HomeMy WebLinkAbout1998-09-14 98-356 ORDERc CIL ACTION
Date: Centember 14, 1998
Item No. Oft -35b
Itam/subject: Authorizing Landlord's Consent and Release - Elder Family Portland Associates
Limited Partnership
Responsible Department: Community s economic Development
Commentary:
See attached Memorandum from Assistant City Solicitor Heitmamm.
DGo rumen[ Hand
Manager's Comments:
City Manager
Associated Information
Budget Approval:
Finance Director
Legal Approval:
M
City gollcitor
Introduced For Pamm" 0 First Reading ❑ Referral
Pageyof�_
98-358
Assigned to Councilor Aube Septenber 14. 1998
CITY OF BANGOR
(TITLE.) WI69Tr Authorizing Landlord's Cement and Release_
Elder Family Portland Associates Limited Partnership
By eke City Caused of f City ofBaaynr:
ORDERED,
THAT WHEREAS, The Elder Family Portland Associates Limited ParnremldP bas
requestedthe City release it from all obligations order the lease dated
March 30, 1987 between the City of Bangor and Elder Family
Portland Associates Limited Partnership relating to the City of City
land adjacent to the Maine Business Enterprise Park on Main
Avenue;and
WHEREAS, The City Council approved a Consent of Assignment from Elder
Family Portland Associates Limited Partnership to Bangor Savings
Bank wbereby Bangor Savings Bards assumed all the obligations
under the lease:
NOW, THEREFORE, BY THE CITY CODNCD, OF THE CITY OF BANGOR, BE
IT ORDERED THAT the City Manager is hereby ata bowed to execute a landlord's
Consent and Release, in a form substantially as swelled hereto, and approved by the
City Solicitor or Assistant City Solicitor.
IN CITY COUNCIL
September 14, 1998
Passed
02,
M
98-356
ORDER
Title, Authorizing Landlord's Consent
and Release - Elder Family Portland
Associated Lim to Pattnet9hip
......................................
............. ............. .......
"��YYnnyy�� Aeaiped to
......../4N4 F ...................
Councilman
028830.103693 CI930 DOC9M575919.2
&RMB 8:37mn
LANDIDRYS CONSENTND RFIEA/SE�
This Landlord's Consent and Release is granted as of tlas —day of September, 1998.
Reference is made m that certain lease dated March 30, 1987 between City of Bangor
as landlord or lessor ("Lame lord") and Elder Family Portland Associates Limited Parmership,
as tenant("Tenure").
WHEREAS, Tenant wishes to assign its rights and obligations order the Lease to
Bangor Savings Bank, a Maine banking corporation ("Assagra a") and he released from liability
from and after the date of such assignment.
WHEREAS, Assignee wishes to assume all rights and obligations under the Lease from
and after the date of such assignment.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto hereby agree, respectively, as follows:
i. Landlord has conserned to the assignment by Tenam to Assignor and to
Assignee's assumption of all Of Tenant's rights and obligations under the Lease arm
acknowledges that such assignment shall not constitute a default under the Lease.
2. Landlord hereby agrees that, notwithstanding any provision to the contrary in
the Lease or any other itstrlunrn[, Tenatu shall be released from any and all liability under the
Lease arising on or after the effective dare (the "Effective Date") Of a fully executed
Assignment of Lease in substantially the form of Exhibit A attached hereto.
Remainder of page intentionally left blank
028830.103683 NW8 DDCSD1575919.2
&UNa 8:39vn
This Landlord's Conse3a and Release is entered into as a sealed roar nawnt as of the data firs[
set forth above.
LANDLORD
CITY OF BANGOR
By:
Name: Edward A. Barrett
Title: City Manager
TENANT
ELDER FAMILY PORTLAND
ASSOCIATES LIMITED PARTNBRSEP
By�
Roberti P Elder
Gercrel Paz[rer
028810.103683 W818 OOCSGA59t%l
Sousa 1:55M
EXHIBIT A
ASSIGNMENT OF LEASE
This Assignment is made as of the day ofAugmu, 1998, by and between Bangor Savings
Bank, a Maine banking wlporation having a place of business in Bangor, Maine ("Assignee"), and
ELDER FAMD.Y PORTLAND ASSOCIATES LIMITED PARTNERSHIP, a Massachusetts
limited partnership having a place of business in Boston, Massachusetts ("Assignor'').
WITNESSETH:
1. Assignor entered into an Indenture of Lease (the Lease), " tenant, with the City of
Bangor, dazed March 30, 1967, a memorandum of which is recorded in the Penobscot Coumy
Registry of Deeds in Book ,Page ;and
2. Assignee desires to assume the rights, liabilities and duties of Assignor in the Lease;
Now, therefore, in consideration of the mutual covenants and agreements contained herein,
Assignee and Assignor hereby agree as follows:
Assignor does hereby greet, convey and assign to Assignee, for the term and upon and
subject to the turns, conditions, covenants and provisions set forth in the Lease, all of its leasehold
interest in a certain parcel of laird located az Maine Aveaue, Bangor, Maine and further shown on
the sketch aneched hereto and made a part hereof as Exhibit A, together with all improvements now
or hereafter located thereon, and any and all appurtenances, rights, privileges and easements
benefitting, belonging or pertaining thereto (hereinafter sometimes called the "Premises" or Ne
"Leased Premises').
Section 2. Certilimidon
L Assignor certifies to Assignee that:
a A true and complete copy of the Lease has been delivered m Assigns,
separately certified to be aone and complete copy. The Lease is now in full force
and effect and has rot been amended, modified or supplemented, except as an forth
in paragraph d below,
b. The tenn of the Lease commenced on
c. The term of the Lease (with all extensions) will expire on
d. The Lensehas:
() not been amended, modified, supplemented, extended, renewed, or
assigned:
() leen amended, modified, supplearemed, a hMed, renewed, or
assigned by agreement(s), copies ofwbich are attached.
E. To the ben of Assignor'sloowledge, tima are no defands on Ne part of the
Assignee or Landlord under the Lesse.
SECTION i M"•- II
Assigvce shall accept the assignment made in this instrument and assume the liability and
duty to perform all of the terms and conditions in the tease on Ne part of the Assignor to he
performed. However, neither Nis Magameat nor the accePtanee of rent by the Landlord from
Assignee, Pusuam to Nis Multurmat shall release, relieve, or in my manner modify Ne obligations
ofAssignor mMer the terms and conditions ofNe Lease amid the City of Bangor specifically releases
Assignor.
In witness whereof, the ponies hereto have caused this instrument to be executed as of the
day and year first above written.
WITNESS: ASSIGNEE:
BANGOR SAVINGS BANK
By
Its duty authorized
Dote:
ASSIGNOR:
ELDER FAMILY PORTLAND
ASSOCIATESLIMITEDPARTNERSHIP
BY
Ifs , duly authorized
Date
98-356 ,
hH old [a] ILMI BWL
To: Community and Economic Development Committee
From: Norman S. Heitmann BI, Asn City Solicitor
Re: Request for release from Lease
Date: August 25, 1998
On July 13,1998 the City Council approved an assignment of lease from Elder
Family Portland Associates Limited Partnership to Bangor Savings Beat. This was fora
1987 lease of certain property in the Business Enterprise Park. The terminffiion date of
Ne leasee is 2007. Bangor Savings Bank is assuming all the obligations under the lease.
As with most of our lenses, the Elder lease provided that "[iln no event sball the
Lessee named herein be relieved from any obligations under this lease by vimse of such
assignment._"
Elder is now requesting that the City release it from all obligations under the lease
upon the execution of the assignment by the Bangor Savings Back Attached is a ropy of
the proposed Landlord's Consent and Release,
N! SH
N: Bangor City Council
Edward A. Bamen, City Manager
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weuv.,vv 811291 931MV� •••—
98-356
ANDD ORO'S CONSENT ADM RRLEAM
This landlord's Consent and Release is grained as of the _ day of August, 1998.
Reference is made to that certain lease dated Much 30, 1987 betwcen City of Bangor
as landlord or lessor ("landlord") and Elder Family Portland Associates Limited Partnership,
as tenant (-TenmC).
WHEREAS, Tenant wishes to assign is rights and obligations tinder the Lease m
Bangor Savings Bah, a Maine bang corporation ("Assignee") and be released from liability
from and after the date of such assignment.
WHFRRAS, Assignee wishes to assume all rights and obligm ona under the Learn from
and after the dine of such assigumem.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto hereby agree, respectively, as follows:
1. landlord has consented to d¢ assignment by Tamm[to Assignee and to
Assignee's assumption of all of Tenant's rights and obllgatWm under the Lease aM
aclannwledges that such assignment shall not comtitum a default under the Iease.
2. I Lord barony agrees dist, nanrithstmung any provision to the contrary in
the lease or any other instrument, Tenant shall be released from any and all liability under the
Lease arising on or after the effective date (the "Effective Irate") of a fully executed
Assignment of Lem in substantially the farm of Exhibit A attache{ harem.
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98-356
This Lindlerd's CDmew and Release is entered 133m 86 a scaled inst umem as of the data first
6M (Orth above.
LANDLORD
CM OF BANGOR
By:
Name:
Tide:
Ey:
Robert C. Elder
General Partner
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' YIIroe 1:]r qm
98-358
EXIDBif A
ASSIGNMENT OF LEASE
This Assignrnentis madeas ofthe dayofAugus%1998,byendbet Bangor Savings
Banta aMaim buddng mrporadonhaving aplace ofbminess in Bangor, Maisie ("Assignee"), and
ELDERFAMDLY PORTLAND ASSOCIATES LIMITED PARTNERSHIP, a Massachusetts
limited partnership having a place of Incomes in Boston, Massachusetts ("Assignor').
WITNESSETH:
1. Assignor entered into an Indenture of Lease (the Lease), as tenant, with the City of
Bangor, dated March 30, 1997, a memorandum of which is recorded in the Penobscot County
Registry of Dads in Book .Page ;and
2. Assignee des'mcs to assamc the tights, liabilities aM duties ofmcianor in the Lease;
Now, therefore, in consideration of the mutual covenants and agreements contained herein,
Assignee and Assignor hereby agree as follows:
Assignor does hereby grant, convey sad assign io Assignee, for the term and upon and
subject an the terms, conditions, covermnre and provisions act forth in the Lessee, oil of its leasehold
threaten in a certain parcel of land located at Maine Avenue, Bangor, Maine and fmdler shown on
the sketch attached hereto and made a pan hereof as Exhibit A, together with all improver nenra now
or hereafter located thereon, and any and all appuvrmees, rights,privileges and easements
benefitting, belonging or pertaining thereto (hereinafter sometimes called rhe "Premises" or the
"Leased Promises').
Section 2. Certification
I. Assignor certifies to Assigam that:
a. A tree and complete copy of the Leese baa hem delivered m Assignor.
separately certified to be a true and complete copy. The Lease is now in full force
and effect and has not been emended, modified or supplemented, except as set forth
in paragraph below,
b. The cerin of the Lease commenced on
AUG -12-96 I0:26 FrW:GMM1N,iR(CiIR I WAR 6172276:21 C-563 R.a6N6 Juts)
98-356
c The term of the Lux (with ail extemons) will expire on
d. The Lame hm:
() not been amended, modified, supplemcmed, exceeded, renewed, or
assigned;
() been awarded, modified, supplancuwd, extended, renewed, or
assigned by agreement(s), copies of which me attacbed.
E. To the best of Assignor's knowledge, t9em aro no defaults on the part of be
Assignee or Lmldlord under the Lease.
SECfION3 Misc ley
Assigoee"hall accept the magnhKhu wade in this ins mi and assume the liability and
duty to perform all of the terms and conditions in the Lame on the pmt of the Assignor to be
performed. However, neither this msigtuncm nor the acceptance of rent by the Landlord from
Assignee, pmsuam In this Assignment a7 W I raleam, relieve, or in wry mower modify the obligor =
of Amignor under the basis and conditions of the Lease until the City of Bangor specifically releases
Assignor.
In witness whereof, the partes herem have caused this instrusem to be executed in of the
day and yea first above written.
WITNESS: ASSIGNEE:
BANGOR SAVINGS BANK
By
Its duly authorized
Date
ASSIGNOR:
ELDER FAIrRLY PORTLAND
ASSOCIATESLIM TEDPARTNERSHIP
By
Its , duly authorized
Date