Loading...
HomeMy WebLinkAbout1988-03-28 88-173 ORDER,vu nci m.uw. 88-173 Item/Subject:-ORDER - Authorizing Execution Of Lease Agreement with Greater Bangor Chamber'. of Commerce, Inc. Responsible Department: City Manager Commentary: The attached Order authorizes a lease agreement with the Chamber which i required so that they c proceed with their a ansion project. This item was introduced at the last meeting and was ref. to a joint Community Development/Finance Committee meeting to revie the requirement .the, City was to have accepted to construct addition parking. While this project will qualify for Community Development funding, the Community Development budget has not yet been submi.tte to or approved by Council. The Council committees have recommended that the Parking provisions be eliminated from the lease and that possible City participation be discussed at the time the C.D. budget is presented. Should this happen, the base can be amended at a later Point. Manager's Comments: In order to allow the Chamber to begin its project, I recommend your approval. GY nlnn.Srr Associated Information: Order and lease attached Budget Approval: N/A -71,111, -DIM Legal Approval: 7s;7yi��y,) n1y-7 - Item No._ Page —ot_ red 88-133 Introduced by Councilor Sullivan, March 28, 1988 CITY OF BANGOR (TITLE) @r4rt . Authqri.zAng.Execution 0f Lease Agreement_ th . Gre t Bangor Chamberf Commerce, Inc. ........., _____ .......... ......... _......_ — By the Coy Caused Of de CIN Of8anpm: ORDERED. THAT the City Manager is hereby authorized and directed, on behalf of the City of Bangor, to execute a lease agreement with the Greater Bangor Chamber of Commerce, Inc., a copy of said lease being on file in the office of the City Clerk, providing for the use and occupancy of certain premises described therein and located at Bass Park for a term expiring on the last day of May, 2008. I City Council March 28,1984 refered to Joint meeting Of Finance Committee A Community Development CBOnm: f /� City clerR In Cily Council April 11,1988 Pa5e4 Revised lease Adopted civ Clark uta. 88-173 ORDER Title, Authorizing Execution cff Lease Agreement with Greater Bangor Chamber ...................................... o£ Commerce Inc. .� Introduced and Filed by ..............unci..... Councilmen 18 I%R24 P420 RC6L . CI CITYFCLEM R Bolen E Mill" cibf plkiu,, D"e April 7, 1988 Bangor City Council Greater Bangor Chamber of Commerce Lease Thom Johnston has revised the proposed Lease with theChamber of Commerce to permit the expansion of the building on Main Street. As his letter indicates, he has deleted the provision on parking which had previously been found to be objectionable. A review of the revised document indicates that it conforms with what 1 understood are the needs and desires of the parties. Unless there are other problems, I recommend that the revised document be adopted and the Lease be approved for execution. R.E.M tc cc. Ed Barrett Rod McKay April 6, 1988 Robert N. Miller, Esq. City Solicitor Bangor City Hall 73 Harlow Street Bangor, Maine 04401 RE: Greater Bangor Chamber of Commerce/Lease Bear Bob: I understand from speaking with Paula eubay of the Chamber that the Council would be disposed towards approval if the provision concerning the construction of parking is deleted. Therefore, I have revised the draft lease to delete reference to parking. I have also changed the date to reflect an April execution. Please call me if you have any questions or comments Best regards, omaohnston TCJ/peg cc. Scottie Stowell John Rohman EATON. PEABODY, BRADFORD a VEA6YE. P.A. 1 0 BOX 1210 BANGOR MAINE EDGE 111111011 MICTICED GAINING IORMIJORIME JOHN A CUNNINGHAM ASSURED MEMBRANE NAMES DEVOE "I'll I TIED BARREN BORDER DOUGLAS A GULF 'ILIA 'L SEAT 'AGREES SVGA' DAVID 0 DURHAM SEEMED MORRELL 'AVENUE. CLAIMS April 6, 1988 Robert N. Miller, Esq. City Solicitor Bangor City Hall 73 Harlow Street Bangor, Maine 04401 RE: Greater Bangor Chamber of Commerce/Lease Bear Bob: I understand from speaking with Paula eubay of the Chamber that the Council would be disposed towards approval if the provision concerning the construction of parking is deleted. Therefore, I have revised the draft lease to delete reference to parking. I have also changed the date to reflect an April execution. Please call me if you have any questions or comments Best regards, omaohnston TCJ/peg cc. Scottie Stowell John Rohman between REVISED APRIL. 6, 1988 LEASE THIS LEASE made this day of April, 1988 by and CITY OF BANGOR, a body politic and corporate duly organized and existing under and by virtue of the laws of the State of Maine and having its principal offices at 73 Harlow Street, Bangor, Maine (hereinafter sometimes referred to as "Lessor") - GREATER BANGOR CHAMBER OF COMMERCE, INC., a non-profit corporation organized and axisting under and by virtue of the laws of the State of Maine and having its principal office at 519 Main Street, Bangor, Maine (hereinafter sometimes referred to as "Lessee") W I T N E S S E T H• NOW, THEREFORE, the parties hereto do mutually agree as follows: ARTICLE I PREMISES The Lessor, for and in consideration of the rents to be paid and the obligations to be performed by Lessee as hereinafter provided, does hire in its present condition and upon and subject to the conditions hereinafter expressed, the following described property, viz:. The Tourist Information and Chamber of Commerce Building and land appurtenant thereto, located at the corner of Dutton and Main Streets, and further shown and described on a plan attached hereto as Exhibit "A". ARTICLE II TO HAVE AND TO HOLD the demised premises unto the Lessee for twenty (20) years commencing on the 1st day of May, 1988 and ending on the last day of May, 2008, being an extension and modification of the initial lease between Lessor and Lessee -1- dated June 14, 1982. The initial lease dated June 14, 1982 is hereby revoked and replaced by this lease. ARTICLE III RENTAL The rent to be paid by the Lessee to Lessor during the term of this lease shall be One ($1.00) Dollar, payable annually on the anniversary date of this lease. ARTICLE IV USE, OCCUPANCY AND IMPROVEMENTS OF PREMISES Lessee shall use, occupy and maintain the premises herein leased in a reasonably businesslike, careful and non- hazardous manner on account of fire only for its corporate purposes as a chamber of commerce and purpose incident thereto; provided,however, Lessee's use and occupancy of said premises shall be limited to such purposes as may be authorized under the provisions and restrictions contained in the will and codicils of the late Joseph P. Bass to the extent they relate to said premises. Lessee shall not use, occupy or maintain said premises in any manner as to knowingly violate any municipal, state or federal law or regulation. Lessee shall have the right to construct, operate and maintain a second addition to the existing building an aid premises, said second addition to be constructed substantially as shown on plans for said addition, dated , 1988 prepared by Webster-Baldwin-Day-Rohman-Czarniecki, attached hereto as Exhibit B. The first addition was completed in 1982 under the terms of the lease now being extended. Lessor, through its agents, shall have at all reasonable times the right, upon reasonable notification to the Lessee, to go on and inspect the premises with an authorized representative of the Lessee. ARTICLE V INDEMNITY AND PUBLIC LIABILITY INSURANCE The Lessee agrees to indemnify and save harmless the Lessor from and against all claims of whatever nature arising from any act, omission or negligence of the Lessee or Lessee's Contractors, licensees, agents, servants, employees or invitees rising from any accident, injury or damage whatsoever caused to any person or to the property of any person occurring during the term hereof on the Lessee's demised premises. -2- The Lessee agrees to maintain in full force during the term hereof a policy of public liability and property damage insurance with a single limit of liability of $300,000.00. ARTICLE VI FIRE INSURANCE Lessee shall keep the building, including the addition, on the demised premises insured for the benefit of Lessor against loss or damage by fire with the usual extended coverage endorsements in amounts not less than the full insurable value thereof. ARTICLE VII Lessee in the use and occupancy of the leased premises shall not on the grounds of race, sex, color or national origin knowingly and willfully discriminate or permit discrimination against any person or group of persons in any unlawful manner. ARTICLE VIII COVENANTS OF QUIET ENJOYMENT The Lessee, subject to the terms and provisions of this lease on payment of the rent, and observing, keeping and performing all the terms and provisions of the lease on its pat to be observed, kept and performed, shall lawfully, peaceably and quietly have, hold, occupy and enjoy the demised premises during the term hereof without hindrance or rejection by Lessor. ARTICLE I% LIENS The Lessee agrees to promptly discharge (either by payment or by filing of the necessary bond or otherwise) any mechanics', materialmen'a or other liens against the demised premises, which liens may arise out of any payment due for labor, services, materials, supplies or equipment which may have been furnished to or for the Lessee. ARTICLE E Lessee covenants and agrees to keep the building and addition on the leased premises wind and water tight and to keep or cause to be kept the foundations, roof and walls of the demised premises in good order, repair and condition. The -3- Lessee, during the term of this lease, at its sole expense shall keep the interior of the existing building on its leased premises in s good order and repair as it is at the date of the commencement of this lease, reasonable wear and tear and damage by accidental fire or other casualty excepted. Lessee shall be responsible for all exterior painting and maintenance on the building, snow plowing and trash removal. ARTICLE XI UTILITIES Lessee shall pay the cost of all utilities furnished to the demised premises, including electricity, water and sewage user fees. ARTICLE XII AUTHORITY To ENTER INTO AGREEMENT The Lessor hereby represents and warrants that it has taken all necessary, procedural and legal steps asrequired under all state, local and federal laws and regulations whatsoever for the purpose of authorizing the execution of this agreement and that execution of this agreement by the City Manager renders this agreement the valid and binding act and deed on the part of the City of Bangor and is and will remain fully enforceable in all of its terms and conditions against the Lessor during the term and all extensions thereof. Lessee hereby represents and warrants that it has taken all necessary, procedural and legal steps as required by and under all state, local and federal laws andregulations, and all necessary corporate action to authorise the execution of this agreement by one of its officers and that the execution of this agreement is a binding and legal act and deed of the Lessee and is and will remain fully enforceable in all of its terms and conditions against the Lessee. ARTICLE XIII TERMINATION It is covenanted and agreed that 1. If the Lessee shall neglect or fail to pay the rent or other charges payable hereunder and such default shall continue uncured for a period of ten (10) business days after receipt of written notice thereof by Lessee; or -4- 2. If the Lessee shall neglect or fail to perform or observe any of the other covenants, terms or conditions on its part to be performed and observed and such default shall continue for thirty (30) days after receipt of the written notice thereof by the Lessee and Lessee shall not have commenced and diligently pursued the remedy of said default; the Lessor lawfully may, immediately or at any time thereafter, and without demand or notice, enter into and upon the said premises or any part thereof, in the name of the whole and repossess the same as of the Lessor's former estate, and expel the Lessee and those claiming through or under it and remove eeits or their effects (forcibly, if necessary) without being dewed guilty of any manner of trespass, and without prejudice to any remedies which might otherwise be used for arrears of rent o preceding breach of covenants, and upon entry as aforesaid, this lease shall terminate. ARTICLE Iry Upon the termination or expiration of this lease, the building, addition and fixtures erected or located upon the demised premises by the Lessee shall become the property of the Lessor to be disposed of in such way as it may deem fit. In the event the Lessee elects to remove said personal property, the premises herein leased shall be returned to as near as possible its condition as at the commencement of this lease, ordinary wear and tear excepted. ARTICLE XV NOTICES Notices to the Lessor provided for in this lease shall be sufficient if sent by registered or certified mail, postage prepaid, addressed to: City Manager, City of Bangor, 73 Harlow Street, Bangor, Maine; and notices to Lessee shall be sufficient if sent to: Greater Bangor Chamber of Commerce, Inc., 519 Main Street, Bangor, Maine, or to such other respective addresses as the parties may designate to each other in writing from time to time. ARTICLE XVI SUCCESSION AND ASSIGNABILITY All provisions of this lease shall extend to, bind and inure to the benefits of not only the Lessor and the Lessee but also to their respective successors and assigns. -5- Lessee shall not encumber, mortgage, assign, sublet or transfer its interests or any part thereof under this lease without the prior written consent of the Lessor. ARTICLE EVII Failure on the part of either party to complain of any action ornon-action on the part of the other party no matter how long the same may continue shall never be deemed to be a waiver of any of such parties' rights hereunder. Furthermore, it is covenanted and agreed that no waiver at any time of any of the provisions hereof by either party shall be construed as a waiver of any of the other provisions hereof and that a waiver at any time of any of the previsions hereof shall not be construed at any subsequent time as a waiver of the same provisions.. ARTICLE %VIII AMENDMENT TO LEASE This lease contains all the terms and conditions between the parties hereto and no alteration, amendment or addition thereto shall he valid unless in writing and signed by the party against whom enforcement may be sought. ARTICLE XIX INVALIDITY OF PARTICULAR PROVISIONS I£ any term or provision of this lease is held to be invalid or unenforceable, the remainder of this lease shall not be affected thereby and each other term and provision of this lease shall be valid and be enforceable to the fullest extent permitted by law. ARTICLE XX CONSTRUCTION The headings appearing in this lease are intended for convenience and reference only, and are not to beconsidered in construing this lease. Nothing contained herein shall be deemed or construed by the parties hereto, nor by any third party, 'as creating the relationship of principal agent or of partnership or of joint venture between the parties hereto, it being understood and agreed that neither the method of computation of rent nor any provision contained herein or any acts of the parties hereto shall be deemed to create any relationship between the parties hereto other than the relationship of landlord and tenant. ARTICLE %%I GOVERNING LAW This lease shall be governed exclusively by the provisions hereof and by the laws of the State of Maine in effect as of the date of the execution of this lease by the Lessor. ARTICLE MIT Lessor and Lessee both agree not to r ord this lease; however, upon request of either, the other shall execute and deliver a notice of this lease in recordable farm. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first written above. \tci\l CITY OF BANGOR By City Manager GREATER BANGOR CHAMBER OF COMMERCE, INC. -7- EXHIBIT A A certain lot or parcel of land with all buildings and improvements thereon located, situated in Bangor, County of Penobscot, State of Maine, bounded and described as follows: Beginning on the westerly side of Main street, at the intersection of the westerly sideline of Main Street and the northerly sideline of Dutton Street; thence i a generally westerly direction, by an along the northerly sideline of Dutton Street one hundred (100) feet more or less to a bolt and continuing in the same said westerly direction along Dutton Street thirty-three (33) feet more or less to a point; thence at right angle and in a generally northerly direction, a distance of one hundred three (103) feet mole or less; thence at a right angle, in a generally easterly direction, a distance of one hundred seven (107) feet, more or less, to a point on the westerly sideline of Main Street; thence by and along the westerly sideline of Main Street, in a southerly direction, a distance of one hundred four (104) feet, more or less, to the point of beginning. /sr 88-173 MEMO TO: BOB MILLER FROM: THOMAS C. JOHNSTON RE: GREATER BANGOR AREA CHAMBER OF COMMERCE LEASE DATE: MARCH 24, 1988 Attached is a revised Lease between the City of Bangor and the Greater Bangor Chamber of Commerce. As discussed with the Council, the Chamber has raised over 9200,000 to construct an addition to its presentfacilityat 519 Main Street to accommodate the growing demand for both Chamber services and for the State's tourist information facility. Because the Chamber would be making a substantial investment, we ask that the lease term now slated for expiration in May 1997 be extended to 2008, allowing the Chamber twenty years of occupancy in exchange for this investment. At the end of the lease's term, of course, the building and its improvements would revert to the City. In order to accommodate the zoning requirements, the property to be leased has been expanded to allow for the 30 foot yard requirements. Even though this additional apace includes Bass Estate property, we have attempted to constrain the Chamber building to the corner lot which was not part of the Bass Estate. (The porch at the main entrance does extend by not more than two feet at one corner into the Bass Estate property.) Finally, we have formalized the parking arrangement with the City. It includes the nonexclusive s xclusive right to v a parking lot which would be constructed by the City on landprimarily adjacent to the leased premises. LEASE. THIS LEASE made this day of March, 1988 by and between: CITY OF BANGOR, a body politic and corporate duly organized and existing under and by virtue of the laws of the State of Maine and having its principal offices at 73 Harlow street, Bangor, Maine (hereinafter sometimes referred to as "Lessor") GREATER BANGOR CHAMBER OF COMMERCE, INC., a non-profit corporation organized and existing under and by virtue of the laws of the State of Maine and having its principal office at 519 Main Street, Bangor, Maine (hereinafter sometimes referred to as "Lessee") W I T N E S S E T H: Now, THEREFORE, the parties hereto do mutually agree as follows: ARTICLE I PREMISES The Lessor, for and in consideration of the rents to be paid and the obligations to be performed by Lessee as hereinafter provided, does hire in its present condition and upon and subject to the Conditions hereinafter expressed, the following described property, vas. The Tourist Information and Chamber of Commerce Building and land appurtenant thereto, located at the corner of Dutton and Main Streets, and further shown and described on a plan attached hereto as Exhibit "A". ARTICLE II W-17feT In addition to the leased premises described in Article I, the Lessee shall also be granted by the Lessor the right of access to and use of a parking lot to be constructed by Lessor on the westerly side of the leased premises and on land adjacent to these leased premises in substantial accordance with the plans -1- attached hereto as Exhibit B. The use of this parking lot shall not be exclusive to the Lessee, its employees, patrons and guests, and may be used by Lessor in conjunction with events held at its Bass Park facilities. ARTICLE III TERM TO HAVE AND TO HOLD the demised premises unto the Lessee for twenty (20) years commencing on the 1st day of April, 1988 and ending on the last day of May, 2008, being an extension and modification of the initial lease between Lessor and Lessee dated June 14, 1982. The initial lease dated June 14, 1982 is hereby revoked and replaced by this lease. ARTICLE IV �i The rent to be paid by the Lessee to Lessor during the term of this lease shall be One ($1.00) Dollar, payable annually on the anniversary date of this lease. ARTICLE V USE, OCCUPANCY AND IMPROVEMENTS OF PREMISES - Lessee shall use, occupy and maintain the premises herein leased in a reasonably businesslike, careful and non- hazardous manner on account of fire only for its corporate purposes as a chamber of commerce and purpose incident thereto; provided,however, Lessee's use and occupancy of said premises shall be limited to such purposes as may be authorized under the provisions and restrictions contained in the Will and Codicils of the late Joseph P. Bass to the extent they relate to said premises. Lessee shall not use, occupy or maintain said premises in any manner as to knowingly violate any municipal, state or federal law or regulation. Lessee shall have the right to construct, operate and maintain a second addition to the existing building on said premises, said second addition to be constructed substantially as shown on plans for said addition, dated , 1988 prepared by Webster-Baldwin-Day-Rohman-Czarniecki, attached hereto as Exhibit B. The first addition was completed in 1982 under the terms of the lease now being extended. -2- Lessor, through its agents, shall have at all reasonable times the right, upon reasonable notification to the Lessee, to go on and inspect the premises with an authorized representative of the Lessee. ARTICLE VI INDEMNITY AND PUBLIC LIABILITY INSURANCE The Lessee agrees to indemnify and save harmless the Lessor from and against all Claims of whatever nature arising from any act, omission or negligence of the Lessee or Lessee's contractors, licensees, agents, servants, employees or invitees arising from any accident,. injury or damage whatsoever caused to any person or to the property of any person occurring during the term hereof on the Lessee's demised premises. The Lessee agrees to maintain in full force during the term hereof a policy of public liability and property damage insurance with a single limit of liability of $300,000.00. ARTICLE VII FIRE INSURANCE Lessee shall keep the building, including the addition, on the demised premises insured fo the benefit of Lessor against loss or damage by fire with the usual extended coverage endorsements in amounts not less than the full insurable value thereof. ARTICLE VIII NON-DISCRIMINATION Lessee in the use and occupancy of the leased premises shall not on the grounds of race, sex, color or national origin knowingly and willfully discriminate or permit discrimination against any person or group of persons in any unlawful manner. ARTICLE IX COVENANTS OF OUIET ENJOYMENT The Lessee, subject to the terms and provisions of this lease on payment of the rent, and observing, keeping and Performing all the terms and provisions of the lease on its pat to be observed, kept and performed, shall lawfully, peaceably and quietly have, hold, occupy and enjoy the demised premises during. the term hereof without hindrance or rejection by Lessor. -3- ARTICLE X LIENS The Lessee agrees to promptly discharge (either by payment or by filing of the necessary bond or otherwise) any mechanics', materialmen's or other liens against the demised premises, which liens may arise out of any payment due for labor, services, materials, supplies or equipment which may have been furnished to or for the Lessee. ARTICLE XI MAINTENANCE AND REPAIRS Lessee covenants and agrees to keep the building and addition on the leased premises wind and water tight and to keep or cause to be kept the foundations, roof and walls of the demised premises in good order, repair and condition. The Lessee, during the term of this lease, at its sole expense shall keep the interior of the existing building on its leased premises n as good order and repair as it is at the date of the commencement of this lease, reasonable wear and tear and damage by accidental fire or other casualty excepted. Lessee shall be responsible for all exterior painting and maintenance on the building, snow plowing and trash removal. ARTICLE XII UTILITIES Lessee shall pay the cost of all utilities furnished to the demised premises, including electricity, water and sewage user fees. ARTICLE XIII AUTHORITY TO ENTER INTO AGREEMENT The Lessor hereby represents and warrants that it has taken all necessary, procedural and legal steps as required under all state, local and federal laws and regulations whatsoever for the purpose of authorizing the execution of this agreement and that execution of this agreement by the City Manager renders this agreement the valid and binding act and deed on the part of the City of Bangor and is and will remain fully enforceable in all of its terms and conditions against the Lessor during the term and all extensions thereof. Lessee hereby represents and warrants that it has taken all necessary, procedural and legal steps as required by and under all state, local and federal laws and regulations, and all necessary corporate action to authorize the execution of this agreement by one of its officers and that the execution of this agreement is a binding and legal act and deed of the Lessee and is and will remain fully enforceable in all of its terms and conditions against the Lessee. ARTICLE XIV TERMINATION It is covenanted and agreed that: 1. If the Lessee shall neglect or fail to pay the -rent or other charges payable hereunder and such default shall continue uncured for a period of ten (10),business days after receipt of written notice thereof by Lessee; or 2. If the Lessee shall neglect or fail toperformor observe any of the other covenants, terms o conditions on its part to be performed and observed and such default shall continue for thirty (30) days after receipt of the written notice thereof by the Lessee and Lessee shall not have commenced and diligently pursued the remedy of said default; the Lessor lawfully may, immediately or at any time thereafter, and without demand ornotice, enter into and upon the said premises or any part thereof, in the name of the whole and repossess the same as of the Lessor's former estate, and expel the Lessee and those claiming through or under it and remove its r their effects (forcibly, if necessary) without being deemed guilty of any manner of trespass, and without prejudice to any remedies which might otherwise be used for arrears of rent o v preceding breach of covenants, and upon entry as aforesaid, this lease shall terminate. ARTICLE XV REMOVAL OF PROPERTY Upon the termination or expiration of this lease, the building, addition and fixtures erected or located upon the demised premises by the Lessee shall become the property of the Lessor to be disposed of in such way as it may deem fit. In the event the Lessee elects to remove said personal property, the premises herein leased shall be returned to as near as possible its condition as at the commencement of this lease, ordinary wear and tear excepted. -5- ARTICLE XVI NOTICES Notices to the Lessor provided for in this lease shall be sufficient if sent by registered or certified mail, postage prepaid, addressed to: City Manager, City of Bangor, 73 Harlow Street, Bangor, Maine; and notices to Lessee shall be sufficient if sent to: Greater Bangor Chamber of Commerce, Inc., 519 Main Street, Bangor, Maine, or to such other respective addresses a the parties may designate to each other in writing from time to time. ARTICLE XVII All provisions of this lease shall extend to, bind and inure to the benefits of not only the Lessor and the Lessee but also to their respective successors and assigns. Lessee shall not encumber, mortgage, assign, sublet or transfer its interests or any part thereof under this lease. without the prior written consent of the Lessor. ARTICLE XVIII WAIVER Failure on the part of either party to complain of any action or non -action on the part of the other party no matter how long the same may continue shall never be deemed to be a waiver of any of such parties' rights hereunder. Furthermore, it is covenanted and agreed that no waiver at any time of any of the provisions hereof by either party shall be construed as a waiver of any of the other provisions hereof and that a waiver at any time of any of the provisions hereof shall not be construed at any subsequent time as a waiver of the same provisions. ARTICLE XIX AMENDMENT TO LEASE This lease contains all the terms and conditions between the parties hereto and no alteration, amendment or addition thereto shall be valid unless in writing and signed by the party against whom enforcement may be sought. ARTICLE XX INVALIDITY OF PARTICULAR PROVISIONS If any term or provision of this lease is held to be invalid or unenforceable, the remainder of this lease shall not -6- be affected thereby and each other term and provision of this lease shall be valid and be enforceable to the fullest extent permitted by law. ARTICLE %XI The headings appearing in this lease are intended for convenience and reference only, and are not to be considered in construing this lease. Nothing contained herein shall be deemed or construed by the parties hereto, nor by -any' -third party, as creating the relationship of principal agent or of partnership or of joint venture between the parties hereto, it being understood and agreed that neither the method of computation of rent nor any provision contained herein or any acts of the parties hereto shall be deemed to create any relationship between the parties hereto other than the relationship of landlord and tenant. ARTICLE MII GOVERNING LAW This lease shall be governed exclusively by the provisions hereof and by the laws of the State of Maine in effect as of the date of the execution of this lease by the Lessor. ARTICLE %XIII CERTIFICATE OF LEASE Lessor and Lessee both agree not to record this lease; however, upon request of either, the other shall execute and deliver a notice of this lease in recordable form. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first written above. CITY OF BANGOR By City Manager GREATER BANGOR CHAMBER OF COMMERCE, INC. by President \tci\l exexBxx A A certain lot or parcel of land with all buildings and improvements thereon located, situated in Bangor, county of Penobscot, State of Maine, bounded and described as follows: Beginning on the westerly side of Main Street, at the intersection of the westerly sideline of Main Street and the northerly sideline of Button Street; thence ina generally n westerly direction, by a along the northerly sideline of Dutton Street one hundred (100)feet more or less to a bolt and continuing in the same said westerly direction along Dutton Street thirty-three (33) feet more Or leas t0 a point; thence at right angle and in a'generally northerly direction, a distance of one hundred three (103) feet more or less; thence at a right angle, in a generally easterly direction, a distance of one hundred seven (307) feet, more or less, to a point on the westerly sideline of Main Street; thence by and along the westerly sideline of Main Street, in southerly direction, a distance of one hundred four (104) feet, more or less, to the point of beginning. MAIN STREET EXHIBIT B ED