HomeMy WebLinkAbout1985-06-24 85-232 ORDER65-232
Introduced by Councilor Frankel, dune 24, 1985
CITY OF BANGOR
(TITLE) Nirbtr A th ing.E t on of L Ay eem [ with
Zxolalniestreet Associates Parcel B-13
By Ge abr Coamai of at City ofBangnr;
OEDEEED9
THAT WHEREAS, Exchange Street Associates has been designated
developer of Urban Renewal Parcel B-13; and
,WHEREAS, Exchange Street Associates proposes to provide
approximately "seventy-six (76) parking spaces to support Phase One
of their development proposal;
NOW, THEREFORE, BE IT ORDERED THAT the City Manager is
hereby authorized, on behalf of the City of Bangor, to.execute a
Lease Agreement, a copy of which is on file in the office of the
City Clerk, with Exchange Street Associates for the leasing of a
portion of Parcels B-13 and R-6 consisting of approximately 19,167
square feet for the purpose of constructing a parking area to support
Phase One of their development proposal.
LN clw coutcxt
ORDER
June 34, 1985
_ -
./ /
Title. -
Ate
AUNo[ixSng Execution of Lease Agreement
Ty CLERK
.......................
T ._
71
ue
with Exchange Street Associates -.Parcel Pr13
Introduced and filed by
owI mon
LEASE AGREEMENT
This LEASE AGREEMENT, executed in duplicate counterparts,
is entered into this day of 1985 by and
between:
CITY OF BANGOR, a municipal corporation located in the
County of Penobscot, State of Maine (hereinafter some-
times referred to as the "City")
AND
EXCHANGE STREET ASSOCIATES, a Maine limited partnership
with a place of business in Bangor, County of Penobscot,
State of Maine (hereinafter sometimes referred to as
"Lessee"),
WITNESSETH:
NOW, THEREFORE, in consideration of the obligations and
responsibilities set forth herein, the parties do mutually
agree as follows:
ARTICLE I
The City, for and in consideration of the rents to be
paid and the obligations to be performed by the Lessee as
hereinafter provided, does hereby demise and lease unto the
Lessee, and the Lessee does hereby demise, lease, take and
hire, upon and subject to the conditions hereinafter ex-
pressed, the following described property in its present
condition, viz: _
A portion of Parcels 8-13 and R-6 consisting of
approximately 19,167 square feet, all of which is shown
on a plan attached hereto as Exhibit "A".
Provided, however, upon 30 days written notice by the
City to the Lessee, those portions of R-6 located `within the
designated leased premises may, at the sole descretion of the
City, may be removed from the leased premises, and the City
shall have the full right and privilege to take possession of
said R-6 and use it for any purpose it may deem appropriate.
ARTICLE II
ii>i8.
TO HAVE AND TO HOLD the demised premises unto the Lessee
for a period commencing on the date construction commences on
the building to be located on the "First Parcel" as shown on
Exhibit "A", or on July 1, 1986, whichever occurs first. This
lease shall expire eighty-four (84) months after the date of
commencement, unless sooner terminated as provided herein.
ARTICLE III
RENTAL
The rental to be paid by the Lessee to the City during
the term of this Agreement for the premises identified o
Exhibit A shall be One Dollar ($1.00) Per year. All rentals
under this Agreement shall be payable in advance on or before
the annual anniversary date of this agreement. Lessee shall
pay all rentals herein required without prior demand therefor
in lawful money of the United States, at the address of the
City as herein set forth or at such other places as the City
may designate.
ARTICLE IV
USE AND OCCUPANCY OF PREMISES
A. The Lessee shall use and occupy the premises herein
demised for parking purposes only in connection with its
development and rental of a building to be constructed on
Parcel B-13 and for no other purposes whatsoever without the
expressed written prior consent of the City.
B. The Lessee shall not use or occupy, or permit the
use and occupancy of, said promisee in any manner so as to
knowingly violate any law or regulation of any duly consti-
tuted governmental authority.
C. Subject to the limitations set forth in this Agree-
ment, the Lessee shall have the exclusive discretion to
determine the use and occupancy of the premises by any third
persons, and shall have all rights to prohibit and remove any
persons or vehicles as may occupy said premises without the
Lessees permission. Any such exercise of Lessee's rights
shall be at its own risk and peril. Furthermore, Lessee shall
have the right, at its own expense, to erect such signs as it
deems necessary to control the use and occupancy of the
premises. Said signs and their location shall be approved by
the City Manager or his designee.
D. The City, through its agents, shall have at all
reasonable times the right to go upon and inspect the demised
premises. -
E. The Lessee, at its own expense, shall maintain and
keep the demised premises including snow plowing in good
repair.
F. All parking spaces to be located on the leased
premises shall be constructed and paved in substantial con-
formance with the Progress Print dated April 02, 1985 prepared
by Webster, Baldwin, Day Rousso Architects and labeled •B-13
Development Proposal/Bangor, Maine/Developer Exchange street
Associates/Phase One/Level One Plan" a copy of which is on
file in the office of the Department of Planning and Community
Development, City Hall, 73 Harlow street, Bangor, Maine.
ARTICLE V
INDEMNIFY
The Lessee shall indemnify and hold the City, its inhabi-
tants, employees and agents, forever harmless from and against
all liability, loss or expense imposed upon the City, its
inhabitants, employees and agents, by reason of legal liabil-
ity for injuries to persons and damages to property caused by
or arising from any act or omission, negligence, or other
misconduct in or about the demised premises by the Lessee, its
employees and agents.
ARTICLE VI
NON-DISCRIMINATION
The Lessee, in the use and occupancy of the leased prem-
ises, shall not unlawfully discriminate or permit unlawful
discrimination against any person or group of persons in any
manner.
ARTICLE VII
AUTHORITY TO ENTER INTO AGREEMENT
A. The City 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 what -
ver, for the purposes of authorizing the execution of this
Agreement and that the execution of this Agreement by its City
Manager renders this Agreement a valid and binding document on
the part of the City of Bangor, its successors and assigns,
and is fully enforceable in all of itsterms and conditions by
the Leasee.
B. The Lessee hereby represents and warrants that it
has taken all necessary, procedural and legal steps a
required under all State, Local and Federal laws and regula-
tions, and all necessary action to authorize the execution of
this Agreement by its General Partners, and that execution of
this Agreement is a validand-binding document on the part of
the Lessee, its successors and assigns, and is fully enforce-
able in all of its terms and conditions by the City.
ARTICLE VIII
TERMINATION
It is covenanted and agreed that,
A. (1) If the Lessee shall neglect or fail to pay
the rent or other charges payable hereunder, and such default
shall continue for a period of ten (10) days after written
notice thereof by the City; Or
(2) I£ the Lessee shall neglect or fail to per-
form or observe any of the other covenants, terms, provisions,
obligations or conditions on its part to be performed or
observed under this Lease, and such default shall continue for
a period of thirty (30) days after written notice thereof by
the City; or
(3) If the estate hereby created shall be taken
on execution or by other process of law; or
(4) If the Lessee shall be declared bankrupt or
insolvent according to law; or
(5) If any assignment shall be made of the prop-
erty of the Lessee for the benefit of creditors; or
(6) If a receiver, trustee in bankruptcy, or
other similar officer shall be appointed to take charge of all
or any substantial part of the Lessee's property by a court of
competent jurisdiction; or
(J) I£ a petition shall be filed for reorgani-
zation of the Lessee under the provisions of the Bankruptcy
Act now or hereinafter enacted, and such proceeding is not
commenced within sixty (60) days after it has begun; or
(e) If the Lessee shall file a petition for re-
organization or for arrangements under any provision of the
Bankruptcy Act now or hereinafter enacted and providing a plan
for the debtor to settle, satisfy or extend the time for pay-
ment of debts,
then, in any of the above cases, the City 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
the City's former estate, and expel the Lessee and those
claiming through or under him and remove him or his 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 or preceding
breach of covenant, and upon entry as aforesaid, this Lease
Shall terminate, and the Lessee covenants and agrees to pay
and be liable for payment of the rentals and other charges a
if they were, under the terms of this Agreement, to become due
if this Lease had not been so terminated or if the City had
not entered or re-entered as aforesaid, lees any sums as may
be recovered by the City by virtue of its leasing the demised
premises to a third party.
(9) If Lessee shall not 'commence construction by
July 1, 1986 of its building to be constructed on the "First
Parcel" as shown on Exhibit •A"; or
(10) If Lessee shall fail to exercise its Option,
dated , for the development of the "Second Parcel"
as shown on Exhibit "A"; or
(11) If within eighteen months from the commencing
of the Is= as provided for in Article II, Lessee shall fail
to construct and pave parking spaces in substantial conform-
ance the Progress Print dated April 02, 1985 prepared by
Webster, Baldwin, Day Rahman Architects and labeled 03-13
Development Proposal/Banger, Maine/Developer Exchange Street
Associates/Phase One/Level One Plan" a copy of which is on
file in the office of the Department of Planning and Community
Development, City Hall, 73 Harlow Street, Bangor, Maine.
ARTICLE IX
IMPROVEMENTS
Upon termination of this Agreement, by normal expiration
or otherwise, any improvements, structures or personal prop-
erty erected or located upon the demised premises by the
Lessee shall became the property of the City to be disposed of
in any such way as 1t may deem. fit.
ARTICLE X
NOTICES
Notices to the City provided for in this Agreement shall
be sufficient if sent by registered or certified mail, postage
prepaid to: City Manager, 73 Harlow Street, Bangor, Maine
04401; and notices to the Lessee shall be sufficient if sent
by registered or certified mail, postage prepaid to: Exchange
Street Associates, c/o Robert E. Baldacci, dr., Rapaport
Financials, 43 High Street, Bangor, Maine 04401, or to such
other respective persons at addressees as the parties may
designate to each other in writing from time to time.
ARTICLE XI
A. All provisions of this Agreement shall extend to,
bind and inure to the benefit of not only the City and the
Lessee, but also their successors and assigns.
B. The Lessee shall not encumber,mortgage, assign,
sublet or otherwise transfer his interest or any part thereof
under this Agreement without the prior expressed written
consent of the City. In no event shall the Lessee be relieved
from any obligations under this Agreement by virtue of any
such subletting.
ARTICLE XII
WAIVER
Failure on the part of either party to complain of any
action or non -action on the part of the other, no matter how
long the same may continue, shall never be deemed to be a
waiver by either part of any of the other's rights hereunder.
It is covenanted and agreed that no waiver at any time of any
of the provisions hereof by either party shall be construed a
a waiver of any of the other provisions hereunder, and that a
waiver at any time of any of the provisions hereof shall not
beconstrued at any subsequent time as A waiver of the same
Provisions. The approval by either party to or 0£ any action
by the other requiring consent or approval shall not be deemed
to waive unnecessary the required consent or approval of any
subsequent or similar action by either party.
ARTICLE XIII
INVALIDITY OF PARTICULAR PROVISIONS
If any term or provision of this Agreement or the appli-
cation thereof to any person or circumstances to any extent be
declared invalid or unenforceable by any court of competent
jurisdiction, the remainder of this Agreement, or the appli-
cation of such terms and conditions to persons or circum-
stances other than those which have been held invalid or
enforceable, shall not be affected thereby, and each term or
condition of this Agreement shall be valid and be enforceable
to the fullest extent permitted by law.
ARTICLE XIV
CONSTRUCTION
The headings appearing in this Agreement are intended for
convenience and reference only, and are not to be construed by
thparties hereto or by any third parties in construing this
Agreement. Nothing contained herein shall be deemed or con-
strued by the parties hereto or by any third party as creating
the relationship of principle and agent or of partnership or
of joint venture between the parties hereto, it being under-
stood and agreed that all provisions contained herein are
intended to create the relationship between the parties of
landlord and tenant.
ARTICLE XV
GOVERNING LAW
This lease Agreement shall be governed exclusively by the
provisions hereof and by the laws of the State of Maine, as
the same may from time to time exist.
IN WITNESS WHEREOF, the parties hereto have set their
hands and seals the day and year first written above.
CITY OF BANGOR
Ey
Witness John W. Flynn
mann
Its City Manages
EXCHANGE STREET ASSOCIATES, a
Maine Limited Partnership
By
Witness Robert E, galla E. gp,
its-