The letter from Town Attorney Thomas Wellman addresses two concerns — the windows of the building and what the town describes as the failure of the mill’s owner, Bill Blackwell, to establish and maintain a business there.
“The town has expressed to you that the windows you installed in the Weldon mill building do not conform to the requirements of the protective covenants,” the letter states.
The covenant says every reasonable effort will be made to restore the windows to match the six over six pane configuration they had in the 1930s or as shown in historic photos.
The covenant covering the business portion of the mill says Blackwell is to establish a business enterprise within two years from the date of the agreement, which was struck in May, 2003.
The covenant further states the business must be maintained for at least 18 months of the 24 months following the date of its establishment.
Mayor Julia Meacham said today Blackwell has not done any of these things and is in default.

Attorney response

Blackwell’s attorney, Brad Elliott, wrote in a July 28 letter to Wellman, “We believe that the default notice ... is not well-founded in fact or in law.”
First, is the wording and the reasonableness of the requirement. “The cost of the strict replacement windows specified in the agreement would have cost as much as the insurable value of the building at the time of the purchase,” Elliott’s letter said. “A nationally renowned architect was consulted as to the aesthetic and practical aspects of window design in the context of the covenants. We contend that strict enforcement of the installation of wooden, individual-pane windows with a six over six pattern is not a reasonable requirement, either aesthetically or financially.”  
Elliott also addresses the perceived political undertones of the enforcement, explaining Meacham, then a council member, seconded the motion in 2004 for a feasibility study grant to use the building as a motel, with the same window scheme used in the architectural drawings that are currently on the mill. “The board’s approval was tacit at the least and express at the most,” the letter says. “The windows have been in place for at least five years.”
Elliott continues, “As town boards change through the years, it is further unreasonable to expect a contract party to be forced to change positions at the whim of political change. We are currently in a recession at the least or a full-blown depression and the new demand for a cash outlay of more than $40,000 to replace windows is not reasonable and we do not believe that a court would require that it be done.”  
Blackwell’s attorney also explains enforcement efforts taken by the board on Blackwell’s building are not being reflected in similar covenants in effect in other areas of the town’s historic architectural district. “There are many examples that could be pointed out to demonstrate this. A court might want to know the motivation for what should be considered selective enforcement.”

Response on business requirement

Elliott said Blackwell believes he has complied with the business requirements of the agreement. “The Town has already issued all zoning and business licenses for the activities which are now being carried out on premises. A heating system has been installed and the work continues to install air conditioning that will allow the scheduling of social events in the pertinent parts of the building.”
Blackwell, Elliott said, is preparing for a second business in which the building will be rented for social events. “Certainly it cannot be contended that the business now being carried on in the building as a management office for the owner’s businesses is in violation of the agreement.
“There cannot be a claim that the building is being used solely for a storage facility. If that is so, it could be contended that our law offices are for storage of records even though so much more goes on in them.”
The letter says there is no other definition of “business enterprise” in the agreement except for the no storage requirement. “There is sufficient parking in place for the existing permitted activities and additional parking is being prepared for the expanded uses.
“An (amphitheater) area is also in preparation and two musical events are scheduled if the area can be completed on time. A dance studio has arranged to begin ballroom dancing classes in the building this fall and there are other dances also scheduled.”  
Elliott notes it has been five years since there has been any inquiry from the town about the activities except for a tour by Public Utilities Director Donald Crowder and former Mayor Johnny Draper in 2008. “There has been no positive interest or assistance offered as to potential development grants or loans. Until now, there has been no criticism of the progress which has been brought to Mr. Blackwell’s attention.
“Now in the midst of a severe recession, the town board’s stated intention is to throw out the only entity that has made any progress with the building. Mr. Blackwell is interested in determining whether there is some other business interest in the background that now spurs these developments.”

Blackwell response

Said Blackwell: “The town is asking me to do what they have not done themselves — invest and execute a business plan to their liking during the worst economic downturn of the last half century.”
Blackwell contends, “The multitude of empty buildings in Weldon beg for help, not hindrance. Many of these are owned by the town. Strong arming me on the basis of a contract that attempts to freeze a building in time is not conducive to a successful strategy for recruiting additional investors into town.”
Blackwell said investors and owners are interested in forming relationships with governments to help them become successful. “They do not want to be unnecessarily hassled depending on changing winds or whims of political fortunes.”