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HomeMy WebLinkAbout2002-06-24 02-266 ORDERItem No 02-266 Date: June 24, 2002 Item/Subject: ORDER Authorizing Execution of Lease Agreement -Engineered Materials of Maine, LLC -110 Mildreth Street Responsible DepartineM: This Order would authorize the lease of 110 Hildreth S , subject to the Oty's purchase of the property, to Engineered Materials of Maine for its use in manufacturing engineered wood projects. r.. Manager's Comments: Fye 6.,4 ru.....(un.6 7T e.r). -tea RINI City Manager Associated Information: OAA \ IsriDNInI_m Legal APprmral: C Solicrer Introduced for Passage _ Fnrt Reading Page _ of Referral 02-266 Assigned to Coavcilor eohmau Suve 24, 2002 CITY OF BANGOR CMIX.)Order, Authorizing Execution of lease Agreement—Engineered Materials of Maine, LLC -110 Hildreth StreM 6y Cr.' Gly awn /ofthe aly ofaw4ga: ORDERED, THAT WHEREAS, the City Council has authorized a purchase and Sale Agreement for the purchase of the bolding and property at 110 Hildreth Street, Bangor, contingent on the City leasing the building and property to a lessee under terms and conditions approved by the City of Bangor; and WHEREAS, the City proposes to enter into an Indenture of Lease with Engineered Materials of Maine, LLC for its use of the property in manufacturing engineered wood products; NOW, THEREFORE, BE ff ORDERED BYTHE CITY COUNCIL OF THE CITY OF BANGOR, THAT, upon the City purchase of the building and property at 110 Hildreth Street, Bangor, the City Manager is hereby auNorized tu eater into an Indenture of Lease, leasing 110 Hildreth Street to Engineered Materials of Maine, LLC, under tenre and conditions substantially as contained in an Indenture of Lease between the City of Bangor and Engineered Materials of Maine, LLC, a copy of which is on file in the office of the City Clerk and in a final form approved by the City Solicitor or Assistant City Solicitor. IN CITY COUNCIL ]ane 26, 2002 Motion Made and Seconded Passed n^ CI tl ORDER (TITLE,) Authorizing Execution of Lease Agreement - Eagivatrea Nater s of malts LLC - 110 D£ldreth street Assigned to Councilorr//n 0.6VN'l V'r g 02-266 SORRENDER OF LEASED PREMISES WHEREAS, the CITY OF BANGOR, a municipal corporation organized end exlstmg under and by the laws of the State of Maine (hereinafter "Lessor') is the owner of a building and land located at 110 Hildreth Street, Bangor, County of Penobscot, State of Mann (Mreinafter "Premises'); WfiEREAS, Lasater has lensed the Premises to ENGINEERED MATERIALS OFMAINE, LLC, a limited liability company organized and existing under the laws of the State of Maine (hereinafter "Lessee") by an Indenture of Lease dated July 3, 2002 and WfIF.REAS. Lessee has dosed for business. is winding down its affairs. and is unable to pay rent or otherwise proceed with the lease; NOW71HIKEFORE, ENGINEERED MATERIALS OFMAINE, LLC hereby surrenders and releases the Remises located at 110 HEdreth Street, Bangor, County of Penobscot, State of Maine to the CITY OF BANGOR and the CITY OF BANGOR accepts the same; furtbermnm,the sorand LesseeherebyagreethatthelndentureofleasedaWjJ y3,2002 is terminated, effective immediately. Lessor acknowledges that lessee has thirty (30) days to remove its property from the Premises in accordance with Artiu]e W of the lease. W WITNESS WFfEREOF the parties have executol this Surrender of Leased Premises on the date, throb and year set forth below. WITNESS ENGINEEREDMATRUALSOFMAINE,LI.C, Lessee gy: �A-w�Lj-...� Ita mbar, John Fiutak Date ?>Ab.09 CfCY Or B IGOR, lessor ws - Its Eco intic Development Officer - Stephen Boldu h, :,..Date{Qf�Y. TBIS INDENTURE OF LEASE, executed this 3`4 duyoflv�V 2002,byand betvce CITY OF BANGOR, a municipal corporation orgea sed and existing under and by virtue of the laws ofthe Store of Maine, and Laving its principal offices at 73 Harlow Street, Bangor, Maine (hereinafter referred to as "f.essor"); AND ENGINEERED MATERIALS OF MAINE, LLC, a loaned fiabiRty company, organized and existing under the laws of the Stsae of Maim, and having aregular place of business at Bangor, Maine (bereimfter refected to as "Leasee") WITNESSETH: WHEREAS, Lasser is the owner of a building and land located a 110 More& Street in the City ofBaagor, County ofPmobsmt, State of Maim (hereinafter sometimes referred to as the "Demised Premises");and . WHEREAS, Lessor wishes m lease the building and land to the Lessee for the operation of an engineered wood products man,dbcnssing facility pmdmmg laminated hardwood building and structural support mxterlaha _ NOW, THEREFORE, the parties do mutually agree as follows: The Lessor, for andm consideration of the rents to be paid and dee obligations to be performed by lessee as hereinafter provided, does hereby demise and lease unto Lessee, and the Lessee does hereby take and hvq upoa end subject to the tears and cbndilions hereinafter ssfoamedthe following described premises in its present physicefrundition, provided that, however, Lessor shall contract for and fund an upgrade of the building's electrical service of 9 least three plisse, 800 amp, service, said promises being as descnbed asazfoflows: 110 Hildreth Street, Bangor, Maine, approximately 39,870 sq. ft., and the land appurtevaoi thereto, said property farther desc fed in Exhibit "A" to this Agreement, attached herein. ARTICLE B -TERM TO HAVE AND TO HOLD the demised premises unto the Lessee fm aterm of five (d) years wmmeming July 1, 20M and terminating on June 30, 200'1. Lessee shall have the righlo 02-266 02-266 waved the term of this Lease Agreement for three (3) successive five (5) year periods each, pmvideditisnolindefeultintbepedormanceofmyofibetermshe 11 Lesseeshallarerdve such renewal night m writing not less than many (90) days prior to the expiration of the initial, or any renewal, term - ARTICLE TH-COMPUTATION OF ANNUAL RENTAL AND OPTION TO PURCHASE The rant to be paid by Lessee to Lessor during the tem<ofibis Lease shall be ONE HUNDRED SUTTEEN THOUSAND TRREE HUNDRED NINE DOLLARS AND FORTY CENTS ($116,309.40) annually remitted in advance on the firs[ day of each and every month in the amoum of NINE THOUSAND SIX HUNDRED NINETY-TWO DOLLARS AND FORTY-FIVE CENTS (59,69245). Upon execution hoeog Lessee shall pay to Lessor a secondly deposit in the amount of one month's resit, which Lessor may, at its option, use in whole or in part to care my default of Lesseehereunder. Thesecmitydepositsbsllbeheldmani mabemingaccoaotpad Lessee shall be entitled, on an aumal Basis, an receive the interest earned on said secant. After expiation of this Lease, Lessee shall be entitled to the ream of any unused portion ofibe security deposit, provided that upon exphation Lessee shall not be in default uvda the tams and conditions of this Lease. Lessee shall pay all reotnLs herein rerlaired, without prior demand thmefm, in lawful money ofthe United Stares, m the address ofibe Lessm as set forth herein met such other reasonable places as the Lessor may m writing desiguffie. Lare payments shall be subject io an additional interest charge 'ofone and one-halfpercent (1.5%) per month to the date of payment. Lessee shall have an option m pude the pr®sea according to the terms and conditions of an Option to Purchase attached hereto as Exhibit B. ARTICLE TV -USE, OCCUPANCY AND ALTERATIONS TO PREMISES Lessen shall have the right use, occupy and maintain the demised premises herein described in a reasonably businesslike, careful, clean, and reasonably safe manmer for the purposes of manufacturing engineered woo iproduces. and farm mind purposes whatsoever without the prior written consent of the Lessor whose consent shall not be moreca o tbly withheld Lessee shall not use, occupy or maintain said demised premises in any mama as to violate in any material respect any municipal, state, or federal law of wgulatioa Lessee shall have the right to make alterations and improvements to the demised premises as it may, choose and provided dad such alterations, adt niers and improvements do ort weaken the structural imegmy of me, building, nm decrease its frdetioml quality, appearmce or value, said further provided that my such work shall be done entirely et the Lessee's own expense and will include remming disrupted surfaces on a serviceable and arracRve condition Lessw shall have the right no aeet signs on the demised premises mbjcetw the prior written approval of the Director of the Department of Community and Economic Development provided that such signs comply with the City's Sip Ordinance. Lessor, through its agents, shall have a[ all reasonable times the right upon reasonable nomication in the Lessee, m go on and inspect the demised premises with an amhmized representative of the Lessee, and the right of access m utility systems located on the demised premises for the purposes ofmnt.ner tee%repair,correction, or inspection. For purposes of this pamgeph,'4easonable notification° shall include any, somal notification to the Lessee in its again rut less then one business day prior to the date offi spectioa'Reasonable times" shall mean say time during Lessee's regulon basiness hour, or during normal weekday business hours if Lessee shall cease operations or shall maintain other thin rohmal business hours. Lessor reserves the right to effect emergency repairs re any utility aromas located anthe demi sed premises many time, without prior notice or with such notice as is reasonable given rhe mine of the emergency concerned, and to have access for this purpose. ARTICLE V -HAZARDOUS WASTE Lessee hereby covmsnm and agrees dam it shall not during the term ofmis Lease, including my a unesion or renewal hereof, permmmtly place, came, to be placed, depositor discharge my hazardous waste upon the demised prises and further expressly agrees that it shall indemnify Lessor from any and all costs, expense in liability, of whatever kind or worse, incurred by the Lessor in detecting, evaluating removiv& treating, disposing of or otherwise responding to any hazardous waste placed or deposited in violation of this paragraph. Lessee hereby covenants and agrees that it shall not during the term of this lease, including my extension or renewal hereof, violate my locat slap or Fedaal regulation, ordinance or st rame pertaining he hazardous waste or hazardous materiel and further expressly agrees that it shall indemnify Lessor from ams and all costs, expense or liability, of whatever kind or name, incurred by the Lessor for my such violation by Lance. Lessor expressly agrees him it shall indemnify Lessee from any and all costs, expense or liability, ofwbatever kind or nature, incurred by the Lessee for soy hazardous waste existing upon the demised premises, or any violence of enviri a.cermi laws or regulations with respect to the demised praoises, m either case occurring in originating prior to Lessee's tenancy. Such costs shall be deemed to include, without limitation, Lessor's costs of defending my suit filed by my person, entity, agency, or governmeetzl authority; paying my fines imposed in imm cion with such suit paying myjudgmads or omenvise settling my damage claims; complying with any order by a wart of compelentjuru icion directing the Lessor to take remedial action with respect to such waste; and of all associated mncey's fees and were. 02-266 For the purposes of this paragraph, the temr "bsvadous waste" shall be deemed to include every substance now or hereafter designated as ahezaMons waste under any provison of State or Federal law. Lessee's obligations order this paragraph shall be deemed to survive the expiration or retroaction of this Lease. ARTICLE VI-IJARILII'Y AND PROPERTY DAMAGE INSURANCE The Lessee during the entire term of this Agreement, or any extension thmeof shall maintain, ache sole eap,,s ,insurance of the following Was with companies authorimdto do business inthe State of Maine, and for the protective ofthe Lessor, who shall harmonies an additional maned against all claims, losses, costs of expenses arising out of injuries to persons whetherm not ®ployed by Lesseeor damage to propertywhether resulting from acts, hmissoan negligence or otherwise ofthe Lessee, its directors, officers, employees and agents arising from Lessee's nee of the demised premises or m9 pmt or Porti=thereof Comprehensive Publie Liability: Bodilyh.Jmy: $1,000,000.00 each oceuvwce; Prrpedy Damage$1,000,OOo.00eaehocemrence; Fhe Damage: $1,000,000.00 each occurrence; and Workers' Compensationhnsarence. Lessen shall not be required to provide insurance coverage and shall have no respovsbdity for any property own ed by the Lessee or fiord parties which may be locared on the demised premises. LesseeshaEcausetobefomishedm[he Lessorevid minthefmmofceNScatesof iaamance oftheeximarce and centimonceinforceofthe insurancempuredhmewder. Lessor shall be notified of my changes or disconfinuance of coverage. . . l Y.4_ 1 1 t t A. General lndemvi5cation-Leasee shall defend, indemnify, and hold Lessen and its inbabitems, officers and employees food agents complen ly harmless from and against any cad all liabilities, losses, sits, claims, judgments, force m demands arising by reason of injury ordearh m an9 Person m damage to my property, including all reasonable costs for investigation and ofmyethereof( ccadscr rising ouroforin incident is Agreement andndthe ran, itnessfee3), Many nature wbaboe nt arising outsell promises ieor dila Agreement and/or the are. occupancy, conductem management ofthe demindf or the cars of omissions os ch injury, officers, agents, employees,combustions, sobcofthe Lesslicenses.cers, ffiamps,u , such for ravns. or damage iscaused bythenegligeocblerhe Lessor, its officers,employem, agents or imTees The Les coshall givetolyaccetableo entices canysuchclaimorgatow. ns the thisceshall it useganselreawmbl9aAMoo leen Lessoracoecarrying ora its obligations under Article,it Paragraph bPierce Atwoodviveex cation ter Lessor.. Of grctfant- ander fits Paragraph shall be deemed to survive expiration or terminati=of this Agreemem. B. Lessee's Waiver of Workers' Compensation Interfamily: The Lessee hereby expressly agrees that it will defend, indemnity and hold the Lessor, its inhabitants, officem, emploYees and agev6 completely harmless from any and all claims made or asserted by the Lessee's agents, 02-266 servants or employees arising our of the Lessee's activities under mix Lease. For this purpose, the Lessee hereby expressly waives any and all immunity it may have under the Maine Worker's Compensation Act in regard to such claims made or asseded by the Lessee's agents, servants or employes. Theundenmfie=^on provided under this Pamgumb shall extend to and include any and ah costs incurred by the Lessor to answer, invemlatea defend and wale all such claims, including bur not limited m, Lessors wom for attmaeys fees, expert and other witness fres, the costs ofiwesdgatos, and payment ta full of my and alljudgmems rendered in favor of the Lessee's agents, servents or employees against the Lessor in regard to claims made or assorted by such agents, servants, or employees. ARTICLE VIH- DAMAGE BY FIRE OR OTHER CASUALTY Lessor is not xa onedta hseon, du demised premises against loss by fire and the extended coverageusualinsuchmarmace. intheeventofde�oaordamageofbuild'inpo dby Lessor on the demised premises, mm mmypall thereof and t, often asohe improvements shall be and repdbyfireorinharcasualty, py. Lessor shaghave ts fight,butnctthe obligation to rebuild Lesseviithe buntingforysor mmore IfLessorelects inttolebWd and decisi ir, it shell so eentity damages s areofsuchty 30) examas o more ably Prevent ifpossibleof its ating,oao anenany e impair bareofsuchty to operats In revidan the Bemis Lessen from Opedam s a ma[e the toilet Lessee's ability to d sball , otify Less demised premises, then Lessee sludlh d, the right totortuous,this Lease andshall HotlyL vepitlnn the aforementioned up re nrperiod,and Lessee'sobhgetionmpayrent ashereinaboveprovidedmsbyami se. receipt ofsuch nctiw by the Leswr mmd surrender ofthe demisedpremises by the Lessee ARTICLE IX -TAXES It is covenented and agreed that all taxes and/or assessmevra, fres Or charges of any kind whatsoever, as may be imposed during the term herwf or my extension of the term of this lease, by any governmental authorityuponthe demised premises are the responsibility ofthe Lessee. It is expressly agreed that such tano and essessmmrs shall include all arromts levied as real estate or atbar property taxes upon the demised premises by the Lessor string in its governmental capacity. Lessee further covevanh and agrees to pay when due any no all [axes and/or ssscesmenM f6es, or charges of my kind whatsoever, as maybe imposed during the term hereof, or any extension of the term of this Lease, by any, governmental audamity on Lessee's personal property located on the demised premises. Lessee fmoher hereby waives say and all rights or Privileges of exemption from taxation on the demised premises and on say personal property located therein anSing due to public ownership of the demised premises by the Lcesm. provided however, nothing herein shall be deemed to prolubit the Lessee from contesting the assessed valuation of such property in the same mamma as provided by law smd¢Tide 36, Maine Revised Standee, for other non-exempt properties and taxpayers. 02-266 ARTICLE X. COVENANT OF QUIET ENJOYMENT The Lessee, subJectto the terms and provisions of this Leone anpaymem of up rent, and observing, keeping and performing all the terns and provisions of the lxase ono part d, observed, kept and performed, shall lawFilly, Peaceably and quietly have, hold, cmhpend a y JOY the demised prearses during the cern berem without hindnvae Ot Mcmion by the Lessor m any otherpasons. ARTICLE XI -LIENS The Leaaor and the Lasso, ago, ther each will promptly discharge (either by payment or by filing of the necessary bond or otherwise) any mechanics', marmiatmen's or other liens apps[rhe demised premises, or against anybuildings, spromote, mimpmvemeNs located tereon, which Gans may arise out of any payment due for labor, services, materials, supplies or equipment which may have been fumdshcd to or for the Lessor or the Lessee, respectively. ARTICLE IDI-MATNI'ENANCE AND REPAIRS (A) Lessee shag at its sole expense and cast, throughout the term hereofa any extension, keep and maintain the demised premises including all fiemoss, elecaicsf Phanbing and heating sysroms, doors, windows, floor and floor coverings, callogs, wa0s, and inarnx point surfaces in good order and repair, can in temNable card aim, damage by accidemal fire and casualty and reasonable wear and tear, as defined int is Article excepted, Lessee will also he responsible for cleaning of the demised premises landscaping, mowplowiug and rubbish removal (B) Lessee stall also, sa its sole espeuse and coat, throughom the teem bereofor shy esfeeng,rmpsadmaimain the buddng's maim ahuctunl compotems: roe$ stiucuual walls, fouvdatio4 exterior paint amfocea, and all parking areas in good order and repan, and in tenantable canatton, damage by accidental fire and casualty and reasonable wear and test, as de5ncdintlris Arliclecxcepkd Lesseeshallpromptynotify Lesmofth nee wmakeany ,as anti i ag d to cost in excess of Five Thousand IMllars ($5,000.00). (C) The phrase "remoa able wear and tear" se used in Paragraphs A and of this Article as an exception to the obligations ofihe Leaaeds shat nor be construed to relieve the Lessee of the responsrliliry for Providing repairs of a routine and regular natses which may from time ro time he necessary. (D) If rhe demised premises are ant kept in good repair as above provided. Lessor, or its agents servants, and employee; may enter the demised premises without such enhsom calling at co*M:n`hg atamivaton of this lease, and place the demised premises in the same condition of repair as exisrei athe date of esecotion of this lease, and Lessee shall unmade redY Pay to Lessor, in addition to the rent reserved betein, the ammmt of Lagers espenses in making such 02-266 ARTICLE =-UM]fpIES Lessee shag pay the cost of all utilities furnished and committed on the demised premises, including electricity, gas, fuel oil, water and sennet user fees. Lessee accepts all utility Exuma as they now exis6 provided that, however, Lessor shall calumet fm and find an upgrade of the building's electrical service of or least flue phase, 600 amp, service. ARTICLE mv- NONDISCRDMATION Lesser, for itself, its successors in interest and assigns, and as part of the consideration hereof, does hereby covenmt and agree that (1) an person or group ofpersons on this grounds of men, color, age, srsn handicap, ormtional origin, m m my mad manaerp rohibited by law, shall be excluded from participation in. denied the benefits of or be otherwise subjectedIn discrimination in the f,cma's use or occupancy of the demised premises: and (2) in the ..sanction of ad improvement, building, somadues out, over or under such demised premises and the fun iabing of services theream an person or group of persons on the grounds of con, color, age, sex, handicap, or national origin or in any other mmna prohibited by law, shod be excluded fiom participation in, denied the benefits of, or be otherwise subjected to unlawful discrimination in the Lisa's use or occupmcy of the demised premises. In the event of breach of any ofthe above nondiscrimination covevanis, the Leser shall have the right, after failure ofIessa to rectify such breach witl>mthirty (30) days after receipt of notice from Lessor, toterminedethis Lease. provided, hianwer, find Lessor shall not have the rightto termholethe Lease under this Article with map= m my complaint of discrimination which is pending final resolution or adjudication before my agency or court ofthe Stam of Maine m the United States. ARTICLE XV- REMOVAL OF PROPERTY A Ownership of permanent improvements to the demisedpremisec which mayfrom time in time be made by Lessee that are affixed,m the property and are an integral part of the operating systems of the stmencre as opposed to movable personal property, shall automatically vest in the Lessor ran consideration ofths Lease and rental schedule. Without limitation of the foregoing, the items listed m Exhibit C to this Agreement shop be deemed moveable personal property. B.l y movable personal property don may be located, ereckd or installed m the demised premises by Lessce from timers time during the term of dus Lease shall remain the property of the Lessee, and, upon termine ion or expiration of this Lease, Lessee shall have the riOtto remove the same from the demised premises within thirty(30) days of said termination Any such property not so removed within thirty (30) days from the date of ammunition, shall become rhe propertyofthe Lessor to be disposed of in such way as the Lessor may deem fit In the event Lesser elects on remove said non-perearm at improvements and other personal property, the candied premises shall be returned as near as possible m their migmal condition existing at the oz -2" C. In the evert Lessee shall fail to remove any non -permanent inspmvemevts or other personal property within thirty (30) days from the date oftemunation or final expiration of this Lease, Lessor shall be mtitied to recover from the Lessee Lessor's reasonable costs incurred in removing or disposing of suchnm-pe®meN improvements orpersoaal propotty. 1a such event, there sbal be deducted from Lessors costs the fart value to the Lesser acmaly realized from sale, use or other disposition of the paticula improvements or personal property concerned ARTICLE XVI- SURRENDER OF POSSESSION Lessee shag upon the fermintion of this Lease, surreader the quiet and Peaceable possession of the demised premises in the same condifion es they now, are, reasonable weer and tea excepted. ARTICLE XVQ- TERMINATION It is covemated and agreed that: (1) Ifthe LaaeshallnegiMmf wpaythermtoroilrachagespayablehaew and suchdefaultshallcontinueforaperiodoften(10daysafterwHf noticethereofby Lessor,or (2) If Lessee shall negleam fail to perform m observe my ofthe odrer ceveuants, terms, provisions, or coalitions on. be pat to be performed, or observed, and amb nglect or £alma shall condone fora peuod of furry (30) days after written notice thereof by Lesser, Or if such covevan¢, terns, provision m conditions cannot be performed or observed within said durtY (30) day period, if Lessee fails to diligently prosecute the cmdag of =h neglect m failure; or (3) Xf eestatiherebycresmdshallbem6e mo ecutionorbyothe Mp moflaw;m (4) If any asigoment shall be made oftheproperty of the Lessee fordee benefit of areditms; or (5) If a receiver, gaardian, cenotvatm, or trustee in bankruptcy or robot eimilsr officer shall be appcirted to take charge of all or my substantial part of the Lessee's Property by a Court Of comisefeotJuns&ctioq or TBEN, IN ANY OF SAID CASES OTTMINED ABOVE (mtwithsteading mY license of my forma breach of covenant or waiver of the benefit hereof or comment in a former instance), the Lessee may be considered in default hereunda, and the Lessor lawfully may, immediately or at any time thereafter, and wifle od®md or notice, enter inn and upon the said demised premises or my pat thacofin the name of the whole, and repossess the same as of the Lessors 02-266 fame, estate, and expel the Lessee and those chaimiug through or=der it and remove its or their effects (forcibly if necessary) without being deemed guilty of my maser of trespass, and without prejudice to any remedies which might otherwise be used for s rears of rent or preceding branch of covenant. Upon such entry, this Lease shall terminate, and the I,Cmm shall be liable to pay as revs, amomis equal to the several inmamerds of rents and other charges reserved as would have become due under this Lean ifthis Lease had not been terminated or if the Lessor bad cut entered or recreated as aforessid Notwithstanding the foregoing, Lessee's liability shall not exceed the difference, if any, between the rental which would have been due had there bees no such termination, and the smmmt being received by Lessor as rent furah any raw reason er oca huu of said demised promises. Such difference shall be payable by Lessee on a monthly basis. thorder to mitigate Lessee's damage hereander, Lessor agrees to make every reasonable effort to secure subsequent intents, at a rental equal to the than prevailing local Into for the demised premises. ARTICLE XVM - ATTORNEY'S FEE The Lessee shall pay to the lessor a reasonable archway's fee in the event the Lessor employs an attorney to collect say, tests due hereunder and secures; ajudgment in mueection with collection of said tent, or, legal process is levied upon the interest of the Lessee in this Leese or is said demised premises, a th the event Lessee violates my of the terms, conditions or covensas on the part of the Lessee hada contained, provided else that Lessm shall have failed to promptly convalthe violation Of day term, condition or reverent ager receipt ofnoticethat it is in violation tbereof In the event Lessor employs its City Solicitor or an assistant solicitor to collect renis or otherwise protect Lessor's interests sder this Lease, "reasonable a,romeys laws" under this Article shalt mean the reasonable tort of services provided by Lessor's Solicitor or assistant solicitor, a the onto charged for smaller services by private attorneys in the Bangor area ARTICLE XIX -ASSIGNMENT, SALE AND SUBLETTING The Lessee shall not at my time assign, sell, convey or transfer this Lease or say interest therein, or sublease or sublet or rept the demised premises, or nay part thereof without the prior written consent of the Lessor, which consent shall not be unreasonably withheld, delayed or conditioned In the event of approved sublease, all Provisions of this Lam shall mucad to, bind andtar= to the benefit of ca only the Lessor and Lessee but also their successors and assigns. The Lessee shall be entitredbe collaterally assign its rights under this Lease re my ]ender, and Lessor shag ennerinta swhreeogwtis m similaragreement as such lead¢ may mmsonablymgg withrespectbsuchmllateralassignment. In the event of such assignment. Lessee shall be deemed relieved Som any obligations under this Lease upon rehapt by lessor ofwhiis notice of such transaction including in the case of a sale of m substantially all of Lessee's assets, the assignee's written agrremst ro assume all of Lessee's obligations under this Agreement. 02-266 ARTICLE XX- WAWER Faibme on the part of the Lesaor w complain of any action or moaction on the part of the Leasee m eastra how long the same may continue, sball never be deemed to be a waiver by du Lessorofmyof Lessor'srightshereu ier. Fmt ,hiscovenanf dandagrmdtbatmwaiverst m timeofmyofNeprovisionshesmfby Lesam,shaBbeconstruedmawaivwofmyotber provisions hereunder, and tbnt a waiversdanytime of any ofthe provisions hereof shall notbe const a stmysubeequen[time w awaiver of the s tncpmvisicsu ThespprovalofL ssrof any action by the Lessee requiring the Lessots comment or approval shall notbe deemedw waive mrevd¢uonecessarytheI s&sconsentorapprovalofmysubsequentsimilaractbythe Lessee. ARTICLE XXI-NOTICES Notices m the Lessor provided for in tbis Lease shall be sufficient if amt by registered or certified marl, return receipt requested, postage prepaid to: City Manager, City of Bangor, City Ha 73 Harlow Street, Bangor, Maine 04401 with a copy on Director, Department of Community and Economic Development, 73 Harlow St., Bangor, Maine 04401. Notices to Lessee are to be sent by registered mcertilied mail, return receipt requested, postage prepaid, addressed to: Engrueered Materials of Maine, LLC, Atter: Sm PhArdr,110 Hildreth Street, Bangor, Maine 04401 or such other respective addresses as the parties may designate to each otber mwriting from time to time. ARTICLE XXH-INVALmrIY OF PARTICULAR PROVISIONS If my term or provisions of this Lease or the application thereof to any person or chcrmstanws is hereafter dete®ined to be to any extent invalid or wenforoeable, the remainder of this Lease or the application of such terns and Provisions on parsons or cvcumstavices other oz -2" dar, mas m which it is held invalid or unenfarchade shall not be sabered, thereby and such term and pmAsion of this Lease stall be valid and be enforceable to the fullest samat permitted by law. ARTICLE 300 - CONSTRUCTION the headings appearing in the Lease are intended for convenience and reference only, and not to be conndmed m conatnivg this Lasso. ARTICLE NEW -NO PAR'TNF.RSE� OR JOINT VENTURE CREATED No&, ransomed barman shall be deemed Or cmenesd 0 creating the odancremp of principal and agent or of partnership or ofjoin[venbue between the parties, it being understood end agreed that neither the method of computation of man nm any other provision herein nor tiny acts ofthe parties shag he deemed to create any relationship hetweeh the parties other than the relationship of landlord and nomnt ARTICLE NXV - GOVERNING LAW This Lease shall be governed eaclbsivelY by me provisions hereof and by the laws of the Siam of Mame, 0 the same may from time m time moat ARTICLE XXVI -MEMORANDUM OF LEASE The parties agree not to record this lease; however upon request of either, the otter shall prepare and morose a Memorandum of Lease in a form sndeNe for recording nine Penobscot CountyRegis of Deeds,asevideoceofLess sintegs thePremisesdemised herein ARTICLE NXVU-AMENDMENT TO LEASE ARTICLE l.'XVIU- NET NET NET LEASE This Lease is intended as a net net net lease, and Lessee shall payor Lessor absolmelY her gea tbmogbrur the lease term new, and other payments as descnbed feemf duvder assessments, or deductions of my kind, and Witham abatemn,e 02-266 no dscmnstences or conditions, whether now existing orhereafter arising, or whether within or beyond the present wmemplatiOn of the parties, shall Lessor be expected or required w make any payment of any find whatsoever. the parties hereto have set their hands and seals the day and year written above.. CITY OF BANGGOOORR`�//�' Wibess - Fd 7 ZL CityManager ENGINEERED MATERIALS OF MAINET3.0 rtness : Ion Fiatak O Title: FRF+-' W-266 The land, with any improvementsthereon, in Bangor, County of Penobscot, State of Maine: FIRST PARCEL: A parcel of land, with the buildings thereon, situated in Bangor, County of Penobscot, State of Maine, hounded and described as follows, viz: Beginning at the point of intersection of the easterly side line of Hildreth Street with the northerly side line of `C' Street (now known as Coffey Street) asshownon lot plan made by Prentiss & Carlisle Co., Inc. for Bangor Real Estate Development Co., recorded in Penobscot County Registry of deeds in Plan Book 16, Page 35; thence easterly, on and by said northerly side line of `C" Street, four hundred thirty (430) feet to a point; thence northerly at right angles to said northerly side line of "C' Street one hundred fifty (150) feet to a point; thence westerly, parallel to and one hundred fifty (150) feet northerly from said northerly side line of "C" Street, four hundred thirty (430) feet to the said easterly side line of Hildreth Street; thence southerly, on and by said easterly side line of Hildreth Street, one hundred fifty (150) feet to the point of beginning. Also is hereby conveyed the right to use in common with others the spur track now or formerly owned by The Galt Block Warehouse Company, and the right to extend a spur track across the northerly portion of the above described premises. SECOND PARCEL: A certain lot or parcel of land situated m the City of Bangor, County of Penobscot, State of Maine, bounded and described as follows: Beginning at an iron bolt in the northerly sideline of Coffey Street four hundred thirty (430) feet easterly of the intersection of said northerly sideline of Coffey Street with the easterly sideline of Hildreth Street and at the southeasterly corner of the First parcel above; thence northerly at right angles to said northerly sideline of Coffey Street and along the easterly sideline of said 11rst-Parcel above, one hundred thirty-seven 11371 feet eight (8) inches to a point twelve (12) feet four (4) inches distant southerly from and measured at right angles to the center line of the spur track situated northerly of the premises hereby conveyed and connecting with the tracks of the Maine Central Railroad Company and the southwesterly corner of that certain lot or parcel of land conveyed by The Tyler Realty Company to The Galt Block Warehouse Company by deed dated November 23, 1954, and recorded in said Registry of Deeds in Vol. 1458, Page 258; thence easterly at right angles and parallel to said center line of said spur track and twelve (12) feet four (4) inches distant southerly and southwesterly therefrom along the southerly and southwesterly sidelines of said land conveyed by The Tyler Realty Company to The Galt Block Warehouse Company by said deed dated November 23, 1954, to said northerly sideline of Coffey Street; thence westerly by said northerly sideline of Caffey az -2" Street five hundred ten and fifty-seven hundredths (510.57( feet, more or less, to the point of begnining. Also is hereby conveyed, insofar as Grantor has the right to convey the same, the right to use in common with others the spur track, now w formerly owned by The Galt Block Warehouse Company upon land situated northerly and northeasterly of the premises hereinabove conveyed, connecting with the tracks of the Maine Central Railroad Company. The conveyance of tins parcel is made expressly subject to the agreements regarding the expense of maintaining spur tracks and to the restrictions, conditions, provisions and rights-of-way contained in a deed from The Tyler Realty Company to Briggs Land Company, dated November 7, 1973, and recorded in Volume 2416, Page 340,.W which deed reference is hereby made for further description of the same in the same manner as if such provisions were set forth herein in full. THIRD PARCEL: A certain lot or parcel of land situated in the City of Bangor, County of Penobscot, State of Maine, bounded and described as follows: Beginning at the northwesterly comer of Second Parcel above, and on the easterly sideline of First Parcel above, thence northerly along said easterly - sideline of said First Parcel above, four (4) feet four (4( inches to a point eight (8) feet southerly from and measured at right angles to the center line of the spur track situated northerly of the premises hereby conveyed and connecting with the tracks of the Maine Central Railroad Company; thence easterly at right angles and parallel to said center line of said spur track and eight (8) feet distant southerly therefrom one hundred seventy-five and sixty-five hundredths (175.65( feet to a point; thence southerly at right angles and parallel to the easterly sideline of said First Parcel above, two (2) feet to a point ten (10) feet southerly from and measured at right angles to said center line of said spur track; thence easterly at right angles and parallel to said center line of said spur track and ten (10) feet distant southerly therefrom forty (40( feet to a point; thence by a 140 30' curve to the right and parallel to said center line of said spur track and ten (10( feet southerly and southwesterly therefrom to the northerly sideline of Coffey'Strmt; thence westerly by said northefly-sideline ef' Coffey Street to a point on said northerly sideline of Coffey Street twelve (12) feet four (4) inches distant westerly from and measured at right angles to said center line of said spur track; thence northwesterly and westerly on a line parallel to and twelve (12) feet four (4) inches distant southwesterly and southerly from and measured at right angles to said center line of said spur track to the point of beginning. Also is hereby conveyed, insofar as said Grantor has the right to convey the same, the right in common with others to use the spur track from the tracks of the Maine Central Railroad Company upon land now or formerly of The Galt Block Warehouse Company situated northerly and northeasterly of the premises hereinabove conveyed for the purpose of serving the premises hereinabove conveyed and that certain parcel of land situated southerly and southwesterly of the Second Parcel above conveyed. The conveyance of this parcel is made expressly subject to all of the terms, conditions, privileges, easements, rights of way, restrictions, and reservations regarding maintenance expenses of spur tracks, rights to construct and maintain spur tracks, restriction against erection of buildings, and all other provisions contained in the deed from The Galt Block Warehouse Company, to Briggs land Company, dated November 7, 1973, recorded in Volume 2416, Page 342, to which deed reference is hereby made for further description of the same in the same manner as if such provisions were set forth herein in full., Being the same premises conveyed to the Grantor by Trustees Deed of Allison J. Briggs and R. Murray Briggs, Trustees of Briggs Realty Trust, dated June 6, 1987, recorded in the Penobscot County Registry of Deeds in Volume 4049, Page 220. 02-266 W The City of Barron, amunicipal corporation, duly organized and existing modem the laws of the Some ofMaine having aplace of Internees at 73 Harlow Sheet, Bangor, Maim 04401(hemmatler OPTIONOR), for considemtionpaid and otILwmonies referred to below and to be paid at the closing of the purchase and We ofthe premises described, in Paragraph 1 below, hereby groats to Engineered Materials of Maine, LLC, a corporation, duly orgamzd and vesting under the laws of the State of Maine having a place of business at, Pevgm, Maine 04401(han (handicrafter OPHONEE), an option to purchase, upon the tame and conditions set forth below, the ]remises described in Paragraph 1 below. a. Exhibit A. (hereinafter the Property) 2.Optical Period, iiia option shall run from July 1, 2002 mtil June 30, 2007 or road such lease date as the parties may age. 3. Exercise ofOdtion. Provided dart the OPTTONEE is not th default of any of the to®s and conditions of the Lease between the OPTIONEE and the OPTIONOR of even data berewitb, the OPTIONEE may eceamse this option and acquire the subject property giving written notice of i6 intent to do so to the OPTIONOR at my vane during the option period. Such notice shat beeffwdve if delivered wthe OPT[ONOWs office at the OPIIONOWs address stated above. Thereafter, the patties sball schedule a closing a mutually wnvwiem date, which maybe after the expiation of the option period. If a d forclosingcannotbemutuallyagreed Wp aclosingshahhkeplaceno]aferthan s sty (60) days from the date of delivery ofOPTTOTE 's notice to OPTIONOR, or the Rod business day after such dare. 4. Purchase Price. The purchase price for the property subject to this Option Agreement shall be the sum of (a) $1,200,000, and (b) OPTIONOR's actual out-ofpocket costs for all capital improvements to and capital memits of the subject property which have been consorted to in writing by OPTIONEE. S. Type of Convevsace. Conveyance shall be by Quitclaim Deed with CovemaM to OPITONORfrom OPTIONEE, OPTIONOR shall prepare the necessary Deed, subjectto approval by OPTIONEPs atmmey. OPTIONOR sball convey tifleander this paragraph to OPTIONEE free and clear of all emumbmnces except customary public utility easements saving the premises, and any otber easements of public record, end shall be subject to applicable zoning and land use laws mrd regulations. 6. Truces. OPTIONEE sbaB be responsible for all property veres assessed against the subject premises following the closing. 7.0PTIONORN,,WCrm Fncamb Ttl. Durivgtbettmoftheop¢on pedod, OPTIONOR shall notvolumanly convey, mortgage or othmuise encumberthe optmprope yty any Wm onffi r f,without OPTIONEE'spnmw mconsent. 8.OPTIONEENotm Commit Waste During dere Optronperiod, and while m possession ofthe premises pumaantto the paries' sepmam Lena, OPTIONEE sball art commit,softmpemaitartywalkp deshuc[iontotheopU prop ty Accidents, desoneden by fire, flood or other event beyond OPfIONEE's control shall not constinte wmsk ander this paragraph 9. Option Binding on OPTIONOR's Successors. The OPtiou grayed shall be bivduq upon the OPTIONOR, in successars and assigro, and sball inure to the benefit of OMONEE and OPTIONEE's screamers and assigns. 0:I CITY OF BANGOR Edward A. Barrett CityManager ENGlNBBRED MATERL S OF MARIE, LLC Name: Inv Piukk Title: 02-266 MI010YOi 1. Overhead bridge crane 2. Additional phone system and data managemwt system (including bot act limited to fiber optic networks and rings) 3. Iniaim/e#erim inventory mcldshch ars 4. Local heating wits (including but not limited to irfared heaters and blowers over doorways)_ . 5. Gantry and Jib craves 6. Any other equipment valued as an asset for personal ProPertY fear PurPoses saPaTaoIY from the building Bk 6261 Pg227 #26486 07-03-2002 @ 02r31p. 02-266 OOITCLADI DEED WITH COVENANT Briggs. Inc., a Maine corporation having a place of business in the City of Bangor, County of Penobscot, State of Maine, for consideration paid, grants to City of Bangor, a municipal corporation located in the County of Penobscot, State of Maine, with Quitclaim Covenant, the land, with any improvements thereon, in Bangor, County of Penobscot, State of Maine: FIRST PARCEL A parcel of land, with the buildings thereon, situated in Bangor, County of Penobscot, State of Maine, bounded and described as follows, vin Beginning at the point of intersection of the easterly side line of Hildreth Street with the northerly side line of "C' Street (now known as Coffey Street) as shown on lot plan made by Prentiss & Carlisle Co.; Inc. for Bangor Rea] Estate Development Co., recorded in Penobscot County Registry of deeds in Plan Book 16, Page 35; thence easterly, on and by said northerly side line of 'C" Street, four hundred thirty (430) feet to a Point; thence northerly at right angles to said northerly side line of "C" SucOt one hundred fifty (150) feet to a point; thence westerly, parallel to and one hundred fifty (150) feet northerly from said northerly side line of "C' Street, four hundred thirty (430) feet to the said easterly side line of Hildreth Street; thence southerly, an and by said easterly side line of Hildreth Street, one hundred fifty (150) feet to the point of beginning. Also is hereby conveyed the right to use in common with others the spur tract, now or formerly owned by The Galt Block Warehouse Company, and the right to emend a spur track across the northerly portion of the above described premises. SECOND PARCEL: A certain lot or parcel of land situated in the City of Bangor, County of Penobscot, State of Maine, bounded and described as follows: Beginning at an iron bolt m the northerly sideline of Coffey Street four hundred thirty (430) feet easterly of the intersection of said northerly sideline of Coffey Street with the easterly sideline of Hildreth Street and at the southeasterly comer of the First parcel above; thence northerly at right angles to said northerly sideline of Coffey Street and along the easterly sideline of said Hirst Parcel above, one hundred thirty-seven (137) feet eight (8) inches to a point twelve (12) feet four (4) inches distant Rk 6261 Pg228 #26486 southerly from and measured at right angles to the center line of the spur track situated northerly of the premises hereby conveyed and connecting with the tracks of the Maine Central Railroad Company and the southwesterly corner of that certain lot or parcel of land conveyed by The Tyler Realty Company to The Galt Block Warehouse Company by deed dated November 23, 1954, and recorded m said Registry of Deeds in Vol. 1458, Page 258; thence easterly at right angles and parallel to said center line of said spur track and twelve (12) feet four (4) inches distant southerly and southwesterly therefrom along the southerly and southwesterly sidelines of said land conveyed by The Tyler Realty Company to The Galt Block Warehouse Company by said deed dated November 23, 1954, to said northerly sideline of Coffey Street; thence westerly by said northerly sideline of Coffey Street five hundred ten and fifty-seven hundredths (510.57) feet, sore or less, to the point of beginning. Also is hereby conveyed, insofar as Grantor has the right to convey the same, the right to use in common with others the spur track, now or formerly owned by The Galt Block Warehouse Company upon land situated northerly and northeasterly of the premises hereinabove conveyed, connecting with the tracks of the Maine Central Railroad Company. The conveyance of this parcel is made expressly subject to the agreements regarding the expense of maintaining spur tracks and W the restrictions, conditions, provisions and rights-of-way contained in a deed from TheTyler Realty Company to Briggs Land Company, dated November 7, 1973, and recorded m Volume 2416, Page 340, to which deed reference is hereby made for further description of the same in the same manner as if such provisions were set forth herein in full. THIRD PARCEL: A certain lot or parcel of -land situated in the City of Bangor, County of Penobscot, State of Maine, bounded and described as follows: Beginning at the northwesterly comer of Second Parcel above, and on the easterlysideline of First Parcel above, thence northerly along said easterly sideline of said First Parcel above, four (4) feet four (4) inches to a point eight (8) feet southerly from and measured at right angles to the center line of the spur track situated northerly of the premises hereby conveyed and connecting with the tracks of the Maine Central Railroad Company, thence easterly at right angles and parallel to said center line of said spur track and eight (8) feet distant southerly therefrom one hundred seventy-five and sixty-five hundredths (175.65) feet to a point; -thence southerly at right angles and parallel to the easterly sideline of said First Parcel above, two (2) Bk 8261 Pg229 #26486 feet to a point ten (10) feet southerly from and measured at right angles W said center line of said spur track; thence easterly at right angles and parallel to said center line of said spur track and ten (101 feet distant southerly therefrom forty (40) feet to a point; thence by a 140 30' curve to the right and parallel to said center line of said spur track and ten (10) feet southerly and southwesterly therefrom to the northerly sideline of Coffey Street thence westerly by said northerly sideline of Coffey Street in a point on said northerly sideline of Coffey Street twelve (12) feet four (4) inches distant westerly from and measured at right angles to said center line of said spur track; thence northwesterly and westerly on a line parallel to and twelve (12) feet four (4) inches distant southwesterly and southerly from and measured at right angles to said center line of said spur track to the point of beginning. Also is hereby conveyed, insofar as said Grantor has the right to convey the same, the right in common with others to use the spur track from the tracks of the Maine Central Railroad Company upon land now or formerly of The Galt Block Warehouse Company situated northerly and northeasterly of the premises hereinabove conveyed for the purpose of serving the premises hereinabove conveyed and that certain parcel of land situated southerly and southwesterly of the Second Parcel above conveyed. The conveyance of this parcel is made expressly subject hes of 11 f the Terme, conditions, privileges, easements, B X restrictions, and reservations regarding maintenance expenses of spur tracks, rights to construct and maintain spur tracks, restriction against erection of buildings, and all other provisions contained in the deed from The Galt Block Warehouse Company m Briggs Land Company, dated November 7, made1973, Volume. 2416, Page 342, to which deed reference is hereby made for further description of the same in the same manner as if such provisions were set forth herein in full. Being t�c same premises conveyed on the Grantor by Trustces Deed of Allison J. Briggs and R. Murray Briggs, Trustees of Briggs Realty Trust, dated June 6, 1987, recorded in the Penobscot County Registry of Deeds in Volume 4049, Page 220. Grantor and Grantee expressly aclaowledge that the Grantee is a municipality vested with eminent domain authority under the laws of the State of Maine, that the Grantee is acquiring the property for the purpose of rehabilitation and redevelopment in accordance with Maine's Community Development Statute, 30-A M.R.S.A. §5201, et seq., and that the Grantee's purchase of the above- BN 8261 Pg23O 426486 described property is in lieu of a contemplated taking of the property by the power of eminent domain under 30-A M.R.S.A. § 5204. By conveying the above-described property to the Grantee, the Grantor hereby waives any and all claims to further compensation, including severance damage, under 30-A M.R.S.A. § 5204(5) and all claims for relocation assistance under 1 M.R.S.A. § 951, et seq., or other provisions of law. Grantor, for itself, its successors and assigns, further waives any and all rights to reacquire underdeveloped or unrehabilitated portions of the property pursvent to 30-A M.R.S.A. g 5203(3)(E). Briggs, Inc., has caused this instrument to be sealed with its corporate seal and signed m its corporate name by Daryl A. Briggs, its President, this 3`" day of =1.1, , A.D. 2002. VATNESS: BRIGGS, INC. y�Lt By D l F . Briggs Its President duly authorized STATE OF MAINE PENOBSCOT, as. S\ ` 3 , 2002 Personally appeared the .above named Daryl A. Briggs, President, and acknowledged the foregoing instrument to be his free act and deed in his said capacity and the free act and deed of said. Briggs, Inc. Before me, SEAL .q(gTaxPatd Notary Public Attorney at Law OESWT },MAV'* Printed name: NORMAN NOTARY PU Un MAINE II{ °t� 4 MY ryy, JUJOR E1PIRE5 JANUARY 31,'GIOa The City of Bangor, a municipal corporation, duly organized and existing under the laws of the State of Maine having a place of business at 73llarlow Street, Burger, Maine 04401 (hereinafter OPTIONOR), fa consideration paid and other monies referred to below suit to be paid at the closing of the purchase and sale of the premises described in Paragraph 1 below, hereby grants to Engineered Materials of Maine, LLC, a corporation, duly organized and existing under the laws offlue State of Maine having a place of business at .Bangor, Maine 04401 (hereinafter OMCH,[EE), an option to purchase, upon the tams and conditions act forth below, the premises described in Paragraph 1 below. TERMS: This option is granted subject to the following terms and conditions: 1. Premises Sub'ect to Cattle : Exhibit A. (hereunder the Property) 2. Option Period. This option shall ran from July 1, 2002 until lune 30, 200] or until such later date as the parties may agree. 3. Exercise of Option. Provided that the OPTIONEE is not in default of my of the tams and conditions of the Lease between the OPTIONEE and the OPTIONOR ofeven date herewith, the OPTIONEE may exercise this option and acquve the subject property giving written notice of its intent in do so in the OPTIONOR at anytime during the optlonperiod. Such notice shall be eBecdve ifdetivered to the OPTIONOR's office at the OPTIONOR's address stated above. Thereafter, the parties shall schedule a closing at a mutually convenient date, which maybe after the expiration of the option period. If a date for closing can not be mutually agreed upon, a closing shall take place no later than sixty (60) days from the date of delivery ofOPTIONEE's entice to OPTIONOR or the fast business day after such date. 4. Purchase Price. The purchase price fa the property subject to Us Option Agreement shall be 5. Type of Com ce. Conveyance shall be by Quitclaim Deed with Covenant to OPTIONOR front OPTIONEE. OPTIONOR shall prepare the necessary Deed, subject to approval by OPTIONEE's attorney. OPTIONOR shall convey ti0e under this paragraph to OMONEE free and clear of all encumbrances except customary public utility ememrnta serving the premises, and any other easements of public record, and shall be subject to applicable zoning and land use laws and regulations. 6. Taxes. OPTIONEE shall be responsible for all property taxes assessed against the subject premises following the closing. 7. OPTIONOR Not to Convey or Encumber Title. During the term of the option period, OPTIONOR shall not voluntarily convey, mortgage or otherwise encumber the option property or any portion thereof, without OPTIONER's prior written consent. 8. OFTIGNBE Not in Comm't Waste During the Option period, and while in possession of the premises pursuant to the parties' separate Lease, OPTIONEE shall net commit, suffer or permit my waste or destruction to the option property. Accidental destruction by firs, flood or other event beyond OPTIONEE's control shall not constitute waste under this paragraph. 9. Option Binding on OPTIONOR's Successors. The Option granted shall be binding upon the OPTIONOR its successors and assigns, sod shall inure to the benefit of OPTIGNEE and OPTIONEE's successors sort assigns. CITY OF BANGOR Edward A. Bartel[ City Manages ENGINEERED MATERIALS OF MAINE, LLC Witness Name: Title: