WHEN RECORDED RETURN TO:
Summit County Clerk
Summit County Courthouse
60 North Main
Coalville, Utah 84017
AMENDED AND RESTATED DEVELOPMENT AGREEMENT
FOR THE CANYONS SPECIALLY PLANNED AREA
SNYDERVILLE BASIN, SUMMIT COUNTY, UTAH
THIS AMENDED AND RESTATED DEVELOPMENT AGREEMENT (the "Amended Agreement")
is entered into as of this 15th day of November, 1999, by and among ASC Utah,
Inc., d.b.a. The Canyons, American Skiing Company Resort Properties, Inc.
(collectively the "Master Developer"), the group of landowners that are listed
as Participating Owners and are signatories hereto (collectively the
"Participating Landowners"), and Summit County, a political subdivision of the
State of Utah, by and through its Board of County Commissioners ("the County").
RECITALS
A. Master Developer and Participating Landowners (collectively the
"Developers") are the owners, legal representatives of the owners, or lessees
under long-term leases of approximately 7768 acres of land and appurtenant real
property rights located in Summit County, Utah, the legal description and
ownership maps of which are provided in Ordinance 333-A (the "Property").
B. On July 6, 1998, the County adopted and approved Ordinance 333,
which established an initial Specially Planned Area ("SPA") Zone District for a
portion of the Property. The initial SPA Plan for The Canyons SPA Zone District
was implemented by Ordinance 334, a Development Agreement among the County and
various of the Developers (the "Original Development Agreement").
C. The Original Development Agreement contemplated the need to amend
the SPA Zone District and SPA Plan in the future to provide for its expansion
and to create a master planned resort community as depicted in The Canyons SPA
Plan Book of Exhibits attached hereto and incorporated herein.
D. The County and the Developers desire to amend and restate the
Original Development Agreement to provide for the vesting of certain additional
land use designations, densities, development configurations, and development
standards included in The Canyons SPA Master Development Plan, as reflected on
Exhibit B hereto.
E. The County, through the adoption of this Amended and Restated
Development Agreement (the "Amended Agreement"), desires to establish The
Canyons Resort and Resort Community under the SPA provisions of the Snyderville
Basin Development Code ("Code") and the Snyderville Basin General Plan ("General
Plan") for the purpose of implementing development standards and processes that
are consistent therewith. The Developers and the County desire to clarify
certain standards and procedures that will be applied to certain additional
approvals contemplated in connection with the development of The Resort and
Resort Community, as well as the construction of improvements that will benefit
the Property, and to establish certain standards for the phased development and
construction of the Resort Community and certain improvements, and to address
requirements for certain community facilities and amenities. The County also
desires to receive certain public benefits and amenities, and the Developers are
willing to provide these public benefits and amenities in consideration of the
agreement of the County to provide increased densities and intensity of uses in
the Resort and Resort Community pursuant to the terms of this Amended Agreement.
F. This Amended Agreement amends and restates the Original Development
Agreement and specifically implements The Canyons SPA Zone District as
established by Ordinance 333-A in accordance with the General Plan and the Code.
G. The County, acting pursuant to its authority under Utah Code
Annotated Section 17-27-101 et seq., the Code, and the General Plan, has made
certain determinations with respect to The Canyons SPA Plan, and in the exercise
of its legislative discretion has elected to approve the use, density, and
general configuration of The Canyons SPA Plan resulting in the negotiation,
preparation, consideration, and approval of this Amended Agreement after all
necessary public hearings.
FINDINGS
1. Following lawfully advertised public hearings on May 18, May 24, and
June 3, 1999, the Resort and Resort Community received a recommendation for
approval through an Amended Development Agreement by action of the Snyderville
Basin Planning Commission taken on June 15, 1999. The Board of County
Commissioners held a lawfully advertised public hearing on September 23, 1999,
and during a lawfully advertised public meeting on November 8, 1999, approved
The Resort and Resort Community under the process and procedures set forth in
the Code and the General Plan. The terms and conditions of approval are
incorporated fully into this Amended Agreement. In making such approval, the
Board of County Commissioners made such findings of fact and conclusions of law
as are required as a condition of the approvals, as reflected in the staff
recommendation adopted with any modifications, as reflected in the minutes of
the above-referenced public meetings, and as reflected by the other enumerated
findings herein.
2. The Canyons SPA Plan involves phased plat and site plan applications,
and has a cumulative proposed project size in excess of 100 acres.
3. The Canyons SPA Plan, as reflected in and conditioned by the terms
and conditions of this Amended Agreement, is in conformity with the General
Plan, any existing capital improvements programs, the provisions of the Code, to
include concurrency and infrastructure requirements, and all other development
requirements of Summit County.
4. The Canyons SPA Plan includes a number of amenities which are located
on various Project Sites. The provision of these amenities, or the provision of
land upon which to construct these amenities, has been taken into consideration
by Summit County in granting increased residential and commercial densities on
those Project Sites. This includes, among other things, the reservation of land
for Golf, Trail, and Buffer areas.
5. The Canyons SPA Plan contains outstanding features that advance the
policies, goals, and objectives of the General Plan beyond mere conformity,
including the following: (i) agreements with respect to design controls and
limitations to minimize the visual impact of the development; (ii) the
clustering and appropriate location of density; (iii) the creation of a
significant trail system and park area connections and improvements; and (iv)
the provision for specialized programs, facilities, and amenities to offset
development impacts.
6. There exists adequate provision for mitigation of all fiscal and
service impacts on the general public.
7. The Canyons SPA Plan meets or exceeds development quality and
aesthetic objectives of the General Plan and the Code, is consistent with the
goal of orderly growth in the Snyderville Basin, and minimizes construction
impacts on public infrastructure within the Basin.
8. There will be no construction management impacts that are
unacceptable to the County.
9. The Developers have committed to comply with all appropriate
Concurrency and Infrastructure requirements of the Code, and all appropriate
criteria and standards described in this Amended Agreement, including all
applicable impact fees to the County and its Special Districts.
10. The proposed development reasonably assures that life and property
within the Snyderville Basin is protected from any adverse impact of this
development.
11. The Developers shall take appropriate measures to prevent harm to
neighboring properties and lands from development, including nuisances.
12. Throughout the period since the approval of the Original Development
Agreement, during which time the Master Developer has been preparing to amend
the Original Development Agreement, the County has encouraged the Master
Developer to employ innovative land planning concepts within The Canyons SPA
Plan in order to cluster and appropriately locate development density, preserve
sensitive lands, create significant private and public recreational amenities,
open spaces, and trails, and provide principally a mix of destination
accommodations, commercial uses, and other resort support housing, facilities,
amenities, and programs that will be carried out within The Canyons SPA Plan and
within Summit County in furtherance of the goals of the General Plan.
13. A Statement of Global Principles, which is attached hereto as
Exhibit A.1, was applied to The Canyons SPA Plan to guide planning and
development. The Global Principles established certain requirements and
standards in addition to the standards delineated in the Code and the General
Plan. The Global Principles are implemented through the regulation and
monitoring of subsequent Development Approvals (as defined below) pursuant to
the terms of this Amended Agreement, and as incorporated herein shall apply,
according to their terms, to all Development Approvals within The Canyons SPA
Plan. The Global Principles and how each is satisfied by this Amended Agreement
are set forth below.
A. Comfortable Carrying Capacity in the Ski Area. The on-mountain
comfortable carrying capacity shall exceed the bed base at any given
time.
B. Allowable Density in The Canyons SPA. The total density within The
Canyons SPA takes into account comfortable carrying capacity; design
guidelines that comply with the policies of the General Plan and the
Code; the Global Principles; the mitigation of on- and off-site impacts;
and a substantial level of economic and tax base benefits that will
accrue to the County.
C. Required Unit Configurations and Occupancy for all Development in The
Canyons Resort Community to Maximize Resort/Guest Accommodation and
Minimize Private Residences. This principle is met through the
limitation requiring that no less than 80% of all beds in the Resort
Center are allocated to resort and guest accommodations, and within the
Resort Core, no less than 90% of the beds are allocated to resort and
guest accommodations.
D. Development Phasing. This Amended Agreement balances the development
of resort accommodations with the comfortable carrying capacity of the
Resort by requiring that development generally begin in the Resort Core
and move outward.
E. Provisional Open Space. In the original SPA Ordinance, as a condition
of receiving the Phase I approvals, all remaining lands owned or
controlled by several of the Developers were classified as Provisional
Open Space and restricted from development until the balance of the
property received master plan approval. This Amended Agreement
establishes classes of open space which serve to ensure the adequate
protection and long term viability of open space within The Canyons SPA
Zone District.
F. Development Pattern. This Amended Agreement clusters development and
maximizes open space.
G. Resort Support and Mountain Recreation Development. This Amended
Agreement defines guidelines for on-mountain development, which includes
some on-mountain guest accommodation while limiting such accommodations
to a unique rustic mountain character designed in harmony with the
natural landscape.
H. Provision of On-Mountain Amenities. Uniquely designed resort
amenities and accommodations will be allowed at mid-mountain.
I. Viewshed. This Amended Agreement establishes procedures for the
protection of viewsheds.
J. Viewshed Criteria. This Amended Agreement implements visual quality
objectives consistent with the General Plan through defined viewshed
protection requirements as part of the design criteria in the Viewshed
and Visual Quality Analysis and Plan attached hereto as Exhibit H.1.
K. Environmental Enhancement, Conservation, and Preservation. This
Amended Agreement enhances the environment, conservation, and
preservation through a Natural Resource Management Plan and a Watershed
Master Plan for the Willow Draw Area, and through the incorporation of
"green" design principles including energy efficiency and building
techniques. The Amended Agreement further complies with this Global
Principle through the implementation of the recommendations in the
Natural Resources Management Plan and the Watershed Management Plan.
L. Employee Housing. Employee housing will be provided for a substantial
number of resort employees in the Resort Center consistent with The
Canyons Employee Housing Needs Assessment and Proposed Mitigation Plan.
The balance of identified employee housing needs will be provided
elsewhere in the Snyderville Basin/Park City area.
M. Economic Base. This Amended Agreement will result in substantial
positive tax benefits to the County and others.
N. Transportation. This Amended Agreement provides for the
implementation of a comprehensive transportation plan, which includes
the following components: (i) cooperation in the creation of a regional
transportation system; (ii) linkages to the Salt Lake City area,
including the airport, via various forms of transit for employees and
guests; (iii) an internal transportation system within The Resort and
Resort Community including valet service, shuttle buses, and a people
mover; (iv) a comprehensive pedestrian trail system; and (v) incentives
to encourage the implementation of this policy.
O. Highway 224 and Resort Entry. A significant open space buffer will be
created along Highway 224 to establish a "green" setting, including
portions of a golf course and the Millennium Trail, and a special study
for Highway 224 landscape enhancements.
P. Benchmark Assessments of Resort Development, Impacts, and Programs.
This Amended Agreement provides detailed mechanisms for linking phased
growth with mitigation measures, and for evaluating these benchmarks,
ensuring that policies of concurrency are met.
Q. Development Design Criteria. This Amended Agreement provides
architectural guidelines to assure unique architectural character and
the highest standards of design quality and construction. The guidelines
will be enforced in part by The Canyons Resort Village Management
Association (the "RVMA") and The Colony Master Association.
R. Master Community and Resort Facility, Amenity, Recreation, Cultural
Arts, and Marketing Program. This Amended Agreement provides for a
recreation master plan to be developed, resort amenities to be provided,
a public art implementation and management program to be instituted, and
continuing cooperation with the County, the Special Recreation District
and the Park City/Summit County Arts Council. A resort-wide marketing
program will be administered and paid for through The Canyons Resort
Village Management Association.
S. Community Integration. This Amended Agreement provides for the
establishment of a "good neighbor" policy to provide accessibility to
the resort amenities by the community. A community integration plan is
being developed which establishes appropriate buffers between the Resort
Community and existing residential neighborhoods but also defines
linkages through appropriate trail connections and other means.
T. Infrastructure Maintenance and Management. This Amended Agreement
provides for the maintenance of two master associations, one for The
Colony and one for the balance of The Canyons SPA. Each master
association will provide for the maintenance and management of all
infrastructure owned and controlled by that master association. All
areas of mutual interest shall be maintained and managed through a Joint
Operating Agreement between the Master Associations.
U. Construction Mitigation and Management. This Amended Agreement
provides for mitigation and management measures to be in effect for each
phase of development to assure compliance with the Code, in accordance
with Exhibit F hereto.
14. The Global Principles, in addition to other requirements, contain a
set of conceptual "Benchmarks", intended to provide quantitative and qualitative
measurement of the performance of the Project in relation to policies
established in the General Plan, the Code, The Canyons SPA Plan, and this
Amended Agreement. These Benchmarks have been integrated into Collective
Standards, included in this Amended Agreement, that will regulate development of
The Canyons SPA Plan.
15. The County and the Developers desire that the development of The
Canyons SPA Plan pursuant to this Amended Agreement will result in significant
benefits to the County, other local public agencies, and the residents and
visitors to the County. The Master Developer and Participating Landowners, by
providing assurances that they will comply with this Amended Agreement, the
General Plan, and the Code, commit to achieve the range of public benefits that
have been identified in conjunction with the development contemplated by The
Canyons SPA Plan. Consistent with this commitment, the County has determined
that development of the Project will result in the following specific public
benefits, without limitation:
(a) Fiscal Benefits. The County finds that the Project will
continuously produce revenues to local agencies in excess of the costs
of providing public services associated with or as a result of the
Project.
(b) Environmental Benefits. A Natural Resources Management Plan
has been developed for the West Mountain Neighborhood Area. Its
implementation over time, in addition to the planned dedication of open
space lands, will improve and sustain the environmental quality of the
entire Area. All sensitive lands will be protected and enhanced,
degraded habitats will be restored, revegetation of highly visible
presently denuded slopes will be conducted, and wildlife corridors
enhanced and maintained. In particular, the Willow Draw Development Area
will see substantial restoration in conjunction with the construction of
a golf course.
(c) Preservation of Open Space. An Open Space and Viewshed
Protection Plan is included as part of The Canyons SPA (the "Open Space
Plan"). The Open Space Plan designated more than 90% of all land within
the Project as open space. The Open Space Plan and the obligations of
the Developers under this Amended Agreement secure the overwhelming
majority of the open space indicated in the General Plan for the West
Mountain Neighborhood. In addition, the Project has transferred density
from certain parcels totaling approximately 95 acres outside of the
Project, thus restricting these parcels to open space and contributing
to the County's broader open space goals and objectives. The open space
lands within the Project will include land for recreation, preservation,
buffers, and parks and trails.
(d) Housing. In addition to providing housing opportunities for
seasonal residents and guests, the RVMA will construct rental housing
and provide financial subsidies that will produce housing units for
employees of The Resort and a portion of The Resort Community, as set
forth elsewhere in this Amended Agreement.
(e) Community Facilities. This Amended Agreement provides for
the construction or provision of a range of community facilities, which
will be incorporated into The Resort and Resort Community including a
new fire station site; a public golf course; an amphitheater; a
pedestrian-scale "base village" providing shopping opportunities and a
venue for cultural events; improvements to the Highway 224 Corridor; an
innovative internal circulation system built around a "people mover"
system; support for a regional transit system; construction and
operation of diverse convention facilities that will accommodate large
conferences and local meetings and events; and dedication of a public
use trail easement and construction of trail linkages to the Great
Western and Millennium Trails.
(f) Community Programs. The Resort and Resort Community will
provide a variety of special programs that benefit local residents
including a discount skiing program, an honor roll program, annual
contributions to the Park City School District's Aspiration Program, and
access to resort facilities for community-sponsored events.
16. Prior to or contemporaneously with the approval of this Amended
Agreement, the County has adopted an amendment to the Code and the Zoning Map
classifying the Property as The Canyons SPA Zone District and therein setting
forth such land use classifications, residential and commercial densities, and
development locations as are permitted under this Amended Agreement. The Canyons
SPA Zone District does not constitute in itself a vested development right for
these approvals. This Amended Agreement shall provide such vesting as described
hereunder.
17. The Board of County Commissioners acting pursuant to its authority
under Utah Code Annotated 17-27-101 et seq., as well as its regulations and
guidelines, in the exercise of its legislative discretion, expressly finds that
The Canyons SPA Plan is exempt from the application of the Code solely to the
extent that such a finding may be a condition precedent to approval of this
Amended Agreement. Where there is a direct conflict between an express provision
of this Amended Agreement and the Code or the General Plan, this Amended
Agreement shall take precedence; otherwise, the Code or the General Plan
provision shall control.
18. The Original Development Agreement, and any subsequent amendments
thereto, are incorporated by reference into this Amended Agreement as if fully
set forth herein. To the extent that a conflict exists between the Original
Development Agreement and any subsequent amendments and this Amended Agreement,
the terms of this Amended Agreement shall govern.
19. All existing and vested "uses" within the Canyons SPA Zone District
are "legal non-conforming uses" under the Snyderville Basin Development Code and
shall not have any additional rights or entitlements under this Amended
Development Agreement, except as otherwise authorized by Section 8.1 of the
Code.
NOW, THEREFORE, THE COUNTY AND THE DEVELOPERS HEREBY AGREE AS FOLLOWS:
ARTICLE 1
DEFINITIONS
Unless otherwise defined herein, as used in this Amended Agreement the
following terms, phrases, and words shall have the meanings and shall be
interpreted as set forth below:
"Amended Agreement" means this Amended and Restated Development
Agreement.
"Adopting Ordinance" means Ordinance Number 334A, entitled: "Amended and
Restated Development Agreement by and between Summit County and ASC Utah, Inc.,
d.b.a. The Canyons, et al. Dated November 8, 1999, and Effective November 23,
1999," which approves this Amended Agreement.
"Book of Exhibits" means the portion of The Canyons SPA Plan that shall
contain the overview of the Canyons Resort Community, Global Principles and
Policies, and concept and specific plans that shall be used to guide all
development in the Amended Canyons SPA, and all other specific development
parameters and regulations (which are in addition to those already contained
within the Code and General Plan), and developer obligations, commitments, and
contributions for carrying out the development in accordance with The Canyons
SPA Plan, including the following exhibits which are attached to and
incorporated by reference into this Amended Agreement as follows:
A. Global Principles and Policies
B. The Canyons SPA Master Development Plan
C. Architectural Guidelines
D. Parking Plan
E. The Canyons Resort Village Management Agreement
F. Construction Mitigation and Management Plan
G. Natural Resources Management Plan
H. Open Space and Viewshed Protection Plan
I. Recreation, Amenities, Arts, and Trails Plan
J. The Canyons Infrastructure Master Plan, Final Report
K. Transfer of Development Rights
Technical Appendix A - Affordable Employee Housing Study and Scope of
Work Technical Appendix B - Fiscal Impact Analysis for The Canyons SPA
Plan Build Out Technical Appendix C - Transportation Program Including
Existing Conditions and Plan Scopes of Work
"Collective Standards" means the local land use regulatory standards
that will apply to the Project Sites including this Amended Agreement, the
Canyons SPA (zoning ordinance), the Canyons SPA Plan, and other rules,
regulations, official policies, ordinances, and resolutions adopted by the
County in effect and applicable to the Property on the Effective Date,
including, but not limited to the General Plan, the Code, and all other
ordinances, codes, rules, and regulations of the County.
"Commercial/Retail/Support Units" means office uses, shops, stores,
cafes, restaurants, skier services, service space, meeting and conference space,
and health and fitness facilities.
"Condominium Plat" means a survey description and map of a condominium
interest in a structure for the purposes of conveying title.
"Condominium Unit" means an individual air space unit within a
structure, together with the interest in the common elements appurtenant to said
unit.
"Density" means the maximum gross building area permitted for each
parcel as shown in Exhibit B.2.
"Developers or Developer" means the Master Developer and/or the
Participating Landowners.
"Development Areas" means the following areas identified for development
within The Canyons SPA for purposes of determining allowable uses, density, and
configuration, as described and depicted in Exhibit B.1 hereto:
Resort Core
Willow Draw
Red Pine Road
Frostwood
Lower Village
Red Pine Village
Red Pine Lake
Tombstone
Silver King Mines
Mines Ventures
The Cove
The Colony
"Director" means the Director of the Summit County Department of
Community Development or his authorized designee.
"Effective Date" means the effective date of the Summit County Ordinance
that approves this Amended Agreement.
"Hotel/Lodge" means a building or buildings containing hotel/lodging
units and accessory space and uses.
"Hotel/Lodging Unit(s)" means a unit which shall contain attributes of a
hotel of facility established for similar purposes and which shall be available
for short term occupancy by the unit owner or others. Attributes shall include:
Central reservation service for all units, including central check-in
with full-time front desk service, bellhops, and concierge, operated by
the owner/operator, a property management company chosen by the owners'
association, or as a function of the owner's association;
Central access to the building, with no private entrances for individual
units or wings, except in structures which include up to but not to
exceed four dwelling units, unless otherwise approved by the Director;
Pedestrian traffic funneled through a central lobby area, except in
structures which include up to but not to exceed four dwelling units,
unless otherwise approved by the Director;
Centralized parking, with no assigned spaces, except in structures which
include up to but not to exceed four dwelling units, unless otherwise
approved by the Director;
Utilities centrally controlled, including cable television, telephone,
electricity, gas, and water; and
Limited storage area for owners.
"Low Impact Permit" means a low impact permit as described in the Code.
"Master Developer" means, collectively, ASC Utah, Inc., d.b.a. The
Canyons, and American Skiing Company Resort Properties, Inc., or successor
entity.
"Master Plan" means the master plan for The Canyons SPA attached hereto
as Exhibit B.
"Participating Landowners" means all of the persons who own land within
the SPA and who are parties to this Amended Agreement.
"Plat" means the legal map of a subdivision.
"Planning Commission" means the Snyderville Basin Planning Commission.
"Project" means all of the master planned development contemplated under
this Amended Agreement.
"Project Site" means a predetermined location of development within a
Development Area within The Canyons SPA Zone District, as described and depicted
in Exhibit B hereto.
"Property Report" means a disclosure statement required by the State of
Utah for a project involving timeshare estates or fractional interests that
shall be delivered by the Developer to the purchaser at the time of contract
execution or, if no contract is executed, prior to the date of transfer. In
addition to the State's requirements, the Property Report shall include a
detailed statement of the zoning and allowed use of the property and
implications of converting property to a "primary residential dwelling unit" as
described in Section 3.14 of this Amended Agreement.
"Residential Unit(s)" means a dwelling unit which may be used as a
primary residence. The location and number of residential units is established
in Exhibit B.2.
"Resort" means The Canyons Resort owned and operated by ASC Utah, Inc.,
d.b.a. The Canyons, or its successor, including the skiing and related
facilities.
"Resort Center" means the following development areas: (1) Resort Core;
(2) Lower Village; (3) Red Pine Road; (4) Frostwood; (5) Willow Draw; and (6)
The Cove.
"Resort Community" means the residential, recreational (other than the
Resort), and commercial real estate development to be constructed within The
Canyons SPA.
"RVMA" means The Canyons Resort Village Management Association.
"Site Plan" means a development plan of one or more lots on which is
shown (1) the existing and proposed conditions of the lot, including but not
limited to topograph, vegetation, drainage, flood plains, wetlands and
waterways; (2) the location of all existing and proposed buildings, drives,
parking spaces, walkways, means or ingress and egress, drainage facilities,
utility services, landscaping, structures, signs, lighting, and screening
devices; (3) the location of building pads for all buildings; and (4) the
location and extent of all external buffers from surrounding areas.
"Sketch Plan" means a sketch preparatory to an application for site plan
or subdivision plat review and consideration by Summit County. The Sketch Plan
contains sufficient information, in graphic and text form, to adequately
describe to the satisfaction of the director the applicant's intentions with
regard to site layout and compliance with the General Plan, the Code, and this
Amended Agreement.
"SPA" means Specially Planned Area, as that phrase is defined in the
Code.
"Staff" means the staff of the Community Development Department of
Summit County.
"Statement of Global Principles" means those mandatory development
principles and standards established in The Canyons SPA Plan, attached as
Exhibit A.1 hereto, which are in addition to the development standards
delineated in the Code and General Plan, which shall be used to guide all
development within The Canyons SPA and which shall apply, as described herein,
to both Project Sites within The Canyons SPA and to all amendments to The
Canyons SPA and SPA Plan.
"Subdivision" means the division of any tract or parcel of land, with or
without improvements thereon, into two or more lots, tracts, parcels, or
separate interests, including leasehold interests, condominium units, commercial
uses, interests in common or other divisions for the purpose, whether immediate
or future, of sale or development of land. Subdivision shall also mean
condominiumization and shall specifically include the division or conversion of
any existing units, office or other building or portion thereof into
condominiums, or timeshare estates, or fractional interests.
"The Canyons SPA" means the zone district adopted by Ordinance 333-A for
the purposes of permitting the adoption of a comprehensive development plan
specifically required to implement the unique uses, densities, development
locations, and programs and other features necessary for the development of The
Canyons SPA Plan.
"The Canyons SPA Plan" means the comprehensive plan set forth in this
Amended Agreement which sets forth the development parameters, development
approval processes, land use locations and configurations, densities, resort
buffer edge, trails and other open space within The Canyons SPA, the approximate
location of public amenities that serve Project Sites within the Property,
phasing, and all other Developer obligations, commitments, and contributions
made to carry out the development within The Canyons SPA in accordance with the
Code, all as depicted and described in the Book of Exhibits.
"Timeshare Estate or Fractional Ownership Interest" means a right to
occupy accommodations during certain time periods, with an undivided fractional
fee interest in real property by which the owner receives only the right to use
the accommodation as provided by contract, declaration, or other instrument
defining a legal right. During their interval use, owners may, as prescribed in
applicable Condominium Declarations, either occupy the unit, trade the use
period for use in an exchange program, or rent the unit to the general public
through the rental program operated by the rental manager used by the owners'
association. All furniture and fixtures within the units are owned in common by
the association and owners are prohibited from altering the furniture or
fixtures and the interior of the unit in any way.
"TDR (Transfer of Development Rights)" means a development technique
which allows a land owner to separate the rights to develop his land from the
land itself and to transfer those rights to other land.
Sending Area. An area of land from which existing development rights may
be separated and conveyed to other property.
Receiving Area. An area of land to which additional development rights
may be conveyed from the sending area.
ARTICLE 2
PROJECT DEVELOPMENT
Section 2.1 The Property. The Property that is the subject of this
Amended Agreement is described and depicted in Summit County Ordinance 333-A. No
additional property may be added to the Property that is the subject of this
Amended Agreement other than by amendment to Ordinance 333-A and this Amended
Agreement as provided herein. Unless expressly set forth herein, no provisions
of this Amended Agreement shall affect any land other than the Property as
described herein.
Section 2.2 Incorporation of Original Development Agreement and Prior
Approvals. The Original Development Agreement, which is incorporated herein by
reference, vested certain development rights (the "Prior Approvals"). Where a
conflict exists between the provisions of the Original Development Agreement and
this Amended Agreement, the provisions of this Amended Agreement shall govern.
These Prior Approvals include:
2.2.1 The Canyons Resort Center. For the Project Sites designated
within the original Canyons SPA Plan as the Grand Summit Hotel, the
Forum, the Pedestrian Plaza, the T1 Village Station, the Sundial
Lodge, and the Resort Services Building (collectively "The Canyons
Resort Center Sites"), approval of the Original Development Agreement
constituted final Plat and Site Plan approval in accordance with the
requirements of the Code, General Plan, and Global Principles as
implemented therein. All of The Canyons Resort Center Sites are
required to be developed in accordance with all applicable regulations
and conditions (to include those mandated by the Original Development
Agreement and the Original Canyons SPA Plan Book of Exhibits), design
standards, and final Site Plans or Final Subdivision Plats pertaining
to each particular Site. Failure to so comply is grounds for
revocation of final Site Plan or Subdivision Plat approvals or denial
or revocation of building permits issued pursuant to such final Site
Plan or Final Subdivision Plat.
2.2.2 Ski 98. For the Project Site designated as "Ski 98", which
constitutes a Low Impact Development Activity under the Code, approval
of the Original Development Agreement constituted an approved use and
density in accordance with the original Canyons SPA Plan Book of
Exhibits; however, the Developers were only allowed to implement such
uses and densities through the acquisition of a Low Impact Permit by
the Director pursuant to the Code and any other standards and
requirements set forth in the original Canyons SPA Plan Book of
Exhibits, including the Statement of Global Principles as implemented
therein.
2.2.3 The Canyons Drive. For The Canyons Drive, now known as The
Canyons Resort Drive, approval of the Original Development Agreement
constituted an approval of the Final Road Dedication Plat, as included
in the original Canyons SPA Plan Book of Exhibits. The Original
Development Agreement also constituted the County's acceptance of The
Canyons Resort Drive road dedication as a public thoroughfare upon
completion of the roadway and approval of the work by the County
Engineer. The Developer was required to establish an acceptable
Development Improvements Agreement for The Canyons Resort Drive and
all internal private roadways as depicted in the original Canyons SPA
Plan, including a re-vegetation and planting plan, as required by the
Code, prior to any construction related to the improvements. The
Master Developer has appropriately reserved therein an easement for
multiple transportation towers to support a transportation system in
the median of the roadway. Notwithstanding the County's agreement to
maintain The Canyons Resort Drive as a public thoroughfare, the
Developers shall have a right of ingress and egress to maintain the
landscaping within the rights-of-way by a separate right-of-way
landscape maintenance agreement, which is incorporated by reference
herein. The entire Canyons SPA is within County Service Area #6 and
shall be assessed as such for purposes of maintaining The Canyons
Resort Drive.
2.2.4 People Mover. With respect to the transportation element
referenced on the original Canyons SPA Plan Book of Exhibits as the
"People Mover," which was not vested, the County and Developers agreed
to continue a dialogue concerning the appropriateness of such for the
Resort. This prior approval is hereby modified in this Amended
Agreement to establish the People Mover as a Permitted Use and to
require construction of the People Mover in The Canyons Drive corridor
as a traffic mitigation requirement of the Project in accordance with
the provisions of Sections 3.3.4 and 3.6.3.10 and Exhibit I.4. The
specific alignment and technology will be determined through a Low
Impact Permit issued by the Director in accordance with the Code and
any other standards and requirements set forth in the Book of
Exhibits, including the Global Principles as implemented herein. The
Director shall seek a recommendation from the Planning Commission and
shall obtain input from affected neighbors on adjacent properties
concerning the matter prior to making a final decision.
2.2.5 The Colony Phases I and II. For the Project Site designated
within The Canyons SPA as The Colony Phases I and II, the Final
Subdivision Plats for both Project Sites have been approved by Summit
County. The application of the Global Principles to these Project
Sites was included in the original Canyons SPA Plan. These Project
Sites shall continue to be developed in accordance with the applicable
Global Principles as implemented herein, The Colony Architectural
Design Guidelines, the conditions in the Original Development
Agreement and the respective Final Subdivision Plats, the Code, and
General Plan policies and standards pertaining to both Project Sites.
Failure to so comply are grounds for revocation of Final Subdivision
Plat approval or denial/revocation of Building Permits issued pursuant
to such Final Subdivision Plat.
2.2.6 The Colony Phases III, IV, and V. For Project Sites designated
within The Canyons SPA as The Colony Phases III through V, approval of
the Original Development Agreement constituted an approved use and
density in accordance with the base density within the Code
Development Potential Matrix. This prior approval is hereby modified
in this Amended Agreement to accommodate the terms, conditions, and
densities provided for in the Land Use and Zoning Chart and Exhibit
K.1 and Exhibit K.2. However, the Developers are limited to
implementing the uses and densities now set forth in this Amended
Agreement through the issuance of a Final Site Plan/Subdivision Plat,
(which are prerequisites to a building permit), in accordance with the
Minor Development Permit Review Process in the Code, specific Global
Principles applicable for each Project Site, The Colony Architectural
Design Guidelines, and other applicable provisions of the Code and
General Plan. All Project Sites must be developed in accordance with
the applicable Global Principles and the terms and conditions in this
Amended Agreement, as well as appropriate Code and General Plan
standards and policies pertaining to that particular Project Site.
Failure to so comply is grounds for denial of Final Site Plans and/or
Subdivision Plats. Phases III, IV, and/or V of The Colony shall not be
approved until such time as there is an acceptable Joint Operating
Agreement with the RVMA Master Association as described in Section
3.5.3.
2.2.7 Cox and Muller and Groutage Project Sites. For the Project Site
designated as the "Cox and Muller" (that portion of "Cox/Muller 1"
noted on the Land Use and Zoning Chart) and "Groutage" (referred to as
"Groutage/Jaffa 1" on the Land Use and Zoning Chart) projects,
approval of the Original Development Agreement constituted an approved
use and density in accordance with The Canyons SPA Plan Book of
Exhibits; however, the Developer may only implement such uses and
densities through the issuance of a Final Site Plan or Subdivision
Plat, (which are prerequisites to a building permit), in accordance
with the Minor Development Review Process outlined in Section 3.6.B of
the Code. (Although this process is intended for residential
development, the procedures outlined therein shall be used for the
purpose of review in and approving these project sites). The applicant
shall be required to submit with the application for review all of the
pertinent information required under 3.7.E(2) of the Development Code.
The major issues which shall be considered are visual impact, access,
concurrency management, employee housing impacts, and relationship
with neighboring uses. Additionally, these projects are required to
comply with all standards and criteria established in The Canyons SPA
Plan Book of Exhibits, including the Statement of Global Principles as
implemented herein, The Canyons Resort Center Architectural
Guidelines, and other applicable provisions of the Code and General
Plan. All Project Sites must be developed in accordance with the
applicable Global Principles, as well as appropriate Code/General Plan
standards/policies, pertaining to that particular Project Site.
Failure to so comply shall be grounds for denial of Final Site Plans
and/or Subdivision Plats.
2.2.8 Snyderville West Parcel. Ordinance was previously adopted to
permit 40 multi-family dwelling units on the Snyderville West parcel
(the "Hansen Units"). The Hansen Units must be tightly clustered and
shall be comparable in size to other Canyons Resort accommodation
units. The total gross square footage permitted shall not exceed
80,000 on approximately four acres identifies as Parcel SW1 in Exhibit
B.1. All future development that will occur as result of the Hansen
Units will require final site plan approval. The actual building area
for these density transfers shall be determined through specific site
plan approval in conjunction with the comprehensive amendment to the
Canyons SPA Plan that further identifies other development potential
and location requirements on the Snyderville West parcel. The Hansen
units must also occur in a manner consistent with the Snyderville
Basin General Plan, the Code, and the Global Principles.
Section 2.3 Approved Project Sites. The Canyons SPA Plan encompasses
much of the West Mountain Neighborhood Area as delineated in the General Plan.
The Development Approvals designated in this area are depicted in The Canyons
SPA Master Development Plan attached hereto as Exhibit B, and are consistent
with the General Plan. The Development Areas and Project Sites specifically
approved under this Amended Agreement, and the express conditions of any such
approval, are as set forth in Exhibits B. All approvals granted under Section
2.2 above remain in effect, as described in Ordinance 333, except when
specifically modified by this Amended Agreement.
2.3.1 Moving Participating Owner Densities. It is recognized that from
time to time transfers of a portion or portions of density on lands in
the ownership of a single Participating Landowner may be necessary to
achieve the objectives of this Amended Agreement. Such transfers of
density may be allowed by the BCC provided that the total density in
the ownership of the Participating Landowner is equal to or less than
the total prior to the transfer. The Design Review Committee of the
RVMA shall review the proposed transfer and submit a letter of opinion
prior to submitting the request to the Director. The Director shall
present the request to transfer density within the Canyons SPA to the
BCC, and a copy of such request to the Planning Commission for
informational purposes only.
2.3.2 White Pine Canyon Road Access. The development approvals
contained in this Amended Agreement with regard to the property of
Mines Ventures and Silver King Mines is expressly conditioned upon and
subject to adequate road access over the White Pine Canyon Road.
Although said roadway is a county road where it begins at Highway 224,
it changes to a private road upon entering The Colony development.
Consequently, a private easement of adequate scope and size through
The Colony development is essential to both Mines Ventures and Silver
King Mines. As of the date of this Amended Agreement, the parties have
represented to the County that they can reach a resolution of this
issue and they are attempting to consummate the agreement. Based upon
this understanding, the County has approved the Mines Ventures and
Silver King Mines Project Sites conditioned upon the resolution of
adequate access. In the event that there is not adequate access to
either Mines Ventures or Silver King Mines, the County reserves the
right to terminate this Amended Agreement as to the Mines Ventures and
Silver King Mines parties and Development Areas.
2.3.3 Approvals Related to the Expansion of Ski 98, including the
Mountain Master Plan. This Amended Agreement contemplates the
expansion of the improvements to The Resort that were approved under
Ski 98, as described in Subparagraph 2.2.2 above, which in its
entirety is know as the Mountain Master Plan. The Mountain Master Plan
is fully described in Exhibit B.6 to this Amended Agreement, which
shall be considered permitted uses subject to the Developer making
application to the County for a Low Impact Permit. The Director shall
review the request for a low impact permit for compliance with the
provisions of this Amended Agreement, the Statement of Global
Principles, and the Code. The Director shall ensure that the
Developer's proposal does not adversely affect critical viewsheds that
have been identified in the General Plan or during the preparation of
this Amended Agreement.
Section 2.4 Colony TDR. Under the Original Development Agreement, The
Colony agreed to act as a receiving area for TDR units in excess of the base
density for that Development Area. Additional TDR incentive units are now
required in this Amended Agreement for facilitate The Canyons SPA Plan.
Combined, the number, location, phasing, and other requirements and obligations
of The Colony with respect to the TDR units are fully described in Exhibits K.1
and K.2.
Section 2.5 Vested Rights.
2.5.1 Vested Rights. This Amended Agreement vests the uses,
quantities, densities, location, configuration, massing, design
guidelines and methods, development standards, Project Sites,
processes, road placements and designs (including sizes of roads),
road grades, road curb cuts and connections, and all other
improvements as described above and as reflected in the Book of
Exhibits and all other provisions of this Amended Agreement. To the
extent that there is any conflict between the text portion of this
Amended Agreement and the Book of Exhibits, the more specific language
or description, as the case may be, shall control.
2.5.2 Exemption from Code. The rights vested as provided in this
Amended Agreement are exempt from the application of the Code and to
subsequently enacted ordinances only to the extent that such exemption
is a condition precedent to the grant of the vested rights pursuant to
the Findings above and to the extent such exemption does not interfere
with the County's reserved legislative powers in Section 5.3 herein.
The parties further contemplate that all other provisions of the Code,
as amended, and other applicable laws shall apply, including without
limitation the imposition of administrative fees as established by
Resolution 99-11 as amended from time to time.
2.5.3 Conversion of Allocated Commercial Square Footage to Residential
Square Footage Prohibition. The parties understand and agree that,
with regard to density, allowable Commercial/Retail uses cannot be
converted to accommodations or residential uses in any Development
Area, as described in the Land Use and Zoning Chart, and cannot be
converted to Accommodation Area, as defined in Exhibit B.2
Section 2.6 Developer's Discretion. Subject to Section 3.10, nothing in
this Amended Agreement shall obligate the RVMA or any Developer to construct the
Project or any particular Project Site, and the RVMA or Developers, as the case
may be, shall have the discretion to determine whether to construct each Project
Site based on such Developer's business judgment; provided, however, that once
construction has begun on a Project Site, the relevant Developer shall have the
obligation to complete such construction.
Section 2.7 Development Approval Process. All applicants requesting
approval of final subdivision plats (residential, including single family and
multi-family, and commercial uses), condominium plats (residential, including
single family and multi-family, and commercial uses), and site plans
(residential, including single family and multi-family, and commercial and
industrial uses) within The Canyons SPA, except those specific projects whose
subdivision plat or site plan approvals are provided for in other sections of
this Amended Agreement, shall follow the process set forth herein. Condominium
Plats shall comply only with those subparagraphs in this Section in which
condominium plats are specifically cited. In the event of a procedural conflict
between the Code and this Amended Agreement, the provisions of this Amended
Agreement shall govern.
2.7.1 Master Association Review. Prior to the submission to the County
of any Sketch Plans for a proposed Subdivision Plat or Site Plan, the
Developer shall submit its Sketch Plans to the Design Review Committee
of the RVMA for the Design Review Committee's written opinion in
accordance with the terms of Article 5 of The Canyons Resort Village
Management Agreement. The Developer shall be required to have obtained
the opinion of the Design Review Committee prior to submitting its
Sketch Plans to the County.
2.7.2 Sketch Plan. Developers within The Canyons SPA shall submit
Sketch Plans of the proposed subdivision plat, or site plan to the
Staff for preliminary review prior to submitting an application for
Plat or Site Plan approval. The Staff shall review and take into
consideration the written opinion of the Design Review Committee.
Sketch Plans submitted shall meet all of the requirements of Chapter
3.7.B(2) of the Code and this Amended Agreement.
2.7.3 Staff Review of Sketch Plans. The Staff will review the Sketch
Plans for compliance with the requirements of this Amended Agreement
and will conduct discussions with the Developer to review any
modifications necessary to comply with this Amended Agreement. If the
Staff and the Developer disagree on compliance based on the Sketch
Plans, the Developer may, in the alternative, seek information and
guidance from the Planning Commission at a regular meeting, or, at the
Developer's option, proceed to process an application for Final Site
Plan or Final Subdivision Plat approval. Staff review and comment on
any Sketch Plan will be completed within a reasonable time. The
Director of Community Development or staff member responsible for
creating the agenda or scheduling matters for the Planning Commission
shall place any Sketch Plan review request from the Developer on the
next available agenda date for the Planning Commission.
2.7.4 Submission of Final Subdivision or Condominium Plats and Final
Site Plans.
(a) Final Design Review Committee Review and Opinion. Following
the Sketch Plan process, a Developer shall submit applications
for final subdivision plat, or final site plan approval to the
Design Review Committee for its review pursuant to Article 5 of
The Canyons Resort Village Management Agreement. The Design
Review Committee shall provide copies of its opinion regarding
applications for final subdivision plat, or final site plan
approval to both the Developer and the Director.
(b) Submission to the County. Following the Sketch Plan process,
and after receipt of written opinion from the Design Review
Committee, or in the case of a condominium plat during or
following construction of the Project Site, the Developer shall
submit applications with applicable fees for final subdivision or
condominium plat or final site plan approval to the County
consistent with the provisions of Section 3.7E(2) and Chapter 5
of the Code. The application shall include any other information
required in this Amended Agreement, which for all projects
involving hotel/lodging units shall include, but is not limited
to, applicable condominium declarations, time share program
documents, fractional interest arrangements, and a copy of the
Property Report for any project involving a timeshare or
fractional interest arrangement that will be delivered to
purchasers. The County shall take into consideration the opinion
of the Design Review Committee, but shall not be required to
adopt such opinion. In addition to compliance with the criteria
required under Chapter 4 of the Code, the following service
provider and concurrency information shall also be required and
reviewed along with the detailed final Subdivision Plat or Site
Plan. Upon receiving such information, the Director shall prepare
a report(s) identifying issues and concerns related to the
proposal.
2.7.4.1 Water Service.
(a) A feasibility letter for the proposed water supply
issued by the State Division of Drinking Water.
(b) Evidence of coordination with the public or private
water service provider, including an agreement for service
and an indication of the service area of the proposed water
supplier, commitment service letter or other binding
arrangement for the provision of water services.
(c) Evidence that water rights have been obtained including
an application for appropriation or change application
endorsed by the State Engineer pursuant to Section 73-3-10
of the Utah Code, and a certificate of appropriation or
certificate of change issued in accordance with Section
73-3-16 of the Utah Code. The County shall not accept an
application or certificate that has lapsed, expired or been
revoked by the State Engineer.
(d) A certificate of convenience and necessity or an
exemption therefrom, issued by the State Public Service
Commission, for the proposed water supplier.
2.7.4.2 Sewer Service. A Line Extension Agreement approved
by the Snyderville Basin Sewer Improvement District for the
proposed development. No final subdivision plat, final site
plan or low impact permit shall be approved until the
applicant has paid the applicable system capacity fee for
the entire project or phase of the proposed development.
2.7.4.3 Fire Protection.
(a) A letter from the Park City Fire District indicating
that fire hydrants, water lines sizes, water storage for
fire protection, and minimum flow for fire protection are
adequate. These shall be determined using the standard of
the Insurance Services Office which are known as the Fire
System Grading Standards. In no case shall minimum fire flow
be less than 1,000 gallons per minute for a period of two
(2) hours.
(b) The Developers shall furnish written evidence to the
County and the Park City Fire District verifying that an
authorized water company shall be responsible for the
perpetual and continual maintenance of all fire protection
appurtenances, including annual flagging of all hydrants
prior to November 1st of each year.
2.7.4.4 Recreation. A letter from the Snyderville Basin
Special Recreation District indicating that all requirements
of the District and the terms of this Amended Agreement have
been satisfied.
2.7.4.5 Other Service Providers. The Director shall secure
input regarding the proposed development from all other
affected agencies and service providers, including but not
necessarily limited to the Army Corps of Engineers, County
Health Department, Utah Power, and the Park City/Summit
County Arts Council.
2.7.5 Staff Review and Recommendation. The Staff shall review the
information submitted pursuant to Section 2.7.4 and shall provide its
recommendation to the Planning Commission.
2.7.6 Planning Commission Consideration. The application for approval
of the final subdivision or condominium plat or final site plan shall
be considered by the Planning Commission on the next available regular
agenda of the Planning Commission.
2.7.7 Recommendation of Detailed Final Subdivision or Condominium Plat
or Site Plan. After the Planning Commission's review pursuant to
Section 2.7.6, it shall render a recommendation to the BCC to approve,
deny, or approve with conditions the final subdivision or condominium
plat or final site plan. The recommendation shall be based upon the
Developer's compliance with the requirements and standards set forth
in the Code and in this Amended Agreement. Where any ambiguity or
discrepancy exists between the Code and this Amended Agreement, this
Amended Agreement shall govern.
2.7.8 Approval of Final Subdivision or Condominium Plat or Site Plan.
After receipt of the Planning Commission's recommendation, the BCC
shall, after holding a public hearing noticed in accordance with the
requirements of the Code, render a decision approving, denying or
conditionally approving the final subdivision or condominium plat or
final site plan. The BCC shall execute the final subdivision or
condominium plat or site plan. This shall be the final decision of the
County. The decision of the BCC shall be based upon the Developer's
compliance with the policies of the General Plan and the requirements
and standards set forth in the Code and in this Amended Agreement.
Nothing herein shall allow the Code, or any amendments or restatements
of the Code, to modify or amend the vested rights created in this
Amended Agreement, except as provided in this Amended Agreement. Where
any conflict or ambiguity exists between the Code and this Amended
Agreement, this Amended Agreement shall govern.
2.7.9 Recordation. Upon approval by the County Attorney of the Final
Subdivision or Condominium plat or site plan and a preliminary title
report, and once all required service provider signatures identified
in Chapter 5 are obtained, the BCC shall execute the plat or site plan
and shall cause the final subdivision or condominium plat or final
site plan and any other applicable documents to be recorded in the
records of the Summit County Recorder. The Project Site Developer
shall pay all applicable recording fees.
2.7.10 Appeal. Following the exhaustion of these administrative
remedies ending in a final determination by the County's legislative
body, that final determination shall be appealable to the District
Courts of the State of Utah under Utah law, U.C.A. 17-27-1001.
2.7.11 Submit Final Documents. Following the approval of the final
subdivision plat or final site plan by the BCC, the Developer shall
submit all applicable Construction Plans as required in Section 5.4 of
the Code, as well as for the installation and guarantee of development
improvements (Development Improvements Agreement as required in
Chapter 6 of the Code), to Staff consistent with the provisions of the
Code. In addition, any other related approvals required in this
Amended Agreement shall be submitted at this time for review and
approval in accordance with the terms defined in this Amended
Agreement.
2.7.12 Recommendation. The Staff shall review the information
submitted pursuant to Section 2.7.11 and provide its recommendation to
the Board of County Commissioners.
2.7.13 Board of County Commissioners Final Approval of Construction
Plans and Development Improvements Agreement. Following the submission
of the Staff recommendation to the Board of County Commissioners on
the final construction plans and development improvements agreement,
the application shall be placed on the Consent Agenda of the Board of
County Commissioners for final approval.
Section 2.8 Compliance with Local Laws and Standards. The County has
reviewed the Code and the General Plan and has determined that the Developers
have substantially complied with the provisions thereof and hereby finds that
The Canyons SPA Plan is consistent with the purpose and intent of the relevant
provisions of the General Plan and the Code. The parties agree that the omission
of a limitation or restriction herein shall not relieve the Developers of the
necessity of complying with all applicable County Ordinances and Resolutions not
in conflict with the provisions of this Amended Agreement, along with all
applicable State and Federal Laws.
Section 2.9 Other County Regulations and Review Procedures.
2.9.1 Building Permits Required. Prior to the commencement of
development activity at any Project Site, a Building Permit must be
obtained from Summit County. In addition to all other requirements for
issuance of Building Permits under the Snyderville Basin Development
Code and Uniform Fire/Building Codes, a prerequisite to the issuance
of any Building Permit shall be an approved Final Subdivision Plat,
Final Site Plan or Low Impact Permit.
2.9.2 Development Improvements Agreement Required. A building,
grading, or other related development permit will not be issued for
any Project Site or any structure within a Project Site approved in
The Canyons SPA Plan until an adequate Development Improvements
Agreement, in accordance with Chapter 6 of the Code, has been
established and accepted by Summit County. A separate Development
Improvements Agreement may be established for each of the Project
Sites approved under Sections 2.3, 2.5, and 2.7 above.
2.9.3 Construction Mitigation and Management Plan Required. A building
permit, grading or other related development permit will not be issued
for any Project Site or any structure within a specific Project Site
approved in The Canyons SPA Plan until an adequate Construction
Mitigation and Management Plan has been established and accepted by
Summit County consistent with Exhibit F attached hereto. A separate
plan shall be established for each of the Project Sites approved under
Sections 2.3, 2.5, and 2.7 above.
2.9.4 Concurrency Management Required. An applicant for final
subdivision or condominium plat or site plan or low impact permit
approval shall demonstrate that all concurrency management
requirements of Chapter 4 of the Code have been met, and that the
Developer/applicant is not in default of the Resort Village Management
Association Agreement, or any other requirement of this Amended
Agreement. The Summit County Community Development Director shall
cause the issuance of a building permit upon demonstration of
compliance with all such requirements. No building permits, to include
a footing and foundation permit, will be issued for a Project Site
until the water infrastructure, including pipes and hydrants, is
installed, water is flowing at suitable pressure and available to
serve Project Sites. For there to be more than one water distribution
system suppling water to Project Sites with the Project these
different water systems must be connected for the purposes of ensuring
emergency supply, unless otherwise approved by Summit County.
ARTICLE 3
OBLIGATIONS OF THE DEVELOPERS
Section 3.1 Approved Uses. The uses approved in this Amended Agreement
are the only uses permitted under this Amended Agreement. No other uses shall be
permitted until approved by the County through the amendment procedure set forth
in this Amended Agreement.
Section 3.2 Phasing. Development on those lands that are located within
the RVMA shall be phased in a manner that: 1) generally radiates outward from
the Resort Core and 2) sustains and complements all development within the
respective Development Areas. It is a further purpose of this phasing plan to
ensure that all development is completed in a manner that, should the Project be
terminated for any reason prior to completion, as contemplated in this Amended
Agreement, the level of development that is achieved prior to termination will
leave functional, properly maintained neighborhoods and/or a community within
The Canyons SPA. This section specifies conditions that shall be satisfied to
commence development of Project Sites in each of the Development Areas within
the RVMA portion of the Project. In addition to the conditions stated here,
development must comply with all other applicable provisions of this Amended
Agreement.
3.2.1 Master Developer. The Master Developer will develop its Project
Sites from the Resort Core outward at a ratio of 3 to 1, Resort Core
to other Master Developer Project Sites, until such time as 75% of the
Master Developer's Resort Core Project Sites are completed and a
certificate of occupancy issued. Once 75 % of its Project Sites are
completed, the Master Developer may develop the balance of its Project
Sites in any sequence or combination it chooses. Unless otherwise
approved by the BCC, the only exclusions from the Master Developer's
phasing requirement are specified in Section 3.2.3 below.
3.2.2 Participating Landowners. The Participating Landowners may
proceed with development subject to compliance with this Amended
Agreement and the precedent conditions specified below for the
Development Area(s) in which their Project Site(s) is/are located.
Unless otherwise approved by the BCC, the only exclusions from the
Participating Landowner's phasing requirement are specified in Section
3.2.3 below.
3.2.2.1 Lower Village Development Area. Prior to the development
of any Project Site in this Development Area the following shall
occur:
A. The golf course, specifically those holes located
within this Development Area, shall be under
construction.
B. The Early Planting Plan identified for this
Development Area shall be completed prior to issuance
of any building or related permits for real estate
development.
C. Lower Village Core:
1. The Transit Center as illustrated on Exhibit
C.1.3 must be completed. Transit Center means
that paved roadway and parking areas extending
from the Welcome Center southerly to the bus
turnaround, sidewalks adjacent to the bus
parking, streetscape, and passenger shelters;
2. The People Mover or another interim transit
solution as allowed under Section 3.6.3.10; and
3. Retail commercial development, and related
Project Sites, that is specifically associated
with and located directly surrounding the
Welcome Center and adjacent transportation
functions.
D. For other Hotel/lodging units and multi-family
residential east of the periphery road to begin
development:
1. Completion of those items described in
Section 3.2.2.1.B shall be completed.
3.2.2.2 Frostwood Development Area. Prior to the development
of any Project Site within this Development Area the
following shall occur:
A. The Early Planting Plan identified for this
Development Area shall be completed prior to issuance
of any building or related permits for real estate
development.
B. The installation of the Frostwood Lift as described
in Section 3.6.3.9 shall occur.
C. Following compliance with Sections 3.2.2.2.A and B,
the hotel/lodging units identified in the Land Use and
Zoning Chart for this Development Area may begin at the
Developer's discretion. The development of the
hotel/lodging units shall commence adjacent to the lift
terminal and progress to the north.
D. The golf course, specifically those holes located
within this Development Area, shall be under
construction before any development approvals required
under this Amended Agreement will be granted for
multi-family residential units within this Development
Area. The ninth hole clubhouse facility may be built in
conjunction with the golf course.
E. The development of multi-family residential dwelling
units identified in the Land Use and Zoning Chart may
occur along the easternmost roadway connecting Sun Peak
Drive to The Canyons. But in any event the multi-family
residential shall commence near the hotel/lodging core
and progress to the north.
3.2.2.3 Willow Draw Development Area. Prior to the
development of any Project Site within this Development Area
the following shall occur:
A The Early Planting Plan identified for this
Development Area shall be completed prior to issuance of
any building or related permits for real estate
development.
B. Access and infrastructure which meet the requirements
of this Amended Agreement shall be in place.
C. Prior to the development of the first Project Site
within this Development Area, the pedestrian bridge
connection, as generally shown in Exhibit B.5.1, shall
be constructed, and there shall be a provision for
on-going, year round maintenance of the trail, to permit
direct pedestrian accesses to the Resort Core. A plan
for construction of the bridge shall be submitted to
Summit County with the Final Site Plan Application for
the first Project Site within this Development Area, if
not before.
3.2.2.4 Tombstone Development Area. Suitable access and
infrastructure which meet the requirements of this Amended
Agreement shall be in place prior to the development of any
Project Site within this Development Area.
3.2.2.5 Cove Development Area. Suitable access and
infrastructure which meet the requirements of this Amended
Agreement shall be in place prior to the development of any
Project Site within this Development Area.
3.2.2.6 Red Pine Lake Development Area. Suitable access and
infrastructure which meet the requirements of this Amended
Agreement shall be in place prior to the development of any
Project Site within this Development Area. 3.2.2.7 Red Pine
Road Development Area. Prior to the development of any
Project Site within this Development Area the following
shall occur:
A. Access and infrastructure which meet the requirements of this
Amended Agreement shall be in place.
B. Direct pedestrian connectivity to the Resort Core is required.
If Project Sites in this Development Area initiate development
prior to Project Sites between them and central pedestrian plaza
and Forum that lay at the heart of the Resort Core, then a paved
pedestrian trail, sufficient to serve pedestrians, bicycles and
similar users, shall be built in the location shown in Exhibits
B.5.1 and I.2.2 prior to the issuance of any building or related
permit unless it can be demonstrated to the Director that a
suitable easement (including a provision for on-going, year
round maintenance of the trail) is in place across the
intervening properties and a bond adequate to secure the
construction is in place. Only then the trail may be constructed
prior to a certificate of occupancy for the first Project Site
in this Development Area. A plan for the trail shall be
submitted to Summit County with the Final Site Plan Application
for the first Project Site within this Development Area.
3.2.2.8 Red Pine Village Development Area. Suitable access
and infrastructure which meet the requirements of this
Amended Agreement shall be in place prior to the development
of any Project Site within this Development Area. 3.2.3
General Exemptions. There are certain types of development
that will not be subject to the phasing requirements
established in this Section. The exempted development shall
be as follows. These uses must be permitted uses as
established under the Land Use and Zoning Chart and
elsewhere in this Amended Agreement.
A. Single family detached dwellings.
B. Ski area improvements including trails, lifts,
restaurants, maintenance and other related facilities.
C. Development in The Colony, Mines Ventures, and Silver
King Mines Development Areas.
D. Affordable employee housing.
E. The Resort and Resort Community amenities and facilities
as specifically established in the RVMA master amenity
plan as described in Section 3.6.3 of this Amended
Agreement.
F. Project Sites required or related to the construction of
crucial project transportation infrastructure and
facilities.
G. Project Sites that are specifically required to
facilitate improvements to the Entry Corridor including
SR 224 and Canyons Drive, and other significant
amenities.
3.2.4 Temporary Landscaping Required. In order to maintain sightly
surroundings during the construction of the Project on undeveloped
Project Sites, temporary landscaping is required. If no development
has been initiated on a Project Site within three years of the
effective date of this Amended Agreement, a temporary landscape plan
shall be prepared, installed, and maintained by the Participating
Landowner of that Project Site. The landscape plan shall be submitted
for review and approval as a Low Impact Permit. The plan shall meet
the following standards:
A. a smoothly graded site with no debris,
B. an appropriate ground cover such as grass or the like,
C. trees, shrubs or some similar plant materials located if
possible to be consistent with future development plans,
and
D. a maintenance plan to assure the materials grow and are
well kept.
3.2.5 Entry Corridor. The requirement for a significant entry
corridor, as depicted in Exhibit H.3, shall be initiated by the RVMA
within 180 days and shall be completed by the RVMA within 24 months of
the Effective Date of this Amended Agreement in conjunction with the
golf course. This requirement shall include enhancement and
maintenance on both the east and west sides of Highway 224 in a
meaningful way which promotes a quality entry to the Resort. This
schedule will require that golf holes 11, 12, and 13 be programmed for
early construction so as to allow for final landscape in this period.
A final plan for the entry corridor shall be submitted to the County
within 30 days of completing the preliminary design and engineering
for the related portions of the golf course. Said plan shall comply
with the standards set forth in the SR 224 Corridor Plan completed by
Design Workshop for Summit County and shall require Low Impact Permit
approval.
3.2.6 Golf Course. The Canyons Master Plan includes an environmentally
sensitive 18-hole golf course, as depicted in Exhibit B.4 so as to
satisfy the County's requirement that The Canyons be a world class,
all season resort. The parties to this Amended Agreement whose
property includes land for the proposed golf course acknowledge and
agree that completion of the course is one of the highest priority
public amenities in the SPA. To this end, all affected property owners
hereby agree to establish an agreement within 90 days of the Effective
Date of this Amended Agreement for the purpose of setting such lands
aside at no cost to the County, RVMA, or other entity for the
construction of the golf course. The Developers shall permit the golf
course developer to construct the amenity without obstruction or
interference. Prior to start of construction of the golf course, the
affected property required for completing the golf course, including
adequate buffer areas, shall be conveyed at no cost to the RVMA.
Further, the RVMA and the Master Developer will ensure that the course
is completed within 36 months of the effective date of this Amended
Agreement, starting as early as possible in the Spring of 2000. In the
event that the Master Developer does in fact exercise and commit the
funds to ensure delivery of the golf course as indicated herein, then
the Master Developer shall have the option of taking ownership of the
golf course in its entirety. The golf course design shall, to the
extent feasible based on the planned location, maximize the
preservation of natural features especially in viewshed areas. This
will be accomplished through the use of a "target course design" in
the most environmentally sensitive areas. Outside of such areas design
flexibility shall be permitted. In addition, the stream corridor in
Willow Draw will be reclaimed by designing a more natural stream
channel that removes the stream from culverts and creates appropriate
water features, and pedestrian trails and benches along the stream
through creative grading and as part of the plan. While priority may
be given to residents and guests of properties within the boundaries
of the RVMA and to a Developer participating in financing the course
when approved by separate agreement with the RVMA, tee times, subject
to all standard rules, regulations, and fees established for RVMA
properties, shall be made available to the general public. The golf
course shall require a Low Impact Permit approval.
Section 3.3 Project Benchmarks. The Global Principles require that this
Amended Agreement include "benchmark assessments" that link development of the
Project and individual Project Sites to implementation of public policy,
accomplishment of specific mitigation measures, and completion of amenities and
other proposed or anticipated public benefits. This section implements these
requirements through the Project Benchmarks (the "Benchmarks") specified in the
following sub-sections. Each benchmark sets forth performance standards, a
system for monitoring performance, and enforcement provisions to remedy
non-performance. The individual Benchmarks shall be enforced, as described
below, through one or more of the following enforcement provisions: (1)
conditions of approval for individual condominium or subdivision plats, site
plans, building permits, or low impact permits; (2) the Annual Review and
default provisions set forth in this Amended Agreement; and (3) through the
authority vested in and the obligations of the RVMA, as described in Exhibit E,
and only when applicable The Colony Master Association.
3.3.1 Development Phasing. Development of the Project should proceed
in logical phases, described in Section 3.2, generally beginning with
the Resort Core and working outward toward the edges.
a) Standard. The Master Developer will develop its Project Sites
within the Canyons SPA in accordance with the Phasing
requirements established in Section 3.2 of this Amended
Agreement.
b) Monitoring. As part of the Annual Review process, the RVMA
shall prepare a report that summarizes the amount of development
undertaken by the Master Developer and participating landowners
over the previous twelve months as measured in square feet on
building permits issued and certificates of occupancy issued.
The report will state the amount of development by type of use,
including the number of hotel and lodging units, permanent
residential dwelling units, retail, and other land uses as
identified on Exhibit B.2. The report will include an assessment
from the Park City School District regarding the number of
school students generated from all development within the
Canyons SPA. The report also will show annual development in
square feet, relative percentages, and the location of the
development. Beginning with the second Annual Report, a
cumulative chart will be prepared showing the same data for all
development to date.
c) Enforcement. If the County finds, on the basis of substantial
evidence, the Master Developer or Participating Landowners have
not complied with the material terms and conditions of this
Section 3.3.1, the Master Developer or individual Project Site
developers, depending on the specific situation, may be declared
in default of this Amended Agreement by the County which shall
have available to it the default procedures set forth in Section
5.1 of this Agreement, the enforcement procedures set forth in
Section 5.2 of this Agreement, as well as the ability to
withhold future approvals.
3.3.2Employee Housing. All development outside of The Colony and Mines
Ventures Development Areas shall provide affordable housing for
employees to improve quality of life, reduce impact upon local
housing, and manage and limit in-commuting to the Snyderville Basin.
The Silver King Mines Developer shall be required to participate in
the employee housing program. A detailed Affordable Employee Housing
Plan must be developed. Technical Appendix A hereto specifies the
commitments of the Project to develop and carry out a Plan to provide
such housing and housing finance assistance. A three-way cooperative
agreement between Summit County, Mountainlands Community Housing
Trust, and the RVMA is envisioned to form the legal/regulatory and
implementing framework. However, the requirements of the Project to
undertake the Affordable Employee Housing Plan are independent of this
three-way agreement.
a) The Plan. The RVMA shall offer and provide employee housing
that meets, at a minimum, the total unit requirement stated in
The Rosenthal Report in Technical Appendix A. However, further
work must be undertaken to develop a specific Affordable
Employee Housing Plan for The Canyons SPA. The Master Developer
and participating landowners, either together or through the
RVMA, shall:
(1) Identify alternative methods available to produce the
required mix of housing by type. This may include, but shall not
be limited to the capitalization of a development fund by
Mountainlands Community Housing Trust or other entity approved
by the BCC to leverage additional funds for housing
construction, acquisition and rehabilitation, or employee
housing assistance; write down the cost of construction or
acquisition to make housing affordable; scattered site
acquisition of existing units within the Snyderville Basin;
assistance with security deposits or other up front costs that
present a significant barrier to affordable seasonal or year
round employee rental housing; withdrawal provisions or a loan
feature to the company's savings plan for qualified employees or
assistance with down payment and closing costs for purchase of
existing properties in the Snyderville Basin through cash
grants, low interest loans or mortgage guarantees.
(2) Establish a system for monitoring and identifying changes in
demand (quantity, type and levels of affordability). The parties
will compile an annual report. Data sources will include but
shall not be limited to: (i) the Mountainlands Community Housing
Trust monthly data on housing requests; (ii) annual employee
housing survey of major employers in the Park City and
Snyderville Basin area; and (iii) and the Rosenthal and
Associates annual Park City Housing Affordability Update that
includes the Snyderville Basin.
(3) Forecast, based on the best available information from the
Master Developer and Participating Landowners, typical
development scenarios, together with Projected job generation
rates that might be anticipated over a five year period. The
purpose of the forecast is to provide a means to identify a
schedule for the timely delivery of appropriate employee housing
product. This forecast shall provide the base upon which a
Housing Action Plan, with a one-three-five year time frame,
shall be developed. The forecast use here shall, to the extent
possible, be updated at least every two years and the five year
Housing Action Plan shall be maintained and updated accordingly.
(4) Using the estimated total number of eligible employees and
other data identified in the Rosenthal & Associates report,
there shall be a projection of the number of employees that
qualify under the three income categories, those being high,
medium, and low based on Housing and Urban Development (H.U.D.)
guidelines or other standards appropriate to the Snyderville
Basin. There shall also be an estimate of the number of eligible
employees in each of the three categories who travel to work
from outside the Basin. For the balance of employees, estimate
the number and type of housing units and/or assistance programs
required in each of the three categories.
(5) To establish a tool for measurement, estimate the total
square feet per employee of housing required by housing
type/program offered. The study shall consider existing housing
conditions in the Snyderville Basin, standards applied in
comparable resort and mountain communities, and other relevant
data.
(6) Identify the range of employee housing by "demand" so as to
be able to prioritize delivery and availability. This must
specifically relate the number of jobs created, and therefore
employee generation, to the specific phasing schedule identified
herein and as refined by then current information. The demand
shall take into consideration employee housing previously
provided by the Master Developer and other Developers.
(7) Establish acceptable operating standards for rental and
ownership housing programs. In addition, covenants, conditions,
and restrictions will be established for each project to ensure
conformity with established norms. These shall be approved by
the BCC as part of the Housing Action Plan or at the time of a
Final Subdivision or Final Site Plan for any Project Site, which
includes any units dedicated to employee housing.
(8) There shall be methods established for deed restricting
ownership housing in order to preserve and perpetuate affordable
housing stock in the event of sale. The following are examples
of restrictions that might be imposed to ensure long-term
affordable home ownership programs: (1) Subsidy recapture
provision, designed to reclaim the value of subsidies so that
they can be recycled to benefit future home-buyers; (2) Resale
price restrictions, designed to preserve the affordability of
specific housing units for low and moderate income home buyers;
(3) occupancy and use restrictions, designed to assure the
continued use of specific housing units to benefit low and
moderate income households; and (4) the right-of-first refusal
to purchase by The Canyons, Mountainlands Community Housing
Trust or other designee as approved by Summit County.
(9) For employee housing located in SPA development projects,
standards and requirements shall be established to qualify such
accommodations as eligible Employee Housing on a continuing
basis. These standards will address income; unit mix and type;
long term affordability controls; design and operations.
b) Standard.
(1) Required Performance:
(a) More than 50% of employee housing units required to meet
the demands generated by the Project, as determined in
the Plan, will be supplied within the SPA boundaries.
(b) All "rental" employee housing units shall be located
within the SPA boundaries. "For sale" employee housing
units may be located either within the SPA boundaries or
elsewhere in the Snyderville Basin and/or Park City
area. The 20 rental employee housing units owned by the
Master Developer and located in Prospector Square are
allowable under this Amended Agreement and shall be
considered a credit against the required total housing
requirements determined in the Plan provided that these
units are restricted for employee use only and used by
employees who must meet the criteria of subparagraph (e)
below.
(c) A package of ownership subsidy and gap financing
programs will be offered through the partners to
eligible employees.
(d) All employee housing programs will be developed
proportionate to the percent of employees generated from
development completed in all Development Areas except:
(1) The Colony; and (2) Mines Ventures. The study will
determine a projected construction phasing requirement,
which shall be tied to demand, and which will be
reviewed as part of the Annual Review. For constructed
housing, the increments of development will be economic
units where economy of scale in finance and construction
are reasonable.
(e) Only employees who earn at least eighty (80) percent of
their salary from employment that is located within the
boundaries of the RVMA during the period of residency
shall be eligible to reside, together with spouse and
children, in an employee housing unit established
hereunder.
(2) 180 Day Milestones: 180 days from final approval of this
Amended Agreement, the following shall be completed and
presented to the BCC for review and approval.
(a) A formal written Affordable Employee Housing Action Plan
Agreement will be drafted and presented to the boards of
MCHT, the RVMA, and the Board of County Commissioners
specifically stating the terms for cooperation and
construction and operation of the employee housing
consistent with the Plan and performance objectives
outlined above. Should MCHT not be a participant, the
County and the RVMA shall agree on another acceptable
partner or arrangement for providing the housing
contemplated in this benchmark.
(3) First Annual Review Milestones:
(a) Using the scope of work outlined above, a report with
recommendations will be submitted to the decision making
boards of the parties for review, comment and approval.
Following receipt of the report, the Summit County Board
of Commissioners shall review the report and, subject to
any conditions or changes which the BCC determines to be
reasonable and appropriate, give final approval to a
five year comprehensive Affordable Employee Housing
Action Plan. The Plan shall project how much and when
employee housing demand will occur within the projected
buildout of The Resort and that portion of the Resort
Community that is within the boundary of the RVMA and
shall establish a specific one-three-five year Housing
Action Plan for addressing demands in the first five
years. This Action Plan shall also specifically define
(i) the number of units by type and location (where
known), (ii) projected rental rates and sales prices,
(iii) proposed deed restrictions, (iv) leasing
provisions, (v) rules and regulations regarding
occupancy, (vi) desired unit sizes in square feet, (vii)
ownership of rental units, (viii) sale/resale program,
(ix) unit furnishing (where applicable), and (x)
specific housing finance programs to be offered and
mechanisms to implement them.
(b) The Housing Action Plan shall be updated at least every
three years to ensure that there will continue to be a
five year estimate of housing needs for the Canyons SPA.
The BCC, depending on the development phasing schedule,
may require the update prior to the three year schedule.
The BCC and the RVMA shall take this matter under
consideration during the Annual Review.
c) Monitoring. The Annual Review process will report on the
status of the affordable housing unit production and need, as
well as the status of the five year Housing Action Plan,
including the nature and success of housing assistance
programs established, and all other aspects of the Plan
described above.
(1) Monitoring Measures:
(a) MCHT will review and participant in the annual reports
and reviews with the County. Should MCHT choose not to
participate, the Planning Commission (in lieu of the
MCHT), the BCC, and the RVMA will participate in the
annual review.
(b) Number of employees by employee class as identified in
the Rosenthal Report.
(c) Percentage of employee housing development in
predevelopment by type as outlined in the Rosenthal
Report. Predevelopment means that a parcel(s) have been
identified and secured by either a letter or intent or
contract for sale and that preliminary steps including
but not limited to zoning, architecture and engineering
and financing is underway.
(d) Percentage of employee housing development underway by
type as outlined in the Rosenthal Report. Underway means
a building permit has been issued no less than 30 days
prior to the due date for the Annual Review.
(e) Monitoring will be used to re-adjust the housing mix and
type in accordance with local housing trends and
development.
d) Enforcement. If the County finds, on the basis of
substantial evidence, that the RVMA has not complied in good
faith with the material terms and conditions of this Section
3.3.2 and that the amount of affordable housing produced and
the level of housing assistance offered is less than the
demand that has been generated by the Project, then the County
may declare that the RVMA is in default of this Amended
Agreement and the County shall have available to it the
default procedures set forth in Section 5.1 herein and the
enforcement procedures set forth in Section 5.2 herein, as
well as the authority to withhold future approvals, to include
Building Permits for Project Sites that impact employee
housing needs. The RVMA shall not be found in default if it is
actively engaged in an effort to produce additional affordable
housing and said housing will be ready for occupancy within
180 days.
3.3.3 Environmental Protection Measures. A variety of environmental
protection measures have been proposed as a part of Project development
to mitigate potential impacts on the environment and to generally
enhance habitat and natural resources.
a) Standards.
(1) The Natural Resources Management Plan attached
hereto as Exhibit G and the Construction Mitigation and
Management Plan attached hereto as Exhibit F provide an
assessment of potential impacts and related mitigation
measures that will be designed into the Project or
conducted during and after development activity.
Specific standards are set forth in these Exhibits that
augment standards normally enforced by the County and
other agencies. All Project Site Plans shall include
construction mitigation plans and a natural resource
management plan when required by the Director, both of
which shall be consistent with the requirements of
Exhibits G and F. These plans shall be submitted as
part of the Final Plat, Site Plan, or Low Impact Permit
application to the County.
(2) The Natural Resource Management Plan does not take
into consideration the impact, if any, of the
additional TDR units to be located in The Colony
Development Area. Prior to or in conjunction with the
Joint Operating Agreement, required herein, The Colony
Developer and the Director shall determine whether
these is any additional impact that must be accounted
for as a result of the additional TDR lots.
b) Monitoring. Exhibits G and F both specify monitoring
programs to be conducted during construction and, following
project completion, on an ongoing basis. The results of this
monitoring shall be incorporated into the Annual Review of this
Amended Agreement. In addition, during construction, each
individual Project Site Developer shall, as part of its
construction mitigation plan requirement, pay to the County,
reasonable costs not to exceed $15,000 for inspections by an
independent engineer, jointly selected by the County Community
Development Director and/or the County Engineer. The
independent engineer shall conduct weekly inspections at least
one time per week of the construction mitigation measures
prepared and approved as part of that development, as well as
other inspections as may be reasonably necessary from time to
time to ensure compliance with this Section. A written report
shall be submitted to the County with a copy to the Project
Site Developers.
c) Enforcement. The County shall have the ability to enforce
environmental impact mitigation and natural resource protection
policies, standards, and improvements by withholding
condominium or subdivision plat, site plan, and building permit
approvals, and issuing stop work orders for a particular
Project Site until environmental impact mitigation and natural
resource protection policies associated with that particular
Project Site are addressed consistent with this Amended
Agreement, the Development Code, and other County or other
agency policies and programs. In addition, if the County finds,
on the basis of substantial evidence, that a Developer has not
complied in good faith with the material terms and conditions
of this Section 3.3.3, the County may declare such party or
parties in default of this Amended Agreement and the County
shall have available to it the default procedures set forth in
Section 5.1 herein and the enforcement procedures set forth in
Section 5.2 herein.
3.3.4 Amenities, Recreation, and Cultural Arts. The development
contemplated in The Canyons Master Plan is expected to provide a range
of amenities, recreational facilities, and cultural arts facilities,
available to the public as described in this Amended Agreement,
including public and quasi-public facilities that are considered
necessary to promote the type of Resort and Resort Community
contemplated under this Amended Agreement. While this is a requirement
of the Project, The Colony and Mines Ventures Development Areas are
only required to participate in recreational aspects of the
comprehensive program. The programs and facilities are described in
the Recreation, Amenities, Arts and Trails Program in Exhibit I and
The Canyons SPA Master Development Plan in Exhibit B.
a) Standards.
(1) Exhibit I comprises the "minimum" Amenity Plan to be
undertaken by the RVMA. Exhibit I.3 is The Resort Developer's
amenity program, while Exhibit I.4 describes the RVMA's amenity
program. Together they are the basic level of facilities that
shall be planned to be built over the period required to
complete construction of the resort; the exhibits include a
schedule for completion of the facilities. The RVMA and The
Resort Developer may provide additional amenities as they
determine appropriate. The responsibility and authority for this
work is vested in the RVMA, The Resort, and, to the extent
agreed upon in the Resort Village Management Association
Agreement, other Project Site developers. The amenities and
stated priorities of construction will be diligently pursued by
the RVMA, The Resort, and relevant Project Site Developers. The
first priority of the RVMA is the design and construction of the
golf course. With regard to its obligations, the RVMA shall
establish and maintain a five year capital improvement program
and an annual capital budget for the purpose of scheduling,
budgeting for/ financing, and undertaking these amenities. The
RVMA Amenity Plan, which will be reviewed with the County during
the annual review, may vary somewhat based on the availability
of revenues to and the ability to finance the amenities by the
RVMA. With respect to the Resort's amenity plan, ASC Utah may
amend the implementation schedule for its amenities plan
annually to account for plan changes and adjustments. To alter
the improvements included in ASC Utah's amenity plan, County
approval shall be required. In cases where alternative funding
sources may be available, the potential for use of those sources
will be fully explored in order to achieve the priorities
indicated.
(2) Exhibit I.2 identifies the trail system for The Resort and
the Resort Community. Easements or other conveyances for major
regional trail segments will be given to the Snyderville Basin
Special Recreation District. Conveyances, easements and
construction standards and responsibilities shall be as
described in Exhibit I.2.3.
(3) The RVMA shall prepare a Resort Competitiveness Analysis at
least every five years to assess the position of The Resort and
Resort Community versus other global businesses viewed as
competitors. Such analysis will be undertaken with two markets
in mind - short-term visitors to The Resort and resort property
purchasers. The purpose of the analysis is to identify trends in
the industry and anticipate and implement, when appropriate,
programs, amenities and facilities, marketing strategies, real
estate offerings, and other measures to capitalize on such
trends and attract and retain customers. The RVMA will include
the analysis in the Annual Review in these years that the
analysis is undertaken.
(4) The Master Developer, the RVMA, and Director shall continue
to review the amenity definitions established in Exhibit I.5 for
the purposes of refining and adding additional details that
adequately describe these amenities. The list shall be refined
within 180 days of the Effective Date of this Amended Agreement.
The Director shall seek input from others, such as the Park
City/Summit County Arts Council, to aid in refining the
amenities definitions. The revised amenity description, once
approved by the Director, shall be considered automatically
incorporated into this Amended Agreement, replacing the
descriptions originally included herein.
b) Monitoring. The Resort and the RVMA will review and update
on an annual basis their respective amenity plans and shall
submit such to the County as part of the Annual Review process
as described elsewhere in this Agreement. More specific
descriptions of the basic level of amenities and facilities are
included in Exhibit I.5.
c) Enforcement. The County shall have the ability to enforce
the amenities, recreation, and cultural arts programs in the
same manner as with any condominium or subdivision plat or site
plan, by withholding condominium or subdivision plat, site
plan, low impact permits, or building permit approvals, or
issuing a stop work order for a particular Project Site until
amenities, recreation, and cultural arts programs associated
with that particular Project Site are addressed consistent with
this Amended Agreement, the Development Code, and other County
or other agency policies and programs. In addition to
enforcement during the individual project approval process, if
the County finds, on the basis of substantial evidence, that a
Developer or Developers or the RVMA has not complied in good
faith with the material terms and conditions of this Section
3.3.4, the County may declare such party in default of this
Amended Agreement and the County shall have available to it the
default procedures set forth in Section 5.1 herein and the
enforcement provisions set forth in Section 5.2 herein.
3.3.5 Transportation System. The scale, location, and activities of
The Resort and Resort Community will create substantial effects upon
traffic and the Snyderville Basin transportation system, increasing
travel demand, congesting key intersections, especially during peak
periods, and increasing the need to proactively manage internal
circulation. The methods to achieve solutions to these potential
problems have been incorporated into the Project, including design
features, special facilities, and specific mitigation measures and
programs. The Project shall provide a high level of transportation
service to its guests and residents through a seamless comprehensive
transportation system serving the internal, sub-regional and regional
needs of guests and employees. The level of participation by The
Colony Master Association will be based on its impact upon existing
conditions or as otherwise required under the Joint Operating
Agreement.
A regional transportation system is envisioned as a key to
avoiding excess congestion from automobile traffic as the region
continues to grow. Such a system might initially serve the
sub-region along the SR 224 corridor from Kimball Junction to Park
City with stops along the way. Later, service to the Salt Lake
Valley may also be deemed appropriate. The Canyons with the RVMA
shall offer leadership and shall investigate and support such a
system in concert with the County and other interested parties. A
comprehensive plan for traffic management and impact mitigation
shall be developed by the RVMA for approval by the BCC.
a) Standard. The transportation plan shall be derived through
the scopes of work for future study and planning. These scopes
are designed to build on existing work (Exhibit D and Technical
Appendix C) and describe and provide transportation analysis
and recommendations for the future as the SPA develops. The
resulting Transportation Plan must implement the General Plan
policies and Code requirements, specifying road and
intersection design standards and locations and improvements,
paths and walkways to encourage pedestrian circulation, day
skier and Tombstone and Red Pine Village, and Red Pine Lake
remote parking facilities and management programs, and an
internal people mover system, internal RVMA and individual
hotel and lodging property transit and transportation
obligations, and incentives to encourage employee transit
ridership. The scopes of work necessary to produce the required
Transportation and Traffic impact mitigation Plan is as
follows:
(1) Exhibit D, the Parking Plan, describes tentative
parking standards that shall be used for the Project.
These requirements shall be reviewed by the Master
Developer and the Director within 90 days of the
Effective Date of this Amended Agreement to determine
whether the parking standard is adequate. If the
Director determines that the standard is less than
adequate, or inappropriate without added transit
service and facilities, then an alternative standard
shall be established by the Director and said standard
shall automatically be incorporated herein.
(2) Technical Appendix C, Existing Traffic Condition
Analysis includes an existing conditions traffic
analysis and establishes a base traffic case for future
work. In addition to this work, it is recommended that
a means shall be established to take traffic counts on
SR 224 and Canyons Drive including turning movements so
as to track traffic growth and create a data base for
future roadway and intersection design changes if
required.
(3) Technical Appendix C, Traffic Management Plan,
includes a scope of work to be completed in
coordination with subparagraph (4) below. It shall
update the existing conditions analysis, consider
intersection design and road segment alternatives,
signage, develop measures of effectiveness to establish
future mitigation requirements, data monitoring,
traffic modeling, and project coordination with
consultants involved in undertaking the scope of work.
(4) Technical Appendix C, includes a scope of work for
further defining and tracking parking and transit
systems requirements. It is designed to assess
trip-generation characteristics by use, the model split
for those trips, roads and parking requirements;
transit trip and bus requirements; recommended
monitoring; and reporting. The work outlined in the
scope will be completed in coordination with and
combined with the work products from F.5.1 to create an
implementation plan for future transportation systems
planning and implementation for The Resort and Resort
Community.
b) Monitoring. Ongoing monitoring of transportation standards
(e.g., level of service) construction of infrastructure and
other facilities, and the provision of transit among other
things, shall be undertaken consistent with the recommendations
from the Plan completed under the Scopes of Work referenced in
subparagraph (a) above and approved by the BCC. The work scopes
and the ongoing work required by the recommendations will be
conducted by the RVMA with contributions from The Colony Master
Association. The Plan, Section 3.3.5 (a)(3) and (4), will be
prepared and submitted to the County for review and comment no
later than 12 months from the Effective Date of this Amended
Agreement. The County shall return written comments to the RVMA
within 60 days of receipt. The reports will be finalized within
30 days of receipt of the County's written comments with the
final Plan subject to approval by the BCC.
Additionally, a written report will be submitted to the County
within 90 days of this amended agreement becoming final which
establishes the method(s) by which continuing traffic counts
will be obtained on a regular basis as described in
subparagraph (a) 2 above. Once established, the annual traffic
counts data will be submitted to the County with each Annual
Review report.
c) Enforcement. The County shall have the ability to enforce
the transportation policies, standards, and improvements
through maintenance agreements, adopted pursuant to this
Amended Agreement, with each of the master associations, with
respect to the area covered by each such master association.
Each master association shall have the obligation of
maintaining transportation improvements, providing traffic
controls, and operating transit services within the area
covered by such master association. The RVMA is responsible for
overall planning as outlined in subparagraph (a) above with
proportionate financial contributions from The Colony Master
Association based on its impact upon existing conditions or as
otherwise required under the Joint Operating Agreement. If the
County finds, on the basis of substantial evidence, that the
RVMA or The Colony Association has not complied in good faith
with the material terms and conditions of this Section 3.3.5,
the County may declare such association in default of this
Amended Agreement and the County shall have available to it the
default procedures set forth in Section 5.1 herein and the
enforcement provisions set forth in Section 5.2 herein, as well
as the authority to withhold future approvals, to include
Building Permits.
3.3.6 Construction Impacts. The Project will be under construction
over a ten to fifteen year period; thus, construction impacts,
including environmental effects and economic and social effects (such
as disruption of business, noise, dust) will be an ongoing topic to be
addressed.
a) Standard. The Construction Mitigation and Management Plan
attached hereto as Exhibit F includes an assessment of
potential construction impacts and a set of policies,
standards, and programs to address and minimize construction
impacts. Exhibit F augments policies and standards normally
imposed by the County as a part of its code enforcement
activities or other public agencies involved in environmental
protection.
b) Monitoring. Ongoing monitoring of construction impacts shall
be conducted by the County as a part of its code enforcement
activities and development review process. This will be
accomplished in part through the independent engineer provided
for in Section 3.3.3 and the County's monitoring. Failure to
meet specific mitigation procedures shall result in an
immediate notification to the developers and shall be subject
to the enforcement provisions of the Code and any other related
ordinance or regulations, in addition to those specified below.
The results of this monitoring shall also be incorporated into
the Annual Review of this Amended Agreement.
c) Enforcement. The County shall have the ability to enforce
construction management policies, standards, and improvements
by withholding further condominium or subdivision plat, site
plan, and building permit approvals, and/ or issuing a stop
work order for the offending project until the standards set
forth in Exhibit F that are associated with a particular
Project Site are addressed in the condominium or subdivision
plat or site plan for that particular Project Site consistent
with this Amended Agreement. Any approval shall assure that
construction mitigation policies, standards, and measures
reflected in the Collective Standards, including the
Construction Mitigation and Management Plan, are achieved as
time goes forward. In addition to enforcement during the
individual project approval process, if the County finds, on
the basis of substantial evidence, that a Developer or
Developers or the RVMA has not complied in good faith with the
material terms and conditions of this Section 3.3.6, the County
may declare such party in default of this Amended Agreement and
the County shall have available to it the default procedures
set forth in Section 5.1 herein and the enforcement provisions
set forth in Section 5.2 herein.
3.3.7 Open Space Preservation. Open space preservation is a major
policy objective of the General Plan and The Canyons SPA Plan. A
substantial portion of territory in the West Mountain Neighborhood
will ultimately be restricted to permanent open space uses as the
result of the Project as specified in Section 3.8 of this Amended
Agreement.
a) Standard. The Open Space and Viewshed Plan attached hereto
as Exhibit H.2 specifies the location, extent, and character of
open space within the Project, and reflects and implements the
General Plan, the Canyons SPA Zone District, The Canyons SPA
Plan, and the Code. This Amended Agreement, at Section 3.8,
describes in further detail the obligations of the Developers
with respect to open space, including a method for phasing open
space and enforceable restrictions in conjunction with
development.
b) Monitoring. The Open Space and Viewshed Protection Plan
specifies the open space lands to be protected and the linkage
of this permanent protection to the overall Development
Program. Progress towards completion of this protection shall
be monitored as a part of the development approval process. The
results of this monitoring shall be incorporated into the
Annual Review of this Amended Agreement.
c) Enforcement. The County shall have the ability to enforce
open space and viewshed protection by either withholding
condominium or subdivision plat, site plan, and building permit
approvals, or requiring compliance with Section 3.3.7 as a
condition of approving a plat, site plan, or building permit,
until the open space and viewshed provisions set forth in
Exhibit H are addressed. In addition to enforcement in the
development approval process, the County shall have available
to it the default provisions of Article 5 of this Amended
Agreement. Any County approval shall assure that policies,
standards, and facilities reflected in the Collective Standards
regarding open space are included and achieved. In addition to
enforcement during the individual project approval process, if
the County finds, on the basis of substantial evidence, that a
Developer or Developers or the RVMA has not complied in good
faith with the material terms and conditions of this Section
3.3.7, the County may declare such party in default of this
Amended Agreement and the County shall have available to it the
default procedures set forth in Section 5.1 herein and the
enforcement provisions set forth in Section 5.2 herein.
3.3.8 Comprehensive Signage Plan. A Comprehensive Signage Plan shall
be developed for review and approval by the Director within 90 days of
the effective date of this Amended Agreement. Once approved by the
Director, the Plan shall be automatically incorporated into the
Architectural Guidelines in Exhibit C and the Plan shall then serve as
the regulation for all signs with the area under the RVMA.
3.3.9 Early Landscape Screening. Early landscape screening areas have
been identified in the Open Space and Viewshed Protection Plan and
Exhibit H.4 designates areas where such early landscape screening
materials shall be installed. A detailed planting plan for each of the
areas designated in this Amended Agreement shall be submitted to the
Director for approval within 180 days of the Effective Date of this
Amended Agreement. The implementation of the planting plan for each
designated area shall begin prior to October 1, 2000 and proceed to
completion in a timely fashion. The detailed planting plan shall be in
the form of plans for construction and include detailed construction
plans showing the location, size and type of vegetation, methods of
irrigation and maintenance, and a proposed completion schedule.
3.3.10 Lifts 18 and 22. Lifts 18 and 22 shown in Exhibit B.6 Mountain
Master Plan are located in a viewshed the community deems sensitive.
When The Resort applies for a Low Impact Permit, specific design
criteria and plans shall be included in the Application demonstrating
minimal impacts to the viewshed. The Community Development Director
prior to or as part of the submission of an application for Low Impact
Permit shall review and approve, or approve with conditions a proposal
for Lifts 18 and 22.
3.3.11 Frostwood Resort Design Guidelines. The Developers of this
Development Area shall submit comprehensive design guidelines related to
streetscapes, roundabout, and boulevard design, exterior street and
plaza area lighting, public art, concepts for the placement of
multi-family residential development onto the hillside, mitigation of
hotel/lodging building height, and landscaping that shall be
incorporated into all Project Sites within the Development Area. These
guidelines shall be submitted to the Director within 90 days of the
Effective Date of this Amended Agreement, which the Director shall
approve, approve with conditions, or deny. In no instance will a
development permit be issued for any Project Site within this
Development Area until these guidelines have been approved by the
Director. In addition to the design guidelines, the Developer shall
submit a detailed proposal for the phasing and completion of these
improvements.
3.3.12 Joint Operating Agreement Required. The Joint Operating Agreement
required between the RVMA and The Colony Master Association in Section
3.5.3 shall be completed and approved by both parties be April 30, 2000.
Upon its approval, the Joint Operating Agreement shall automatically be
incorporated as an Exhibit to this Amended Agreement.
Section 3.4 Annual Review. The RVMA, with the participation of The Colony
Master Association when requried, shall submit to the County an Annual Report on
the compliance with the Benchmarks. The Annual Report shall be submitted on the
anniversary of the Effective Date or upon such other date as is mutually agreed
upon among the parties. The Director shall review the annual report pursuant to
this Amended Agreement to determine if there has been demonstrated compliance
with the terms hereof. A copy of the Annual Report will be forwarded to the BCC
and Planning Commission by the Director. The Director shall schedule a review of
the Report with the BCC at its next available regular meeting. At the Director's
option, he may issue a report to the BCC on Developer compliance with the terms
and conditions of this Amended Agreement. If the BCC determines that there has
not been demonstrated compliance with the terms of this Amended Agreement, the
Director, RVMA, and/or Developers shall meet to discuss the BCC's determination.
If the RVMA and/or Developers agree with the BCC's determination, they (the RVMA
and/or Developers and the Director) shall discuss mechanisms for remedying the
lack of compliance and agreed upon proposals will be reported to the BCC. If,
the Director and the RVMA and/or Developers are unable to reach an agreement,
and the BCC continues to find, on the basis of substantial competent evidence,
that there has been a material default in accordance with Section 5.1.1 below,
the BCC may follow the procedures set forth in Article 5 below concerning
procedures in the event of a default. The Director or BCC's failure to review at
least annually the Developers' compliance with the terms and conditions of this
Amended Agreement shall not constitute or be asserted by any party as a breach
of this Amended Agreement by the Developers or the County. Further, such failure
shall not constitute a waiver of County's right to revoke or modify this Amended
Agreement according to the terms and conditions set forth herein.
Section 3.5 Master Associations. There shall be two master associations
maintained at all times over all of the Property in the SPA. The Canyons Resort
Village Management Association (the "RVMA") shall be maintained over all areas
in the SPA except for The Colony, Mines Ventures, and the Silver King Mines
Development Areas. There shall be a separate master association which shall be
maintained over The Colony, Mines Ventures, and Silver King Mines Development
Areas.
3.5.1 The Canyons Resort Village Management Association.
3.5.1.1 The purposes of the RVMA are as set forth in The
Canyons Resort Village Management Agreement attached hereto as
Exhibit E and are summarized as follows: (i) to regulate and
maintain certain standards and levels of maintenance of all
buildings, roads, and landscaping within The Canyons SPA except
for The Colony, Mines Ventures, and Silver King Mines
Development Areas; (ii) to run and operate that portion of the
Resort Community outside of The Colony, Mines Ventures, and
Silver King Mines Development Areas, including without
limitation acquiring, building, developing, maintaining, and so
forth, amenities, such as streets, roads, and pedestrian
pathways, a golf course, a people mover, public gathering
areas, skating rinks, utilities, and other such amenities and
improvements as set forth in Exhibit I; (iii) to market that
portion of the Resort Community outside of The Colony and Mines
Ventures Development Areas (as a commercial property the Silver
King Mines Developer agrees, which will be formalized through
the Joint Operating Agreement, to participate with the RVMA
with regard to marketing and other applicable resort operations
and to contribution to such efforts, which will include the
payment of a comparable fee as paid by other properties within
the RVMA, and which said agreement shall run with the land so
long as the Silver King Mines Development area is operated as a
commercial property); (iv) to perform design and architectural
review functions; (v) to establish and enforce rules and
regulations for that portion of the Resort Community outside of
The Colony, Mines Ventures, and Silver King Mines Development
Areas; and (vi) to levy and collect assessments necessary to
carry out the purposes described above.
3.5.1.2 The RVMA shall file Articles of Incorporation under
Utah Law, within 30 days of the effective date of this Amended
Agreement.
3.5.1.3 The Canyons Resort Village Management Agreement,
attached hereto as Exhibit G, as amended in accordance with
this Amended Agreement, shall serve as the governing document
of the RVMA.
3.5.1.4 All of the participating Development Areas except The
Colony, Mines Ventures, and Silver King Mines (with the
specific exception noted in Subparagraph 3.5.1.1) shall be
parties to that agreement which shall run with the land and be
binding upon those Participating Landowners, or their
successors.
3.5.1.5 Each Developer shall cooperate in establishing owner or
management associations and/or easements and maintenance
regimes reasonably required for the convenient and mutually
beneficial use and operation of the Project. 3.5.1.6 The
provisions of The Canyons Resort Village Management Agreement
that relate to the RVMA's obligations under this Agreement may
not be amended without the express written consent of the
County, which consent shall not be unreasonably withheld or
delayed.
3.5.2 The Colony Master Association. The master association maintained
over The Colony, Mines Ventures, and Silver King Mines Development Areas
shall be for the purposes of regulating and maintaining certain
standards and levels for installation and maintenance of all buildings,
roads, and landscaping within those Development Areas; architectural
review; establishing rules and regulations related to these development
Areas. 3.5.3 Master Association Joint Operating Agreement. A Joint
Operating Agreement shall be established between The Colony Master
Association and the RVMA to define the responsibilities and commitments
of each association for joint functions including cost sharing related
to among other things open space management, environmental and wildlife
enhancement programs, participation in the Annual Report to the County,
and other joint functions as defined in this Amended Agreement. The
Joint Operating Agreement shall be completed and presented to the County
for review, comment, and approval prior to the approval and recordation
of The Colony Plats III, IV, or V, and shall automatically become an
exhibit to this Amended Agreement.
Section 3.6 Infrastructure Improvements and other Mitigation Measures.
3.6.1 Construction of Infrastructure Improvements. Individual Project
Site Developers shall construct at their own cost those infrastructure
improvements, contemporaneously with approval of final subdivision plats
and site plans, as are required by the Code, the County Engineer, and
any applicable special service district or county service area, and
subject to and as modified by any applicable terms of this Amended
Agreement.
3.6.2 Off-Site Infrastructure. Individual Project Site Developers shall
comply at their own costs with the applicable sections of the Code, as
amended, for off-site and project infrastructure requirements at the
time of final subdivision or condominium plat or site plan approval.
This shall include the verification of the continued availability of the
following for Project Sites at the time of building permit issuance: (a)
sewage treatment capacity to cover anticipated development within the
site plan or plat, (b) water and water pressure adequate for residential
and commercial consumption and fire flows, (c) capacity for electrical
and telephone service, and (d) road capacity.
3.6.3 Special Infrastructure / Community Facilities and Improvements.
Those Developers specifically noted in this Subsection and the RVMA will
provide the following infrastructure and community facilities and
improvements:
3.6.3.1 Fire Station Site. A site for a fire station, as
designated in Exhibit B.1 and B.5.6, which will be constructed,
equipped, and operated by the Park City Fire District, shall be
dedicated to the Fire District: a) at a time mutually agreed to
by the Master Developer and the Fire District, or b) at the
time a Final Plat or Site Plan Approval that is inclusive of
the physical site for the fire station, but in no event later
than five years after the Effective Date of this Agreement.
3.6.3.2 Public Access Trails. Certain trails designated for
public access within the Canyons SPA Plan shall be subject to
trails easements granted by the applicable Developers. Two
classes of public access trails will be established. Class A
trails are those conveying public easements or some other form
of conveyance acceptable to the Snyderville Basin Special
Recreation District. Class B trails are those having private
easements but still accessible to the public. The Class A
Public Access Trails are shown in Exhibit I.2.1. Class B trail
locations are generally shown in Exhibit L.2.2. All
responsibility related to the provision and construction of
these trails are fully described in Exhibit L.2.3.
3.6.3.3 Public Utility Easements. Developers agree to grant the
County and its Special Districts perpetual rights and
easements, in common with others for the benefit of properties
within the SPA Zone, to install, construct, maintain, and
repair utility lines, cables, wires, conduits, pipes, mains,
poles, guys, anchors, fixtures, supports and terminals,
repeaters, and such other appurtenances of every nature and
description as the County may deem reasonably necessary to
service Project Sites that will be developed or improved as
provided for under this Amended Agreement, including without
limitation those for the transmission of intelligence by
electricity, for water, electricity, telecommunications, gas,
sewage, septic, sanitary sewer, and drainage. Easements
required hereunder shall be granted within 60 days of request
therefor by the County of a specific alignment for such
easement. The Developer of a Project Area may offer the County
suggestions regarding the alignment. All approvals shall be
complete and easements granted by the end of the 60 day period.
All utilities shall be constructed in such a way as to minimize
the impact on the burdened property and interference with
existing or proposed structures, as well as to not adversely
impact the aesthetics of the surrounding properties and to
restore and revegetate the area equal to or better than the
preexisting condition. This requirement for the provision of
public utility easements shall be a mandatory provision in the
Resort Village Management Agreement and in the governing
documents of The Colony Association. All utilities, as
reasonably determined by the County, shall be underground to
the extent possible.
3.6.3.4 Transportation and Transit System. Developers shall not
protest the creation of a Transportation Service District or
Service Area which provides transportation services into the
Canyons SPA Zone District. Further, the RVMA shall contribute a
lump sum amount of $265,000 (seed monies) or some appropriate
equivalent contribution to the Transportation Service District
or Service Area within 90 days of its creation or some other
mutually agreed to period. The purpose of the contribution will
be to provide for buying or otherwise acquiring buses,
developing bus stops, and constructing other necessary
transportation facilities. If similar existing transit service
into The Canyons is being provided at the time of the request
for contribution by the Transportation Service District, the
new service must meet or exceed the existing service
requirements, and to the extent existing contracts are in
place, the replacement service and related contributions will
begin at the end of such contract term. Furthermore, the new
service shall be consistent with the Transportation Plan
prepared under Section 3.3.5 and reviewed and approved by the
County.
3.6.3.5 Amphitheater. Consistent with the Master Amenities Plan
set forth in Exhibit I, the RVMA shall provide an appropriately
sized amphitheater at the mid-mountain development, as
described in Exhibit I.5, similar in quality to the Ford
Amphitheater in Vail, Colorado. A detailed proposal shall be
submitted for a Low Impact Permit before construction may
commence.
3.6.3.6 Gardens. The RMVA shall provide for floral gardens,
including annual and perennial plants in selected locations
throughout the Resort Core. These gardens shall be of high
quality and well maintained and where possible provided in
conjunction with parks, trails, and other similar areas. These
areas shall be approved as part of a Low Impact Permit for the
comprehensive landscape plan for the central pedestrian street
in the Resort Core and in the approval of the final site plan
for individual Project Sites in the Resort Core, Frostwood, and
Lower Village Development Areas.
3.6.3.7 Convention Center. The RVMA shall provide a Convention
Center in the Resort Core. The Convention Center shall be as
described in the RVMA master amenity plan. The Convention
Center shall provide "state of the art" convention and meeting
facilities and amenities. A study shall be presented by the
RVMA to the BCC prior to the construction of the Convention
Center for the purposes of discussing design options. The
Facility shall, to the extent practicable, contain exhibition
space nearby. A detailed proposal shall be submitted for a Low
Impact Permit before construction may commence.
3.6.3.8 Artist Residency Program & Facility. The RMVA shall
provide for an artist residency program and facility at the Red
Pine Village.
3.6.3.9 Frostwood Lift. This Amended Agreement requires the
installation of a transportation lift to connect the Frostwood
Development Area with the Resort Core by a temporary and a
permanent alignment connecting to the Lower, the alignments for
both are shown in Exhibit B.4 . The Developer or Developers of
the Frostwood Development Area shall provide the County with
evidence of an agreement that provides for the construction,
operation, and maintenance of a temporary and permanent lift
and a schedule for constructing the lifts prior to the issuance
of the first building permit for a Frostwood Project Site.
Either alternative shall be installed prior to issuance of
Certificates of Occupancy for the first Project Site for the
Frostwood Development Area unless the Developer has
demonstrated to the Director that construction of the lift,
although not complete, is progressing and that a bond in an
amount that will secure the installation of the lift shall be
posted, then the time frame for construction may be extended to
a date 15 days before the official commencement of skiing at
The Resort in that calendar year. The permanent lift shall be
constructed before or in conjunction with the completion of the
lift described in Section 3.6.3.10. (The Frostwood Developers
shall not be relieved of the responsibility to provide the
permanent lift but may, with the approval of the Master
Developer, retain the lift designated as temporary herein on a
permanent basis).
3.6.3.10Lower Village Lift. This Amended Agreement requires the
installation of a transportation lift to connect the Lower
Village directly with the Resort Core. A people mover would
fulfill this requirement. The lift shall be installed prior to
the issuance of a certificate of occupancy for the first
Project Site (excluding the Welcome Center, gas station, retail
convenience store, and any single family detached dwelling
units) in the Lower Village Development Area. In the
alternative, a bond in an amount that will secure the
installation of the lift shall be posted by the RVMA of other
affected Developers and there shall interim convenient and
frequent mass transit between the Lower Village and the Resort
Core. The location and design of the lift and terminal
facilities shall require low impact permit approval as
described in Article 1 and Section 2.2.4.
3.6.3.11RVMA Tree Planting Program. The RVMA shall budget for
and undertake annually a tree planting program. The objective
of the program shall be the on-going planting of larger
quantities of seedlings and small caliper trees throughout the
RVMA area, together with a limited number of larger specimens
in the highly visible areas. This shall be an annual
responsibility of the RVMA. Participating Landowners will grant
a landscaping and maintenance easement to the RVMA for the
purposes of installing and maintaining such landscaping. This
program shall not eliminate the landscape requirements of a
Project Site Developer, which will be reviewed and approved by
Summit County with the subdivision plat or site plan, or as
otherwise required in this Amended Agreement.
Section 3.7 Assurance of Water Supply. The Master Developer has entered
into an agreement with Summit Water Distribution Company that the Master
Developer anticipates will provide a supply of water adequate for its needs for
construction and operation of the first several years of The Canyons Master
Plan. Total demand for build out of the Project has been calculated through an
engineering study completed by EWP Engineering entitled The Canyons
Infrastructure Master Plan - Final Report, November 17, 1998, which is
incorporated by reference herein and which shall serve as the Utility
Infrastructure Master Plan, unless an amendment thereto is approved by the BCC
and applicable service districts. Dependant upon the adequacy of water supply,
the Master Developer anticipates that Summit Water may provide for its future
water needs. The purpose of this section is limited to supplying the County with
an informational understanding of possible water sources which may serve the
Canyons SPA Zone District. Prior to approvals of specific condominium and
subdivision plats, site plans, and building permits, more definitive commitments
with respect to water quantity and quality will be required in accordance with
Section 2.7.4.1, other provisions of this Amended Agreement, and the Snyderville
Basin Development Code.
Section 3.8 Open Space Lands and their Enforceable Restrictions.
3.8.1 Amount of Open Space. Areas of Open Space are depicted in the
Open Space Plan set forth in Exhibit H.2. attached hereto. More than
90% of all lands within The Canyons SPA Plan is graphically depicted
as open space in the Open Space Plan. The County and the Developers
agree that throughout the Term of this Amended Agreement, including
any amendments pursuant to Section 5.13 below, these lands shall
remain as open space as designated in the Open Space Plan.
3.8.2 Five Classes of Open Space. The following five classes of open
space are established by this Amended Agreement.
3.8.2.1 Master Planned Open Space. The Master Planned Open
Space, as defined in the Open Space Plan will protect
approximately 4,200 acres. This class of open space will
encompass all lands, other than The Colony as described in
Exhibit H.2.1, unless replaced by another designation described
elsewhere in this section, and will allow agricultural uses,
skiing, hiking, other active and passive recreational uses, and
easements for utilities, required infrastructure and the like.
The Master Planned Open Space is established as of the
Effective Date of this Agreement. The Master Planned Open Space
will be maintained by the owner of the land on which the Master
Planned Open Space is located or by The Canyons Resort Village
Management Association. Master Planned Open Space shall be deed
restricted as development occurs on certain lands of the Master
Developer, and lands of Osguthorpe, Silver King, Mines Ventures
and in the Resort Center, as described in this section. Other
Master Planned Open Space lands will become Third Party
Protected Open Space, as also provided for in this section.
3.8.2.1.1 Lands Owned by the Master Developer. The
Master Planned Open Space associated with development
on lands owned or controlled by the Master Developer
(the "Master Developer Lands"), as shown on Exhibit
H.2.1, shall be deed restricted as subdivision plats
and site plans are approved. The Planning Commission
shall include a review of the Master Developer's deed
restricted open space in its annual review in order to
ensure that the percentage of deed restricted open
space is roughly equivalent to the percentage of the
Master Developer's development approved through plats
and site plans.
3.8.2.1.2 Osguthorpe Lands. With respect to the
property owned or controlled by Osguthorpe, as shown on
Exhibit H.2.1 hereto, the mechanism for additional
enforceable restrictions on the open space associated
with the Osguthorpe lands shall be addressed at the
time the first Project Site located on Osguthorpe lands
is submitted to the County for condominium or
subdivision plat or site plan approval. The mechanism
for permanent open space protection shall be deed
restrictions or some other method mutually agreeable to
Osguthorpe and the County, and shall provide permanent
protection on a basis proportionate to the pace of
development. A specific phasing plan demonstrating such
protection shall be submitted with the first Project
Site development application.
3.8.2.1.3 Silver King and Mines Ventures. The open
space associated with these Development Areas will be
subject to additional enforceable restrictions, either
by platting or by deed restriction, at the time each
Project Site is submitted to the County for condominium
or subdivision plat or site plan approval.
3.8.2.2 Third Party Protected Open Space. The lands designated as
Third Party Protected Open Space on the Open Space Plan include
the State of Utah School and Institutional Trust Lands
Administration("SITLA") lands, which total approximately 520
acres of land, as depicted on Exhibit H.2.2 hereto. These lands
will be secured by conservation easements benefiting such third
parties as are agreed upon by the parties. Until being placed
under a conservation easement, such property shall be considered
Master Planned Open Space.
3.8.2.2.1 SITLA Lands. A conservation easement over 25%
of the portion of the SITLA Lands designated as open
space on Exhibit H.2.2, for the benefit of the County,
or such other beneficiary as may be agreed upon by the
parties, shall be granted within 90 days of the
Effective Date of this Amended Agreement. A
conservation easement over the remainder of the SITLA
Lands designated as open space shall be granted
according to the following schedule: a total of 50% of
the SITLA Lands will be placed under a conservation
easement at such time as building permits for 25% of
the buildable square footage in the Red Pine Village
Development Area have been issued; a total of 75% of
the SITLA Lands will be placed under a conservation
easement at such time as building permits for 50% of
the buildable square footage in the Red Pine Village
Development Area have been issued; and a total of 100%
of the SITLA Lands will be placed under a conservation
easement at such time as building permits for 75% of
the buildable square footage in the Red Pine Village
Development Area have been issued. The lands that are
to be dedicated as perpetual open space shall begin on
the west boundary and proceed eastward.
3.8.2.2.2 Adequate financial arrangements for the
maintenance of such lands, to the extent that such
funding has been demonstrated to be necessary by
similar funding for similar lands in the Snyderville
Basin, shall be made by the Developers or The RVMA at
the time each conservation easement is granted.
3.8.2.3 Deed Restricted Open Space and Buffer Lands. That
portion of the approximately 320 acres of land identified in
Exhibit H.2.3, Resort Center Open Space and Buffer Lands, that
will not be used for golf in accordance with Section 3.2.2 of
this Amended Agreement shall be deed restricted as open space
at the time the Project Sites on which designated Open Space
and Buffer Lands are approved, and such a deed restriction
shall be a condition of approval for any such Project Site. For
such lands that are planned as part of the golf course, the
boundaries of the easements shall be finalized and an easement
or other conveyance made in favor of the RVMA no later than 90
days after final engineering for the golf course is completed.
The perimeter of the easement or conveyance shall include an
area located a distance of 30 feet from any point along the
edge of the fairways. In addition, as the anticipated course is
largely a "target course," those areas between tee boxes and
fairways shall also be subject to the easement, generally
drawing a straight line between the outside edge of the
easements for both, thus forming a continuous easement between
the tee boxes and fairways. The lands to be dedicated as open
space are be shown in The Canyons Master Illustrative Plan,
Exhibit B, for each of the development sites in the Resort
Center. The uses allowed on the Resort Center Open Space and
Buffer Lands will be recreational uses, such as golf and parks.
Prior to the imposition of deed restrictions, the areas
designated Resort Center Open Space and Buffer Lands shall be
Master Planned Open Space. The Open Space and Buffer Lands
shall be maintained by either the landowner upon which the open
space is located or the RVMA.
3.8.2.4 Neighborhood Parks. A neighborhood park shall be
included within each Development Area within the Resort
Community with the exception of The Colony, Mines Ventures, and
Silver King Mines, and shall be of a reasonable size, and
contain appropriate improvements for that neighborhood. A plan
for the park site and the construction of the improvements
shall be submitted by the Developer as part of the first
Project Site within that Development Area. All of the Parks
will be maintained by The RVMA.
3.8.2.5 Transferred Development Rights (TDR) From Lands Outside
the Canyons SPA. The Master Developer has arranged for the
transfers of density from two parcels outside of The Canyons
SPA to be used within The Canyons SPA. These are the Mountain
Meadows and Mutcher properties identified in Exhibit H.2.
Third-party conservation easements have been or will be placed
on the open space from which the density has been transferred
within ninety (90) days of this Amended Agreement or such other
later date agreed upon by the County.
Section 3.9 Payment of Fees.
3.9.1 Planning Fees. SPA Rezone Application, Development Agreement
Application, Development Review, Engineering and Related Fees. Pursuant
to the provisions of Summit County Resolution 99-11, the Developers have
paid all sketch and Rezone fees associated with the approval of The
Canyons SPA Plan. Developers shall receive no further credits or
adjustments with respect to fees paid prior to the SPA Plan approval
toward any other Project site development review fees, platting, or
similar standard engineering review fees or other fees generally
applicable to plats, site plans, low impact permits, or building permit
review and approval. Application and review fees for final Site Plans,
Plats and/or maps for each phase of The Canyons SPA Plan shall be paid
at the time of application for any such approval. As such, the County
may charge such standard planning and engineering review fees as are
generally applicable at the time of application, pursuant to the
provisions of Resolution 99-11, as amended, or other applicable
statutes, ordinances, resolutions, or administrative guidelines.
3.9.2 Development Impact Fees. In consideration for the agreements of
the County in this Amended Agreement, the Developers agree that the
Project Sites shall be subject to all impact fees of the County or any
other special service distric which are (1) imposed at the time of
issuance of building permits, and (2) generally applicable to other
property in the Snyderville Basin; and, Developers waive their position
with respect to any vested rights to the imposition of such fees, but
shall be entitled to similar treatment afforded other vested projects if
the impact fee ordinance makes any such distinction. If fees are
properly imposed under the preceding tests, the fees shall be payable in
accordance with the payment requirements of the particular impact fee
ordinance and implementing resolution. Notwithstanding the agreement of
the Developers to subject The Canyons SPA Plan to impact fees under the
above-stated conditions, the Developers do not waive Developers' rights
under any applicable law to challenge the reasonableness of the amount
of the fees within thirty (30) days following imposition of the fees on
The Canyons SPA Plan based upon the application of the Rational Nexus
Test. For purposes of this Amended Agreement, the Rational Nexus Test
shall mean and refer to a standard of reasonableness whereby The Canyons
SPA Plan and Property shall not bear more than an equitable share of the
capital costs financed by an impact fee or exaction in relation to the
benefits conferred on and impacts of The Canyons SPA Plan. The
interpretation of "rational nexus" shall be governed by the federal or
Utah case law and statutes in effect at the time of any challenge to an
impact fee or exaction imposed as provided herein including, but not
limited to, the standards of Banberry Development Corp. v. South Jordan
County, or its successor case law.
Section 3.10 Survival of Developers' Obligations. Notwithstanding any provisions
of this Amended Agreement to the contrary, so long as this Amended Agreement has
become effective and all appeal periods have expired, and as a partial
consideration for the parties entering into this Amended Agreement, the parties
agree that the Developers' obligations to provide to the County the following
enumerated benefits shall survive the term of this Amended Agreement, as defined
in Section 5.9.
(a) Granting of any Class A Trail easement on an alignment as provided
for in Exhibit I.2.3 to the Snyderville Basin Special Recreation
District;
(b) Dedication of any open space provided for in this Amended Agreement
proportionate to completed development, measured by dividing the
constructed square footage of completed development by the total
allowable square footage of development within the Project;
(c) Payment of impact fees to the extent such fees are payable under the
terms of this Amended Agreement and any applicable impact fee ordinance
or implementing resolution;
(d) Compliance with the indemnification and hold harmless provisions in
Section 6.7 hereof, and the mutual releases provisions in Section 5.12.2
hereof;
(e) Construction of any amenity as provided in this Amended Agreement if
and to the extent that there is a Project Site associated with such
amenity and such Project Site has been constructed;
(f) Construction of any major amenities, in accordance with Section
3.3.4; and
(g) Construction of any roads or public improvements covered by a
recorded plat, at such time as lots are purchased, and as provided for
in the relevant development improvements agreement, unless earlier
vacated prior to the sale of any lots.
Section 3.11 Obligations and Rights of Mortgage Lenders. The holder of any
mortgage, deed of trust, or other security arrangement with respect to the
Property, or any portion thereof, shall not be obligated under this Amended
Agreement to construct or complete improvements or to guarantee such
construction or completion, but shall otherwise be bound by all of the terms and
conditions of this Amended Agreement which pertain to the Property or such
portion thereof in which it holds an interest. Any such holder who comes into
possession of the Property, or any portion thereof, pursuant to a foreclosure of
a mortgage or a deed of trust, or deed in lieu of such foreclosure, shall take
the Property, or such portion thereof, subject to any pro rata claims for
payments or charges against the Property, or such portion thereof, deed
restrictions, or other obligations which accrue prior to the time such holder
comes into possession. Nothing in this Amended Agreement shall be deemed or
construed to permit or authorize any such holder to devote the Property, or any
portion thereof, to any uses, or to construct any improvements thereon, other
than those uses and improvements provided for or authorized by this Amended
Agreement, as would be the case in any assignment, and thus shall be subject to
all of the terms and conditions of this Amended Agreement, to include the
obligations related to the completion of amenities and improvements.
Section 3.12 Transfers of Development Rights (TDR). A number of additional units
have been established within the Canyons SPA for the purposes of allowing the
transfer of density, both within and from outside the boundary of the Canyons
SPA, to preserve certain open space and important viewsheds. Exhibit K which
incorporates the TDR Agreement (Exhibit K.1) and the TDR Program (Exhibit K.2)
establishes all of the Transfer of Density allowances under this Amended
Agreement and of the obligations and commitments related to the transfer of
density, which obligations and commitment are expressly assumed and agreed to by
the County and Developers. Those owners of parcels of real property located
outside the SPA boundary that have agreed to restrict the development of such
property in exchange for a transfer of density to within the SPA boundary hereby
agree to record a covenant against their property acknowledging the nature and
extent of such restrictions.
Section 3.13 Other Ski Resorts. With regard to the Mines Ventures and Silver
King Mines development areas, any connection to other ski resorts must be
approved by both Summit County, the Master Developer and the Developer of The
Colony.
Section 3.14 Fractional Interest and Timeshare Unit Conversion Prohibition to
Primary Residential Units. The parties understand and agree that all timeshare
and fractional interest units shall be restricted in such a way as to prohibit
conversion of such to use as primary residential dwelling units. Densities
received by Developers for such units are granted by the County under the
express understanding that these timeshare and fractional interest units are for
resort accommodation only.
Section 3.15 Automobile Prohibition at Red Pine Village, Tombstone, and Red Pine
Lake Development Areas. As required in Section 3.3.5(a) of this Amended
Agreement, a remote parking and management plan, to include check-in, concierge
service and transportation between parking and accommodation, must be included
in the Transportation Plan. This aspect of the Plan shall be adopted and
implemented in conjunction with hotel/lodging unit development in Red Pine
Village, Tombstone, and Red Pine Lake Development Areas. In general, automobile
access to these areas will be prohibited. Access will be provided and maintained
for service vehicles and emergency services.
ARTICLE 4
FURTHER OBLIGATIONS OF THE COUNTY
Section 4.1 Land-Secured Financing Districts and Related Financing Techniques.
At the request of the Master Developer or the RVMA, the County, in its sole and
absolute discretion, may consider the use of land-secured financing for
financing the public improvements required for the Project, including without
limitation special assessments and special taxes under state law, and may
include capital and non-capital financing or both. The County, at its sole
discretion, may determine the conditions for the use of such financing,
including, but not limited to, petitions or applications of the Master Developer
and/or the RVMA, the making of deposits sufficient to cover any County
out-of-pocket costs, the need for and the conditions of any current appraisals
required for any financing and any standards relating to the marketing of any
securities, such as lien-to-value ratios, taxable or tax-exempts bonds and
series, or other structural aspects of issues of securities. While the County
agrees to cooperate in the consideration of such financing, including the taking
of proceedings under appropriate authorities, the County does not guarantee that
any securities can or will be issued, sold, or delivered except as may be
approved by the County with the assistance and advice of the financial advisors,
underwriters, consultants, and attorneys retained by the County for such
purposes.
Section 4.2 Cooperation between the County and the Developers. The County agrees
to reasonably cooperate with the Master Developer and any Participating
Landowner in their endeavors to obtain any other permits and approvals as may be
required from other governmental or quasi-governmental agencies having
jurisdiction over Project Sites or portions thereof.
Section 4.3 Employee Affordable Housing. In the event that sites outside of The
Canyons SPA, but within the jurisdiction of Summit County, are consistent with
the General Plan and are identified by the County for employee housing in
accordance with the Developers' obligations under this Amended Agreement and,
if, after reasonable, good faith efforts by the Developers, the Developers do
not receive all necessary permits and approvals for any such site so identified,
the Developers shall not be relieved of the obligation to provide employee
housing that such site was intended to fulfill under this Amended Agreement, but
shall be allowed a reasonable delay in fulfilling such obligation under this
Amended Agreement.
ARTICLE 5
GENERAL PROVISIONS
Section 5.1 Default.
5.1.1 Occurrence of Default. Default under this Amended Agreement occurs
upon the happening of one or more of the following events or conditions:
(a) A warranty or representation made or furnished to the
County by a Developer, the RVMA, or The Colony Master
Association in this Amended Agreement, including any
attachments hereto, which is materially false or proves to have
been false in any material respect when it was made.
(b) A finding and determination made by the County following a
Benchmark or Annual Review that upon the basis of substantial
evidence, the Master Developer, Developers, The Colony Master
Association, or RVMA have not complied in good faith with one
or more of the material terms or conditions of this Amended
Agreement, including a failure to satisfy Benchmarks under
Section 3.3.
(c) Any other act or omission by the Developer(s) that
materially interferes with the intent and objective of this
Amended Agreement.
5.1.2 Procedure Upon Default. Within ten (10) days after the occurrence
of a default hereunder, the County shall give the Defaulting Party
(where "Defaulting Party" means the party or parties alleged by the
County under Section 5.1.1 as being in default) and the Canyons Resort
Village Management Association and/or The Colony Master Association
written notice specifying the nature of the alleged default and, when
appropriate, the manner in which the default must be satisfactorily
cured. The Defaulting Party shall have sixty (60) days after receipt of
written notice to cure the default. Failure or delay in giving notice of
default shall not constitute a waiver of any default, nor shall it
change the time of default. Notwithstanding the sixty-day cure period
provided above, in the event more than sixty days is reasonably required
to cure a default and the Defaulting Party or some other party, within
the sixty day cure period, commence actions reasonably designed to cure
the default, then the cure period shall be extended for such additional
period during which the Defaulting Party or such other party is
prosecuting those actions diligently to completion.
5.1.3 Remedies Upon Default.
(a) Equitable Remedies: In the event a default remains uncured
after proper notice and the expiration of the applicable cure
period without cure, the County shall have the option of suing
the Defaulting Party for specific performance or pursuing such
other remedies against the Defaulting Parties as are available
in equity. It is stipulated between the parties for purposes of
any judicial proceeding that the County need only establish the
occurrence of default under Section 5.1.1 of this Amended
Agreement to obtain equitable relief.
(b) Major Default: A "major default" means a default which,
taking this Amended Agreement as a whole, has the effect of
denying the County the essential benefits of this Amended
Agreement or placing upon the County significant negative
fiscal impacts not contemplated by this Amended Agreement. In
the event of a major default, the County shall have the option
of terminating this Amended Agreement in its entirety after
proper notice and expiration of the applicable cure periods
without cure, and after exhaustion of all equitable remedies,
if applicable.
Section 5.2 Enforcement. The parties to this Amended Agreement recognize that
the County has the right to enforce its rules, policies, regulations, and
ordinances, subject to the terms of this Amended Agreement, and may, at its
option, seek an injunction to compel such compliance. In the event that
Developers or any user of the subject property violate the rules, policies,
regulations or ordinances of the County or violate the terms of this Amended
Agreement, the County may, without electing to seek an injunction and after
sixty (60) days written notice to correct the violation (or such longer period
as may be established in the discretion of the Board of County Commissioners or
a court of competent jurisdiction if Developers have used their reasonable best
efforts to cure such violation within such sixty (60) days and are continuing to
use their reasonable best efforts to cure such violation), take such actions as
shall be deemed appropriate under law until such conditions have been honored by
the Developers. The County shall be free from any liability arising out of the
exercise of its rights under this Section; provided, however, that any party may
be liable to the other for the exercise of any rights in violation of Rule 11 of
the Utah Rules of Civil Procedure, Rule 11 of the Federal Rules of Civil
Procedure and/or Utah Code Annotated Section 78-27-56, as each may be amended.
Section 5.3 Reserved Legislative Powers, Future Changes of Laws and Plans,
Compelling Countervailing Public Interest. Nothing in this Amended Agreement
shall limit the future exercise of the police power of the County in enacting
zoning, subdivision, development, growth management, platting, environmental,
open space, transportation and other land use plans, policies, ordinances and
regulations after the date of this Amended Agreement. Notwithstanding the
retained power of the County to enact such legislation under the police power,
such legislation shall only be applied to modify the vested rights described in
this Amended Agreement based upon policies, facts and circumstances meeting the
compelling, countervailing public interest exception to the vested rights
doctrine in the State of Utah. (Western Land Equities, Inc. v. City of Logan,
617 P.2d 388 (Utah 1980) or successor case and statutory law). Any such proposed
change affecting the vested rights of the Developers and other rights under this
Amended Agreement shall be of general application to all development activity in
the Snyderville Basin; and unless the County declares an emergency, the
Developers shall be entitled to prior written notice and an opportunity to be
heard with respect to the proposed change and its applicability to The Canyons
SPA Plan under the compelling, countervailing public policy exception to the
vested rights doctrine. In the event that the County does not give prior written
notice, Developers shall retain the right to be heard before an open meeting of
the Board of County Commissioners in the event Developers allege that their
rights under this Amended Agreement have been adversely affected.
Section 5.4 Reversion to Regulations. Should the County terminate this Amended
Agreement under the provisions hereof, Developers' Property will thereafter
comply with and be governed by the applicable County Development Code and
General Plan then in existence, as well as with all other provisions of Utah
State Law.
Section 5.5 Force Majeure.
5.5.1 Any default or inability to cure a default caused by strikes,
lockouts, labor disputes, acts of God, inability to obtain labor or
materials or reasonable substitutes therefor, enemy or hostile
governmental action, civil commotion, fire or other casualty, and other
similar causes beyond the reasonable control of the party obligated to
perform, shall excuse the performance by such party for a period equal
to the period during which any such event prevented, delayed or stopped
any required performance or effort to cure a default.
5.5.2 In the event the real estate sales figures published by the Park
City Board of Realtors show a 20% or greater decline for real estate
sales in the Park City area for the comparable six-month period in the
preceding year or if the number of beds rented published by the Park
City Chamber of Commerce/Convention and Visitors Bureau for the Park
City area shows a 10% or greater decline in the number of beds rented
for the comparable six-month period of the preceding year, then the RVMA
and /or The Colony Master Association may notify the Community
Development Director of such downturn in the economy and request a
six-month extension of all the time limits set forth herein. Upon the
verification of such published figures, but in no event later than
twenty (20) days after such request, the Director shall grant a
six-month extension on all relevant dates of performance as set forth
herein. The Director shall thereafter immediately provide notice of such
extension to the Planning Commission and BCC. In the event such downturn
continues, the Director may grant additional six month extensions for
the duration of the downturn. The RVMA may request and receive up to a
maximum of twenty-four (24) months of such extensions during the first
fifteen (15) years of the term of this Amended Agreement.
Section 5.6 Continuing Obligations. Adoption of law or other governmental
activity making performance by the Developers unprofitable, more difficult, or
more expensive does not excuse the performance of the obligations by the
Developers.
Section 5.7 Other Remedies. All other remedies at law or in equity, which are
consistent with the provisions of this Amended Agreement, are available to the
parties to pursue in the event there is a breach.
Section 5.8 Dispute Resolution.
5.8.1 Binding Arbitration. In the event that the default mechanism
contained herein shall not sufficiently resolve a dispute under this
Amended Agreement, then every such continuing dispute, difference, and
disagreement shall be referred to a single arbitrator agreed upon by the
parties, or if no single arbitrator can be agreed upon, an arbitrator or
arbitrators shall be selected in accordance with the rules of the
American Arbitration Association and such dispute, difference, or
disagreement shall be resolved by the binding decision of the
arbitrator, and judgment upon the award rendered by the arbitrator may
be entered in any court having jurisdiction thereof. However, in no
instance shall this arbitration provision prohibit the County from
exercising enforcement of its police powers where Developers are in
direct violation of the Code.
5.8.2 Institution of Legal Action. Enforcement of any such arbitration
decision shall be instituted in the Third Judicial District Court of the
County of Summit, State of Utah, or in the United States District Court
for Utah.
5.8.3 Rights of Third Parties. This Amended Agreement is not intended to
affect or create any additional rights or obligations on the part of
third parties.
5.8.4 Third Party Legal Challenges. In those instances where, in this
Amended Agreement, Developers have agreed to waive a position with
respect to the applicability of current County policies and
requirements, or where Developers have agreed to comply with current
County policies and requirements, Developers further agree not to
participate either directly or indirectly in any legal challenges to
such County policies and requirements by third parties, including but
not limited to appearing as a witness, amicus, making a financial
contribution thereto, or otherwise assisting in the prosecution of the
action.
5.8.5 Enforced Delay, Extension of Times of Performance. In addition to
specific provisions of this Amended Agreement, performance by the
County, the Master Developer, or a Participating Landowner hereunder
shall not be deemed to be in default where delays or defaults are due to
war, insurrection, strikes, walkouts, riots, floods, earthquakes, fires,
casualties, or acts of God. An extension of time for such cause shall be
granted in writing by County for the period of the enforced delay or
longer, as may be mutually agreed upon.
5.8.6 Attorney's Fees. Should any party hereto employ an attorney for
the purpose of enforcing this Amended Agreement, or any judgment based
on this Amended Agreement, or for any reasons or in any legal proceeding
whatsoever, including insolvency, bankruptcy, arbitration, declaratory
relief or other litigation, including appeals or re-hearings, and
whether or not an action has actually commenced, the prevailing party
shall be entitled to receive from the other party thereto reimbursement
for all attorney's fees and all costs and expenses. Should any judgment
or final order be issued in that proceeding, said reimbursement shall be
specified therein.
5.8.7 Venue. Venue for all legal proceedings related to this Amended
Agreement shall be in the District Court for the County of Summit, in
Coalville, Utah.
5.8.8 Damages upon Termination. Except with respect to just compensation
and attorneys' fees under this Amended Agreement, Developers shall not
be entitled to any damages against the County upon the unlawful
termination of this Amended Agreement.
Section 5.9 Term of Agreement and Automatic Renewal.
5.9.1 Term. The term of this Amended Agreement shall commence on and the
Effective Date of this Amended Agreement shall be the effective date of
Ordinance 334-A, which approved this Amended Agreement. The Term of this
Amended Agreement shall extend for a period of fifteen (15) years
following the Effective Date above-referenced unless this Amended
Agreement has been earlier renewed or terminated, or its term otherwise
modified by written amendment pursuant to the provisions of this Amended
Agreement (the "Term").
5.9.2 Renewal. This Amended Agreement may be renewed by the Developers
upon identical terms and conditions for up to three (3) additional five
(5) year terms so long as there has been demonstrated substantial
compliance with the terms of this Amended Agreement. This Amended
Agreement shall be automatically so renewed unless all of the Developers
notify the County in writing to the contrary at least one year prior to
the commencement of such renewal term or the County notifies the
Developers of a failure to substantially comply with the terms of this
Amended Agreement at least 90 days prior to the commencement of such
renewal term.
Section 5.10 Termination.
5.10.1 Termination for Inaction. The Master Developer and any
Participating Landowner shall be required to proceed with submittal of
applications for Development Approvals in a timely manner. If no
application for a Development Approval is applied for during any five
(5) year period within the term of this Amended Agreement, then this
Amended Agreement shall be terminated for inaction.
5.10.2 Termination Upon Completion of Development. This Amended
Agreement shall terminate when the Property has been fully developed and
all of the Developers' and the County's obligations in connection
therewith are satisfied, or at the expiration of the term of this
Amended Agreement and any renewals thereof, whichever is sooner. Upon
termination of this Amended Agreement, the County shall record a notice
that the Amended Agreement has been terminated.
5.10.3 Effect of Termination on Developer Obligations. Termination of
this Amended Agreement as to any Developer of the Property or any
portion thereof shall not affect any of such Developer's obligations to
comply with the Collective Standards and the terms and conditions of any
applicable zoning, or subdivision plat, site plan, building permit, or
other land use entitlements approved with respect to the Property, nor
shall it affect any other covenants or any other development
requirements specified or created pursuant to this Amended Agreement.
Termination of this Amended Agreement shall not affect or invalidate in
any manner the Master Developer's and any Participating Landowner's
obligations of indemnification and defense under Section 6.7 or the
survival provisions of Section 3.10.
5.10.4 Effect of Termination on the County Obligations. Upon any
termination of this Amended Agreement, the entitlements, conditions of
development, limitations on fees, and all other terms and conditions of
this Amended Agreement shall no longer be vested hereby with respect to
the property affected by such termination (provided vesting of such
entitlements, conditions or fees may then be established for such
property pursuant to then existing planning and zoning law), and the
County shall no longer be prohibited by this Amended Agreement from
making any changes or modifications to such entitlements, conditions, or
fees applicable to such property.
Section 5.11 Successors and Assigns. This Amended Agreement shall be binding on
the successors and assigns of the Developers in the ownership or development of
any portion of the Property. Notwithstanding the foregoing, a purchaser of the
Property or any portion thereof shall be responsible for performance of the
Developers' obligations hereunder as to the portion of the Property so
transferred in accordance with the provisions of Section 5.12.1 hereof.
Section 5.12 Release.
5.12.1 Transfer of Property. Developers shall be entitled to sell or
transfer any portion of the Property subject to the terms of this
Amended Agreement upon written notice to the County and acknowledgement
signed by the transferee and the County. Notwithstanding the foregoing,
Developers shall not be required to notify the County or obtain the
County's consent with regard to the sale of lots in single or
multi-family residential subdivisions or commercial areas that have been
platted and received Development Approval in accordance with the terms
of this Amended Agreement. In the event of a transfer of all or a
portion of the Property subject to this Agreement, such transferring
Developer shall obtain an assumption by the transferee of that
Developer's obligations under this Amended Agreement, and, in such
event, the transferee shall be fully substituted for the transferring
Developer under this Amended Agreement as to the Project Site so
transferred, and the transferring Developer shall be released from any
further obligations with respect to this Amended Agreement as to the
parcel so transferred. In the event of any such transfer of Developers'
interests in all or a portion of the Property, the assignee shall be
deemed to be the Developer for all purposes under this Amended Agreement
with respect to that portion of the Property so transferred.
5.12.2 Mutual Releases. At the time of, and subject to, (i) the
expiration of any applicable appeal period with respect to the approval
of this Amended Agreement without an appeal having been filed or (ii)
the final determination of any court upholding this Amended Agreement,
whichever occurs later, and excepting the parties' respective rights and
obligations under this Amended Agreement, Developers, on behalf of
themselves and Developers' partners, officers, directors, employees,
agents, attorneys and consultants, hereby release the County and the
County's board members, officials, employees, agents, attorneys and
consultants, and the County, on behalf of itself and the County's board
members, officials, employees, agents, attorneys and consultants, hereby
releases Developers and Developers' partners, officers, directors,
employees, agents, attorneys and consultants, from and against any and
all claims, demands, liabilities, costs, and expenses of whatever
nature, whether known or unknown, and whether liquidated or contingent,
arising on or before the date of this Amended Agreement in connection
with the application, processing or approval of the Canyons SPA Zone
District, Canyons SPA Plan, and this Amended Development Agreement, to
include any claims for vested development rights by any Developers on
property which is within the Canyons SPA Zone District.
Section 5.13 Amendments to this Amended Agreement. This Amended Agreement may be
amended from time to time upon written notice to the Master Developer and by
mutual written consent of the County and the Developer or Developers whose
property is the subject of the proposed amendment or whose property is directly
impacted by such amendment.
5.13.1 Substantial Amendments. Any amendment to this Amended Agreement
that alters or modifies the Term of this Amended Agreement, permitted
uses, increased density or intensity of use, deletion of any major
public amenity described herein, or provisions for reservation and
dedication of land, including open space dedications, shall be deemed a
"Substantial Amendment" and shall require a noticed public hearing and
recommendation by the Planning Commission and a noticed public hearing
and decision by the Board of County Commissioners pursuant to the Equal
Dignities Rule prior to the execution of such an amendment. Unless
otherwise provided by law, all other amendments may be executed without
a noticed public hearing or recommendation by the Planning Commission.
5.13.2 Administrative Amendments. All amendments to this Amended
Agreement that are not Substantial Amendments shall be Administrative
Amendments and shall not require a public hearing or recommendation of
the Planning Commission prior to execution by the parties of such an
amendment. The Director shall be empowered by the BCC to make all final
administrative amendment decisions.
5.13.3 Effect of Amendment. Any amendment to this Amended Agreement
shall be operative only as to those specific portions of this Amended
Agreement expressly subject to the amendment, with all other terms and
conditions remaining in full force and effect without interruption.
ARTICLE 6
MISCELLANEOUS PROVISIONS
Section 6.1 Project is a Private Undertaking. It is agreed among the parties
that the Project is a private development and that the County has no interest
therein except as authorized in the exercise of its governmental functions. The
Project is not a joint venture, and there is no such relationship involving the
County. Nothing in this Amended Agreement shall preclude the Master Developer
and any Participating Landowner from forming any form of investment entity for
the purpose of completing any portion of the Project.
Section 6.2 Construction of Agreement. This Amended Agreement shall be construed
so as to effectuate the public purpose of resolving disputes, implementing
long-range planning objectives, obtaining public benefits, and protecting any
compelling, countervailing public interest; while providing reasonable
assurances of continued vested development rights under this Amended Agreement.
Section 6.3 Covenant Running with Land. This Amended Agreement shall be recorded
against all legal parcels of record within the Property described in Summit
County Ordinance 333-A. All the terms and conditions contained herein shall be
deemed to "run with the land" and shall be binding on and shall inure to the
benefit of all successors in ownership of parcels within the Property. As used
herein, Developers shall include the parties signing this Amended Agreement and
identified as "Developers," and all successor owners of any parcel of land
within the Property.
Section 6.4 Notices. All notices hereunder shall be given in writing by
certified mail, postage prepaid, at the following addresses:
To the County:
The Board of County Commissioners of Summit County
Summit County Courthouse
P.O. Box 128
Coalville, Utah 84017
Summit County Director of Community Development
P.O. Box 128
Coalville, Utah 84017
With copies to:
David L. Thomas
Deputy Summit County Attorney
P.O. Box 128
Coalville, Utah 84017
To the Master Developer:
Greg Spearn
Senior Vice President
The Canyons
4000 The Canyons Resort Drive
Park City, Utah 84098
Julianne C. Ray
Vice President and Assistant General Counsel
American Skiing Company Resort Properties, Inc.
One Monument Way
Portland, Maine 04101
With copies to:
Clark Thompson, Esq.
Bracewell and Patterson
711 Louisiana, Suite 2900
Houston, TX 77002-2781
To the Participating Landowners:
At the addresses set forth in Ordinance 333-A.
Or to such other addresses or to the attention of such other person as either
party or their successors may designate by written notice.
Section 6.5 Recordation of Agreement. The County Clerk of Summit County
shall, within ten (10) days after the Effective Date of the ordinance adopting
this Amended Agreement, record this Amended Agreement.
Section 6.6 Severability. If any provision of this Amended Agreement, or
the application of such provision to any person or circumstance, is held
invalid, void, or unenforceable, but the remainder of this Amended Agreement can
be enforced without failure of material consideration to any party, then the
remainder of this Amended Agreement shall not be affected thereby and it shall
remain in full force and effect, unless amended or modified by mutual consent of
the parties. If any material provision of this Amended Agreement is held
invalid, void, or unenforceable or if consideration is removed or destroyed, the
Master Developer or the County shall have the right in their sole and absolute
discretion to terminate this Amended Agreement by providing written notice of
such termination to the other party.
Section 6.7 Indemnification and Hold Harmless.
6.7.1 Agreement of Developers. Developers agree to indemnify and hold
harmless the County, its officers, agents, employees, consultants,
attorneys, special counsel and representatives from liability:
(a) For damages, just compensation, restitution, judicial or
equitable relief arising out of claims for personal injury,
including death, and claims for property damage that may arise
from the direct or indirect operations of the Developers or
their contractors, subcontractors, agents, employees or other
persons acting on their behalf which relates to The Canyons SPA
Plan; and
(b) From any claim that damages, just compensation,
restitution, judicial or equitable relief is due by reason of
the terms of or effect arising from this Amended Agreement.
6.7.2 Developers agree to pay all costs for the defense of the County
and its officers, agents, employees, consultants, attorneys, special
counsel and representatives regarding any action for damages, just
compensation, restitution, judicial or equitable relief caused or
alleged to have been caused by reason of Developers' actions in
connection with The Canyons SPA Plan or any claims arising out of this
Amended Agreement.
6.7.3 The agreement of the Developers to indemnify and hold harmless the
County in this Section 6.7 shall apply regardless of whether or not the
County prepared, supplied or approved this Amended Agreement, plans or
specifications, or both, for the Project. The County may make all
reasonable decisions with respect to its representation in any legal
proceeding. The County agrees to enforce the provisions of this Section
6.7 solely against those individual Developers within The Canyons SPA
Plan whose actions give rise to claims for damages that are the subject
of a particular claim for indemnification hereunder.
6.7.4 The agreements of Developers in this Section 6.7 shall not be
applicable to (i) any claim arising by reason of the negligence or
intentional tortious actions of the County, or (ii) any claim reserved
by Developers under the terms of this Amended Agreement for just
compensation or attorneys fees.
6.7.5 The County shall give written notice of any claim, demand, action
or proceeding which is the subject of the Developers' agreement under
this Section 6.7 as soon as practicable but not later than ten (10) days
after the assertion or commencement of the claim, demand, action or
proceeding. In the case any such notice is given, the County shall be
entitled to participate in the defense of such claim. Each party agrees
to cooperate with the other in the defense of any claim and to minimize
duplicative costs and expenses.
Section 6.8 Interest of Developers. The Developers intend to hold a fee
interest in all or a portion of the Property at all times necessary to the
performance of its obligations hereunder and that all other persons holding
legal or equitable interests in the Property are to be bound by this Amended
Agreement. Developers acknowledge that County requires them to execute this
Amended Agreement so that the entire Property and each parcel of record included
therein will be subject to this Amended Agreement until such time as Developers
have completed their obligations as specified in this Amended Agreement.
Notwithstanding anything set forth in this Amended Agreement to the contrary:
(a) The Property shall be subject to this Amended Agreement, and any
development of any portion of the Property shall be subject to and in
accordance with the terms of this Amended Agreement.
(b) Nothing in this section shall relieve the Master Developer or any
Participating Landowner from requirements set forth in Section 3.10.
Section 6.9 Time of the Essence. Time is of the essence in this Amended
Agreement.
Section 6.10 Names and Plans. The Master Developer and any Participating
Landowner shall be the sole owner of all names, titles, plans, drawings,
specifications, ideas, programs, designs, and work products of every nature at
any time developed, formulated, or prepared by or at the instance of the Master
Developer and any Participating Landowner in connections with the Property,
subject to the County's disclosure obligations under the Government Records and
Management Act in accordance with Utah State law.
Section 6.11 Computation of Time. In computing any period of time
pursuant to this Amended Agreement, the day of the act, event or default from
which the designated period of time begins to run shall be included, unless it
is a Saturday, Sunday, or legal holiday, in which event the period shall begin
to run on the next day which is not a Saturday, Sunday, or legal holiday.
Section 6.12 Titles and Captions. All section titles or captions
contained in this Amended Agreement are for convenience only and shall not be
deemed part of the context nor affect the interpretation hereof.
Section 6.13 Entire Agreement. This Amended Agreement constitutes the
entire agreement between the parties with respect to the issues addressed herein
and supersedes all prior agreements, whether oral or written, covering the same
subject matter. This Amended Agreement may not be modified or amended except in
writing mutually agreed to and accepted by the County and the Master Developer
and Participating Landowners in accordance with Section 5.13 of this Amended
Agreement.
Section 6.14 No Waiver. Failure of a party hereto to exercise any right
hereunder shall not be deemed a waiver of any such right and shall not affect
the right of such party to exercise at some future time said right or any other
right it may have hereunder. Unless this Amended Agreement is amended by vote of
the Board of County Commissioners taken with the same formality as the vote
approving this Amended Agreement, no officer, official or agent of the County
has the power to amend, modify or alter this Amended Agreement or waive any of
its conditions as to bind the County by making any promise or representation not
contained herein.
Section 6.15 Execution of Agreement. This Amended Agreement may be
executed in multiple parts or originals or by facsimile copies of executed
originals; provided, however, if executed and evidence of execution is made by
facsimile copy, then an original shall be provided to the other party within
seven (7) days of receipt of said facsimile copy.
Section 6.16 Relationship of Parties. The contractual relationship
between the County and the Master Developer and Participating Landowners arising
out of this Amended Agreement is one of independent contractor and not agency.
This Amended Agreement does not create any third party beneficiary rights. It is
specifically understood by the parties that: (a) The Canyons SPA Plan is a
private development; (b) County has no interest in, responsibilities for, or
duty to third parties concerning any public improvements to the Property unless
the County accepts the public improvements pursuant to the provisions of this
Amended Agreement or in connection with subdivision or condominium plat or site
plan approval; and (c) Developers shall have the full power and exclusive
control of the Property subject to the obligations of the Developers set forth
in this Amended Agreement.
Section 6.17 Applicable Law. This Amended Agreement is entered into
under and pursuant to, and is to be construed and enforceable in accordance
with, the laws of the State of Utah.
Section 6.18 Local Laws and Standards. Where this Amended Agreement
refers to "local laws and standards" it means the laws and standards of general
applicability to The Canyons SPA Plan and all other developed and subdivided
properties within the Snyderville Basin of Summit County.
Section 6.19 State and Federal Law. The parties agree, intend and
understand that the obligations imposed by this Amended Agreement are only such
as are consistent with state and federal law. The parties further agree that if
any provision of this Amended Agreement becomes, in its performance,
inconsistent with state or federal law or is declared invalid, this Amended
Agreement shall be deemed amended to the extent necessary to make it consistent
with state or federal law, as the case may be, and the balance of this Amended
Agreement shall remain in full force and effect.
Section 6.20 Exhibits Incorporated. All Exhibits in the Book of Exhibits
are incorporated by reference herein as if fully set forth herein.
Section 6.21 School and Institutional Trust Lands. Notwithstanding any
other provision of this Agreement to the contrary, all obligations imposed under
this Agreement as they may relate to the State of Utah acting by and through the
School and Institutional Trust Lands Administration or its successor agencies,
shall be satisfied by the Master Developer, and all parties to this Agreement
agree to look solely to the Master Developer in any action to enforce this
Agreement with respect to lands owned by the State of Utah. Nothing in this
Agreement or the exhibits thereto shall be deemed to waive the sovereign
immunity of the State of Utah except through compliance with the Utah
Governmental Immunity Act; to permit the imposition or enforcement of any lien
or assessment as against state lands; or to waive the provisions of Utah Code
Ann. ss. 17-27-104.5 or any successor statute; provided, however, that the State
of Utah, by execution of this Agreement, agrees to grant conservation easements
directly in the manner required by paragraph 3.8.2.2.1 of this Agreement for the
benefit of the County, and to adhere to the density allocation for State
property provided by this Agreement and the Canyons SPA Plan.
IN WITNESS WHEREOF, this Amended Agreement has been executed by Summit
County, acting by and through the Board of County Commissioners of Summit
County, State of Utah, pursuant to Ordinance ______, authorizing such execution,
and by a duly authorized representative of Developers, as of the above stated
date.
BOARD OF COUNTY COMMISSIONERS OF
SUMMIT COUNTY, STATE OF UTAH
By: /s/ Sheldon D. Richins
---------------------------------
Sheldon D. Richins, Chairman
STATE OF UTAH )
) : ss.
COUNTY OF SUMMIT )
The foregoing instrument as acknowledged before me this 15th day of
November, 1999, by Sheldon D. Richins, Chairman of the Board of County
Commissioners of Summit County, State of Utah.
/s/ Marsha S. Crittenden
- ----------------------------------------
Notary Public
Residing at:Coalville, Utah
My commission expires: 8/14/03
ASC UTAH, INC., d.b.a. THE CANYONS
/s/ Greg Spearn
------------------------------------
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 15th day of
November, 1999, by Greg Spearn, Vice President of ASC Utah, Inc.
/s/ Spencer Sanders
- ----------------------------------------
Notary Public
Residing at:Salt Lake County, UT
My commission expires: 11/12/03
AMERICAN SKIING COMPANY RESORT PROPERTIES, INC.
/s/ Edward L. Grampp, Jr.
---------------------------------------
By: Edward L. Grampp, Jr.
Its: Vice President
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 15th day of
November, 1999, by Edward L. Grampp, Vice Presidnet of American Skiing Company
Resort Properties, Inc.
/s/ Spencer Sanders
- ----------------------------------------
Notary Public
Residing at: Salt Lake County
My commission expires: 11/12/03
C & M Properties, LLC
By: /s/ Raymond Klein
Its: Manager
STATE OF UTAH )
) :ss
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 17th day of November
1999, by Raymond Klein.
/s/ Sabra Karr Dator
Notary Public
Residing at: Summit Co.
My Commission Expires:
June 25, 2003
Silver King Mines
By: /s/ JW Giallivan, Jr
Its: President
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 8th day of November
1999, by Jack Giallivan, Jr.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
D A Osguthorpe Family Partnership
By: /s/ Stephen A. Osguthorpe
Its: Owner
STATE OF Utah )
) :ss.
COUNTY OF Summit )
The foregoing instrument was acknowledged before me this 7th day of November
1999, by Stephen A. Osguthorpe.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Parkwest Associates
By: /s/ Walter J. Plumb
/s/ James C. Nogg
Its: General Partners
STATE OF Utah )
):ss:
COUNTY OF Summit )
The foregoing instrument was acknowledged before me this 9th day of November
1999, by Walter J. Plumb, III and James C. Nogg.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Beaver Creek Associates
By: illegible
Its: Pres., Madison Company, Gen. Partner
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 9th day of November
1999, by illegible.
Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Olympus Construction LLC
(Jaffe - Groutage Parcel)
By: /s/ Scott Jaffa
Its: General Manager
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 8th day of November
1999, by Scott Jaffa.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
The Canyons Cabin Club, LLC
(Baker Parcel)
By: /s/ Joan B. Edwards
Its: Principal
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 6th day of November
1999, by Joan B. Edwards.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Harold R. & Ruth B. Weight
By: /s/ Harold R. Weight
/s/ Ruth B. Weight
Its: Owners
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 6th day of November
1999, by Ruth B. Weight and Harold R. Weight.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Sugarbowl Associates, LLC
By: /s/ Walter J. Plumb
/s/ Ronald Ferrin
Its: General Partners
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 9th day of November
1999, by Walter J. Plumb and Ronald A. Ferrin.
/s/ Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
IHC Hospitals, Inc.
aka IHC Health Services, Inc.
By: /s/ Everett N. Goodwin Jr.
Its: CFO
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 5th day of November
1999, by Everett N. Goodwin, Jr.
/s/ Janet P. Tuttle
Notary Public
Residing at: Salt Lake
My Commission Expires:
February 21, 2001
Joseph L. Krofcheck
By: /s/ J.L. Krofcheck
Its:
STATE OF Virginia )
) :ss.
COUNTY OF Fairfax )
The foregoing instrument was acknowledged before me this 10th day of November
1999, by J.L. Krofcheck.
/s/ illegible
Notary Public
Residing at: Nur, Inc. Fairfax, Va.
My Commission Expires:
August 31, 2001
Wolf Mountain Resorts, LC
By: /s/ Kenneth Griswold
Its: Managing Member
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 15th day of November
1999, by Kenneth Griswold.
/s/ Barbara L. Myers
Notary Public
Residing at: Park City
My Commission Expires:
April 10, 2002
Willow Draw, LC
By:/s/ Kenneth Griswold
Its: Managing Member
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 15th day of November
1999, by Kenneth Griswold.
/s/ Barbara L. Myers
Notary Public
Residing at: Park City
My Commission Expires:
April 10, 2002
/s/ William Lincoln Spoor
/s/ Leslee Sherrill Spoor
By: William Spoor
Leslee Spoor
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 12th day of November
1999, by Lincoln Spoor and Leslee Sherrill.
/s/ Catherine Dalyai
Notary Public
Residing at: Sandy, UT
My Commission Expires:
May 25, 2000
The Hansen Group, L.C.
By: /s/ David M. Hansen
Its: Member
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 13th day of November
1999, by David M. Hansen, a member of The Hansen Group, L.C.
/s/ Spencer G. Sanders
Notary Public
Residing at: Salt Lake County
My Commission Expires:
November 12, 2003
Beaver Creek Associates
By: /s/ Ronald Ferrin, Madison Co.,
Its: Gen. Partner, President
/s/ Walter J. Plums III, Secretary
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 9th day of November
1999, by Ronald Ferrin & Walter J. Plums III.
Angelica Perez
Notary Public
Residing at: Summit County
My Commission Expires:
November 12, 2002
Thair Schneiter
By: /s/ Walter J. Plumb
Its: Attorney
STATE OF UTAH )
) :ss.
COUNTY OF SUMMIT )
The foregoing instrument was acknowledged before me this 15th day of November
1999, by Walter J. Plumb
/s/ William E. Casaday
Notary Public
Residing at: Salt Lake County
My Commission Expires:
January 18, 2000
Gerald Freedman
By: /s/ Gerald M. Friedman
STATE OF California )
) :ss.
COUNTY OF Los Angeles)
The foregoing instrument was acknowledged before me this 10th day of November
1999, by Gerald M. Friedman.
/s/ Shirley S. Wawee
Notary Public
Residing at: Los Angeles, California
My Commission Expires:
July 19, 2003