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HomeMy WebLinkAbout2024-06-17 SB Packet - Released SELECT BOARD MEETING Monday, June 17, 2024 Select Board Meeting Room, 1625 Massachusetts Avenue, Lexington, MA 02420 - Hybrid Participation� 6:30 PM AGENDA EXECUTIVE SESSION 1. Exemption 6: To Consider the Value of Real Property- Parce168-44 Located on 6:30pm Lowell Street CONSENT AGENDA 1. Approve Battle Green Permit- Semiquincentennial Coininission(Lex250) & Road Closure Request on Massachusetts Avenue 2. Application: One-Day Liquor License- Wilson Farm, 10 Pleasant St • Dinner in the Fields Event 3. Accept Select Board Committee Resignation . Lexington Tourism Committee -Kerry Brandin . Lexington Council for the Arts -Sue Benson ITEMS FOR INDIVIDUAL CONSIDERATION 1. Discuss Request for Proposal For Parce168-44 Located on Lowell St�eet 6:SOpm 2. Hearing- Package Store Liquor License Transfer- Biswas Enterprise Inc, 1666 7:lOpm Mas s achus etts Ave Unit H 3. SELECT BOARD WORK SESSION - Discussion on Muzzey Parking Lot 7:20pm Design 4. SELECT BOARD WORK SESSION - Small Business Tax Exemption 7:40pm 5. Approve Placement of Temporary Signs at Lincoln Field and/or Center Track Field 7:SOpm - Lexington High School Girls Soccer Boosters 6. SELECT BOARD WORK SESSION LexMedia Operations Report 7:SSpm 7. SELECT BOARD WORK SESSION -Town MeetingArticle Submission B:OSpm Timeline Discussion 8. SELECT BOARD WORK SESSION - Public Process for StaffProposals B:lOpm Discussion 9. Accept Deed of Gift- LexSeeHer 8:20pm 10. SELECT BOARD WORK SESSION - LHS Project Costs Discussion 8:25pm ADJOURN 1. Anticipated Adjoux�ninent 8:45pm Meeting Packet:https://le�ngton.novusagenda.com/agendapublic/ *MemBers of the public can attend the meeting from their computer or tablet by clicking on the following link at the tiine of the meeting: https://zoom.us/j/99739813 810?pwd=bEZZNE9HK3MyYlAvc W cSdONs Q OJIQ T 09 iPhone one-tap: +13092053325„99739813810#,,,,*153496# US +13126266799„99739813810#,,,,*153496# US (Chicago) Telephone: • +1 309 205 3325 US • +1 312 626 6799 US (Chicago) • +1 646 931 3860 US • +1 929 205 6099 US (New York) Meeting ID: 997 3981 3810 P as sc ode: 153496 An Act Relative to Extending Certain State of Emergency Accommodations:https://www.mass.gov/the-open-meeting-law The next regularly scheduled meeting of the Select Board will be held on Monday, June 24, 2024 at 6:30pm via hybrid participation. Hearing Assisfance Devices Avai]able on Request "�' � ���� flll agenda tiine and the o�tt'er of�items are approximate and � s�ebie�r to�h�,��e. Recorded by LezMedia AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Approve Battle Green Permit - Semiquincentennial Commission(Le�50) & Road Closure Request on Massachusetts Avenue ITEM PRESENTER: NUMBER: Doug Lucente, Chair C.1 SUMMARY: Category:Decision-Making Semic�uincentennial Commission fLe�50� Semiquincentennial Commission(Le�50)has requested permission to use the Battle Green on Saturday, July 13, 2024 from 11:OOam to 2:OOpm for the purpose of`The Parker's Prelude' event. Attached map shows the proposed activities to talce place on the Battle Green. The schedule for musical perfoimances are as follows: . 11:00 am- ll:45 am Lexington Bicentennial Band & Concord Band . 12:00 pm- 12:20 pm: William Diamond Fife and Drum Corps • 12:30 pm- 1:00 pm: Lexington Children's Chorus • 1:00 pm- 1:15 pm: Remarks & Cut the Cake & Sing Happy Birthday • 1:15 pm-2:00 pm Jamaica Plain Honk Band The event will also include a cake cutting ceremony. Also being requested is a road closure on Massachusetts Avenue from Bedford Street to Hai-�ington Road. The Police Department, Department of Public Worlcs, and the Fire Department ha�e no objections to this request. The Semiquincentennial Coininission has been working closely with these departments in the coordination of this event. SUGGESTED MOTION: To approve the request of the Semiquincentennial Commission(Le�50) for the use of the Battle Green for their `Parker's Prelude' event and the road closure of Massachusetts Avenue from Bedford Street to Harrington Road on Saturday, July 13, 2024 between ll:00am to 2:OOpm as proposed in their letter dated May 24, 2024. Move to approve the consent. FOLLOW UP: Select Board Office DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 ATTACHMENTS: Description Type ❑ l�:�nd�lla �;��:;�:;nu u����,u��cgtii�<,u 14;ti�a°� P.��.�a,�;�r�s NGwnd��ua�1 ❑ �:;e�c�nut C+�ab�s P.:�ia�V;ri�s n�Gaabc��u<i:( To: Lexington Select Board From: Lexington Semiquincentennial Commission (Lex 250) Subject: Use of Battle Green for Parker's Prelude Community Festival Date: May 24, 2024 Dear Select Board Members: We would respectfully like to request the use of the Battle Green for the Parker's Prelude Community Festival on Saturday, July 13, 2024. The event will take place from 11 am until 2 pm and is being planned under the direction of the Lex 250 Commission. The date will mark Captain John Parker's 295t" birthday and will include several music ensembles, cake cutting, and family-friendly activities. Our vision for this event is an inclusive festival that will bring enjoyment to the community and encourage visitors to participate in and celebrate the Semiquincentennial. A few specifics about the event: • Schedule: 0 11:00 am - 11:45 am Lexington Bicentennial Band & Concord Band 0 12:00 pm - 12:20 pm: William Diamond Fife and Drum Corps 0 12:30 pm - 1:00 pm: Lexington Children's Chorus 0 1:00 pm - 1:15 pm: Remarks & Cut the Cake & Sing Happy Birthday 0 1:15 pm - 2:00 pm Jamaica Plain Honk Band • Rain date: Saturday, July 20, 2024 • Food o Planning is in progress and may include food trucks on Mass Ave in the area noted on the map o Cake cutting as noted above • Family-friendly activities will be positioned on the Green as noted on the map. • Logistics are being coordinated with public safety staff, including DPW, Fire, and Police. The Lex 250 planning group has already met with representatives from these agencies and will continue to work closely with them to ensure a safe, well-run event. • Anticipated road closure is Mass Ave between Bedford St and Harrington Rd. • We anticipate approximately 500 attendees. Thank you for considering our request. Sincerely, Members of the Lex 250 Commission //////// �� �o� � ������%�%���%�/�/%/%///////%//iiiiiiiiiii� �%� . 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I'r uru��d!+V,�rwiCa mG�;,°',� �`���` /%'�ii%i/�, 'j i .�,[�,a�.w,f�,Jtl C�.�l��¢.�r, @�" � �g,�� i%/��/i�, � ,� C� //ri i��% //// / i%ai� ��/ ////�j//// /��� ,,;iii��i�� 4; iP�Y uurm Va�l7n��°'�'%// ���� — io,,u�wr��r�r ur�u� ��i� ,������� II�I��wre��a��b��°�iri nlrou , '°��������/a �'���i rt.a ir�tl."a.o-p�,fl�r�Yri�aGu r� �i� � � �III�' � �%%%%�/� ���I ,�r r°r � r��r� ����������� ImuWi @Ik�tC u+�.6 I&4�i r�°Vw� ' �� �hr�tt j xw�l7�.P,Inta. �j/%%%/��I��/ / ��y1'il',; �%///Oii, � i ir�'��re ,�� i ���///�i� //%j// „ �,,,/�,��%,,,i ��� ,,,,,��� '°!�ii� � i�j, o.WuP a�ra���� w,�'rir�u� �,��� /� s�.; ii��.� 14i� l�a�liir��"��„ i���4 / �•��., ,�� i�,�u9��< l/�n��� AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Application: One-Day Liquor License - Wilson Farm, 10 Pleasant St ITEM PRESENTER: NUMBER: Doug Lucente, Chair C.2 SUMMARY: Category:Decision-Making Wilson Farm: The Wilson Farm has requested a One-Day Liquor License to serve beer and wine for the purpose of their `Dinner in the Fields' event to be held at Wilson Farm, 10 Pleasant Street, outside of fas-m greenhouse#7, on Thursday, June 27, 2024 from 5:30pm to 9:30pm SUGGESTED MOTION: To approve a One-Day Liquor License for Wilson Farm to serve beer and wine for the purpose of their `Dinner in the Fields' event to be held at Wilson Farm, 10 Pleasant Street, outside of fann greenhouse#7, on Thursday, June 27, 2024 from 5:30pm to 9:30pm Move to approve the consent. FOLLOW UP: Select Board Office DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Accept Select Board Committee Resignation ITEM PRESENTER: NUMBER: Doug Lucente, Chair C.3 SUMMARY: Category:Decision-Making Resignation: Lexington Tourism Committee The Select Board is being asked to accept the resignation of Kerry Brandin from the Lexington Tourism Committee effective immediately. Lexington Council for the Arts The Select Board is being asked to accept the resignation of Sue Benson froin the Lexington Council for the Arts effective iinmediately. On behalf of the Town of Lexington, the Select Board Members would like to extend their inany thanks for their time and s ervic e to the c ommunity. SUGGESTED MOTION: To accept the resignation of Kerry Brandin from the Toluism Committee and Sue Benson from the Lexington Council for the Arts effective immediately. Move to approve the consent. FOLLOW UP: Select Board Office DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 ATTACHMENTS: Description Type d 14�1����sip;u��u�aun..�'�uua7s,uctiP rvrrrmir�iuus;s;1F`bazmddG.l�b�dn�ku�i �a,��l�uq�a IWl[�d�;do�tt ❑ ZQ�7��Z�srgr,r�aauu�r��•.C.zr�uri;,ul d�ru 1:�;�E'tu�s•.`i.a�a,r�sarr� a�ar.a°d;i:rpr 1'Vllaa��°uu��1 . _a� TO: The Select Saard af the Town af Lexington �mm ������ CC: Margaret Coppe, Sandhya Iyer �� � t � FROM: Kerry Brandin `���'��� �� ������ RE: Resignation fram the Lexington Tourism Committee �'��'��'-"��`� ���"`�'� DATE: Tuesday, June 4, 2024 I am writing to submit my resignation fram the Lexington Tourism Committee effective immediately. Althaugh I have been a member for cauntless years, I find that my own travel schedule now prevents me from attending meetings ar taking an prajects in a timely way. I know that two fine candidates recentl� applied for the ane vacant Committee seat. By vacating rny seat, this will allaw them both to join and contribute their valuable time and energy to this worthwhile endeavor. From: sue Benson Sent: Sunday,June 9, 2024 10:34 PM To: Select Board <,s�0_��t���_��'_�0_e�uu��.tc�_�r_�nn_�..���r> Cc: Steve Poltorzycki Subject: Letter of Resignation—Lexington Council for the Arts Dear Members of the Select Board, I am writing this letter to resign my position on the Lexington Cultural Council, effective immediately. I've appreciated the opportunity to work on the council and to serve the needs of the community. Best regards, Sue Benson AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Discuss Request for Proposal For Parce168-44 Located on Lowell Street PRESENTER: ITEM NUMBER: Elaine Tung,Affordable Housing Trust I.1 SUMMARY: Category: Informing Board will review a11d discuss the feedback received from coinmittees and the public regarding the Request for Proposal For Parce168-44 Located on Lowell Street. Attached are corrunents received through 6/13/24 by both Town Committees and the general public for the Board's review. SUGGESTED MOTION: FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 6:SOpm ATTACHMENTS: Description Type C� �'Au��ul V�ll��ll'ruru°1ur��(S.l;i.��D�.�I�� ��r�°���p�MI��4tu�n�l d �.asuvuar,r,;r�u:s�ic�v��i��;<.t tcr clauati; 4.arwa°n'N0�^ur�cF d Q�6a(/�."..�Y"�I�I��aMatt�r�l�H�,t ar0'c4rouim:rnt�u�,�'¢,�°¢,rv¢,a.i. ��ar.�°V;�r:�,1�Nuaucuuz�:l RFP Process Timeline May 28-June 10, 2024 Request fo�comments from relevant Staff, Town Boards, Committees and Commissions June 17, 2024 and June 24, 2024 Select Board review June 27, 2024 RFP Available 12:00 P.M. Weeks of July 8 and 15 RFP Legal notice in local papers (2 successive weeks required) Prior to July 12, 2024 Central Register Legal Notice July 23, 2024 Site Walk at Parce168-44 9:30AM (Prospective bidders must RSVP to Carol Kowalski, Assistant Town Manager for Development at ckowalski@lexingtonma.gov) July 23, 2024 Virtual Pre-bid conference at 9:30 AM (Zoom link to be sent to all parties who received RFP) July 24, 2024 (rain date) Site Walk and Pre-Bid conference July 29, 2024 Last day to submit questions or requests for clarification from pre-bid conference and site walk. All questions must be submitted in writing via email to Elizabeth Mancini at �irm��.irr_�ii.ir�.il.�ll�xiiin�ptc�inir��„�by 4:00 PM EST August 2, 2024 Last Addendum/Responses to RFI's issued August 22, 2024 Proposal due date. Deadline for Proposals is 12:00 PM EST. The clock in the Land Use, Housing and Development Office shall be the sole determining factor of time. Week of October 14-18 Notification of Award by The Select Board MEMORANDUM To: Select Board From: Elaine Tung, Chair,Affordable Housing Trust Date: June 13, 2024 Comments Received from Town Committees, Commissions and Boards as of 6/13/2024 8:27 a.m. 1) Capital Expenditures Committee (did not take a position -comments from individual members) a) Consider making the prose stronger regarding mitigating the impact to abutters. b) One member says that in general, the document is "too loose" because there are a large set of non-constraining bullets. For example, on page 47,Appendix H,there are many "should"s which should perhaps be "shall"s. c) Page 12 should you call out LEEDS Silver specifically in the IBP paragraph? d) Page 13, Under DEI, perhaps this should include the management company too? Or perhaps include DEI on Page 18, "Management Plan", bullet 2. e) Page 20, I'm surprised that this is not simply 5 x 20%, but maybe you have valid reasons for that particular weighting. f) Page 47, you say "approximately 40 units" here, but not earlier on.These two references to number of units should be made consistent in the document. Also, "approximately" is not very specific. Approximately+/- how much? Do you mean 35-45? 30-50? It is probably best to give a specific range. 2) Community Preservation Committee The RFP is consistent with the range of projects proposed in the FY25 application by the Trust and approved by the CPC. 3) Tree Committee Stronger emphasis on planting native trees in line with the guidelines that the Tree Committee has submitted to the Planning Board. At least 70%of the trees should be native (rather than the current language "native trees where available) in order to maintain Lexington's goal of 60%tree canopy in Town. 4) Transportation Advisory Committee a) Bus shelters on each side of the street of the same make and model as the one in Depot Square. b) A performance standard of reducing single occupancy vehicles. c) Separation of paid rent and parking costs or, alternatively, subsidies for those using public transportation. d) Consolidated parking for units so there is a single, shared, parking area similar to 62 Packard Street in Hudsonl and Waverly Woods in Belmont. e)Minimized parking based on comparable projects. f) Contribution to Lexington transportation resources. Public Comments received regarding Lowell Street Parcel 68-44 RFP (as of 6/13/2024 8:27 a.m.) 1 1) Lance Bradley a) It does not define the number of stories allowed b) Remove DEI language 2) Peter Kelley I'd like to encourage the Board to require a geothermal system for the entire development. 3) Mark Lang, 2 Opi Circle a) Change the Development Size Preference of the development from 40 units to a range of 12-28 units to reflect comparable project densities b) RFP be put on hold until an independent, objective study can be conducted to determine how many units this site can support. 4) Kathryn Roy p. 9—what does"social pinpoint" mean? 5) Cindy Arens The evaluation criteria should include: a) Experience with building to Passive House standards (as required by the Specialized Code). b) Experience with maximizing solar and storage on developments, in order to minimize utility costs for income-limited residents. c) Experience with maximizing utility/state/federal incentives for healthier, zero-emission, lower operational cost developments. 6) Andrea Yodsampa, PhD, Byron Avenue Our family are longtime residents of Lexington. We strongly support all efforts to establish additional affordable housing in Lexington. 7) Christy Prasad, 8 Carmel Circle Thank you for the RFP for a affordable housing project on Lowell Street in Lexington.This is the right direction and should continue with speed. 8) Alan Levine a) Any proposal receiving less than a Not Advantageous rating in any criterion automatically will be assigned an Unacceptable rating for that criterion [I note that in the detailed lists of criteria below this point in the RFP there is no listing of"Unacceptable". That possibility should be allowed for. The description of"Not Advantageous" for each set of criteria should differentiate it from "Unacceptable". For example, on p. 22,the "Not Advantageous" category for financial information allows for the information to be not clear. I suggest that a proposal that supplies financial information that is "not clear" should be rated "Unacceptable". "Not Advantageous" and "Unacceptable" also need to be differentiated regarding site design.] 2 b) p. 24- ["Highly Advantageous" and "Advantageous" descriptions are the same. "Not Advantageous" needs to be differentiated from "Unacceptable".] 9) Charlie Wyman, 66 Harding p. 11—4t" bullet- I would suggest rewording that bullet to say: "Landscaping in keeping with Lexington's character and environmental goals (see, e.g.,the Planning Board's Site Plan Review Design Regulations Section 12.6 (Landscaping), Lexington's 2023 Climate Action and Resilience Plan, and Article 37 of the 2024 Annual Town Meeting)". If you prefer to keep the bulleted list short, one could just add "and environmental goals" to that bullet, and then expand on that in an additional paragraph below. I would be happy to help contribute to such a paragraph. 10) Margaret Heitz 1) Property Management section. This should be weighted at 20% rather than 17%. How this first all-affordable development property is managed will affect how receptive Lexington is to future projects. 2) Selection Criteria, p. 24. a) Replace "The property manager has experience and a strong track record (ambiguous?J managing all affordable developments of comparable size with Applicants should demonstrate that their properties of comparable size meet or exceed state and federal property management standards as specified by.... b) A copy edit of the selection criteria sections could help clarify the town's expectations for applicants and make it easier for them to respond. Right now,the intent of each item is not consistently clear. 11) Nancy Sofen, 3 Abernathy Road 1) p. 11 "Landscaping in keeping with Lexington's character" undervalues the impact of landscaping on health and quality of life for the residents of the new housing and the surrounding community. I suggest that the bullet read "Landscaping that achieves the environmental and sustainability goals of the Climate Action and Resiliance Plan and the Planning Board's design regulations", and assume that aesthetics will be a default consideration, as it seems to be for built infrastructure in these bullets. 2) p. 11 Future new tree protection measures and replanting requirements be followed for this project, both for the health of the town's tree canopy and for the political success of this project,that the town be seen as following the same rules as developers of private projects. 12) Jeffrey Lowry, 5 Bennett Avenue Proponents responding to the RFP should be required to engage a hydrogeologist who would provide documentation that defines the areas where building foundations and utilities can be installed which would not be affected by the high ground water levels in the soil. 3 MEMORANDUM To: Select Board From: Elaine Tung, Chair,Affordable Housing Trust Date: June 14, 2024 Re: Lowell Street Parcel 68-44 RFP Public Comments Comments Received from Town Committees,Commissions and Boards as of 6/14/2024 1:04 PM 1) Capital Expenditures Committee (did not take a position -comments from individual members) a) Consider making the prose stronger regarding mitigating the impact to abutters. b) One member says that in general,the document is "too loose" because there are a large set of non-constraining bullets. For example, on page 47,Appendix H,there are many "should"s which should perhaps be "shall"s. c) Page 12 should you call out LEEDS Silver specifically in the IBP paragraph? d) Page 13, Under DEI, perhaps this should include the management company too? Or perhaps include DEI on Page 18, "Management Plan", bullet 2. e) Page 20, I'm surprised that this is not simply 5 x 20%, but maybe you have valid reasons for that particular weighting. f) Page 47,you say "approximately 40 units" here, but not earlier on.These two references to number of units should be made consistent in the document. Also, "approximately" is not very specific.Approximately+/- how much? Do you mean 35-45? 30-50? It is probably best to give a specific range. 2) Community Preservation Committee The RFP is consistent with the range of projects proposed in the FY25 application by the Trust and approved by the CPC. 3) Tree Committee Stronger emphasis on planting native trees in line with the guidelines that the Tree Committee has submitted to the Planning Board. At least 70%of the trees should be native (rather than the current language "native trees where available) in order to maintain Lexington's goal of 60%tree canopy in Town. 4) Transportation Advisory Committee a) Bus shelters on each side of the street of the same make and model as the one in Depot Square. b)A performance standard of reducing single occupancy vehicles. c) Separation of paid rent and parking costs or, alternatively, subsidies for those using public transportation. d) Consolidated parking for units so there is a single, shared, parking area similar to 62 Packard Street in Hudsonl and Waverly Woods in Belmont. e)Minimized parking based on comparable projects. f) Contribution to Lexington transportation resources. 1 5) Greenways Corridors Committee The Greenways Corridor Committee (GCC)will be recommending to the Lexington Conservation Department that a new foot trail be created on the North Street Conservation property to connect to the property's existing trail network from the crosswallc light at the intersection of Lowell and North Streets. To further this proposed access, GCC recommends that additional wording be added to the Conceptual Design Drawings criteria on page 17 of the RFP draft to include provision for creating adequate pedestrian infrastructure in the form of sidewalks within the parcel to connect to said intersection. A further benefit from ensuring adequate pedestrian infrastructure within the parcel will be to facilitate safe and readily available resident access to Lexpress bus service along Lowell Street 6) Bicycle Advisory Committee a) Recommends directional signage for bicyclists be included in the design to assist bicyclists travelling within the development. b) Recommends a visually and separate bike lane be provided into and around the development. c) Recommends the Town facilitate safe biking to and from this complex to support the new residents and help reduce car traffic by: 1) Creating a safe bil<e route for residents to cycle to the Middlesex Commons Shopping Center 2) Recommend the design of safe bicycle access from the Lowell Street/ North Street intersection crossing and along North Street for residents to connect to the Vinebrook path that leads to the Town schools and to Lexington Center 7) Housing Partnership Board Comments to the Development Guidelines and the Comparative Evaluation Criteria: Based on our charge "to promote and support production ... of housing, including low and moderate income, older persons, and workforce housing,"we are particularly supportive of the following aspects of the RFP draft: • The proposed project will make a significant contribution to Lexington's affordable housing stock, with a goal of at least 40 affordable units, which will vary in size and range of affordability based on 30%to 80% of the area median income; • The RFP seeks to ensure that proposals will be financially feasible while including 100% affordable units; • Diversity and inclusion, specifically considering minority owned businesses and women owned businesses,will be a factor in the selection of a vendor; • Sustainability goals and accessibility goals are explicitly stated; • The project calls for sensitivity to neighbors during and after construction; • The project calls for community outreach and engagement in the planning process with both neighbors and historically excluded groups, aiming to create not just housing, but a vibrant community. 2 Additional Comments/Su��estions Section 1: Development Team Experience and Proposed Plan The HPB agrees that this category is very important, since this kind of project has very specific requirements and perhaps, difficulties. The addition to the name of Section 1 is suggested to include Item 6 in that section. Section 3: Site and Buildin� Desi�n Key to this whole undertaking is provision of a substantial number of affordable units, because: 1 . The need in Lexington far exceeds the number of affordable rental units we have so far been able to provide; 2. Parcels of this size and capacity are rare in the Town; 3. Funding for all-affordable projects like this one depends in part on eligibility for tax credits and state funding which are more likely to be available at a 40-unit threshold; For all these reasons the HPB strongly advises that the Development Guidelines in Attachment H under "Development Size and Program" should read: "The development shall create no fewer than 40 units of 100%all affordable rental housing."This provision should also appear in Section 3:Site and Building Design. A requirement of"high quality design which reflects and [is] compatible with the existing architecture of the neighborhood" is vague, and may act as a "Trojan horse" if good design does not replicate the nearest house styles to neighbors' satisfaction. Common parlance in Lexington includes more than the immediate area close to a site in referring to a neighborhood. Examples: Follen Hill neighborhood; East Lexington neighborhood; Manor neighborhood;Turning Mill neighborhood; Merriam Hill neighborhood.This neighborhood includes the Locke Village and Lexington Courtyard developments. Section 4: Propertv Mana�ement Applicants should demonstrate that their properties of comparable size meet or exceed state and federal property management regulations/standards. The "clear plan" required should include planned accessibility to and interaction with tenants as well as general management issues. Section 5: Diversity and Inclusion The item: "Set clear goals for WBE and MBE participation" should continue: "in alignment with the Massachusetts EOHLC's equity and diversity requirements. DEI requirements should also be stated under Development Guidelines in Attachment H. Public Comments received regarding Lowell Street Parcel 68-44 RFP(as of 6/14/2024 1:03 PM) 1) Lance Bradley a) It does not define the number of stories allowed b) Remove DEI language 2) Peter Kelley 3 I'd like to encourage the Board to require a geothermal system for the entire development. 3) Mark Lang, 2 Opi Circle a) Change the Development Size Preference of the development from 40 units to a range of 12 -28 units to reflect comparable project densities b) RFP be put on hold until an independent, objective study can be conducted to determine how many units this site can support. 4) Kathryn Roy p. 9—what does "social pinpoint" mean? 5) Cindy Arens The evaluation criteria should include: a) Experience with building to Passive House standards (as required by the Specialized Code). b) Experience with maximizing solar and storage on developments, in order to minimize utility costs for income-limited residents. c) Experience with maximizing utility/state/federal incentives for healthier, zero-emission, lower operational cost developments. 6) Andrea Yodsampa, PhD, Byron Avenue Our family are longtime residents of Lexington. We strongly support all efforts to establish additional affordable housing in Lexington. 7) Christy Prasad, 8 Carmel Circle Thank you for the RFP for a affordable housing project on Lowell Street in Lexington.This is the right direction and should continue with speed. 8) Alan Levine a) Any proposal receiving less than a Not Advantageous rating in any criterion automatically will be assigned an Unacceptable rating for that criterion [I note that in the detailed lists of criteria below this point in the RFP there is no listing of"Unacceptable". That possibility should be allowed for. The description of"Not Advantageous" for each set of criteria should differentiate it from "Unacceptable". For example, on p. 22,the "Not Advantageous" category for financial information allows for the information to be not clear. I suggest that a proposal that supplies financial information that is "not clear" should be rated "Unacceptable". "Not Advantageous" and "Unacceptable" also need to be differentiated regarding site design.] b) p. 24- ["Highly Advantageous" and "Advantageous" descriptions are the same. "Not Advantageous" needs to be differentiated from "Unacceptable".] 9) Charlie Wyman, 66 Harding p. 11—4th bullet- I would suggest rewording that bullet to say: "Landscaping in keeping with Lexington's character and environmental goals (see, e.g.,the Planning Board's Site Plan Review Design Regulations Section 12.6 (Landscaping), Lexington's 2023 Climate Action and Resilience Plan, and Article 37 of the 2024 Annual Town Meeting)". If you prefer to keep the bulleted list short, one could just add "and environmental goals"to that bullet, and then expand on that in an additional paragraph below. I would be happy to help contribute to such a paragraph. 4 10) Margaret Heitz 1) Property Management section. This should be weighted at 20% rather than 17%. How this first all-affordable development property is managed will affect how receptive Lexington is to future projects. 2) Selection Criteria, p. 24. a) Replace "The property manager has experience and a strong tracl< record (ambiguous?) managing all affordable developments of comparable size with Applicants should demonstrate that their properties of comparable size meet or exceed state and federal property management standards as specified by.... b) A copy edit of the selection criteria sections could help clarify the town's expectations for applicants and make it easier for them to respond. Right now,the intent of each item is not consistently clear. 11) Nancy Sofen, 3 Abernathy Road 1) p. 11 "Landscaping in keeping with Lexington's character" undervalues the impact of landscaping on health and quality of life for the residents of the new housing and the surrounding community. I suggest that the bullet read "Landscaping that achieves the environmental and sustainability goals of the Climate Action and Resiliance Plan and the Planning Board's design regulations", and assume that aesthetics will be a default consideration, as it seems to be for built infrastructure in these bullets. 2) p. 11 Future new tree protection measures and replanting requirements be followed for this project, both for the health of the town's tree canopy and for the political success of this project, that the town be seen as following the same rules as developers of private projects. 12) Jeffrey Howry, 5 Bennett Avenue Proponents responding to the RFP should be required to engage a hydrogeologist who would provide documentation that defines the areas where building foundations and utilities can be installed which would not be affected by the high ground water levels in the soil. 13) Russ Tanner Add language: Does the respondent foresee any conflicts with the time-line described in the RFP and other projects they have in their pipeline. 5 AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Hearing- Package Store Liquor License Transfer - Biswas Enterprise Inc, 1666 Massachusetts Ave Unit H ITEM PRESENTER: NUMBER: Doug Lucente, Chair I.2 SUMMARY: Category:Decision-Making The Select Board office has received all the necessary papei�vork for the transfer of the liquor license at 1666 Massachusetts Avenue, Unit H Lexington, from Art's Specialties, LLC., d/b/a Art's Specialties to Biswas Enterprise Inc d/b/a Nicics Wine and Spirits naming Anukul Biswas as Manager on Record. Biswas Enterprise Inc d/b/a Nicics Wine and Spirits is also requesting a pledge of the license and a pledge of inventory. The proposed manager for the liquor license, Anukul Biswas, will be at the meeting to answer any questions you may have. The Board should discuss the allowable hours of operation for the transfer license request. Note: Arts Specialties Liquor License, the license requested for the transfer, was approved for the following hours of operation for selling alcohol: • Monday through Saturday: 10:00 a.m. to 8:00 p.m. • Sunday: 12:00 Noon to 8:00 p.m. SUGGESTED MOTION: Move to approve the transfer of liquor license at 1666 Massachusetts Avenue, Unit H from Art's Specialties, LLC., d/b/a Art's Specialties to Biswas Enterprise Inc d/b/a Nicks Wine and Spirits for the hours of( 10:00 a.m. to 8:00 p.m. Monday through Saturday and 12:00 noon to 8:00 p.m. Sunday), a pledge of license, pledge of inventory and the manager on record to be Anukul Biswas and once the transfer application is also approved by the ABCC, issue a license to Biswas Enterprise Inc d/b/a Nicks Wine and Spu-its. FOLLOW UP: Select Board Office DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 7:l Opm ATTACHMENTS: Description Type d IP,�r�r C�N x�r�r Ft�4,V�ti�V�c buLuu�;d�a�uVst;VYc;�uuuaruu ��ar.vlknpF CWQ°au��>uu:r.1 I� �°a�lc^tua�ZA�au��Q��g„u➢;�tias¢i�, QDu�ll;rg.�`>ba,n��➢h�p�a.�n��;i�4�u�sittn�„ �rn>I��a:p,Ml�u�cuu�.1 The Conzmonwealth of'Massachusetts � Alcoholic Beverages Control Comnzissio�x . — 9S Fourth Street, Suite 3, Chelsea, MA D2150-2358 , www.mass.gov/abcc APPLICATION FOR A TRANSFER OF �ICENSE Municipality Lexington � 1. TRANSACTION INFORMATION � Pledge of Inventory ❑ �hange of Class � Transfer of�icense � pledge of License � �hange of Category � Alteratian of Premises � pledge of Stock Change of License Type � Change of Location � (§12 ONLY,e. ."club"to"restaurank") � Management/Operating Agreement Please pravide a narrative overview of the transaction(s)being applied for.On-premises applicants should also provide a description of the intended theme or concept of the business operation.Attach additionai pages,if necessary. Sale of substantialiy all assets including transfer of Sec.15 all alcoholic beverages licenses. 2. LICENSE CLASSIFICATION INFORMATION ON[OFF-PREMISES TYPE CATEGORY CLASS Off-Premises-15. � � �15 Package S ore � All Alcoholic Beverages � Annual � 3. BUSINESS ENTITY INFORMATION The entity that will be issued the license and have operational control of the premises. Current or Seller's License Number 90414-PK-0612 ���� FEIN 99-2453959 � Entity Name Biswas Enterprise Inc DBA Nicks Wine and Spirits � Manager of Record Anukul Biswas Street Address 1666 Massachusetts Avenue,Unit H,Lexington,MA 02420 Phone 781-457-6152 Email anukulbiswas@ymail.com Add'I Phone 781-526-5400 �� Website N/A 4. DESCRIPTION OF PREMISES Please providea complete description ofthe premises to be licensed,including the number offloors,number of rooms on each floor,any outdoor areas to be included in the licensed area,and total square footage.if this application alters the current premises,provide the specific changes from the last approved description. You must also submit a floor pian. 1st floor unit,one entrance and one exit, no seating,total square feet 1,489 Total Sq.Footage 1,489 Seating Capacrty N/A Occupancy Number � 30 ._......................................... ___—___�_ Number of Entrances 1 Number of Exits 1 Number of Floors 1 1 APPUCATION FOR A TRANSFER OF �ICENSE 5. CURRENT OFFICERS, STOCK OR OWNERSHIP INTEREST By what means is the Transferor Entity Name Art's Specialties LLC license being Purchase ��__'—� transferred? List the individuals and entities of the current ownership. Attach additional pages if necessary utilizing the format below. Name of Principal Title/Position Percentage of Ownership Artur Nergaryan Manager 100% Name of Principal Title/Position Percentage of Ownership �___.____� Name of Principal Title/Position Percentage of Ownership � Name of Principal Title/Position Percentage of Ownership � u� Name of Principal Title/Position Percentage of Ownership _ �--�.__.._� 6. PROP05ED OFFICERS. STOCK OR OWNERSHIP INTEREST List all individuals or entities that will have a direct or indirect,beneficial or financial interest in this license(E.g.Stockholders,Officers, Directors,�LC Managers,LLC Members,LLP Partners,Trustees etc.).Attach additiona)page(s)provided,if necessary,utilizing Addendum A. • The individuals and titles listed in this section must be identical to those filed with the Massachusetts Secretary of State. • The individuals identified in this section,as well as the proposed Manager of Record,must complete a CORI Release Form. • Please note the fallowing statutory requirements for Directors and LLC Managers: On Premises(E.g.Restaurant/Club/Notel)Directors or LLC Managers -At least 50%must be US citizens; Off Premises(Liquor Store)Directors or LLC Managers -Ali must be US citizens and a majority must be Massachusetts residents. • If you are a Multi-Tiered Organization,please attach a flow chart identifying each corporate interest and the individual owners of each entity as well as the Articles of Organization for each corporate entity. Every individual must be identified in Addendum A. Name of Princi�al Residential Address SSN DOB nukul Biswas 39 Oak Hill Drive,Arlington,MA 02474 �—� �..1 Title and or Position _ _� Percentage of Ownershi Director/l.L�Manager US Citizen MA Resident President,Treasurer,Secretary,Director� 100% (:Yes ("' No (:Yes (` No {:Yes (` No Name af Principal Residential Address SSN DOB Title and or Position Percenta e of Ownershi Director/LLC Manager US Citizen MA Resident _._......... _ (' Yes (` No ('Yes ("No] ('Yes ("' No Name of Principal Residential Address SSN DOB � �--� �------- Title and or Position ____�Percenta e of Own� Director/L�C Manager US Citizen MA Resident (` Yes (` No ('Yes (' Na {'Yes (` No Name of Principa) Residential Address SSN DOB �� Title and or Position Percentage af Ownershi Director/�L�Manager US Citizen MA Resident �_—_— C'Yes (` No ('Yes (' No {" Yes {'No APPLICATION FOR A TRANSFER OF LICENSE 6. PROPOSED OFFICERS, STOCK OR OWNERSHIP INTEREST (Continued...j Name af Principal Residentiai Address SSN DOB � � �-� Title and or Position Percenta e of Ownershi Director/LLC Manager US Citizen MA Resident IC Yes (`Na ('Yes ("No ("'Yes ("' No Name of Principal Residential Address SSN DOB �� � _._......_..__.. Title and or Position Percenta e of Ownershi Director/LLC Manager US Citizen MA Resident IC Yes {"` Na (' Yes C'No (`Yes C`No Nam�ipal`__.._^ Residential Address S5N DOB Title and or Position ____��Percentage of Ownershi Director/L�C Manager US Citizen MA Resident (` Yes ('No ('Yes C No C`Yes C No Additional pages attached? (` Yes (: No� CRIMINAL HISTORY Y� q PP . �...Ye.._.--- Has an individual listed in uestion 6,and a licable attachments,ever been convicted of a s (:No State,Federal or Military Crime?If yes,attach an affidavit providing the details of any and all convictions. 6A. INTEREST IN AN ALCOHOLIC BEVERAGES LICENSE Does any individual or entity identified in question 6,and applicable attachments, have any direct or indirect,beneficial or financial interest in any other license to sell alcoholic beverages? Yes � No CJ If yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Name License Type License Name Municipality Anukul Biswas Sec. 1 S Anamika Enterprise Inc Newburyport Anukul Biswas Sec. 15 Roshani 1 Enterprises Inc Arlington 6B. PREVIOUSLY HEI.D INTEREST IN AN ALCOHOLIC BEVERAGES�ICENSE Has any individual or entity identified in question 6,and applicable attachments,ever held a direct or indirect,beneficial or financial interest in a license to sell alcoholic beverages,which is not presently held? Yes � No �( If yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Name �icense Type License Name 3 APPLICATION FOR A TRANSFER OF LICENSE 6C. DISCLOSURE OF LICENSE DISCIPLINARY ACTION Have any of the disclosed licenses listed in question 6Aor 6B ever been suspended,revoked or cancelled? Yes [] No � �f yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Date of Action Name of License City Reason for suspension,revocation or cancellatian 7. CORPORATE STRUCTURE Entity Legal Structure Corporation � Date af incorporation April 5,2024 �1 State of Incorporation Massachusetts � Is the Corporation publicly traded? (` Yes {: No 8. UCCUPANCY OF PREMISES Please complete all fields in this section. Please provide proof of legal occupancy of the premises. • If the applicant entity owns the premises,a deed is required. • If leasing or renting the prernises,a signed copy of the lease is required. • if the lease is contingent on the approval of this license,and a signed lease is not available,a copy of the unsigned lease and a letter af intent to lease,signed by the applicant and the landlord,is required. • ff tne real estate and business are owned by the same individuals (isted in question 6, either individually or througn separate business entities,a signed copy of a lease between the two entikies is required. Please indicate by what means the applicant will occupy the premises � Lease Landlord Name Trustee of Lexington Square Trust Landlord Phone 978-369-6037 �--� Landlord Email ses@spauldingco.com�—_--� Landlord Address c/o Spaulding Management L�C,490 Virginia Road,Concord,MA 01742 Lease Beginning Date 2024 Rent per Month $5,211.00 Lease Ending Date May 31,2029 Rent per Year $62,532.00 Will the Landlord receive revenue based on percentage of alcohol sales? ("'Yes C�` No 9. APPLICATION CONTACT The applicatian cantact is the person who the licensing authorities should contact regarding this application. Name: Thomas T.Truax,Esquire Phone: 978-741-9000 � I Title: Attorney Email: tttruax@comcast.net 4 APPLICATION FOR A TRANSFER OF LICENSE 10. FINANCIAL DISCLOSURE A.Purchase Price for Real Estate � B.Purchase Price for Business Assets $130,000.00 C.Other*(Please s eci ) 0 *Other: (i.e. Costs associated with License Transaction including p � but not limited to: Property price, Business Assets, Renovations D.Total Cost $130,000.00 costs, Construction costs, Initial Start-up costs, Inventory costs, or specify other costs):" SOURCE OF CASH CONTRIBUTION Please provide documentation of available funds.(E.g.Bank or other Financial institution Statements,Bank Letter,etc.) Name of Contributor Amount of Contribution Anukul Biswas $50,000.00 - - -- Total $50,000.00 50URCE OF FINANCING Please provide signed financing documentation. Name of Lender Amount Type of Financing I5 the lender a licensee pursuant to M.G.L.Ch.138. Enterprise Bank $80,000.00 Term Loan ('Yes {: No ("Yes {" No (`Yes (` No (`Yes (` No FINANCIAL INFORMATION Provide a detailed explanation of tne form(s)and source(s)af funding for the cost identified above. - Anukul Biswas is contributing$50,000.00 from his Leader Bank account(s). Enterprise Bank is providing purchase financing of $80,000.00. %�Enterprise Bank and Trust Company 11. PLEDGE INFORMATION Please provide signed pledge documentation. Are you seeking appraval for a pledge?�;Yes (` No Please indicate what you are seeking to pledge(check a��thatapp�y) � License � Stock � Inventory To whom is the pledge being made? Enterprise Bank and Tr'ust Company' 5 12. MANAGER APPLICATION A.MANAGER INFORMATION The individual that has been appointed to manage and control the licensed business and premises. Proposed Manager Name Anukul Biswas Date of Birth �-� SSN [_� Residential Address 39 Oak Nill Drive,Arlington,MA 02474 Email anukulbiswas@ymail.com Phone 781-526-5400 � Please indicate how many hours per week you intend to be on the licensed premises 40+ B.GTIZENSHIP/BACKGROUND INFORMATION Are you a U.S.Citizen?* (:Yes (`No *Manager must be a U.S.Citizen If yes,attach one of the following as praof of citizenship US Passport,Voter's�ertificate,Birth Certificate ar Naturalization Papers. Have you ever been convicted of a state,federal,or military crime? (`Yes (:No If yes,fill out the table below and attach an affidavit providing the details of any and all convictions.Attach additional pages,if necessary, utilizing the format below. Date Municipality Charge Disposition C.EMPLOYMENT INFORMATION Please provide your employment history.Attach additional pages,if necessary,utilizing the format below. Start Date End Date Position Employer Supervisor Name 2019 present Manager Giles Wine&Spirits,Arlington Vinod Zaveri 2022 present Part-owner Port Wine&Spirits,Newburyport Self 2010 2013 Clerk Robinson News,Malden Gerry Patel 2019 2019 Clerk 7-Eleven,Malden Jay Patel D.PRIOR DISCIPLINARY ACTIC7N Have you held a beneficial or financial interest in,ar been the manager of,a license to sell alconolic beverages that was subject to disciplinary action? r Yes (:No If yes,please fill out tne table.Attach additional pages,if necessary,utilizing the format below. Date of Action Name af License State City Reason for suspension,revocation or cancellation I hereby swear under the pains and pe Ities af perjury that the rnformation I have provided in this application is true and accurate: ,, Manager's Signature .e.. ' ��� Date ;�,���u ���} m "y�' `w-�� � 6 13. MANAGEMENT AGREEMENT Are you requesting approval to utilize a management company through a management agreement? ('�Yes (: No If yes,please fill out section 13. Please provide a narrative overview of the Management Agreement.Attach additional pages,if necessary. 1MPORTANT NO7E:A management agreement is where a licensee authorizes a third party to control the daily operations of the license premises,while retaining ultimate control over the license,through a written contract. This does not pertain to a liquor license manager that is emp/oyed directly by the entity. 13A. MANAGEMENT ENTITY List all propased individuals or entities that will have a direct or indirect,beneficial or financial interest in the management Entity(E.g. Stockholders,OfFicers,Directors,LLC Managers,LLP Partners,Trustees etc.). Entity Name Address Phone � � ��� Name of Principal Residential Address S5N DOB �— ��� Title and or Position _� Percentage af Ownership pirector US Citizen MA Resident � u �Yes �"` No C`Yes (`No �'"" Yes (`'No Name of Principal Residential Address SSN DOB � � ---� ��__� Title and or Position Percentage of Ownership Director US Citizen MA Resident � t"`Yes C" No {` Yes ('" Na CC' Yes C` No Name of Principal Residential Address SSN DOB � � �� Title and or Position_^ Percentage of Ownership Director US Citizen MA Resident — -------------- � � Yes C"No {"' Yes �"""'No ;"' Yes �No� Name of Principal Residential Address SSN DOB � � � � �� �—� Title and or Position _ Percentage of Ownership Director US Citizen MA Resident � �� C�Yes C`N� (";Yes (" No �`'Yes C"'No CRIMINA�HISTORY Has any individual identified above ever been convicted of a State,Federal or Military Crime? (``Yes (" N� If yes,attach an affidavit providing the details of any and all convictions. 13B. EXISTING MANAGEMENT AGREEMENTS AND INTEREST IN AN ALCOHOUC BEVERAGES LICENSE Does any individual or entity identified in question 13A,and applicable attachments, have any direct or indirect,beneficial or financial interest in any other license to sell alcoholic beverages;and or have an active management agreement with any other licensees? Yes � No � �f yes,list in table below.Attach additional pages,if necessary,utilizing the table format below. Name License Type License Name Municipality 7 APPLICANT'S STATEMENT � Anukul Biswas �T �� the: ❑sole proprietor; � partner; �corporate principal; � �LC/LLP manager Authorized Signatory Of��swas Enterprise Inc Name of the Entity/Corporation hereby submit this application (hereinafter the "Application"), to the locai licensing authority(the "LLA") and the Alcohalic Beverages Contral Commission (the "ABCC" and together with the ��A collectively the "Licensing Authorities")for approval. I do hereby declare under the pains and penalties of perjury that I have personal knowledge of the information submitted in the Application, and as such affirm that all staternents and representations therein are true to the best of my knowledge and belief. I further submit the fallowing to be true and accurate: (1) I understand that each representatian in this Application is material ta the Licensing Authorities' decision pn the Application and that the Licensing Authorities will rely on each and every answer in the Application and accompanying documents in reaching its decision; (2) I state that the location and description of the proposed licensed premises are in compliance with state and local laws and regulations; (3) I understand that while the Application is pending, I must notify the Licensing Authorities of any change in the information submitted therein. I understand tnat failure to give such notice to the �icensing Authorities may result in disapproval of the Application; (4) I understand that upon approval of the Application, I must notify the Licensing Authorities of any change in the ownership as approved by the Licensing Authorities. I understand that failure to give such notice to the Licensing Autharities may result in sanctians including revocation of any license for which this Applicatian is submitted; (5) I understand that the licensee will be bound by the statements and representations made in the Applicatian, including, but not limited to the identity of persons with an ownership or financial interest in the license; (6) I understand tnat all statements and representations made become conditions of the license; (7) I understand that any physicai alterations to or changes to the size of the area used for the sale, delivery, storage, or consumption of alcoholic beverages, must be reported to the Licensing Authorities and may require the prior approval of the�icensing Authorities; (8) I understand that the licensee's failure to operate the licensed premises in accordance with the statements and representations made in the Application may result in sanctions, including the revocation of any license for which the Application was submitted; and (9) I understand that any false statement or misrepresentation will constitute cause for disapproval of the Application or sanctions including revocation of any license for which this Application is submitted. (10) I confirm that the applicant corporation and each individual listed in the ownership section of the application is in good standing with the Massachusetts Department of Revenue and has complied with all laws of the Commonwealth relating to taxes, reporting of employees and contractors, and withholding and remitting of child support. �� 5ignature: � �... _,,....�,w Date: �.. �1 .. "�C°� ' [.. �-"� � Title: President CORPORATE VOTE The Board of Directors or I.LC Managers of giswas Enterprise Inc Entity Name duly voted to apply to the Licensing Authority of Lexington ^�and the City/Town Commonwealth of Massachusetts Alcoholic Beverages Control Commission on Apri)l l,zoz4 ����� Date of Meeting For the following transactions (Check all that apply): � New License � Change of Location � Change of Class(�.�.n�,n�di�s�awnaiJ � Change Corporate 5tructure c�.�.corp i��c� � Transfer of License � Alteration of Licensed Premises � Change of�icense Type��.�.�i��i rCsca�rrncJ � N�edge of Collateral G.e.i�«r,sCisto�kJ � Change of Manager � Change Corporate Name � Change of C�tegory��.C.nu ni�onoitw�r��,maitJ ❑ Management/Operating Agreement Change of Officers/ Change of Ownership Interest � Issuance/Transfer of Stack/New Stockholder � Change of Hours � Directors/LLC Managers � (LL.0 Members/L�P Partners, Trustees) � Other � Change of DBA "VOTED: TO aUthorize �nukul Biswas Name of Person to sign the application submitted and to execute on the Entity's behalf, any necessary papers and do all things required to have the application granted." "VOTED: To appolnt Anukul f3iswas Name of Liquor License Manager as its manager of record, and hereby grant him or her with full authority and control of the premises described in the license and authority and control of the conduct of all business therein as the licensee itself could in any way have and exercise if it were a natural person residing in the Commonwealth of Massachusetts." For Corporations ONLY A true cop�r attest, A true co , attest, �... ...� ��,�.> „. � w _,.�,_. w�. ._,.w... ..� .�..� �.:�� . � Corporate Officer/LLC Manager Signature Corporation Clerk's Signature rp . � „� ._�f 1. ��.���c,a, �j 1 � �w��F,��, � v�.��"':v,. t�"�'9�.�G°`�.�j�,� v.., (Print Name) (Print Name) O'O �'������ Commonwealth of Massachusetts LeCter ID:L 1689477408 � ^�,,����� � Department of Revenue Notice Date:April 5,2024 .�`�' ��,��'�� �, Geoffrey E.Snyder,Commissioner Case ID:0-001-945-891 � �,u`�_ �� �a' � � � sa47�w'�` mass.gov/dor CERTIFICATE OF GOOD STANDING AND/OR TAX COMPLiANCE (lli���l�l���l�����l���l�����������������l�ll�,l��l'll��l������1' ART'S SPECIALTIES LLC 369 TRAPELO RD BELMONT MA 02478-1955 �t,��1�ir��"r,����u�t�Zis��tt��c��' .., . J;,. � � , �. , ��� ` The Commissioner of Revenue certifies that, as of the date of this certificate,ART'S SPECIALTIES LLC is in compliance with its tax obligations under Chapter 62C of the Massachusetts General Laws. This certificate doesn't certify that the taxpayer is compliant in taxes such as unernployment insurance administered by agencies other than the Department of Revenue, or taxes under any ather provisions of law. This is not a waiver of lien issued under Chapter 62C, section 52 of the Massachusetts General Laws. �'�#l,����t1,��4'�`�teSll"U'1`tS?` � y � fr, �y,.ar� �s,a „�, ti. ,� � �ar,'� ,�,� If you have questions, call us at(617) $87-6400 or toll-free in Massachusetts at(800) 392-6089, Monday through Friday, 9:00 a.m. to 4:00 p.m.. , � �`i�i�t u��i�Xz,��� 5 +�i �, .. ,y �.;.. .�, v „ .,. : , , � r� ,�� � r s. ,,, w� , ,,�� ,�. .,r� , � u Visit rnass.gav/dor to learn more about Massachusetts tax laws and DOR palicies and procedures, includin�your Taxpayer Bill of Rights, and MassTaxConnect for easy access to your account: • Review or update your account • Contact us using e-message • Sign up for e-billing ta save paper • Make payments or set up autopay ����� � �� � Edward W. Coyle, Jr., Chief Callections Bureau Departrnent of Unemploy� �t Assistance II��II'll�ll"�Il����l������i' "'I��I�III��II��II��III��IIII��) d�.,,���f�. -�-`Y �,t. Commonwealth of Massachusetts ;°�, ��, Executive Office of Labor & Workforce Development . �:' , ^���� Certificate of Compliance Date: April 12, 2024 Letter ID: L0002047066 ART'S SPECIALTIES Employer ID (FEIN): XX-XXX3981 5 PARTRIDGE ST WATERTOWN MA 02472-1626 Certificate ID: �0002047066 FEIN: 46-3833981 The Department of Unemployment Assistance certifies that as of 11-Apr-2024, ART'S SPECIALTIES is current in all its obligations relating to contributions, payments in lieu of contributions, and the employer medical assistance contribution established in G.L.c.149,§189. This certificate expires on 11-May-2024 . Sincerely, . �Q� �����. Katie Dishnica, Director � Department of Unemployment Assistance Questions? Revenue Enforcement Unit Department of Unemployment Assistance Email us: Revenue.Enforcement@detma.org Call us: (617) 626-5750 100 Cambridge Street • Suite 400 • Boston, MA 02114 • https://mass.gov/uima Ref: aL1001 Page 1 of 1 MA SOC Filing Number: 202466573810 Date: 4/5/2024 2:16:43 PM The Commonwealth of Massachusetts, William Francis Galvin Corporations Division One Ashburton Place - Floor 17, Boston MA 02108-1512 � Phone: 617-727-9640 ����cl�� +�� r��r�i�����rt (General Laws, Chapter 156D, Section 2.02; 950 CMR 113.16) Minimum Filing Fee: $250.00 __ _ _ _ __ __ Identification Number 001781132 (number will be assigned) 3 _.... _... _ _._ ARTIC�E I The exact name of the corporatian is: BISWAS ENTERPRISE INC ; �...�__,_._.__.__._,.w�...��_w_..w__......_.�_.____....____...._._�_.__..._._.._.�._..._._...�...._.._..�� �._._..,__..._.__.__�....�._...��__�,.._.�.____�....._a_.__.___.._�...�_..._...__.__._..._.�_.._� ARTICLE II ° Unless the articles of organization otherwise provide, all corporations formed pursuant to G.L, C156D � have the purpose of engaging in any lawful business. Specify if you want a more limited purpose: ARTIC�E III State the total number of shares and par value, if any, of each class of stock that the corporation is authorized to issue. All corporations must authorize stock. If only one class or series is authorized, it s is not necessary to specify any particular designation. @ � r� � � v.� � � :.� . e � � � � e: e s. 4 � e- e CNP 0 10,000 0 1,000 ARTICLE IV If more than one class of stock is authorized, state a distinguishing designation for each class. Prior to the issuance of any shares of a class, if shares of another class are outstanding, the corporation ; must provide a description of the preferences, voting powers, qualifications, and special or relative rights or privileges of that class and of each other class of which shares are outstanding and of ' each series then established within any class. NOT APPLICABLE. ARTICLE V The restrictions, if any, imposed by the articles of organization upon the transfer of shares of stock ' of any class are: � ; ANY STOCKHOLDER, INCLUDING THE HEIRS, ASSIGNS, EXECUTORS OR ADMINISTRATORS OF A � ; DECEASED STOCKHOLdER, pESIRING TO SELL OR TRANSFER SUCH STOCK OWNED BY HIM OR � THEM, 5HAL.� FIRST OFFER IT 70 THE CORPORATION THROUGH THE BOARD OF DIRECTORS IN THE � FOLLOWTNG MANNER: HE SHALL NOTIFY THE DIRECTOR OF HIS DESIRE TO SE�L OR TRANSFER BY NOTICE IN WHICH � � NOTICE SHA�L CONTAIN THE PRICE AT WHICH HE IS WILLING TO SEL� OR TRANSFER AND THE NAME OF ONE ARBITRATOR. THE DIRECTORS SHA�L, WITHIN THIR7Y DAYS THEREAFI"ER EITHER � ACCEPT THE OFFER, OR BY NOTICE TO HIM IN WRITING, NAME A SECOND ARBITRATOR, AND � THESE TWO SHALL NAME A THIRD. IT SHALL THEN BE THE DUTY OF THE ARBITRATORS TO f ASCERTAIN THE VALUE OF THE STOCK, AND IF ANY ARBITRATOR SHALL NEGLECT OR REFUSE TO ; APPEAR AT ANY MEETING APPOINTED BY THE ARBITRATORS, A MA�ORITY MAY ACT IN TNE ; ABSENCE OF SUCN ARBITRATOR. ` AFfER THE ACCEPTANCE OF THE OFFER, OR THE REPORT OF THE ARBITRATORS AS TO THE VALUE ; OF THE STOCK, THE DIRECTORS SHALL HAVE SIXTY (60) DAYS WITHIN WHICH TO PURCHASE THE C ; SAME, AT SUCH VALUATION, BUT IF AT THE EXPIRATION OF SIXTY (60) DAYS, THE CORPORATION ; € SHALL NOT HAVE EXERCISED THE RIGHT SO TO PURCHASE, THE OWNER OF TNE STOCK SHALL BE ! AT LIBERTY TO DISPOSE OF THE SAME IN ANY MANNER HE MAY SEE FIT. � ; NO SHARES OF STOCK SHALL BE SOLD OR TRANSFERRED ON THE BOOKS OF THE CORPORATION � UNTIL THESE PROVISIONS HAVE BEEN COMPLIED WITH, BUT THE BOARD OF DIRECTORS MAY IN ; ANY PARTICULAR INSTANCE WAIVE THE REQUIREMENTS. __......_..._......._.........__........_..............__..r...._..__...........�......�..u............................�....._................_..�_...._...__._.,__._...._.�_...__.�....._-___...._�...�.____........_._.__...............__......_..._._._._.............._...._.........._............,......................._�_........_.._.......�........_._..... ;........_..._._.......__......_.._.��_�.,_....._..._......�,.._........__.�..________.._..._........._.��__._........._..�,........__..__._.._._......,._......_....._..._..,...____.._.....�.......v..__.�._.�_...._...._..___......_.�._......�.._......_.................._..._�._....._...._........_.�......._...__...._......................_..._.� s ARTICLE VI = € l Other lawful provisions, and if there are no provisions, this article may be left blank, ;.�.�._._.._.,�.._._..�.�.._w�_..___..�._._�.._._�..___e_______..__.____________ __.____..._.�.�______....�...�....__..w.__...___.._.___._____..__..__..�__w.._.__� . ... _ _. _.. ....... _ ._..._..._ __. ARTICLE VII ; The effective date of organizatian shall be the date and time the articles were received for � filing if the articles are not rejected within the time prescribed by law. If a later effective date � is desired, specify such date, which may not be later than ninety (90) days from the date and ; time of filing ' Later Effective Date (mm/dd/yyyy): Time (HH:MM) �_���_..__��__�____�__w__.__� __w —_.��______.__ ,..��__��_,___�...__._._.______..�__._.�. ._....__...__...______________�_____�_.__._... �_m..�.�._____..___�___�_���_�.___�.�..____..w_...__.m..____.._.�.�_ �__.�_,__..w�,_.�__.�.______.._�._._..___._.._.__.__._.___._____....____...w._,__,_,_� ; ARTICLE VIII � ' The inforrnation contained in Article VIII is not a permanent part of the articles of organization. � ( a,b. The street address af the initial registered office of the corporation in the cammonwealth � and the name of the initial registered agent at the registered office: ; Agent narne: ANUKUL BISWAS � Number and 39 OAK HILL DRIVE ; street: ! Address 2: � City or town: ARLINGTON State: MA Zip cade: 02474 , ..._. _ __. _ _.__ _..._.. _ _ _ ...,.. c. The names and street addresses of the individuals who will serve as the initial directors, ; president, treasurer and secretary of the corporation (an address need not be specified if the � business address of the officer or director is the same as the principal office location): � , x � � PRESIDENT ANUKUL BISWA5 39 OAK HILL DRIVE ARLINGTON, MA 02474 USA TREASURER �� ANUKUL BISWAS �� � 39 OAK HILL DRIVE ARLINGTON, MA 02474 USA SECRETARY ANUKUL BISWAS���� y39 dAK HIL� pRIVE ARLINGTON, MA 02474 USA _.._......._..___.�__........____.._._....�...._...._...�.._._�_�__...._...__.�.......�_�..........._..._...._.................._.....__.�....��_......�..._....�.._.._._._....._..�.._________..��.�..,_._.._.._...__.,..._., DIRECTOR ANUKUL BISWAS 39 OAK HILL DRIVE ARLINGTON, MA 02474 � USA _... __ __. _. _.... _...... . _. _ __. � d. The fiscal year end (i.e., tax year) of the corparation: � December 31 � _.____�_...w.. _.__�_____.__._._,.�.�._.�._.. ____.__..._________.�.._.._.________._ __..,_,_,___�) � e. A brief description of the type of business in which the corporation intends to engage: � � � PACKAGE STORE. � ___________..�._ _.._._.__._________________._._� _____ .�. __,__�.� �_..._----____ _..__.__._.__ .__ _.._ ._ ,_..._______.__..____________._____._____...___...__� - -...___ -__._, I f. The street address (post office boxes are not acceptable) of the principal office of the � [ carporation: � € Number and 39 OAK HTLL DRIVE street: � ' Address �: € � � ; City or town: ARLINGTON State: MA Zip 02474 I code: i � ; Country; UNITED STATES � v___ .._._�_.___.._..__.__._._._....�..._�.�_._..___.._._.._..._.__.._.__,._.._._.___.�_._._� ...__,_... ._ ____.�_..___�....__k....__�._______.._.�_.�__�____._.,__� _____u__________.�._._.._...._______.._____�__�___.._.____...._._.___._...___...______._ __ __..___.._.__..._._,.._,.____...._.__......__.__._.w_.....�._._.�.._._._,.._.�.__., g. Street address where the records of the corporation required to be kept in the Commonwealkh � ; are located (post office boxes are not acceptable): � Number and 39 OAK HILL DRIVE ; street: Address 2: City or town: ARLINGTON State: MA Zip code: 02474 � Country; UNITED STATES Which is: � its principal office ❑ an office of its transfer agent � t i ❑an office of its secretary/assistant secretary ❑ its registered office � �. __._�_.�.�.�.�__�..._.. _�._ _�__ _.��_ ��._____.�.�.__W w�_ � . ...... _.. _ . . ....._.. ..,..... s Signed this 5 Day of April, 2024 at 14:04 PM by the incarporator(s). (If an existing corporation is i acting as incorporator, type in the exact name of the business entity, the state or other jurisdiction ; where it was incorporated, the name of the person signing on behalf of said business entity and the ' title he/she holds or other authority by which such action is taken.) � ANUKUL BISWAS MA SOC Filing Number: 202466573810 Date: 4/5/2024 2:16:43 PM THE COMMONWEALTH OF MASSACHUSETTS I hereby certify that, upon examination of this document, duly submitted to me, it appears that the provisions of the General Laws relative to corporations have been complied with, and I hereby approve said articles; and the filing fee having been paid, said articles are deemed to have been filed with me on: April 05, 2024 02:16 PM . r �������� WILLIAM FRANCIS GALVIN Secreta�y of'the Commonwealth DocuSign Envelope ID:60A2C9BB-E431-4CD6-8FD4-ABBA8A9939CE PURCHASE AND SALE AGREEMENT This Agreement dated April �( �, 2024, by and between Art's Specialties, L�C, a Massachusetts limited liability company with an office address af 369-371 Trapelo Road, Belrnont, Massachusetts 02478, hereinafter referred to as SELLER; and Biswas Enterprise Inc, a Massachusetts, corporation with an office address of 39 Oak Hill Drive, Arlington, Massachusetts 02474, doing business as Nicks Wine and Spirits, hereinafter referred to as BUYER. WITNESSETH, in consideratian af the mutual covenants herein contained, the parties agree as follows: 1. INTEREST TO BE SOLD. SELLER hereby agrees to sell to BUYER and BUYER agrees to buy from SELLER, its business assets, including all furniture, fixtures, equipment and inventory (per Section 13 herein) located at 1666 Massachusetts Avenue, Suite N, Lexington, Massachusetts, for the Lexington Massachusetts location af Art's Specialties, LLC located at 1666 Massachusetts Avenue, Suite H, Lexington, Massachusetts 02420, and all licenses and permits and the goodwill of the said business, as a going concern. Specifically excluded from the sale is the name of the business and any other assets owned by the business at other locations as well as any equipment or furniture which is specifically indicated by SELLER as being excluded in the sale. 2. PURCHASE PRICE. (a) The purchase price to be paid to SELLER by BUYER shall be One Hundred Thirty Thousand ($130,000.00) Dollars to be paid as follows: $ 15,000.00 shall be deposited upon the signing of this Agreement; $115,000.00 shall be paid at closing in the form af an attorney's IOLTA check, bank certified check, or wire transfer; $130,000.00 TOTAL (b) ADJUSTMENTS. Pro rata adjustments shall be made at the time af the closing for all prepaid items including license fees, rent, security deposits, if any, and personal property tax. (c) Ten Thausand ($1Q,OOQ.QO) Dallars of the SELLER's net sales proceeds shall be held in escrow by James J. Finn I11, Esquire for thirty (30) days following the closing to ensure that all alcohol distributors are paid. The SELLER hereby authorizes Attorney Finn to disburse from this escraw all sums required to pay any outstanding debts to said distributors. Upon the expiration of the said thirty (30) day period, Attorney Finn is hereby autharized to return any unused sales proceeds to the SELLER. �5 �5 !(N � - �� �-"`-�-�-- DocuSign Envelope ID: 60A2C9BB-E431-ACD6-8FD4-ABBA8A9939CE 3. FINANCING. The BUYER's obligations are not contingent on any financing. 4. DEBTS AND �IABILITIES. Ten (10) days prior to closing, the SEL�ER shall furnish to the BUYERS, a list of all SELLER'S creditors and vendors, including alcohol suppliers and account numbers. Said list shall contain the names and business addresses of all creditors of SELLER with the arnounts due to each, when known. The SELLER shall pay all the debts and liabilities incurred prior to the closing date, in connection with its business, none of which are being assumed by BUYER, except for that which is expressly herein provided. No postings will be outstanding as of the closing date. The parties intend for BUYER to acquire ownership of the interests being purchased herein free and clear of all claims, and SELLER represents that this shall be accomplished without expense or liability to the BUYER. 5. REPRESENTATIONS OF SELLER. SELLER represents to BUYER the following facts, with the knowledge that BUYER is purchasing SELLER' S interests in full reliance thereon: a. Prior to the closing date and except as otherwise provided in this agreement, SELLER shall not encumber the interests ar enter inta any transaction or make any commitment relating to the interests other than in the ordinary course of business without first abtaining the written cansent of BUYER and shall obtain any consent necessary to allow SELLER to accomplish their obligations hereunder. SELLER shall exercise their best efforts in this regard. b. That SELLER has good and marketable title to the interests being sold to BUYER herein, and will convey the sarne to BUYER free and clear of all encumbrances. c. That to the best of SELLER'S knowledge, it has complied with and is presently in compliance with all applicable laws, rules and regulations of the city, county, state and federal governments, including all applicable health, fire and safety codes. d. That there is no litigation or claims af any nature whatsoever pending ar threatened against SELLER, the SELLER does not know or have reasonable graunds to know of any basis far any such action, and that no material fact regarding SELLER's financial condition has been omitted. e. To the best of SELLER'S knowledge and belief there are no material claims or liabilities of SELLER, or pending or threatened administrative procedures involving SELLER'S operations or the interests whether or nat made or accrued and whether or aN � � DocuSign Envelope ID:60A2C98B-E431-4CU6-8FD4-ABBASA9939CE not determined or determinable, in respect of which BUYER rnay be or become liable on or after the closing. f. The SELLER has all license and permits necessary for the operation of the business and said licenses and permits will be in good standing at the time of closing. g. Neither this Agreement, nor any other documents, certificate or statement furnished to BUYER by or on behalf of SELLER in connection with the transaction conternplated hereby cantains any untrue statement of a material fact or omits to state a material factor necessary in order to make the statements contained herein nat misleading. h. Up until the closing date, the business shall be conducted as it has in the past. 6. ASSIGNMENT OF WARRANTIES. NONE 7. CONTINGENCIES. This agreement shall be contingent upon the following: 1. SELLER transferring to BUYER all necessary licenses and permits for the operation of the business as required by the federal, state and local authorities. 2. BUYER to obtain a new lease from the landlord with terms conditions satisfactory to the BUYER in its sole discretion. 3. BUYER to obtain approval of a transfer of the full liquor license for the business from the local licensing agency and the Massachusetts Alcaholic Beverages Control Commission 4. All furniture, fixtures and equipment included in the sale shall be in working condition and the business premises will be in substantially the same condition it is now, reasonable wear and tear and customary business variation excepted. The BUYER reserves the right to inspect such furniture, fixtures and equipment and the business premises within 24 hours prior ta the time of closing. If any of these conditians are not satisfied, then at the aption of the BUYER, this Agreement may be terminated, whereupon any payments made under this Agreement shall be forthwith refunded and all other abligations of the parties hereto shall cease and this Agreement shall be void without recourse of the parties hereto. 8. COVENANTS OF SELLER PRIOR TO C�OSING. DS q5 QN � DocuSign Envelope ID:60A2C9BB-E431-4CD6-8FD4-ABBA8A9939CE SELLER covenants and agrees that: a. SELLER will notify BUYER, in writing, of any actions, suits, proceedings, or investigations affecting or reasonably fareseeable to affect this purchase agreernent which arise or are threatened between the date af this agreement and the closing date. b. SELLER will hold BUYER harmless from and against all damages, losses and out-of-pocket expenses far which BUYER become legally obligated to pay caused by or arising directly out of a (i) breach of representation or covenants or (ii) material misrepresentation of SEL�ER contained herein or in any document delivered pursuant hereto. 9. SURVIVAL OF REPRESENTATIONS. All covenants and representations included or provided far herein, in any Exhibit attached hereto, or in any instrument of transfer or other document delivered pursuant hereto, shall survive the closing. Each party shall be liable to the other far any and all damages resulting from any breach of representation or covenant, or for any material misrepresentatian made by it or in the agreement or any Exhibit or certificate or document delivered pursuant hereto, all of which shall survive the closing and made by BUYER. 10. TIME IS OF THE ESSENCE OF THIS AGREEMENT IN ALL RESPECTS. 11. BROKER'S EXPENSE AND COMMISSION. BUYER and SELLER each agree to bear their own legal, accounting, and other expenses in connection with the preparation and consummation of this agreement. SELLER and BUYER also acknowledge that the only Broker involved in the transaction has been engaged by the SELLER. The Broker, Business Green Star Realty, LLC is due a commission of (_%) percent of the purchase price at closing which shall be paid by the SELLER. The SEL�ER and BUYER further represent that they have not engaged the services of any other broker to sell or purchase the business and shall indemnify the other in the event any other broker makes a claim for commission as a result of a breach of this representation and shall be solely responsible for the payment of any broker's commission due according to its agreement ta the braker making a claim far payment af a commission. 12. APPRAISAL AND VALUE OF INVENTORY. The SE�LER and BUYER shall conduct an audit af all inventory including open containers and supplies on the morning of the clasing. SELLER shall leave in the store an inventory sufficient for the BUYER to continue the aperation of the store. The cost value of the inventory will be at least forty-five thousand ($45,000.00) dollars, the value of the inventory shall be included as part of the purchase price. os �QN �� DocuSign Envelope ID:60A2C9BB-E431-4CD6-SFD4-ABBA8A9939CE 13. FINANCIAL STATEMENTS. BUYER acknowledges that the sale is nat predicated to BUYER's review of any of SELLER's financial information or representation of sales. 14. THE C�OSING. The closing shall take place on or before 12:00 P. M. on the tenth (10'h) day after the SELLER obtains approval from the Massachusetts Alcoholic Beverages Control Commission at a place to be mutually agreed upon by the parties. The risk of loss to any of the interests being purchased shall remain with SELLER until the time of closing, and BUYER shall have the option to either cancel this agreement without further obligation or to negotiate a pro rata reduction in the purchase price of the interests in the event of any material loss, destruction, or damage to the interests by reason of fire ar other casualty prior to closing. At the closing and as a condition precedent to the payment of the purchase price provided for in Section 2 of this Agreement the SELLER shall deliver to the BUYER the following documents: (a) A Bill of Sale conveying good title to the assets with the usual warranties of title in accordance with this Agreement, free from all encumbrances. (b) Certificate of Good Standing issued by the Massachusetts Department of Revenue. (c) Certificate of Good Standing issued by Secretary af the Cornmonwealth. (d) A Manager's Certificate authorizing the sale of the Business to the BUYER.. 15. TERMINATION OF AGREEMENT. This agreement, at the option of the BUYER, shall be null and void, upon the accurrence of any of the following: a. SE�LER fails to convey good title, free and clear af any encumbrances, at the time of closing to any of the property transferred. b. SELLER'S failure to perform any conditions precedent ta the closing or tender any documents, in proper from, required herein required prior to the closing. c. Failure of any of the contingencies set forth in paragraph 7. 16. ADDITIONAL DOCUMENTS The SE�LER and BUYER agree that they shall execute and deliver all additional documents and instruments which either party may reasonably request the other to bS DS QN � DocuSign Envelope ID:60A2C9BB-E431-4CD6-8FD4-ABBA8A9939CE execute to implement for the purposes of this agreement and confirm the consummation af the transaction intended hereunder. 17. MODIFICATION This agreement may not be modified except by an instrument in writing signed by the parties. 18. PRIOR STATEMENTS All representations, statements, and agreements heretofore made between the parties hereto are merged in this agreement, which alone fully and completely expresses their respective obligations, and this agreement is entered into by each party after apportunity for investigation, neither party relying of any statements or representations not embodied in this agreement, made by the ather ar an his behalf. This agreement contains the complete and exclusive agreement of the parties and supersedes any prior agreement or understanding of the parties. 19. BENEFIT OF AGREEMENT. This agreement shall be binding upon and inure to the benefit af the parties hereto and their legal representatives, successors, an assigns. 21. NONCOMPETE The SEL.�ER and Artur Nergaryan agree to execute at closing a Non-Competition Agreement whereby they agree nat to engage in any related type of business within a five (5) mile radius af 1666 Massachusetts Avenue in �exington, Massachusetts , except for any existing business of the SE�LER, for a period of five (5) years after the clasing. 22. CONSTRUCTION OF AGREEMENT. This instrument, executed in multiple counterparts, is to be constructed as a Massachusetts cantract, is to take effect as a sealed instrument, sets forth the entire contract between the parties, is binding upon and enures to the benefit of the parties hereto and their respective heirs, devisees, executors, administrators, successors and assigns. If two or more persons are named herein as BUYER their obligations hereunder shall be joint and several. The captions and marginal notes are used anly as a matter of convenience and are not to be considered a part of this agreement or to be used in determining the intent of the parties to it. 23. DEPOSITS. All deposits made hereunder shall be held in escrow by James J. Finn, III, Esquire, as escrow agent subject to the terms of this Agreement and shall be duly accounted for at the time for performance of this Agreement. In the event QN � � DocuSign Envelope ID:60A2C9BB-E431-4CD6-8FD4-ABBA8A9939CE of any disagreement between the parties, the escrow agent shall retain all deposits made under this Agreement pending written instructions mutually given by the SELLER and the BUYER, or by final order of a Cpurt of competent jurisdiction. 24. BUYER'S DEFAULT - DAMAGES. In the event the BUYER shall fail to purchase the business and assets under the terms hereof, then, in that event, all deposits made hereunder by the BUYER shall be retained by the SELLER as liquidated damages for said non-performance, in lieu of any other remedies which the SELLER may have at law or in equity. 25. NOTICES. Unless otherwise provided herein, all notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if faxed, emailed, hand-delivered or mailed by certified mail, return receipt requested or by recognized overnight courier to: James J. Finn, III, Esquire, Gregg, Hunt, Ahern & Embry, One Cranberry Hill, Suite 304, Lexington, Massachusetts 02421, fax: (617) 494-1921, email:jjfinn@ghaelaw.com, if to SELLER, and Thomas T. Truax, Esquire, 530 Loring Avenue, Suite 101, Salem, Massachusetts 01970, fax (978) 741-2020, tttruax(c�comcast.net if to BUYER. 26. �UBSEQUENT DOCUMENTS All parties hereto agree, from time to time, after closing, to execute, acknowledge and deliver such other instruments as it may reasonably be required by any part to this Agreement in order to give full effect to any of the provisions hereof, as the same may have been madified to the date of closing. lN WITNESS WHEREOF, the parties have hereunto set their hands as of the date first written above. SE�LER BUYER Art's Specialties, LLC Biswas Enterprise Inc DocuSigned by: DocuSigned by: a� ��4- � r� 4/5/2024 ����� 4/5/2024 By 453187F78840427... B�/ 2EFDBE82E691498... Artur Nergaryan, Manager Ankul Biswas, President and Treasurer CaMMERCIAL PROMISSORY NOTE $80,000.00 July [], 2024 FOR VALUE RECEIVED, the undersigned, Biswas Enterprise Inc, a Massachusetts corparation organized under the laws of Commonwealth of Massachusetts and having its principal office at 39 Oak Hill Drive, Arlington, Massachusetts 02474 (the"Borrower") promises to pay to the order of Enterprise Bank and Trust Company having a principal place af business at 222 Merrimack Street, Lawell, Massachusetts 01852 (hereinafter, with any subsequent holder, the "Bank") at an office of the Bank, the sum of Eighty Thousand and 00/100 Dollars ($80,000.00) with interest thereon, in accardance with the provisions as indicated below. This Note is the "Note" referred to in the Loan Agreement to which the Borrower and the Bank are parties dated the date hereof(the "Agreement") and reference is made to said Agreement for additianai terms applicable hereto. Capitalized terms used in this Note and not otherwise defined herein but defined in the Agreement shall have the same meaning as ascribed to such terms in the Agreement. INTEREST RATE: Interest on the unpaid principal balance of this Note (based upon a year consisting of twelve (12) months of thirty (30) days each and calculated on the actual number of days elapsed) shall accrue as follaws: At a fixed rate of interest equal to %per annum. PAYMENT PROVISIONS: Outstanding principal under this Note together with interest accrued thereon shall be payable as set forth below: In consecutive monthly payments of which each but the last shall be $ consisting of principal and interest based upon an amortization period of 64 months. The first monthly payment shall be due and payable on August [], 2024 and each subsequent payment shall be due on the like day of each month thereafter. The final monthly payment shall be due on July [], 2029 (the "Maturity Date") in an amount equal to the entire unpaid balance of principal plus all unpaid accrued interest. PREPAYMENT: The Borrower may at its option prepay the loan at any time without premium or penalty. LATE CHARGES: If Borrower shall fail for more than fifteen (15) days after the date due to make any installment payment of principal or interest on this Note, the Borrower agrees to pay the Bank, upon demand, in addition to all other amounts payable hereunder, a late charge equal to five percent(5%) of the payment due. Late charges are not interest and shall not be subject to refund or rebate or credited against any other amount due. APPLICATION OF PAYMENTS� RETURNED ITEMS: Any payments received by the Bank on accaunt of this Note prior to demand shall be applied first, to any costs, expenses, or charges then owed the Bank by the Borrower, second, to accrued and unpaid interest, and third, to the unpaid principal balance hereaf. Any payments so received after demand shall be applied in such manner as the Bank may determine. EVENTS OF DEFAULT: Upon the occurrence of any one or more of the following ("Events of Default"), at the Bank's option and without presentment, demand, notice or protest (all of which are hereby waived), and without altering the demand nature of this Note if principal is due on demand, the entire unpaid balance of this Note and all unpaid accrued interest hereunder shall became immediately due and payable: rev.7/10/2018 4823-9051-6240.7 (a) The failure by the Borrower to pay when due (or upon demand, if payable on demand) any amount due hereunder or any ather amount then awing by the Borrower to the Bank; (b) The occurrence of any"Event of Default" under the Agreement. RATE OF INTEREST UPON DEFAULT: The Borrower agrees to pay, upon default, interest on all amounts not paid when due(pursuant to the terms hereof, by acceleration or otherwise) at the per annum rate equal to the aggregate of: (a) the interest rate which wauld otherwise be applicable in the absence of default plus (b) six(6%) percent. NO WAIVER: No delay or omission by the Bank in exercising any of its powers, rights, privileges or remedies hereunder shall operate as a waiver thereof an that occasion nor an any other occasion. No waiver by the Bank of any default hereunder shall operate as a waiver of any other default hereunder, nor as a continuing waiver. The Borrower waives presentment, demand, protest, and notices of any kind and assents to any extension or other indulgence (including, without limitation, the release or substitution of collateral) permitted the Borrower by the Bank with respect to this Note. EXPENSES: The Borrower will pay on demand all reasonable attorneys' fees and out-of-pocket expenses incurred by the Bank in the administration or enforcement of this Note or the administration or enforcement of any collateral given the Bank to secure this Note (whether or not suit is instituted by or against the Bank). RELEASES•NO CONTRIBUTION: The liabilities of the Borrower and any endorser or guarantor of this Note are joint and several; provided, however, the release by the Bank of the Borrower or any one or more endorser or guarantor shall nat release any other person obligated on account of this Note. No person obligated on account of this Note may seek contribution from any other person also obligated unless and until all liabilities to the Bank of the person from whom contribution is sought have been satisfied in full. MAXIMUM RATE OF INTEREST: If, by the terms of this Note,the Borrower is at any time required or obligated to pay interest on the principal balance hereof at a rate in excess of the maximum rate which the Borrower is permitted by law to contract or agree to pay, the rate of interest under this Note shall be deemed to be immediately reduced to such maximum rate, and interest payable hereunder shall be computed at such maximum rate and the portion of all prior interest payments in excess of such maximum rate shall be applied and shall be deemed to have been payments in reduction of the principal balance hereof and not on account of the interest due hereunder. JURISDICTION, ETC.: This Note shall be governed by the internal laws of the Commonwealth of Massachusetts, and shall take effect as a sealed instrument. The Borrower submits to the jurisdiction of the courts of the Commonwealth of Massachusetts for all purposes with respect to this Note, any collateral given to secure its liabilities to the Bank, or its relationships with the Bank. BINDING EFFECT: This Note shall be binding upon the Borrower and upon its heirs, successors, assigns, and representatives,and shall inure to the benefit of the Bank and its successors and assigns. IN ANY CASE, CONTROVERSY OR MATTER WHICH ARISES OUT OF, OR IS IN RESPECT OF, THIS NOTE AND/OR THE LOAN EVIDENCED HEREBY, THE BORROWER KNOWING�Y, VOLUNTARILY AND INTENTIONALLY WAIVES ANY NOW EXISTING AND/OR HEREAFTER ARISING RIGHT TO A TRIAL BY JURY. 2 rev.7/1OJ2018 4823-9051-6240.7 COMPLETION OF NOTE• MISCELLANEOUS: The Borrower autharizes the Bank to complete this Note if delivered incomplete in any respect. The use of headings in this Note is for convenience only and shall not limit in any manner the terms of this Note. All agreements and dacuments of any kind in the Bank's possession which relate to any loans from Bank to Barrower may be reproduced by the Bank by photographic, computer imaging, or similar process, and the Bank may destroy the original from which any documents was so reproduced. Any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding (whether ar not the original is in existence and whether or not such reproduction was made in the regular course of business) and any enlargement, facsimile or further reproduction shall likewise be admissible in evidence. Any signatures of the Borrower upon any such agreement or document which are transmitted as a facsimile or as a scanned or pdf(partable document format) shall be deemed a valid and binding signature of the Borrower with the same effect as if a manually signed original signature. 3 rev.7/YO/2018 4823-9051-6240.7 IN WITNESS WHEREOF,this Commercial Promissory Note is executed under seal as of the date first above written. WITNESS: BORROWER: Biswas Enterprise Inc By: Anuku) Biswas, President and Treasurer Print Name: 4 rev.7/10/2018 4823-9051-6240.7 ASSIGNMENT AND PLEDGE OF LIQUOR LICENSE AND ALCOHOL INVENTORY This ASSIGNMENT AND PLEDGE (this "Assi�nment") is entered into on the [J day of July, 2024, by Biswas Enterprise Inc, a Massachusetts corporation organized under the laws of Commonwealth of Massachusetts and having its principal office at 39 Oak Hill Drive, Arlingtan, Massachusetts 02474 (hereinafter called "Pled�or") in favar of Enterprise Bank and Trust Company, a Massachusetts banking institution with a principal place at business at 222 Merrimack Street, Lowell, Massachusetts 01852 (hereinafter called the "Lender"). In consideration, of financial accommodations made or to be made by Lender to Pledgor, the Pledgor does hereby pledge and assign (in part pursuant to M.G.L. Chapter 138, Section 23) to the Lender the Pledgor's Sec 15 package store all alcoholic beverages license (the "License") and all alcohol, liquor, and the like now or in the future acquired by Pledgor or used in connection with the License (collectively,the "Inventorv") with respect to the ownership and operation of the package store business known as Nicks Wine and Spirits located in Lexington, Massachusetts. This assignment and pledge shall be a first pledge and security interest to the Lender and shall be evidenced and secured in part by a pledge of the License by Pledgor to the Lender to be recognized by the Town of Lexington and the Alcoholic Beverages Control Cammissian of the Commonwealth of Massachusetts(together, the "Authorities"). This assignment and pledge secures the following "Obligations:" a. the payment of$80,000.00 with interest therean,as provided in a promissory note dated of even date herewith issued by the Pledgor to the order of the Bank, including all renewals, modifications, restatements and extensions thereof, (as the said promissory note may hereafter be amended,the "Note"); b. all ott�er obligations, indebtedness and liabilities of the Pledgor to the Bank owing at any time, liquidated or unliquidated, each of every kind, nature and description, and the performance by Pledgor of all acts, obligations, covenants, terms, and conditions, in each case whether now or hereafter arising under any agreement now existing or hereafter established between Pledgor and the Bank, and whether denominated secured or unsecured, whether direct or indirect, absolute or contingent, matured or unmatured, primary or secondary, certain or contingent, due or to become due, whether now existing or hereafter arising. Without limiting the generality of the foregoing, said term shall also include all interest and other charges chargeable to Pledgor or due from Pledgor to the Bank from time to time and all costs and expenses owing to the Bank; c. the performance and observance by Pledgor of each and every covenant, condition and obligation contained in the Note and any other document executed by the Pledgor in connection with any of the Obligations; . all liabilities of Pledgor to the Bank, whether now existing or hereafter arising, under any foreign exchange contract, interest rate swap, cap, floor or hedging agreement, or other similar agreements (including but not limited to breakage and make-whole fees), and all obligations of Pledgor to the Bank under any credit card services agreements or agreements relating to the processing of automated clearing house transactions, together with all fees, expenses, charges and other amounts owing by or chargeable to Pledgor under any such agreements and all liabilities of Pledgor ta the Bank to repay overdrafts and other amounts due to the Bank under any existing or future agreements relating to cash management services; The Pledgor represents and warrants to Lender as follows: rev.1/15/2013 4850-5028-45613 1. The Pledgor has the power and authority to enter into this Assignment. 2. Neither the License nar the Inventory is subject to any prior lien or encumbrance. The undersigned will not transfer, agree to or apply for a transfer, pledge, sale or other dispositian of the License or any ownership or beneficial interest therein, in whole or in part, to any other individual or entity for so long as any Obligations remain outstanding, without the prior written consent of the Lender. The Pledgor also shall make all payments to suppliers, wholesalers or other providers of the Inuentory so that no lien arises in connection therewith to such entities, including without limitation any lien recognized the Authorities as being superior to this Assignment. 3. The Pledgor will pay when due all taxes, charges, liens and assessments against the License, the Inventory or both, or the beverages authorized to be sold under the License. The Pledgor will perform any and all acts required to keep the License in good standing, including filing timely applications of the renewal thereof, and will not suffer or permit the License to lapse. 4. The Pledgor shall promptly report in writing to the Lender upan the occurrence of any event which might impair the value of the License, including, but not limited to, any action taken by any local or state regulatory agencies, including without limitation the Authorities, which in any manner restricts the use of the License. 5. The Pledgor will comply with all applicable laws and regulations, including without limitation those of the Authorities,with respect to the License or its use, or with respect to the Inventory. 6. The Pledgor agrees to do such further acts or execute such further dacuments as may be determined necessary by the Lender to perfect the interests granted herein, including without limitation, completing, executing,filing (and payment of all associated filing or related fees) and prosecuting with all due diligence any applications for approval of this Assignment by the Authorities. Upon the default in any of the obligations, representations or warranties of the undersigned to the �ender hereunder or under any of the Obligations, and the giving of any required notice and the expiration of any grace or cure period (an "Event of Default"), the Lender shall have any and all rights provided by such documents or by law, including those of a secured party under the Uniform Commercial Code and a pledgee under the rules and regulations of the Authorities. The Lender shall have the right to apply the proceeds of any disposition of the License, the Inventory or both, to the payment of any of the Obligations, after deducting therefrom the expenses relating to such sale or disposition, including court costs and attorney's fees. The Pledgor hereby grants the Lender an irrevocable power of attorney, coupled with an interest, to endorse the name of the Pledgor on any and all documents and to take in the name of the Pledgor all actians deemed necessary by Lender to effectuate the prompt transfer of the License and disposal of the Inventory, or both, following the occurrence of an Event of Default; such documents and actions may include but shall not be limited to the completing, executing and filing with the Authorities of applications for the transfer of the License, the appearance at hearings of the Authorities or other bodies having jurisdiction over the License, the assembling, completing and filing of tax-related returns and forms reasonably required to be completed and filed in connection with the transfer of the License or disposition of the Inventory, and interacting with all governmental authorities on behalf of the Lender in connection therewith. rev.1j15/2013 2 4850-5028-45613 The rights and remedies of the Lender are cumulative and not alternative, and may be exercised concurrently or successively. The Lender assumes no obligation with respect to the License, the Inventory, or the sale of beverages thereunder, and the undersigned agrees to hold the Lender harmless fram any and all costs and expenses incurred by reason af this Agreement which shall be added to the loan balance. All natices, demands, requests and other communications required under this Agreement shall be in writing and shall be deemed to have been properly given if given in the manner applicable to notices under the Note. Applicable law; jurisdiction: this agreement is intended to take effect as a sealed instrument and has been execu#ed or completed and is to be performed in Massachusetts and it and all transactions thereunder or pursuant thereto shall be governed as to interpretation, validity, effect, rights, duties and remedies of the parties thereunder and in all other respects by the internal laws of the commonwealth of Massachusetts�' without regard to conflicts of laws principles. Borrower hereby submits to the jurisdiction of each state and federal court which sits in Massachusetts and agrees that service made in accordance with the notice provisions of this agreement shall be proper service. rev.1/15/2013 3 4$50-5028-4561.3 WirNEss the execution hereof under seal as af this day of July, 2024 WITNE5S: PLEDGOR: Biswas Enterprise Inc By: Print Narne: Anukul Biswas, President and Treasurer ACKNOWLEDGMENT COMMONWEALTH OF MASSACHUSETTS CO U NTY On this [] day af July, 2024, before me, the undersigned notary public, personally appeared Anukul Biswas, President and Treasurer of Biswas Enterprise Inc, proved to me through satisfactory evidence of identification, which was a license,to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he so signed it voluntarily for its stated purpose as President and Treasurer of Biswas Enterprise Inc. Notary Public Print Name: My Commission Expires rev.1/15/2013 4 4850-5028-4561.3 n�,rrl��vr�r I, Nupui•R. �3iswas, hereby statc the fallowii�g: 1. I am thc;wif:e of Anukul �3iswas. 2. I havc n�> direct or indirect benefcial c�r f�inancial intcrest in tl�e package stor�; all alc�liolic beverages liccnse that my hushanci has applied ��ar and t� bc; exercised at 166C Massachusetts Avenue, Lcxin�t�>n, MA. 3. I am aware that u�� tio $50,000.00 fr�m our Leader �3ank ��ccoun will bc used to purchase certain assets c�f Art's Specialt�ies I,I,C located at 1666 Massachusetts �1v�nLi�., I,exing�ton MA, incl�iding said license. Sigi�e,d unde.r the pai�as a�d penalties oC perjury tl�is �'�� day of April, 2024. f�i��.�:'�C.1`� Nupur R. F3iswas LEASE LEXINGTON SQUARE 1666 MASSACHUSETTS A VENUE, LEXINGTON, MA Tenant: Biswas Enter�rise, Inc. First Floor, Stnre H TABLE OF CONTENTS SECTIt�N PAGE l. LEASE OF PREMISES 1 2. DEMiSE OF F'REMISES 1 3. TERM 2 4. RENT 3 5. TIME AND PI.,AC�OF PAYMENTS/I,ATC FEE/SECUI�ITY C►EI'OSiT 4 6. TENANT'S SHARE OF OAERATtNG EXPENSES/UTILfTY OBLIGATIONS 4 7. SERVICES 6 8. QUIET ENIOYMENT 8 9. CONDITION/PREPARATION OF PREMISESIALTERATIONS/RETURN 8 l0. MAINTENANCE AND REPAIRS 9 11. INSURANCE 9 12. F1RE AND CASUALTY DAMAGE 1 Q 13. EMINENT DOMAIN 11 14. SIGNS 12 15. ACCESS 12 16. SUBLEASE AND ASSIGNMENT 13 17. DEM(JLITION 13 18. SUBORDINATION !3 19. TENANT'S COVENANTS 14 20. TENANT'S bEFAULTS 18 21. RIGHTS OF LANDLORD UPON TENANT'S DEFAULT 19 22, RECORDING 2l 23. LIABILITY OF LANDLORD 2l 24. FORCE MAJEURE 2l (�) 25. MECHANICS' L1CNS 21 26. VirAIVER;ACC(3ltb ANC3 SATISFACTi+qN 21 27. DEFIN[TIONS 22 28. GENERAL PROVISIONS. 22 29. EXECUTI(7N 23 3Q. NOT[CES 23 31, BRG►KER'S iNaEMNITY 23 32. HOLDING{�VER 23 33. LANDLORD'S MORTGAGES 23 34. GUAFtA"NTY 2�i EXHIBITS: Exhibit A - Plan c�f Premtses Exhibit B - Rules and Regulatians Exhibit C - Guaranty af L,easc {2) LEASE This lease(the"Lease")entered inta by and between: TRUSTEE OF LEXINGTON SQUARE TRUST("Landlarc!"'), and E31SWA5 ENTERPRI5E, INC., a Massachusetts corporatian("Te�ranr"), I. I..EASE OF F'R�MISES In cansideratian afthe rents and covenants contained herein to be paid,perfarmed and oUserved by the Tcnant, the L,andiord hereby leases to the Tenant and the Tenant hereby leases from the Landlord,subject to the terms and canditians hereinAfter set forth,the P'rernises(as defined in Section 2 belaw). 2. DCMISE OF PREMISES 2.a. Premises. The premises demised hereby(the"Premises")are locattd in the Landlord's property known as Lexington Syuare,and presently numbered 1666 Massachusetts Avenue in Lexington,Massachusetts(the"B�rildi,�g"). The Building together with the land upon which it is located are referred to as"Landlord's Property"or the"Properly". The Premises consist of certain rentable space on the First Flaor of the Building designated as Store H,�vhich space is shown on Exhibit A,attached hereto. 2.b. Excentions and Reservations. Excepted and reserved to the Landlord, however,from the Premises, is the space necessary to install,maintain and operate, by means of pipes,ducts,wires or otherwise those utilities and services required for the Building and common facilities thereof(including the Premises),and the right of access and entry to the Premises by the Landlord and ils agents for the purpose of making repairs,alterations and additions to the Premises and to the Building and other tenant space therein. 2.c. Existin�:Tenant. (1) Tenant acknowledges that the Premises are currently occupied by another tenant, Art's Specialties,Inc. (the"Exrstfng Tenanl")pursuant to a lease(the"Exisiing Lease").This Lease shall be subject to and conditioned on I.andlord entering into a termination arrangement with the Existing Tenant on terms satisfactory to Landlord,and on the Existing Tenant fully vacating the Aremises on ar before May 31,2024. If for any reason,this condition is not satisfied, Landlord may elect to terminate cither:(i)extend the Term Commencement Date(as provided in Section 3.a below)until the date that the Existing Lease has been so terminated and the Existin�Tenant has wacated the Premises; or(ii)ta terminate this Lease by�iving written natice thereof to Tenant,and this[.ease shal l be of no further farce and effect and all prepaid rents and security depasits shaU b�returned ta Tenant. (2) Tenant shall make all necessary arran�ements and a�reements dircctly with the Existin,�Tenant regardin�(i)the occupancy af the Aremises and vacation thereaf by the Existing Tenant,and(ii)condition the Premises is (eft in by the Existing Tenant,and(iii) ihe removal or non-removal of any persanal praperty,tr�de fixtures, equiprnent,trash, rubbish and debris ar any ather property af the Existing Tenant at the Fremises. The faregoin�shall be matters salely between Tenant and ihe Existing Tenanl,and,without limitaiion,the failure to enter into satisfactory arrangemenis with the Cxisting Tenant with respect thereta,or the failure af the Existing Tenant ta comply with any arrangements or agreements betwecn Tenant and the Existing Tenant,shal) not in any way(a)effect Tenant's obligations under this Lease,(b)impose any obligations whatsaever on Landlord with respect thereto,(c)delay the Commencement Date,(d) -3- delay or excuse Tenant's obligation to pay the rent and other amounts in full when and as due hereunder,(e)constitute a default or breach by Landlord under this Lease,or(n lead to any claim or defense, under the Lease or at law or in equity, for breach of covenant or other claim due to the any of the foregoing, including inability of Tenant to occupy all or any portion of the Premises or the impossibility of Tenant's performance,uninhabitability or untenantability of the Premises or any portion thereof on account of such failures;and Tenant hereby irrevocably waives any such claims and defenses with respect thereto and releases Landlord from any claims or liability in connection with any of the foregoing arrangements. The provisions of this Section shall supersede any other provisions of this Lease that are inconsistent with the foregoin�. 3. TERM 3.a. Term. Subject to the conditions herein stated, the Tenant shall hold the Premises for a term of approximately 5 vears and'/:month(the"Term"), commencing Julv 15.Z024, or, if earlie��, on the Permits Date(as defining Section 3.c)(the earlier of which is the"Term Canmencement Date"or"Commencement Date"},and terminatin� Julv 31,2029. As used in this Lease,the term "lea.se year"shall mean each successive 12-month period included in�vhole or in part in the Term,with the first lease year beginning on the Commencement Date and ending on July 31, 2025, and subsequent lease years beginning on August 1"and ending on July 31"of the subsequent calendar year. 3.b. O�tion to Extend the Term. (1) Tenant shall have the option to extend the Term of this Lease for 1 additional �-year term, from Au�ust 1,2029 to Julv 31,2034(the"Extension Ternr"), provided hat: (i)Tenant has not assigned this Lease or sublet any portion of the Premises, and (ii}Tenant provides Landlord with written notice of such election to extend the Term at least 9 months prior to the expiration of the Term. Upon the occurrence of any default by Tenant,which default has not heen cured�vithin applicable notice and cure periods,Tenant's option to extend the Terni hereunder shall,at the election of Landlord, become null and void and of no further force and effect. (2) In the event that Tenant shall extend the Term pursuant to this Section,such extension shall be on the same terms and conditions as set forth in this Lease, except: (i)there shall be no further right to extend the Term of this Lease;and(ii)the annual Fixed Rent during the Extension Term shall be as follows(the"Op�ion RenP'): (A) The annual Fixed Rent due hereunder during the first lease year of the Extension Term shall equal the Fixed Rent payable during the last lease year of the original term, increased by 3%; and (B) The annual Fixed Rent due hereunder for each subsequent lease year of the Extension Term shall equal the Fixed Rent payable during the previous(ease year, increased by 3%. Durin�the Extension Term,Tenant shall continue to pay all additional rent and other charbes as provided hereunder. Should Tenant further extcnd the Term as provided herein,the term "Term",as used herein shaU refer to the Term together with the Extension Term. 3.c. Aermits Contin�encv (1) Tenant's obligations under this Lease are conditioned on Tenant obtaining all permits and approvals issued by the appropriate governmental authority or authorities -4- permitting to operate its business at thc Premises for the Permitted Use(the"Pernrits"). The permits include a liquar license prrmitting Tenant to sell unopened battles or cantainers of alcoholic beverages at ar from the Prernises(the"Liquvr Lr'ce».se"'). Tenant shall usc iis best effarts to obtain the Pern�its by Julv 14,2024(the"FernritJing Oulsidc Date"). Tenaat shaU keep Landlord fu]]y informed of its probress in obtaining the Permits, including copies of all submittals made and timely notice of the dates of any hearings. Upon abtaininb the Permits ' (the"Pernrits�ate"),Tenant shall promptly so notify Landlard,and provide Landlard with copies of same. If despite Tenant's best efE'orts, it cannot obtain the Permits by the Permitting Outside Date, Tenant shaU have the righi to tcrn�inate d�is Lease by written natice to Landlord not latcr than the Permitting Outside[7ate(and if Tenant shall fail ta pravide such natice af terminatian by the Aermitting Outside Date,Tenant's right to terminate this Lease pursuant to this subsection shall be deemed waived by Tenant and the Term shall commence as of July I 5,2024). [f Tenant shall not so terminate this Lease and the Term commences,at any time thereafter uniil Tenant actually obtains the Permits and provides Landlord with notice of same, Landlord sha11 have the right to terminate this Lease by written notice ta Tenant. (2) lt is agreed that,notwithstandin�anything to ihe contrary in this Lease,Tenant may not ent�r the properry or otherwise use and occupy the Premises or any p�rtion thereof prior to the Permits having been obtained and the Permits Date having occurred. 4. RENT 4.a. Fixed Rent. The annual fixed rent("Fixed Re�tP')payable by the Tenant ta the Landlard during the Term shall be as fallows: Lease Year Annual Fixed Rent Monthlv InstaUrnents 1 $62.531 $5.221 2 $64.404 $5.367 3 566.336 $5.528 � $68,328 $5.694 S �'70.380 $5,865 The obligation to pay the rixed Rent shall commence on the Term Commencernent Dat. Simultaneously with Tenant's delivery of an executed Lease to Landlord,Tenant shall pay to Landlord the Fixed Rent due for the partial month at the beginning of the Term together with the Fixed Rent for the first full month af the Term (in the total amount of�7,817). All Fixed Rent shall be payable in monthly installments due on the �rst day af every month thereat�er during the Term. All rent payments are due in advance without notice,demand, deduction or set-off. If the first lease year or last lease year is shorter or longer than one 12-month year,the annuat Fixed Rent for such lease year shall be decreased or increased proportionately. 4.b. Additional Rent. Tenant shall also pay, in addition to the Fixed Rent,as additional rent hereunder,withaut notice(excepk as specifically provided under this Lease}, demand,deduction or set•off, all sums, impasitians, casts, expenses and ather payments which Tenant in any of the provisions of this Lease assumes or a�rees to pay,and, in case of any nonpayment thereof, Landlord shal)have in addition to any other ri�hts and remedies,all of the rights and remedies provided by law or provided for in the Lease for the nonpayment af rent. 5, T1ME AND PLACE OF PAYMENTS/LATE FEE/SECURITY DEPOSIT S.a, Pa ment af Rent. All payments af rent and other amaunts due hereunder shall be made by the Tenant to the Landlord withaut notice ar demand at such place as the Landlord may from time to time designAte in writing,which shaU initially be Landlord's notice address,as -5- provided in Section 30. The extension of time for the payment of any amount due hereunder,ar the acceptance thereof after the time at which it is payabte shall not be a waiver of the rights of the Landlord to insist on having all other payments made in the manner at the times herein specified. S.b. Late Fee. In the event any Fixed Rent,additianal rent or any other payrncnts are not paid within 10 days of th�due date thereof,Tenant shall be char�;ed a late fec af$300 for each late payment for each month or portion thereof that said payment remains outstanding. Said late fee shall be payable in addition to and not in exclusion of additional remedies herein provided ta Landlord. S.c. Securitv Denosii. Tenant shall provide a security depasit to Landlord in the amount of 512.000(the"Security Deposit").The Security Deposit shall be paid in futl simultaneously with Tenant's delivery of an executed Lease to Landlord. The Security Deposit shall be held as security far the payment of the rents and the performance and observance of thc agreements and canditions in this I..ease contained on the part of lhe Tenarn to be performed and observed. The Security Deposit shall be held by Landlord and may be comingled with Landlord's other assets,and Tenant shall not be entilled to any interest on the Securiry Deposit. In the event of any default ar defaults in such payment,�serformance ar observance, [.andlord may apply the Security Deposit or any part thereof toward the curing of any such default ar defaults and/or toward compensating Landlord for any loss or damage arising from any such default or defaults,including any damages or deficiencies in the reletting of the Premises,whether such damage ar deficiency accurs heCarc or after a repossessian proceeding or other reentry by L,andlard. It is understaod and agreed lhat l.andlard sha!!ahvays have the right to apply said sum, or any part thereof,as aforesaid in the event of any such default or defaults,without prejudice to any other remedy or remedies which Landtord may have or Landlord may pursue any other such remedy or remedies in lieu vf applying said sum or any panl thereaf. I f[.andlord shalt apply the Security Cleposit ar any part thereof as afaresaid,Tenant shall upan demand pay to Landlord the amount sa applied by l,andlord, to restore the Security Deposit to its origina) amount. Upon yielding up of the Premises at the expiration ar other termination of the Term,if Tenant shall not then be in default or othenvise liable to Landlord,the Security Deposit or the unapplied balance thereof shall be returned to Tenant. Whenever thc holder of Landlord's interest in this Lease shall transfer its interest in this Lease,said holder shall turn aver to its tr�nsferec the Security Depasit or the unapplied balance thereof, and thereafter such holder shall be reteased from any and all liabiliry to Tenant with respect to the Securiry Deposit or its application or return. The holder of any mortgage upon Landlord's Property shall never be responsible to Tenant for the Security Oepasit ar its application ar return unless the Security Depasit shaU actually have been received by such halder. 6. TENANT'S SHARE OF OPERATING EXPENSES/UTILITY OBLIGATIONS 6.a. Tenant's Otseratin�Exuense Obligation. Tenant shaU pay to the I.andlord, as additional rent hereunder 3.89%afany increase in thc Operatin�Expenses far each operating year(as defined below)over the Operating Expenses far calendar vear 2023("Base Operating Expenses"). For the purpose of this Lease the term"O�erating Expenses"shall mean those costs incurred by Landlard with�espect to the operation,administrAtion,cleanin�„ repair,management and maintenance af l,andlard's Property(including bath the Building and thc land on which the Building is located), including but not limited to the following: salaries,wages,medical,surgical and general welfare benefits(including group life insurance),pension payments,payroll taxes and workmen's compensation insurance of employees of Landlord enga�ed in the operation and -6- maintenance af Landlord's Properiy;electricity,steam,gas,heating fue) and other utility charges and taxes; rea)estate taxes and assessments af every kind and nawre imposed,assessed or levied by a�avernmental authority on Landlord's Prapeny, including�vithaut limitation a!1 taxes, betterntents,and assessments(ordinary and extraordinary),and all installmcnts thereaf;water and sewer rents,taxes and charges;casuatty, liability, rental interruption and other insurancc; repairs and maintenance,rubbish removal,window cleaning,snow removal and care of(andscaping;costs and expenses of inspection,use,maintenance and depreciation of machin�ry and equipment used in the operation and maintenance of[.andlard's Properry;costs af heating and(if applicable)air conditianin�the Buildin,�;casts of cleaning services far the Building;buildin�and cleaning supplies, uniforms and dry cleaning;Accaunting and legal tecs and chargcs; management fees not in excess of competitive rates for such services in the area;service contracts with independent contractors;telephone,data communications,stationery and advertisinb;and all other expenses paid in connection with the operation of Landlord's Property which are properly char�eable against income. Operating Expenses shall not include any capital expenditures for improvements (meanin,�expenditures which are not properly chargeable a�ainst income),except far those capitalized impravemcnts or items(i)required by federal,state or local re�ulatian ar ardinance not in effect as ofthe Tcrm Cammencement Date and(ii)which are intended, in[.andlord's reasonable judgment, to reduce tlie Operating Expenses. 6.b. Payment of Share of Oueratin�e Exvenses. Tenant shall pay such additional rent for its share of increases in the Operating Expenses in estimated monthly instal(ments,as determined by the Landlord from time to time. Such rnonthly estirnated payments from Tenant to Landlard for increases in Operatin�Expenses shall be due on the first day of each month ihereaftcr during the Term, such payments ta bc made together with the payments of Fixed itent hereunder. The obligatian to pay additional rent on account of increases in Operating Expenses shall commence on the Term Commencement Date. At khe be�inning af each aperatin�;year,Landlard shall detcr�»ine the estimated increases in Operadn�,Expenses far that oper�ting year,which amaunt shall remain in effect until ihe last day of that operating year, unless further adjusted by Landlord from time to time. After the end of each operating year, Landlord shall provide Tenant with a statement setting forth the actual Operating Expenses for that operating year,the Base Operating Expenses,Tenant's share of the increase in the Operating Expenses over the Base Operating Expenses,and any additianal rent owed by Tenam or any overpayment by Tenant�vith respect ta that Operating Year. Within IS days thereafter,Tenant sha11 pay Landlord any balance due,and ifTenant overpaid, such overpaymcnt shall be credited to the next instaUrnent of rent due hereunder. The term "operating year"shall mean the period of twelve months as designated from time to time by the Landlord,if the Term sha3l contain only a partial operating year,at the beginning or end of the Term,the Operating Expenses for such operating year shall be prorated. Tenant's obligatian ta pay additianat rent under this Section shall survive the expiration or early termination of the Term. 6.c. Tenant's Audit Ri�hts. Landlord shaU permit Tenant,at Tenant's expense and during normat business hours,but only one time�vith respect to any operating year,and utilizing a licensed Cert'sfied Public Accountant experienced in of�ice teasing expense issues who is not paid directly or indirecdy based on their results or recovery,to review Landlord's invoices and statements relatinS ta Clperating Expenses far the applicable operating year for the purpose af verifying the statement which Landlard is required to deliver to Tenant hereunder,provided that notice of Tenant's desire to s�review is given to Landlord not {ater than 3 months after Tenant _�_ receives such statement from Landlord, and provided that such review is thereaRer commenced and prosecuted by Tenant with due diligenee. Any Operating Expenses Statement or accounting by Landlord shall be binding and conclusive upon Tenant unless(i)Teaant duly requests such audit within such 3-manth periad, and(ii}within 3 months after such audit request,Tenant shall notify Landlord in writin�that T�nant disputes the carrectness af"such statement,specifying the particular resgects in which the statement is claimed to be incorrect, and including the written report issued by its licensed,Certified Public Accountant identifying such incorrect items based on its review of Landlord's Operating Expense records. The results of any such audit by Tenant shall be confidential,and shall nat be provided ta,discussed ar shared in any way with any ather parties. If such dispute has not been settled by a�reernent within 2 months thereafter,either party may submit the dispute to arbitration in accordance with commercial arbitration rules of the American Arbitration Association within 30 days after the expiration of the ai'orementioned 2 manth period.The decision af the arbitratars shall be fina! and binding un Landlard and Tenant and judgment thereon may be entered in any court of competent jurisdiction. 6.d. Suecial OperatinQ Expenses. In addition to the foregoing,during the Term, Tenant shall pay to Landlord I 00%of any Operating Expenses which are incurred by Landlord and are caused by any default or any negligent act or omission by[he Tenant or its employees, agents,cantractars or invitees, are due to services performed as special services ta the Tenant, which services are not provided generally to other tenants of the Building. 6.e. Tenant's Utilitv Obli�ations. The Tenant shall promptly pay for all utilities furnished to the Premises which are separately metered or measured, including without limitation all electrical service to the Premises. if any utility is furnished ta the premises as well as ta athcr tenants, but not all other tenants, of the Building,Tenant shall pay,as additianal rent hereunder, upon demand,its pro rata share of such utility,upon a square footage basis,with the other tenants to whom such utility is furnished. 7. SERVICES 7.a. Electric Current. With respect to electrical service,it is a�;reed as follaws: (l) The Premises contain a separate electric meter or meters for measuring electricity furnished to the Premises. Tenant shall contract with the company supplying electrical current far the purchase and obtaining afelectrical current directly fram such campany, which shall be billed directly to and paid for by Tenant. This shall includc all electricity used in the Premises,including but not limited to all electricity used for heating,air conditioning and ventilation, lighting,convenience oudets,equipment and machines (2) The Landlord shall have the ri�ht, in its sole discretion,ta designate from time ta time(and to change any previous designation)the particutar utility company or companies who will be supplying electricat services to the Buildin�or any portion thereof,and, if Landlord has so designated such companies,Tenant shall contract for its electrical service exclusively from such campanies. (3) If Tenani shall require electrical current for use in the Premises in excess of the present capacities and if in Landlord's reasanable judgment,Landlord's facilities are inadequate far such excess reyuirements or such excess requirements will result in an additional burden on the Building systems and additional cost to Landlord on account thereof,then Landlord shall upon written request and at the sole cost and expense af Tenant,furnish and install such additional wires,conduits, feeders,switch6aards and appurtenances as reasanably rnay be required to supply such additional requirements of Tenant,provided current therefor is available to Landlord, and provided further that the same shall be pecmitted by appticable laws and insurance regulations and shall not cause permanent dama�e to the Buildin�;or tl�e Premises,cause or creale -8- a dan�,erous ar hAzardous caaditian, entail excessive ar unreasonabte alterations or repairs, ar interfere with or disturb ather tenants ar accupants af the Building. Tenant shall reimburse Landlord on demand for all costs incurred by Landlord on account thereof. (4) Tenant shall be responsible,at Tenant's expense, for keepinb all light fixtures properly lamped at at1 times and for purchasing and instalting all lamps and replacement lamps(including without limitation both incandescent and fluorescent)used in the Premises,such that the Premises are safely(it at all times of use. (5) Landlord shaU not in any way be (iabfe or responsible to Tenant for any loss,damage or expense which Tenant may sustain or incur if the quantity,character or supply of electrical ener�y is changed or is no longer availAble or suitable far Tenant's requirernents. (6) Tenant agrees that it shall not make any material alteratian ar material additian to the electrical equipment or appliances in the Prernises without obtainin�the prior written consent of Landlord in each instance,which consent will not be unreasanably withheld.and Tenant shall promptly advise Landlord of any ather alteration ar addition to such electrical eyuipment appliances. 7.b. Water. Landlord shall fumish hot and cold�vater to common area restrooms for toilet, lavatory and drinking purposes,and for ordinary interior cleaning,and, if the Premises contains any lavatories or other similar facilities which utilize water for such purposes, Landlord shall also furnish hot and cold water to such lavatories and facilities. If Tenant requires,uses or consumes water for any purpose other than for the aforementioned purposes or otherwise in excessive quantities,Landlord may(i)assess a reasonable charge for the additional water used or consumed by Tenant,or(ii)insta{1 a�vater meter and thereby mcasure Tenant's�vater consumption for all purpases. In the latter event,I.andlord shall pay the cost af thc meter and the cost of installation thereol"and shall keep said rneter and instaUation equipment in gaad working arder and repair. Tenant a�,rees to pay for water cansumed,as shown on said meter,together with the sewer use charge based an said meter charges as and when bi13s are rendered. Qn default in making such payment,Land(ord may pay such charges and collect the same from Tenant as additional rent hereunder. Any piping and other equipment and facilities for use of water within the Premises(if any)will be maintained by Tenant at Tenant's sote cost and expense. 7.c. Heat/Air Conditionin�. (1) Landlord shall furnish heat and air conditioning to the Common Areas of the Building during the Building's business hours and business days,as established by Landlord from time to time("Business Hor�r.s"),during the normal heating and cooling seasons. (2) Tenant shall be respansible heating and air conditioning the Premises, including all utility costs,the casts of al) maintenance and repair of thc HVAC system and its companents,and the costs of any replacements ar upgrades or supplements af the HVAC system or any of its components. Tenant covenants and agrees ta keep the Premises heated and air conditioned to usual and custornary levels during Business Hours and to keep the Aremises heated at least to minimum levels to protect the Prernises and building systems during all hours when the Premises are not occupied. 7.d. Elevators. If the Building contains elevators,and if the Premises are located on a floor requiring access by elevator,Landlord shall provide elevator facilities(�vhich may be manually or automatically operated,either or both, as Landlord may from time to time elect) during Business Hou�s and during other hours that the Building is open, for Tenant's use,non- exclusively,together with others having business in the Buildinb; -9- 7.e. Interruation or Curtailment of Services. Landlord reserves the right to interrupt, curtail,stop or suspend the furnishin�;of services(including the elevator)and the operatian ofthe plumbin�;, mechanical,heating and cicctric systems whenever necessary� for repairs,alterations,replacements or improvemenis desirable ar necessary ia be made ir the reasonable judgment of Landlord or whenever necessary due to accident or emergency,difficulty or inability in securing supplies or labor strikes,or any other cause beyond the reasonable control of Landlord,whether such other cause be similar or dissimilar to those hereinabove specifically mentioned,until said cause has been rernaved. Except when caused by the bross negligence of Landlord, there shall bc no diminutian or abatennent af rent or other campensatian due from Tenant to Landlard hereunder, nar shall this Lease be aPfected ar any af Tenant's abli�;atians hereunder reduced,and Landlord shal] have no responsibility or liability for any such intcrruption, curtailment,stoppage or suspension of services or systems,except that Landlord shall exercise reasonable due diligence to eliminatc the cause of same. 7.f. Ener,�y Conservation. Notwithstandin�any�hing to the contrary contained in this I.ease, l.andlord rnay institute such reasonable poGcies,programs or rneasures as may be necessary, required ar expedient far the conservation�nd/or preservadnn of ener�,y ar ener�,y services,provided either the majority ofsimilar buildings in the area in which the Building is located are subject to similar polices,programs or measures,or such are necessary or required to comply with applicable bovernmenta)cades,rules, re�ulations or standards. 7.b. Cleanine. Tenant shal) be responsible,at its sole cost and expense, for all cleaning of the interiar af the Premises, including all storefronts and�lass. 8. QU1ET ENJQYMENT The Tenant,upon prompt payment of the rent and other amounts herein reserved,and upon the performance of all of its obligations under this Lease,shall at all times during the Term and during any extension or renewal thereof,peaceably and quietly enjoy the Premises without any disturbance from the Landlord or fronn ttny other person claiming throu�;h the l.andlord, subject,however,to the rights af haiders of nrartgages and to the terms and pravisions of this Lcase. 9. CONDITION/PREPARATION OF PREMISESIALTERATIONS/RETURN 9.a. Condition of the Pcemises. The Premises are leased to the Tenant in their"as is"condition and Landlord shall have no obligation to complete any work to prepare the Premises for Tenant's occupancy. Tenant accepts the Premises in their conditian as ofthe Term Commencement Date,withaut representation or wamanty,express or implied,in fact or in law,by Landlord and without recourse to Landlord as to the nature, conditian or usability thereof. It is understood and agreed that the Landlord has made no representations as to the condition of the Premises or the Building,or as to their fitness for any specific purpose. Tenant also confirms that the nature,extent and qualiry of the management,maintenance and services as currently provided by Landlord to the Premises and L�ndlord's Property are satisfactory in aU respects and are and shall be deemed to be in full compliance with the terms of this Lease; and Tenant hereby irrevacably waives any incansistency, nonconformity or deficiency in such existing and current conditions and services with the requirements oi'this Lease. 9.6. Tenant's Work. Tenant shall be responsible, at Tenant's sole cost and expense,for any and all �vork ar improvements to the Premises to prepare same for Tenant°s occupancy,and such wark shall lsc deemed for all purpases to be Alteratians,as defined hereunder,and subject to the provisio»s hereafapplicable thereto. -10- 9.c, Altcratians. hJa ttlteratians, additions ar improvements(l�ereinafter "Alterations")to the hremises shall be made by the Tenant withaut the prior written cansent of the Landlord,which may be granted or withheld at Landlord's sole discretion. A11�vork done in connection with any Alterations,following Landlord's approval thereof,shall be done in a boad and workmanlike manner, in accordance with ail applicable laws,with all permits and approvats therefor abtained by Tenant and per!'ormed by cantractars approved by Landlord. Any such cantractor shall be reguired to provide certificates ai"comprehensivc general liabiliry and �roperty damage insurance in amounts reasonably required by Landlord,naming Landlord as an additional insured. Once commenced by Tenant,such work shall proceed diligently and continuously to comptetion, and in performing such Alterations, Tenant shall avoid interfering with the use and occupancy of other tenants of the Building and shall keep all areas outside tl7e Premises clean and free af debris at aU times. Tenant shall comply,and shall cause its cantractors to camply, �vith any reasonable directive fram the Landlord re�ardin�the performance of the Alterations. Any Alterations made by the Tenant after such consent shall have been given, and any non-trade fixtures installed as part thereof(and any Alterations or non-trade fixtures installed during the term of tt�e Existing Lease)shall at the Landlotd's option become the property of the Landlord upon the expiration or ather sooncr termination of this L.ease. If Landlord shall fail to exercise such aption, the Tenant shall remove such �xtures(including wiChout limitatian all Alteratians and fixtures installed during the term ofthe Existing�ease)at the Tenant's cost upon the tctmination nf'this Lease, leaving the Premises in gaod order and repair,reasonable wear and tear only excepted. 9.d. Return of Premises. The Tenant shall,at the expiration ar earlier tern�ination of this L.ease,remove its goods and e#"tects and peAceably yield up the Premises clean and in�oad order,repair and condition,ordinary wcar and tear excepted(but this exception shaU apply only if Tenant has employed good maintenance practices,and this exception shall nat excuse Tenant from any obligation hereunder to make necessary repairs and replacements},and except for repairs which the Landlord expressly agrees ta make as herein provided; and Tenant shall repair any injury done to the Premises or the Building or the Praperty by thc installation or removal af the Tenant's fixtures ar other property. 10. MAINTENANCE AND REPAiRS Tenant shall maintain all portions of the Premises and immediately adjoining areas,and interior sides of windows, including all storefronts, in a clean and orderly condition, free af dirt, rubbish and abstructions. The Tenant shall make all nonstructural repairs necessary ta maintain the Premises in�,00d arder and repair, except repairs related to comman facilities or utility installations for the cammon use of the Building(but if such repairs are required as a result of Tenant's neglect or fault,Tenant shall be responsible for the costs thereof). 11. INSURANCE I I.a. ]ndernnification. The Tenant shall save the l.andlord harrnless and indemni�ed fram and against al) injury,toss,claim or damage to any persan ar praperty while on the Premises or Landlord's Property arising out of the use ar occupancy of the Premises by the Tenant(unless caused by the gross negligence or default of the Landlord,its employees,agents, licensees or contractors}and from and against all injury, loss, claim or damagc to any person ar praperty accasianed by any act,neglect ar default of the Tenant or any of Tenant's agents, employees ar contractars. l l.b. Liabilitv Insurance. The Tenant shall maintain with respect to the Premises and appurtenances thereto,comprehensive general liability and properiy damage including the broad fortn comprehensive general liability endorsement and a contractual liability coverage endocsement, in limits of nat less than�2.OQd.000 per occurrence,or such�reater amount as Landlord shall reasanabty requir�Prom time to tirne durin�the Term, far combined single limit -11- bodily injury and praperty damage liability, in campanies qualified ta do business in Massachusetts and acceptable to Landlord, insuring the Landlord as well as the Tenant against injury to persons or damage to property as herein provided. t I.c. Propertv Insurance. The Tenant shalt rnaintain, at its sale cost and expense, fire and extended coverage insurance for all af its contents,furniture, furnishings,equipment, improvcments, funds,personal praperty, floor coverin�;s and�xtures located within or about t1�e Premises,praviding protectian in an amount equal to l Op%perceni of the full rcplacemcnt value of said items(replacement value meaning the cost of repairing or replacing thc damaged property without deduction for depreciation). l l,d. lnsurance Policies. The Tenant shall deposit with the Landlord certificates af insurance that it is required to maintain under this Sectian,at or prior ta the Term Cammencement Date of this[.ease, and thereaftcr,within 30 days prior ta the expiration af each such policy. 5uch polieies shall to the extent obtainable, provide that the policies may not be changed or canceled without at least 30 days prior written notice to the Landlord. Such insurance may be maintained by the Tenant under a blanket policy or policies so-called. 1 l.e. Landlord's Insurance. Landlorci shall maintain fire and extended coverage insurance on the Building praviding pratection in an amount determined by Landlord to be adeq�ate. The costs of such insurance and any other insurance obtained by Landlord with respect to the Property and its operations shall be included as part of the Operating Expenses. I l.f Waiver of Subro atg ion• Landlord and Tenant and all parties claiming under them mutually release and discharge each other frarn all ctaims and liabilities arisin�;from ar caused by any casualty or hazard covered ar required hereunder ta be covered in whale or in part by insurance on the Premises or in connection with property on or activities conducted on the Premises,and waive any right of subrogation which might otherwise exist in or accrue to any person on account thereof,provided that such release shall not operate in any case where the effect is ta invalidatc or increase the cost of such insurance covera�e(provided,that in the case of increased cost,the ather party shall have the ri�ht,within 30 days following written notice,to pay such increased cost,thereby keeping such release and waiver in full force and ef'fect). 12. FIRE AND CASUALTY DAMAGE 12.a. Terrnination. Should all or a partian af the Premises,or af the Building,he substantially darnaged(as defined below)by fire or ather casualty,the Landlard at its aption may elect to terminate this Lease. Should al)ar a portion ofthe Premises be substantially damaged(as defined below)by fire or other casualty,the Tenant may etect to terminate this Lease if: (l} The Landlord fails to give written rotice within 60 days af�er such damage of its intentian to restore the Premises,or (2} Such dama�e causes the Premises to be untenantable for Ten�nt's use thereof for more than 120 days. Tenant shall exercise its option to tenninate by giving written notice to Landlord, as applicable, within 30 days after Landlord's failure to notify or within 30 days after such 120day period. The term"substantial dama�e"as used herein shall refer to damage of such a character that the same cannot, in ordinary course,be reasanably cxpected to be repaired within 120 days from t}te time that such work commences,as reasonably determined by Landlord. 12.b. Restoration and Abatement. If the Term of this Lease is not so terminated, Landlard will,with reasonable diligence and at its expense,repair and rebuitd the Premises as nearty as reasonably practicable ta the same conditian as it was priar to such dama;�e. Landlord's obli�ations to repair and rebuild shall in all cvents be limited to the insurance proceeds made -12- available to Landlord. . Landlord shalt not he obligated to repair ar restorc Tenant's personal praperty, fixtures,furniture,equipment or floor coverings ar any Alteratians performed by Tenant, If the Temt af this Gease is not sa tern�inated, far sa lang as such flre ar casualry renders the Premises substantially unsuitable for the TenAnt's use,a just and proportionate abptement of rent shall be made until Landlord's repairs have been completed. [t is expressly understood and agreed that nothing in this Lease contained shall be deemed to create in Tenant any interest in any hazard insurance policies ar the proceeds thereof. 13. EMINENT DOMAIN 13.a. Termination. In the event that the�vhole of the Premises or Landlord's Property shatt be lawfully condemned or taken in any manner for any public or quasi-public use, this Lease and the Term hereby granted shall forthwith terminate as of the date of the divesting of Landlord's title. Should a portion of the Premises,or of the Building,ar of Landlord's Property, be sa condemned ar taken,and such taking is substantial (as defined belaw),the l.andlord at its option may elect to terminate this Lease. Should a partian of the Prernis�s be sa candemned or taken,and such taking is substantisl(as defined below),the Tenant may elect ta terminate this Lease if: (1) Such takin�or condemnation results in the permanent loss af:reasonable access to the Premises,or 10%or more of the Premises,or facilities that supply heat,air canditioning,wate�r,drainage,plumbing,electricity or ather utilities or services to the I'remises;ar (2) Such taking or condemnation causes the Premises to be untenantable for Tenant's use thereof for more than 120 days. Tenant shall exercise its option to terminate by giving written notice to Landlord within 60 days following the date on which Landlord's title has heen divested by such authority. The term "substantial"as used herein shall refer to a condemnation ar taking which: reduces the floar area of the Building,ar reduces the total area of Landlord's property by mare than S%,ar affects parking and/or access to Landlard"s Property and the Building,or will require,in Landlord's judgment,more than 120 days to restore. 13.b. Restoration and Abatement. If neither the Landlord or Tenant elects to terminate this[.ease as aforesaid,this C,ease shall be unaffected by such taking,except that the Fixed Rent shail be abated equit�bly. In the event that anly a part of the premises shatl be so candernned ar taken and this Lease is not terminated as hereinbefore provided, l,andlord will,with reasonable diligence and at its expense,restore the remaining portian of the Premises as nearly as reasonably practicable to the same condition as it was prior ta such condemnation or taking. Landlord's abligations to restore shall in all events be limited to the condemnation proceeds made available to Landlord. 13.c. Award. In the event of any condemnation or taking hereinbefore rnentianed of all or part of Landlord's Property, Landlord shall be entitted to recei�e the entire award in the condemnation praceedin�s, including any award made for the value of the estate vested by this Lease in the Tenant,and Tenant hereby expressly assigns to the Landlord any and alt right,title and interest of Tenant now or hereafter arising in or to any such award or any part thereof. Notwithstanding the foregoing,Tenant shall have the right to bring a separate condemnation procceding for relacation expenses and the unamortized value of trade fixtures payable in the manner and extent as,and if,pravided by law. 14. SIGNS -13- Tenant shall not place any sibns ar ather forms af advcrtisin�;on or about the exterior of the Premises ar ihe Building(including any signage in on ar facing the interior cancourse af the Building)or upon any sidewalks, interior or exterior walkways or roads or drives adjacent to the Building,without Landtard's prior written consent,which may be withheld at Landlord's solc (�1SCTCC1011. The faregoin�,prohibition shall alsa prohibit any signs or other advertising on the windaws af Ehe Premises or located within the interior of the Prernises that are visible outside the Premises, and, specifically,no banners, flyers or signs adhered directly to the Premises' windows shall be permitted. Notwithstanding the faregaing, if and so long as Tenant is a retail tenant of the Building and the Premises has an exterior storefrant and entrance,Tenant may,at its sale expense,place ane si�n nn the exteriar ofthe Building at thc Premises' starefront,such exterior sign to be lacated at the same tocation as the current exterior sign installed by the Existing Tenant.The size,design and specific configuration and location of such sign shall be subject to Landlord's prior written approval,which shall not be unreasonablyy withheld. Without limitation, in no event will Landlard be require ta apprave of nean,�as, illuminated ar flashing signs. Such si�;n shall identify TenanYs tradename anly and shall be in accordance with Landlord's building standards far signage,as established from time to time,and such sign shall comply�vith all applicable laws, including all codes,ordinances and regulations of the Town of Concord,and Tenant shalt obtain all required permits and approvals prior to installing such sign, including any approvals required from the Town"s Historical Commission. Such sign shall be fabricated and installed by Tenant within 45 days after the Cornmencement Date,shaEl be maintained in gaod canditian by Tenant thrau�;hout the Term of this I,ease,and shall be removed by Tenant upon thc terrninatian of this I.ease(with any damage caused to the Premises or Building by such sign or its removal being promptly repaired by Tenant at its expense). Notwithstanding the faregaing, if Tenant is a retail tenant af the Building and the Premises has an interior cancaurse storefront and entrance,Tenant may,at its solc expensc, place ane sign on the concourse face of the exteriar wall of the Premises,at the Premises concourse storefront,the size, design and location ofwhich sha11 he as determined by Landlord,and in all events shall be at a11 times in accordance�vith Landlord's Buitding standards for concourse signage,as established from time to time. 15. ACCESS (1) The portions of the Building necessary for access to the Premises shall remain open during Business Hours,as provided herein, and Tenant's employees,agents, customers and business invitees shall have a right of access, in common with others entitled thereto,to the Premises during Business Hours,subject to emergency conditians. Subjeci tv after-hours securiry arrangements, iPany,that may be established by I.andlard fram time to time,and to emer�ency conditions,Tenant's emplayees shall have access to the Premises durin�;other times. (2) The Landlord shall have access to the Premises at all reasonable times upon reasonable prior written or oral notice,except in the case af emergency such restrictions on aceess shall be inapplicable. (3) Prior to Tenant"s occupancy of the Premises,Tenant shall,at its expensc,have all doors to the Prentises re-keyed,and shall deposit duplicate copies of all keys to the Premises in the Knox Box,sacalled, maintained at the Building or with the Lexington Fire Department or such other lacation as may be designated by Landlord. 16. SUBLEASE AND ASSIGNMCNT -14- The Tenant shall not assign the Lease or sublet the Premises for the remainder of the Term except�vith the prior written approval of the Landlord,which approval may be granted or withheld at Landlord's solc and absaluie discretion; it beinb understood that the tenant mix,the nature af any tenant's business, and the identity and experience af any propased tenant is af crucial importance to Landlord and to the he continued success of the F'raperty, af other tenants of the Buildin�and of the due and property management and operation of the Properry. Without limiting Landlord's right to grant or withhold its approval of any assignment at its sole and absolute discretion,or any other conditions Landlord may elect to impose,Landtord may condition any such approval on the principal individual or individuals of any entity constituting the proposed assignee personally guaranteeing the obligations of Tenant under this Lease. Notwithstanding any such assi�;nment ar subletting, it is understoad and agreed that the original Tenant named herein shall always remain primarily and unconditionally liable to L.andiord for the abservance and perforntance of the obligations and agreements of Tenant in this L.ease cantained. It shall be a condition precedent to the granting of any consent by Landlord hereunder that Tenant and any such assignee or subtenant shall enter into an agreement with Landlord, in form satisfactory to counse)to Landlord,pursuant to which such assignee or subtenant agrees direcdy with Landlord to assume and perform all of the obligations and agreements of Tenant contained in this Lease,and containing such other canditions and provisions as Landlord shall req�ire. Tenant agrees to pay all of Landlord's costs in cannection with the consideration of any such praposed assignment or sublettin�, including reasonable attorney's fees. Tenant shal!pay ta Landlord monthly one-halfof`the exccss of the rents and other charges received by Tenant pursuant to the assignrnent or sublease ove�the rents and other charges reserved to Landlord under this Lease attributable to the space assigned or sublet. 17. DEMOLITION If after January 1, 2034,the Landlord shall determine to demolish and rebuild the Buildin�,or to undertake a substantial renovation af the Buildinb, then Landlard has the ri�ht to t�rminate this Lease by givin�,to Tenant 6 manths' written notice of Landlard's deterrninatian tu demalish and rebuild ar to renovate,and thereupon the Lease shall terminate at the expiration af such 6month period. 18. SUBORDINATION This Lease is subject and subordinate to all real estate mortgages and ground leases prior to or subsequent to the date of execution and delivery of this Lease and to all renewats, modifications,cansolidations,replacements ar extensions thereof. Upon the request of Landl�ard, the Tenant shall promptly execute and deliver all such instrumcnts as may be appropriate ta subordinate this Lease ta any�;round leases and/ar mortgages,and ta all advances made thereunder and to the interest therean,and all renewals,replacements and extensions thercaf, provided that, in the case of ground leases or mortgages entered inta subsequent to Commencement Date,on the request of Tenant, Landlord shatl use reasonable efforts to have the mortgagee agree,on its customary form, not to disturb the occupancy of Tenant under the Lease in the event of foreclosure if Tenant is not in default of any of the terms and conditions of this Lease. 19. TENANT'S COVENANTS 19.a. Tenant's Generat Covenants. The Tenant cavenants and abrees as fallows: (a} Tenant shall perform promptly aU of the obligatians of the Tenant set forth in this Lease and shall pay when due all rent(including all Fixed Rent and additional rent) and all other charges which by the terms of this Lease are to be paid by the Tenant. _��_ (b) Tenant shall obtain all necessary govemmental licenses and permits required t'or the proper and lawful conduct af Tenant's business and Tenant's use of the Prernises. Tenant,at Tenant's expense,shaU comply�ti•ith all health,safety and police requirernents affecting ar applicable ta the Prernises ar the cleanliness,safety, occupancy and use thereof,whether or not same are substantial,foreseen ar unforeseen, ordinary or extraordinary.Tenant shall at all times conduct its business in a reputable manner. (c) Tenant shall pay al! costs an dernand for all loss ar dama�e suffered or incuned by Landlord caused by Tenant ar caused by nuisance or ne�lect suffered on the Premises due to Tenant, its agents,ernployees, invitees or assigns. (d) Tenant shall keep the interior of the Premises in a clean,neat and arderly, condition. Tenant shall keep all refuse, rubbish and debris in covered containers located oniy in areas approved by Landlord and shall remove rubbish and debris from the Premises at a frequency consistent with goad fire safety, h�,�giene practices and neatness. If additional rubbish pickup is requircd,ar if the dumpster needs to be etnptied due ta Tenant's usage,then such additional casi shall be paid by Tenant,as additianal rent hereunder,promptly upon demand from Landlord. (e) Tenant shall permit Landlord and its agents to examine the Premises at reasonable times,and to show the Premises to prospective tenants, lenders,buyers and other parties. The Landlord may enter the Premises to makc any replacernents and repairs or for other purposes,after reasanable notice is given to Tenant. (f} Tenant shall use the Premises only for the retail sale of prepackaged specialty foods,snacks and beverages(including,subject to and in strict accordance with the pravisions of Section 19.b(h),the sale of beer,wine and liquor)(the"Permitled Use") and for no other purpose. Notwithstanding and without limiting the foregainb,the Permitted Use shall not include in any event or circumstances:(i)the preparatian, cooking or servin�of foad or beverages ak the Premises,ar any restaurant usc; (ii)the sate of cigarettes, cigars,vaping or e•cigarettes,or cannabis or cannabis based products, or any related paraphernalia;or(iii)the sale of lottery tickets or any other gaming or gambling uses. Tenant shall only conduct its business in the Premises under a trade name as that has been reasonably be appro�ed of in writing by Landlord. (g) Tenant shall not injure,averload, deface or atherwise harm the Premises, cammit any nuisance ar permit the emission af any objectionable odar,or make any us� of the Prernises�vhich will increase the cost of the I.andlard's insurance(unless Tenant pays for such increased cost). Tenant shall not sell or display merchandise in or store or dispose of trash or refuse in or otherwise obstruct the driveways,walks,halls, parking area,or other common areas. The sidewalks,entrances, interior corridors,and stairways sha11 not be obstructed or encumbered by the Tenant or used for any purpase other than egress ta and from the Aremises. (h) Tenant shall not suffer or permit strip ar waste. (i) Tenant shall not permit any use that ma}�l�e deemed obnoxious or which unreasonably interferes�vitl�or affects any other tenants in the Building or creates a pubiic or private nuisance or fire hazard. (j) Tenant shall not conduct any auction, fire,bankruptcy or�,aing-aut-of-business sal�,nor use or permit any sound apparatus for reproductian or transmission of music or sound which shall be audibte beyond the physical interior af the Premises. -16- (k) Tenant shall comply with Landlord's Rules and Regulations as are currently in effcct and such reasonable rules and regulations as shall from time to timc hercafter be established by the Landlord for the safety,care,cleanliness or orderly conduct of the Premises and Landlord's Propenty,and far the beneCt,comfart and convenience of all of the occupants of the Bailding. The Rules and Regulatians as cunently in effect are as set forth in Exhibit B attached hercto. (t} If during the Term and any extension thereof,the fire insurance rate of the Building or the Premises is increased due to the nature of the Tenant's occupancy, Tenant shall pay to the Landlord any additional insurance premiums resulting from such rate increase. Any such additional premiums payabte by the Tenant shal! be additional rent and shall be paid to the Landlord within 10 days after written demand accompanied by the insurance premium notice or ather satisfactory evidence af the amount due. (m} Tenant shall not at any tirne use or occupy the Aremises in violatian of the certificate of occupancy ar building permit issued for the Building or any applicable zoning ordinance. The statement in the Lease of the nature of the business to be conducted by the Tenant in the Premises does not constitute a representation or guaranty by the Landlord that such business may be conducted on the Premises or is]awful under the certificate of occupancy or building permit or is otherwise permitted by law. (n} Tenant shall not vacate ar abAndan the Aremises,and shall continuously operate and canduct its business within the Aremises in a first class and reputable rnanner. Tenant shall conduct its business in such a manncr both as regards noise and other nuisances,as will not unreasonably interfere with,annoy or disturb any othcr tenant in the conduct of its business, or the Landlord in the management af the Building. (o) Tenant,and Tenant's employees,agents,cantractors, licensees, invitees,guests ar customers,shall not generate,store or spill upon,dispose of or transfer to or from the Premises or Landlord's Praperty any hazardous waste materials(as defned below),and Tenant shall strictly camply with all applicable laws relating to hazardous waste materials. Tenant shall save Landlard(tagether wiEh its partncrs, beneficial owners. trtastees,ernplayees,abents,contractors,attorneys and martga,�ees)harml�ss and indemnified from and against any and all damages{including�vithout limitation clean- up and remediation costs}which may be asserted on account of the presence or release of hazardous waste materials on, in or from the Premises during the Term and any period when Tenant(or those claiminb by or throu�h Tenant)occupies the Premises,on account of the activities of Tenant(or those claimin�,by or through Tenant}in violation af an��applicable laws relating to hazardous waste materials,or on account of the breach of any of the cavenants contained in the previous sentence. Tenant a�,rees that if it ar anyone claiming under it violares this pravisian,Tenant shaU farthwith remave the hazardous waste materials in the manner provided by applicable law,regardless of when such hazardous waste materials shall be discovered,and Tenant shall forthwith repair and restore any portion of the Premises or Landlord's Property which it shal!disturb in so removing said hazardous waste materials to the condition which existed prior to Tenant's disturbance thereaf. The provisions of this subparagraph shall be in addition to any ather obligatians or liabilities of Tenant under this I,ease or under applicable law, and in additian ta any other remedies of Landlord under this L,easc ar under applicable law,and the obli�atians of Tenant uncier this subparagraph shaU survive the terminatian of this Lease. For purposes of this subparagraph,"ltc�:ardot�s tivaste nralerials"shall mean any subsiance which is or becames defined as hazardous waste,hazardous material ar oil -1'7- under any Federal, State or local laws,or which is toxic,explosive,corrosive, flammabte, infectious, radioactive,carcinogenic or athcrwise hazardous to health and which is or becomes regutated under any applicabte la�v. (p) Tenant shall temporarily kcep aU refusc and rubbish generated at the Premises in covered cantainers within thc Premises,stc�re sanne in a sanitary and si�htly manner, and regularly removc sucl�refuse and rubbish fram the Prenuses to an exteriar dumpster or other containers provided by Landlord at the Pcoperty. Tf Tenant's use of the dumpster or other containers shall be deemed excessive by Landlord,Landlord may require Tenant to pay a fee for such use and disposal,or may require Tenant to be responsible,at its sole cost and expense,for the removal of all its refuse and rubbish from the Aroperty. (q) Tenant shall keep the Prernises fully eyuipped with all required safety appliances and equipment, including withaut limitation fire extin�;uishers. (r) Tenant hereby represents to the Landlord that, if Tenant is an enCity: (i)ihe entity constituting Tenant has been duly formed in the Commonwealth ot' Massachusetts, it is in goad standing,and all annual reports and other filings required under Applicable Law have been made and are current and accurate, and that throughout the Term of the Lease,the entity constituting Tenant shall make all required filings and be and remain in baad standing; and(ii)it has the authority to enter into this Lease, that the execution and delivery of this I..ease is nat in contraventian aP its chaMer or by-laws or applicable state laws, and that this Lease has been duly authorized by,as appropriate, its Board of Directors and Shareholders, its Partners, its Members, its Beneficiaries or other ownership or management interest-holders. 14.b. Tenant's Saecific Covenants. ln additian to the covenants above,Tenant covenants and agrees as follows: (a) Tenant shall,during the entire Term of this[,easc, keep the Premiscs fully stocked, furnished and set up with merchandise, materials and d�cor of a type and quality consistent with the Pennitted Use. Tenant shall continuously aperate and conduct its business at the Pr�mises during the entire Terrn af this Leasc,and shall keep the Aremises fully staffed and open for business during the hours that Tenant's business is 4pen. Tenant shall not close,reduce its operations,abandon the premises,close the business at the Premises ar otherwise let the Premises"go dark"at any time during the Term. (b) The Premises, inclading without limitation all storefronts,as well as all exteriar areas in frant af the Premises and its starefrant, shall be kept by Tenant in a neat and arderly condition, frce of all litter and trash,and cansistent with the Permitted Use and the first class nature of the Building and its other tenants. No posters or paper wilt be allowed on the windows of the Aremises at any time, except for signs as expressly provided in Section l4. (c} Tenant shall keep all doors between the Premises and the Building's interior concourse closed at all times(except when people are actually entering or]eaving the Premises),and said doors shall never be propped apen or otherwise kept in an open position. (d) Tenant shall be responsibl+�far keeping the exterior areas in front af the Premises free of snow and ice and properly salted and sanded,so such areas are and remain safe for pedestrians,customers and employees accessing the Premises. -18- (e) Tenant shall keep the Prernises�nd adjoining partions of Landlord's Praperty free of pests, insects, radents and ather vermin,and shall cause same to be exterminated by a professional pest contral campany on a reasonable schedulc as reqttired,but na less frequently than quarterly(unless pest problems Are discovered, in which event mare frequent exterminatian may bc reyuired by C.andlord),and Tenant shalt provide Landtord with a copy of its pest control service contract. {� Tenant shall not permit any loud sounds or noises(including music)to be emitted from the Premises so as to be reasonably audible in the Common Areas or to other tenants or occupants of the Building,the sidewalks and streets adjacent thereto or any adjoining properties. (g} Tenant shall not permit any of Tenant's customers,vendors,emptoyees, contracto�s or agents to park in any of the parking areas or spaces on Landlord's Property(except ta the extent Tenant has rights to use any parking spaces,pursuant to separate arrangecnents with Landlard),and shall take reasonable steps to advise its employees and customers that they cannat park in such areas. {h} Landlord a�rees that, in cannectican with the Pern�itted Use,Tertant may engage in the retail sale af alcoholic bevera�es in sealed and unapened bottles and containers("Alcolrolic Bevercages")at ar fram the Premise far off•premises consumption. Tenant acknawledges that, but far Tenant's assurances given below, Landlord would not permit the sale of Alcoholic Bevera�;es on the Premises. Accordingly,Tenant covenants and agrees with Landlord as follows: I. Tenant may sell Alcoholic Beverages on or from the Premises only if it has first received the Liquor License(as defined in Section 3.a abave),and so long as the Liquor License remains in full force and effect,and all Alcoholic Beverages shall be sold only in strict accordance with the Liquor License, and all of its terms, conditions and limitations, includin�without limitation any limits contained therein regardin�hours ofoperation or regarding the percentage of sales or floor area devoted to liquor sates. 2. priar to any sale of Alcaholic Bevera�;es, Tenant shall provide Landlord with a copy of the Liquor License,and shall provide Landlord with copies ofany renewals ar madificatians thereta pramptly upon receipt thereof.Tenant sh�ll also pramptly pravide C,andlord with capies of any notice of violatian,revacatian,hearin�;or camplaint Tenant receives fram gavernmental autharities or any other party in connection with the Liquor License or atherwise in connection with its sale of Alcoholic Beverages at the Premises, including without limitation, notification that it has been placed on the Commonwealth of Massachusetts Alcoholic Beverage Control Commission's delinquent list. 3. Any Alcoholic Beverages sold shall be solely for tater consumption by consumers. In no event shall any Alcoholic Beverages i�e opened or served at the Premises or anywhere on the Property,and no Alcoholic Beverages shaU be consumed at any time at the Premises or anywhere on the Praperty. it shall be Tenant's obligation,at its cost,to properiy police the Premises and Property to assure that none of the foregoin�occurs. 4. Tenant shall,at is sole cast and expense,at all times pravide appropriate and adequate security at the Premises(including an alarmed -19- security system}for the storage of all Alcoholic Beverages thereat and the protectian af persans and praperty in connectidn iherewith. S. At all times,Tenani shall keep in force,at its expense,drarn shap insurance naming Landlord, Landlord's management company and any mortgagees as insureds, in the amount of no less than$2,000,000.00,or such higher amount as Landlord may from time to time reasonably require,and shall promptly provide Landlord with a certificate of such insurance prior to the commencement of the sale of Alcohalic Beverages at the Premises and at least 30 days prior to the expiratian af such policy,and if Tenant fails to procure,kecp in force and provide such certificates to I.andlord,Landlord may obtain such insurance on Tenant's behalf, and Tenant shal(pay Landlord for all costs of same as additional rent hereunder promptly upon billing therefor. 6. Landlord's agreement to permit the sale of Alcoholic Beverages by Tenant,or its procurement or payment for any insurance in connection therewith,shall nat in any respect�vhatsaever be deemed an acknotvled�;ement by Landlord that its ownership of the Building,this Lease, or the Permitted Use hereunder, imposes any responsibility upan Landlord for hazards or liabitities arising therefrom,all of which are hereby exclusively assumed by Tenant;and in addition to other indemnity provisions set forth in this L.ease,Tenant hereby� ind�;mnifies and holds hattnless Landlard, its of�ccrs,panners,members, managers,contractars,a�ents and emplayecs, and those in privity of estate�vith Landtord or any of said parties,from and against all claims,expenses or liabilities of whatever nature(inctuding attomeys' fees)arising,directly or indirectly, from any accident, injury or damage that resu�ts or is claimed to have resulted from the presence or sale of alcoholic beverages an or fram the Premises. '7. In addition ta any ather remedies Landlard has under the Lease, upon any Event of Default under this subsection, Landlord may immediately prohibit Tenant from selling any Alcoholic Beverages on or from the Premises. Tenant understands that each of the covenants in lhis Section 19.b,each of which relate ta Tenant°s operations at the Premises,are af crucial and material impartance ta Landlard and to the overall success of the Buildin�;as a multitenant retail f�ciliCy,and Tenant understands that Landlord wauld not enter into this Lease with Tenant absent Tenant's agreement to camply fully and strictly with each of the foregoing covenants. 20. TEi�IANT'S DEFAULTS The follawing shall be deemed ta be defaults hereunder: (a} If Tenant shall fail ta pay the F"ixed Rent when due hereunder and such failure continues for more than 7 days after the date due;or if Tenant fails to pay a»y othcr additional rent or other charges provided for hereunder and such failure continues for more than 7 days afier written notice from Landlord designating such failure;or (b} If Tenant shall fail to comply with any other obligation or covenant hereunder and such failurc continues for mare than 30 days afler written natice from Landlard ta Tenant specifyin�such failure(except that the notice and cure period far Tenant's failure to camply with any of the covenants cantained in Section 19.b shall be 2 days); pravided, if such failure by its nature cannot be cuced within 30 days,Tenant shall be •20- given such additional time as is reasonably necessary, not to exceed GO days in total (provided such additional time shall not be applicable to any failure to comply with any covenant under Section 19.b), provided Tenant has commenced diligently to correct said faiture and thereafter diligently pursued such carrection to completian;or (c} If Tenant or any guarantar ofTenant's r►bli,�ations undcr this L.ease rnak�s any assignment for the benefit of creditors, commits any act of bankruptcy or files a petition under any bankruptcy or insolvency law; if a petitian is filed a�ainst Tenant or any guarantor and is not dismissed within 45 days; if a receiver or similar officer becomes entitled to Tenant's leasehotd hereunder and is not returned to Tenant within 45 days;or if such leasehold is taken from Tenant on executian or other process of law in any action.;or (d) IfTenant is a corparation or ather entity.its failure to remain a corporatian ar ather entity in�aad standing and quali�ed to do business in Massachusetts. 21. RIGNTS OF LANDLORD UPON TENANT'S DEFAULT 21.a. Landlord's Remedies. In the event any default shall accur,Landlord shall have the right,then or at any time thereafter,at its sole election either: (1) To terminate this Lease by written notice to Tenant,which termination shall take effect an the date of Landlord's givin�af said notice or an any later date specified in Landlard"s terminatian natice; ar (2) Ta enter upon and take possession af the Premises(or any part thercaf in the name of the whole)without demand or notice,and repossess the same as of the Landlord's former estate,expelling Tenant and those claiming under Tenant, forcibly if necessary,without being deemed guiiry of any manner of trespass and without prejudice to any other remedy for any default hereunder. Landlord's repossession of the Premises under this Sectian shall nat be construed ta cff'ect a termination of this I.ease, unless Landlord sends Tenant a written nadce of termination as required hereundcr. Tenant hereby waives any ri�hts of redemption ur►der Massachusetts General Laws chapter 18b. 21.b. Relettin�, i.andlord shal) have the right(at its sole election and whether or not this Lease shall be terminated)to relet the Premises or any part thereof for such period or periods(which nnay extend beyond the term)and at such rent or rents and upon such other terms and conditions as Landlord may deem advisable,and in connection with any such reletting, C,andlord may make or cause ta be rnade such additions, alteratians and impravements to the Premises as Landlard n�ay deern advisable. 2I.c. Removal of Goods. if Landlord shall terminate this Lease or take possession of the Premises by reason of a default,Tenant,and those claiming under Tenant,shatt forthwith remove their goods and effects from the Premises. If Tenant or any such claimant shall fail so to remove forthwith, Landlord,without liability to Tenant or to those claiming under Tenant,may remove such goods and effects and may store the same for the account of Tenant or of the owner thereaf in any place selected by Landlard or,at Landlard's sole election,I..andlard may sell the sarne at pubtic auction ar at private sale on such tenns and conditions as to price, payment and otherwise as Landlord, in its sole judgment,may deem advisable. Ten�nt shall be responsible for aU costs of removal,storage and sale,and Landlord shall have the right to reimburse itself from the proceeds of any such sale for all such costs paid or incurred by Landlord. If any surplus sale proceeds shall remain after such reimbursement, Landlord may deduct from such surplus any other -zi- sum due to Landlord hereunder and shall pay over to Tenant the remaining balance of such surplus sale proceeds,if any. 21.d. Curreni Damas;es. Na termination or repossessioa provided for in this Section shall relieve Tenant or any guarantor af its liabilities and obligations hereunder or under its instrument of guarantee,all of which shall survive such termination ar repassession. In th�event of any such termination or repassession,Tenant shall pay Landlord, in advance,on the first day of each month(and pro rata for the fraction of any manth)for what would have been the entire balance of the term, one-twelRh of the Annual Rental for the E'remises,as defined in Section 21.e. herea�, (ess the proceeds(if any)of any relettin�af the Premises which remain aftcr deductin� Landlord's expenses in connection with such reletting. Such cxpenses shall include,without timitation,removal,storage and remodeling costs,the cost of painting and refurbishing the Premises,and attorneys' and brokers' fees. 21.e. Annual Ftental. The Annual Rental for the premises shall be the tota) afthe Pixed Rent and additional rent, and all other charbcs payable by Tenant(whether or not to �andlord)for the year ending next prior ta such terniination or repossession. 21.f. Liauidated Dama�es. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord af all surns payable under all the faregoing provisians afthis Section, L,andlard may by written notice to Tenant,at any time after termination af this Lease or repossession of the Aremises,and before such full recovery,elect to recover,and Tenant shall thereupon pay,as liquidated damages,an amount equal to the Annual Rental accrued in the twelve months ended next prior to such termination plus the amaunt of rent of any kind accrued and unpaid at the time af terminatian ar repossessian and less the amount of any rccovery by I.andlard under the foregaing provisions of'this Section up to the time of payment of such liquidated damages,plus in any event all costs of enforcement. Nathing contained in this Lease shall, however, limii or prejudic�ihe righ[of Landlord to prove for and obtain in proceedings for bankruptcy or insalvency by reason of the termination of this Lease,an amaunt equa]ta the maxirnum allowed by any statute ar rule of law in efi`ect at the time when,and gaverning the proceedings in which,the damages are to be proved,whether or not the amount be greater, equal to,or less than the amount of the loss or damages referred to above. 21.�. Remedies Cumulative. Any and all rights and remedics which Landlord may have under this Lease and at law and equity,shall be cumulative and shall nat be deemed incunsistent with eacf�other,and any two or more of all such rights and remedies may be exercised at the same time insofar as permitted by law. 21.F�. Landlorc�'s Ri�;ht to Cure Defaults. Landlord shall have the ri�ht but not the abligatian,to cure at any time and withaut notice,any default by Tenant under this Lease. Whenever Landlord so elects,all costs and expenses incurred by Landlard, including reasonable attomey's fees, in curing a default shall be paid by Tenant to Landlord on demand,as additional rent hereunder, together with lawful interest thereon from the date of payment by Landlord to the date of payment by Tenant. 21.i. Costs af Enforccment. Tenant shall pay,wiihin 7 days after receipt of Landlord's bill therefor,all costs and expenses(includin�without limitation reasonable attorneys' fees)incurred by Landlord in enforcing Tenant's obligatians or Landlord's rights under this Lease. 21 j. Inkerest. In ttte cvent any rc�nt(whether Fixed Rent or�dditionat rent)or any other paymcnts due fram Tenant under lhis Lease arc not paid when due,then Tenant shall pay to Landlord,as additional rent, interest on such overdue amounts from the date such amounts become due to the date on which same are paid at an interest rate equa!to 1 1/2% per month. 22. RECORDING -22- The panies agree nat to rccord this Lease, Hawever, ifthis Lease is for a term (including any options}of mare ihan 7 years,either Landlard ar Tenant may record a Natice of Lease in the form suggested by the applicable statute,with such recording to be at Tenant's expense. 23. LIABILITY OF LANDLORD In na event shall [.andlard he liable far any breach of covenant during the Term unless the same shaU occur during and within the period oftime that it is the record owner of and in possession of Landlord's Property. It is specifically understood and agrecd that there shall be no persQnal liability under this Lease for any of the obligations of the Landlord hereunder, and no trustee,beneficiary, joint venturer, tenant in common, partner(general ar limited),member, sharchalder,directar ar officer af Landlord shaU h�ve any personal liability hereunder. Tenant agrees to look anly ta Landlard's interest in the Building for satisfactian o1"any claim a�ainst Landlord hereunder. The failure of Landlord or any utility or utility supplier to provide any service to the Premises to any specific degree,quantity,qualiry ar character shall not form a basis of claim for damages or breach of cavenant against l.andlord,ar any off'set of rent. The placement by Tenant af any gaods,wares and merchandise in the I'remises or any arcas within Landlord's Praperty shall be at the sole risk and hazard of the Tenant. In na event and under no circumstances whatsoever shall Landlord be liable to Tenant for any indirect, incidental ar eansequential damages in connectian with any act af Landlord, its agents ar employees. 24. FORCE MAJEURG In any case�vhere Landlord is required to do any act,the time for the performance thereaf shall be extended by a period equal to any delay caused by or resulting from Act of Gad, war,civil comnnotion,fire or other casualty, labar difficulties,shartages af labor,materials or equipment,government regulatians or ather causes beyond such party"s reasonable canlrol, whether such time be designated by a fixed time or"reasonable time." 25. MECHANICS' LIENS The Tenant will not permit any mechanic's or materialmen's or other liens to stand against the Premises ar Landlard's Pro�erty far any labor vr materials funnished the Tenant in conneetian with wark of any character perfarmed an the Premises by ar at the directian of the Tenant. Any such lien shall be discharged within ten days. If Tenant fails to discharge such lien, Landlord may do so at Tenant's sole cost and expense. 26. WAIVER;ACCORD AND SATISFACTION The waiver of one failure to comply with any term,conditian,covenant,abli�;adon or agreement of this Lease shall not be considered to be a waiver of that or any othcr term,condition, obligation or agreement or of any subsequent failure. No acceptance by Landlord of a lesser sum than any sum due under any provisions of this Lease shall be deemed ta be other than on account af the earliest installment of such sum due,nor shall any endorsement or statement an any check or letrer accompanying any check ar payment be deerrted ttn accord and satisfaction,and[.andlord may accept such check or payment without prejudice to any rights to recover the balance of such instaltment or pursue any other remedy in this Lease provided. 27. dEFINITIONS -23- The words"Landlorcl"and"Tenant"as used herein shall include their respective heirs, executars,administratars,successors,representatives,assigns, invitees, agents and servants. The wards"it","he","she","hirn","her","them"or"they",ar similar wards,where applicable shaU apply to the Landlord ar Tenant regardless ofgendcr, number,corporate entity,trust or other body. lf more than one party signs this Lease as Tenant,the cavenants,conditions and agreements of the Tenant shall be joint and several obligations of each party. 28. GENERAL AROVISIONS. It is agreed as follaws: (a} If any provisian afthis Lease or the application thcreaf to any person or circumstance shall be to any extent invalid or unenforceable, the remainder of this Lease and the application to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected thereby,and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. (b) In no case shall rnention of spccific instances undcr a rnare�eneral provision be construed ta limit the generality af said pravision. (c) The section and article headings throughout this instrument are for convenience and reference only,and the words contained therein shall in no way be held to limit,define or describe the scope or intent of this Lease or in any way affect this Lease. (d} This Lease shall be construed without rebard ta any presumptian or other rule requiring construction against the party causing this[.ease to be drafted. (e} This Lease shalt constitute the only agreement between the parties relative to the Premises and no oral statement�and no prior written statements,agreements or other matters relative to the Premises and not specifical(y incorporated herein shatl be of any farce or effect. In entering inta this C.ease,the Tenant relies salely upon the representatians and agreements cantained herein. This Lease shall not be modified except by writing executed by both parties. (f} Tenant covenants and agrees that,notwitl�standing any other provision of this Lease to the contrary: the obligations of Tenant under the Lease, includin�the obligation to pay the Fixed Rent,additional rent and other charges when and as provided for therein, are covenants which are independent af any covenants or obligations ta be performed by Landlord thereunder;and na breach af any obligatians ar covenants ta be performed by Landlord thereunder shall givc rise to any right of termination of the Lease by Tenant,or any right to withhold,setoff, abate or otherwise reduce the payment and other obligations of Tenant thereunder. (g) Agents or employees of the Landlord have no authority to make or a�,ree to make a lease or any other agreement in connectian herewith, The submissian of this dacument or a summary of some ar all of its pravisians far examination and negatiatian, or the executian of a letter of intent or a proposal letter ar similar dacument does nat constitute an option to lease,or a reservation of,or option for,the Premises,and this dacument,and the rights af Tenant with respect to the Premises,shall become effective and binding only upon the executian and delivery hereof by both parties. (h) This C,ease shalt be canstnued accardin�ta the laws of the Commonwealth of Massachusetts, and all actions braught under this Lease shnU exclusively be brough in tl�e state courts of,and located in,the Commanwealth of Massachusetts. -za- 29. EXECUTION This C.ease may be executed in any number af caunterparts and each fu11y executed counterpart shaU be deemed an origiaal. 30. NOTtCES Any notices required under this Lease shall be in writing and delivered by hand or mailed by registered or certified mail ar by overnight mail by a nationally recognized carrier: if to Tenant,to the Prernises; and if to Landlord,care of its managernent agent, Spaulding Management LLC, C1ne Concord Fanrrs,490 Virginia Raad,Cancord,Massachusetts 01742. Such addresses may be changed by either party by written notice to the other in accordance with this Section. Time is of the essence with respect to all notices and periods for giving notices or taking any action thereto under this Lease, 31. BROKER'S INDEMNITY Tenant hereby represents and warrants that it has dealt with na brakers in connectian with this I.ease. Tenant hereby a�,rees to hold[.,Andlard httrmless frarn,and indemnified against, all loss or damage(including,without limitation,the east of defending sarne)arising fram any claim by any broker or finder claiming to have dealt with Tenant. 32. HO�DING OVER If for any reason Tenant hotds aver or occupies the F'remises beyond the Term,then Tenant shalt have na mare rights than a tenant at sufferance{or,at L,andlord's sale optian,such halding aver shaU constitutc tt tenancy from month ta manth,terminAble by either party upan 3U days prior written notice to the other),and, in any case,Tenant shall be liable for payment of rent during such period in an amount equat to two times the rent(including Fixed Rent and all additional reni)payable hereunder far ihe final year of the Term prior to such holding over. Such tenancy shatt othenvise be on the same terms and conditions as set forth in the Lease,as far as applicable. Nothing in this Section shall be canstrued ta permit such halding over,ar to limit Landlard's other ri�;hts and remedies on account thereof. 33. LANDLORD'S MORTGAGES After receiving notice from Landlord or from any person, firm or other entity that such person,firm ar other entity holds a mortgage,which includes the Premises as part of the mortgaged premises,no notice from Tenant to Landlord shall be effective unless and until a copy of the same is given in accordance�vith this Lease ta such holder,and the curing af any of C.andlard's defaults by such halder shall be treated as performance by Landlard, it being understood and agreed that such holder shall be afforded a reasonable period of tirne after the receipt of such notice in which to effect such cure. Tenant shall caoperate with Landlord so that Landlord will be able to proc�re mortga�e financing for any and all of Landlord's properties. Upon request,Tenant a�rees to execute and deGver to Landlord estoppe) or affset letters as reasonably required by Landlard`s mortgage lenders. 34. GUARANTY This Lease is canditioned on the simultaneous execution and delivery to Landlord of a Guaranty of Lease, in the form attached hereto as Exhibit C,by Anukul Biswas, individually. Executed under seal as af May ,2024. -25- TBNANT.• BISWAS�NTERpRIS�,MC. ��, ,�, , Br- Name: Anukul Biswas Titie: Presidettt and Tc+easurer duly authoriz�d LA111DLORI): LEXINGTON SQUARE TRUST By its rnax�aging agent 5PAUL� G MANAGEMENT LLC By: ame: n E,5p,aulding, Tidc: Nfanager -2b- EXHIBIT A Plan of Premises � � ' � � i A-2� : EXHIBIT B . Rules and ReguMations 1. The entrances and stairways shall not be encumbered or obslructed by Tenant,Tenant's agents, servants, employees, iicensees or visitors or be used by them for any purpose other than for ingress and e�ress to and from the Aremises. Landlord reserves the right to restrict and regulate the use of the public areas of the Building by Tenant,Tenant's agents, employecs,scrvants, liccnsces and visitors and by persons making deliveries ta Tenant and the right ta designate which building entrance or entrances sha{)he used by persons making deliveries in the Building. 2. Na sign,advertisement, notice or other lettering shall be exliibitcd, inscribed,painted or affixed by Tenant on any window or part of the outsidc or inside of the Premises or Buitding withaut thc prior written consent af Landtord. In the event of the violatian of the foregoing by Tenant, Landlord may remavc same without any liability and may charge the expense incurred by such remaval to Tenant. All interiar and exterior signage shall be inscribed,painted or affixed by Landlord or by Landlord's vendors, first approved by Landlord,and shall be of a size,color aad sryle acceptable to the Landlord. 3. A bui{ding directory tablet for office tenants will be furnished and installed at the expense af I.andlord,and the number of listings therean for Tenant shall be at thc discretion of Landlord. • 4. The windaws and doors that reflect or admit light and sir inro the haUs,passageways or other public places in the Building shall not be covered or obstructed by Tenant, nor shall any bottles,parcels or other articles be placed on the windowsills. 5. No displays, posters or other articles shall be put in fcont af or affixed to any part of the exterior af the Building nar ptared in the corridars or labbies,without the prior written consent of Landlard. 6. The water and wash closets and other plumbing fixtures shaU not he used for any purposes other than those for which they were constructed,and no sweepin�,rubbish, rags,paper towels or other substances shall be thrown therein. All damages resulting from any misuse of fixwres by Tenant,its servants,employees,agents,visitars or licensees shaU be borne by Tenant. � 7. Tenant shall not mark, paint,drill into ar in any way deface any part afthe Premises ar the Building. No boring,cutting or stringing of wires shall be permitted except with the prior written consent of Landiord and as Landlord may direct. Tenant shatl not lay floor coverin�other than rugs,so that the same shall come in direct contact with thc floor of the Fremises;the use of cement or similar adhesive material being expressly prohibited. The foregc�ing shall not be applicable ta any alterations appraved of by Landtard � pursuant ta the terms af the Tenant's lease. 8. Na bicycles,vehicles or animals af any kind shall be brought into or kept in or about the Premises. 9. No space in the Building shat)be used for manufacturing or for lodging,sleeping or any illega!purposes. No space ather than space so designate by Landlord shall be used for the storage of inerchandise or for the sale of inerchar►dise,goads or praperty,and na auction sales shall be made by Tenant without the prior writtan cansent af Landlord. l0. Tenant shall not make, or permit to be made,any unseemly or disturbing noises which disturb or interfere with occupants of this or neighboring buildings or premises or those zg having business�vith them whether by the use of any musical instrument, radio, television,talking machine,unmusical noise,whistling,singing or in any other�vay. Tenant shall not throw anythin�,out oi'the doors or windows,or down the stairs, nor sweep anything into the carridars,stairs or ather public areas of the Building. l.l. No additional lacks or bolts of any kind sl�all be placed upon any of�the doors or windows by Tenant, nor shall any changes be made in existing locks ar the mechanism � thereof without the prior written consent of Landlord. Tenant must,upon the . termination of its tenancy, return to Landlord all keys(including security pass cards)for the Building,the Premises and for storage areas and�estrooms,either furnished to or otherwise procured by Tenant; in the event of the loss of any keys so furnished,Tenant shall pay to Landlord the cost thereof. 12. All remnvals or the carrying in or out of all safes, frei�,ht, furniture*or bulky mattcr af any descriptian must take place during the haurs which Landlord may designate fram time to time. Landlord reserves the ri�;ht lo inspect all freight tc�be brought inta the Building and to exclude from the Building all freight which violates any of these Rules and Regulations or the Lease or any governmenta!codes and la�vs. 13. Tenant shall not occupy or permit any portion of the Premises to be accupied as an office for an employment bureau, public stenographer or typist or for the passession, starage,manufacture or saie af narcatics or illebal drugs. l4. Landlard shall have the right to prohibit any advertising by any tenani which, in Landlord's opinion, tends to impair the reputatian af"the [3uildin�;or its desirability as a � building for quality m�rchandising and executive offices, and upon written notice from Landlord,Tenant shall refrain fcom or discontinue such advertising. Tenant shall not use the n�me of the F3uilding or that of the owner in any advertising withoui the express consent in writing by Landlord. . I 5. Tenant,befare clasing and teavin�the Premises at any tirne, shall see that atl entrance doors from the Premises and all Building entrance doors and doars into common and stair landings,are closed and lacked. _ 16. Tenant,before entering or leaving the Premises during non-business hours{refer to next item}shall see that exteriar doors leading outside from common veslibules are closed, locked and bolted. l7. Landlcrd reserves ihe right to exclude from the Building's inte�ior comm�n areas during - non-business hours--such as befare 8 a.m.and after 6 p.m. on weekdays,Saturdays, and half-halidays and durin�all hours an Sund�ys and full halidays-- ail vendars, visitors and persons not under the direct supervision of the Tenant and not narmally authorizcd by Tenant to have access ta th� Buildin�;during non-business haurs. Tenant shalt be responsible and liable to Landlord for all of the acts of all Tenant's personnel, customers and invitees who have access to th� 13uilding. Landlord may require all persons given access to the Building during non-business hours to sign a register on entering and leaving the Building. 18, Each tenant shall,At its expensc,provide artificial light far the employees of Landlard .. while daing janitar's service or od�er cleanin�and in making repairs or alterations in the Prernises. Landlard shall be in na way respansible ta any tenant for loss af property from ihe Premises,however occurring,or for damage dane to ihe furniture or other effects of any tenant by Landlord's agents,employees, or contractors doing work in the Premises. 19. The requirements of tenants will be attended to only upon application to Landlord's agent or at the office of the Building. Landlord's employees shall not perforrn any work z4 ar da anything outside oE their regular duties except under special instructions from the ofCtcc of the Landlard or its agent. 20. Canvassin�,solicitin�and peddling in the Building are proltibitecl,and Tenant sha1) assist the Landlord to prevent such acts. • 21. Na hand trucks, except those equipped with rubber tires and side guards,shali be used in ' any space or in common areas of the Building,eithcr by the Tenant or by jabhers or olhers. 22. Without first ohtaining Landlord's written permission,Ten�nt sha11 nc�t install, attach or ' bring into the Prem�ses any equipment,ather than narmal business equipment such as electric typewriters,calculators, and ihe like, or any instrument,duct, refrigerator,air conditioner,water cooler ar any other appliance requiring the use of gas,etectric current or water. Any breach of this covenant�vill authorize Landlord io enter the Fremises, remove•whatever Tenant may have so installed,attached or broubht in, and charge the cost of such removal and any damagc that may be sustained thereby as additianal rent, � payable at the aptian of the[.ttndlord, irnrnediately ar with the next momh's rent accruing under this leasc. 23. Neither Tenant nor its servants,employees, agents,visitors or licensees shall at any time bring or keep upon the Premises any flammable,cambustible or explosive fluid, chemical or substance,except such items as may be incidentally used,provided Tenant natifies Landlard of thc lacation thereaf and makes adequatc pravision fbr the safe staragethereafi . 24. Landlord strictly prohiUits Tenant from cooking in the Premises,or conducting any � . . restaurant, luncheor�ette or cafeteria for the sale or service of food or beverages t�its emptoyees or to others. The foregoing shall not apply if the Tenant's Permitted Use inctudcs restaurant or food service uses. 25. Typical floors Are desi};ned to carry live loads not e�ceeding fifty(50)pounds pec squarc faat. Safes and other especiatly heavy items shall nat he lacated in the Preitiises withaut Landlord's prior written approval. 26. Alt deliveries to or from the Premises, and all removal of refuse;trash and the like from the Premises shaU be accomplished through the exterior doors of the Premises,or if the Premises daes not have exteriar docrrs,throu�;h such daars,corridors'and exits as � I.andlard may designate from time ta time. In na event(unless specificalty agreed to in � • • writin�;by the L.andlord)shall the interior pedestrian concourse of the Building ar oth�r pubtic common areas be used by Tenant or the tenAnt's servants,employecs,agents and business invitees for any deliveries,either to or from the Premises or for the removal of . rubbish from the Premises�r for any other purpose except only for pedestrian access and egress. 2']. A11 serving,supplyin�,or consumption ot"alcohol and alcahalic beverages an the i'remises,the Comman Areas or any.where on Landlord's Property is strictty prohibited. . • One-time events,receptions and the like invalving the serving of alcohol or alcohalic beverages shall be permitted only upon the prior written consent of the Landtord,which - may be given or withheid at Landlord's sole discretion,and, if consented io;shall be • subject to any and all restrictions, requirements and timitations.as Landlord shaU reyuire. 30 EXHIBIT C • Guaranty of Lease Guaranty of Lease,dated May ,2U24,by ANUKUL BISWAS,individually("Guara��tor"), ta LEXINGTON SQUARC TRUST(the"Landloru�"). Landlard is the owner of certain property known as Lexington Square and located at 1666 Massachusetts Avenue in Lexington,Massachusetts. Landlord is entering into a lease(the "Lease"),of even date with this Guaranty of Lease,of a partion of said property witt�BISWAS ENTERPRISE, lNC. (the"Tenu�tt"). � . The Landlord as a candition precedent of its execulion and delivery of the Lease has requiced that the Guarantar�;uarantec to Landlord the punctual perfarmance and abscrvance of all obligatians of Tenant thereunder,as hercin provided. Now,therefore,in consideration of the execution and delivery by the Landlord of the Lease,the Guarantor hereby covenants and ag�ees with the Landlord as follows: l. The Guarantor hereby uncoaditianally guarantees to the Landlard: (a) The full and punet�al payment as ihey accrue and become due of all rents of • every kind,additionai rents and all other char�es to be paid by the Tenant under the Lease;and (b) The fup and punctual performance and abservance of all other terms, covenants,conditions,wananties, indemnifications,agreementsand obligations of Tenant under in the Lease;and (c) All damages that may arise in consequence of the non-payment, • nonperformance or nonobservance of the fore�oing obligations. � ' 2. The Guarantor upon written natice of the Tenant's default from the Landlard,shall make � punctual and full payment of said rents,additional rents and other charges'and perform such other abligatians as the Tenant is abligated under the Lease. 3. The Guarantor hereby waives all suretyship defenses generallx,,includin�,demand, notice and protest, and further covenants and agrees that it shalt not be released from the ' obligations of this Guaranty,nor shatl said obligations be diminished or otherwise affected by any of the following: (a} Any extension of time or other favor or indulgence granted to the Tenant under the Lease or by any waiver wiih respect to the payment of rents,addidanal rents and other charges ta be�aid by the Tenant ar with respect ta the performance and � observance of any other tenant obH�ations under the Lease;or (b) Any assignment of the Lease or any licensing or sublettin�of all or any partion of the Premises;or � (c} The acceptance by the Landlord of any security for the punctual and full payrnent of said rents or the punctual and full performance and observance of said � tenant obligatians,or thc release,surrender,substitutian or madificatian of any security from time to time held by thc I.andlord, or by any act or omission to act by the Landlord with respect to any such security;or 31 (d} Any other act or amission to act by the i.andlord;or � (e} Any athcr matter whatsaevcr whereby the Guarantor wauld or might be released,it being the intent hereaf tl7at the Guarantor shall at a11 times be and remain liable ta the Landlord to the samc extent as if it was jointly and severally liable with the Tenant to the Landlord for the performance of all the terms,conditions and provisions in said Lease contained on the�art of the Tenant to be performed. Any amendment or modificatian of the Lease that modifies Tenant's obligadons shall madify this Guaranty accardingly,which Guaranty shall rernain in farce and ef`fect with res�ect to the Lease,as it may be amended or madified. 4. This Guaranty is an absolute,unconditional,unlimited and continuin�guaranty ofthe obligations stated in Paragraph t abave,and not of their col(ectability only. Guarantor does hereby covenant and agree that its liability under this Guaranty shall he primary,and Landlord • shall be entit]ed to proceed directly against Guarantor for the payment and performance of such obH�ations,withaut first pursuin,�or exhausting any retnedy which the Landlord may have against the Tenant,this Guararny is in na way conditianed an any requirement ihat Landlord first attempt ta collect or enforce any of such oblibations from or a�;ainst the Tenant,or on any other contingency. Guarantor further waives any right which it would or might have at law or in equity or by statute to require that the Landtord,before enforcing the obligations of the Guarantor hereunder,pursue or othenvise avail itself of any rights or remedies which it�vould or might have a�ainst the Tenant by reasan of any failure punctually to pay rents,additional rents and ather charges to be paid under the Lease or�unctually to perform and observe all ather tenant obligations contained in the Lease. Natwithstanding the fore�ain�;, before proceeding directly �against the Guarantor for the payment and performance of the Tenant's obligations, Gandlord shall first apply any security deposit being held under the Lease to such obligations. Guarantor also agrees that,in any jurisdiction, it will be conclusively bound by the judgment of any court of competent jurisdiction in any such action by Landlord against Tenant as if Guarantar were a party . ta such actian even thau,�h Guaran[or is not jained as a party in such action, S. The nbligatians af the Guarantor hereunder shall in no way be released,dirrtinished or otherwise af�`ected by reason of any va(untar��or involuntary proceedings by or against the Tenant in bankruptcy or for an arrangement or reorganization or for any other relief under any provision of the Bankruptcy Act as from time to time in effect. 6. The failure of`the Landlorci ta insist in Any ane or more instances upon a strict � perfarmance ar observance of any of the ternts, pravisions or covenants of the Lease or to exercise any right therein contained shall nat be canstrued ar dcemed to be a waiver or relinquishment far the future of'sueh term,provision,cavenant or right,but the same shall continue and cemain in full force and effect. Receipt by Landlord af rent�vith knowledge of the breach of any provision of the Lease shall not be deemed a waiver of such breach. 7, ln the case of enforcement of this Guaranty,Guarantar shall be liable for and shall indemnify L,andlord for all costs and expenses af collection, including reasonable attorneys' fees, incurred or paid by Landlard, in additian to any amaunts which may be due under the terms of the Lease and this Guaranty. 8. Guarantor hereby�vaives all rights to tria) by jury in action or proceeding hereafter instituted by said Landlord to wliich Guarantor may be a party. Guarantor warrants and represents that it has the le�al right and capacity to execute this Guaranty. ln the event that this Guaranty shall be held ineffective or unenforceable by any caurt ofcompetent jurisdiction,then Guarantor shall be deemed to be Icssee under the C.case with the same force and effect as if Guarantor where expressly named as a joint lessee therein. 32 9.� The Guarantor agrees that any notice or demand upon it shaU be deemed to be sufficiently given or served if in writing and mailed by registered or certified mail, witl�or without return.receipt requested,addressed to the Guarantar at the address for natice ta Tcnaat pursuant ia the provisions af the Lease. !0. The provisions hereof sha13 be binding upon Guarantor together, individually,and jointly and severalty,and shall inure to the benefit of Landlord and Landlord's heirs,executors, . administrators,successors,successors in litle and assigns. If there is more than one person or entity signin�;this Guaranty,each shalt be individually and futly liable far the obli�ations of Guarantor under this Guaranty,and the obligatiaas aPsuch persans or entities shall be joint and several. 11. Guarantor represents and warrants to Landlord that: Guarantor holds a majority and controlling ownership interest in the eutity that constitutes Tenanl, and has the power to direct Tenant's management and operation and to control Tcnant;and Guarantor deems Tenant's entcrin� into the Lease ta be in Guarantor's best interest,and Guarantor expects to derive substantial benefit therefrorn. 12. This Guaranry shall be governed by and construed under the laws of the Co�nmonwealth � of Massachusetts. Witness the execution of this instrument as a sealed instrument as of the above written date. Name: A_nukut Biswas • Home Address: ' 33 BOARD OF SELECTMEN RECULATION Alcoholic Beverage License Regulations Applicable to Package StoNes Date Approved by BOS: Signature of Chair: August 5, 2019 `L�au� '�12. .Llctce�tte I. PURPOSE The Board of Selectmen is duly authorized by statute to issue and to regulate alcoholic beverage licenses. These regulations set the standards by which the Selectmen will review requests for package store licenses. IL GENERAL REQUIREMENTS 1. The alcoholic beverage license must be prominently displayed and available for public viewing inside the premises. 2. All employees must be 18 years of age or older. 3. Package stores may not sell or deliver alcoholic beverages on Thanksgiving and Christmas. 4. Unless the Board of Selectmen elects to reduce such hours as a condition of a license, the hours for selling alcoholic beverages shall not exceed the following: Monday through Saturday: 8:00 a.m. to l l:00 p.m. or between 8:00 a.m. and 11:30 p.m. on the day immediately before a legal holiday. Sunday: 12:00 p.m. to 9:00 p.m. 5. No package store license shall be issued to any applicant who has been convicted of a felony. 6. Package store licenses shall be issued only to retail establishments that specialize in the sale of alcoholic beverages. Such licenses shall not be issued to grocery stores or convenience stores. For purposes of this regulation, retail establishments in which alcoholic beverages constitute 50% or more of their annual sales shall be considered eligible for a package store license. Upon request from the Board of Selectmen, applicants and/or license holders shall furnish proof of compliance with this regulation. 7. Automatic amusement devices in compliance with Massachusetts General Laws Chapter 140, § 177A may be lcept in licensed premises, provided that each such device is properly licensed by the Town of Lexington as an automatic amusement device, and is installed on the premises so as to be kept in open view at all times while in operation, and shall at all times be available for inspection. No device designed or intended for gambling, gaming or betting for money or property shall be permitted in a licensed premise, nor shall any other automatic amusement device be permitted to be used for such purpose. The term "automatic amusement device" shall mean any mechanism whereby, upon the deposit therein of a coin ar token, any apparatus is released or set in motion or put in a position where it may be set in motion for the purpose of playing any game involving, in whole or in part, the skill of the player, including but not limited to such devices commonly known as pinball machines and video or electronic games. 8. Licenses shall not be issued to establishments located within a residential neighborhood area. 9. Package store licensees must conspicuously post a list of prices for all alcoholic beverages being sold on the premises in each room where alcoholic beverages are displayed or sold. 10. No license shall be sold, transferred or surrendered without the prior approval of the Board of Selectmen. 1 l. Pursuant to state law, each applicant, whether an individual,partnership or corporation (including its affiliated entities), is eligible to receive no more than one package store license in Lexington. 12. All alcoholic beverage licenses are conditioned on the compliance with all applicable state and local laws, including but not limited to M.G.L. Chapters 138 and 140, the state building code, the ABCC Regulations and Lexington's bylaws and regulations. 13. No corporation, organized under the laws of the Commonwealth or any other state or foreign country, shall be issued a license to sell in any manner any alcoholic beverages unless such corporation shall have first appointed, by vote of its Board of Directors or other similar board, as manager or other principal representative, a citizen of the United States who is 21 years of age or older, and shall have vested in him by properly authorized and executed written delegation full authority and control over all business relative to alcoholic beverages which takes place on the premise. 14. Such manager or representative shall be present in the licensed premises and shall be available to the licensing authorities at all times during which alcoholic beverages are being sold pursuant to the license of such corporation, unless some other person, similarly qualified, authorized and satisfactory to the licensing authorities, and whose authority to act in place of such manager or principal representative shall first have been certitied to the licensing authorities as set forth in paragraph 13, is present in the premises and acting in the place of such manager or principal representative. 15. The licensee shall have a manager ot an assistant manager in chatge during open hours who is a responsible person of good moral character, satisfactory to the licensing authorities. 16. All managers listed on the license must provide the Board with proof of successful completion of an accredited alcoholic beverage server training program (such as Training for Intervention Procedures by Servers (TIPS)). All other employees must complete similar in-house training within 30 days of hire. 17. The manager or representative is responsible for the order and decorum lcept in the premises and in the immediate surrounding exterior area and must cooperate with Town Officials. The property is subject to inspection by appropriate Town Officials. 18. If the licensed establishment is closed for inore than 7 consecutive days or 10 days in a calendar year without prior approval, it shall be considered abandonment of the alcoholic beverage license and is cause for the suspension or revocation of the license. 19. All alcoholic beverage licenses shall be conditioned on strict compliance with these regulations, and any failure to comply may be cause for refusing to grant or renew a license or for suspending, canceling, or revoking a license already granted, at the discretion of the Board of Selectmen aftet consideration of all relevant circumstances. IIL THE APPLICATION 20. Alcoholic beverage licenses are issued for one year only, subject to annua] review and renewal by the Board. 21. No action shall be taken by the Board of Selectmen on an application until the information requested on the application form is complete and all license fees are paid. 22. All applicants must submit to the Board of Selectmen with the application a floor plan of the building on which is clearly marked and designated the location of proposed sales area and starage area in which approval of the Board of Selectmen for the sale or storage of alcoholic beverages is requested. Sales and service of alcoholic beverages are prohibited in any areas or locations not expressly approved by the Board of Selectmen, and no change in such area or location may be made without prior approval of the Board of Selectmen. 23. Every application for an alcoholic beverage license made by a corporation shall state the full names and home addresses of the president, treasurer, clerk and secretary, directors and manager or other principal representative of the corporation. The application shall be signed by a corporate officer duly authorized by a vote of the corporation's board of directors or other similar board. A copy of such vote certified by the clerk or secretary of the corporation, together with a copy of the certificate of its organization, shall be submitted with the application. A copy of the vote appointing the corporation's manager or other principal representative shall also be submitted with the application. 24. All applications far licenses shall be made upon blanks furnished by the licensing authorities, shall be fully answered in detail and shall be typewritten or legibly written in ink. Applications written in pencil, in whole or in part, will not be accepted. 25. Statements and information provided in all applications shall be made under the pains and penalties of perjury and any false statement contained in any application shall be cause for refusing to grant or renew the alcoholic beverage license or for suspending, canceling or revolcing an alcoholic beverage license already granted. 26. The annual license fee is due at the time of applying for or renewing an alcoholic beverage license. Annual fees are as follows: (a) All Alcohol - $2,000, and; (b) Wine and Malt Only- $2,000. 27. For a new license or change of license, a$100 administrative fee is due at the time of application. 28. If an applicant is denied a license, a new application shall not be received for 12 months unless a Board of Selectmen member, who previously voted against the application, moves to allow resubmission and such motion prevails. IV.BACKGROUND V. REFERENCES Adopted by the Board of Selectmen on November 8, 2004. Amended by the Board of Selectmen on February 15, 2005. Amended by the Board of Selectmen on May 14, 2007 (No. 6—from 75% to 50%) Amended by the Board of Selectmen on March 15, 2010. Amended by the Board of Selectmen on August 5, 2019 (No. IL3 and IL4) MGL Chapter 138 ABCC Licensing Guidelines AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION - Discussion on Muzzey Parking Lot Design ITEM PRESENTER: NUMBER: John Livsey I.3 SUMMARY: Category: Informing This session is to ha�e the initial discussion with the Select Board on the layout and design concepts for the Muzzey Street parlcing lot and whether this design should include meters and PayByPhone or simply PayByPhone, similar to the Depot Lot. SUGGESTED MOTION: No motion requ�red, the Engineering Department is seeking input from the Select Board so that design can be fmalized. FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 7:20pm ATTACHMENTS: Description Type ❑ n�Ganar,�g Il..zst(`2sc9.��;par,pTlanuu4, �z�va°�fl�If4,ntur �'��, , ''� ,, LEXINGTON,MA I i I . TOWN CENTER MUNICIPAL PARKING LOT � I I I I ��� �'��� '��� �'�� rFLErva - , ' r�ft rint :I , � 03/�3/2024 9:43�A2AM o k. _ i a, i o �,, � � � v � x � I w �A: _J 4 �. EXISTING CONDITIONS � ��� � �� � �������� 119 PARKING SPACES - - - - 5 ADA SPACES 4 124 TOTAL SPACES - �- �I ; � � �� � - - - - , � _ _ _ - ,, ��� � W w � Q ,� : ,� Q � ;a a �� � �:�n v� a , ' � � � 4 , z z � �� � �' � � . � a �� � �� . a. �� � �� �' f� � o „ _ „ cfl co ��" i 4 , , � ��, s` '' � � — � �� — — � ' ;� �� � � —�� , Y � � — — �: ,e a . ..,. ', �— — ��" � �� o zo so ,00 sca��r�=zo� �'��, , ''� ,, LEXINGTON,MA I i I . TOWN CENTER MUNICIPAL PARKING LOT � I I I I ��� �'��� '��� �'�� rFLErva - , ' raft rint 1 ` ' , 03/�3/2024 10�.2259AM o I:�' 2 y,'� � .. % � . . . � :."� I, � . � .. .. w �, � . ,'F< � ����..�� ' — CONCEPT 5 — RE—CIRCULATE 2 �`� � �� � �������� � 98 PARKING SPACES — — — — 3 5 ADA SPACES 103 TOTAL SPACES - �- �� — — — — � 'I�� , � � �� � s � � � � - - — — , �� � a z „ a � ; �n ` � a c7 = c, Z � Z � � � � , � � . � ` a. �� N �1 I a � �� � � � a 1 i. 00 — — — :, ` �. : 1 . , . .. ., . :, . ,� . ' ; . , :: ad . .- .. � ���. �� .. ., '. . .,: . ... a .s ��� . . . � � i „: . . .. _ .�— � . ,:. � $ .� . ' � _ ....,,� — — I` 76 ��- .... .. .... ....— . .- '� � � �� � � 0 20 50 100 SGALE'1"=20' �'��, , ''� ,, LEXINGTON,MA I i I . TOWN CENTER MUNICIPAL PARKING LOT � I I I I ��� �'��� '��� �'�� rFLErva - , ' raft rint � . , ' 03/�3/2024 10�.26:38AM � _ � j I � � 3 � I � � CONCEPT 10 - 90° PARKING 4 - - �����°� � � �► � ��� � �� � �������� ��� � 118 PARKING SPACES - - - - 5 ADA SPACES $ 123 TOTAL SPACES - �- ,�� �� - - - - , � � � � �� �� � �� �� � � - - - - , � � ��� `� � ��� a a a a r� ` u� c9 ' c9 ' � z ' Z � � �' �� � , a �� �� . oQ.. '� � � m o ��l a � . ; 18 �� (D <O � �3 � — + t ,9 ,s �� , 9 ��� � : � � ������� � :..� ��� �� ; ���' , � _ f � � \\� � _ — � „ , � : � � , � � �— i � � � I � � � � �- � ` ... . .. � 2� 5� ,W SGALE'1"=20' AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION - Small Business Tax Exemption PRESENTER: ITEM Carolyn Kosnoff, Assistant Town NUMBER: Manager for Finance; Rob Lent, Director ofAssessing 1'4 SUMMARY: Category: Brainstorming The Finance Department staffwill provide an overview of the Sma11 Commercial Tax Exemption. The exe�nption is one of the four tax classification options that the S elect Board must vote when setting the tax rate in any given fiscalyear. In November 2023, when reviewing and approving the FY2024 tax rate the Board indicated their interest in better understanding the Small Commercial Tax Exemption. This overview by staff will review what taxpayers the exemption would apply to, the finasicial impact of the exemption and the process for implementing it. An appendiY to the presentation also includes metrics from other commuluties that have adopted this exemption. Staff are seeking general feedback on whether or not the Board would like to further explore this option or begin public outreach and data collection that would be required to successfully and accurately implement this option. SUGGESTED MOTION: FOLLOW UP: The Board will be required to vote whether or not to adopt a Sma11 Commercial Tax Exemption in November 2024. Staff are seeking feedback and direction about this item before the tax classification vote. DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 7:40pm ATTACHMENTS: Description Type � ��urc�aVN�'s,�s�rt�,ucn;il'�l[a^�.xlf�xa°�n�ar,.i��r If�u�4:e�nt�,.tx�sn ]E'rcu4;e�nt�tx�sn ❑ ➢Y�d��^mut�:�tia��r��nliu�i�;lli�dc I�a�4 a�ae.....'1.�n.�n�DS ]f.:3�,a;�;u�s IVJ[a�ufl�mual �_ "� �� � � ��� � �� �f� � � k : _ � � � � � � � , �� �� � � � � �� ��� � ;�.. '� � � �- ,�� � ��. � � � � � � � ����- � �, 1Z���ever c�f ��a�ll ��rr�m�r��a1 T'ax �a�empt��n Jun� 17P 2024 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. ■ ■ ■ • 1 .75 shift 2. Sele�tian �f a �i��o�nt fc�r Qpen �pa�e —Nat applicable a� L�xingt�� d��s �ot ha�� pr�perty clas�ified a� Qpe� �pa�� . . . . - _ _ _ _ _ _ � - - - � _ _  - _ _ _ _ — _ _ _ _ _ _ - � _ __ _ _ � _   _ _ _ __ _ _ _ - � _ � _ 2 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. 7 • } � ' • � 3 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. • } } • } 4 ,as"soR,y`e oQQ��Q'. �. = LL �= 4�; 'I��zt1�2 �f L����t�t�� FY2Q24 �A-4 �a�u�� � �A-5 Tax Shift/I�ate �\�\`��..:� DI `� .,aPRLLiS•• . -, ���FXINGT�? �� �� �.� ���� �� ����� ��- ���I�����I ��_���,������ ���f _���I�E �_���� ���� ��r� � ��l� �����-- �_CC . ���������I �.������� ������i�E �_���� =����t��l �,° .1����� �����i�� �_���� ��� � _ ���.������� ��� ���� �_���� ���I ��,���,1��F�1� T��� � 1���� I�� ' ��� L��� ��������� ��.€ ���.���C��� ��� ��� �����fi� �.����� �-��1��'�� ��� �'.���� �i��� ��� ��� �� �� �I�I������ �� '�� '��� ���i��t��� �� ��_���� ���i � �i�� ��£�� ���� ���� �� ���� �� ����� �_ ����i�����_ �� ��� �� ����� �:.i�� ��_�� .��������`�� �C�_�C��� ��� -���i�E �� �� ��� ��-�`�� �_�C��� ��� �r�� ��_�� ��� �� 1�C�_�� 5 ,as"soR,y`e oQQ��Q'. �. = x �= 4�; 'T�z,��2 �f L����t�t�� L�xin�tc�n'� F�C2Q24 Tax I��cap �\�\`��..:� DI `� .,aPRLLiS•• . -, ���FXING'f0?..., '_ ����c������ .�� ��t�l�rte�n�:r�����t��i�i�����..�� ��9-�11.��-�7 :b_ ��t�l��i�e�t��r�������������r�t��-�r�.��t��i�����,..�� 1���1��,���_l� :�. ����°sr�ti�:�ir��s I�� ���,��6��,���-;�� .d- €�is[r����r�������[����1�°�i� �� ��� t� ��� � � � � v�� �t�l ��� �`�c � ��1�� ; � ��� r����1�� �� ���������� �� � �������� �� � �i�r�� �'�_�� �����s�'�� ���,�.��_� ��.�� � ���',��.,�_� � � , �� _ -- � � -- �____�_______— �___ _ � : _ � _ _ � _ �� �� � h�t�� � � �e �e �m� �_� � �m� r� ` ���� �, �,���� ��',��� m� ��.� � �,�� .�� � � 1 ' `� �E�. ��.���� �F .���.� ��.� �.��,��� ����� �� �t��. ��� ��. ' �� � ' 1 �.� �.�.���� :���2 . _� °i� ��.� ����, _�� �`�`� �� �����7����g� �. � FFC Value of Commercial Parcels $ 867,162,320 Maximum Eligible Parcels $ 86,376,000 Exemption Percentage 10% Exemption Amount $ 8,637,600 Adj. Taxable Value of Commerical Parcels $ 858,524,720 6 ,as"soR,y`e oQQ��Q'. �. = x �= 4�; T�z,t��2 �f L����t�t�� �alcula��c�n of Small �c�rnrne�c�al E�em�tic�n �\�\`��..:� DI `� .,aPRLLiS•• . -. ���FXING'f0?..., Tax Rate Summary - With Small Commercial Exemption 1 a -Total to be Raised $ 349,411 ,436 1 b - Est. Receipts & Other $ 105,765,360 1 c - Tax Levy $ 243,646,076 a b c d e f Amount to be Class Levy % Raised Valuation Tax Rates Levy LA5 1 c * % in b LA5 c/d * 1000 d*e/1000 Residential 76.8546 $ 187,253,295 $ 15,289,843,165 12.25 $ 187,300,579 Commercial �� � ��� � 8.5652 $ 20,868,792 $ 858,524,720 24.31 $ 20,870,736 Industrial 10.8566 $ 26,451 ,563 $ 1 ,088,195,285 24.31 $ 26,454,027 Personal 3.7047 $ 9,026,287 $ 372,968,740 24.20 $ 9,025,844 99.9811 $ 243,599,936 $ 17,609,531 ,910 $ 243,651 ,186 _; ; ` I � T�tal perc�nt �f L��y paid by ��I �I���e� da�� not �har�ge (19.42�/�� � Taxabl� valuati�n �f �orr�mercial prop�r�y d�cr�as�s d�e t� �h� exer�p�ion , 7 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. ■ ■ ��� ��t� = Z�� ���� ��� � ����� ��� ��� _��'i������ ���� � ��a31 Savings for Additional Without Small Comm _ Cost to ��� ���i�e� Exemption (Status Quo) With Small Comm Exemption :������ Prope rtie s Tax on Gross Tax on Gross Net Value With Tax onNet Properties Gross Value Value (a) Gross Value Value (b) Exemption Value (c) ��-a� (c-b) $ 100,000 2,420 $ 100,000 $ 2,431 $ 90,000 2,188 $ (232) $ 11 $ 200,000 4,840 $ 200,000 $ 4,862 $ 180,000 4,376 $ (464) $ 22 $ 300,000 7,260 $ 300,000 $ 7,293 $ 270,000 6,564 $ (696) $ 33 $ 400,000 9,680 $ 400,000 $ 9,724 $ 360,000 8,752 $ (928) $ 44 $ 500,000 12,100 $ 500,000 $ 12,155 $ 450,000 10,940 $ (1,161) $ 55 $ 600,000 14,520 $ 600,000 $ 14,586 $ 540,000 13,127 $ (1,393) $ 66 $ 700,000 16,940 $ 700,000 $ 17,017 $ 630,000 15,315 $ (1,625) $ 77 $ 800,000 19,360 $ 800,000 $ 19,448 $ 720,000 17,503 $ (1,857) $ 88 $ 900,000 21,780 $ 900,000 $ 21,879 $ 810,000 19,691 $ (2,089) $ 99 $ 999,000 24,176 $ 999,000 $ 24,286 $ 899,100 21,857 $ (2,319) $ 110 $ 1,000,000 24,200 $ 1,000,000 $ 24,310 n/a n/a n/a $ ll0 $ 1,100,000 26,620 $ 1,100,000 $ 26,741 n/a n/a n/a $ 121 $ 1,500,000 36,300 $ 1,500,000 $ 36,465 n/a n/a n/a $ 165 $ 2,000,000 48,400 $ 2,000,000 $ 48,620 n/a n/a n/a $ 220 $ 5,000,000 121,000 $ 5,000,000 $ 121,550 n/a n/a n/a $ 550 $ 10,000,000 242,000 $ 10,000,000 $ 243,100 n/a n/a n/a $ 1,100 $ 20,000,000 484,000 $20,000,000 $ 486,200 n/a n/a n/a $ 2,200 $ 30,000,000 726,000 $30,000,000 $ 729,300 n/a n/a n/a $ 3,300 8 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. 7 } . 7 7 7 ■ ¢ l �List provided by the IVIA Executive �ffi�e �f Labar and llVorkfar�e Deer�l�pment and is n�t � public recard. 9 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. � � . � � • *• } * i t r vi y t x ctativ ffi� f r r f r� v I t i� t ta li� r c r . 10 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. � — _ - _ _ _ _ _ _ _ _ - __ _ ______ _ _ � � _� � � _ � _ _ _ _ _�� _ � _� _ __ _ � � _- - _ __ _ - -_ _ __ _- - _ � _ _ _ � _ _ � �_ - _ _ _ _ _ � _ �_ _ _ _ _ _ _ � _ _ _ -- -  � �  _ -  _ - __ _ _ _ - - � � _ _ �- �� a ' • � � _ �_� - � � � �� _ �1  � - � �� _� _�� � �  � � � �1 ��_� =  �� - �_ ' ' . 11 ,as"soR,y`e oQQ��Q'. �. a = �= 4a` Taz�� �f�e�i��ta� = x - � ��£ � ,,i `\ aPRLLig"` , ��.<FXING'f0? • 12 ,as"soR,y`e oQQ��Q'. �. a = �= 4a` Taz�� �f�e�i��ta� = x - � ��£ � ,,i `\ aPRLLig"` , ��.<FXING'f0? • 13 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. ' Small Commercial ' #of ' Total Value of ' DOR ' Exemption ' Commercial ' #of Total ' Commercial ' Total Municipal ' Commercial Code ' Municipality ' Billing Cycle ' Percentage ' Properties ' Parcels 'Commercial%' Properties Value % 017 Auburn Quarterly 10% 330 7,689 4.3% $420,300,660 $3,136,769,045 13.4% 018 Avon Quarterly 10% 92 2,252 4.1% $145,119,183 $1,147,498,063 12.6% 025 Bellingham Quarterly 10% 191 7,189 2.7%o $346,326,661 $3,724,400,151 9.3°/o 028 Berlin Semi-Annual 10% 48 1,878 2.6% $106,746,093 $963,080,533 11.1% 040 Braintree Quarterly 10% 461 14,662 3.1% $1,412,026,990 $9,679,935,171 14.6°/o 056 Chelmsford Quarterly 10% 402 14,733 2.7%o $545,447,842 $8,529,278,697 6.4% 072 Dartmouth Quarterly 10% 553 15,737 3.5% $704,575,793 $7,943,750,432 8.9°/o Preliminary 091_ Erving Semi-Annual 10% 43 1,012 4.2% $9,455,132 $874,827,311 1.1% 155 Lexington Quarterly n/a 420 13,347 3.1% $867,162,320 $17,618,169,510 4.9°/o 200 New Ashford Semi-Annual 10% 7 214 3.3% $6,638,170 $54,961,588 12.1% North 211 'Attleborough ,Quarterly 10%' 309' 11,394' 2.7% $582,899,719', $5,773,339,900' 10.1°/o 265 Seekonk Quarterly 10% 332 7,060 4.7%o $502,408,386 $3,427,290,915 14J°/o 291 Swampscott Quarterly 10% 89 6,000 1.5% $216,124,634 $4,677,360,094 4.6% 330 Westford Quarterly 10% 265 9,824 2.7% $348,314,402 $6,732,871,223 5.2°/o 350 Wrentham Quarterl 10% 146 5,122 2.9%o $377,750,002 $3,267,113,335 11.6°/o Source: http�://dl�gateway.dc�r.�tate.r-�a.u�/r�port�/rd�ag�.a�px'?rd��port=Lo�alOpti�ns.lc��alcaption� 14 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. � R �Q%�f �IP%�f ���� ' i�r�i�ipality'Fi al Y��r', ��sid�r�ti�l ���r� ��a�� ' ��rnr�er�i�l Ir�dta�rial P�r r�al Property , 1"�t�l ��tal T�tal 017 A�b�r� � 2024� �2,4G��a2699545 $� $�20,3QC7,66C� �2Q7,�62,40C1 $103y�36y440 �3p136o769,045 7606� 23032 018 A n � 2024 �6�5a953p�17 �� $145,113,1�3'. �262,624,5QQ �53y�Ot�y563 �1p147,49�,063 5907� 4Qo22 a25 �e!lingharr� � 2024 �2,663,65�y743 �� �346,326,661 ' �3�3,972p14E� �33£�a4�2y607 �3,724,�OQ,151 71052 2�0�� 02� �erlin � 2024 ��1�a616p12� $1,923,472 $1Q6,746,093 �12,7�2,1fl0 �23,�12y74Q ��63,Q�0,533 �5o2Q 14o�Q 040 �rair�tree � 2024 �7,�22,Q36,531 �� $1y412,Q26,99Q' �3Q7,252„060 �138a619y590 �9p679,935a171 �Qo�1 19019 �56 �helrnsf�rd � 2024 �7,220,22�y1�5 �� �545,447,�4�2' �517,456,90E? �246a153y770 ��p529,27�,697 �4065 15035 Q72 �artrna�ath � 2Q24 �6,�3�a716p3�9 $� �704,575,793I �103,6�Q,250 �296,77795�Q �7,943,75a,432 �6009 13091 �91 E °r�g � 2024� �164Q067y1�5 �31Q,60Q �30455,132. �390y443,740 �31Oa950,644 �874,�27,311 1�079 �1021 155 Lexington � 2024 $15,2�9,�43,165 �m ��67,162,320, $1,0��,195,2�5 �372,96�,740 �17,61�,169,510 �6,7$ 13,22 200 IVavvA�hford � 2C324 �46a594,800 �� $6y63�o17(� �40�,300 �1y320931� �5�0961,5�8 8407� 15022 211 lVorth � 2024� �4,967a04595�1 $� �5�2,�93,719'. �123,630a200 �99976494f�0 �507730339,900 �6003 13097 �ttlebor��gh 265 �eekor�k � 2024 �2,742,6759049 �� �502,4Q�,3�6 �4Q,662,4�� �1419545y��0 �304�27,290,915 �Oo02 1909$ 291 �wamp�c�tt � 2024 �4,36�a099p490 �� �216,124,634 �23,916,30Q �69y219y67C3 �4f677,36Q,C}94 93039 6061 33t� t�/e�tford � 2�24 �6,0�4,14�y153 $� �34�,314,402' �213,8�9,320 �126a519y342 �6p732,�71,223 83077 1�023 35Q �'rer�th�rr� � 2024 $2,69Qa666p113 �� �377,750,a02'. �65,49a,200 �133,2f�7y(l2Q �30267,113,335 �2036 17064 r . t :// . t . . /r /r . ?r = r i . ° °� 15 ,as"soR,y`e oQQ��Q'. �. = x ���4�; T�z,c1� �f L�����t�� ��_ = a, `\ aPRLLig"` . ��.tFXING'f0? ,.. �� �� ���I��t1t1aE � uni�i�ality Fi al ���r GIP �ale�� T�tal Val�e �/��fl��t�l �IF �l��fT�tal esider�ti�l �� CI� Shefit Fa�t�r GIP �hift' �od� V�lu� �al�� Fa���r All���c# �ele�te All��e� �Q17 A�b�arr� � 2�24 _731a�99,500 �,136,769,Q45 760679� 2303202 Qo�479�� 1o500QCQ Oo97262� 1009000 01� ,� r� � 2024 461,544,246 1,14�7p�9�p063 59077$2 400221� {30663575 1o5Q0�OQ. f�o717400 1o�2QQ0 �Q25 ��!lingharr� � 2Q24 1,€}6�,741,4E�� 3,724y400,151 7105191 2�04��9 �0�00��5 1o5(3QCQ0 f�o�90��� 1027622 °�02� �erlir� � 2a24 142,540a933 963,0�0,533 �501995 140$005 Qo�69713 1o750fJ00 Oo�73100 1071909 �040 �rair�trea � 2024 1a�57a�98a640_ 9,679,935,171 8Qo�(3�7 1901933 Qo�21�59 1o75(3E;0�. Oo�21�53 1o7�C�00 �056 �h�lr�sf�rd �_ 2Q24 1,309,05�,512_ �,529,27�,697 �406522 150347� Qo90934�� 105(}(�OQ(} Oo9627UU 1 o2a573 072 C��rtr�r��th � 2Q24 1a105o033a543 7,943,750,432 860�893 13o91Q7 Oo�7$$12 1075�00E� C�o�7��12 1o750tJ0 �ti91 Er�r�g � 2d24 710a449a516 $7�,�27,311 1�07�9� �102102 �0500�00 1 o500t�QU (�o65C1000 1 oCl�f�79 �155 .L�xingt�n �_ 2Q24 2,32�,326,345_17,61�,169,510 �6,7�45 13,2155 C�,�$5791 1,75QQQ0' 0,��5�Q0 1,74994' �2�0 l�evaj��hfc�rd � 2�24 �a366a7�� 54,961,5$� �407770 1502230 Oo91Q217 1o5dQ000. 1o0Q0000 1o0Ci000 �211 l�orthAttlebor��a�h �_ 2Q24 �Q6a294,,�19 �,773,339,900 �60(�34�2 130965� t}o91�$36 1o5(}QQCQ. Oo954500 102�030 �265 �eekor�k � 2Q24 6��,615,�66 3,427y29Qp915 �OoQ246 1909754 Oo�127�� 1o75��Q0' Oo�12788 1o75�OC1 291 �v��mp�c�tt � 2024� 3�9,260,604 4y677y360,094 9303��1 606119 Oo94�6900 1o75a0Qt} �o94r�900 1o75Q00 �33C �'�'e�tfard � 2€�24' 6��972390a�4 697329�719223 �907707 1002293 Oo943025 105�000C}', 1 oQQd000 1 o�Uf�QO �35Q �'�'rerstham � 2Q�� 576a447a222 3,2C7,113,335 ��03561 1706439 �0892��0 1o5Q(3E;QQ' Oo927200 10339�1 r : t :// r. t . . / t / . . _ . _ i 16 � � '� �;,�4`''t<�� IVIichael J.�Ieffernan � r �, Cvmmissianer ssf�evemie ���� ;� ���"'.r �.w s"`� C71�Af�IQN C7F LCY��AL°��u�V�C�� Sean�2.Cronin ``',��".:"u ai?�;% o�ra u����,Mr�nn�N x c.�r o��v�m��A� Seruor�eputy�omrni�sioner • s e Btueau of Local Assessment Informational Guideline Release (IGR)No. 16-405 November 2016 Supersedes IGR 00-403 and Inconsistent Prior Written Statements SMALL COMMERCIAL EXEMPTION Chapter 218, §§ 126 and 247 of the Acts of 2016 (Amending G.L. c. 59, & SI) This Informational Guideline Release (IGR) updates guidelines explaining the eligibility and operation of the small commercial exemption that local officials may grant as part of their annual property tax classification decisions. Section F of the guidelines has been revised to reflect a change inade by the recent Municipal Modernization Act regarding the due date for applications for small commercial exemptions. Topical Index Key: Distribution: Classification and Taxation by Use Assessors Exemptions Selectboards/Mayors City/Town Councils City Solicitors/Town Counsels Suppo�t���� Coa�a��e�r��v��ltlt of°C'�zaaaxizzr�ities ww-w.mass.gov/DLS I�,C�,�3ox 9569 rsst€sr�, A 02114��569 (617)626m2300 Informational Guideline Release (IGR)No. 16-405 November 2016 Supersedes IGR 00-403 and Inconsistent Prior Written Statements SMALL COMMERCIAL EXEMPTION Chapter 218, �� 126 and 247 of the Acts of 2016 (Amending G.L. c. 59, & SI) SUMMARY: These guidelines explain the features and operation of the small commercial exemption and have been updated to reflect recent legislation amending the due date for applications for the exemption. G.L. c. 59, § SI, as amended by St. 2016, c. 218, § 126. The small commercial exemption is one of the property tax classification options available to communities when setting the annual property tax rate. Under that option, the Selectboard or Mayor, with the approval of the City Council, may exempt up to 10 percent of the value of Class Three, Commercial,parcels occupied by qualifying small busiiiesses. G.L. c. 59, § SI. The assessors apply the exemption to reduce the taxable valuation of the property before setting the tax rate, in the same manner the residential exemption option under G.L. c. 59, §SC is applied. The small commercial exemption lowers taxes on parcels occupied by small businesses and shifts those taxes to other commercial and industrial taxpayers. Eligible small businesses are defined as those having an average annual employment of no more than ten persons at all locations during the prior calendar year. The Secretary of Labor and Workforce Development(Secretary) must certify that the business meets the employment criterion in an annual list provided to local assessors. G.L. c. 151A, § 64A. If a business that is a sole proprietorship or partnership does not appear on the list, the assessors may determine eligibility. Under the recent amendment, eligible taxpayers will now have until April 1 to apply for the exemption if no reduction was made in their assessed valuations, unless the tax bills were mailed after January 1. G.L. c. 59, � SL In that case, taxpayers have three months from the date the bills are mailed to apply. This amendment took effect on November 7, 2016 and applies to applications for small commercial exeinptions granted beginning in fiscal year 2017. These guidelines supersede the guidelines issued when G.L. c. 59, � SI was last amended in 2000 and any inconsistent prior written statements or documents. See Informational Guideline Release (IGR)No. 00-403, S�nall Co�nme�cial Exemption. BUREAU OF LOCAL ASSESSMENT JOANNE GRAZIANO, CHIEF -2- GUIDELINES: A. ANNUAL ADOPTION The selectboard or mayor, with the approval of the city council, may decide before the tax rate is set whether or not to grant a small commercial exemption for the �'iscal year. A small commercial exemption of up to 10 percent of the valuation of eligible Class Three, Commercial, parcels may be adopted. The small commercial exemption is in addition to the other local tax policy options available under the property tax classification law. It may be granted regardless of the residential factor selected and used with ar without an open space discount or a residential exemption. B. EXEMPTION QUALIFICATIONS To receive a sinall commercial exemption granted for the fiscal year, a Class Three, Commercial,parcel must be occupied as of January 1 by a business with an average annual emplovment of no more than 10 people at all locations during the previous calendar year, and have a valuation of less than $1,000,000. 1. Occupancy The commercial parcel must be occupied by an eligible business as of the January 1 assessment date for the fiscal year the exemption is granted. It does not have to be owned by the occupying business or any other eligible business. If a parcel has multiple commercial occupants or tenants, all occupants must be eligible businesses. If a parcel is multiple use, such as a residential and commercial property, a11 occupants of the commercial portion must be eligible businesses. 2. Eligible Business An eligible business must have an average annual employment of 10 or fewer people during the calendar year befare the January 1 assessment date for the fiscal year the exemption is granted. Average employment is determined for the business as a whole, not just at the location of the parcel or other parcels within the community. a. Certification bv Secretary of Labor and Workforce Develo�ment Businesses certified by the Secretary of Labor and Worlcforce Development as having an average annual employment of 10 or fewer people at all locations during the prior calendar year qualify for the exemption. The Secretary will provide the assessors with a list of eligible businesses each year by July 1. G.L. c. 151A, § 64A. -3- The list of eligible businesses is not a public record. The assessors and their staff may use the list for the sole purpose of administering the small commercial exemption. Assessors or their staff who use the list for other purposes or disclose any of the listed businesses to people outside the assessors' of�ice may be fined $100. b. Determination by Assessors If a sole proprietorship or partnership occupying the parcel on January 1 does not appear on the certified list, the assessors may determine whether it met the employment criterion for the previous calendar year. In all other cases, however, the assessors must rely exclusivelv on the Secretary's certification in determining whether a business meets the employment criterion. Assessors will mostly be determining eligibility for sole proprietorships and partnerships that did not employ anyone other than the proprietor or a partner for more than 13 weeks during the previous calendar year. Sole proprietorships and partnerships that employed any other person for longer than that period are required to repart to the Secretary and, therefore, they should appear on the certified list. For puiposes of consistency, assessors should calculate an average annual employment figure for the business using the same method as the Secretary. That method is as follows: (1) Determine the total number of persons employed at all locations who worked during or received pay for the payroll period that includes the 12`h of each month in the calendar year. Do not include proprietors and part�e�s. (2) Determine the total number of persons employed during each three month quarter of that calendar year. (3) Determine the average number of persons employed for each quarter of that year by dividing the total from step (2)by 3. Round the result down to the nearest whole nuinber. (4) Determine the average annual employment by adding the four quarter averages from step (3) and dividing by 4. Round the result down to the nearest whole nu�nber. This number must equal 10 or below for the business to meet the emplovment criterion. -4- 3. Valuation Limit The Class Three, Commercial, parcel must have a valuation of less than $1,000,000 before application of the exemption. The exemption applies to a speci�c parcel occupied by an eligible business, not an eligible business. Therefore, if any particular eligible business occupies more than one parcel under$1,000,000 in value, each parcel would qualify for the exemption. C. ASSESSED VALUATION AND TAX RATE The assessors administer the sinall commercial exemption in the same manner as the residential exemption, i.e.,by applying it before tax billing and without an application from the taxpayer. Unlilce the residential exemption,however, the small commercial exemption is based on a percentage of an eligible parcel's valuation, rather than a fixed dollar amount. The assessors value all Class Three, Cormnercial, properties at their full and fair cash value and use the total full and fair cash value of the commercial class to compute the minimum residential factor and to determine the levy allocation under classification. If a small commercial exemption is granted, the assessors must then determine the eligible parcels, reduce their valuation by the selected exemption percentage and use the reduced taxable valuation of the commercial class to calculate the tax rate. Any small commercial exemption granted is borne by other Class Three, Commercial, and Class Four, Industrial, real property, but not by personal property. The tax levy to be raised from commercial and industrial properties remains the same, but use of the reduced valuation in setting the tax rate results in a higher tax rate for the commercial and industrial classes than for personal property. The attachment, "Impact of Small Commercial Exemption," shows how adoption of the exemption affects the calculation of the tax rate. Assessors may also refer to the Options Table in Gateway Online that allows them to see the impact on the rate. D. OTHER EXEMPTIONS The small commercial exemption may be applied to parcels that qualify for other property tax exemptions under G.L. c. 59, § 5. There is no minimum taxable valuation as is the case with the residential exemption. E. TAX BILLS Tax bills for parcels that receive the small commercial exemption must show the following amounts: (1) the total full and fair cash valuation, (2) the small commercial exemption, and (3) the total taxable valuation to which the tax rate is applied. Model tax bills issued annually reflect these requirements. -5- F. EXEMPTION APPLICATIONS An application for the small commercial exemption may be filed with the assessors if the exemption is not applied to reduce the assessed valuation of a qualified parceL The application deadline is April 1, unless the actual tax bills for the fiscal year are mailed after January 1. In that case, taxpayers have three months from the date the bills are mailed to apply. The taxpayer may use a form approved by the Commissioner for this purpose ("Application for Small Commercial Exem�tion," State Tax Form 128—5�. A regular abatement application ("A�lication for Abatement of ReaUPersonal Pro�ertv Tax," State Tax Form 128) filed within the deadline will also serve as an effective application. In that case, the assessors should then ask the taxpayer to complete State Tax Form 128-SI or otherwise provide the information needed to determine exemption eligibility. -6- IMPACT OF SMALL COMMERCIAL EXEMPTION Tax Levy $ 5,000,000 Full and Fair Cash Valuation Residential $ 150,000,000 75% ) Open Space 10,000,000 5% ) (80%) Commercial 20,000,000 10% ) Industrial 10,000,000 5% ) (20%) Personal 10,000,000 5°/o ) TOTAL $ 200,000,000 100% Eligible Class Three Parcels Full and Fair Cash Value $ 5,000,000 Exemption Percentage 10% Exempt Valuation $ 500,000 Taxable Assessed Valuation $ 4,500,000 EXAMPLE 1 COMMUNITY ADOPTS A RESIDENTIAL FACTOR OF 1 Tax Rate Computation Without a Small Commercial Exemption Class Lev� Levv Tax Rate R& O 80% $4,000,000 $25.00 ($4,000,000 = 160,000,000) CIP 20% $1,000,000 $25.00 ($1,000,000 = 40,000,000) Tax Rate Computation With a Small Commercial Exemption Class Lev•� Levv Tax Rate R& O 80% $4,000,000 $25.00 ($4,000,000 = 160,000,000) C & I 15% $ 750,000 $25.42 ( 750,000 = 29,500,000) P 5% $ 250,000 $25.00 ( 50,000 = 10,000,000) Tax Impact on Eligible and Non-eligible Parcel Full and Fair Cash Valuation $500,000 Without Exem�tion With Exem�tion Eligible $12,500 $11,439 ($500,000 x $25/1000) ($450,000 x $25.42/1000) Non-eligible $12,500 $12,710 ��soo,000 X $zsn000� �$soo,000 X �zs.4zil000� -�- EXAMPLE 2 COMMUNITY ADOPTS A SHIFT OF 150% ON CIP ADOPTS A RESIDENTIAL FACTOR OF .875 Tax Rate Computation Without a Small Commercial Exemption Class Lev� Levv Tax Rate R& O 70% $3,500,000 $21.88 ($3,500,000 = 160,000,000) CII' 30% $1,500,000 $37.50 ( 1,500,000 = 40,000,000) Tax Rate Computation With a Small Commercial Exemption Class Lev� Levv Tax Rate R& O 70.0°/a $3,500,000 $21.88 ($3,500,000 = 160,000,000) c & I z2.s°ia �l,izs,000 $3g.14 � l,l2s,000 = z9,soo,000� P 7.5% $ 375,000 $37.50 ( 375,000 = 10,000,000) Tax Impact on Eligible and Non-eligible Parcel Full and Fair Cash Valuation $500,000 Without Exem�tion With Exem�tion Eligible $18,750 $17,163 ($500,000 x $37.50/1000) ($450,000 x $38.14/1000) Non-eligible $18,750 $19,070 ($500,000 x $37.50/1000) ($500,000 x $38.14/1000) AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Approve Placement of Temporary Signs at Lincoln Field and/or Center Track Field - Le�ngton High School Girls Soccer Boosters ITEM PRESENTER: NUMBER: Jim Malloy, Town Manager I.5 SUMMARY: Category:Decision-Making Attached please fmd the request and a power point presentation which was also provided to the Recreation Committee for their review. Erik Larson will provide an overview of the request and will be a�ailable to respond to any questions the Select Board may have. SUGGESTED MOTION: Move to approve the request from the LHS Girls Soccer Boosters subject to the conditions approved by the Recreation Committee on 5/15/24. FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 7:SOpm ATTACHMENTS: Description Type � ��c��a��s9�1���sntiC��n�1"�����c��a;a°� J[ia a��a°�rt��n 4.zrntruan�tta�����.a�r�rrrt�na��r,.r¢�n �zo�✓a°�fVT2nzu, � ff'n�a���,n9�9n�r� ,�,n,n...�,�2,�n� D��,a���i�IVT�b4�u��N ������ ' �"��� �� � RECREATION COMMITTEE �% �� � '� � �; Frederick DeAngelis,Chair� Christ�ian Boutwell,Vice Chair� Lisa O'Brien ��� ;��'" ���� ' ' � Claire Sheth� Carl Fantasia�Weiwei Li�Renen Bassik ��i����i��1h�����' � r � � � � � � � � � � � � Tel: 781-698-4800 Email:r�,c,t�.at:n�n�.��t��.(er)1�,) mxiu�y�t�rr7nn��,��v � y' � Web:v�vvvv��x�n�pt�r�rmao�y�vlS 11l�°�;cr�atnc�tt._�c�rL�noo�u�l1v-t��'�s�•f� arrtis May 20, 2024 To: Select Board Cc: LHS Girls Soccer Boosters; Town Manager's Office; Recreation Committee Re: Recommendation to approve temporary sign placement At the Recreation Committee's regular May meeting (Wednesday, May 15, 2024), the Committee voted unanimously (5-0) in support of the placement of up to eight, approximately 4'x8', vinyl, corporate sponsorship banners at Lincoln Field #2 and/or Center Track Field by the Lexington High School Girls Soccer Boosters for the purpose of fundraising with the following conditions: • final banner design and content,placement location, and method of attachment will require express approval by the Director of Recreation and Community Programs or their designee; • the banners will be placed on fences only; • the banners will be temporary and only in place during LHS Girls Varsity, Junior Varsity, and/or Freshman team soccer games, to be put up immediately prior to the start of the game (or block of games) and relnoved immediately following the conclusion of the game (or blocic of games); • this recommendation will be reviewed by the Recreation Committee annually following the conclusion of the soccer season. ��� \� : � � 4 �� LEXINGTQN HIGH SCHOOL GIRL S' S O C C ER PRO�RAM: CORPORATE SPONSORSHIP PROPOSAL June, Zo24 TABLE QF CONTENTS Current State and Context Why are we here? Proposal Description Town of Lexington Recreation Committee Recommended Guidelines Proposed Execution & mock-ups Loca1 Businesses Targeted Appendix � � t �- Current State an Context As the Lexington High School (LHS} Girls' Soccer Program has evolved, so has the Booster organization affiliated to it. �Te are now an inco orated5oi(c)3 non-prOflt eYltlty Wlt�l a oard an governance ocu entation prepared to tackle the future growth and financial stabilit� of the Program. The needs of the Girls' Soccer Program are many. Fulfilling these needs has become more difficult as inflationary pressures have challenged us to think creatively and incorporate non-traditional fundraising activities to the program. ence the proposai of corporate sponsorship in being presented to �ou today. � � t �- hy are e here? According to a Park and Recreational Facilities Policy, "it is f orbidden to post, paint, ctf fix, or displdy any sign, notice, plc�cctrd, or advertising device? or engage in business, sell, or expose for sale, or glve a�dy any goods, �ares, or circuldrs except vvith the prior a,uritten consent o f the Boctrd or its desi�nee." e, the L S irls' Soccer oosters, are asking for an exception an /or ritten consent fro the Select oar to i plement and execute a Corporate Sponsorship rogra and display such advertising and receive onations fro aforementione sponsors. � � t �- rOpOSa1 We intend to use Corporate Sponsorships via local Lexington business to raise funds through donations for the LHS Girls Soccer Program. By participating as a Corporate Sponsor, the Program: z) acquires the needed funding to operate while local business 2) receive the exposure via advertisement and 3) a tax write-off as a donation to our soz(c}3 non-profit organization. On April 23, Zo2q., this proposal was brought to the Town of Lexington Recreation Committee and received unanimous support with a series of recommendations and guidelines being sent to the Select Board. Read in next slides. � � t �- TO Yl Of L,eX1Y1gtOI1 eCY'e2ltlOri �.O lttee eC0 eYl e Lil e1111eS Placement of up to eight, approximately 4'x8', vinyl, corporate sponsorship banners at Lincoln Field #2 and/or Center Track Fie1d by the Lexington High School Giris Soccer Boosters for the purpose of fundraising. Final banner design and content, placement location, and method of attachment will require express approval by the Director of Recreation and Community Programs or their designee. Banners will be placed on fences onl�, not on protective netting. � � t �- Town of Lexington ecreation Co ittee ecom ende uidelines Banners will be temporary and only in place during LHS Girls VarsitY, JUTllOr VarSltY� aT1C��0Y FY2S�1TriaT1 teaTri SOCC2r gaTrieS. To be put up immediately prior to the start of the game (or block of games) and removed immediately following the conclusion of the game (or block of games). ote: This recommendation will be reviewed by the Recreation Committee annually following the conclusion of the soccer season. See appendix for image of Recreational Committee Ietter of recommendation. � � t �- Proposed Execution The Corporate Sponsorship will be implemented by the Boosters and executed by Erik Larson, parent and Girls' Soccer Booster Secretary. Timeframe: Zo24 Fall MIAA season and post-season (September-November) uration: Girls' Varsity � JV games (2o home games x 2-4 hours) anner size: 4x8 feet vinyl rectangle signs anner content: Sponsor Iogo, font type and QR code for direct access to business website anners' Location: Hung on the external side of the softball field fence for Lincoln 2 and the barrier fence on Center Field. See mock up in next slides. , +� ��� ��� � � i� �'` �� �j, a �� " �S I� I (, `` 1j *� &� 1 i � i , � ��k� � '� �. � �� �.'�� '�t+ f ��I � � i �, � i � �w � U �; ,d , /l�/ �� �' /% � ^ I , ��- . � � , �w �, , � ��'� �!� � `" , / �A �i �� " �2 22 i ��� � �};;; �<; II��� ' �'�` � � ' � ��, � , , � �� � � � m i �` I'� , � � �" � '1 � i ; ���� �� � � �'� � , ,f�/��� , ��%�/��� „a� �,',%//, i��, i, I�,/,///� �,,� ��i% � � �� � ;// � ,����.,, � �t� ��i� � �i � v J, �,� ;,,�� ��p� � r 1 ,, ,; � %,, , ; � � , " , �,�,,; ,;;�,,, � � %,� �� , , ; ,,, � , ��j„ �� j�� ��„i����� s / ��%�� /// ; /��/ �� ' ;� '%i%ioi� �� , r, ;; , ,,, � , % ''�i%" � , INllld/�% / / .��� �, �� , �/� / � , �� i� ,;,,/ . � ,,, „ , /,,,;�/� , � j,;���i, , �IJJJ f j j j ii////%� /� �' ,' �� o: // / � � . . �/ %%�� � � „ ii% � - � � %� ;//// // � � �� , /,,, j � ,�/��iiD�/, ; , r � '�� �� j %' /�/iiiii � � %, � s� i � ,/� � � ; �/� �Ww«w .�MNFI n ti .o,-� � � / /�/�/ �� f��. � / ��i, /� ///�� � %���� ��' l�j , �I f I / �� / ��li� ���//��// � I.,' �i2 1�'� %//// � ��jii I� 4 �I 1� ;l ///�, I f���� � �� / �� �i � / %�; ����/� ; �, �, '/l iii;,%��,, „ ����;�j%/iiii ;� ' '' ; ��;/�����,,, ���� ���� qi ��ii� ��iiii,,, 1;; �%j/%/%„ \��� � ��, \��� I,,,, ivo, A��� I„ ��� ��, \��� �< %;;� ll I I �„ �ii; ��, ��� �-� � ��� %� � �� �� ,,, ���' � � , . ///,:. � ,� � �U /i;, m � � ,,,,,,,,,,,,�� , ���0�, ,�.. r, �,,,,,� �%%%//%!;, �, �, %�/ ,/,,/i � � ,; ; , � � ��,,,�, �� t � ); , � � ;,; , � ,� � � � �, ���� �� � � �,,� ��i, ���, �i/iiii i:.. . a ��m� � ��i4�°; j I'� I'rl � � � � r; pr � f , Ad � ��� , - (f I "r � fi � . �� �„ ��, ��" ,, � i�* �ii�� , � �, 1,�� � � i„ �,� „ � � �� ,� � i�;� � �� , ��, ;�; ;��) IIIII �,,, % �, ;I � �� ,�� % � , �� � ,, , , ��� � �, , ,' ,/�, ; �i� � � ; f/, i ; /i� � , y� � � � � �;��� �� w. ri��.��irl��i" '��,,, � �'' ��;,.���, r�i i2 ; (� ��� ���� ,;; �, �' 'I�� � , '� ��� ;ll l l � , � � � „,� ' � � , i� � � J I , , . , , � r�" r � i y � , f �tl .. „��i � e s vuui�ryir � �",; ia? � ,u' ;� � p e � ' �� � ��' �. , � � �, � ilq, „ � . ,. � a ( „ , i � � ' ,,,, //%ii � .. 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'. �'I� �� ,, . � � �. � � t �- usiness Types Targeted for Sponsorship As part of a thoughtful, community � youth-centered Corporate Sponsorship Program, we would target: Lexington-based businesses onlY catering to youths and their families No businesses in the alcohol, drugs (dispensary) or other adult-focused goods or service provider No political or partisan signs or messaging Lexington businesses that have expressed an interested in participating are MA FLU11C�' William Raveis, LI..Alllgloll ��111.U1' U111o11� ol.�i..1Je � � t �- • • o ♦ �� ��uxovgr�r � I � �f f �� � � ���_� �� � �����_�`��Q� ����1����`��� ,`� �, �� ` � Fr�ci�r��k I) ���;���, C�a�r:thr�atiaa��3��ut��'1 �����C.�a�r I_��at�'F3r��n � � � � _ C(a.r�hct� Ca�?Fa��ta4=a.���a���i Lz�I��nti..�4��;�� �� ���� �� � � � � � � � � � � � � `��1�'�]-{��I�-���if� ��,3 3l �.g� �_ ..�n §�� g��: ` t�s'��±. str:;i.� .�,�.s._��_� ��� ¢<t.-,:��.t.��.,°.�.�, ��,?-�r£�at��; �Ta�-?�}.''�l?� `�c�: �elect�c?ar� Cc: �:I���i�1��c�cc;c.r�c�c��t�ra;`�c���fn�9�n�i;��r's t�t�icc;iZec;rc�tic�n�`c��n�itt�� Re:R��:c�nnr�en�iation€c�ag�r��•�t��npc}r��•si���lae��ner�t �t tl�c R�creatic���`�mmitt��`s rc�ul�r�llay meeting(t�ednesd�y,��a�` 15, 2����>thc��mrnittec voted u���ninic�usl� {>-�) in ��p��rt c�f th� pl�c:��n���t c�f up tc� �i<�ht, ��prc��in��t�l� _�'��', �-in�=1, ec�rpc�r�t� S�car�4c�r,i�i��ann�r4 at �in�;c�ln �'i��c3 �� anc�•`vr��nt�r`Tr�c�k �ielc��� il�� I���in�tc�r� Ni�� �chc�c�] C;�r1� �c�cc:er�c�c�s€�rs fc�r ih�purp�se c�f fundrai�in�u•it�the fc�11c����in�cc�nditi�n:�: • tir�a�b�nn�r c��,i�n�r�d�c�nt�nt>plac�met�e��c�ti�n,�nd n��thc�d��f�tt�chm�nt��FiII r��uir���}�r��� a�prc��ai b}�th��ir�ctor�f R�cr�atic�n ar�c��vm�uni�y Pr��rarr����r th�ir ci��i€�n��, * the k�anz�e���;i112�����c�d c�n fence�c��lv; • th�k�a�ncrs��•�i1I�� t�m�c�rary and�n1� i��Iac� durin�I�I�S C;ir����r�it}�_Juni�r�ar�it�=, anc�,`c�r I�re�h�nar�team�c�ec��r�amc�>tc��c�ut c�p immediatcl�#�rior t�th�,�tart�f th��amc{�r�loc�c�f ��m�fij and re�n��-�c�imn��diatei�fc��lc���•u��th�c�nclu4ic�n c�fth���me{c�r 61oek�f�an��s}; • t�li� recc�����enc�ati�n ��°i11 �e re�%ie���ec� ��� �he R�cr��tic�n C��z�rtuttee an������' fc�]Ic���°in� the �;t�nc�luzic�n c��tl�e,�c�c�r sea5c?n. AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION Le�Vledia Operations Report PRESENTER: ITEM NUMBER: Florence DelSanto, Executive Director LexMedia l.6 SUMMARY: Category: Informing As per the Grant Agreement: "LexMedia shall attend a meeting of the TOWN Select Board to present a report of its operations, discuss its funding, and respond to any questions the Board may have". Florence DelSanto will present the LexMedia update at tonight's meeting. Also present will be Jim Shaw, LexMedia Board of Directors Chairman and Ken Pogran, Communications Advisory Committee Chair. SUGGESTED MOTION: N/A FOLLOW UP: N/A DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 7:SSpm ATTACHMENTS: Description Type C� 1L�xMfe�,��J��i��� ll"u�c,�uui�l:,a,n • • � A n ove ry i ew of Lex M e d i a's p ro g ra m m i n g c ove ra g e, w i t h a n em phasis on govern ment meeti ngs. � � � � � � � � � � � � � � � � � ��������a� �ff �������� ���d���� ����r��r�i�� ����� ��:r��� ��� ����� ����r���� k�� f����� ����e ���� ��� ��� ��� ��� � ���� ���� ���1 ���� ���� ���� �� � I �� � �� �� � r�� r� � ���� - � ��� � _ � � _ � _ �r� ��r��-i��}v���h� ���i��r ������� �� ����r�r�������' �� L�T�i �������I�j���. � �����1 ��������� ���� ���� ���� ���� ���� ���� � ��� ��� ��� ��� ���� �� ������� ��� �� � ��� � ����� I _ _ _ _ _ � � - _ ��� � ,+�r� ���r������f��� ��r�b�r ��i����� �f�g������ �i���! ��i �ET1� ��,-�����I���r. � ������ ���������' ���� ���� ���� ���� ���� ���� �} 1�� ��� ��� ��� ��� � �1I"�: ��� � ���'+��'�' 1�'��C� ��� � � � � � �[��� � ��� � � - - - - ,�r� �v��:��v�f LI�� �i�r�k����� ir��i�ri���l' ���t:��� �i��� ��i ��T� ��r�i�����a��r. � ��tt��l ��������� ��i� ���� ���� �Q� ��� 2��� � �� 1�� 1�Q ��� ��!'� ��C� ���� � ������� ������ ������ �� � ��e�������t� ��t�� r�ia���� €������F������i��� �����d�� �������ir�;��i�����r���� ����, �����r�� ����, ����� ��� �����* �� s€� �t� ' �� �� �� ' � _ ' ' � _ — — � _ — , 1' _ � � � — ��� _�.� ���� '��� �4,�� .��.�� ���.� ��� �.'� ���,� ��� ��� � �,� � ��� ��� � �� �� �.� �;� �� � �� ��` �,�� �` � � �,� t� ,�,� ��- � r �� �� �� �� �� �� �� ��' � ����� ���� ���� ������ ������ ���� ����� ���t� ������ �� ��,�� ���c� � �k *�� �� ��� � �.� �� �� ��, �' ��,� �,�' �� �� �,�` ����� �ti� � ����� �� ��� � �` �� � ��� *2024 n u m be rs a re i n p rog ress. AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION -Town Meeting Article Submission Timeline Discussion PRESENTER: ITEM NUMBER: Doug Lucente, Chau; Mark Sandeen, Member L7 SUMMARY: Category: Informing On May 23rd, Select Board Members Doug Lucente and Mark Sandeen convened with Deputy Town Manager Kelly Axtell and S elect Board Executive Clerk Kim Katzenback to discuss the timeline for presenting Town Meeting Articles, including citizen petitions and those requested by committees. The discussion focused on establishing a detailed schedule to ensure alignment with Select Bard as well as committee expectations. Doug Lucente and Mark Sandeen will take the lead in developing this timetable. SUGGESTED MOTION: FOLLOW UP: A proposed timeline will be presented at a future meeting. DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 8:OSpm AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION - Public Process for Staff Proposals Discussion ITEM PRESENTER: NUMBER: Jim Malloy, Town Manager I.8 SUMMARY: Category: Brainstorming Attached please find the proposed Internal Policy for Community Engagement to lay out a process of presenting to the Select Board and involving other stalceholders in an orderly, consistent manner. A draft was previously provided to the Select Board and included in a Town Manager Weekly Update and there was a comment provided by the Engineei-ing Department regarding ongoing regular projects, such as paving, water/sewer, stormwater, etc. and a question whether these would be included in the policy or exempt. The Town Manager's draft policy would exempt these types of projects. SUGGESTED MOTION: There is no motion required, this would be an internal policy that would be approved by the Town Manager for the use of staff, but a discussion with the Select Board to ensure this will meet the Select Board's needs is requested. FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 8:l Opm ATTACHMENTS: Description Type ❑ �:�ua��t pa4sVicy �zova°�fl�If4,nsu* Internal Policy far Community Engagement Dated: Pur�ose: The goal is to provide a roadmap for consistency on a public process for the future to ensure we have a standardized process that includes both internal and external engagement. Further, to provide clarity to Town staff on the order of bringing a proposal before the Select Board as well as other Boards/Committees or having public outreach to avoid confusion and inconsistency on whether proposals should come before the Select Board fiirst or after review by other Boards/Committees/public engagement. Application: This policy will apply to: • Proposals that have not already been presented to and approved by the Select Board and approved by Town Meeting. • Otherproposals that exceed $1,000,000 in value for capitalprojects �a°.,�� �uu������ Om��ir�� �q��u^,� . � w , . _�u � I a �:�u � � � '.� �� ��u�i�u��� �, � �� ���. �ti�����i� �� ���u���n� i�����u ��n�°��7�pr u,��� � b°�� �ro���,� �°U�n �ui��.���n ���a� , � �utl �n���� � . "�' ��� ,���� ��a�.�,�d��( � �.� v..,,�1 il°.ud ��., d��wJ�uu�L"%i��i���,�u��i ���iIN'V�� d'.tl'."o, ��uVV���wbl�u��PVLVO�dA�u�,�u��iry .POtlViI����WM/YN�("�m ulY�iP�%�tlO�Nliw°�Illliw°LPOAY �rod��q�ui���, I'�0.' .��. • For abutter notification, this pol�c will re uire not i y q � ification within 300 feet of aproject. • This policy will not apply to other statutory or bylaw requirements that may be less than or greater than the requireinents stated above. Process: The following is the process that Town staff will be directed to follow: 1. Bring the proposal before the Select Board, in a regularly scheduled meeting as a preliminary presentation and a general timeline for presenting to other Boards, Committees and/or the public. 2. Present the proposal to other Boards, Committees or the public. 3. Bring the proposal with any revisions from other Boards, Committees or the public back to the Select Board for a second presentation and to receive any comments from the Select Board. 4. Bring the proposal with any revisions from step (3) to the Select Board for final approval. If there were no further revisions at step (3) the proposal will be placed for consideration on the consent agenda. AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Accept Deed of Gift - LexSeeHer ITEM PRESENTER: NUMBER: Jim Malloy, Town Manager I.9 SUMMARY: Category:Decision-Making Attached please fmd the deeds for the plaza and monument from LexSeeHer. Town Counsel has advised that it would be best for the S elect Board to vote to accept the deeds and gift of the monument and plaza for these to be kept on file in the Town Clerk's Office. SUGGESTED MOTION: Move to accept the gift of the plaza and monument from LexS eeHer as per the conditions in the attached documents dated 3/28/24 and 5/18/24. FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 8:20pm ATTACHMENTS: Description Type ❑ ��lbara�p:�,a,�i<a.��c�p�,nu��tr4��i, �z�va°�fl�Ifc,ntu? � IVVfasnu�u��at ll�°�°���r.471 p�oud�ti�r,. �;�a°�a°�fWT2nzu, � / �"' � � �JJ I / � F � �l�m�d � t.;11 �� :; I( II �rmd.�l�f � .::,;�, ��.., � � � �u� I �� ,�� ��K� ��I���J �I��I��L...�;� March 28, 2024 LexSeeHer, Inc. P.O. Box 639 Lexington, MA 02421 Dear Jim, Joe, Suzie, Jill, Doug and Mark, It is with great pleasure that we present the Town of Lexington with a danation of the first part of the "Samething Is Being Done" monument. Today we are donating the 28' granite plaza ta the Town and present you with a Deed af Gift. The plaza was designed by sculptor Meredith Bergmann, and she was inspired by the 1769 Spinning Protest held by Anna Harrington. For this reasan, the pavers are cut to resemble a spinning wheel. Anna's historic spinning event was seemingly forgotten aver the past century. We are grateful that Sarah McDonough, Stacey Fraser, and Lexington Historical Society began telling the stary in 2019 when they celebrated the 250th anniversary of Anna's pratest. The plaza is inscribed with the words "For Bold Wamen of Lexington Past, Present, and Future Who Persist and Pursue Liberty." Women from the 1$th century, including Margaret Tulip, Ruth Buckman, Phebe Banister Burdoa, Cate Chester, and Abigail Harrington, were indeed bald women wha made significant contributions ta this community, the Cammonwealth, the fledgling country, and beyond. We are proud ta help make these wamen visible, along with trailblazers who followed after. We are now spinning a new chapter in the story of the Birthplace of American History. Women were here all along. Women were - and are - important. We are proud to naw tell their staries. We thank the visionary donors and volunteers who provided the funds, time, energy, and persistence to bring us to this important milestone. And we appreciate the 20+ cammunity organizations who supported the praject early on. �exSeeHer, Inc. P.O. Box 639 * (7$1) 254-2525 * LexSeeHer.cam %%� "li � � � i , rcrioi�uo� ��u1i ��l� <<���� i ��� . � � ._. � _�, , ,,, ,; % 1�' �, ���+�4ria' {Irb � ��� � �� �f� ������,�� We thank the members of the Select Board wha vated to approve the praject, and the members of the Historic Districts Cammissian, Commission on Disability, Center Committee, Monuments and Memorials Committee, and Taurism Cammittee far their roles in bringing us to this day. We thank Dave Pinsanneault, Marc Valenti, Cathy Severance, Sandyha Ihar, and all of the Town staff members who have helped us implement the project. The three steps that remain in this project will be coordinated with the Tawn through Dave Pinsonneault: 1. Clean the surFaces, complete the fill between pavers, and seal the plaza. 2. Install the campleted bronze sculpture and adjust the lighting with the work in place. 3. Complete the inscription af the paver with the date of Dedication Day May 18, 2024. We will alsa bring forward a proposal far signage. This is a very special day far aur community. As was April 19, 1775, when this Town took on a significance the world over. That morning Abigail Harringtan wake up her san Janathan by calling, "The Reg'lars are Out and Samething Must Be Done." When Lexingtonians see that samething needs ta be done, we continue to step up! Sincerely, ' � � Jessie Steigerwald President, LexSeeHer, Inc. LexSeeHer, Inc. P.O. Bax 639 * (781) 254-2525 * LexSeeHer.com �'� ;, ���I��„� �� u � � �„�^I� CV1�kC fry VV�I'��:C�J �/!�I k�I�� DEED OF GIFT DEED OF GIFT, by and between LexSeeHer, Inc. (the "Donor") and the Town af LexingtQn, Massachusetts (the "Town"). WHEREAS Donor and the Town, have entered inta an Art Donation Agreement dated as of the 1 Qth day af September 2023, the terms and conditions of which are incorparated by reference herein, whereby Donor agreed ta transfer, assign, and deliver ta the Town, uppn the terms and conditions set forth therein, their right, title, and interest to the granite plaza as described in the Art Danation Agreement, installed as Phase 1 of the Installatian. NOW THEREFORE, Donor does hereby transfer, assign, and deliver ta the Town, its successors and assigns, absolutely and farever, free and clear from any and all liens, security interests, encumbrances or claims, all right, title, and interest in and ta the Wark, subject anly to the limitations set forth in the Art Donation Agreement. In the event of any inconsistency between the terms of the Art Donatian Agreement and this Deed af Gift, the terms of the Art Donatian Agreement shall prevail. IN WITNESS WHEREOF, Donor has duly executed this Deed of Gift. Donor: ��""���.�,�°-°�� -'r�:�,�� l�. ..�. ��� � � � �� � — ,�� � � ,� Le eeHer, Inc. �._... By: Jessie Steigerwald, President f°��� �-°~���°--��-�-��, ry ,,,,s_.. � ,, C�"� Date: Februa 13, 2024 ,�' `._ �w. .�. The Town her�by agrees ta accept the Donor's gift of the Wark on the terms and canditions set forth herein. �.. � � w, Town: �„��° ��I� � „� ��w., ��� o , � �' �', ,�� ,��� � �,�.,�...�,� �._ �mmmm�„� �._� Ma chusetts "� e T wn of Lexingtan, � ` ""�� �� ��� �~� o � ��� Date: „��� �°�,� � �� �"��..���`w �..� r� �� � � �d,� ��^���;"��� � ���� MI�KE WC7MI�P�1 VISIgLE DEED OF GIFT DEED OF GIFT, by and between LexSeeHer, Inc. (the "Danar") and the Town af Lexingtan, Massachusetts (the "Town"). WHEREAS Donor and the Tawn, have entered into an Art Donation Agreement dated as of the 10th day af 5eptember 2023, the terms and canditions of which are incorporated by reference herein, whereby Donor agreed to transfer, assign, and deliver ta the Tawn, upon the terms and conditians set forth therein, their right, title, and interest to the work of art (the "Work") described and set forth on the schedule attached hereto and incorporated herein as Exhibit A. NOW THEREFORE, Donor does hereby transfer, assign, and deliver to the Tawn, its successors and assigns, absolutely and forever, free and clear from any and all liens, security interests, encumbrances or claims, all right, title, and interest in and to the Work, subject anly to the limitations set forth in the Art Donatian Agreement. In the event af any inconsistency between the terms of the Art Donatian Agreement and this Deed of Gift, the terms of the Art Donation Agreement shall preva'rl. IN WITNESS WHEREOF, Donar has duly executed this Deed of Gift. or• � �� � � � a . ,�, � ��.e�.� � � � � o„,� �..�. ...._ � ��� a, � � . ���, � .� .�� � , � - �t � ,P����� ,.�v��������P�.� Lex� ��ee � r, I c. �� � a�° ,��� � ��. By: Jessie Steigerwald, President '�� �, �� � Date: May 18, 2024 � �� - •—�--�...�..� � a ... � r ��w ��.� .� �..:c.� �w�.�� � � � �, <�w�.�w..��� � � The Town hereby agrees to accept the Danor's gift af the Wark on the ter and conditions set forth herein. � w - Tawn: �� ��� f�,� �� � � � � � .�....._.�. �,�r ��.��r� ����� �= �. �������:���� �,� � The Town of Lexington, Massachusetts „� � � � r � ' . , �� ����.f��,t° ,� �,� ����������,��,�r��F�,��_m...,. Date: �� ..e �, � � ^, �� ,� ��" ,,;,�'��c..��, .� , , �tf� ";� ��2 �I �� � "„�C ;!'iiaJi✓�l'J ���d�� �A�6f� w,, 1 j w�� � ����� � ' ���� ����� ������� May 18, 2024 LexSeeHer, Inc. P.O. Box 639 Lexingtan, MA 02421 Dear Jim, Joe, Suzie, Jill, Doug, Mark, and the cammunity af Lexington, It is with great pleasure that we present the Town of Lexington with a danation of the completed "Samething Is Being Dane" manument. Taday we are danating the bronze sculpture to the Town and present you with a Deed of Gift. The wark was designed by sculptor Meredith Bergmann, and she was inspired by the bald women af Lexington and their significant economic, political, intellectual, social, and cultural contributions acrass time. These contributions were irnportant at the time the wamen were living, but the names and staries abaut these wamen were erased ar last. Taday, they are made visible. The plaza is inscribed with the wards "For Bald Women of Lexington Past, Present, and Future Who Persist and Pursue Liberty." Women from the 18th century, including Margaret Tulip, Ruth Buckman, Phebe Banister Burdoo, Cate Chester, and Abigail Harrington, were indeed bold women who made significant contributions to this community, the Commonwealth, the fledgling country, and beyond. We are proud to help make these wamen visible, along with trailblazers wha followed after. We are now spinning a new chapter in the story of the Birthplace of American History. Wamen were here all along. We are praud ta now tell their staries, especially as the 250th Anniversary of the Battle of Lexington appraaches. As visitors and residents come ta this special place, where there is a 12,OOQ year history of Indigenous women and girls, we hape the manument will engage them with the question of what the pursuit of liberty, equality, and freedom has meant for women and girls. We hope they will consider the challenges that patriarchy and racism have set LexSeeHer, Inc. P.O. Box 639 * (781) 254-2525 * LexSeeHer.com ,'� �� �� � � ui�1 � ��u�� ��� \ r i � � � ���?�r� � �� �,��� v����� v�����.� out for centuries. We alsa hope they will be inspired to pursue actian when they believe "Something Must Be Dane!" We thank the visionary donors and volunteers who provided the funds, time, energy, and persistence to bring us to this important milestone. And we appreciate the 20+ community organizatians who supported the project early on. We thank the members of the Select Board who vated to approve the project, and the members of the Historic Districts Cammissian, Commission an Disability, Genter Committee, Monuments and Memorials Committee, and Taurism Committee for their roles in bringing us to this day. We thank Dave Pinsonneault, Marc Valenti, Ghris Filadoro, Cathy Severance, Kelly Axtell, Mary de Alderete, Koren Stembridge, Helen Lui, Cathie Ghorbani, Amy Newmark, Matthew Shumann, Sandyha Ihar, and all of the Town staff members in the Department of Public Warks, John Livsey and the Engineering Department, wha have helped us implement the project. We are also presenting the Tawn with a check for $10,Oq0, as agreed, to provide for the care and maintenance of this singular work. We will bring forward a proposal for signage later this summer. This is a very special day for our cammunity. As was April 19, 1775, when this Tawn toak an a significance the world aver. That morning Abigail Harringtan woke up her son Jonathan by calling, "The Reg'lars are Out and Something Must Be Done." When Lexingtanians see that something needs to be done, we continue ta step up! Sincerely, � , �.� �. ��� �d �� ,. ,� � '" � d � ' � �"n� oR ���� ���� � ��� .�w'._�� � �� � � = � ` �° .i,e^'" �„�„�� , -�,,�"�_ A�nN A� k "� �i�� ��) ,, ,a° P'� n ,✓. � P°�° 4� �",w� �� """„n� �. .�" ��� �"" ,�� � �� � � �� ���,.���.� _ � Jessie Steigerwald Martha Woad Leslie Massan President, LexSeeHer, Inc. LexSeeHer, Inc. P.O. Bax 639 * (781) 254-2525 * LexSeeHer.com ��M1 "�IN �'j / ���/ f I%%1 w � ' � ��flxr� �� �� c„�. �� 'rurJdxd "- �y ° � r� l� �Vu� I�� ' � �� ��fV� VV�fVIC��:� V ������ �� � ��� � ��, �� " ,���.µ����`��� �C�.�.��� .A�.�,� ����'�����,�.���,.,���.. .w�w �,��o.�.. ° � t,°��. � '�..r , � � � � <<: :: . ..� � ° Michelle Tran Celeste Freeman Kamala Raj �exSeeHer, Inc. P.O. Box 639 * (781) 254-2525 * LexSeeHer.com AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: SELECT BOARD WORK SESSION - LHS Project Costs Discussion ITEM PRESENTER: NUMBER: Joe Pato, Member I.10 SUMMARY: Category: Brainstorming The School Building Committee(SBC)has received initial ballpark cost estimates of$600M+ for the LHS building project at their 5/13/2024 meeting. These estimates were further outlined at the 5/22/2024 Finance Summit where approaches to mitigating taxpayer impact were discussed. The project is to replace or rebuild the e�sting LHS to: 1. accommodate a larger student population 2. provide a safer envuonment for students 3. deliver the disttict's educational program 4. address end of life mechanical systems, inefficient and outdated building envelopes Cost estimates are currently based on the educational program and student enrollment size. Together this generates a target size in square feet for the building, which is the primary driver of the project's cost. The Select Board will reflect on the current estimated costs and how they compare to other similar projects. The Board is asked to consider any feedback it would hl�e to provide to the SBC about this project or about related projects such as requests for a pool, a new or expanded fieldhouse, and relocation of school administration to the LHS campus. SUGGESTED MOTION: FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 8:25pm AGENDA ITEM SUMMARY LEXINGTON SELECT BOARD MEETING AGENDA ITEM TITLE: Anticipated Adjournment ITEM PRESENTER: NUMBER: SUMMARY: SUGGESTED MOTION: FOLLOW UP: DATE AND APPROXIMATE TIME ON AGENDA: 6/17/2024 8:45pm