Official: Suit to return to Routt

Judge rules ski area lawsuit belongs in county


— A federal judge in Denver this week sent one piece of litigation over the aborted sale of the Steamboat Ski Area back to Routt County.

But a second lawsuit filed by American Skiing Co. that would end the matter, is continuing to move forward in U.S. District Court.

The twin lawsuits revolve around a contract entered into between ASC and Triple Peaks LLC in February to sell the Steamboat Ski Area to Triple Peaks. ASC backed out of the deal and Triple Peaks went to court to attempt to enforce the contract.

U.S. District Court Judge Edward W. Nottingham issued an order Nov. 4 remanding Triple Peaks' original suit to district court in Routt County. The judge's order came in response to a motion sought by attorneys for Triple Peaks.

"We are still pursuing specific performance (of the contract) from ASC," Tim Mueller said Thursday.

However, Mary Wells, a Denver attorney representing ASC in the matter, said her client's separate lawsuit asking the federal court to issue a summary judgment in favor of ASC is still moving forward. In fact, she said it is further along than the original suit.

Nottingham issued a pretrial order concerning ASC's suit for summary judgment on Nov. 5, but it was not to have been entered into court records until Nov. 6, and Wells had not seen it on Thursday. The court docket concerning the latest order mentions a "four-day court trial," but Wells said she doubts a court date has been set.

"We're somewhat perplexed," Wells said regarding Triple Peaks' continued pursuit of the suit in Routt County. Wells is with the Denver firm Wells, Anderson and Race.

She maintains that her clients have always had the right to end the sale contract by agreeing to pay $500,000 in "liquidated damages" effectively breaching the contract.

Now, the original case is headed back to Routt County.

"It's the relief we sought, but it's procedural. It doesn't address the contract," Triple Peaks attorney Joel Glover said Thursday. Glover is with the law firm Rothberger, Johnson and Lyons, LP. Asked why it is important to his clients to have the case heard in Routt County, Glover declined to comment.

The judge's decision to return the Triple Peaks suit to Routt County pivoted around the naming of two other local business entities among the defendants the Steamboat Ski and Resort Corp. and Walton Pond Apartments Inc. Steamboat Ski and Resort Corp. is a Colorado company acquired by ASC when it purchased the Steamboat Ski Area in 1997. Walton Pond Apartments is a company Ski Corp. created to develop apartments used to house seasonal ski area workers.

Glover wrote in court documents that Ski Corp. and Walton Pond were overlooked when the suit was originally filed in federal court.

Among the criteria for hearing the case in federal court was the involvement of two out-of-state companies Triple Peaks and ASC. But the inclusion of Ski Corp. and Walton Pond changed that status.

Glover argued the addition of the two Colorado firms should negate eligibility of the case for federal court.

Wells countered that Ski Corp. and Walton Pond Apartments are merely divisions of ASC, which is incorporated in Delaware and has since moved its headquarters from Maine to Utah. An associate of Wells filed a brief in court here contending that attaching Ski Corp. and Walton Pond Apartments to the case was "fraudulent."

However, Nottingham saw it differently. He ruled that because the case involves the sale of real estate, Ski Corp. and Walton Pond must be included in the case. And the result of adding two Colorado entities effectively undermines the argument that the case belongs in federal court because it involves out-of-state companies.

"The court finds and concludes that, because pertinent agreements contemplate the transfer of real estates, all defendants are necessary, not nominal parties to this litigation," Nottingham wrote. "The court further finds and concludes that the proper joinder of all defendants deprives this court of diversity jurisdiction."

The original suit centers around the two parties' differing interpretations of language in the sale contract concerning termination of the agreement to sell the ski area.

Glover contends the language in the contract did not give ASC the option of terminating the agreement.

"The plain, unambiguous language of the agreement clearly provides that Triple Peaks is entitled to specific performance. There is a liquidated damages payment that applies only if the agreement has been terminated. It is undisputed that the agreement has not been terminated," Glover wrote in a court filing.

Wells said her clients are willing to pay the $500,000 in "liquidated damages" called for in the contract.

"We are saying, indeed, it's plain and clear that they are entitled to $500,000," Wells said. "(American Skiing Co.) is willing to pay it, and that should resolve the entire claim."


Use the comment form below to begin a discussion about this content.

Requires free registration

Posting comments requires a free account and verification.