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Home My WebLink Aboutbocc.res.019.2002 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO APPROVING A DEVELOPMENT AGREEMENT BETWEEN CARROLL DRIVE PROPERTIES, LLC ("CDP"), MORTON, LLC ("MORTON") AND THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY ("COUNTY") RESOLUTION# 2002 RECITALS 1. Carroll Drive Properties, LLC is the owner of the Starwood and Starwood related properties described on the attached Exhibit A, except for Lot R50, which is owned by Morton, LLC, all of which are more fully described in the records of the Pitkin County Clerk and Recorder("Properties"). 2. CDP and Morton are the holders of eleven TDRs acquired in 1996 through 1998 and in 1999, for the purpose of allowing them to be applied on the Properties in order to exceed the allowable floor area above that permitted by the Pitkin County Land Use Code in effect or amended. 3. CDP and Morton wish to enter into an agreement with Pitkin County that notwithstanding any revision or amendment to the Land Use Code, the value of each TDR for use on the Properties shall have a value of 5,000 square feet of floor area, subject to the conditions contained in the Development Agreement. 4. It is in the best interest of both the County, CDP and Morton to set forth the terms under which use of the TDRs on the Property will occur, subject to certain agreements by the County, CDP and Morton. 5. The terms of the agreement are set forth, and the Chair (or Chair's designee) shall be authorized to sign, a Development Agreement in substantially the form attached, as approved by the County Attorney. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Pitkin County, Colorado, that the Board of County Commissioners approves the Development Agreement between Carroll Drive Properties, LLC, Morton, LLC and itkin and authorizes the Chair to execute the agreement. APPROVED AND ADOPTED ON THE ZDAY OF ` 2002. 468340 Page: 1 of 9 SILVIA DAVIS PITKIN COUNTY CO R 0.00 06/04/020 00 2.15E AT-TEST: BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO ' q'w J, #nette Jones Patti Clapper, Chubv r,ifeputy Clerk `/ Date: �� -C' 7 '04 APPROVED AS TO FORM: John M. J, HilaryFletcher Smith r �/C; Z Co ttorney �ounty Manager G:\janedownvalleywork\CarrollDrReso.doc 468340 Page: 2 of 9 06/04/2002 02:15F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00 Exhibit "A" CARROLL DRIVE PROPERTIES, LLC OWNERSHIP Starwood Lot R9 Lot R22 Lot R23A Lot R25A Lot R49 Lot R50 Lot R51 Lot R53A Lot R86A Cemetery Parcel Stern Ranch Tract 2 Zift Lot Split Parcel 1 Parcel 2 468340 Page: 3 of 9 SILVIA DAVIS PITKIN COUNTY CO R 0.00 06/040 0 2.15F 00 DEVELOPMENT AGREEMENT (Carroll Drive Properties) This Development Agreement("Agreement")made this;,�_` day of 200,t between Carroll Drive Properties, LLC, a Colorado limited liability company ("CDP"), Morton, LLC, a Delaware limited liability company ("Morton") and Pitkin County, Colorado ("Pitkin County"), a home rule Colorado county. RECITALS A. CDP is a Delaware limited liability company having its principal place of business at 0314 Carroll Drive, Aspen, CO 81611. B. Morton is a Colorado limited liability company having its principal place of business at 0330 Morton Drive, Aspen, CO 81611. C. Pitkin County,Colorado is:a.home rule Colorado county, having as its address 530 E. Main Street, Aspen, CO 81.611. D. Pitkin County is the land use authority in unincorporated Pitkin County, Colorado. E. On and at all times since, January 1,2000, CDP was and CDP is now the fee simple owner of the real property situate in Pitkin County, Colorado described on Exhibit "A" attached hereto (the "Properties"); except one of the properties, Lot R-50, was conveyed by CDP to Morton, in 2000. Morton, is owned by James Stafford, the nephew of William Ziff. F. CDP is wholly owned by members of the William Ziff family, and the Properties have been owned at all times pertinent by members of the William Ziff family. G. Commencing in 1996 and continuing through into 1998, CDP acquired the ten(10) transferable development rights referenced in Exhibit "B" attached hereto. In 1999 Morton acquired one (1) transferable development right (collectively the "TDRs"). H. CDP and Morton acquired the TDRs for purposes of allowing them to apply the same on the Properties, some or all of them, in order to exceed allowable floor area above that permitted by right under the Pitkin County Land Use Code, as now, in effect or hereafter amended ("Code"). Page 1 468340 Page: 4 of 9 06/04/2002 02:15F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00 I. CDP and Pitkin County have agreed that for purposes of use of the TDRs on the Properties for intensity bonus purposes, i.e. additional floor area on each of the Properties, that the TDRs shall continue to be valued at 5,000 square feet of floor area per TDR, subject to the conditions herein contained. NOW, THEREFORE, for a good and valuable consideration the receipt and sufficiency of which is hereby acknowledged by each of the Parties, and the mutual covenants, promises and conditions contained herein, CDP and Morton, and Pitkin County agree as follows: 1. Each of the Properties qualification as a receiver site for the TDRs shall be reviewed under the provisions of the Code as the same is currently in effect and hereafter shall be entitled to review under the Code as the same may hereafter be rewritten and hereafter amended, if rewritten or amended. 2. If the TDRs are used on the Properties, each of the TDRs is agreed to be valued for intensity bonus purposes at 5,000 square feet of floor area. 3. In the event that the TDRs shall be sold by CDP or Morton or utilized by CDP or Morton on real property other than the Properties, the TDR so sold or utilized shall be valued at 2,500 square feet of floor area for intensity bonus purposes and 5,000 square feet of floor area for GMQS subdivision exemption for newly created lots. 4. CDP and Morton may transfer and convey the TDRs to members of the William Ziff family, including trusts of which they are the beneficiaries and for entities of which they are the controlling members, subject to the terms,conditions and obligations of this Agreement, at the values contained in Paragraph 2 above so long as the TDRs shall be utilized on the Properties by members of the William Ziff family including trusts of which they are the beneficiaries and/or entities controlled by them. 5. The rights of CDP and Morton pursuant to this Agreement shall be permanently vested. 6. This Agreement shall be binding upon the Parties hereto, their respective successors and assigns, and shall constitute a burden and benefit to the Properties. 7. In the event of any dispute arising under this Agreement, the prevailing party therein shall be entitled to the award of its reasonable attorney's fees in addition to any other relief which said Party shall be entitled. 468340 Page: 5 of 9 06/04/2002 02:15F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00 Page 2 5 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first written. MORTON, LLC CARROLL DRIVE PROPERTIES, LLC By 'y A- � � By i'�c.. �r��r �t 1 � James Stafford, Manager Daniel Ziff, Manager PITKIN COUNTY, COLORADO BY ITS BOARD OF COUNTY COMMISSIONERS ATTEST By I�Qtfi A�lq- CIgVgu - 02,-08-r�Z, Chairman CkA of the Board D:1Data\Clients\ZlFF\Carroll Drive Properties,I_LC\TDR Valuation Issues\Agreement final.wpd 468340 Page: 6 of 9 SILVIA DAVIS PITKIN COUNTY CO R 0.00 06/04D20 00 2.15F Page 3 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first written. MORTON, LLC CA OLL DRIVE PROPERTIES, LLC By i By James Stafford, Manager Daniel Ziff, Manager PITKIN COUNTY, COLORADO BY ITS BOARD OF COUNTY COMMISSIONERS ATTEST Byer Rgv Chairman Clerk of the Board 468340 Page: 7 of 9 06/04/2002 02:15F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00 Page 3 EXHIBIT"A" Lot R9 Lot R22 Lot R23-A Lot R25-A Lot R49 Lot R50 Lot R51 Lot R52 Lot R53-A Lot R86A Stern Ranch, Tract 2 Lot 1, Ziff Lot Split Lot 2, Ziff Lot Split Cemetery Tract 468340 1111111111111111111111111111111111111 Page: a of 9 SILVIq DgV!!Itl!TKIN COUNTY CO R 0.00 06/04//200020002:15F I EXHIBIT"B" 1. Scottish Chief IR-98.37ES 2. Trainor's Best DR-96.011.1ES DR-96-011.2CH DR-96-011.3ES 3. Concord DR-96-012ES 4. Red Mountain King Mammoth 1&2 DR-96.015.1 DR-96.015.2 DR-96.015.3 5. Crystals (5) DR-97.024ES 6. Humboldt DR-97-023ES 7. Balcomb (Thompson Creek) DR-97.022CH 8. Parnell, et al DR-96.019CH 9. Highland, 1,2 & 3 IR-97.3ES 10. Boulder, et al DR-97.025ES 11. The Amazon and Mascott IR-99.51.ES DADatalClienis2lFF\Carroll Drive Properties,LLCITDR Valuation lssueslAgreement final.wpd 468340 Page: 9 of 9 06/04/2002 02:15F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00 DEVELOPMENT AGREEMENT (Carroll Drive Properties) This Development Agreement("Agreement")made this day of I/l� 200.2- between Carroll Drive Properties, LLC, a Colorado limited liability company ("CDP"), Morton, LLC, a Delaware limited liability company ("Morton") and Pitkin County, Colorado ("Pitkin County"), a home rule Colorado county. RECITALS A. CDP is a Delaware limited liability company having its principal place of business at 0314 Carroll Drive, Aspen, CO 81611. B. Morton is a Colorado limited liability company having its principal place of business at 0330 Morton Drive, Aspen, CO 81611. C. Pitkin County,Colorado is,a.home rule Colorado county, having as its address 530 E. Main Street, Aspen, CO 81611. D. Pitkin County is the land use authority in unincorporated Pitkin County, Colorado. E. On and at all times since,January 1, 2000,CDP was and CDP is now the fee simple owner of the real property situate in Pitkin County, Colorado described on Exhibit "A" attached hereto (the "Properties"); except one of the properties, Lot R-50, was conveyed by CDP to Morton, in 2000. Morton, is owned by James Stafford, the nephew of William Ziff. F. CDP is wholly owned by members of the William Ziff family, and the Properties have been owned at all times pertinent by members of the William Ziff family. G. Commencing in 1996 and continuing through into 1998, CDP acquired the ten (10) transferable development rights referenced in Exhibit "B" attached hereto. In 1999 Morton acquired one (1)transferable development right (collectively the "TDRs"). H. CDP and Morton acquired the TDRs for purposes of allowing them to apply the same on the Properties, some or all of them, in order to exceed allowable floor area above that permitted by right under the Pitkin County Land Use Code, as now, in effect or hereafter amended ("Code"). Page 1 468341 Page: 1 of 6 SILVIA DAVIS PITKIN COUNTY CO R 0.00 06/04/0200,002:20F //j I. CDP and Pitkin County have agreed that for purposes of use of the TDRs on the Properties for intensity bonus purposes, i.e. additional floor area on each of the Properties, that the TDRs shall continue to be valued at 5,000 square feet of floor area per TDR, subject to the conditions herein contained. NOW, THEREFORE, for a good and valuable consideration the receipt and sufficiency of which is hereby acknowledged by each of the Parties, and the mutual covenants, promises and conditions contained herein, CDP and Morton, and Pitkin County agree as follows: 1. Each of the Properties qualification as a receiver site for the TDRs shall be reviewed under the provisions of the Code as the same is currently in effect and hereafter shall be entitled to review under the Code as the same may hereafter be rewritten and hereafter amended, if rewritten or amended. 2. If the TDRs are used on the Properties,each of the TDRs is agreed to be valued for intensity bonus purposes at 5,000 square feet of floor area. 3. In the event that the TDRs shall be sold by CDP or Morton or utilized by CDP or Morton on real property other than the Properties, the TDR so sold or utilized shall be valued at 2,500 square feet of floor area for intensity bonus purposes and 5,000 square feet of floor area for GMQS subdivision exemption for newly created lots. 4. CDP and Morton may transfer and convey the TDRs to members of the William Ziff family, including trusts of which they are the beneficiaries and for entities of which they are the controlling members,subject to the terms,conditions and obligations of this Agreement, at the values contained in Paragraph 2 above so long as the TDRs shall be utilized on the Properties by members of the William Ziff family including trusts of which they are the beneficiaries and/or entities controlled by them. 5. The rights of CDP and Morton pursuant to this Agreement shall be permanently vested. 6. This Agreement shall be binding upon the Parties hereto,their respective successors and assigns, and shall constitute a burden and benefit to the Properties. 7. In the event of any dispute arising under this Agreement,the prevailing party therein shall be entitled to the award of its reasonable attorney's fees in addition to any other relief which said Party shall be entitled. Page 2 11111 468341 rt SILVIA DAVIS PITKIN COUNTY CO R 0.00 06g04/0200.0 02:20F /� IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first written. MORTON, LLC CARROLL DRIVE PROPERTIES, LLC By Bylyr � �- James Stafford, Manager Daniel Ziff, Manager PITKIN COUNTY, COLORADO BY ITS BOARD OF COUNTY COMMISSIONERS ATTEST By f Pa / -C gVg4 : 02,-OB�Z, Chairman CI perk of the Board, VI D:\Data\Clients\ZIFF\Carroll Drive Properties,LLC\TDR Valuation Issues\Agreement final.wpd -- 468341 06/04/020.00 2:20' 00 UNTY CO R 0 SILVIA DAVIS PITKIN CO f I IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first written. MORTON, LIL CA LOLLRIVE PROPERTIES, LLC ABy James Stafford, Manager Daniel Ziff, Manager PITKIN COUNTY, COLORADO BY ITS BOARD OF COUNTY COMMISSIONERS ATTEST By Rev Chairman Clerk of the Board 468341 Page: 4 of 6 06/04/2002 02:20F SILVIA DAVIS PITKIN COUNTY CO R 0.00 0 0.00 0 EXHIBIT"A" Lot R9 Lot R22 Lot R23-A Lot R25-A Lot R49 Lot R50 Lot R51 Lot R52 Lot R53-A Lot R86A Stern Ranch, Tract 2 Lot 1, Ziff Lot Split Lot 2, Ziff Lot Split Cemetery Tract 468341 06/04/2002 02:20F R D 0.00 SILVIA DAVIS PITKIN COUNTY CO 0.00 EXHIBIT"B" 1. Scottish Chief IR-98.37ES 2. Trainor's Best DR-96.011.1ES DR-96-011.2CH DR-96-011.3ES 3. Concord DR-96-012ES 4. Red Mountain King Mammoth 1&2 DR-96.015.1 DR-96.015.2 DR-96.015.3 5. Crystals (5) DR-97.024ES 6. Humboldt DR-97-023ES 7. Balcomb (Thompson Creek) DR-97.022CH 8. Parnell, et a] DR-96.019CH 9. Highland, 1,2 & 3 IR-97.3ES 10. Boulder, et al DR-97.025ES 11. The Amazon and Mascott IR-99.51.ES DAData`ClientslZIMCarroll Drive Properties,LLCkTDR Valuation IssueMAgreement final.wpd 468341 Page: 6 of 6 06/04/2002 02:20F SILVIA DAVIS PITKIN COUNTY CO R 0.00 D 0.00