
e $10/lf 7,000
32,595
Zone 4a: 30 trees ® $500 ea. _ $15,000
125 shrubs ® $25 ea. = 3,125
3000 sf of irrigation
$1.50/sf = 4,500
22,625
Zone 5: 30,000 sf of wildflower/ native
grass seeding ® $.30/sf 9,000
Total $ 393,845*
* Includes $118,400 for Phase 1 improvements in
Zones 1, 2 and 5
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AGREEMENT
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THIS AGREEMENT, entered into this - Profdayil,
U1
1986, by and between the City
of Aspen,
a mMicizaaT
W
corporation (hereinafter "City"),
and the
Aspen Skiing
Company, a Colorado corporation
(hereinafter
"Vendor"):
RRCTTATA
1. Vendor is, and has been for many years, engaged in
the business of providing facilities and services related to
skiing, in and around the County of Pitkin.
2. Vendor is duly licensed under the provisions of
Section 12-28, et seg., of the Municipal Code of the City of
Aspen to conduct business in the City of Aspen.
3. Vendor has requested permission to conduct vending
operations in connection with the sale of lift tickets and
ski school for skiing on its mountains.
4. Skiing on Aspen Mountain and other Aspen Skiing
Company mountains is a unique community benefit, which
provides many recreational and economic benefits to the City
of Aspen, its visitors and inhabitants.
5. The execution of this agreement is required under
the provisions of Section 13-61 of the Municipal Code of the
City of Aspen as a condition precedent to the vending
operations described herein, which operations are
specifically subject to annual review by City Council.
Vendor shall pay to the City the annual fee of $10.00, said
sum shall be payable in advance on or before the first day of
the annual renewal term of this agreement which term shall be
thirty (30) years.
NOW THEREFORE, the parties mutually agree as follows:
I. City hereby grants Vendor permission to sell lift
tickets and ski school tickets, under the provisions of
Section 13-61 of the Municipal Code of the City of Aspen, and
to occupy Dean Street from Galena Street to its termination
at Hunter Street for such purposes, under the terms and
conditions set forth below. Sale of other community
organization tickets may be sold with permission of the City
Manager.
II. The permitted vending may only take place between
the hours of 8:00 a.m. to 9:00 p.m.
III. Vendor may position "kiosks" in such design and at
such locations as approved in writing by the City Manager.
Vendor's street improvements must conform to Vendor's Precise
Plan approved by City Council on April 2-0 , 1986.
- 1 -
IV. Vendor agrees to keep the locations approved for
vending in such repair and free from all litter, dirt and
debris and in a clean and sanitary condition; to neither
permit nor suffer any disorderly conduct or nuisance
whatever; and to neither hold nor attempt to hold the City
liable for any injury or accident occurring thereon.
Further, Vendor does, by execution of this agreement, agree
to indemnify and save harmless the City against any and all
claims for damages or personal injuries arising from the
operations of Vendor hereinabove described, and to include in
its liability insurance coverage the operations contemplated
and covered hereby and further to name the City as a
co-insured and to deliver a copy of said policy or an
insurance commitment upon the execution of this agreement,
which commitment shall require that the policy or the
coverage required herein provide for thirty (30) day's
written notice prior to cancellation thereof.
V. This agreement shall be subject to annual review by
the Aspen City Council.
VI. If legal action is taken by City or Vendor to
enforce the provisions of this agreement, the prevailing
party shall be entitled to recover its costs, including
reasonable attorney's fees.
VII. The parties agree that no assent, expressed or
implied, to any breach or any one or more of the covenants or
agreements herein contained shall be deemed or taken to be a
waiver of any succeeding or any other breach.
VIII. Vendor represents, warrants and agrees that its
operations herein shall be in compliance with all applicable
federal, state and local laws, ordinances, and regulations
pertaining to the activities of Vendor.
CITY OF ASPEN, ASPEN SKIING COMPANY
a municipal corporation
By B
APPROVED AS TO FORM:
Paul J. Taddune,
\,f-i�l��t o r n e y
,S9A1,.
k
(-jpndor agr/ASC2
ATTEST:
Kathryn S och,
City Cle
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AGREEMENT
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THIS AGREEMENT,
is made as of the date
las�
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below
signed, by and between
THE ASPEN SKIING COMPANY, a
Colorado
general partnership
(the "Owner") and the City
of
Aspen, a
Colorado municipal corporation (the "City").
WITNESSETH:
WHEREAS, the Owner is the record title holder of that
real property described as:
That property described and referred to in that SPA
Agreement for Little Nell Base Development and
Exhibit "1" thereto (hereinafter "Little Nell
Agreement"), recorded at Book at Page�O of
the records of the County Clerk and Recorder of
Pitkin County, Colorado
WHEREAS, pursuant to the Little Nell SPA Agreement,
Owner has agreed to grant to City for water, electrical,
communication, and other utility appurtenances upon, under
and through the above -described property such easements as
described and depicted on the Precise Plan and attached
thereto as Exhibit "2"; and
NOW THEREFORE, in consideration of the mutual covenants
contained herein, the parties agree as follows:
1. Pursuant to the Little Nell SPA Agreement and in
consideration for the approvals granted therein, Owner hereby
grants to City perpetual easements for water, electrical,
communication and other utility appurtenances, and so much of
the surface as may from time to time be reasonably necessary
for the design, construction, installation, operation,
maintenance, repair, alteration and replacement of such
utility appurtenances as are described and depicted on the
Precise Plan for the Little Nell Base Development recorded in
Book _5)j' at Page of the records of the County Clerk and
Recorder, Pitkin Cou�ity, Colorado. The City agrees to vacate
City water, sewer and other utility reservatons at such time
as these utilities are either abandoned or relocated.
2. Owner fully agrees to grant to City trail easements
substantially in the form annexed hereto and incorporated
herein as Exhibit "B", for all public trails described and
depicted on the Precise Plan. Upon request by City, Owner
agrees to execute and deliver to City utility easements
substantially in the form annexed hereto and incorporated
herein as Exhibit "A" for all as built easements for utility
lines and facilities as generally shown on the SPA Technical
Site Plan.
- 1 -
Poop 518 imcF 518
3. With regard to the gondola trail connecting the
Dean Street Trail and the Ute Avenue Trail, the easement
shall provide that the specific course of the trail shall be
allowed to float; that is, the exact course shall be as
designated by Owner and depicted on correspondence to the
City Engineer from time to time, provided that the trail so
designated shall connect with the Dean Street and Ute Avenue
Trails.
4. Owner agrees that City may assign the rights
granted to it hereunder to any assignee for utility purposes
who demonstrates sufficient competence and gives adequate
assurances that any work to be performed pursuant to such
assignment shall be conducted in a good and workmanlike
manner, and that Owner's interest in the easement premises
shall be protected.
5. City agrees that it will save and hold Owner
harmless from all claims, causes and actions, suits, damages
or demands whatsoever in law and in equity which may arise
out of, or as a consequence of the City's maintaining,
repairing and utilizing the easement premises and subject
utility appurtenances.
6. City agrees that Owner shall have the right to
grant other non-exclusive easements over, along, or upon the
easement premises; provided, however, that any such other
easements shall be subject to the easements hereby granted;
and provided, further, that City shall first consent in
writing to the terms, nature and location of any other
easements as not interfering with the rights granted
hereunder.
7. This agreement is binding upon the successors,
representatives and assigns of the parties and is modifiable
only in writing and signed by the parties.
IN WITNES
seals this
OWNER:
WHEREOF, the parties
day of
ASPEN SKIING COMPANY, a
Colorado general partnership
By
ATTES f t
have set their hands and
1986.
CITY OF ASPEN, a Colorado
municipal�rporation
By ����• o<
(NOTARY ACKNOWLEDGEMENT ON FOLLOWING PAGE)
- 2 -
STATE OF COLORADO) PCICI}( 5 8
) ss.
,,OOMTY.,.OF PITKIN )
�.• •••T e.,fore of g instrument was ac] owledg efore Te this
r t;day - of , 1986, by ,I�as
of PEN SKIING CORPO TION a Colorado general
��,��►�;•••••.••••. . WITNESS my hand and official seal.
or My Commission expires:
Notary Public
STATE OF COLORADO )
ss.
COUNTY OF PITKIN )
The foregoing instrument was acknowledged before me this
day of ��'� 1986, by William L. Stirling as
-Maty(fr and Kathry , . Kdch as City Clerk of the City of Aspen,
Color"o .
0 TA fir
WITNESS my hand and offic}al seal.
My commission expires: �'�/.���
Not Public
e
easement agr/ASC2
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518 Past Z0
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EXHIBIT "A"
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GRANT OF EASEMENT
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The ASPEN SKIING COMPANY, a Colorado general partnership
(herein "Grantor"), whose address is P.O. Box 1248, Aspen,
Colorado 81611, for and in consideration of One Dollar
($1.00) and other good and valuable consideration in hand
paid, the adequacy and receipt of which are hereby
acknowledged, do hereby grant and convey to the City of
Aspen, Pitkin County, Colorado, a municipal corporation,
whose address is 130 South Galena Street, Aspen Colorado
81611 (herein "City") a perpetual easement for underground,
water, electrical, communication and other utility
appurtenances, and so much of the surface as may from time to
time be reasonably necessary for the design, construction,
installation, operation, inspection, maintenance, repair,
alteration and replacement of such utility appurtenances as
such easements are depicted on the Precise Plan of the Li tle
Nell Base Development recorded in Book 1US- at Page q6v of
the records of the County Clerk and Recorder, Pitkin Co nty,
Colorado, which Precise Plan is incorporated herein by this
reference.
Grantor further grants to City the right of ingress and
egress to, and from said easement for the above -described
purposes necessary to the easement over and across said lands
by means of roads and lanes therein, if such there be,
otherwise by such route or routes as shall occasion the least
practicable damage and inconvenience to Grantor.
Grantor reserves the right to utilize and enjoy the
above -described real property providing the same shall not
interfere with the design, installation, operation,
inspection, maintenance, repair, alteration or replacement of
the utility appurtenances.
Grantor reserves for itself and its successors and
assigns the right to relocate the easement and the utility
appurtenances therein with the consent of City, which consent
shall not be unreasonably withheld, upon the payment of all
direct and indirect costs of the said relocation to the City
which such security for the payment thereof as City shall
require.
Grantor warrants that it is the record owner of the
property described herein and it is agreed that the covenants
herein shall be binding upon the representative successors
and assigns of the parties hereto.
Dated this day of. 1986.
- 1 -
UUUl1 518 !rx621-
GRANTOR:
ASPEN SKIING COMPANY, a
Colorado general partnership
B
STAT OF- OLORADO )
ss.
COUNTY OF PITKIN )
,Tii'(3, foregoing instrument was acknowledged before me this
d'afl-o•f 1986, by as
o ASPEN SKIING C PANY a o orado general
g;Wrs p, Grantor.
'`%► ���-�Nora
"
o WITNESS my hand and official seal. bot iti-v�'• ��� My commission expires:
Notary Public
easement grant/ASC2
- 2 -
an�}� 51 J FAGc �f, ?
EXHIBIT "B"
PUBLIC TRAIL EASEMENT
KNOW ALL MEN BY THESE PRESENTS, that the ASPEN SKIING
COMPANY, a Colorado general partnership (hereinafter referred
to as "Grantor"), is the owner of that real property situated
in the City of Aspen, Pitkin County, Colorado, more
particularly described as:
That real property described and referred to in
Exhibit "1" of that SPA Agreement for Little Nell 1
Base Development recorded in Book at Page
of the records of the County Clerk and Recorder,
Pitkin County, Colorado, which Agreement and
Exhibit are incororated herein by this reference.
Grantor hereby grants, demises and conveys to the City of
Aspen, a Colorado municipal corporation (hereinafter referred
to as "City"), its successors and assigns forever, a
perpetual easement over, across and through the
above -described real estate for the use and purpose of a
public trail easement for the use and benefit of the public
including, without limitation, hiking, biking and cross
country skiing, but excluding all motorized vehicles provided
that the trail easement design, use and maintenance
acknowledge the primacy of Alpine skiing, and will not
interfere with the need of the Alpine skiing area, said
easement being ten (10) feet in width, from the following
described center line:
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Dated this day of 1986.
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GRANTOR:
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ASPEN SKIING COMPANY, a
a7
Colorado general partnership
By
(NOTARY ACKNOWLEDGEMENT ON FOLLOWING PAGE)
- 1 -
i
STATE OF COLORADO )
ss.
COUNTY OF PITKIN )
Picox 518 PA62,E
The for going instrument was acknowled ed before me this
3 day of , 1986, byas
o ASPEN SKIING CqMPANY.4a Colorado general
partnership, G ntor.
WITNESS my hand and official seal. w
My commission expires:
Notary Publi a�
trail easement/ASC2
- 2 -
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ON
doc001/alpha/000104/13109 46
6-12-86/1081
PcoK 518 %E514
PARTNERSHIP AUTHORIZATION
THE UNDERSIGNED, being all of the partners of ASPEN SKIING
COMPANY, a Colorado general partnership ("Aspen"), hereby
authorize and direct JERRY BLANN to execute and deliver, on
behalf of Aspen, the following documents:
1. SPA Agreement for Little Nell Development between the
City of Aspen ("City") and Aspen;
2. Agreement between City and Aspen regarding utility and
trail easements;
3. Agreement between City and Aspen regarding vending
operation;
4. Dedication of Real Property to Employee Housing
Restrictions and Guidelines for the Holiday House by Aspen (Rooms
9 and 10) ; and
5. Dedication of Real Property to Employee Housing
Restrictions and Guidelines for the Holiday House by Aspen (Rooms
5 through 8, 22 through 26, and 31 through 36).
DATED: June 3, 1986.
MKDG III/MKDG IV PARTNERSHIP,
ca a Colorado general partnership
z o m
Lf� z o _-K: By: MKDG III ASPEN, INC.,
R Q w .., a Delaware corporation,
General Partner
co �
c� z :r-• f
o,� By:
Thoma K t ick,
COID Vice President
By: MKDG IV ASPEN, INC.,
a Delaware corporation,
General Partner
By:
Tho a J. Al znick,
Vice President
BELL M TAIN PART�RS, LTD.,
an I o/is lip i d partnership
Charles Goodman,
Its Sole General Partner
Aspen/Pitkin Planning Office
130 south galena street
aspen, colorado 81611
March 18, 1986
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Mr. Fred Smith
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Planning Director
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Aspen Skiing Company
m
0060 Atlantic Avenue
m
CD
P.O. Box 1248
Aspen, CO 81612-1248
Dear Fred,
I am in receipt of your March 4, 1986 letter
which requests
that
insubstantial
modifications be made to the
Aspen Mountain
Ski
Area Master Plan (AMSAMP). The Planning Office has reviewed
the
improvements
proposed by the Aspen Skiing
Company (ASC)
for
construction
during the 1986 off-season and
compliments ASC
for
aggressively
working to improve the skiing experience on Aspen
Mountain.
The Planning Office has reviewed your proposal to amend the
AMSAMP to include a new Lift #4 at the base of Aspen Mountain
serving Little Nell. As you know, the Board of County Commis-
sioners recommended certain improvements to the AMSAMP proposed
as part of Resolution No. 85-44. Specifically, the Board
proposed that the ASC be given the option of retaining Lift #4 or
a similar lift system with certain operational restrictions as
part of the AMSAMP. Since the Board made this recommendation I
consider your proposal to construct a new Lift #4 to be an
"insubstantial change" to the AMSAMP as long as Lift #4 is
operated in accordance with the operation plan as set forth in
this letter.
Pitkin County's major concern regarding Lift #4 relates to the
impacts upon the City of Aspen from an increase in the daily
capacity to Aspen Mountain and potential safety problems which
could occur on the Aspen Mountain trails system particularly at
the end of the skier day. Therefore, the conditions of the
Mr. Fred Smith F79 518 pAv5N
Planning Director
Aspen Skiing Company
March 18, 1986
Page 2
County's approval are designed so that Lift #4 will not operate
as an Initial Access Lift except under special circumstances. It
should be explicitly understood by the ASC that any changes to
operations of Lift #4 which deviate from the conditions set forth
below which lead to a daily capacity increase will require a
substantial amendment to the AMSAMP.
Based upon the authority vested in me by Section 3-1.12(e) of the
Pitkin County Land Use Code, permission is granted to the ASC to
construct a new Lift #4 on Aspen Mountain subject to the follow-
ing conditions:
1. The Aspen Skiing Company will revise the AMSAMP map proposed
conditions to reflect the new location of Lift #4 and submit
copies of the map to the staff prior to the issuance of an
excavation permit for Phase I of the Little Nell base area
redevelopment .
2. Lift #4
may
be a
fixed grip triple chair with a design
capacity
of
1200
persons per hour. We will consider
requests
for
a quad
upon further amendment requests.
3. Lift #4 will not be operated before 10:00 A.M. except in the
event of :
o Breakdown, slowdown, or non -completion of alternative
initial access lifts (Gondola, #1A).
o Major special events on Aspen Mountain such as World
Cup Races, Summit Series Races, Town League Races.
o Isolated, temporary, experiments are being conducted to
observe the impacts of operating Lift #4 during the
first two hours of mountain operation on the functional
characteristics of Aspen Mountain, particularly end of
the day mountain egress. Prior to such temporary,
isolated experiments the Aspen Skiing Company will
notify the Planning Director and Forest Service.
It is the mutual understanding of the County and ASC that
the principle function of this lift's opening at 10:00 A.M.
will be ski school checkout, but it will also be available
to the general skiing public.
4. It is explicitly understood that changes to the operation
plan for Lift #4 or increases to the capacity of Lift #4
will require an amendment to the AMSAMP.
Mr. Fred Smith eux 518 Mf,E5?7
Planning Director
Aspen Skiing Company
March 18, 1986
Page 3
5. An excavation permit will not be issued for Phase I of the
Little Nell base area redevelopment unless and until the ASC
provides written acknowledgement and acceptance of the
operational plan for Lift #4 contained in this letter as a
pre -requisite to such a permit.
Based upon the discussions which we have had with you, we
recommend that you consider operating Lifts #3 or #7 or both
until 3:45 P.M. as one means of relieving end of the day egress
pressure on Spar Gulch and Copper. As your plans for Aspen
Mountain evolve we would welcome the opportunity to discuss
operational modifications with you prior to your submission' of
future amendments.
This letter shall be recorded with the County Clerk and Recor-
der's Office and will serve as an amendment to the AMSAMP.
We look forward to the opening of the new Lift #4 and the gondola
on Aspen Mountain. If we can be of any further assistance to you
please let us know.
Sincerely,
ASPEN/PI'TRIN PLANNING OFFICE
Alan Richman, AICP
Planning and Development
Director
AR:jlr:ltr.2
cc: Board of County Commissioners
Tom Smith, County Attorney
John Eldert, County Manager _
Glenn Horn, Asst. Planning Director
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