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HomeMy WebLinkAbout2011-02-28 11-094 ORDERmamNo_. 1f. 694 Date: February 28, 2011 Item/Subject: ORDER, Authorizing Option Agreement for Purchase and Development of Lot 6 in the Maine Business Enterprise Park Responsible Department: Community and Economia Development commentary: This Order would authorize an option agreement with Dr. Michele Spekhardt Providing for her purchase and development of a professional office building on Lot 6 in the Maine Business Enterprise Park. Dr. Speckhardt would have 45 days to enter the Option. The Option would extend through June 27ir of this year and would require development of a professional office building containing a minimum of 7,800 square feet of finished space at a building development cost of not less than $1 million. Building plans would have to be approved by the Business and Economic Development Committee and conform to the covenants of the Maine Business Enterprise Park. Construction would have to begin this year and be completed in 2012. The option fee would be 1% of the purchase price of $70,000. The lot would be always taxable. Department Head N/L GA,4� Ory Manager Associated Information: Omer, Agreement Approval: i�Crice Director _ Passage _ First Reading Page—or- - age_of_ Referral 1x O94 Assigned 0 Councilor_ Bestw February 28. 2011 CITY OF BANGOR (TITLE.) ORDER,Authorizing Option Agreement for Purchase and Development of Lot 6 in the Maine Business Enterprise Park WHEREAS, the City of Bangor Is the maner of lots for development in the Maine Business Enterprise Park; and WHEREAS, Dr. Michelle Spekhardt has requestetl an option to purchase Lot 6 I the Maine Business Enterprise Park for development of a professional office building W accommodate an expansion of her pac ice: BE II ORDERED BY THE CITY COUNCR OF THE CITY OF BANGOR THAT The City Manager is hereby authorized to execute, on behalf of the City of Bangor, an Option Agreement with Dr. Michelle Spekhardt providing for her Purchase and Development of Lot 6 in the Maine Busenss Enterprise Park substantially under the terms and conditions contained in the Option Agreement for. Purchase and Development of Lot 6 Maine Business Enterprise Park on file in the ice of the City Clerk and in a final form approved by the City Solicitor or Assistant City Solicitor. FaM U 28. zoil Moclnv N.de avd Seconded fox Passage P. sen —na^aa (UTLEalurhnKieiue onHon Agree ur and Derveloymnent of aor k j lit the -Maine Business Enterprise Park MIped to Counaor � /�V Draft OPTION AGREEMENT FOR PURCHASE AND DEVELOPMENT OF LOT 6 MAINE BUSINESS ENTERPRISE PARK CITY OF BANGOR, a body corporate, of 73 Harlow Street, Bangor, Penobscot County, Maine (hereinafter OPTIONOR), for consideration paid and other monies referred to below and to be paid at the closing of the purchase and sale of the premises described in Paragraph 1 below, hereby grants to Dr. Michele Spekhardt, of Bangor, Penobscot County, Maine (hereinafter OPTIONEE) an option to purchase, upon the terms and conditions set forth below, the premises described in Paragraph 1 below. TERMS: This option is granted subject to the following terms and conditions'. I Property Subject to Option. A parcel of land described as Lot 6 as shown on a plan of "Maine Business Enterprise Park" dated September 3, 1991 and recorded in the Penobscot County Registry of Deeds in Plan File #D171-94 (hereinafter the Property), a copy of which is attached hereto as Exhibit A. 2, Pro 'ect. OPTIONEE shall construct professional office building on Lot 6 containing not less than 7,800 square feet of building space, which may include finished basement space, with building development cost of not less than (building and site) of $1,000,000. The building shall be of construction approved by the OPTIONOR'S Business and Economic Development Committee and shall in all respects conform to the requirements of the City of Bangor Land Development Code and "Declaration Of Covenants, Conditions, And Restrictions — Maine Business Enterprise Park" dated October 14, 1992 and amended September 24, 2001 attached hereto as Exhibit B, all hereinafter referred to as the "PROJECT'. 3. Term and Priya of Option. This Option Agreement shall remain in effect from the date hereof until 4:30 PM June 27, 2011, provided that OPTIONEE complies with all deadlines contained herein. The OPTIONOR may terminate this Agreement upon OPTIONEE'S failure to comply with any such deadlines. The non-refundable option fee for this period is 1 % of the purchase price payable upon execution of this agreement. If the purchase of the property closes the option fee will be applied to the purchase price. 4. Exercise of Option. The OPTIONEE may exercise this option and acquire the subject property by giving written notice of its intent to do so W the OPTIONOR at any time during the option perbd prior to 4:30 P.M. June 17, 2011. Such notice shall be effective if delivered to the OPTIONOR'S City Solicitors office at the OPTIONOR'S address stated above. Thereafter, the parties shall schedule a closing at a mutually convenient date, which will be no later than June 27, 2011. However, OPTIONOR shall not be obligated to convey the property to OPTIONEE until such time as OPTIONEE' 1.', 094 won Option Agreement, DrMichele SpeR)writ a. Has secured all required approvals from the OPTIONOR'S Planning Board. b. Has received approval in writing of all PROJECT plans as provided for in the attached "Declaration of Covenants, Conditions, And Restrictions — Maine Business Enterprise Park"dated October 14, 1992 and amended September 24, 2001, and attached hereto as Exhibit B. it. Has obtained approval of PROJECT plans and specification by the OPTIONOR'S Business and Economic Development Committee. S. Purchase Price. The purchase price for the property subject to this Option Agreement shall be $70,000. 6. Type of Convevanoe. Conveyance shall be by Quitclaim Deed with Covenant to OPTIONEE from OPTIONOR. OPTIONOR shall prepare the necessary deed subject to approval by OPTIONEE'S attorney. OPTIONOR shall convey title under this paragraph to OPTIONEE with goad and marketable His free and clear of all encumbrances except customary public utility easements serving the premises and any other easements of record or required as a condition of this Option and shall be subject to applicable zoning and land use laws and regulations. 7. Taxes. OPTIONEE shall be responsible for all property taxes assessed against the subject premises following the closing. The OPTIONEE agrees for itself, and every successor in interest to the Property, or any Part thereof, and the dead shall contain express covenants on the part of the OPTIONEE for itself, and its successors and assigns, that the Property shall be subject to all taxes and assessments as may be imposed by any governmental authority upon the Property and any buildings, structures, or improvements which may be or may become located thereon. It is the intent of the parties hereto, and OPTIONEE hereby agrees that it does hereby waive, for itself and any successors in interest, all right or privilege of exemption from municipal taxation of the Property and any buildings, structures, or improvements which may be or may become located thereon, as may be available by reason of OPTIONEE'S or such successors' legal status, or for any other reason whatsoever, and that the OPTIONOR, in ds capacity as a taxing authority, may assess all taxes as would otherwise be applicable to the Property, buildings, structures or improvements which may be or may become located thereon, as lf such exemption did not exist. OPTIONEE further agrees, for itself and any successors in interest, to pay any assessments on or before the date upon which they become due and payable. The OPTIONOR agrees that OPTIONEE, or its successors in interest, shall have the right to contest the amount of such taxes or assessments in the manner prescribed by law. 8. OPTIONOR Not to Convey or Encumber Tile. During the term of the option penod, OPTIONOR shall not voluntarily convey, mortgage or otherwise Page 2 of A os4 Draft Oplon Agreement Dr. Michele Spekhardt encumber the optioned property or any portion thereof, without OPTIONEE'S prior written consent. 9. OPTIONEE'S Conditions. Notwithstanding OPTIONEE'S exercise of its option, OPTIONEE shall have no obligation to acquire the property unless Me following conditions are met to the OPTIONEE'S satisfaction: a. The OPTIONEE shall review and be satisfied with all zoning, land use and environmental laws, codes, ordinances and regulations affecting the Property and shall obtain all zoning, subdivision and environmental permits and approvals and any other applicable permit or approval as may be necessary for the OPTIONEE'S proposed use and development of the Property, including any thereof pertaining to wetlands or wetlands mitigation and the'Declaration Of Covenants, Conditions, And Restrictions — Maine Business Enterprise Pada" dated October 14, 1992 and amended September 24, 2001, attached hereto as Exhibit B. b. There shall not be any moratorium or any other restrictive measures in effect which prevent or be a detriment to the OPTIONEE'S intended use and development of the Property. c. OPTIONEE shall be satisfied that title and access to the Property is good and marketable and insurable for the benefit of OPTIONEE and any mortgage lender. Upon exercise of the option, OPTIONOR shall provide OPTIONEE with any existing title insurance policy, abstracts of the, or offer title evidence. 10.01PTION0R'S Conditions. a. OPTIONEE shall construct a professional office building on Lot 6 containing not less Man 7,800 square feet of building space for professional office use and occupancy including basement space finished for use and occupancy as professional office use. The building shall be of wnstruction approved by the City Council Business and Economic Development Committee, with an investment cost of not less than (building and site) of $1,000,000 and shall in all respects conform to the requirements of the City of Bangor Land Development Code. Before conveyance, the Maine Business Enterprise Park Design Review Committee shall review all building and site development plans as provided for in the "Declaration of Covenants, Conditions, And Restrictions — Maine Business Enterprise Park" dated October 14, 1992 and amended September 24, 2001 attached hereto as Exhibit B. b. in Me event OPTIONEE exercises this option to purchase, conveyance of the property shall be subject to retention or granting of suitable utility easements to the OPTIONOR and the Bangor Water District for the Page 3 of 14L 094 Draft Oyuon Agreement, Dr. Michele Spekha rk purposes of accessing, maintaining, replacing or repairing utilities on the Property. No structure shall be placed on or over any utilities. OPTIONEE shall reserve any needed easements for public utilities and vehicular and pedestrian access as determined by the OPTIONOR in its sole discretion. C. OPTIONEE shall submit an application for site plan approval for the PROJECT by the City of Bangor Planning Board not later than May 31, 2011. Said application to contain all information required for site plan approval by the City of Bangor Land Development Code. OPTIONEE shall obtain City of Bangor Planning Board site plan approval for the PROJECT no later Nan June 21, 2011. d. OPTIONEE shall submit to the OPTIONOR'S Director of Community and Economic Development no later than May 31, 2011 PROJECT plans and specifications for building and site improvements and shall obtain approval of PROJECT plans and specifications by me OPTIONOR'S Business and Economic Development Committee no later than June 22, 2011. OPTIONEE shall submit to the Maine Business Enterprise Park Design Review Committee plans as required in the "Declaration of Covenants, Conditions, and ResMctions — Maine Business Enterprise Park" dated October 14, 1992 and amended September 24, 2001 and attached hereto as Exhibit B. e. OPTIONEE shall obtain all necessary zoning, subdivision and environmental permits and approvals and any other applicable permit or approval as may be necessary for the OPTIONEE'S proposed use and development of the Property, including any thereof pertaining to wetlands or wetlands mitigation to commence construction of PROJECT. f. OPTIONEE shall commence site work and building construction no later than August 1, 2011. Sufficient evidence of proceeding with site work and building consbuction is an approved Land Development Permit issuance of a Building Construction Permit and initiation of construction of the building. g. OPTIONEE shall complete site work and building construction no later than December 31, 2012. Construction of building and site improvements shall be in conformance with plans and specifications approved by the OPTIONOR'S Business and Economic Development Committee as required above. 11. Reverter. This Option is made subject to the express condition that if the OPTIONEE fails to comply with the terms and conditions of this Option, Wle to the described property shall revert to and be vested in the OPTIONOR, without further notice, demand, order of condemnation, reentry, foreclosure, Page 4 of 1i 094 Draft OPtinn Agreement. Dr. Ahelwle SPeMh di or other judicial act, notice or process, Mis reverter clause constituting part of the consideration upon which said premises are conveyed by the OPTIONOR to the OPTIONEE, provided, however, that this reverter shall be subject and subordinate M any bona fide mortgage granted by OPTIONEE to a financial institution to secure a loan for construction of improvements on the Property and OPTIONOR shall execute and deliver such documents as may he requested by OPTIONEE'S lender to confirm this subordination. In the event of the exercise of this reverter provision by OPTIONOR, OPTIONOR shall refund to OPTIONEE the purchase price of $70,000, without interest, less any costs incurred by OPTIONOR to restore said Lot 6 as nearly as practical to its original condition existing at the time of this conveyance, and less any diminution in fair market value of said Lot 6 as a result of OPTIONEE'S occupancy thereof, and no other payment shall be due OPTIONEE. Upon completion of the site work and building construction in accordance with this Option, OPTIONOR shall execute and deliver a release of this reverter to OPTIONEE or its successor in true. 12.Assionmen[. The OPTIONEE shall not at any time assign, sell, convey or transfer this Option or any interest therein. Provided that, however, OPTIONEE shall have the right to assign this Option to any corporation or other entity with which it may have become merged, consolidated or otherwise associated, or any corporation or other entity having the controlling interest in the OPTIONEE, or to any corporation or other entity which may be a subsidiary of the OPTIONEE. OPTIONEE shall provide OPTIONOR a copy of said assignment. In no event, however, shall the OPTIONEE named herein be relieved from any obligation under this Option by virtue of any assignment. Dated CITY OF BANGOR Witness Catherine Conlow City Manager DR. MICHELE SPEKHARDT Michele Spekhardt Page 5 of 6