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HomeMy WebLinkAbout1975-06-30 268 AC ORDER268 AC Introduced by Councilor Speirs, dune 30, 1975 Special Meeting CITY OF BANGOR (TITLE) Mrkr Auth i ng hxecut n of Lease,Agreement mitM1 Ban& .r State Fair, Inc. - Bare park By W City Caused of W CityafBaayar: ..ORDERED. TUT the bass park Trustees are hereby authorized and directed, and approval is hereby granted by the Bangor City Council, to execute a Lease p mement, a true copy of which is on file in the office of the City Clerk and made a part bereof, providing for the lease of certain precises at Bass park on terms and conditions provided therein to Bangor State Fair, Inc. 1 IN CITY CO IL Iwe 30, 1975 tease "re went amended a desctibed onattached sheets. As amended, passed. ". ®'•CITY C '%L( 266 AC 0 DER f T¢RLe,- Authosizing fxecution of Lease Asweeent ,q}�4,¢gLgo[{State Fai;��inc...- Hass Paik RE -C py IST$ NN 23 .N :y*'* CITY c0.ERKS OFFICE .,�Iv dF 6a N�•Ol1 NAME LEASE AGMs M THIS LBABB AGREFIffiM mde and executed in duplicate this day of , 1975, by and between RIVER& R. BUM, MRLE F. COFF AN THEODORE C. JSLLLSON, all in their opacities owe Trustees of Hate Park and In and on behalf of the CITY of BANGOR, a municipal corporation, all as Leasure, and BANGOR STATE PAIR, INC., as Lessee. WITNESSETH: NIMPAS, the City of Bangor holds a determinable fee interest in certain premises commonly known as Sass Park, located to said City, County of Penobscot, State of Voice, and said prmises having been conveyed to said City by Irwin S. Anderson,. Successor Trustee under the Will of the late Joseph P. Use. by deed dated April 1, 1954: and WHUH&S, a portion of said Baca Park was leased by the City to the Bangor Recreation Center, a body politic and corporate, by Indenture dated April 2, 1954, for purposes of constructing and operating the mw Bangor Auditorium, so-called, presently located on said premises; and WHEIEAS, by Lease &red October 1, 1955 said Bangor Recreation Canter did lease back to the City the once portion of Use Park on which said Audltorim is located, and described in said Ind"enure dated April 2, 1954; and WHEREAS. said Bangor Recreation Center IS now providing for the construction of additional facilities at Baas Park; and MRSIM, Banger State Fair, Inc, wishes to we said AWLtorLm and additional facilities for purposes of operating an agricultural fair, harness. racing and for other purposes; and WHEREAS, said Unger Recreation Center has provided for the lase to said City of banger of said additional facilities. HW, TIERSPORB, the parties do hereby maturity agree as follows: AMICLE I PR@RSES: Lessors, in consideration of the rents, chargee, and other free to be paid by the Lessee, and the obligation to be performed by Leases as hereinafter provided, do hereby grant, and lase unto Lessee, and Lessee dean hereby take, lease AM hire, upon the conditions hereinafter exprssaed, three certain parcels of lend, with the buildings thereon, outlined and Indicated upon the cap accused hareto as Exhibit A. All parties hereby acknowledge the actual boutderlae, location, and extent of the damned promisee upon she face of the earth, as intended to be represented by said mp. ARTICLE II TERK: A. subject to the .terms and cmdttloa contained herein, thio Agreement shall carnes on the Wth day of June, 1975, and expire on the 29th day of Joan, 1995. B. The Lassoes hereby lease to laseee the promises commonly know as the Bangor Auditoriums: AM adjacent parking areae described In an 7Mentvre dated April 2. 1954. An existed Drier to amendment to said Indenture as of this date, between the City of Baur and the Bangor Recreation Center for those periods each year from the commencement of the term hereof until duan 29, 1995 which cotacide with the dates of the agricultural fair, not to exceed three (3) weeks, sponsored by the Leasee, to include a reasonable number of days before and after said dates to allow for set-up and cleanup of the premises. C. Subject to the terms and conditions contained herein, and in particular, the conditions provided In Article IV, Paragraph A of this agreWaut, Leseora hereby lease to Lessee the rest and race lnder of the promisee indicated on Exhibit A attached hereto for the term of this agree- ment, it being understood and agreed that the We of all or a portion of said promisee shell always be under the direction and control of the City of Bangor Within the meaning and intent of the provisions of the Will and Codicils of the tete Joseph P. Was, the restrictions found in Chapter 1I, Article 30 of the Ordinances of the City of Bangor, and all other restrictions now existing in respect to the use and occupancy of said premises. ARTICLE III RENTAL CHARGES; A. Leaseshell pay to the Lessors those amounts that may be necessary from time to time to meet the responsibilities of the City of Bangor to make payments on interest and/or principal upon certain bonds Issued subsequent to January 1, 1975, and outstanding on the part of the Bangor Recreation Ceatmr. Said payments by Lessee shall be due and payable on December 21 of each year, ell in accordance with and In conformity with Section 4, Chapter 90, P S S L of 1955, as emended. B. Lessee shall pay to the Lessors each year, o r before December 21, On amount equal to the principal and interest payments which the City of Bangor small be required is said each year to pay to Elaine Bose Pierce for the purchase by the City of Bangor of a lot or parcel of land, now owned by Elaine Bean Pierce, and shown on a plan entitled "Race Estate property", dated December 11, 1953, prepared by Prentiss 6 Carlisle Co., Ino. Should the City of Banger elect at any time to prepay all or a portion of the principal outstanding under said purchase for said land, than Leasee shall pay each year, o or before December 21, a amount equal to the principal and interest payments which the City of Bangor would have been required to pay In said each year to Elaine Rue Pierce lad the City of Bangor not so elected to prepay said outstanding principal. C. lessee shall pay to the City of Bangor those amounts which My be required from time to theeto compensate said City for labor, services, equipment supplied to lessee and all costs of insurance of any type whatso- ever as may be necessitated by Lessee's occupancy of said promisee. D. In the event that there may be, from time to time, insufficient monies to pay all of the show, and in the event that default ptovielons hereinafter Specified era not invoked, then said monies shall be applied fire t to theme obligations Ind luted In Article Ili A above, and secondly to those obligations Indicated in Article III B above, and lastly to those obligations indicated in Article III C above. Nothing herein shall prohibit the Lessors from exercising their rights in the event of default by Lessee a provided hereunder. In the event that Leonora exercise such discretion, any unpaid rental or other chargee shall acarus to the benefit of the Lessors or any of than, and shall bear interest at a tate to be agreed upon by the parties. R. On or before larch l of each year during the term hereof Lesson shall submit to Lessors financial statements audited by a certified public accountantofits affairs, said statements to include but not be against any person or group of persons to any manner. in the use and o eupaney of said premises. _ D. Leasee deep hereby covenant and agree with Lessors that It will leave the premises at the expiration or prier termination of WL Used. in as good condition As received, exception reasonable war and use end/or d$nagee aristag from the negligence or default hereunder by the Lessors; ant will maintain, at its sole expense, said premises in as good a coalition an received; provided that any maintenance resulting from the City's use of said promisee shall be the responsibility of the City. E. on or before December 5 of each year Lessee eMll give notice In writing to Lessors, said action to be delivered to the City Hanger of the City of gauger, as to its pian and intention to conduct orsponsor an agricultural fair and/or harness racing on the subject promises for the eubaegnn year. Failure by the Lessee to give such notice, or election by Leasee in said notice: to not conduct or sponsor an agricultural fair and/or harness racing on the subject premises for the subsequent year Shall conti- tube atermination of this Agreement, any other provisions of this Agreement Totwithstamding, and Lessor shall have the right to immediate possession of Said promisee, with all rights and pr tvilegeS of leaden is the control and management of said premises to thereby be heated with Lessors, and this Agreement, except for all financial liabilities incurred by Leasee to Lessor, thereunder, shall cease. Useee shell seek and obtain Bangor City Council approval prior to its annual application to any appropriate State agency or co®taelon for assignment of dates of the number of days an which harness ening and the agricultural fair nay be conducted on the promises; it being agreed and Understood between the parties that do harness racing ant/or agricultural falx shall be conducted on the -promises in any one year in eacese of such periods as may ba approved by the City Council. Da or Before April let of each year Lessee shell notify Lessors of such dates as may have been Assigned for such purposes. - F. Lessee takes all buildings, Improvemanre and utility systems In their present condition and as presently located. Lessee shall be responsible for all utility cervices composed upon the premise$. In the ant that Meade wishes to Uter, improve, or otherwise change such buildings, improvements, utility system, or construct additional buildings in or about the premises, ac such alteration, Omprovement, construction o other change shall be made Until lessee has received written approval £tea the City Engineer. The City Engineer shell not grant such written approval until Lessee has received all appropriate approvals by third Parties as may be required by law and ntll appropriate pian fur such construction, Alteration, improvemaat or change have been submitted to the Lessors by Losses; provided, however, that the cometructlon of now buildings on said promisee shall also require approval by the ganaor City Council G. Lessee agrees, at its sole expense, to maintain the necessary police and fire protection as my be required by the Chiefde of the respective departments', relative to Its Use and occupancy of said premises. R. Lesson do hereby grant to the Lessee the privilege of using such parking areae located at Bass Park, a called, as are designated an Exhibit A attached hereto at any and all times necessaryduring the berm of Chu Lace for activities sponsored er presented by the Lessee as My be approved by the header City Council on said premises, without the payment of further rental chargee. Lessee further agrees not to interfere or prohibit the me of said parking areas at rimes other than when the agricultural fair r harness moves is Ming conducted. an said premieee in a server which will interfere with the operation and use ofthe Are Bengor Auditoriwa and other facilities within the promisee. Frdr;ielye:f'�rF YI,J] Irdi A. Wring the term of this agreement. Lessee shall maintain Liability insurance with congeries authorized to do "moss in the sure of Mine for the protection of the Trustees of Bees packand the City of Bangor, Its officers, agents and employees, who shall be speed as additional insureds Against all claim, losses, costs or expenses arming out of injuries to "too", whether or not employed by Leasee, or swages to property Nether or not resulting pram sees, omissions, negligence or otherwise of the Lessee, its directors, officers, employees and agents, concessionaires, members of the general public and arising from the we of the premises herein leased or 'any part or portion thereof. Leaest's liability insurance shall provide such coverages and in Both sensors as may be required by Leseors. B. Lessee shall case to be furnished to the fracture evidence in the form of Certificates of Inevrase of the existence of continuance in Cotte of the inaccurate required hereuMev: ABTICLg VI lirgooTTy: Lessee shall indemnify and save hurricane lessors and each of them, and all of their employees aha agents, item and agaist any and all cla Was of or on behalf of any person, drm, corporation, arising froa the Lasece'e me, Occupancy, conduct or Assgement of or fron any work or thing whatsoever in or about the premises heroin leased by the Less", any representative or invites of Leese*, or any m, bar of the general public. ARTICLE yll CoyeMNf op OOIgx EWYNEMf: The Lessee, subject to the Lerma aha pravuuno of this agreement, upon syment of the rental chargee and observing, keeping and performing all of the terms and obli- gations; of this agreewaat on Its part to be observed, kept and performed, shall lawfully, peaceably and quietly have, hold, occupy and enjoy the leased presume during the term hereof without hindrance or rejection by the Lessors or uq other person or persons Lawfully clawing order the Lessors. ARTICtB VIII TEMINATION: A. If the Lessee SM11 neglect of fall to pay the rent or ether chargee payable hereunder, and each default shall continue or shall otherwise resile uuvesolved for a period of thirteen (13) months after written notice thereof by the aggrieved Lessor or Lessors, said Lessor or Leeson lawfully My, hmed(stely or at arty time thereafter, and without deeand or notice, enter into and upon their respective promisee and repossess the same, and expel the Leasee and those claiming eager said Lessee, and upon entry as aforesaid thin agrowent as to said Lesser or Lesson shall automatically terminate. B. If Lasses shall neglect or fail to perform any of the other severance, provisions; or conditions of this Leave Agreement, or 1£ the Lessee shall he declared bankrupt or Insolvent according to law, or if any Resign - want shall be wade of the property of the Less" for the benefit of "editors. and if said condition or conditions shall continue for a period of chitty (30) days after written stice thereof bya Lessor or. Lessen then said Lessor Lenora lawfully way, imeediately or at airy cin thereafter, and without demand or notice, enter into and upon their respective premises AM repossess the same, and expel the Lessee and those claiming under said Less", and upon entry as aforesaid this Agreement as, to said Lessor or hawsers Shall automatically terminate. C. Be the event Lessee is dissolved, the assets of Lessee, to the extent permitted by law, shell be distributed to the City of Bangor for purposes of providing for the continued operation end maintenance of the facilities at Use park. ARTICLE LT wAMR: Failure on the part of the Leaders or any of them to complain of any action or non -action on the part of the Leeeee n matter has long the Same may continue SM11 never be deemed to be a waiver of any of the Masers' rights hereunder. In addition, no waiver at any time of arc/ of the provisions hereof by any of the Lessors SM11 he construed as waiver of any of the other provisions hereunder or of any of the other of the Lessors, and a waiver at any thus of any of the provisions hereof sMll set be ednstaued at any subsequent rise as a waiver of the Same provisions. ARTICLE % SUCCESSION AND ASSIGNABILITY: All provisions of this agreement shell extend to, blvd and Imre to the benefit of the Lessors and the Lessee, a" their successors and assigns. Lessee SM11 set encumber, mortgage, assign, transfer or sublet its interest or any Part thereof under this agreement without the prior expressed written consent of the Lessors, other than in the ordinary course of business for purposes of conducting an agricultural fair and/or Mrmnracing at Bess park. For purposes of this agreement, leeeors hereby consent and agree that Lessee may rent or sublet Suitable apace for the keeping of animals free time to time, but net for human occupancy, during the been hereof and at such time as may be established by lessee. ARTICLE %T M3s)MNDUH 09 LBASE: The parties hereto agree that a Nemorandem of this Lease Agreement my be prepared and recorded in the Penobscot County Registry of Deeds, and further agree to cooperate to what- ever extent necessary toprepare and execute name. IN WITNESS WHEREOF, the Parties hereto have set their hands and Seals the day and year first written above. CITY OP MNCAR Ey Base Park Trustee Bass Park Trustee Base Park Trustee BANGOR STATE FAN, M. BY - STATE or MAINE PENCESCCT, es Jum. ,.1975 Then perennially appeared the above nmd A1Vera H. eyard, Wale P. Coff and Theodore C. Jellison and acknowledged the foregoin instrument to be their free Oct and deed in their said apactcy, and the fna ant and deed of said City of Eaegor. nefore w, Justice of the Peace limited to a balance sheet, a Statement of its imam and expenses for its pee0iowly concluded fiscal year and a budget (pro -forma) of its projected Income and expenses forthecurrent fiscal year. F. At the end of Any am year. should the year-end balance sheet required above of Lessee ease a "ah surplus petition, for purposes of this Agreemeat cashsurplusbeing defined to include that emomt of rash n hand which Is in Across of cash requiremeato of Leasee to meet its current liabilities, them, and only in that event, the treasurer of Lessee Shall name to be deposited is an appropriate reserve or sinking fund account for the purpose of meting current or future rental payments such amount as will equal 502 of said cash supplus, said deposits to said reserve or sinking find account Co be accrmd in future years to s maxima amunt equal to the emwl obligations of Laveur to make moral payments pursuant to Seetiom A and B'of Article III of this Agreement. AM I= IV USE AM OCCUPANCY OF THE PgHAISES A. In theme aid occupancy of cop of the lands, buildings o Mprove mens herein leased, Leasee shall me, occupy and miatain said premises for Puniness of operating an agricultural fair, aid/or for conducting harness ruing, and/or for other public park purposes, and/or for ether purposes conducted Is an efficient and Impartial manse consistent with its corporate charter and its statue as a non-profit corporation{ provided, however, that Uses* shall int we any of the promises within the boundaries of boas Park for. any purpose ocher than an agricultural fair and/or for conducting harness acing without the prior expressed written comm[ of the Hager City Council. Provided further, however, that lases* shall move the premises herein leased to be maintained Aad operated for such public and mmi-public purposes as are required in Section 1, Chapter 90, Private 6 Special Laws Of Mine of 1951, As they my apply to the Bangor gravamina Center, and within the waning and intent AM as to not conflict with the provisions and restriction contained In the Will and Codicils of the Late Joseph PI Baas: within the waning and intent of all ordinances of the City of Bangor,. AM all Losses and agreements to which the City IS a party, as may apply to the operation and control of said Mae Park. In the event that Leasure conclude that any use or proposed me of the sessions or any building thereon would be in violation of SAW provisions, said Lessors shall give notice to the Lessee Sed Shall request cast Maid me or proposed use hatiiscontinued and int permitted. In the event of reealpe of Such series, the Leasee SM11 (mediately discontinue such we, or as the wee my be, prevent such me Until the request is withdrawn Or the proprietary of such me or proposed me is judicially established. It to further provided, always, that any willful aha cautioned breach by the Lessee of any of the Severance herein contained will constitute a default by Lessee of the conditions of this Mese aha Leeson may reenter upon the premises and declare thin Uses forfeited AM said aur ended in accordance with Article VLIL Money. in the me AM Occupancy of said premises, Lessee Shall Out ismpolir* or attempt to msepo- ILee the we and availability of said premises for recreation purposes by the general public, including was for snowmobile race$, recreational slating AM antique shows. It In Agreedaidunderstood that the City Of Bangor shall retain control Of the premises AM any buildings thereon to the extent mesary for the purpose In preventing any infraction by the Lessee of the conditions hereunder. B. The Lessors asks* that vo circus, fats, or carnival shell mcupy the premises within oma math of those meas designated for the agricultural fair as described In Article II B herein, without the expressed written approval of the Lessee. C. Lomas shell int discriminate in any wear prohibited by Lae LEASE AGREEMENT THIS LEASE ACREEPEK made and executed in duplicate this day of , 1975, by and between ALVEM R. VARB, PEELS F. COFF AND THEODORE C. JELLISON, all in their capacities as Trustees of Sass Park and in and on behalf of the LTTy OF RANCOR, a municipal corporation, all as Lessors, and RANCOR STATE FAIR, INC., as Lessee. WITNESSETH: WHEREAS, the City of Bangor holds a determinable fee interest In certain promises commonly known as Bess Park, Located in said City, County of Penobscot, State of Maine, and said promisee having been conveyed to said City by Irwin S. Anderson, Successor Trustee under the Will of the late Joseph P. Base by deed dated April 1, 1954; and VEEREAS, a portion of Said Base Park was leased by the City to the Bangor Recreation Center, a body politic and corporate, by Indenture dated April 2, 1954, for purposes of constructing and operating the new Bangor Auditorium, so-called, presently located on said Premises; aid WHEREAS, by Leese dated October 1, 1955 said header Recreation Center did lease back to the City the same portion of Baca Park on which said Auditoria is located, add described in said Indenture dated April 2, 1954; and WEREw S, said Bangor Recreation Center is new providing for the construction of additional facilities at Bass park; and WEEREAS, Bangor State Fair, Inc. wishes to we said Auditorium and additional facilities for purposes of operating an agricultural fair, harness racing and for other purposes: and WEEMS, said Henget Recreation Center has provided for the lease to said City of Bangor Qorsaid additional facilities. NOW, THEREFORE, the parties do hereby mutually agree as follows: ARTICLE I PRESECES: Lessors, in consideration of the rents, charges, and other fees to he paid by the Lessee, end the obligations to be performed by Lessee as hereinafter provided, do hereby grant, and lease veto Lessee,and Lessee does hereby take, lea and hire upon the conditions hereinafter expressed, those certain parcels of land, with the buildings thereon, outlined and indicated upon the map annexed hereto as Exhibit A. All Parties hereby acknowledge the actual boundaries, location, and extent of the deniwd premises upon the face of the earth, as intended to be represented by said map. ARTICLE EI THEM: A. Subject to the terms and Conditions contained herein, this agreement shall c on the 30th day of June, 1975, and expire on the 29th day of June, 1995. B. The lAwOrs hereby Lease to Leasee the premises described in-aT`Ndentwe dated April 2, 1954, between the City of Ranger and the Bangor Recreation Center for those periods each yearfrom the commencement ment of the term hereof until June 29, 1995, which coincide with the dates of the agricultural fail, set to exceed three (3) weeks, and harness racing sponsomei by the Leasee, to include a reasonable number of days before and after said date& to allow for set-up and Cleanup of the premises, each year during said term herein. C. Subject to the taxes and conditions contained herein, and in particular, the conditions provided in Article IV, Paragraph A of this agreement, Lessors hereby lease to Lessee the rest and remainder of the premises Indicated on Exhibit A attached hereto for the term of this agree- ment, it being understood and agreed that the use of all o a portion of said e prem sha1L always be under the direction and control of the City of Bangor within the meaning and intent of the provisions of the Will and Codicils of the late Joseph P. Baer, the restrictions found in Chapter IT, Article 30 of the Ordinances of the City of Bangor, and all other restrictiome now sainting in respect to the use and occupancy of said premises. ARTICLE III RENTAL CHANCES: -- A. Lessee shall pay to the Lessors those =costs that may be necessary from time to time to meet the responsibilities of the City of Bangor to make payments on interest and/or principal upon certain bonds presently issued and outstanding on the part of the Bangor Recreation Center. Said Payments by Leasee shall be due and payable ten (10) days in advance of the date payment is due to be made by the City of Bangor to the Bangor Recreation Center. B. Leasee shall pay to the City of Bangor those amounts Which my be necessary from time to time for said City of Bangor tomakepayments of interest find/or principal to the seller of the premises indicated as on Exhibit A attached hereto. C. Lessee shall pay to the City of Bangor those Amounts which may be required from time to"thow to compensate said City for labor, services, equipment supplied to Lessee and all costs of insurance of any type shares - ever as may be necessitated by Lessee's occupancy of said premises. B. Io the event that there may be, from time to time, insufficient monies to pay all of the above, add in the event that default provisions hereinafter specified are not invoked, then said monies shall be applied first to those obligations indicated In Article III A above, and secondly to those obligations indicat9d in Article III B above, and Lastly to those obligations Indicated in Article III C above. Nothing herein shall prohibit the Lessors from exercising theil rights in the event of default by Leasee a provided hereunder. In the event that Lessors exercise such discretion, any unpaid rental or other charges stall accrue to the benefit of the Lessors or any of them, and shall bear interest at a rate to be agreed upon by the Parties F ARTICLE IV USE AM OCCUPANCY OF THE PRgMI5E5: A. In the we and occupancy of any of the lands, buildings o improvements herein leased. Lessee shall we, cupy and maintain said promise for purposes of operating an agricultural fair and/or for conducting harness acidgpor for other purposes conducted in an efficient and impartial manner consistent with its corporate charter and its statue as n.profit corporation; provided, however, that Lessee &ball not we any of the premises within the boundaries of Bass Park for any Purposeother than an agricultural fair and/or for conducting harness racing withoutthe prior expressed written consent of the Bangor City Council. Provided further, however, that Lessee shall cause the premises herein leased to be maintained and operated for such public and semi-public purposes as are required in section 1. Chapter 90, Private S Special Laws of lafna of L951, as they may apply to the Bangor Recreation Center, and within the wading and icteat and as to not conflict with the provisions and restrictions contained In the Will and Codicils of the late Joseph P. Base under which said City of gangorrecelved the promisee known as Bees Park; within the meaning and intent of all ordinances of the City of Bangor, and all losses and agreements to which the City is a party, as may apply to the operation and control of said Base Park. In the event that Lessors conclude that any me or proposed we of the promisee or any building thereon would be in violation of said provisions, said Leershall a give notice to the Lessee and shall request that said m r proposed we be discontinued anv d not permitted. In the event of receipt of such notice, the Lessee shall immediately discontinue such we, s the case may be, prevent such use until the request is withdrawn or the proprietary of each use or proposed we is judicially established. It is further provided, always, that any willful and continued breach by the Lessee of a" of the careworn herein contained will constitute a default by Lessee of the conditions of this Lease and Lessors may reenter upon the promises and declare this Lease forfeited and said term ended in accordance with Article viii hereof. In the we and occupancy of said Promises, Lessee but t m nopolize o attempt tomonopo- lize the us and availability of said premises for recreation purposes by the general public, including was fore wmobile m ational skating and antique shows. It is agreed and understood that the City of Bangor shall retain control of the promises and any buildings thereon to the extent necessary for the purpose in preventing any infraction by the Leasee of the conditions hereunder. B. The Lessors agree that no Circus, fair, orcarnival shall occupy the premises within one month of [hese weeks designated for the agricultural fair as described in Article Ix B herein, without the expressed written approval of the Leasee. C. Lessee shall not discriminate inany manner prohibited by law against any person or group of persons in any Owner, in the use and occupancy of said promisee. D. Lessee does hereby covenant and agree with Lessors that it will lea a the premisee at the expiration or prior termination of this Lease in a good condition asreceived, excepting reasonable weam r andar and/or damages arising from the negligence or default hereunder by the Lessors; and will maintain, at its sole expense, said premises in as good a condition as received; provided Nat any maintenance resulting from the City's use of said promisee shall be the respone ibility of the City. B. Lessee am 11 seek and obtain Badger City Council approval prior to its annual application to a" appropriate grace agency or commission for assignment of daces on which harness racing and the agricultural fair may be conducted on the promises; it being: agreed and understood between the Parties that an harness racing and/or agricultural air shall be conducted on the promises in any oyear in s of such periods a my he approved by de the City Council. On or before Aprillet of each year Lessee shall notify Lessors of such dates as my have been assigned for such purposes. F. Lessee takes all utility system in their present condition and as presently located. Lessee shall be responsible for all utility services n,mad upon the promises. In the event that Lessee wishes to alter, improve G=or otherwise change such utility systems in or about the premises, nos uch r Alteration, improvement o other change shell be made until Lessee bus received written approval from the City Engineer. The City Engineer Shall not grant such written approval until appropriate plans for such alterations, improvements or changes have been submitted to the Lessors by Lessee. G. Lessee agrees, at its sole expense, co maintain the necessary police and fire protection a my be required by the Chief's of the respective departments, relative to its use and occupancy of said promises. H. Lessors do hereby grant to the Lessee the privilege of using such parking areas located at Bags Park, so-called, as are designated o Exhibit A attached hereto at any and all clean necessaryduring she tem of this Lease for activities sponsored or promoted by the Leasee as may be approved by the ganger City Council on said premises, without the payment of further rental chargee. Lessee fetcher agrees not to interfere or prohibit the use of said parking areas at times other than when the Agricultural fair or harness racing is being conducted on said premises in a mater which will interfere with the operation and use of the new Bangor Auditorium and other facilities within the premises. ARTIC E V INSUNWCE: A. Wring the term of this agreement, Leasee shall maintain Liability insurance with companies authorized to do business in the State of Maim for the protection of the Trustees of Was park and the City of Senor, its officers, agents and employeeswho abali be coed a additional. insureds againsta all claims, -los costs r o expenses arising'out of injuries to persons, whether o not employed by Lessee, eor damage to property whether or not resulting fray acts, emissions, negligence or otherwise of the Lessee, its directors, officers, employees and agents, concessionaires, members of the general public and arising Exam the a of the premises herein leased or any part or portion thereof. Lessee's liability i shall provide such coverages and in such amounts as my be requiredby Lessors. B. Leasee shall cause to be furnished to the Trustees evidence in the form of Certificates of Insurance of the existence of contfnnance in force of the insurances required hereunder. ARTICLE VI INB®RVITY: Lessee shall indemnify and save harmless Lessors and each of them, and all of their employees and agents, from aha against any and all claim on or on behalf of any person, firm, corporation, arising frm the Lessee's use, occupancy, conduct a management of or item any work or thing whatsoever in r about the premises herein teased by the Lessee, any representative or invitee of Lessee, or any member of the general public. "II= VII COWHANf OF QUIET ENJOYMENT: The Lessee, subject to the Lerma and provisions of this agreement, upon payment of the rental Charges and observing, keeping and performing all of the terms and obli- gations of this agreement on its part to be observed, kept and patterned, shall lawfully, peaceably and quietly have, Mid, occupy and enjoy the leased premises during the term hereof without hindrance or rejection by the Lessors or any other person or persons lawfully claiming undet the Lessors. AIQICLE VIII TEMINATION: A. If the Lessee shall neglect or fail to pay the rent or other - charges payable hereunder, and such default Shall continue orshall otherwise emit solved for a period of thirteen (13) months after written notice thereofbythe aggrieved Lessor or Lessors, said Lessor or Lessors lawfully my, Immediately or at any time thereafter, and without demand or notice, enter into and upon their respective premises and repossess the s and expel the Lessee and those claiming order said Lessee, and upon entry a aforesaid this agreement as to said Lessor or Lessors shall automatically terminate. B. If Lessee shall neglect Or fail to perform any of the other Covenants, provisions or conditions of this Lease Agreement, or if the Lessee shall be declared bankrupt o c solvent according to lany w, or if aAssign- more be made of the property of the Lessee for the benefit of [editors, and 1£ said condition or conditions shall continue for a period Of thirty (30) days after written notice thereof by a Lessor r seasors then said Lessor or Lessors lawfully my, immediately or at any tlma thereafter, and without demand or notice, enter into and Won theirrespective premises and repossess the sa and expel the Leasee and those claiming under said Leasee, and Won entry as aforesaid this agreement as to said Lessor or Lessors shell automatically teamimate. � C . ARTICLE Is WAIVER: Failure on the part of the La99ora Or any of them to complain of any action or non -action on the part of the Lessee n setter hos long the same may continue shall never be deemed to be a waiver of airy of the Lessors' tights hereunder. in addition, an waiver at any time of any of the provisions hereof by any of the Lessors shall be construed a waiver of any of the other provisions hereunder orof any of the other of the Lessors, and 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 X SUCCESSION AND ASSIGNUCILITY: All provisions of this agreement Shall extend to, bind and inure to the benefit of the Lessors and the Leasee, and theiroand assigns Lesseeshall not encumber, mortgage, assign, transferorsublet its interest or any part thereof under this agreement without the prior expressed written consent of the Lessors, Other than in the ordinary course of business for purposes of conducting an agricultural fair and/or harness racing at Bass Park. For purposes of this agreement, Lessors hereby consent and agree that Lessee may rent or sublet suitable space for the keeping of aninals from time to time, but not for Inner, occupancy, during the term hereof and at Such timesras may be establis by Lessee. ARTICLE XI HEMORANDM OF LEASE: The parties hereto agree that and�a � Lease Agre®ent may be prepared and recorded in the Penobscot County Registry of Deeds, and further agree to cooperate to what- ever extent necessary to prepare and execute same. IN WITNESS WHEREOF. the parties hereto have set their hands and seals the day and year first written above. CITY OF MNGDR BY Bees Park Ttmiee Bass Park TruStee pass park Trustee BANGOR STATE FAA, INC. STATE OF MINE PBNOBSOJT. as. June 1975 Then personally appeardd the above arced Alveta N. Byatd, Merle F. Cuff and Theodore C. Jellison and acknowledged the foregoing instrument o be their free act and deed in their said capacity, and the free act and deed of said City of Bangor. Before M. Justice of the Peace c 3. That the Lease Agreement between the City of Bangor and Bangor State Fair,. Inc. be amended as follows: (a) Article LI B to be amended as follows: ✓B. The Lessors hereby lease to Lessee the premises commonly known as the Bangor Auditorium and adjacent parking areae described in an Indenture dared ApriL 2, 1954, as existed prior to amendment to said Indenture as of this date, between the City of Bangor - and the Bangor Recreation Center for those periods each year from the commencement rm of the tehereof until June 29, 1995 which coincide with the dates of . .the agricultural fair, cut toexceed three (3) wee", sponsored by the Lessee, to include a reasonable caber of days before and after said dates to allow for set-up and cleanup of the premises. (b)/Article III A to be deleted and replaced with the following: A.) Lessee shall pay to the Lessors those amounts that mty. be necessary meary from time to time to et the responsibilitiesof the City of Bangor to make pay- ments on Interest and/or principal upon certain bonds issued subsequent to January 1, 1975, and outstanding on the part of the Bangor Recreation Center. Said payments by Leasee shall be due and payable on December 2L of each year, all in a ordance with and in conformity with Section 4, Chapter 90, - P fi S L Of 1955, as amended. Raddndment to Lease agreement between City of Bangor and Bangor State Fair Corpr Article III, B to be deleted and replaced with the following: "Leasee Shall pay to the Lessor each year, on or before December 21, an amount equal to the principalUK and interest payments which the City of Bangor Shall be required said each year to pay to Elaine Base Pierce for the purchase by the City of Bangor of a lot or parcel of land, now owned by Blaine Bass Pierce, and shown on a plan entitled "Bees Estate Property dated December 11, 1953, prepared by Prentiss & Carlisle Co. Ino. , Should the City of Bangor elect at any timeto prepay all or a portion of the principal outstanding under said purchase for said land, then Leasee shall pay Iris each, year, on or before December 21, an amount equal to the principal and interest payments which the City of Bangor would have been required to paynto FC Bsae Pierce had the City of Bangor not so elected to prepay six said outstanding principal. ) 11// la) Article III to be amended with the following: E. On or before March 1 of each year during the term hereof Lessee shall submit to Lessors financial statements audited by a certified public accountant of its affairs, said statements to include but not be - Limited to a balance sheet, a statement of its incmre and expenses for its previously concluded fiscal your and a budget (pro -forma) of its projected income and expenses for the current fiscal year. OV Article III to be amended with the following: E. At the end of any one year, should the year-end balance sheet required above of Lessee show a cash surplus position, for purposes of this agreement cash surplus being defined to include that amount of cash n hand which is in excess of cash requirements of Lessee to meet its current liabilities, than, and only In that event, the treasurer of Lessee shell cause to - be deposited in an appropriate resinking fund account for the purpose of metingcurrentor future ental payments such anchor as will equal 50% of said ash surplus, said deposits to said reserversinking fund account to be accrued in future years toa maximum amount equal to the annual obligations of Lessee to make ental payments pursuant to Sections A and B of Article III of this Agreement. CE)K Article IV A to be amended in part as follows; for purposes operating an agricultural fair, and/or for conducting harness racing, and/or for other public park purposes, aM/or for other purposes.... -(gy Article IV E to be deleted and replaced with the fallowing: C. on or before December 5 of each year Lessee shall give notice in writing to Lessors, said notice to be delivered to the City Mocker of the City of Bangor, s to its plans and intentions to conduct or sponsor an agricultural felt and/or Farness racing on the 4 subject premises for the subsequent year. Failure by theLessee to give such notice, or election by. Lessee in said notice to not conduct or sponsor a agricultural fair and/or harness racing a, the subject premises for the subsequent year shall constitute a termination of this Agreement, any other provisions of this Agreement notwithstanding. and Lessor shall have the right to immediate possession of said premises, with all tights and privileges of Leasee In the control and management of said premises to thereby be vested with Lessors,and this Agreement, aucept for all financial liabilities incurred by Lessee to Lessors, thereunder, shall ceass. Lessee shall seek and obtain Baagor City Council approval prior to its annual application to any. appropriate State agency or commission for assignment of "tea of the comber of days on which harness racing and the agricultural fair may be conducted on the premises( it being agreed and understood between the parties that no harness rating and/or agricultural fair shall be conducted on the premises in any one year In ssof such periods as may be approved by the City Council. On or before April let ofach year Lessee stall notify Lessors of such i'dates as may have been assigned for such purposes. (hV Article Iv F to be mended to read as follows Lessee takes all buildings, improvements and utility systems in their present condition and as presently located. Lessee shall be responsible for all utility services consumed upon the premises. In the event that Lessee wishes to alter, improve, or otherwise change such buildings, Improvements, utility systems, or const rust additional buildings In or about the premises, no such alteration, improvement, construction or other, change &bell be made until Lessee hes received written approval from the City Engineer. The City Engineer shall not grant such written approval until Lessee has received all appropriate approvals by third parties as my be required by law and until appropriate plane for such construction, alteration, improvement or change have been submitted to the Lessors by Lessee{ provided, however, that the construction of new buildings on said premises shall also require approval by the Bangor City Council. PARk Pi(rmISf3 ""I'D PUMANf 'T0 AItTIC<C Z7, P41eokC.11AP14 P, J.TA.Sv flGRrrw -r (?hRKIN1. RRfA) PROYIDE rI07�t Y UNDER 7RAC =404 j ANIMAL Ex NIbITI I \ 11v0 ISIS �UILpINgs IY5 Ij0 II 5\ �k0 I�y 120 125 130 \ + r I LYSEvv Nil PARK I 1 A\ f — _��� I (.�/� t SE RVICE� BLDG, A \� �. ASA-EXH151T ` I SSS 4�\ �s ��stAtr oP�tRtY � \ (PEDES THIN �I� I DRIDGE _ _ L �� _ - I _ � \ _ 1'I PR[wi, I1 X T7 0�a�u y INN fr I � I P^RkIN4 �� o _ __ \ _ RS de 'Ace,S• p _ _ ,I J L STREET F + � sTge I STq <f e[f.�3 I\ eve I� %1 `I v V I,I SrAbLE hn..5 \ I _PRF-LIMAAP- PLAN r - EXHIBIT A BASS PARK & FAIRGROUNDS (IF That Art1CLe VIII be guarded with a saw Paragraph C to teed as follows: - C. In the event Leasee is dissolved, the assets of Leasee, to the extent permitted by Lav, shelf be distributed to the City of p8ngsr for purposes of providing for the Continued operation and maintenance of the fatilit Lee at Baas Park. 5